Terms of Service

1. Definitions

• "Platform" or "Services" means the Formisoft cloud-based practice management and patient engagement platform, including digital intake forms, scheduling, communications, payments, records, workflows, team management, APIs, and related features.
• "Customer," "you," or "your" means the individual or Entity using the Services.
• "Content" means any data, information, or materials created, uploaded, submitted, or stored by you while using the Services, including patient and practice data.
• "Subscription Plan" means the plan and features you select when registering or as set forth in an order form or written agreement between you and us.
• "Subscription Term" means the period during which you are authorized to use the Services under your Subscription Plan.
• "Sub-Processors" means third-party service providers engaged by Formisoft to host, operate, or support the Services.

2. Acceptance of Terms

You must be at least 18 years old to use the Platform. By using the Platform, you consent to receive electronic communications from Formisoft (such as account notifications, billing notices, and product updates), and you agree that these electronic communications satisfy any legal requirement that such communications be in writing. Not all features may be available on every Subscription Plan.

3. Access to the Services

• You may access the Services in accordance with your Subscription Plan and these Terms.
• You must register for an account by providing accurate registration information, including a valid email address and organization details.
• You are solely responsible for obtaining all equipment and network connections necessary to access the Services. We are not liable for network-related problems attributable to the operation of the Services.

4. Your Responsibilities

• You are solely responsible for all activity occurring under your account and must notify us immediately of any unauthorized use or known security breach.
• You must provide accurate and complete registration information and maintain the security of your account credentials.
• You are solely responsible for compliance with all applicable laws relating to your use of the Services, including laws governing data privacy, intellectual property, healthcare, and electronic communications.
• You are solely responsible for obtaining any permissions, consents, or other lawful basis required for collecting and processing patient data, including HIPAA authorizations where applicable.
• You are solely responsible for information shared with your associates and third parties at your request. It is your responsibility to maintain relevant agreements and ensure data is guarded appropriately by recipients.
• You are solely responsible for addressing patient rights requests (such as access, correction, or deletion). Formisoft will provide reasonable assistance as required under applicable law.
• Healthcare providers must accept our Business Associate Agreement before using the Platform to process protected health information (PHI).

5. Acceptable Use

You may not, and may not permit others to:

• Use the Platform for any unlawful purpose or in violation of any applicable law or regulation.
• Access the Services for benchmarking or competitive monitoring purposes without our prior written consent.
• License, sublicense, sell, resell, transfer, assign, distribute, or commercially exploit the Services to third parties.
• Copy, modify, adapt, translate, or create derivative works based upon the Services, or reverse engineer, decompile, or disassemble the Services.
• Attempt to gain unauthorized access to our systems or interfere with the integrity or performance of the Services.
• Transmit malware, spam, or other harmful or unsolicited bulk communications.
• Use automated tools, robots, or scrapers to access or extract data from the Platform without our prior written consent.
• Collect patient data without appropriate authorization and consent.
• Use AI voice call features to harass, threaten, or spam any person.
• Process illegal transactions or use payment features for money laundering or fraud.

6. Communications Consent & Compliance

Formisoft provides tools for sending SMS, email, and AI voice communications. When Formisoft sends messages on your behalf, it does so solely at your direction and as your agent. You are the sender of record and bear full responsibility for the content, legality, and appropriateness of all communications sent through the Platform.

• You must obtain prior express written consent from each patient before sending SMS, email, or AI voice communications through the Platform.
• All communications must comply with applicable laws, including the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, and state laws governing electronic communications.
• You must promptly honor all opt-out, unsubscribe, and stop requests from patients.
• You must not send communications to any person who has previously opted out or asked to stop receiving messages.
• You are solely responsible for maintaining records of patient consent and opt-out requests.
• Formisoft may impose usage limits or suspend communication features immediately if we reasonably believe you are violating applicable law or these Terms.

7. Data Ownership, Content License & Processing

You retain ownership of your Content. You represent and warrant that you own or have secured all rights necessary to grant the license below, that your Content does not violate any law or third-party rights, and that you will not upload sensitive data subject to special protections without obtaining required consents or approvals.

• You grant Formisoft and its Sub-Processors a non-exclusive, worldwide, royalty-free license to access, use, process, copy, store, distribute, and create derivative works of your Content solely to: (i) operate, maintain, and improve the Services; (ii) provide features such as analytics, reporting, and workflow tools to healthcare providers; (iii) facilitate services to patients as directed by you; and (iv) generate anonymized or aggregated data sets that do not identify individual patients, which Formisoft may use for analytics, research, or commercial purposes.
• Formisoft will not use Content in a way that identifies individuals unless necessary to provide the Services or as otherwise permitted by applicable law. All processing of personal data is subject to our Privacy Policy and applicable data protection laws.
• For healthcare providers, Formisoft acts as a business associate under HIPAA and processes PHI only as directed. Formisoft retains rights to insights learned from use of the Services and feedback you provide for improving the Services.

8. Trial Period

Formisoft may offer a trial period for new accounts. During the trial, certain features may be restricted. The trial is for evaluation purposes only. We may modify, limit, or discontinue trial offers at any time. At the end of the trial, your account may be locked unless you subscribe to a paid plan. Formisoft may terminate any trial account at any time, including for suspected abuse.

9. Payments & Billing

Paid plans are billed according to your Subscription Plan. You authorize us to charge your payment method on file. Unless stated otherwise, fees are non-refundable. Cancellation takes effect at the end of the current billing period. We may modify fees for a following Subscription Term upon at least thirty (30) days' notice before the end of your then-current term. The Platform also facilitates payment collection between providers and patients via Stripe Connect. Formisoft is not a party to provider-patient transactions and is not responsible for refunds, disputes, or chargebacks related to those transactions.

10. Service Availability

We strive for high availability but do not guarantee uninterrupted service. We may perform scheduled maintenance with advance notice when practicable. We are not liable for interruptions beyond our reasonable control. SMS and voice delivery depend on third-party carriers, and successful delivery is not guaranteed. Emergency numbers (911, 988, and other N11 codes) cannot be contacted through the Platform.

11. AI & Automated Features

The Platform offers AI-powered features, including the Virtual Receptionist, AI form builder, and workflow automation. These features use third-party AI models.

• AI-generated content may contain errors. The healthcare provider is solely responsible for reviewing all AI-generated content before relying on it or sharing it with patients.
• AI voice call recordings and transcripts are stored on behalf of the provider and subject to the same data protection measures as other patient data.

12. Intellectual Property

Formisoft and its licensors retain all right, title, and interest in and to the Platform, including trademarks, service marks, logos, source code, documentation, and underlying technology. This Agreement grants you only a limited right to use the Services during your Subscription Term. Nothing in these Terms grants you any right to use Formisoft's intellectual property except as necessary to use the Platform under these Terms.

13. Confidentiality

• Confidential Information means non-public business, product, technology, and marketing information disclosed by Formisoft that is identified as confidential or should reasonably be understood to be confidential.
• You shall hold Confidential Information in confidence and not disclose it to third parties without Formisoft's prior written consent, except to employees or contractors with a need to know who are bound by confidentiality obligations at least as restrictive as these Terms.
• Confidential Information does not include information that is publicly available through no fault of yours, already known to you, independently developed by you, or required to be disclosed by law (provided you give prompt notice where permitted).
• Formisoft may list you as a customer and reproduce your logo online or in printed materials to indicate that you use the Services, unless you provide written notice otherwise.

14. Third-Party Services

The Services may integrate with or link to third-party services, content, or materials ("Third-Party Materials"). Your use of Third-Party Materials is at your sole risk and subject to the third party's terms. Formisoft is not responsible for the availability, accuracy, or lawfulness of Third-Party Materials. The Services are hosted and supported by Sub-Processors that Formisoft may change from time to time.

15. Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, THE SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK.

16. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, FORMISOFT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, FORMISOFT IS NOT LIABLE FOR CLAIMS ARISING FROM COMMUNICATIONS YOU SEND THROUGH THE PLATFORM, INCLUDING CLAIMS UNDER THE TCPA, CAN-SPAM ACT, OR OTHER COMMUNICATIONS LAWS. IN NO EVENT SHALL FORMISOFT'S TOTAL LIABILITY FOR ALL CLAIMS EXCEED THE AMOUNTS YOU PAID TO FORMISOFT DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM. Some jurisdictions do not allow certain exclusions; in those cases, our liability is limited to the fullest extent permitted by law.

17. Indemnification

You agree to indemnify, defend, and hold harmless Formisoft and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of your use of the Services, your Content, your breach of this Agreement, or your violation of any applicable law. This includes claims related to SMS, email, or voice communications sent through the Platform, including failure to obtain proper consent or honor opt-out requests.

18. Termination

Either party may terminate this Agreement for convenience with notice as provided in your Subscription Plan or order form. We may terminate or suspend your account immediately for breach of these Terms or where required by law. Upon termination, your right to use the Services ends. We will make commercially reasonable efforts to retain your Content for up to thirty (30) days thereafter, but you should export data before termination. The following sections survive termination: Data Ownership, Intellectual Property, Disclaimer, Limitation of Liability, Indemnification, Confidentiality, Governing Law, and other provisions that by their nature should survive.

19. Changes to Terms

We may update these Terms from time to time by posting a modified copy on the Platform or by notifying you. Material changes will be communicated via email at least thirty (30) days before they take effect, unless a different effective date is specified. Your continued use of the Services after changes take effect constitutes acceptance. If any modification is unacceptable to you, you must stop using the Services and notify us to terminate your account.

20. Governing Law & Dispute Resolution

This Agreement is governed by the laws of the State of New York, USA, without regard to conflict of laws principles. You irrevocably submit to the exclusive jurisdiction of the courts located in New York, USA in connection with any dispute relating to the Services or this Agreement. Formisoft may seek injunctive or other equitable relief in any jurisdiction where its rights may be threatened. Any cause of action must be commenced within one (1) year after it arises, or it is permanently barred.

21. Force Majeure

Formisoft shall not be liable for failure or delay in performing obligations where such failure results from circumstances beyond our reasonable control, including natural disasters, acts of government, internet or telecommunications failures, power outages, pandemics, or third-party service provider outages.

22. Waiver, Severability & Assignment

• Our failure to enforce any provision does not constitute a waiver of that provision.
• If any provision is held invalid or unenforceable, the remaining provisions continue in full force.
• You may not assign this Agreement without our prior written consent. We may assign this Agreement in connection with a merger, acquisition, or sale of assets.

23. Entire Agreement

This Agreement, together with our Privacy Policy, Developer Agreement (if you use our APIs), and any applicable Business Associate Agreement, constitutes the entire agreement between you and Formisoft regarding the Services and supersedes prior agreements relating to the subject matter herein. This Agreement incorporates our Privacy Policy at https://formisoft.com/privacy-policy.

24. Notices & Contact

Notices to Formisoft may be sent to legal@formisoft.com. Notices to you may be sent to the email address associated with your account. For questions about these Terms, contact legal@formisoft.com.