Terms of Service

By registering for an Account or using any part of the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

We reserve the right to modify these Terms at any time. We will provide notice of any material changes through the Services or by sending you an email. Your continued use of the Services after such notice constitutes your acceptance of the modified Terms.

To access certain features of the Services, you must register for an Account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

You are responsible for safeguarding your Account credentials and for all activities that occur under your Account. You agree to notify us immediately of any unauthorized use of your Account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

You may not share your Account credentials with any third party. You may not transfer your Account to another person or entity without our prior written consent.

Access to the Services requires a paid Subscription. Subscription fees are billed in advance on a recurring basis according to the billing cycle you select when purchasing a Subscription. You can change your billing cycle by contacting our customer support team.

You authorize us to charge the payment method you provide to us for all applicable fees. If your payment cannot be completed, we may suspend or terminate your access to the Services.

All fees are exclusive of taxes, which we will charge as applicable. You agree to pay any taxes applicable to your use of the Services.

We may change our fees at any time. If we increase fees for your Subscription plan, we will provide notice of the change at least 30 days before the change takes effect. Your continued use of the Services after the fee change becomes effective constitutes your agreement to pay the updated fees.

Not a Substitute for Professional Advice: The Services are designed to assist with healthcare compliance but are not a substitute for professional legal, regulatory, or compliance advice. You are responsible for ensuring that your use of the Services and any actions taken based on the Services comply with all applicable laws and regulations.

No Legal or Regulatory Warranty: While we strive to keep our Services up-to-date with current healthcare regulations, we do not warrant that the Services will ensure compliance with all applicable laws, regulations, or standards. Regulatory requirements vary by jurisdiction and change frequently, and you are responsible for understanding and complying with the specific requirements that apply to your organization.

Protected Health Information: If you are a Covered Entity or Business Associate under the Health Insurance Portability and Accountability Act of 1996 and its implementing regulations ("HIPAA"), and you provide Protected Health Information (as defined in HIPAA) to us through the Services, you agree to enter into our Business Associate Agreement, which will govern the use and disclosure of such Protected Health Information.

Customer Data: We will only process Customer Data according to your instructions and in compliance with our Privacy Policy. You retain all right, title, and interest in and to your Customer Data.

Security Measures: We implement and maintain appropriate technical, organizational, and physical safeguards designed to protect Customer Data. These measures include encryption of data in transit and at rest, access controls, regular security assessments, and employee training.

Security Incident Response: In the event of a security breach affecting your Customer Data, we will notify you without undue delay and take reasonable steps to mitigate the breach and restore the security of the Services.

Your Security Responsibilities: You are responsible for implementing appropriate security measures for your own systems and data, including but not limited to using strong passwords, keeping your Account credentials confidential, and ensuring that your users comply with security best practices.

Service Availability: We will use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for planned maintenance, which we will schedule during non-business hours whenever possible and with advance notice.

Uptime Commitment: We target a 99.9% uptime for the Services, excluding scheduled maintenance. If we fail to meet this commitment in any calendar month, you may be eligible for service credits as detailed in our Service Level Agreement.

Support: We provide technical support for the Services as specified in your Subscription plan. Support hours and response times vary by plan level.

Our Intellectual Property: The Services, including all content, features, and functionality, are owned by us or our licensors and are protected by copyright, trademark, patent, and other intellectual property laws. These Terms do not grant you any right, title, or interest in the Services, our trademarks, logos, or other intellectual property.

License to Use the Services: Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

Feedback: If you provide us with any feedback or suggestions regarding the Services, you grant us an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use such feedback for any purpose without compensation to you.

You agree not to use the Services to:

• Violate any applicable law or regulation
• Infringe the intellectual property rights of any third party
• Transmit any material that is harmful, threatening, abusive, or otherwise objectionable
• Interfere with or disrupt the integrity or performance of the Services
• Attempt to gain unauthorized access to the Services or related systems
• Use the Services to store or transmit malicious code
• Conduct benchmarking or competitive analysis of the Services for a competitor

Disclaimer of Warranties: THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Limitation of Liability: IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Cap on Liability: OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT YOU HAVE PAID US FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

Exclusions: Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages. Accordingly, some of the above limitations may not apply to you.

You agree to indemnify, defend, and hold harmless Fignos and its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to:

• Your use of the Services
• Your Customer Data
• Your violation of these Terms
• Your violation of any rights of another person or entity

Term: These Terms will remain in effect until your Subscription expires or is terminated.

Termination by You: You may terminate your Subscription at any time by following the cancellation process in your Account settings or by contacting our customer support team. If you terminate your Subscription, you will continue to have access to the Services until the end of your current billing cycle, but you will not receive a refund for any fees already paid.

Termination by Us: We may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason, including if you breach these Terms. Upon termination, your right to use the Services will cease immediately.

Effect of Termination: Upon termination of your Subscription:

• Your access to the Services will end
• We will retain your Customer Data for 30 days, during which time you may request a copy of your data
• After 30 days, we may delete your Customer Data without notice

Survival: The provisions of these Terms that by their nature should survive termination will survive termination, including, without limitation, ownership provisions, indemnification, warranty disclaimers, and limitations of liability.

Governing Law: These Terms will be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

Dispute Resolution: Any dispute arising from or relating to these Terms or the Services will be resolved as follows:

1. Informal Resolution: We encourage you to contact us first to try to resolve any dispute informally.
2. Arbitration: If we cannot resolve the dispute informally, any controversy or claim arising out of or relating to these Terms or the Services will be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. The arbitration will take place in San Francisco, California, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
3. Class Action Waiver: Any arbitration will be conducted on an individual basis. You agree that you may not bring claims as a plaintiff or class member in any purported class or representative proceeding.
4. Exceptions: Nothing in these Terms will prevent either party from seeking injunctive or other equitable relief from the courts for matters related to intellectual property rights, confidentiality obligations, or unauthorized use of the Services.

Entire Agreement: These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and us regarding the Services.

Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect.

No Waiver: Our failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by our authorized representative.

Assignment: You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, or to any affiliate or successor.

Notices: Any notices or other communications provided by us under these Terms will be given by posting to the Services or by email to the address you provide during registration.

Force Majeure: We will not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, epidemics, pandemics, or shortages of transportation facilities, fuel, energy, labor, or materials.

If you have any questions about these Terms, please contact us at legal@fignos.com or: