1. Defined Terms

• Platform: The software-as-a-service system provided by Docflow, including tools for healthcare workflow automation, document processing, AI-driven operations, and any free tools or features we make available.
• Services: The features, workflows, and integrations offered through the Platform, including both paid subscription services and free tools.
• User: Any person or entity that accesses or uses the Platform, including both Customers and users of free tools.
• Customer: A person or business entity with an active paid subscription to the Services.
• Account: A unique user account required to access and use the Platform.
• Login Credentials: The username, password, or other authentication mechanisms used to access an Account.
• User Content: Any data, text, images, documents, audio recordings, video recordings, transcripts, process maps, or other information submitted, uploaded, or generated through use of the Platform.
• Protected Health Information (PHI): Individually identifiable health information as defined under the Health Insurance Portability and Accountability Act of 1996 (HIPAA).
• Business Associate Agreement (BAA): A written agreement between Docflow and Customer that establishes the permitted uses and disclosures of PHI.
• Subscription: The recurring payment arrangement under which Customer accesses paid Services.

2. Acceptance of Terms

By accessing or using the Platform, you confirm that:

• You are at least 18 years old and have the authority to agree to these Terms.
• The information you provide during registration is accurate and complete.
• If you are acting on behalf of a business, you have the authority to bind the business to these Terms.

3. Use of the Platform

Docflow grants you a non-exclusive, non-transferable, revocable license to access and use the Platform, subject to compliance with these Terms.

You agree not to:

• Share your Login Credentials or allow unauthorized access to your Account.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, data structures, or underlying architecture of the Platform.
• Use the Platform to develop or assist in developing any product or service that competes with the Platform.
• Access the Platform for purposes of benchmarking, competitive analysis, or building a similar or competitive product.
• Circumvent, disable, or interfere with security features or access controls of the Platform.
• Use the Platform for unlawful purposes or in violation of any applicable laws.
• Use automated means to scrape, harvest, or extract data from the Platform beyond the intended functionality.

4. Free Tools and Services

Docflow may offer free tools, features, or services that do not require a paid subscription. By using any free tool or service, you acknowledge and agree to the following:

• Data Access: By using free tools, you grant Docflow the right to access, view, and use all User Content you submit, upload, or generate, including but not limited to: call recordings, video recordings, audio files, transcripts, process maps, documents, and any information you provide about your organization or processes.
• Purpose of Access: Docflow may access User Content to provide the Services, improve our products, train our AI systems (using anonymized or aggregated data), ensure quality, prevent abuse, and for internal business purposes.
• No PHI in Free Tools: Free tools are not intended for use with Protected Health Information (PHI). Do not upload or submit PHI through free tools unless you have executed a Business Associate Agreement with Docflow.
• Recording Consent: If you use features that record meetings or calls, you are solely responsible for obtaining consent from all participants as required by applicable law. Docflow is not responsible for your failure to obtain required consents.
• Service Availability: Free tools are provided on an “as-available” basis. Docflow may modify, suspend, or discontinue free tools at any time without notice.
• Marketing Communications: Your consent to receive marketing communications from Docflow is separate from your agreement to these Terms and is controlled by your preferences at the time of registration or as updated thereafter.

5. HIPAA Compliance and Protected Health Information

Docflow provides Services that may involve the processing of Protected Health Information (PHI) on behalf of Customers who are Covered Entities or Business Associates under HIPAA.

• Business Associate Agreement Required: If Customer intends to use the Services in connection with PHI, Customer and Docflow must execute a Business Associate Agreement (BAA) before any PHI is processed through the Platform.
• HIPAA Compliance: Docflow follows federal guidance on HIPAA compliance, including the HIPAA Security Rule and Privacy Rule, and implements appropriate administrative, physical, and technical safeguards to protect PHI.
• Customer Obligations: Customer remains responsible for obtaining all necessary consents and authorizations from patients and complying with applicable privacy laws.
• Breach Notification: In the event of a security incident involving PHI, Docflow will notify Customer in accordance with the timeframes and procedures set forth in the BAA and applicable law.

6. User Content and Intellectual Property

• User Content Ownership: Users retain ownership rights in User Content they create or upload. Docflow does not claim ownership of User Content.
• License to User Content: By using the Platform, you grant Docflow a worldwide, non-exclusive, royalty-free license to access, use, process, store, transmit, and display User Content for the purpose of providing the Services, improving our products, and as otherwise described in these Terms.
• Docflow Intellectual Property: Docflow retains all rights, title, and interest in the Platform, including all software, algorithms, workflows, user interfaces, documentation, and underlying technology. Nothing in these Terms transfers any intellectual property rights to Users.
• Aggregate Data: Docflow may use anonymized, aggregated data derived from Users' use of the Platform for purposes of improving the Services, provided such data does not identify any User or individual.
• Confidentiality: With respect to paid Customers, both parties agree to maintain the confidentiality of non-public information disclosed during the course of using the Platform, as outlined in applicable agreements.

7. Data Security

Docflow implements industry-standard security measures to protect User Content:

• Encryption: User Content is encrypted at rest and in transit using industry-standard encryption protocols.
• Access Controls: Access to User Content is restricted to authorized personnel on a need-to-know basis.
• Audit Logging: The Platform maintains audit logs of access to and modifications of User Content.
• Subprocessors: Docflow may use third-party service providers to assist in providing the Services. Any subprocessors with access to User Content are bound by confidentiality obligations and, where applicable, BAA requirements.

8. Artificial Intelligence (AI) Usage

The Platform incorporates AI features to automate workflows and process documents. AI features must be used in compliance with applicable laws and these Terms.

Customers acknowledge that:

• AI outputs should be reviewed by qualified personnel before being used in contexts requiring professional judgment.
• Customer is solely responsible for ensuring AI-generated content is appropriate and accurate before use in clinical or business decisions.
• The Platform does not replace clinical judgment or professional medical advice.

9. Subscription, Fees, and Payments

• Subscription Model: Access to the Platform is provided on a subscription basis. Subscription terms, including pricing and billing frequency, are set forth in your Order Form or subscription agreement.
• Payment Processing: Payments are processed through Stripe, our third-party payment processor. By providing payment information, you authorize Docflow to charge your designated payment method for all applicable fees.
• Automatic Renewal: Unless otherwise specified, Subscriptions automatically renew at the end of each billing period. You may cancel auto-renewal by providing written notice at least thirty (30) days before the renewal date.
• Non-Refundable: Fees are non-refundable except as required by law or as expressly stated in your subscription agreement.
• Late Payment: If payment is not received within fifteen (15) days of the due date, Docflow may suspend access to the Platform until payment is received.
• Price Changes: Docflow may modify pricing upon thirty (30) days' prior written notice. Price changes will take effect at the start of the next billing period.

10. Service Availability

• Availability: Docflow strives to maintain high availability of the Platform. Specific uptime commitments, if any, are set forth in your subscription agreement or Service Level Agreement.
• Scheduled Maintenance: Docflow may perform scheduled maintenance that temporarily affects availability. We will provide reasonable advance notice of scheduled maintenance when possible.
• Third-Party Dependencies: The Platform integrates with third-party systems (such as insurance payer portals and healthcare software). Docflow is not responsible for outages or performance issues caused by third-party systems.

11. Warranties and Disclaimers

• The Platform is provided “as-is” and “as available” without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement.
• Docflow does not warrant that the Platform will be uninterrupted, error-free, or free of harmful components.
• Docflow does not warrant any specific outcomes or results from use of the Platform.

12. Limitation of Liability

• Liability Cap: To the maximum extent permitted by law, Docflow's total aggregate liability arising out of or related to these Terms shall not exceed the greater of (a) the total fees paid by you to Docflow in the twelve (12) months preceding the claim, or (b) one hundred dollars ($100) for users of free Services.
• Excluded Damages: In no event shall Docflow be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities, regardless of whether such damages were foreseeable.
• Exceptions: The limitations in this section do not apply to (a) either party's gross negligence or willful misconduct, (b) Docflow's breach of its confidentiality or data security obligations, or (c) either party's indemnification obligations.

13. Indemnification

• User Indemnification: You agree to indemnify, defend, and hold harmless Docflow from any claims, damages, or expenses arising from (a) your breach of these Terms, (b) your violation of applicable law, (c) User Content you submit, or (d) your failure to obtain required consents for recordings.
• Docflow Indemnification: For paid Customers, Docflow agrees to indemnify, defend, and hold harmless Customer from any third-party claims that the Platform infringes such third party's intellectual property rights, provided Customer promptly notifies Docflow and provides reasonable cooperation.

14. Termination and Suspension

Termination by Customer: You may terminate your Account by providing written notice to Docflow. Termination will be effective at the end of the current billing period.

Termination by Docflow: Docflow may suspend or terminate your access immediately upon written notice for:

• Breach of these Terms, including violation of the Acceptable Use Policy.
• Non-payment of fees after the cure period described in Section 9.
• Attempts to reverse engineer, decompile, or derive the source code or architecture of the Platform.
• Use of the Platform for competitive analysis or to develop competing products.
• Violation of applicable laws, including HIPAA.

Effect of Termination:

• Access to the Platform will be revoked upon termination.
• Customers remain liable for any subscription fees accrued through the termination date.
• For paid Customers, upon request made within thirty (30) days of termination, Docflow will provide User Content in a standard export format.
• After the applicable retention period, Docflow may delete User Content in accordance with its data retention policies and applicable law.
• Provisions that by their nature should survive termination (including confidentiality, limitation of liability, and indemnification) shall survive.

15. Acceptable Use Policy

Users may not:

• Share credentials or allow unauthorized access to the Platform.
• Engage in unlawful activities or use the Platform in violation of healthcare regulations.
• Use the Platform to spread malicious, harmful, or discriminatory content.
• Circumvent security measures or interfere with the Platform's operations.
• Use AI features to generate content that is harmful, discriminatory, or in violation of applicable laws.
• Violate intellectual property rights of Docflow or any third party.

16. Publicity and Feedback

By agreeing to these Terms, you grant Docflow permission to use your company name and logo in marketing materials, including customer lists and case studies. You may opt out by providing written notice to support@docflowlabs.com.

Any suggestions, ideas, or feedback provided to Docflow regarding the Platform may be used by Docflow freely without compensation or obligation to Customer.

17. Modifications to Terms

Docflow reserves the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website or by email. Continued use of the Platform after changes become effective constitutes acceptance of the modified Terms.

18. General Provisions

• Governing Law: These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.
• Dispute Resolution: Any disputes arising under these Terms shall be resolved in the state or federal courts located in Delaware.
• Assignment: Customer may not assign these Terms without Docflow's prior written consent. Docflow may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions shall continue in full force and effect.
• Entire Agreement: These Terms, together with any applicable Order Form, BAA, and subscription agreement, constitute the entire agreement between the parties.
• Force Majeure: Neither party shall be liable for delays or failures in performance resulting from circumstances beyond its reasonable control, including natural disasters, acts of government, or internet service disruptions.

Contact Us

If you have questions about these Terms, contact us at:

Email: support@docflowlabs.com