Terms And Conditions
Sova Chat (“Sova Chat”, “we”, “us” or “our”) is a technology company that operates a secure messaging and communications platform designed for use in healthcare and other regulated environments (the “ Sova Chat Platform” or “Platform”). Sova Chat is operated by Sova Chat Corp, a Florida corporation. These Terms and Conditions, together with all policies, terms, and documents referenced or linked within them (collectively, these “Terms”), govern your access to and use of the Platform, our website, our mobile and other applications, and any related services (collectively, the “Services”), and constitute a legal agreement between you and Sova Chat.
By accessing or using the Platform or Services in any manner, including by browsing our website, creating an account, or sending, receiving, or accessing communications, you acknowledge that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy, which is incorporated here by reference. If you do not agree to these Terms, do not access or use the Platform or Services.
YOU ACKNOWLEDGE AND AGREE THAT SOVA CHAT IS A TECHNOLOGY COMPANY THAT PROVIDES A COMMUNICATIONS PLATFORM. SOVA CHAT IS NOT A HEALTHCARE PROVIDER, PHARMACY, COVERED ENTITY (AS TO ITS OWN ACTIVITIES), MEDICAL DEVICE, OR PROVIDER OF MEDICAL, LEGAL, OR PROFESSIONAL ADVICE. ALL COMMUNICATIONS TRANSMITTED THROUGH THE PLATFORM ARE CREATED, SENT, AND CONTROLLED BY USERS, AND SOVA CHAT DOES NOT ORIGINATE, AUTHOR, OR ENDORSE ANY USER COMMUNICATION.
IMPORTANT: PLEASE NOTE THAT THESE TERMS AND CONDITIONS INCLUDE YOUR AGREEMENT TO ARBITRATE CONTROVERSIES. BY USING THE SOVA CHAT PLATFORM OR SERVICES, YOU AGREE TO RESOLVE ANY DISPUTE WITH US THROUGH BINDING ARBITRATION, RATHER THAN IN COURT, AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTION LAWSUITS. TO REVIEW OUR ARBITRATION PROVISIONS, PLEASE SEE SECTION 17. TO REVIEW OUR CLASS ACTION WAIVER PROVISIONS, PLEASE SEE SECTION 18.
1. Eligibility.
You must be at least 18 years of age, or the age of majority in your jurisdiction, if higher, to use the Platform. You represent and warrant that you have the right, authority and legal capacity to enter into these Terms and to perform your obligations under them. If you use the Platform on behalf of an organization, you represent and warrant that you are authorized to bind that organization to these Terms, and “you” refers to both you and that organization. The Platform is intended for use only in jurisdictions where the Services are offered. You represent and warrant that you are not located in, and are not a national or resident of, any country subject to a U.S. Government embargo, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
2. Nature of the Services.
Sova Chat provides a technology platform that enables users to exchange messages and other communications, which may include text, files, images, and related content. We do not provide healthcare, medical, pharmacy, legal, or other professional services, and we do not create, author, or control the content of communications transmitted by users. Communications are created and sent by users who choose to use the Platform; users do not transmit communications for or on behalf of Sova Chat. Sova Chat does not assume responsibility for the accuracy, legality, or appropriateness of any communication or content transmitted through the Platform, or for any decision made or action taken in reliance on a communication. The relationship between Sova Chat and each User is that of independent contracting parties. Nothing in these Terms creates any joint venture, partnership, employment, or agency relationship between you and Sova Chat or between you and any other User. You have no authority (and shall not hold yourself out as having authority) to bind Sova Chat and you undertake not to hold yourself out as an employee, agent, or authorized representative of Sova Chat.
3. Accounts and Security.
To use most features of the Platform, you must create or be assigned an account, and you are responsible for all activity that occurs under it. You agree that:
- Your use of the Platform is for your own use, or the use of the organization on whose behalf you are authorized to act, and you will not resell or transfer your access to any third party;
- You will create and maintain only one account, unless otherwise authorized by us;
- You will keep your password and any access credentials secure and confidential; you will provide reasonable proof of identity on request, and will not impersonate any person or entity or falsify or misrepresent your identity or affiliation;
- You will not represent yourself to be an agent, subcontractor, representative, employee, or affiliate of Sova Chat; and
- You will notify us immediately at hi@sova.chat if you suspect unauthorized use of your account or any other breach of security.
If you access the Platform as an Authorized User of an organization that holds an account (a “Customer”), your access is also subject to that Customer’s policies and the agreement between the Customer and Sova Chat, and the Customer is responsible for managing, authorizing, and deactivating its Authorized Users.
4. Acceptable Use.
You agree that you will not use, and will not assist or permit any third party to:
- use the Platform for any unlawful purpose or to promote, encourage, or assist any illegal activity;
- violate any Applicable Law or infringe the intellectual property, privacy, publicity, or contractual rights of any third party;
- resell, sublicense, or transfer your access to the Platform;
- copy, reproduce, or distribute any text, graphics, images, software, trademarks, logos, or other materials related to the Platform except as expressly permitted by these Terms;
- transmit any communication or content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable, or that you do not have the right to transmit;
- transmit any virus, malware, or other harmful code, or otherwise interfere with, disrupt, or attempt to gain unauthorized access to the Platform, its systems, or other Users’ accounts or communications;
- use the Platform to send unsolicited bulk or commercial messages (“spam”), or to collect, store, or use information about Sova Chat personnel, other Users, or individuals except as strictly necessary to perform or receive Services;
- attempt to access, read, or intercept communications or data not intended for you, or circumvent any security or access control of the Platform;
- use the Platform in any way that could cause harm, nuisance, or inconvenience, or that interferes with other Users’ use of the Platform; or
- stalk, intimidate, threaten, harass, or display aggressive, confrontational, or harassing behavior toward any User or Sova Chat personnel.
5. Confidentiality, Personal Information, and Health Data.
By using the Platform, you may transmit, receive, or gain access to confidential, proprietary, personally identifiable, and protected health information of third parties. “Confidential Information” means all information, in any form, made available to or transmitted by a User in connection with the Platform, including: names, addresses, telephone numbers, and any other information that may be used to identify an individual (“Personally Identifiable Information” or “PII”); and health information protected under the Health Insurance Portability and Accountability Act (“HIPAA”) and related regulations (“Protected Health Information” or “PHI”). Information that is not PII on its own may become PII when combined with other available information.
You acknowledge and agree that you are subject to a strict duty to maintain the confidentiality of all Confidential Information. You will not disclose Confidential Information to any other person, and you will not use it for any purpose other than to send or receive communications through the Platform as intended, and in compliance with Applicable Law. Because the Platform is designed to support communications in healthcare and other regulated environments, Users who transmit or handle PHI are responsible for ensuring they have a lawful basis and any required authorizations to do so.
Where Sova Chat creates, receives, maintains, or transmits PHI on behalf of a Customer that is a “covered entity” or “business associate” (as those terms are defined under HIPAA), the parties will enter into a Business Associate Agreement (“BAA”) or comparable arrangement, which will govern the permitted uses and disclosures of such PHI. In the event of a conflict between an executed BAA and these Terms with respect to PHI, the BAA controls. Our collection and use of your own personal information is described in our Privacy Policy.
BY USING THE SOVA CHAT PLATFORM, YOU MAY GAIN KNOWLEDGE OF THIRD PARTIES’ CONFIDENTIAL, PROPRIETARY, PERSONALLY IDENTIFIABLE AND/OR PROTECTED HEALTH INFORMATION. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOU, AS A USER OF THE SOVA CHAT PLATFORM, ARE SUBJECT TO A STRICT DUTY TO MAINTAIN THE ABSOLUTE CONFIDENTIALITY OF ALL SUCH CONFIDENTIAL AND PERSONAL INFORMATION AND THAT YOU MAY NOT DISCLOSE SUCH INFORMATION TO ANY OTHER PERSON OR USE SUCH INFORMATION FOR ANY PURPOSE OTHER THAN TO SEND OR RECEIVE COMMUNICATIONS VIA THE SOVA CHAT PLATFORM AS INTENDED AND IN COMPLIANCE WITH APPLICABLE LAW.
6. Customers and Account Administrators.
If you use the Platform as a Customer (an organization or individual that holds an account) or as an administrator of a Customer account, you additionally agree that:
- You have the full right and authority to enter into these Terms and to authorize the use of the Services by your Authorized Users;
- You are responsible for (i) configuring and managing your account, (ii) authorizing, managing, and promptly deactivating Authorized Users, and (iii) all acts and omissions of your Authorized Users in connection with the Platform;
- You are responsible for the accuracy, content, and legality of all communications and information transmitted through your account, and for obtaining and maintaining any consents, authorizations, or notices required by Applicable Law (including, where applicable, HIPAA) in connection with such communications;
- You will not transmit, and will instruct your Authorized Users not to transmit, any Prohibited Content (see Section 8); and
- Before transmitting PHI through the Platform, you will, where required, execute a BAA with Sova Chat, and you will comply with all HIPAA obligations applicable to you.
7. Authorized Users.
If you use the Platform as an Authorized User, you additionally represent, warrant, and agree that:
- you are at least 18 years old (or older where required by law);
- you are authorized by the relevant Customer to access and use the Platform, and you will comply with that Customer’s applicable policies;
- you will comply with all Applicable Law in connection with your use of the Platform, including laws governing privacy, confidentiality, and the protection of health information;
- you will use a true and accurate identity in your profile and will not impersonate any other person;
- you will keep your credentials secure, will not share your account, and will not enable any unauthorized person to access the Platform through your account;
- you will use the Platform and any Confidential Information only as necessary to perform your role and only as permitted by the relevant Customer and Applicable Law; and
- you will promptly notify Sova Chat or the relevant Customer of any suspected unauthorized access, security incident, or misuse of the Platform of which you become aware.
8. Prohibited Content and Conduct.
You may not transmit, upload, or store through the Platform any content that is illegal, that you are not authorized to transmit, or that Sova Chat designates as prohibited (“Prohibited Content”). Prohibited Content includes, without limitation: content that violates Applicable Law or the rights of any third party; PHI or other sensitive information transmitted without the authorizations required by Applicable Law; malware or other harmful code; unlawful, defamatory, harassing, or obscene content; and content that promotes or facilitates illegal activity. Sova Chat may publish and update additional guidelines or restrictions, and you agree to comply with them.
9. Service Availability and Changes to the Platform.
We strive to keep the Platform available and reliable but do not guarantee that it will be uninterrupted, timely, secure, or error-free. The Platform may be unavailable from time to time, including for scheduled maintenance, updates, or circumstances beyond our reasonable control. We may add, modify, suspend, or discontinue features of the Platform at any time. Except as expressly provided in a separate written agreement between you and Sova Chat, we are not liable to you for any modification, suspension, or discontinuation of the Platform or any feature.
10. Intellectual Property.
Sova Chat owns and retains all right, title, and interest in and to the Platform and all related software, content, trademarks, service marks, trade names, logos, patents, copyrights, trade secrets, and other intellectual property whether or not currently registered and wherever existing in the world (collectively, “Sova Chat IP”). Subject to your compliance with these Terms, we grant you a limited, revocable, non- exclusive, non-transferable license to access and use the Platform on a device you own or control, solely for the purposes contemplated by these Terms. This license does not permit you to copy, modify, distribute, reverse engineer, or create derivative works of the Sova Chat IP. If you provide suggestions, evaluations, or other feedback about the Platform or Services (“Feedback”), you grant Sova Chat an unrestricted, perpetual, royalty-free right to use and exploit that Feedback without obligation or compensation to you.
11. User Content.
You (or the Customer or third party from whom content originates) retain ownership of the communications and content you submit or transmit through the Platform (“User Content”). You grant Sova Chat a limited, worldwide, royalty-free license to host, store, transmit, reproduce, and display User Content solely as necessary to operate the Platform and provide the Services to you and the intended recipients, and as otherwise permitted by an applicable BAA and Applicable Law. Sova Chat does not use the contents of your communications for advertising, and does not sell User Content. To the extent User Content includes PHI, Sova Chat’s handling of that PHI is governed by the applicable BAA and HIPAA. You represent that you have all rights and authorizations necessary to transmit your User Content and to grant this license, and that your User Content does not violate Applicable Law or the rights of any third party.
12. App Stores and Third Party Services.
The Platform may be made available through third-party application stores (each, an “App Store”). Your use of an application obtained through an App Store is also subject to that App Store’s terms. Sova Chat, not the App Store, is solely responsible for the application and any related support and claims. You agree to pay any fees charged by your wireless carrier or App Store in connection with your use of the Platform. Each App Store is an intended third-party beneficiary of these Terms and may enforce them against you. The Platform may also interoperate with or rely on third-party services; Sova Chat is not responsible for the acts, omissions, or content of those third parties.
13. Disclaimer of Warranties.
THE PLATFORM AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE”
BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
SOVA CHAT DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT COMMUNICATIONS WILL BE TRANSMITTED OR RECEIVED WITHOUT DELAY OR ERROR, OR THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS. YOU ARE RESPONSIBLE FOR DETERMINING WHETHER THE PLATFORM IS APPROPRIATE FOR YOUR INTENDED USE AND FOR COMPLYING WITH ALL LAWS APPLICABLE TO YOUR COMMUNICATIONS.
14. Limitation of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOVA CHAT AND ITS AFFILIATES, LICENSORS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES WILL NOT BE LIABLE FOR THE CONDUCT OF ANY USER OR FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING FOR PERSONAL INJURY, LOSS OF DATA, OR LOSS OF PROFITS, REVENUE, OR GOODWILL ARISING OUT OF OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE PLATFORM OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOVA CHAT’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE TOTAL AMOUNTS YOU PAID TO SOVA CHAT IN
THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. Use of the Platform and the receipt or performance of Services are at your own risk. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you.
15. Indemnification.
You agree to indemnify, defend, and hold harmless Sova Chat and its affiliates, and their respective officers, directors, employees, agents, and representatives (collectively, the “Sova Chat Indemnitees”), and as applicable other Users with whom you transact, from and against any and all third-party claims, demands, suits, losses, damages, fines, penalties, settlements, judgments, costs, and expenses (including reasonable attorneys’ fees) arising directly or indirectly from: (i) your or your personnel’s acts, omissions, or misconduct in using the Services or performing your obligations under these Terms; (ii) your breach of these Terms; (iii) your violation of any Applicable Law or the rights of any third party; (iv) your disclosure or misuse of Confidential Information, including PHI; (v) the communications and content you transmit through the Platform; and (vi) your failure to obtain any consents or authorizations required by Applicable Law in connection with your use of the Platform.
16. Suspension and Termination.
We may lock, suspend, or permanently deactivate your account at any time, with or without notice, in our sole discretion including during the investigation of any incident. An account may remain locked for as long as we determine necessary. If we permanently deactivate your account, your account information will be handled in accordance with our Privacy Policy and any applicable BAA, and you will lose access to the Platform and any associated username, privileges, or features. If your account was not deactivated for cause, you may open a new account; opening a new account after deactivation for cause is a material breach of these Terms, and the new account may be deactivated without notice or right of appeal. We are not obligated to compensate you for any losses resulting from suspension or deactivation. Where offered, you may be eligible to appeal a permanent deactivation through the process we make available. ALL SOVA CHAT
ACTIONS TAKEN WITH RESPECT TO THE TEMPORARY LOCK AND/OR PERMANENT DEACTIVATION OF YOUR ACCOUNT MAY BE TAKEN IN SOVA CHAT’S SOLE DISCRETION, WITH OR WITHOUT NOTICE, AND WITHOUT LIABILITY TO YOU.
17. Governing Law.
These Terms and any dispute, claim or controversy arising out of or relating to the Services or the Sova Chat sites (a “Dispute”) will be governed by and construed exclusively in accordance with the laws of the State of Florida, without regard to its conflict-of-laws principles.
18. Agreement to Arbitrate.
The interpretation of this Agreement shall be governed by Florida law, without regard to the choice or conflicts of law provisions of any jurisdiction, and any disputes, actions, claims, or causes of action arising out of or in connection with this Agreement including the Sova Chat Platform, shall be subject to the exclusive jurisdiction of the state and federal courts located in Broward County, Florida. However, neither the choice of law provision regarding the interpretation of this Agreement nor the forum selection provision is intended to create any other substantive right to assert claims under Florida law whether that be by statute, common law, or otherwise, nor do the foregoing provisions vitiate the parties’ agreement to arbitrate. These provisions are only intended to specify the use of Florida law to interpret this Agreement and the forum for disputes to confirm or vacate an arbitration award, or for claims that are not arbitrable. The failure of the Company to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by the Company in writing.
19. Class Action Waiver.
This arbitration provision will require you to resolve any claim that you may have against the Company or Sova Chat on an individual basis pursuant to the terms of the Agreement. This provision will preclude you from bringing any class, collective, or representative action against the Company or Sova Chat. It also precludes you from participating in or recovering relief under any current or future class, collective, or representative action brought against the Company or Sova Chat by someone else.
20. Changes to These Terms.
We may revise these Terms at any time by posting an updated version with a new effective date on our website or applications. Your continued access to or use of the Platform after an update takes effect constitutes your acceptance of the revised Terms. You are responsible for reviewing these Terms periodically. Where required by Applicable Law, we will provide additional notice of material changes. Accessing or using the Sova Chat Platform after any updates to these Terms and Conditions shall constitute your consent to all changes made to the Terms & Conditions in such update and your affirmation of your agreement to the updated Terms & Conditions as a whole, whether or not we provide you prior notice of such modifications.
21. Notices.
We may provide general notices through the Platform or by email to the address associated with your account. Legal or formal notices to us must be in writing and sent to Sage Legal, LLC at 182-11 Jamaica Ave, Jamaica, NY 11423-2327, with a copy to (which shall not constitute notice) emanuel@sagelegal.nyc.
22. SMS/Text Messaging Program.
By providing your mobile phone number to Sova Chat and opting in, you consent to receive text (SMS and/or MMS) messages from Sova Chat in connection with the Services. This Section describes our text messaging program.
- Program and brand. Text messages are sent by Sova Chat.
- Types of messages. We send transactional and service-related messages, which may include account and identity-verification codes, security alerts, and service notifications. We do not send marketing or promotional text messages without your separate, prior express written consent.
- Message frequency. Message frequency varies based on your account activity.
- Message and data rates. Message and data rates may apply, depending on your mobile carrier and plan. Sova Chat is not responsible for any such charges.
- Opt-out (STOP). You may cancel text messages at any time by replying STOP to any message from us. After you reply STOP, we will send a one-time opt-out confirmation, and you will no longer receive text messages from that program, except as needed to complete a transaction already in progress or as otherwise required by Applicable Law.
- Help (HELP). For help, reply HELP to any message from us, or contact customer support at hi@sova.chat.
- Customer support. Questions about the messaging program may be directed to hi@sova.chat.
- Carrier disclaimer. Mobile carriers are not liable for delayed or undelivered messages.
- Privacy. Your mobile information is handled in accordance with our Privacy Policy. Mobile information will not be shared with third parties or affiliates for marketing or promotional purposes. All of the categories of information sharing exclude text messaging originator opt-in data and consent; this information will not be shared with any third parties.
23. General.
- Entire Agreement. These Terms, together with the Privacy Policy and any documents referenced here (including, where applicable, a master subscription agreement and BAA), are the entire agreement between you and Sova Chat regarding the Platform and Services, superseding all prior agreements, unless we have signed a separate written agreement with you.
- Severability. If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary, and the remaining provisions will remain in effect.
- No Waiver. The failure of Sova Chat to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed by the Company in writing.
- Assignment. You may not assign these Terms without our prior written consent.
- Relationship of the Parties. You and Sova Chat are independent contracting parties. No joint venture, partnership, employment, or agency relationship is created by these Terms.
- No Warranties, Express or Implied. The Services and our Platform are provided to you strictly on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose and non-infringement, and all warranties are hereby disclaimed by Sova Chat to the maximum extent permitted by Applicable Law.
- Export Compliance. You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that none of the Platform, any technical data related thereto, or any direct product thereof is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the Platform, you represent and warrant that you are not located in a country that is subject to any U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
- Survival. Upon termination of the Agreement, Sections that by their nature should survive termination, including without limitation Sections 5, 10, 11, 13, 14, 15, 17, 18, 19, 20, and 21, survive.
24. Contact Us.
Questions about these Terms may be sent to hi@sova.chat or to the mailing address in Section 21.
Sova Chat Corp · Terms and Conditions · Effective June 3, 2026