Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Thryve Mental Health ("Company," "we," "us," or "our") regarding your use of our practice management platform and services (the "Service").

By accessing or using our Service, you agree to be bound by these Terms. If you disagree with any part of these Terms, you may not access or use the Service.

Thryve Mental Health provides a cloud-based Software-as-a-Service (SaaS) platform designed for licensed mental health providers to manage their practice operations, including but not limited to:

• Patient scheduling and appointment management
• Clinical documentation and note-taking
• Billing and claims processing
• Outcomes tracking and reporting
• Practice administration tools

The Service is intended for use by licensed healthcare professionals and their authorized staff members only.

3.1 Account Creation

To use the Service, you must create an account by providing accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

3.2 Eligibility

You must be at least 18 years old and a licensed healthcare professional (or authorized staff member) to use the Service. By creating an account, you represent and warrant that you meet these eligibility requirements.

3.3 Account Security

You are responsible for maintaining the security of your account and password. You agree to notify us immediately of any unauthorized access or use of your account.

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable federal, state, or local laws or regulations
• Infringe upon the rights of others, including intellectual property rights
• Transmit any malicious code, viruses, or harmful data
• Attempt to gain unauthorized access to the Service or related systems
• Interfere with or disrupt the Service or servers
• Use the Service to store or transmit illegal content
• Reverse engineer, decompile, or disassemble any part of the Service
• Use automated systems to access the Service without authorization

As a Business Associate under HIPAA, we are committed to protecting PHI. By using the Service, you agree to:

• Use the Service in compliance with HIPAA and other applicable healthcare privacy laws
• Enter into a Business Associate Agreement (BAA) with us before using the Service to store or process PHI
• Maintain appropriate safeguards for PHI in your possession
• Notify us immediately of any security incidents or breaches
• Obtain necessary patient authorizations and consents

We implement administrative, physical, and technical safeguards to protect PHI, but you remain responsible for compliance with all applicable laws and regulations.

6.1 Our Intellectual Property

The Service, including its original content, features, functionality, and design, is owned by Thryve Mental Health and is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

6.2 Your Content

You retain ownership of any data, information, or content you submit to the Service ("User Content"). By submitting User Content, you grant us a limited, non-exclusive, worldwide, royalty-free license to use, store, and process your User Content solely to provide and improve the Service.

7.1 Subscription Fees

Access to the Service requires payment of subscription fees as specified in your subscription plan. Fees are billed in advance on a monthly or annual basis, as applicable.

7.2 Payment Processing

Payments are processed through third-party payment processors. You agree to provide accurate payment information and authorize us to charge your payment method for all fees.

7.3 Refunds

Subscription fees are generally non-refundable. Refunds, if any, will be at our sole discretion and in accordance with applicable law.

We strive to maintain high availability of the Service but do not guarantee uninterrupted or error-free operation. We reserve the right to:

• Modify, suspend, or discontinue the Service at any time
• Perform scheduled maintenance and updates
• Make changes to features and functionality

We will provide reasonable notice of material changes that may affect your use of the Service.

We maintain regular backups of data stored on the Service. However, you are responsible for maintaining your own backups of critical data. We are not liable for any loss of data.

Upon termination of your account, we will retain your data for a reasonable period as required by law or our Business Associate Agreement, after which it may be permanently deleted.

10.1 Termination by You

You may terminate your account at any time by contacting us or using the account termination features in the Service.

10.2 Termination by Us

We may suspend or terminate your account immediately if you violate these Terms, engage in fraudulent or illegal activity, or fail to pay required fees.

10.3 Effect of Termination

Upon termination, your right to use the Service will cease immediately. We will provide you with a reasonable opportunity to export your data, subject to applicable legal and contractual obligations.

11.1 Service Provided "As Is"

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

11.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

You agree to indemnify, defend, and hold harmless Thryve Mental Health and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service
• Your violation of these Terms
• Your violation of any rights of another party
• Your violation of any applicable laws or regulations

These Terms shall be governed by and construed in accordance with the laws of Minnesota, without regard to its conflict of law provisions.

Any disputes arising out of or relating to these Terms or the Service shall be resolved through binding arbitration, except where prohibited by law.

If you have questions about these Terms, please contact us at: