Terms of Service

These Terms of Service (“Terms”) are a contract between Run Practice Inc., a Delaware corporation (“RunPractice,” “we,” “us”), 425 Madison Avenue, Floor 14, New York, NY 10017, and the practice, company or other organization that signs up for or uses our Services (“Customer” or “you”). The person who accepts them confirms that they have authority to bind the Customer.

You accept these Terms by signing an order form or proposal that refers to them, by creating an account, or by using the Services. An order form, online sign-up, proposal or statement of work is an “Order.”

What the agreement includes

• your Orders;
• our Business Associate Agreement (“BAA”), if you are a covered entity or business associate under HIPAA;
• our Data Processing Addendum (“DPA”), for personal data the BAA doesn’t cover;
• our Acceptable Use Policy.

If these documents conflict, this order applies: the BAA for protected health information, then the DPA for other personal data, then your Order, then these Terms, then the policies linked from them. Our Privacy Policy explains how we handle information for our own purposes.

Who else these Terms cover

If you only visit runpractice.ai, the sections on ownership, disclaimers, liability and governing law, and the Acceptable Use Policy, apply to your use of the site. Patients who use a practice’s booking page, patient portal, messages or video visits follow the Patient Terms of Use.

The Services are offered to practices in the United States.

“Services” means the RunPractice platform and anything else we provide under an Order:

• Digital infrastructure: scheduling, the patient portal, telehealth, payments, reminders, the admin portal, practice websites and the RunPractice EHR.
• AI employees (“AI Features”): AI Receptionist, AI Concierge, AI Scribe, AI Follow-Up, AI Recall and Practice Assistant.
• Full-Service: marketing, website development and ongoing management, as described in a proposal or statement of work.

We provide help documentation and support by email at [email protected].

Changes to the Services

We improve the Services over time and may change features. We won’t materially reduce the core functionality of a paid subscription during its current billing period. If a change materially harms you, you may cancel and receive a pro-rated refund of any prepaid fees for the rest of that period.

Preview features

Features marked as beta, preview or “coming soon” are optional. They may change or be withdrawn, and they are provided as is.

Availability

We work to keep the Services available and secure. They may still be interrupted for maintenance, upgrades or events outside our control. Service levels apply only if your Order includes them.

You decide who may use the Services on your behalf (“Authorized Users”), such as employees, practitioners and contractors. Give each person only the access their role needs.

• Keep sign-in details confidential, don’t share accounts, and use the security features we provide, such as verified sign-in.
• You’re responsible for activity under your accounts and for your Authorized Users’ compliance with these Terms.
• Tell us right away at [email protected] if you suspect unauthorized access.

Patients hold their own portal accounts. You decide, under your policies and the law, who may access a patient’s information on their behalf, such as parents, guardians and caregivers.

Clinical responsibility

You and your practitioners are solely responsible for the care you provide: assessment, diagnosis, treatment, prescriptions, the records you sign and the advice you give. RunPractice doesn’t practice medicine and doesn’t make clinical decisions. Your practitioners must hold the licenses the care requires, including in the state where a patient is located during a telehealth visit.

Consents and notices

You’re responsible for obtaining and recording the consents, and giving the notices, that apply to your practice. These include:

• consent before you text patients or call them with automated or AI-generated voices (the FCC treats AI-generated voices as “artificial” voices under the Telephone Consumer Protection Act);
• notice, and consent where required, before calls or visits are recorded, including where state law requires the consent of everyone on the call;
• a patient’s consent before AI Scribe records a visit (the Services ask for it, and recording starts only after it is confirmed);
• disclosures about AI that apply to you, such as California’s rules for AI-generated messages about clinical information and Texas’s rule on disclosing AI used in care;
• your Notice of Privacy Practices, telehealth and e-signature consents, and financial policies, including New York’s notice about paying for care by credit card.

Accurate practice information

The AI employees answer from the information you give them: services, prices, hours, policies and knowledge sources. Keep it accurate and current.

Lawful use

Use the Services in line with applicable law, these Terms and the Acceptable Use Policy.

AI Features answer and route patient calls and messages, book and prepare visits, draft visit notes, check in after visits, contact patients who are due for care and summarize records. They work within the workflows, rules and knowledge sources you configure. Content they generate is “Output.”

Your team stays in control

• Every AI interaction is visible to your team, and your staff can step in or take over at any time.
• Clinical drafts, such as AI Scribe notes and Practice Assistant summaries, must be reviewed and approved by a practitioner before they become final or are added to a record.
• AI Features may prepare a prescription draft from a clinician’s instructions. A draft is not a prescription: only a licensed prescriber can review, sign and send a prescription, and does so in the certified e-prescribing application. AI Features do not draft prescriptions for controlled substances.
• Clinical questions from patients are passed to your team rather than answered by AI. You choose which topics the AI employees handle and when they hand off.

AI can be wrong

Output is generated automatically and can be incomplete or inaccurate. Review it before you rely on it, and never use it as the only basis for a clinical decision.

Ownership and use of data

As between you and us, Output generated for you is your Customer Data. We use Customer Data to generate Output for you. We don’t use protected health information or other Patient Data to train AI models used for anyone else, and we don’t allow our service providers to train their models on it.

“Customer Data” means information that you, your Authorized Users or your patients submit to or collect through the Services, including Output. “Patient Data” is Customer Data about patients and prospective patients.

• You own Customer Data. You permit us to host, process, transmit and display it to provide, secure and support the Services, as your instructions, these Terms, the BAA and the DPA allow.
• HIPAA. If you are a covered entity or business associate, the BAA is part of these Terms and governs protected health information. We act as your business associate.
• Other personal data. The DPA governs personal data we process for you that the BAA doesn’t cover, for example if your practice isn’t a HIPAA covered entity.
• We keep it while you’re a customer. We don’t delete Customer Data while your subscription is active. Your practice is the legal keeper of its patient records and must keep them for as long as state law requires.
• No sale, no advertising. We don’t sell Customer Data, and we don’t use Patient Data for advertising.
• Where data is kept. We store and process protected health information in the United States. Our current subprocessors are listed at runpractice.ai/subprocessors.

Security

We maintain administrative, technical and physical safeguards suited to health information. They include encryption in transit and at rest, access limited to authorized users, activity logging, identity checks before patient-specific information is shared or appointments are changed, and separation of each practice’s information. You’re responsible for your own devices and networks and for your users’ credentials.

Usage Data

We collect information about how the Services are used and perform, not including protected health information (“Usage Data”). We use it to operate, secure and improve the Services.

Legal demands

If we receive a subpoena or other legal demand for Customer Data, we’ll try to redirect it to you. We’ll tell you about it unless the law prohibits us from doing so.

Messages and calls

Texts, emails and calls sent through the Services go out on your behalf and under your practice’s name, and you are their sender. The Services honor STOP and similar replies automatically. Don’t add back patients who opted out unless they give new consent. The SMS Terms of Service describe the text-message program for your patients.

Give accurate information for phone-number and carrier registration, such as 10DLC, and keep it current. Carriers may filter or block messages, and we are not responsible for their decisions.

Payments

Payments are processed by Stripe through your connected Stripe account, under Stripe’s own terms. You are the merchant of record: you set prices, refunds and cancellation fees, and you handle chargebacks and disputes. Card details are entered directly with Stripe. RunPractice doesn’t store full card numbers, and its AI conversations don’t collect card details.

You’re responsible for the payment notices that apply to you, including New York’s notice to patients about paying for medical care by credit card. Don’t require a card on file or pre-authorization where the law prohibits it.

The Services connect to systems you choose, such as supported EHRs, Google Calendar, Stripe, a certified e-prescribing application and phone carriers (“Third-Party Services”). Your agreements with their providers govern your use of them.

• When you connect a Third-Party Service, you authorize us to exchange data with it as your configured workflows require. We limit that access to what each workflow needs.
• We aren’t responsible for Third-Party Services, including changes to their features, availability or prices. If a provider stops supporting an integration, we may need to change or end it.

E-prescribing in the Services is provided through a certified third-party e-prescribing application (currently ScriptSure by DAW Systems), which connects to the Surescripts network. If you use e-prescribing:

1. Licensed prescribers only. Each prescriber must hold the licenses and registrations the prescription requires, including a DEA registration for controlled substances. Each prescriber must complete the identity proofing the e-prescribing application requires, and must not share sign-in details.
2. Clinical judgment. Every prescription must come from the prescriber’s own clinical judgment after evaluating the patient. The prescriber reviews, signs and sends each prescription in the e-prescribing application.
3. No steering and no advertising. Patients choose their pharmacy. You won’t use e-prescribing to steer a patient or prescriber to a pharmacy or drug for commercial reasons, and you won’t use the e-prescribing network for advertising or other commercial messages.
4. Network information. You’ll use information received through the e-prescribing network only to treat the patient it relates to. You won’t copy, sell, repackage or make any other commercial use of it.
5. Accurate records. You’ll give us accurate prescriber and practice location details and tell us promptly when a prescriber joins, changes license, DEA registration or location, or leaves. You’ll respond to pharmacy renewal and change requests promptly, normally within 48 hours.
6. Consents and law. You’ll obtain the patient consents the law requires and follow federal and state prescribing laws, including telehealth and controlled-substance rules.
7. Audits and investigations. Surescripts, the e-prescribing application provider and we may review records of your use of e-prescribing. You’ll cooperate with an audit or fraud investigation within five business days.
8. Suspension. We, the e-prescribing application provider or Surescripts may suspend or end e-prescribing access for a prescriber or a practice at any time, including immediately for a patient-safety concern, a suspected violation of law, suspected fraud or a lapsed license.
9. Network terms. Additional terms required by the e-prescribing application provider or Surescripts apply to your use of e-prescribing and are part of these Terms.

Full-Service work is described in a proposal or statement of work (“SOW”) that sets out the services, deliverables, timelines, responsibilities and fees. If an SOW conflicts with these Terms about that work, the SOW controls.

Approvals and claims

You review and approve campaigns, website content and claims before they’re published. You’re responsible for the accuracy of health claims and prices in your marketing and for following your profession’s advertising rules.

Advertising and tracking

Advertising accounts are opened in your name or with your authorization, and ad spend is billed to you by the platform unless your SOW says otherwise. We don’t put Patient Data into advertising platforms. We don’t place advertising pixels or other tracking technologies on patient sign-in areas, patient portals, booking steps after identity verification, or other pages where they could disclose protected health information.

Deliverables

Once you’ve paid for them, you own the final deliverables created specifically for you, such as website designs, copy and campaign creative. RunPractice keeps its pre-existing materials, templates and tools and the Services themselves, and licenses them to you for use with your practice. Third-party assets, such as stock photos and fonts, remain subject to their own licenses.

Results

Marketing results depend on many factors outside our control. We don’t guarantee rankings, leads, bookings or revenue.

• Fees. You pay the fees in your Order or, if you have no Order, the fees on our Pricing page when you subscribe. The Platform subscription has no setup fee.
• Billing. Subscription fees are billed monthly in advance from the subscription start date. Other fees are billed as your Order or SOW states. You authorize us to charge your payment method for them.
• Taxes. Fees don’t include taxes. You pay applicable sales, use and similar taxes, other than taxes on our income.
• Failed payments. If a payment fails, we’ll tell you and try again. If fees are still unpaid 15 days after we notify you, we may suspend the Services until they’re paid. We won’t delete your data because of a late payment without first giving you a chance to export it.
• Price changes. We may change subscription prices with at least 30 days’ notice. A new price applies from your next billing period, and you can cancel before it takes effect.

30-Day Money-Back Guarantee

If the Platform isn’t right for your practice, cancel within 30 days after your first Platform subscription starts and ask for a refund at [email protected]. We’ll refund the Platform subscription fees you paid for that period. The guarantee applies once per practice. It doesn’t cover Full-Service work, third-party charges such as payment processing, carrier or advertising fees, or taxes we’ve already remitted.

Otherwise, fees are non-refundable except as these Terms state.

• Term. The agreement starts when you accept these Terms and continues until all subscriptions and SOWs have ended. Platform subscriptions renew monthly unless your Order says otherwise.
• Cancel any time. You can cancel a monthly subscription from your account or by emailing us. It ends at the end of the current billing period, and you won’t be charged again.
• Termination for breach. Either party may terminate the agreement if the other materially breaches it and doesn’t cure the breach within 30 days after written notice.
• Suspension. We may suspend access where needed to prevent harm, for example a security threat, unlawful use, a serious violation of the Acceptable Use Policy, or unpaid fees as described above. We’ll limit a suspension to what’s necessary and restore access once the issue is resolved.

After the agreement ends

Your access ends, and fees for the period before termination remain due. We keep Customer Data for as long as you are a customer, unless you instruct us to delete it earlier. For 30 days after the agreement ends you can export Customer Data, and we’ll help on request. After that we delete it from active systems as the BAA and DPA describe, and from backups in their normal cycle. The BAA continues to protect any Patient Data we still hold until it is deleted. We keep data longer only where the law requires it. You remain responsible for keeping your own patient records for as long as the law requires, so export them before the export period ends. Terms that by their nature should continue, such as ownership, confidentiality, disclaimers, liability, indemnities, governing law and fees owed, survive.

What we own

RunPractice owns the Services, including our software, AI configurations, documentation and improvements. These Terms don’t transfer them to you. While your subscription is active, you may use the Services for your practice’s internal business purposes, subject to these Terms.

Restrictions

You won’t, and won’t let others: resell or sublicense the Services; copy, modify or create derivative works of them; reverse engineer them except where the law allows it; access them to build a competing product; or get around security measures or usage limits.

Feedback

If you send us suggestions, we may use them without any obligation to you.

Confidentiality

Each party will protect the other’s non-public information that it receives under the agreement (“Confidential Information”) with at least reasonable care. It will use that information only to perform the agreement and share it only with people who need it and are bound by similar duties. This doesn’t cover information that is public, already known to the recipient, developed independently or received lawfully from someone else. A party may disclose Confidential Information when the law requires it, after giving notice where allowed. Customer Data is also protected by the BAA and the DPA.

Publicity

We won’t use your practice’s name or logo in our marketing without your permission.

Each party confirms that it has the authority to enter into the agreement.

Our commitment. We’ll provide the Services in a professional and workmanlike manner, in line with our documentation, and we won’t materially reduce their overall security during your subscription. If we fall short, tell us and we’ll work to fix it. If we can’t within a reasonable time, you may terminate the affected Service and receive a refund of prepaid fees for the rest of the period. That is your sole remedy for a breach of this commitment.

Your commitment. You have the rights and consents needed to provide Customer Data and to let us process it as these Terms describe.

Disclaimer. Except as these Terms expressly state, the Services, Output and Full-Service deliverables are provided “as is.” To the fullest extent the law allows, we disclaim implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. We don’t promise that the Services will be uninterrupted or error-free or that Output will be accurate. The Services don’t provide medical advice, are not a substitute for professional judgment and are not an emergency service.

Our indemnity

We’ll defend you against third-party claims alleging that the Services, as we provide them, infringe that party’s intellectual property rights. We’ll pay the damages and costs finally awarded or agreed in a settlement we approve. If such a claim arises, we may modify or replace the Services or end the affected Service and refund prepaid fees. This doesn’t apply to claims caused by Customer Data, Third-Party Services, combinations we didn’t provide, or use that breaches these Terms.

Your indemnity

You’ll defend us against third-party claims arising from the care you provide, from Customer Data and your instructions, from messages or calls sent without the consent the law requires, from your marketing claims, or from your use of the Services in breach of the law or these Terms. You’ll pay the damages and costs finally awarded or agreed in a settlement you approve.

How claims are handled

The party seeking protection gives prompt notice and reasonable help and lets the other party control the defense. No settlement may admit fault or impose obligations on the protected party without its consent.

Limitation of liability

Neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, even if it was told they were possible. Each party’s total liability arising out of or relating to the agreement is limited to the fees paid and payable by you to RunPractice in the 12 months before the event that gave rise to the claim. These limits don’t apply to fees you owe, to indemnity obligations, or to liability that the law doesn’t allow to be limited.

The laws of the State of New York govern the agreement, without regard to its conflict-of-laws rules.

Before either party starts a lawsuit, both will try in good faith to resolve the dispute for 30 days after one of them sends written notice of it.

The state and federal courts located in New York County, New York have exclusive jurisdiction, and both parties consent to it. Either party may seek an injunction in any competent court to protect its intellectual property or Confidential Information.

Changes to these Terms

We may update these Terms. For material changes, we’ll give at least 30 days’ notice by email or in the Services before they take effect. An Order or SOW already in progress keeps its terms until it renews. If you don’t agree to a change, you can cancel before it takes effect. The “Last updated” date shows the current version.

General

• Notices. We send notices to your account email. Send notices to us at [email protected].
• Assignment. Neither party may assign the agreement without the other’s consent, except to a successor in a merger, acquisition or sale of substantially all of its assets, with notice.
• Events outside our control. Neither party is liable for delays caused by events beyond its reasonable control, such as outages of Third-Party Services or carriers or natural disasters. This doesn’t excuse payment obligations.
• Everything else. The parties are independent contractors, and there are no third-party beneficiaries. If a provision is unenforceable, the rest remains in effect. A failure to enforce a provision isn’t a waiver. The agreement is the entire agreement between the parties on its subject and replaces earlier agreements on it. Electronic acceptance and signatures are binding.

Contact

RunPractice · [email protected]