Welcome to EHNOTE. These Terms of Use (“Terms”) govern your access to and use of EHNOTE’s products, services, websites, and software platforms that link to or reference these Terms (collectively, the “Services”).
Throughout these Terms, "EHNOTE," "we," "us," or "our" refers to EHNOTE and its affiliated entities. “You” and “your” refer to the individual or entity accessing or using the Services, whether personally or on behalf of another person or organization.
By accessing or using any part of the Services, or by clicking “I Accept,” “Agree,” or similar prompts where presented, you are agreeing to these Terms, including the arbitration clause and class action waiver in Section 11. If you do not agree, please refrain from using the Services.
These Terms apply to all EHNOTE Services, including:
These Services include all content, software, features, and related offerings provided by EHNOTE. Importantly, EHNOTE is not a healthcare provider and does not offer medical or healthcare services. Any healthcare services accessed through the Services are provided directly by licensed healthcare professionals, subject to separate agreements between you and your provider.
If you are accessing or using the Services on behalf of someone else (e.g., your employer, a client, or another individual), you represent and warrant that you have the authority to accept these Terms on their behalf. These Terms apply both to you personally and to the entity or individuals you represent.
If you are using EHNOTE’s Services as a customer—for example, as a healthcare provider or medical practice—you are considered a “Provider” under these Terms.
Some Services are designed specifically for individuals receiving care from Providers. To access these, you must be a patient of a Provider using EHNOTE Services (a “Patient User”).
To access certain features of our Services, you’ll need to create an account. When doing so, you must provide accurate, complete, and up-to-date information and keep it current.
By creating or using an account, you agree to:
You are responsible for all activity under your account. EHNOTE is not liable for any loss or damage resulting from your failure to safeguard your login details or comply with these Terms.
If you are a Provider, your access to some Services may require a login provided by EHNOTE or your organization’s administrator.
EHNOTE’s Services are not intended for use by children under 18.
Where a parent or guardian uses the Services on behalf of a minor, all references to “you,” “your,” or similar terms refer both to the minor and the consenting adult.
EHNOTE may suspend or terminate access if valid consent is not obtained or verified.
By creating an account, you consent to receive electronic communications from EHNOTE, including emails, text messages, and in-app notifications. These communications may include:
These communications may be delivered at any time and are considered part of your relationship with EHNOTE.
We recommend you keep copies of important messages by printing, saving, or downloading them for your records.
You may also receive promotional messages from EHNOTE, such as newsletters, surveys, and special offers. You can opt out of these promotional emails by following the unsubscribe instructions in those messages.
Some of our mobile Apps may send you push notifications. You can disable these in your device settings. However, our Apps may also include in-app promotional content, messages, or updates that cannot be turned off. If you do not wish to receive these, please refrain from downloading or using the Apps.
If you are a Provider:
You and your care team are solely responsible for all aspects of patient care, including medical decisions and treatment. You are also responsible for assessing the accuracy, completeness, and appropriateness of any clinical, diagnostic, billing, coding, or other information available through the Services. EHNOTE does not assume any responsibility for how this information is captured, interpreted, or used.
You acknowledge and agree that EHNOTE’s Services and tools do not “recommend,” “suggest,” or “advise” specific diagnoses, prescriptions, or treatment plans.
You agree not to use the Services to collect or attempt to collect personal information from individuals who are not your patients, or for any use that would violate HIPAA or other applicable laws.
You are responsible for complying with all applicable federal, state, and local laws related to the use, security, and confidentiality of medical records, personal data, protected health information (PHI), and other sensitive information in connection with your use of the Services.
If you are a Patient User:
Some Services may allow you to share information with, or receive information from, your healthcare Provider. However, EHNOTE is not responsible for any healthcare services rendered—or not rendered—by Providers through the Services. Use of the Services does not create a provider-patient relationship between you and EHNOTE.
All content provided through the Services is for informational purposes only and should not replace the advice or judgment of your healthcare provider.
You agree that EHNOTE is not responsible for any issues that may arise from your interactions with Providers or other users, whether these occur online or offline. EHNOTE is not obligated to intervene in disputes between users or third parties. You release EHNOTE and its affiliates from any liability, losses, or damages related to such disputes.
California Residents: You waive California Civil Code Section 1542, which states: “A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in their favor at the time of executing the release, and that if known by them would have materially affected their settlement with the debtor or released party.”
By using the Services, you agree to:
You may have the option to submit text, images, or other content through our Services (“Submissions”). This does not include Feedback (as defined in applicable agreements).
You retain ownership of your Submissions but grant EHNOTE a worldwide, royalty-free, sublicensable, and transferable license to use, reproduce, adapt, distribute, and display your Submissions for any lawful purpose.
EHNOTE does not pay for the use of Submissions and reserves the right to remove or modify content at its discretion. You may request the removal of a Submission, but we are not liable for any delay or failure to remove it.
You agree not to submit content that violates the rights of others or applicable laws. You are solely responsible for your Submissions.
Please do not include personal, identifying, or health information in Submissions unless using a designated, secure channel (e.g., Patient Portal, EHNOTE Systems, or Kiosk).
You are responsible for maintaining your own technology (devices, software, connectivity, etc.) to access and use the Services. Requirements may change over time and will be posted accordingly. EHNOTE is not responsible for any data loss on your device or hardware, nor do we guarantee compatibility with all platforms or systems.
EHNOTE’s Services are designed for use within the United States. If you access the Services from outside the U.S.:
If you have feedback or concerns about the Services, please contact us at: [email protected] We value your input and are here to help.
Changes and Limitations.
We reserve the right, with or without notice and without liability to you or any other user,
to:
(i) modify, suspend, or discontinue the operation of any part of the Services or any of
their
features;
(ii) restrict, limit, suspend, or terminate your access—or that of any other
user—to the
Services;
(iii) monitor your use of the Services to ensure compliance with these Terms;
(iv) investigate any suspected or alleged misuse of the Services, and cooperate with law
enforcement, government authorities, or third parties in such investigations; and
(v) disclose information related to your use of the Services if required by law, legal
process, subpoena, or court order, or as part of a government investigation into alleged
unlawful activity
Updates.
EHNOTE may, but is not obligated to, develop and provide updates to the
Services. These
updates may include enhancements, bug fixes, patches, performance improvements, or
entirely new features (collectively, “Updates”). Updates may also remove or alter existing
features or functionality.
You acknowledge that EHNOTE has no obligation to provide any Updates or to maintain specific features or functionalities of the Services.
Some features of the Services may not function correctly unless all available Updates are installed. We encourage you to install all Updates promptly. For mobile apps, Updates may be downloaded and installed automatically when your device is connected to the internet, depending on your device settings. Alternatively, you may receive a prompt to manually download and install them.
We may suspend your access to certain portions of the Services until required Updates are installed. All Updates are considered part of the Services and governed by these Terms.
Your Termination of the Services.
You may stop using the Services at any time. If you are a Patient User with an account,
please contact your Provider to request account termination. If you are a Provider,
termination terms are governed by the applicable Transaction Documents.
Suspension and Termination by EHNOTE.
You acknowledge and agree that EHNOTE may, at its sole discretion and without liability,
suspend or terminate your access to the Services, in whole or in part, at any time and for
any reason. This includes, but is not limited to, violations of these Terms, a Transaction
Document, or applicable law. Such actions may occur without prior notice.
In such cases, EHNOTE may immediately deactivate your account and remove or block your access to any Submissions associated with your account.
Effect of Termination.
Upon termination of these Terms:
(i) all rights granted to you under these Terms will immediately end; and
(ii) you must discontinue all use of the Services.
Any provisions of these Terms that are intended to survive termination (by their nature or express terms) will continue to remain in effect.
Subject to your compliance with these Terms, the Transaction Documents, and any other
applicable agreements, EHNOTE grants you a limited, revocable, and non-transferable
right to:
(i) download and use EHNOTE Apps; and
(ii) access and use the Services, solely for your personal, non-commercial use (or, if you
are a Provider, solely in connection with your authorized use of the Services as outlined in
the Transaction Documents).
If the Services allow you to download or print any content, such content may only be used by you in connection with your permitted use of the Services. You may not copy, distribute, or otherwise use such content for any other purpose. These rights are personal and may not be sold, transferred, assigned, or sublicensed to others. EHNOTE may revoke these rights at any time, including if you violate these Terms or applicable laws.
The Services, including all software, content, and intellectual property, are owned by EHNOTE and its third-party licensors and are protected by intellectual property laws. You are granted no rights other than those explicitly stated in these Terms and any applicable Transaction Documents. All other rights are reserved by EHNOTE.
All trademarks, service marks, logos, and branding associated with EHNOTE and its products or services are the exclusive property of EHNOTE. Any unauthorized use, reproduction, or distribution of any part of the Services may result in civil or criminal penalties.
Content.
“Content” means all text, images, graphics, data, audio, video, logos, databases,
directories, and other materials made available through the Services. EHNOTE provides
this Content for your convenience. If you rely on any Content from the Services, you do so
at your own risk.
Feedback.
If you choose to provide EHNOTE with any comments, suggestions, or ideas (collectively,
“Feedback”), you agree that:
(i) EHNOTE is not obligated to use the Feedback;
(ii) EHNOTE has a perpetual, royalty-free, and unrestricted right to use and commercialize
the Feedback in any manner; and
(iii) you will not receive any compensation for your Feedback.
The Services may include links to or integrations with websites, applications, products, or services provided by third parties (“Third-Party Services”). EHNOTE does not endorse, sponsor, or approve any Third-Party Services, even if we provide access to them or include them within our Services.
EHNOTE is not responsible for, and makes no representations or warranties regarding, any Third-Party Services. Your access to and use of any Third-Party Services is at your own risk and is subject to those third parties’ own terms and conditions and privacy policies (“ThirdParty Terms”). You are solely responsible for reviewing and complying with the applicable Third-Party Terms, and any claims, rights, or issues related to Third-Party Services must be directed to the applicable third-party provider.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, EHNOTE DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THIS INCLUDES, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM USAGE OF TRADE, COURSE OF DEALING, OR COURSE OF PERFORMANCE.
EHNOTE MAKES NO WARRANTIES THAT:
(i) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
(ii) ANY DEFECTS OR ERRORS WILL BE CORRECTED;
(iii) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS;
(iv) ANY CONTENT OR INFORMATION PROVIDED THROUGH THE SERVICES WILL BE
ACCURATE, COMPLETE, OR CURRENT;
(v) DATA OR SUBMISSIONS WILL NOT BE LOST OR CORRUPTED; OR
(vi) A PARTICULAR PRODUCT, SERVICE, OR PROVIDER WILL BE AVAILABLE TO YOU
THROUGH THE SERVICES.
Any content or information provided through the Services is intended solely to supplement—not replace—the professional knowledge, skill, and judgment of healthcare providers. You assume full responsibility for your use of the Services and any decisions made based on information obtained through the Services.
EHNOTE MAKES NO REPRESENTATIONS OR GUARANTEES REGARDING THE COMPLETENESS OR ACCURACY OF POPULATION HEALTH DATA OR ANY OTHER INFORMATION MADE AVAILABLE THROUGH THE SERVICES. SUCH INFORMATION IS NOT LEGAL ADVICE. For legal questions, you should consult your legal counsel.
EHNOTE DISCLAIMS ALL LIABILITY FOR DAMAGES OF ANY KIND, DIRECT OR INDIRECT, ARISING FROM YOUR USE OF OR RELIANCE ON THE SERVICES OR ANY INFORMATION OBTAINED THROUGH THEM.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EHNOTE, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, ADVISORS, CONTRACTORS, OR CONSULTANTS BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY (INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR WARRANTY) FOR:
(i) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF USE, DATA, PROFITS, GOODWILL, OR OTHER INTANGIBLE LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR
(ii) ANY DIRECT DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR
USE OF THE SERVICES THAT EXCEED, IN THE AGGREGATE, THE GREATER OF:
(a) THE AMOUNT YOU PAID, IF ANY, FOR THE SERVICES IN THE THREE (3) MONTHS
PRIOR TO THE EVENT GIVING RISE TO THE CLAIM; OR
(b) ONE HUNDRED U.S. DOLLARS (US $100).
Each limitation, exclusion, and disclaimer in these Terms allocates the risk between you and EHNOTE and forms a fundamental basis of the agreement between the parties. These limitations will apply even if any limited remedy fails of its essential purpose. If applicable law does not allow any exclusion or limitation of liability, those provisions shall apply to the maximum extent permitted by law.
You agree to indemnify, defend, and hold harmless EHNOTE, its affiliates, and their respective officers, directors, employees, agents, representatives, advisors, contractors, and consultants (collectively, the “Indemnified Parties”) from and against any and all claims, actions, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
You agree to cooperate with us as reasonably requested in the defense or settlement of any claim, and EHNOTE reserves the right to assume exclusive control of any matter subject to indemnification by you.
1. Disputes Subject to Arbitration
Please read this section carefully—it requires you to resolve most disputes with EHNOTE (including its affiliates, officers, directors, employees, and agents, collectively the “EHNOTE Parties”) through binding arbitration and limits your ability to bring claims in court or as part of a class action.
This section applies to all disputes (unless excluded below) between you and the EHNOTE Parties relating to these Terms, the Services, or the relationship between us (collectively, “Disputes”). If you are a Provider, dispute resolution may instead be governed by the applicable Transaction Documents.
2. Waiver of Jury Trial and Class Action
By agreeing to these Terms, both you and EHNOTE waive:
This arbitration agreement is governed by the U.S. Federal Arbitration Act and applies to any Dispute involving interstate commerce.
3. Exclusions from Arbitration
This section does not prevent either party from:
4. Notice of Dispute and Good Faith Resolution
Before either party may initiate arbitration, we agree to first try to resolve the Dispute in good faith.
5. No Class Arbitration
es may be arbitrated only on an individual basis.
You and EHNOTE agree not to bring or participate in any class, collective, or
representative arbitration.
If a court determines that a claim or remedy must proceed on a class basis despite this
agreement, then that portion must be severed and litigated in court, while the remaining
claims proceed in arbitration.
6. Arbitration Procedures
Arbitration will be:
If the AAA is unavailable, the parties will agree on another administrator, or a court will appoint one.
7. Authority and Scope
All issues are for the arbitrator to decide—except issues relating to the enforceability or scope of this arbitration clause, which will be decided by a court.
8. Arbitration Award and Enforcement
The arbitrator will issue a reasoned written decision explaining the basis of the award. Judgment may be entered in any court with jurisdiction
9. Arbitration Fees
10. Time Limitation to File Claims
To the fullest extent allowed by law, you must file any Dispute within one (1) year after it arises—or it is permanently barred.
Notices
EHNOTE may provide you with notices (including updates to these Terms) via postings on our website or Services, by email, or through other communication channels we determine appropriate.
Governing Law; Venue
These Terms and any Dispute (as defined above) will be governed by the laws of the State
of Florida, excluding its conflict of laws rules.
Unless otherwise specified in applicable Transaction Documents or required by law, any
Dispute that is not subject to arbitration or small claims court shall be brought exclusively
in the state or federal courts located in Palm Beach County, Florida, and both parties
consent to the jurisdiction of those courts.
If you are a U.S. city, county, or state government entity, this section will not apply, and the parties agree to remain silent on governing law and venue.
Waiver
Any waiver of a provision of these Terms must be in writing and signed by the waiving party. EHNOTE’s failure to enforce any right or provision will not constitute a waiver of that right or provision.
Severability
If any provision of these Terms is found to be invalid or unenforceable, the remainder will remain in full force and effect. The invalid or unenforceable provision will be replaced with one that most closely reflects the parties’ original intent.
Independent Contractor
Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and EHNOTE. You and EHNOTE act as independent contractors.
Interpretation
Headings are for convenience only and will not affect interpretation. These Terms are deemed to be mutually drafted and will not be construed against either party. Terms like “including” and its variants are interpreted as inclusive and followed by “without limitation.”
Force Majeure
EHNOTE is not liable for any delay or failure to perform resulting from causes outside its reasonable control. This includes but is not limited to: acts of God, natural disasters, acts of government, war, terrorism, civil unrest, cyberattacks, labor disruptions, failure of infrastructure, or shortages of materials or supplies.
Disclosures and Contact Information
The Services are provided by EHNOTE and its affiliates. You may contact us at:
EHNOTE
651 N Broad St, Suite 201, Middle Town, Delaware, 19709.
Email: [email protected]
Phone: +1 (747) 222 6099
If you are a California resident, you may request this information be sent to you via email by mailing your email address and request to the address above
User Communications and Feedback
If you have questions, suggestions, or feedback regarding the Services, we welcome your input. Please contact us using the information above.
Permitted Disclosures for Public Health and Safety
Nothing in these Terms restricts your ability to share information related to the performance of the Services for purposes of patient safety, public health, research, or quality improvement. This includes, but is not limited to:
If you are a copyright owner (or an authorized agent of a copyright owner) and believe that any third-party content on the Services infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing the following information in writing to our designated Copyright Agent (see 17 U.S.C. § 512(c)(3) for full details):
EHNOTE’s designated Copyright Agent to receive notifications of claimed infringement is:
Address
651 N Broad St, Suite 201, Middle Town, Delaware, 19709.
Email: [email protected]
Telephone: +1 (747) 222 6099
If you access an App via a mobile device or tablet branded by Apple, Inc. (“Apple”) running Apple’s iOS (an “Apple Device”), the following terms (“Apple Device Additional Terms”) are made part of these Terms:
By using Google Maps, you agree to the then-current
Google Maps/Google Earth
Additional Terms of Service
(currently at
https://maps.google.com/help/terms_maps.html) and the Google Privacy Policy
(currently at https://www.google.com/policies/privacy/). You agree to comply with these
Third-Party Services Terms.