Terms of Use

Last updated: October 21, 2024

By accessing or using our platform, you agree to the following Terms of Use. If you do not agree with these terms, please do not use the platform. These Terms of Use constitute a binding agreement between you (the "User") and TranscribeMD, governing your access to and use of our services.

1. Acceptance of Terms

By creating an account or using TranscribeMD, you confirm that:

• You are at least 18 years old and legally permitted to enter into this agreement.
• You are authorized to use the platform for clinical purposes, including processing patient data, if applicable.
• You understand and agree to comply with these Terms of Use and all applicable laws and regulations, including HIPAA.

2. Use of the Platform

• Authorized Use: TranscribeMD may only be used for lawful purposes, including recording, transcribing, summarizing, and managing patient data in clinical settings.
• Account Responsibility: You are responsible for all activity that occurs under your account and for keeping your login credentials secure.

You may not:

• Use the platform for unauthorized or illegal purposes.
• Reverse-engineer or modify the software.
• Use the platform to process any data other than clinical encounter data.
• Introduce any harmful software (viruses, malware, etc.).

3. HIPAA Compliance and Data Protection

We are committed to complying with HIPAA and protecting the confidentiality of Protected Health Information (PHI). Users are required to:

• Use the platform in compliance with HIPAA.
• Ensure patient consent is obtained, as necessary, before processing PHI.
• Report any unauthorized access or suspected breach of PHI immediately.

4. User Responsibilities

You agree to:

• Use the platform only as intended and in compliance with applicable laws.
• Provide accurate and up-to-date information when creating an account.
• Maintain the confidentiality of patient data and comply with all applicable privacy regulations, including HIPAA.

5. Service Availability

• We strive to keep the platform available at all times but do not guarantee uninterrupted access.
• TranscribeMD may perform maintenance, upgrades, or discontinue features without notice.
• We reserve the right to suspend or terminate access to the platform for any violation of these Terms of Use.

6. Intellectual Property

• All intellectual property rights related to TranscribeMD, including software, content, and trademarks, are owned by TranscribeMD or its licensors.
• You are granted a limited, non-exclusive, non-transferable right to use the platform solely for clinical purposes.

7. Third-Party Integrations

• TranscribeMD integrates with external systems. You agree to comply with the terms of these third-party services when using them through our platform.
• We are not responsible for any issues arising from the use of third-party services.

8. Limitation of Liability

To the fullest extent permitted by law:

• TranscribeMD is provided "as is," without warranties of any kind.
• We are not liable for any loss, damage, or injury resulting from your use of the platform.
• In no event shall TranscribeMD be liable for indirect, incidental, or consequential damages, including loss of revenue or data, even if advised of such damages.

9. Indemnification

You agree to indemnify and hold TranscribeMD, its affiliates, and service providers harmless from any claims, damages, or losses resulting from:

• Your breach of these Terms of Use.
• Your violation of any law or regulation.
• Your misuse of the platform or any unauthorized access to patient data.

10. Cancellation Policy

• Users may cancel their subscriptions at any time through their account dashboard. Once canceled, access to TranscribeMD will remain active until the end of the current billing cycle. No further charges will be applied after the cancellation is processed. For assistance, please contact us at support@transcribemd.com.

11. Refund Policy

• TranscribeMD operates on a subscription-based model and does not offer refunds for cancellations. Users can cancel their subscriptions at any time, and access will remain active until the end of the current billing cycle. If you have any concerns, please contact our support team at support@transcribemd.com.

12. Termination

• We reserve the right to suspend or terminate your account at any time, with or without cause, and without prior notice.
• Upon termination, your access to the platform will be revoked, and we may delete your data according to our Privacy Policy.

13. Governing Law

These Terms of Use are governed by the laws of Florida, without regard to conflict of law principles. Any disputes will be resolved exclusively in the courts of Florida.

14. Modifications to Terms

We may update these Terms of Use from time to time. We will notify users of significant changes via email or in-app notifications. Your continued use of the platform constitutes acceptance of the updated Terms.

Processing of Protected Health Information (PHI)

We will process any PHI included in Your Data in accordance with the Business Associate Agreement (BAA) attached hereto as Business Associate Agreement (BAA). You will have sole responsibility for the accuracy, quality, and legality of Your Data. If the terms of this Agreement conflict with the terms of the BAA, the terms of the BAA shall control solely with respect to the processing of PHI. By providing Your Data, you agree to be legally bound by the terms and conditions of the BAA, which is made part of this Agreement. We may share PHI with third-party companies that assist in processing patient encounters, and we ensure that all such third parties are subject to a BAA, ensuring they adhere to the same HIPAA compliance and data protection standards required under this Agreement. This ensures the confidentiality, integrity, and security of Your Data throughout the processing workflow.

Business Associate Agreement (BAA)

This Business Associate Agreement ("Agreement") is entered into by and between the Customer ("Covered Entity") and TranscribeMD ("Business Associate"), effective as of the date set forth above. This Agreement supplements the Terms of Use and sets forth the terms and conditions under which TranscribeMD may receive, create, maintain, or transmit Protected Health Information ("PHI") on behalf of the Covered Entity, as required under the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and its implementing regulations.

1. Definitions

• Business Associate: TranscribeMD, acting on behalf of the Covered Entity to provide services involving the use or disclosure of PHI.
• Covered Entity: The healthcare provider or organization utilizing TranscribeMD's services to process PHI.
• Protected Health Information (PHI): Any individually identifiable health information transmitted or maintained in any form, as defined under HIPAA.

Other capitalized terms shall have the meanings set forth in HIPAA and the HITECH Act.

2. Obligations of the Business Associate

TranscribeMD agrees to:

• Compliance: Comply with HIPAA, the HITECH Act, and applicable privacy regulations when handling PHI.
• Use and Disclosure: Use and disclose PHI only as necessary to provide services to the Covered Entity or as permitted by law. TranscribeMD will not use or disclose PHI in a manner that violates HIPAA or the Terms of Use.
• Safeguards: Implement appropriate administrative, physical, and technical safeguards to protect the confidentiality, integrity, and availability of PHI, in accordance with HIPAA Security Rule requirements.
• Mitigation: Take reasonable steps to mitigate any harmful effects of an unauthorized use or disclosure of PHI.
• Reporting: Report any unauthorized access, use, or disclosure of PHI to the Covered Entity without unreasonable delay and no later than 1 day after discovery.
• Subcontractors: Ensure that any subcontractors who handle PHI on behalf of TranscribeMD agree to the same restrictions and conditions set forth in this Agreement.
• Access to PHI: Provide access to PHI as requested by the Covered Entity, or as required by law, to allow individuals to review or obtain a copy of their PHI.
• Amendment of PHI: Accommodate requests from the Covered Entity to amend PHI, in accordance with the Covered Entity's obligations under HIPAA.
• Accounting of Disclosures: Maintain and provide an accounting of disclosures of PHI, as required by HIPAA.

3. Permitted Uses and Disclosures

TranscribeMD may:

• Perform Services: Use and disclose PHI to perform services as outlined in the Terms of Use, including the creation of transcripts, clinical summaries, and integration with EHR systems.
• Management and Administration: Use PHI for its own management and administration, or to carry out its legal responsibilities, provided such uses are permitted by law and TranscribeMD obtains reasonable assurances that any recipient of PHI will keep it confidential.
• De-Identification: De-identify PHI in accordance with HIPAA standards for internal analysis and to improve TranscribeMD’s services, provided no identifiable information is used or disclosed.

4. Obligations of the Covered Entity

The Covered Entity agrees to:

• Provide Notice of Privacy Practices: Inform TranscribeMD of any changes to its Notice of Privacy Practices or any restriction that may impact TranscribeMD’s permitted use or disclosure of PHI.
• Obtain Consent: Ensure that the necessary consents, authorizations, or permissions have been obtained to allow TranscribeMD to receive and process PHI as part of its services.
• Limitations on Disclosure: Provide TranscribeMD with any limitations or restrictions on PHI disclosures that may affect the services provided.

5. Term and Termination

• Term: This Agreement shall be effective as of the Effective Date and will remain in effect until terminated by either party.
• Termination for Cause: The Covered Entity may terminate this Agreement if TranscribeMD violates any provision and fails to cure the breach within [insert number of days] days after receiving written notice.
• Effect of Termination: Upon termination, TranscribeMD will:

  • Return or Destroy PHI: Return or destroy all PHI that TranscribeMD maintains in any form, and retain no copies.
  • If Return/Destruction Not Feasible: If returning or destroying PHI is not feasible, TranscribeMD will continue to extend the protections of this Agreement to the PHI and limit further use to the purpose that makes the return or destruction infeasible.

6. Miscellaneous Provisions

• Amendments: This Agreement may be amended or modified only in writing signed by both parties.
• Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Florida, without regard to its conflict of law principles.
• Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
• No Third-Party Beneficiaries: This Agreement does not create any third-party beneficiary rights.