Guardian Health Terms of Service
Effective date: January 1, 2025
These Terms of Service govern access to and use of Guardian Health. Please read them carefully before using the platform.
1. Acceptance of Terms
By accessing or using the Guardian Health platform, you agree to be bound by these Terms of Service ("Terms"). If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization.
2. Service Description
Guardian Health provides a HIPAA-compliant integration platform that connects healthcare organizations to EHR systems, normalizes data, and enables secure sharing of clinical information. We may update or enhance the services from time to time.
3. Account Registration and Security
You must provide accurate account information and maintain the confidentiality of credentials. You are responsible for all activities conducted through your account and must promptly notify us of any unauthorized use.
4. Acceptable Use
You may only use the services in accordance with applicable laws, HIPAA, and these Terms. You will not: (a) attempt to gain unauthorized access; (b) use the services to store or transmit malicious code; (c) interfere with or disrupt the integrity or performance of the services; or (d) use the services to send spam or other unlawful communications.
5. HIPAA Compliance and BAA
For Covered Entities and Business Associates, these Terms incorporate the Guardian Health Business Associate Agreement (BAA) by reference. You agree to execute a BAA when required and to implement safeguards that meet HIPAA obligations, including obtaining any patient authorizations required for disclosures.
6. Fees and Payment
Fees are invoiced according to your order form or subscription plan. Unless otherwise stated, payments are due within 30 days of invoice date. Late payments may incur a 1.5% monthly finance charge or the maximum amount permitted by law.
7. Service Levels and Support
Guardian Health targets 99.9% monthly uptime for the production service. Planned maintenance windows will be communicated at least 48 hours in advance. Support is available via email at support@guardianhealth.dev and through the customer portal.
8. Data Ownership and License
You retain all rights to data submitted to the services. You grant Guardian Health a limited, non-exclusive license to use the data solely to provide and improve the services, to comply with law, and to enforce these Terms.
9. Confidentiality
Each party agrees to protect the other party's confidential information using the same care it applies to its own information of similar sensitivity, but no less than reasonable care. Obligations do not apply to information that becomes public, was already known, or is independently developed without use of confidential information.
10. Warranties and Disclaimers
THE SERVICES ARE PROVIDED "AS IS". GUARDIAN HEALTH DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, GUARDIAN HEALTH'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR LOST PROFITS, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES.
12. Term and Termination
These Terms commence on the effective date of your order and continue for the subscription term. Either party may terminate for material breach if the breach is not cured within thirty (30) days after receipt of notice. Upon termination, you may export your data, and we will delete or return PHI consistent with the BAA.
13. Governing Law and Venue
These Terms are governed by the laws of the State of Tennessee, excluding its conflict of law principles. The parties consent to the exclusive jurisdiction of state and federal courts located in Nashville, Tennessee.
14. Notices
Legal notices must be sent to: Hearth and Alloy Inc., Attn: Legal, [Physical mailing address], with a copy to legal@guardianhealth.dev.
Business Associate Agreement
Customers subject to HIPAA must execute the Guardian Health BAA. Contactlegal@guardianhealth.dev to request a countersigned copy.