Terms & Conditions

"Terms of Use"

Last updated: January 2025

1. Introduction

These Terms of Use ("Terms") govern the access and use of the Patient Protect Systems, LLC ("Patient Protect," "we," "us," or "our") websites, patient portal, software, consulting services, and other related services (collectively, the "Services"). By using our Services, you agree to be bound by these Terms and our Privacy Policy.

We reserve the right to update or modify these Terms at any time. Any changes will be effective upon posting to our website, and continued use of the Services constitutes acceptance of the revised Terms. If required by law, we will notify users of significant updates through email or other means. Users are responsible for reviewing the Terms periodically to stay informed of any modifications. If a modification materially affects user rights, we will obtain explicit consent where required.
 

2. Definitions

• Consulting Services: Business consulting services and related deliverables ordered by Customer pursuant to a Work Order.

• Deliverables: Work products provided under a Work Order but excluding software.

• Disabling Device: Technology used to disable access to Subscription Services.

• Documentation: Manuals or materials describing the Subscription Services.

• Harmful Code: Any unauthorized technology that may impair the Services.

• Implementation Services: Services provided to initiate Subscription Services.

• Intellectual Property Rights: All rights under patent, copyright, trademark, trade secret, and database protection laws.

• Subprocessors: Third parties engaged by Patient Protect to process data on its behalf.

• Work Order: Schedule(s) detailing specific Services provided to the customer.

• Law: Any statute, ordinance, regulation, or requirement issued by a governmental entity.

• Losses: All losses, damages, liabilities, costs, and legal expenses arising from disputes.
   

3. Accessing Our Services
 

3.1 Public Services

Certain Services are publicly accessible without registration. Users may access Public Services for personal, non-commercial use. Any automated access, scraping, or deep linking is prohibited unless authorized.
 

3.2 Protected Services

Some Services require authentication ("Protected Services"). Users must safeguard their login credentials and notify us of any unauthorized access. We may suspend or terminate access at any time without notice. Users must comply with all security and access control measures required by Patient Protect.
 

3.3 Patient Portal

A Patient Portal is provided on behalf of healthcare providers ("Providers"). Providers control user access and manage the data available within the portal. Patients must report any unauthorized access to info@Patient-Protect.com.
 

3.4 Use of Services by Minors

Users must be at least 18 years old to access the Services. Unemancipated minors over 13 may use the Services only with parental or legal guardian approval. Under no circumstances may our Services be used by children under 13 years old.
 

4. Subscription Services
 

4.1 Access & Limitations

Subject to compliance with these Terms and applicable fees, Patient Protect provides access to Subscription Services for remote electronic use. Subscription Services do not constitute legal or compliance advice.
 

4.2 Changes & Suspension

We reserve the right to modify or suspend Services as needed. We may suspend Services for legal compliance, non-payment, or unauthorized use.
 

5. Use Restrictions

Users may not:

• Violate laws or third-party rights using our Services.

• Reverse engineer, decompile, or disassemble any part of our Services.

• Introduce malicious software or engage in activities that compromise security.

• Use Services for competitive analysis or unauthorized commercial purposes.

• Access or use our Services to distribute spam, viruses, or any illicit material.

• Modify or attempt to circumvent any security measures.
   

6. Service Levels and Support

• We provide technical support during business hours for paying customers.

• Users must maintain their own systems to access the Services.

• We are not responsible for Service disruptions due to third-party components or user actions.
   

7. Intellectual Property & Data Rights
 

7.1 Ownership

Patient Protect retains all rights in its Services, software, and materials. Users do not gain ownership of any aspect of the Services.
 

7.2 Customer Data

Users retain ownership of their data but grant us a license to use it to provide Services. Customer data will be retained for a period necessary to fulfill contractual obligations or as required by law, after which it will be securely deleted.
 

7.3 Personal Health Information (PHI)

We act as a Business Associate under HIPAA and comply with applicable privacy laws.
 

7.4 Confidentiality

Both parties agree to maintain the confidentiality of proprietary and sensitive information disclosed in connection with these Terms. Confidentiality obligations survive termination.
 

7.5 Subprocessors and Security

We engage subprocessors for data processing. We implement industry-standard security measures to protect user data against unauthorized access.
 

7.6 Compliance with Health Regulations

Patient Protect adheres to all HIPAA, HITECH, and relevant health data protection regulations.
 

8. Payment Terms
 

8.1 Fees & Taxes

Users must pay fees per applicable Work Orders. Fees do not include applicable taxes.
 

8.2 Late Payments

Late payments incur interest charges, and failure to pay may result in service suspension or termination.
 

8.3 Refund Policy

Fees are generally non-refundable. In cases where Patient Protect terminates without cause, a prorated refund may be issued.
 

9. Termination

• Either party may terminate for material breach if not cured within 30 days.

• Patient Protect may terminate for non-payment or insolvency.

• Upon termination, users must cease all access and return or destroy Patient Protect materials.

• Certain obligations, including confidentiality and indemnification, survive termination.
   

10. Disclaimer of Warranties & Limitation of Liability

• Services are provided "as is" without warranties.

• We are not liable for indirect, consequential, or punitive damages.

• Our aggregate liability is limited to fees paid in the preceding 12 months.

• Liability exclusions do not apply in cases of gross negligence, fraud, or willful misconduct.
   

11. Indemnification

Users agree to indemnify, defend, and hold harmless Patient Protect, LLC, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including attorney fees) arising from:

• Any use or misuse of the Services by the user or any third party using the user’s credentials.

• Any violation of these Terms by the user.

• Any breach of applicable laws, regulations, or third-party rights.

• Any unauthorized access, use, or modification of the Services.

• Any claims arising out of or related to compliance failures, data breaches, or security incidents caused by the user.
   

Patient Protect, LLC is not responsible for monitoring or ensuring the compliance of users with any legal, regulatory, or professional obligations. Users agree that Patient Protect, LLC shall have no liability for any claims related to compliance failures, data mismanagement, or unauthorized disclosures of information caused by the user’s actions or omissions.

Users agree to indemnify Patient Protect against third-party claims related to their use of the Services.
 

12. Compliance with Laws

Users and Patient Protect must comply with all applicable laws and regulations, including export compliance and use restrictions.
 

13. Insurance

Patient Protect maintains appropriate insurance coverage to mitigate risks associated with service performance.
 

14. Governing Law & Dispute Resolution

• These Terms are governed by the laws of Illinois.

• Disputes shall be resolved via binding arbitration under the Federal Arbitration Act.

• Arbitration applies to all disputes except intellectual property disputes, which may be litigated in court.
   

15. General Provisions

• Force Majeure: We are not liable for delays due to external causes beyond our control.

• No Waiver: Failure to enforce a provision does not waive our right to do so later.

• Entire Agreement: These Terms constitute the entire agreement between the parties.

• Severability: If any part of these Terms is found unenforceable, the remaining provisions shall continue in full force.

• Non-Solicitation: Neither party shall solicit the other party’s employees or contractors for a period of one year post-termination.

• Non-Disparagement: Both parties agree not to make false or misleading statements about the other.

• Data Backup: Patient Protect will implement commercially reasonable efforts to protect and back up customer data but is not liable for data loss outside its control.

• Ethical Conduct: Both parties shall comply with anti-corruption laws and ethical business practices.
   

By using the Services, you acknowledge that you have read, understood, and agree to these Terms.