Terms of Service
THESE TERMS OF SERVICE (“TERMS”) CONSTITUTE A CONTRACT BETWEEN YOU AND Patientfy AND GOVERN USE OF AND ACCESS TO THE SERVICE AND SITE BY YOU, AGENTS AND END-USERS WHETHER IN CONNECTION WITH A PAID SUBSCRIPTION TO THE SERVICE, A FREE TRIAL OF THE SERVICE, OR THE FREE Patientfy FOR STUDENTS SERVICE.
These terms of service constitute a contract (this “Agreement”) between You and Patientfy LLC, a California limited liability company (“Patientfy,” “We,” or “Our”), and govern all rights and duties related to any services that Patientfy may provide You and govern Your use of any website created or maintained by Patientfy, whether in connection with Patientfy’s services, whether or not You paid for them. In this contract, the terms “You,” “Your” and similar words include Your agents, patients, and other end-users. Patientfy operates its own website (www.Patientfy.com, and any successors or additional sites), and may create and host one or more websites for You (“Hosted Websites”). Except as specified otherwise, the word “Website” includes both Patientfy’s own website/s and Hosted Websites. Your use of any Website shall irrefutably be deemed to constitute Your acceptance to all the terms and conditions of this agreement.
Patientfy does not warrant or make any representations whatsoever regarding the materials on any Website, nor regarding the use or the results from the use of any website, including, but not limited to their correctness, accuracy, reliability, or otherwise. You (and not Patientfy) assume the entire cost of all necessary servicing, repair or correction. Those of You who are healthcare providers, healthcare instructors and healthcare students acknowledge that You have much better understanding of medical terminolgy, Your healthcare services and Your qualifications than does Patientfy and, if You should notice that any such information on any Website (“Medical Terminolgy Information”) is inaccurate or misleading, You agree to advise Patientfy immediately by way of an email sent to client.ops(at)patientfy.com specifying the inaccurate or misleading information and how You believe the medical terminolgy Information should be corrected. The medical terminolgy Information on the Websites is provided solely for educational purposes. Patientfy is not responsible or liable to You whatsoever for any loss, damage (whether actual, consequential, punitive or otherwise), injury, claim, liability or other cause of any kind or character whatsoever based upon or resulting from any information or opinions provided regarding medical terminolgy.
Price and Payment: As to paid subscriptions, Patientfy agrees not to increase the fees and charges during the periodic term to which You agreed and further agrees to give You at least 30 days’ notice of any increase. Bills are due and payable 30 days after presentation. If You have not paid Your entire bill within 15 days after its presentation, Patientfy may deactivate Your Hosted Website at any time without notice. You agree that none of Your payments, or any portion thereof, is refundable, except as explicitly provided in special promotions or as noted herein. All periodic subscription charges must be paid in advance (including renewals and upgrades, as provided).
Cancellation: Regardless of subscription period, You have the right to cancel Your subscription at any time that so as to terminate Your subscription at least 30 days after You give Patientfy written notice. If You fail to specify the date of termination in such a notice, it shall be deemed to terminate at the end of the current monthly billing cycle that is at least 30 days after Patientfy receives Your notice of cancellation. Upon termination, Patientfy may deactivate without further notice Your account and disable Your Hosted Website and/or HIPAA apps (Email, Secure Forms, Texting). Patientfy has the right to terminate all complimentary (free) services at any time without any notice, including any free trial periods and any free services offered to students. Under no circumstances shall Patientfy be liable for any damage whatsoever, for any delay of any length whatsoever between the termination date and the date that Patientfy actually disables Your Hosted Website and/or HIPAA apps (Email, Secure Forms, Texting). If You signed up for a plan with longer than a monthly term, and cancel Your subscription mid-term, Your subscription cost will be recalculated as if You had chosen the best available plan with a shorter duration that would have caused Your cancellation to have occurred after the end of such a shorter periodic term; Any unused portion of Your prepayment will be gladly refunded and under no circumstances will We ask You for further subscription fees for that period, unless You were behind in Your payments. For example, if You choose an annual subscription and prepay at our yearly rate, but then after one month give a 30 day notice (so as to cause Your account to terminate two months into the year), We would refund all of that year’s pre-payment minus the amount equal to twice our then-current monthly rate. Due to the labor-intensive services being rendered by Patientfy there is no further refund available.
Proprietary Rights: The programming code related to the Websites, including Your Hosted Websites, all URLs and domains obtained by Patientfy, and Patientfy’s services (the “Service”) are proprietary and protected by applicable intellectual property and other laws. The Service also contains information, data, text, software, images, files and other content and materials that are owned by Patientfy or its affiliates or suppliers, or that are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. As between You and Patientfy, the selection, arrangement and compilation of the entire contents of the Service are the exclusive property of Patientfy and are protected by United States and international copyright laws, as well as the laws of trade secrets, except for Customer Information (defined further below). All software and other programming made available through or used in connection with the Service is the property of Patientfy or its suppliers and is protected by United States and international copyright laws. You acknowledge that to the extent permitted by law, all Services rendered to You by Patientfy was, is and will be a "work made for hire," that Patientfy is the author of such work product, and that ownership of copyright in regard to such work product is vested in Patientfy, except as to Customer Information. You recognize Patientfy as copyright owner. Each party shall execute and deliver all documents that any other party may reasonably request from time to time in order to carry out the intent and purpose of this Agreement. None of the parties to this Agreement shall voluntarily undertake any course of action inconsistent with this Agreement. In case any party may be unable, because of my mental or physical incapacity, or for any other reason whatsoever, to secure another party’s signature on a reasonably requested document, each party hereby irrevocably designates and appoints each of the other parties to act alone as agent and attorney-in-fact to execute any such reasonably requested document. You acknowledge that You have no right to any URL or domain obtained by Patientfy, and no right to create any derivative work from any Website, including Your Hosted Website except as to Customer Information. As between You and Patientfy, You agree that You have no right (including any copyright, trademark, service mark, patent, artistic right, moral right, right to attribution, or any other right) whatsoever in the Service, other than Your Customer Information. You acknowledge that all graphical content and related HTML coding provided by Patientfy for Your Hosted Website remains entirely owned and controlled by Patientfy. Unless otherwise specified, You have no right whatsoever to transfer the Service, or any aspect of the Service, to any other person or entity. Except as expressly authorized by Patientfy, You agree not to reproduce, duplicate, copy, modify, create derivative works from, frame, distribute, transmit, perform, publish, license, rent, lease, loan, sell, resell, transfer or otherwise exploit any portion of the Service, use of the Service or access to the Service, including without limitation any information, software, products or services obtained from the Service, except the ordinary and normal use of Your Hosted Website during the time period for which You have fully prepaid subscription with Patientfy and except as to Customer Information. You may view, print and download materials displayed on or made available through the Service subject to the following: (a) the materials may be used solely for Your use during the time period for which You have fully prepaid subscription with Patientfy; and (b) no aspect of the Service may be modified or altered in any way, including but not limited to the removal or modification of any copyright or other proprietary notices affixed thereto. After Your subscription or any complimentary service terminates, You acknowledge that: (a) You have no right to use what had been Your Hosted Website, or any portion thereof other than Customer Information, or its URL/domain name; (b) You have no right to publish any copy or other derivative work from what had been Your Hosted Website; and (c) You have no right to publish any copy or other derivative work from what had been any other person’s Hosted Website, You acknowledge that You do not acquire any ownership rights by printing or downloading copyrighted material, and that the materials may be subject to separate license agreements and/or additional posted limitations on usage, reproduction and/or dissemination, all of which You shall be responsible for complying with if You download such materials. You agree not to use any spider, robot or similar data gathering or extraction tool on any Website. You agree not to modify the software or examine, copy, or reverse engineer any code within the Services, or to allow any other person to do so. To the extent that You have access to underlying code, design, structure or any other aspect of any Website or of the Services that is not reasonably accessible to the public, You agree to maintain and protect the confidentiality of such information. All rights not expressly granted to You in this Agreement are reserved to Patientfy.
Trademarks: Patientfy, Patientfy.com, the tooth symbol within our logo, and other Patientfy designs, logos and product and service names are trademarks of Patientfy. The "look and feel" of the Service constitutes proprietary trade dress of Patientfy. Patientfy reserves all its rights including, but not limited to, all of its trademarks, trade dress and other intellectual property rights. You may not reproduce, copy, display, transmit, distribute, modify or otherwise use the Patientfy Marks without the express prior written permission of Patientfy. All other trademarks appearing on the Service are the property of their respective owners.
Note to Copyright Owners with Infringement Concerns: Patientfy prohibits users from using any material that infringes on the intellectual property rights (e.g., copyright, trademark, trade dress, etc.) of others. If You know Your intellectual property rights have been violated by one of our users, please review the Patientfy Copyright Infringement Policy and contact us immediately.
Hosted Websites; Patientfy’s Obligations & Your Obligations: This section entitled “Hosted Websites; Patientfy’s Obligations & Your Obligations” is applicable if Patientfy agrees to provide You with a Hosted Website. Should Patientfy provide You with Your Hosted Website, You will have the ability to provide information to be displayed on Your Hosted Website regarding Your practice, including, should You desire, information regarding things such as Your qualifications, Your availability, Your contact information, Your staff, medical terminolgy generally, etc. (“Customer Information”). You are responsible to unsure that Your Customer Information is accurate, not misleading, not breaching any legal or contractual obligations, and generally promotes the good reputation of Patientfy. You may provide and revise Customer Information electronically via Patientfy’s customer support at Your sole discretion. Patientfy retains the right to remove, correct, update, or revise any information without prior notice, if We have some reason to believe it may be inaccurate, misleading, or having a tendency to taint the reputation of Patientfy. If instead of posting or revising Your Customer Information electronically, You request that Patientfy post, make revisions, or customize Your Hosted Website, You may be subject to additional charges at Patientfy’s standard hourly rates. You shall regularly monitor and maintain Your Customer Information on Your Hosted Website, and, among other things, ensure that the Hosted Website protects all relevant rights of privacy and confidentiality, including those protected by patient protection laws, such as under the Health Insurance Portability and Accountability Act (commonly known as “HIPAA”). Patientfy shall provide the Hosted Website and facilitate Your electronic deliverance to Your Hosted Website of Your content. Patientfy will provide for You the option to choose among various website designs. Various content will be provided for You to choose from, including, but not limited to default content, articles, sample verbiage for descriptions of various sections of the site (e.g., procedure descriptions, FAQs, etc.). Even though You will be allowed to modify, add or delete most content, You agree that all content, verbiage, graphics, organization, navigation structure, design features and source code (html) associated with the Website, other than Your name and Customer Information, are the sole property of Patientfy. Patientfy shall load, in HTML format, Your Customer Information onto Your Hosted Website in accordance with and subject to Your subscription plan and Patientfy procedures. You shall be solely responsible for all Customer Information. Although Patientfy shall use reasonable efforts to protect the Your Hosted Website from unauthorized access by third parties, You acknowledge that, because of the nature of the World Wide Web, Customer Information residing on its Hosted Website cannot be protected from alteration or destruction by third parties. You shall regularly monitor and maintain Your Customer Information on Your Hosted Website and Patientfy shall have no liability to You or any third party in connection with any such alteration or destruction.
Warranty and Limitation of Liability: Patientfy makes no, and You receive no, express or implied warranty or guaranty with respect to the Services, any medical terminolgy Information, any Website, privacy or confidentiality, and/or the Customer Information, except as otherwise required by law. Patientfy specifically disclaims any implied warranty of merchantability or fitness for a particular purpose, and You agree that You are not relying whatsoever on any particular merchantability or fitness for a particular purpose. You agree that Patientfy has no liability whatsoever for the presence, omission, alteration or destruction of any information or design of any Website, including, without limitation, any damage or destruction of Customer Information and/or the Services, any unauthorized use by any third party of any Customer Information and any violation of any property rights of any third party. It is Your sole duty and liability to monitor Your Customer Information, to maintain its accuracy and completeness on Your Hosted Website, and to make all corrections, modifications, repairs and replacements which may be required in order to properly maintain Your Customer Information on Your Hosted Website. If You claim Patientfy breached any warranty, You shall have conclusively waived Your rights unless You give Patientfy written notice thereof within the later of: (a) thirty (30) days after the alleged breach by Patientfy; or (b) any longer time period provided under the law. You agree that Patientfy is not responsible or liable to You or to any third party for any lost profits, or incidental, consequential, indirect, special or contingent damages for any breach of warranty or other breach of Patientfy’ obligations hereunder. Patientfy’s maximum liability under any theory of warranty or contractual breach shall be monetary damages no greater than the cumulative total that You have paid during the four year period ending with the first alleged breach. Patientfy shall be given a reasonable opportunity to investigate all claims, inspect allegedly defective Services, and cure the alleged defects.
Indemnifications: If You are a patient, You agree to defend, indemnify and hold Patientfy harmless any and all against all claims, suits, costs, liabilities, damages and judgments incurred, claimed or sustained by You, or any third parties claiming directly or indirectly through You, related in any manner to medical terminolgy Information on any Website, rights of privacy or confidentiality, the Services or the indemnitee’s performance under this Agreement ("Claims"). Those of You who have a Hosted Website agree to defend, indemnify and hold Patientfy harmless from any and all against all claims, suits, costs, liabilities, damages and judgments incurred, claimed or sustained by You, or any third parties claiming directly or indirectly through or because of You, related in any manner to Your Customer Information (including infringement, defamation or privacy rights), the alteration or destruction of any Website or Your Customer Information, medical terminolgy Information on any Website, rights of privacy or confidentiality, the Services or the indemnitee’s performance under this Agreement ("Claims"). Should any Claim give rise to a duty of indemnification under the provisions of this Agreement, then the indemnitee shall notify the indemnitor, and the indemnitee shall be entitled and upon reasonable notice to the indemnitor, to participate in, control the defense, compromise and to defend such Claim. The indemnitor may not settle any claim without the consent of the indemnitee, except upon terms and conditions offered or consented to by the indemnitee, which consent shall not be unreasonably withheld. Neither participation nor control in the defense shall waive or reduce any obligations to indemnify or hold harmless.
Jurisdictional Issues; Arbitration; Entire Agreement; Modification: This Websites are controlled and operated by Patientfy from its offices within the State of California, United States of America. Patientfy makes no representation that any medical terminolgy Information on any Website or the Services is appropriate or available for use in other locations. Those who choose to access any Website from other locations do so on their own initiative and are responsible for compliance with all laws, including local laws. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of California, as it is applied to Agreements entered into and to be performed entirely within such State. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, except as to the selection of arbitrator. If the parties cannot agree on an arbitrator within 30 days after the Notice to Arbitrate, the parties shall each select one proposed arbitrator and provide the name to the other party within 45 days after the Notice to Arbitrate. The two proposed arbitrators shall select a third within 60 days after the Notice to Arbitrate, who will alone arbitrate the matter. The award rendered by the arbitrators will be final, and judgment may be entered upon it and will be specifically enforceable in accordance with applicable law in any court having jurisdiction. Failure to timely submit a selected arbitrator will be deemed acquiescence in the other party’s selection. The arbitration shall take place regardless of whether one of the parties fails or refuses to participate. Each party waives its right to trial by jury for all purposes for any matter related in any manner to this Agreement. Any action that You, any third party or Patientfy bring to enforce this Agreement to arbitrate, in connection with, any matters related to this site shall be brought only in the state court located in the Superior Court of California located in the City of Ventura, Ventura County, California, and You expressly consent to the jurisdiction of said court. If any term, provision, covenant or condition of this Agreement shall be or become illegal, null, void or against public policy, or shall be held by any court of competent jurisdiction to be illegal, null or void or against public policy, the remaining provisions of this Agreement shall be modified or changed by the parties to the minimum extent possible and in a manner designed to carry out the intent of this Agreement. This Agreement is the entire understanding of the parties. There is no other expectation, promise, representation or warranty by any of the parties. This Agreement may only be amended by a writing signed by all affected parties. Each party waives their right to assert that this Agreement was affected by oral letter, course of conduct, waiver or estoppel.
Notices: You agree to keep Patientfy informed at all times as to Your current e-mail address, telephone number and street address. All notices, requests, demands, and other communications required to or permitted to be given under this Agreement shall be in writing and shall be conclusively deemed to have been duly given when hand delivered to the other party, or (1) when transmitted via e-mail or, if transmitted after 5:00 p.m. (recipient's time) or on a nonbusiness day, the next business day; (2) four business days after deposit in the mail system of the United States Postal System prepaid for standard or certified mail return receipt requested; or (3) the next business day after dispatch through a national overnight delivery service (Federal Express, DHL Worldwide Express, Express Mail, etc.), postage prepaid, with next-business-day delivery guaranteed, provided that the sending party receives a confirmation of delivery from the delivery service provider.
Miscellaneous: This Agreement shall be binding on and shall inure to the benefit of the parties and their respective heirs, legal representatives, successors and assigns. Whenever the context requires, words used in the singular will be deemed to be used in the plural, masculine will include the feminine and neuter, and vice versa. The word "including" means without limitation, the word "or" is not exclusive. The headings shall not be used to interpret this Agreement. Words in parenthesis signify an abbreviation for the previous set of words. All recitals and attached exhibits are incorporated by this reference. Failure by either party to insist on strict performance of any of the provisions of this Agreement shall not be construed as a waiver of any subsequent default of the same or similar nature; nor shall it affect the parties’ rights to claim strict performance. No waiver of any provision or consent to any action shall constitute a waiver of any other provision or consent to any other action, whether or not similar. No waiver or consent shall constitute a continuing waiver or consent or commit a party to provide a waiver in the future except to the extent specifically stated in writing. The right to approve an act of another party shall be exercised in according to reasonable commercial standards. Where a party must satisfy a condition, act in a certain fashion or act within a specific time, that party shall make reasonable, efforts to do so. Each party shall cooperate and assist the other party in good faith to consummate this Agreement as intended.