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Website Terms and Conditions

Effective Date: January 1, 2025

1. Acceptance of Terms

Welcome to the Carebrain website ("Website"). These Terms and Conditions ("Terms") govern your access to and use of our Website. By accessing or using the Website, you agree to be bound by these Terms and our Privacy Policy.

Carebrain, Inc. ("Carebrain," "we," "us," or "our") reserves the right to modify these Terms at any time. We will notify you of any material changes by posting the new Terms on the Website. Your continued use of the Website after such modifications constitutes your acceptance of the revised Terms.

2. Description of Services

Carebrain provides healthcare technology solutions designed specifically for post-acute and long-term care (PALTC) providers. Our Website provides information about our products and services, including our AI-powered medical scribe, telehealth solutions, and clinical documentation tools.

3. User Eligibility

The Website is intended for use by healthcare professionals, healthcare organizations, and individuals seeking information about our services. By using the Website, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms.

4. Intellectual Property Rights

All content on the Website, including but not limited to text, graphics, logos, images, audio clips, video clips, data compilations, and software, is the property of Carebrain or its content suppliers and is protected by United States and international copyright, trademark, and other intellectual property laws.

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website without the prior written consent of Carebrain.

5. User Conduct

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

  • Use the Website in any way that violates any applicable federal, state, local, or international law or regulation
  • Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Website
  • Use the Website to transmit any advertising or promotional material without our prior written consent
  • Attempt to gain unauthorized access to any portion of the Website
  • Use any robot, spider, or other automatic device to access the Website for any purpose

6. Disclaimer of Warranties

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

WE DO NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE AT YOUR OWN DISCRETION AND RISK.

7. Limitation of Liability

IN NO EVENT SHALL CAREBRAIN, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE WEBSITE SHALL NOT EXCEED THE AMOUNT YOU PAID TO US, IF ANY, FOR ACCESS TO THE WEBSITE DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

8. Indemnification

You agree to indemnify, defend, and hold harmless Carebrain and its officers, directors, employees, agents, licensors, and suppliers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Website.

9. Third-Party Links

The Website may contain links to third-party websites or services that are not owned or controlled by Carebrain. We have no control over, and assume no responsibility for, the content, privacy policies, or practices of any third-party websites or services.

10. HIPAA Business Associate Agreement

To the extent that Carebrain processes, stores, or transmits Protected Health Information ("PHI") as defined under the Health Insurance Portability and Accountability Act of 1996 ("HIPAA") on behalf of a Covered Entity, the following Business Associate Agreement ("BAA") provisions shall apply:

10.1 Definitions

Terms used but not otherwise defined shall have the same meaning as those terms in HIPAA and the HITECH Act. "Covered Entity" means a health plan, healthcare clearinghouse, or healthcare provider who transmits health information in electronic form. "Business Associate" means Carebrain, Inc.

10.2 Obligations of Business Associate

Business Associate agrees to:

  • Not use or disclose PHI other than as permitted or required by this Agreement or as required by law
  • Use appropriate safeguards and comply with the Security Rule with respect to electronic PHI to prevent unauthorized use or disclosure
  • Report to Covered Entity any use or disclosure of PHI not provided for by this Agreement of which it becomes aware, including any security incident or breach of unsecured PHI
  • Ensure that any subcontractors that create, receive, maintain, or transmit PHI on behalf of Business Associate agree to the same restrictions and conditions
  • Make available PHI to Covered Entity or the individual as required under the HIPAA Privacy Rule
  • Make PHI available for amendment and incorporate any amendments as directed by Covered Entity
  • Maintain and make available information required to provide an accounting of disclosures
  • Make internal practices, books, and records relating to the use and disclosure of PHI available to the Secretary of HHS for purposes of determining compliance
  • Return or destroy all PHI received from, or created or received by Business Associate on behalf of, Covered Entity upon termination

10.3 Permitted Uses and Disclosures

Business Associate may use and disclose PHI only as necessary to perform services for Covered Entity, for the proper management and administration of Business Associate, or to carry out its legal responsibilities, provided that any such disclosure is required by law or Business Associate obtains reasonable assurances from the recipient that the PHI will be held confidentially.

10.4 Term and Termination

This BAA shall be effective as of the date Covered Entity first provides PHI to Business Associate and shall terminate when all PHI is destroyed or returned. Either party may terminate this Agreement upon material breach by the other party, if cure is not possible or the breach is not cured within thirty (30) days of notice.

10.5 Survival

The obligations of Business Associate under this BAA shall survive termination of the underlying agreement to the extent necessary to wind down Business Associate's obligations and protect the PHI.

11. Governing Law and Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. You agree to submit to the exclusive jurisdiction of the courts located in Delaware for the resolution of any disputes.

12. Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.

13. Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices published by us on the Website, constitute the entire agreement between you and Carebrain concerning the Website.

14. Contact Information

For any questions about these Terms, please contact us at:

Carebrain, Inc.
Email: legal@carebrain.com
Website: www.carebrain.com