PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE DOCCHARGE SOFTWARE.
s”) for the DocCharge Software (the “Software
”) is a legal agreement between You and DocCharge, LLC (also referred herein as “DocCharge”, “We”, “Us,” or “Our”), for the Software and any other materials accompanying these Terms, which may include but are not limited to computer software and hosted software services, printed materials, and web based services or electronic documentation and resource files, project and solution files for the Software (collectively, the “Product
DocCharge provides a physician productivity platform which enables physicians and other clinical providers to capture medical charges on a real-time basis and provides additional communication tools, analytics and physician service insights via mobile and web based portal.
Any new features, tools, or updates which are added to the Software shall also be subject to the Terms. You can review the most current version of the Terms at any time on this page. We reserve the right to update, change, or replace any part of these Terms by posting updates or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
While DocCharge has done everything in our power to ensure reliable service delivery, you acknowledge that software, mobile devices, and the networks and devices they rely on are sometimes subject to failure and outages. Therefore, you should not use this service where personal injury, loss of life, property damage, or financial loss is possible to you or your customers or patients without taking appropriate precautions such as having a failback system or protocol.
WARNING: THE SOFTWARE IS NOT FOR MEDICAL DIAGNOSTIC PURPOSES. DOCCHARGE PROVIDES NO EMERGENCY OR 911 SERVICE. IF YOU ARE EXPERIENCING A MEDICAL EMERGENCY, CALL 911 AND SEEK MEDICAL ATTENTION IMMEDIATELY.
The Product is protected by copyright laws and international copyright treaties, trademark laws, patent laws, as well as other intellectual property laws and treaties. DocCharge or its suppliers own all rights, title, and interest in any and all copyright and other intellectual property within the Product. The Product is being licensed to you for your personal use only, and nothing in these Terms should be construed as a sale or transfer of ownership of any intellectual property rights.
You acknowledge and agree that all sales of or subscriptions to the Products to which these Terms refer, by DocCharge and its subsidiaries and affiliates, to you or any person, will be governed by these Terms.
THESE TERMS SHALL BE THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN DOCCHARGE AND YOU AS THE USER.
- “API” means Application Programming Interface, or a publicly accessible interface defining the ways by which an application program may request services from libraries and/or software.
- “Confidential Information” is any information marked as confidential or HIPAA protected. Confidential Information does not include information:(a) which is publicly known; (b) which is disclosed to the other party without restriction by a third party and without any breach of confidentiality by the third party; or (c) which is developed independently by the other party without reliance on any of the discloser’s Confidential Information.
- “Derivative Works” means improvements to, works based upon, or works using the Product.
- “Product” means the Software and any and all related software, electronic or printed materials, documents, or other resources and services provided by DocCharge.
- “Software” means mobile device software, and associated media, printed materials, and electronic documentation.
- “SaaS” means a Software as a Service model of software deployment, whereby a provider licenses the use of an application to customers as an on demand service.
- “Subscription” means paid access to the DocCharge SaaS service.
- “Updates” means technical support, new version or new release of the Product, and supplements to the Software and related information.
- “You” and “Your” mean the purchaser, user, and subscriber, either an individual or a single entity.
- GRANT OF LICENSE TO USE AND SUBSCRIPTION AGREEMENT
- Subscription Services Payment, Renewal. DocCharge grants use of the Product and service according to a license and subscription as provided herein. All software licenses and subscriptions are nonexclusive and non-transferable. Upon commencing a Subscription, you agree to the following provisions:
- 30-day Free Trial Subscription. The 30-day Free Trial Evaluation and Temporary Subscriptions are non-exclusive licenses for a temporary period to use the Product for evaluation purposes only. With an evaluation license and temporary subscription the Product is fully functional. If You have registered for a trial use of the Product, You may access it for 30 days, or another time period specified by DocCharge. Access to the Software and evaluation of the services during this first 30 days are free on any plan and you can switch plan types during this 30 day period. If you initially sign up for a subscription and provided your credit card information and you do not cancel within the 30 day period, you will be billed monthly pursuant to Section 3.7. If you cancel prior to the processing of your first invoice on the 31st day after commencing your Subscription, you will not be charged.
- Individual Use License and Subscription. An individual user license allows a single user to install the DocCharge software on their Smart Phone, Tablet or other mobile device, and to self-register for the DocCharge hosted service from the mobile device. Both the mobile device software and the DocCharge web based portal are available to the Individual for the duration of the subscription.
- Enterprise License and SaaS Subscription. An Enterprise License and SaaS Subscription allows a project team or organization to install the Software on their employees’ mobile devices, and to register each individual user for the DocCharge web based portal services platform. The organization is permitted an unlimited number of logins with the Enterprise License and SaaS Subscription. Both the mobile device software and the DocCharge web based portal are available to the organization for the duration of the Subscription.
- Subscription Term and Renewal.
- Monthly Subscription. Monthly subscriptions are for an initial term of one (1) month from the Effective Date. It will automatically renew for successive one (1) month terms unless either party gives the other party written notice of its intent to terminate the Subscription at least ten (10) days prior to the beginning of any renewal term. The Subscription is billed in advance on a monthly basis. DocCharge will automatically renew or generate an invoice, or bill Your credit card, for the monthly subscription. If at any time payment is not received, the subscription shall terminate immediately upon the end of the last term that was paid (e.g. will terminate on the last day of the month)
- Annual Subscriptions. Annual subscriptions are for an initial term of one (1) year from the Effective Date. It will automatically renew for successive one (1) year terms unless either party gives the other party written notice of its intent to terminate the Subscription at least thirty (30) days prior to the beginning of any renewal term. The Subscription is billed in advance on a quarterly basis at the pro-rated annual subscription rate. DocCharge will automatically renew or generate an invoice, or bill your credit card, quarterly for the pro-rated annual subscription amount. If at any time a quarterly payment is not received, the subscription shall terminate immediately upon the end of the last quarter that was paid (e.g. will terminate on the last day of the quarter)
- Refunds: DocCharge does not offer any refunds or credits for partial use of Subscription or early termination of a pre-paid agreement. In order to treat everyone equally, no exceptions will be made. In the event that you terminate your subscription, your forfeit any payments already made to DocCharge.
- Print Documentation. You may make any number of copies of the electronic and other documentation provided with the Product or downloaded from the DocCharge website, provided that all copies must be used only for internal purposes and may not be republished, re-sold, re-licensed or distributed externally. You understand and acknowledge that any unauthorized reproduction and distribution of Product materials is an infringement of DocCharge’s copyright in those materials.
- Reverse Engineering. You will not reverse engineer, decompile, disassemble the Software, or in any other way try to gain access to information regarding the construction of and underlying code within the Software.
- Transfer. You are not authorized to rent, lease, sub-license, sell, assign, transfer, or pledge the Product or these Terms, on a temporary or permanent basis, without prior written consent from DocCharge.
- Reservation of Rights. DocCharge reserves all rights and remedies not expressly granted herein.
- DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
- Sublicenses. Under no circumstances are You authorized to sublicense, rent, lease, or lend the Product to another party without express written permission from DocCharge.
- Term. The term of these Terms shall continue perpetually from the initial date of the Subscription purchase, until the Subscription has been cancelled, unless otherwise terminated according to Section 3.3.
- Termination. Without prejudice to any other rights, DocCharge may terminate these Terms if You fail to comply with the terms and conditions herein, or for any other reason. In such event, you must uninstall or otherwise destroy all copies of the Product, including but not limited to backups and all component parts. Upon cancellation of your Subscription, or other termination of service and these Terms, you forfeit any fees already paid to DocCharge. For the avoidance of doubt, any subscription will be immediately terminated if the Subscription Fees are not received by DocCharge for the next relevant subscription period.
- Survival. Unless by its nature a provision cannot survive these Terms, the provisions of these Terms shall survive the expiration or any termination of these Terms.
- Consideration. In exchange for the rights and license granted in these Terms, You will pay to DocCharge the currently published Subscription price available at the DocCharge website, or another mutually agreed upon amount to appear on a valid invoice.
- Subscription Fees. In order to access the Software, and exercise your rights to use the Software as described herein, you will be required to pay a Subscription fee pursuant to Section 2.2. Prices will vary depending on the type of Subscription you purchase. Subscription fees will be assessed and paid pursuant to Section 2.2 until terminated. You agree to pay all fees or charges for your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable as a consideration for the Product provided by DocCharge. In the event that DocCharge is assessed any fees as a result of surcharges or for insufficient fund, You will be responsible for the payment of such fees, and DocCharge shall invoice You for such charge, or charge You for such charges. DocCharge shall not be required to provide you access to its software for any reason, if the subscription fee, in addition to any surcharges, or insufficient funds.
- Payment by Credit Card: All plans except conservatory plan require credit card on file to continue services. You authorize us to charge your credit card or bank account for all fees payable at the beginning of the Initial Subscription Term and any renewal subscription term(s), including upgrades. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party.
- Payment by Invoice: Only Conservatory plan will have option to pay by invoice. Invoice payment will incur additional ten percent (10%) surcharge. If you are paying by invoice, we will invoice you at the beginning of the Initial Subscription Term and at the beginning of each subsequent Billing Period. All amounts invoiced are due and payable within fifteen (15) days from the date of the invoice. You are responsible for providing complete and accurate billing and contact information to us and notifying us of any changes to such information.
- Consent to Use of Data. You authorize DocCharge and its affiliates to collect and use technical information, excluding any Confidential Information, gathered as part of the Product support services provided to You. DocCharge may use this information solely to improve our products or to provide customized services or technologies to You. DocCharge may disclose this information, excluding any Confidential Information, to others but not in a form that personally identifies any persons.
- Cancellation and Termination. You may initiate a cancellation via the DocCharge Portal. Software-only subscriptions can be cancelled through the software by clicking on the Practice tab>Subscription>change plan in the Portal. The Account screen provides a simple no-questions asked-cancellation link (at the bottom of the page). If you cancel your Subscription before the end of your current Subscription term, your cancellation will take effect at the end of billing period and you will not be charged again at the end of current billing period.
- Modification to Services and Pricing. Pricing of all Products, including but not limited to monthly subscription plan fees, are subject to change. Such notice may be provided by posting the changes to the DocCharge website (DocCharge.com) or the platform itself.
- SOFTWARE MAINTENANCE, UPDATES AND DISCONTINUATION
- Updates. DocCharge may, in its sole discretion, provide technical support or Updates to You hereunder. A Subscription entitles You, the purchaser, to any Updates of the Product produced by DocCharge and access to Product fixes for the duration of the subscription period, as long as the subscription fees are being paid.
- Technical Support. Technical support is provided with the following conditions:
- Technical support is provided only through email, or via an online form submission on our website. Enhanced support is available for an additional fee as outlined in DocCharge website.
- DocCharge does not guarantee that any fix will be provided in any given time period. Any estimates provided are estimates only and are not binding or enforceable.
- DocCharge will typically provide support for the Product throughout the subscription period whether the Product has been discontinued or not. However, DocCharge reserves the right to cancel support, whether provided for free, or as enhanced support for an additional fee, at any time and for any reason.
- DocCharge shall use its best efforts to address issues and problems identified by You; however, DocCharge does not warrant that it will solve any particular problem in a given timescale, or at all.
- Discontinuation of Product and Service.DocCharge reserves the right to discontinue the Product at any time, whether it is offered individually or as a part of a suite of different products.
- Upgrade/Downgrade: For any upgrade or downgrade in your Subscription type, you will automatically and immediately be charged the new Subscription rate, and your account will be prorated reflecting unused services for the rest of the billing cycle. Downgrading your Subscription may cause the loss of features of your Account. Contact DocCharge for any changes to your account.
- SOFTWARE DELIVERY
The Product and any associated materials are delivered to You in an electronic format only, and can be downloaded after the commencement of the Subscription.
- PROHIBITED USES
In addition to other prohibitions as set forth in the Terms, you are prohibited from using the website, Software, Products or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your Subscription and use of the Product or any related website for violating any of the prohibited uses.
- INTELLECTUAL PROPERTY RIGHTS
All rights, title, and interest in and to the Product (including but not limited to any images, photographs, animations, video, audio, music, text incorporated into the Product, Derivative Works, and any copies of the Product that You are expressly permitted to make pursuant to these Terms) are owned by DocCharge or its suppliers. All rights, title and interest in and to the content which may be accessed through use of the Product are the property of DocCharge or the respective content owner, and are protected by applicable copyright or other intellectual property laws and treaties. Nothing in these terms shall be construed as a sale or transfer of any intellectual property ownership. DocCharge grants to You no rights to use, reproduce, distribute, perform, or display such content, beyond those expressly granted herein.
Both Parties recognize that the other Party may obtain proprietary and Confidential Information in the course of their business. Each Party agrees to protect each other’s Confidential Information as follows:
- Time and Method. Both during the term of these Terms and for a period of three (3) years after termination or expiration of these Terms the Parties agree to hold each other’s Confidential Information in confidence and to protect the disclosed Confidential Information by using the same degree of care to prevent the unauthorized use, dissemination or publication of the Confidential Information as they use to protect their own confidential information of a like nature.
- Permitted Disclosure to Employees. Each Party agrees that it will only disclose Confidential Information to its responsible employees, contractors, professional advisors and similarly situated individuals who have a bona fide need to know and who are bound by agreement or by law to keep such information confidential.
- Other Permitted Disclosures. Each Party may disclose Confidential Information (a) as authorized by the other Party in writing or (b) to the extent required by applicable law, court, or government agency, provided that the Party required to disclose Confidential Information promptly notifies the other Party and cooperates with any efforts by the other Party, at the other Party’s expense, to limit such disclosure by means of seeking a protective order or requesting confidential treatment. Other than those expressly allowed under this Section 8 of these Terms, no other disclosures of Confidential Information are permitted.
- PERSONAL INFORMATION
- LIMITED WARRANTY AND DISCLAIMER
DOCCHARGE PROVIDES NO REMEDIES OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, FOR 30-DAY EVALUATION VERSIONS OF THE PRODUCT. THE 30-DAY EVALUATION VERSION OF THE PRODUCT IS PROVIDED “AS IS”.
DOCCHARGE AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. DOCCHARGE DOES NOT WARRANT THAT THE PRODUCT OR SERVICE IS ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION. THE PRODUCT IS NOT DESIGNED, INTENDED OR LICENSED OR SUBSCRIBED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE CONTROLS, INCLUDING WITHOUT LIMITATION, THE DESIGN, CONSTRUCTION, MAINTENANCE OR OPERATION OF MEDICAL FACILITIES, HOSPITALS, CLINICS, WELLNESS CENTERS, OR HEALTHCARE OFFICE OR FACILITY. DOCCHARGE SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR SUCH PURPOSES.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY DOCCHARGE, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.
- LIMITATION OF LIABILITY
NEITHER DOCCHARGE NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, INJURY, LOSS OF LIFE, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE PRODUCT OR SERVICE AND BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF DOCCHARGE OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
DOCCHARGE’S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES, FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE PRODUCT THAT CAUSED SUCH DAMAGE.
THE FOREGOING LIMITATIONS ON LIABILITY ARE INTENDED TO APPLY TO THE WARRANTIES AND DISCLAIMERS ABOVE AND ALL OTHER ASPECTS OF THIS AGREEMENT.
The subscription fees and any other amounts payable pursuant to the terms and conditions herein are exclusive of all national, state, regional, local municipal or other taxes and fees including, but not limited to, excise, sales, use, property, ad valorem, intangibles, goods and services and value added taxes, customers duties and registration fees, now in force or enacted in the future, and all such taxes and fees, except taxes based on DocCharge’s net worth, capital or net income, shall be paid directly by You, or if paid by DocCharge, You will reimburse DocCharge.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes. If Customer does not pay the amounts due within fifteen (15) calendar days of the due date, DocCharge may suspend or terminate your Subscription, your access to the Product, or both.
- NO WAIVER
No action taken by either party pursuant to these Terms, and no waiver by either party, whether express or implied, of any provision or right in these Terms or any breach thereof, and no failure of either party to exercise or enforce any of its rights under these Terms, will constitute a continuing waiver with respect to such provision or right or as a breach or waiver or any other provision or right, whether or not similar.
If any covenant or provision of these Terms is determined to be void or unenforceable in whole or part, then such void or unenforceable covenant or provision shall be deleted from these Terms and shall not effect or impair the enforceability or validity of any other covenant or provision of these Terms or any part thereof.
- GOVERNING LAW
- Choice of Law: The Terms shall be governed by the laws of the State of Florida, USA. The United Nation Convention on Contracts for the International Sale of Goods shall not apply to these Terms.
- Arbitration: All claims and disputes arising under or relating to these Terms are to be settled by binding arbitration in the state of Florida. The arbitration shall be conducted on a confidential basis pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Any decision or award as a result of any such arbitration proceeding shall be in writing and shall provide an explanation for all conclusions of law and fact and shall include the assessment of costs, expenses, and reasonable attorneys’ fees. Any such arbitration shall be conducted by an arbitrator experienced in healthcare information technology and shall include a written record of the arbitration hearing. The parties reserve the right to object to any individual who shall be employed by or affiliated with a competing organization or entity. An award of arbitration may be confirmed in a court of competent jurisdiction.
- Injunctive Relief: As an alternative or supplement to arbitration DocCharge, at its option, may obtain in any court of competent jurisdiction any injunctive relief, including temporary restraining orders and preliminary injunctions, against conduct or threatened conduct for which no adequate remedy at law may be available or which may cause DocCharge irreparable harm.
- FURTHER INSTRUMENTS
Except as otherwise expressly provided in these Terms, each party shall furnish to the other (and shall deliver and cause to be executed, acknowledged and delivered to the other) any further instruments, which such other party may reasonably require or deem necessary from time to time to evidence, establish, protect, enforce, defend or secure to such other party any or all of its rights hereunder or to more effectuate or carry out the purposes, provisions or intent of these Terms.
All headings, indexes, titles, sub-headings, section titles, and similar items are provider for the purpose of reference and convenience and are not intended to be inclusive, definitive, or to affect the meaning or scope of these Terms.
- UPDATES TO TERMS
DocCharge may make updates and changes to this license Agreement from time to time. Such changes will be posted on our website at http://www.DocCharge.com.You are bound by the Terms as it is posted or distributed at the most recent time you install the Software or Updates. If You do not wish to be bound by the Terms You should not install any Updates or additional Software.
You grant DocCharge the right to use Your name and logo in press releases, brochures, case studies, marketing materials, the DocCharge website and similar materials indicating that You are a customer of DocCharge.
- COMPLIANCE WITH LAWS
You agree to use the DocCharge Software and the Services in compliance with all applicable Federal, state and local laws, including without limitation, all applicable laws that limit, condition or prohibit your usage of electronic protected health information (“ePHI
)” transmission. If we have any reason to suspect that You are violating any applicable law, rule or regulation, especially set forth by HIPPA / HITECH, We may investigate the suspicion and determine in our sole discretion whether to notify the proper authorities and terminate Your access to the DocCharge Services.
- THIRD PARTY SOFTWARE.
Certain content, products and services available via our Product may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to You or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
DocCharge has provided as part of the Software package, and may provide as an upgrade, update or supplement to the DocCharge Software, access to certain third party software or services as a convenience. To the extent that the DocCharge Software contains or provides access to any third party software or services, DocCharge has no express or implied obligation to provide any technical or other support for such software or services. Please contact the appropriate software vendor, manufacturer or service provider directly for technical support and customer service related to its software, service or products. This product may include CPT® codes, which is a registered trademark of the American Medical Association.
- ENTIRE AGREEMENT.
These Terms constitute the entire agreement between You and DocCharge relating to the license of the Product and the support services (if any) You purchase hereunder and it supersedes all prior or contemporaneous oral or written communications, proposals and representations with respect to the Product or any other subject matter covered by these Terms. The Terms include and encompass materials referenced herein from the DocCharge website. To the extent the terms of any DocCharge policies or programs for support services conflict with these Terms, these Terms shall control.
- CONTACT INFORMATION
Questions about the Terms should be sent to us at Contact@doccharge.com.
LAST DATE OF REVISION: June 21, 2018