Terms of Service

CUSTOMER AGREES TO BE BOUND BY THIS AGREEMENT BY USING THE SERVICE OR CLICKING AGREE. IF CUSTOMER IS ACTING ON BEHALF OF OR FOR THE BENEFIT OF THEIR EMPLOYER, CUSTOMER REPRESENTS AND WARRANTS THAT THEY HAVE THE NECESSARY AUTHORITY TO ACCEPT THIS AGREEMENT ON THEIR EMPLOYER’S BEHALF. SECTION 10 SHOULD BE READ CAREFULLY BECAUSE IT CONTAINS A BINDING ARBITRATION PROCESS FOR RESOLVING DISPUTES INSTEAD OF THE COURT PROCESS.

1) SOFTWARE SERVICES BY GODOCTOR

This agreement grants Customer access to and use of GoDoctor’s web-based subscription services in accordance with the terms of the parties’ applicable electronic or written order or subscription agreement (Customer Agreement). Under this agreement, the customer can acquire GoDoctor Billing (Practice Management), GoDoctor Clinical (EHR), and GoDoctor Engage, as well as connected services (e.g., GoDoctor Telehealth) (Service).

Policies are the rules. Customer acknowledges that his or her use of the Service is also regulated by GoDoctor’s Privacy Policy, Business Associate Agreement, and Security Notice, as they may be updated from time to time.

2) APPLICATION OF SERVICES

a. Responsibilities of the GoDoctor

Encouragement. GoDoctor will provide customer assistance for the Service using commercially reasonable efforts, as specified in the Support Policy.

b. Responsibilities of the Customer

Employees and contractors have access. Customer will not make the Service available to anyone other than its employees and contractors for the express purpose of accessing the Service for Customer’s benefit in accordance with this agreement and the Customer Agreement. Customer is responsible for ensuring that its employees and contractors follow this agreement.

Responsibilities and Restrictions Customer may not: I sell, resell, rent, or lease the Service; (ii) use the Service to store or transmit infringing, unsolicited marketing emails, libellous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party rights (including without limitation any privacy rights); (iii) use the Service to store or transmit infringing, unsolicited marketing emails, libellous, or otherwise unlawful or tortious material

Information about the customer. All data, information, photos, documentation, and files entered or uploaded by Customer to the Service (Customer Information) remain the sole property of Customer, subject to the other provisions of this agreement. Customer grants GoDoctor a non-exclusive, royalty-free licence to alter, store, transmit, and otherwise utilise Customer Information in order for GoDoctor to fulfil its obligations under this agreement. Regardless of the foregoing, if Customer’s access to the Services is interrupted due to non-payment of fees in accordance with Section 3(d), GoDoctor will not be obligated to provide Customer with access to Customer Information via the Service.

BLE FOR ANY LOSS OR DAMAGE CAUSED BY CUSTOMER’S FAILURE TO COMPLY WITH THIS PARAGRAPH, REGARDLESS OF GODOCTOR’S ACT OR OMISSION.

De-identified Data and Aggregation Services In accordance with 45 CFR 164.514(a)-(c), GoDoctor may use protected health information to provide you with data aggregation services (as that term is defined by HIPAA) and to create de-identified data (c). All right, title, and interest in any de-identified data GoDoctor develops from protected health information shall be solely owned by GoDoctor. During and after this agreement, GoDoctor and its affiliates may use and share all aggregated, anonymized information and de-identified data for the purposes of improving the Service, technical support, and other business objectives, all in compliance.

Controlled Substances Electronic Prescriptions The following applies if Customer uses the Services for Electronic Prescriptions for Controlled Substances (Electronic Prescriptions):

 Each Customer-authorized Electronic Prescription account is assigned to a certain provider. A complimentary Identity-Proof Hard Token (Hard Token) and confirmation letter will be supplied to each Prescribing Provider. There will be an extra cost for a new Hard Token or confirmation letter if the Hard Token is lost, destroyed, or becomes inoperable. If a third-party Soft Token (Soft Token) is obtained and chosen by the Prescribing Provider, the Soft Token must be downloaded and stored on a separate device from the computer or device on which the Prescribing Provider gains access to the Electronic Prescriptions feature and transmits prescriptions.

Customer and each Prescribing Provider agree: (a) that each Prescribing Provider will keep sole possession of the Hard Token and will not share the login pass with anyone else; (b) that each Prescribing Provider will not allow anyone else to use the Token or enter the login pass in order to sign controlled substance prescriptions; and (c) that failure to secure the Token, login .

(d) to notify GoDoctor within one (1) business day of discovery if: (i) Customer or a Prescribing Provider is contacted by a pharmacy because one or more controlled substance prescriptions are displaying the incorrect United States Drug Enforcement Administration (DEA) number; (ii) if Customer or a Prescribing Provider discover that one or more controlled substance prescriptions issued using a Prescribing Provider DEA number were not consistent with the prescriptions actually signed, or were not signed at all; or (iii) if a Prescribing Provider’s Token has been lost or stolen, or the authentication protocol has been compromised in any way; (e) that the Prescribing Provider is responsible for any controlled substance prescriptions written using its two-factor authentication credential; (f) that Prescribing Providers have the same responsibilities when issuing electronic prescriptions for controlled substances as when issuing paper or oral prescriptions; (g) to prescribe controlled substances only for legitimate medical purposes; (h) to review security logs on a daily basis for any security incidents; and (i) to report to the DEA any security incident and provide GoDoctor with a copy of such report. Customer agrees to keep all security incident reports on file for a period of two (2) years.

Electronic Prescriptions (Excluding Prescriptions for Controlled Substances). If Customer uses the Service for Electronic Prescriptions (excluding prescriptions for controlled substances), the Customer and each Prescribing Provider agrees: (a) to only prescribe on their own behalf and not give away password or credentials to another person to prescribe for them; and (b) to take the same responsibility as Customer would take when transmuting paper or phone prescriptions.

Meaningful Use. Customer and providers intending to attest for Meaningful Use agree to follow the processes and procedures recommended in GoDoctor’s Meaningful Use training such that GoDoctor’s tracking and reports function appropriately.

1. Additional Terms – Applicable to GoDoctor Engage

Content. Customers may upload or submit content, files and information to the Service (Content). As between GoDoctor and Customer, all Content belongs to Customer, and Customer hereby grants GoDoctor a non-exclusive irrevocable, perpetual, royalty-free license to display, store, distribute, share, modify, and otherwise use such Content for purposes providing the Service under this agreement, including, without limitation, a license to syndicate the Content to third party publisher sites as required to provide you the applicable Service (e.g., GoDoctor Engage).

Warranties. Customer represents and warrants to GoDoctor that:

Any Content submitted to the Service does not violate any copyright, trade secret, privacy or other third party right;

It will not submit any Content that is untrue, defamatory, harmful to any person, or violates HIPAA Privacy Rules, state or federal laws on patient privacy; and

All patient testimonials submitted by Customer are accurate, have the patient’s consent, and comply with ethical guidelines of professional medical associations as well as state and local medical and private practice boards and governing bodies.

Reminders and SMS Messages. Customer agrees that by registering for the Service, including any request forms or use of communications features, constitutes a request for GoDoctor to send email, fax, phone call, or SMS reminders about upcoming appointments, special offers, and upcoming events. GoDoctor is not responsible for any text messaging or data transmission fees. If Customer provides a cellular phone number and agrees to receive communications from GoDoctor, Customer specifically authorizes GoDoctor to send text messages or calls to such number. Customer represents and warrants it has the authority to grant such authorization. Customer is not required to consent to receive text messages or calls as a condition of using the Service and may opt out of such messages through the Services.

Reviews & Opinions. GoDoctor does not endorse, validate as accurate, or necessarily agree with any of the reviews, links, and user-generated content from users or Customers on the Service. GoDoctor reserves the right to refuse to publish any patient review provided by Customer.

The Service may attempt to send automated or human-based alerts when reviews are provided on third party websites, but GoDoctor does not guarantee the accuracy, completeness, or timeliness of such alerts.

Advertisements. GoDoctor reserves the right to place advertisements or messages from third parties on free claimed listings web pages as well as free versions of the Service. Such advertisements or messages from third parties may be visible to users as well as Customer.

1. Additional Terms – Applicable to GoDoctor Telehealth

Telehealth Medical Services. GoDoctor Telehealth is designed to facilitate Customer’s delivery of Telehealth Medical Services. “Telehealth Medical Services” include, without limitation, the delivery of medical care by Customer to a patient physically located at another site through the use of advanced telecommunications technology that allows providers to remotely see and hear the patient in real time.

Customer’s Responsibilities. Customer is, and will remain, solely responsible for: (i) the provision of Telehealth Medical Services and all other professional medical services and aspects relating to Customer’s practice of medicine (for the avoidance of doubt, Telehealth Medical Services shall be performed by Customer for appropriate visits as determined in Customer’s, or its provider’s, as applicable, sole professional judgment); (ii) documenting the Telehealth Medical Services in Customer’s clinical records; (iii) billing and collecting for Telehealth Medical Services; (iv) providing notice to and/or obtaining consent from any third-parties relating to the provision of Telehealth Medical Services through GoDoctor Telehealth; (v) ensuring GoDoctor Telehealth is used in accordance with applicable instructions, training materials and other online material that may be made available by GoDoctor from time to time; (vi) obtaining and maintaining both the functionality and security of all information technology software solutions and related services necessary to connect to, access or otherwise use GoDoctor Telehealth; and (vii) complying with applicable laws, rules, regulations and standards imposed by government health care programs and other payors, licensing agencies and applicable accreditation bodies, including, without limitation, with respect to the provision of Telehealth Medical Services.