Last updated May 12, 2021
PLEASE READ THE FOLLOWING CAREFULLY. IT SETS FORTH THE LEGALLY BINDING TERMS FOR YOUR USE OF THE SERVICE AND OTHER SERVICES MADE AVAILABLE THROUGH THE SERVICE. THESE TERMS REQUIRE YOU ARBITRATE ANY DISPUTES YOU HAVE WITH US AND YOU WAIVE THE ABILITY TO BRING CLAIMS AGAINST US IN A CLASS ACTION FORMAT.
1. Electronic and Telephonic Communications.
- Communications Generally. When you visit the Site or send e-mails, texts or other electronic messages to us, you are communicating with us electronically and you consent to receive communications from us and/or our partners electronically. We will communicate with you by e-mail or by posting notices on this Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. The use of the term “partner” is not intended to indicate that the “partners” are in a legal partnership with Opencare. Rather, the term is used in a marketing sense to show participation by the other parties involved in the Opencare products and services.
- Email Communications. By creating an account on the Site, you acknowledge and agree that Opencare will send service-related e-mails relating to your account, including service updates, appointment reminders and booking confirmations. These communications can be managed through user features made available through the Site from time to time. If you are a member of the Opencare mailing list you will also receive email communications from us regarding our products, services and initiatives (including collaborations and partnerships). If you do not wish to receive these communications, you can unsubscribe from such promotional e-mails at any time by clicking on the unsubscribe link in any of our e-mail communications. As part of the Opencare Referral Program, you may invite others to create an account and try our Services, subject to the Referral Terms & Conditions. Please note that unsubscribing from promotional e-mail communications will not affect any transactional emails we send to you.
These Terms (or if applicable Additional Terms), in the form posted at the time of your use of the applicable services to which it applies, shall govern such use (including transactions entered during such use). As our Service evolves, the terms and conditions under which we offer the Service may prospectively be modified and we may cease offering the Service under the Terms or Additional Terms for which they were previously offered. Accordingly, each time you sign in to or otherwise use the Service you are entering into a new agreement with us on the then applicable terms and conditions and you agree that we may notify you of other terms by posting them on the Service (or in any other reasonable manner of notice which we elect), and that your use of the Service after such notice constitutes your going forward agreement to the other terms for your new use and orders. We reserve the right to change the Services at any time, without notice, provided that if you have executed an Order Form, we agree not to materially degrade any Services purchased by you.
Patient Growth Services. Opencare makes available marketplace Services to allow individuals to search for dentists and schedule appointments. You agree to use Opencare’s patient marketplace (“Patient Growth”) only for any the following purposes and for no other purpose:
- Finding a health care provider for yourself or another person;
- Reading reviews and ratings of health care providers;
- Submitting your own reviews and ratings of health care providers with whom you have a relationship;
- Inviting friends and family to join Opencare; and
- Or any other purpose authorized by Opencare from time to time.
RCM Services. Opencare also makes available Revenue Cycle Management Services to Providers that have purchased such Services. Revenue Cycle Management Services shall be set out on the Order Form and may include:
- Insurance verification;
- Claims submission, which means submission to payors of charges, exclusions, denials and secondary claims within statutory periods;
- Insurance accounts receivable follow up, which means appropriate correspondence with payors (including research, and resubmission of denials), customer service (e.g., billing inquiries) and claims appeals;
- Payment posting, which means receipt from Customer of EOBs or other patient payment information, receipt from private payors of electronic remittance advices and other 835 files, and submission of relevant data to Customer;
- Provision of the following standard month-end reports: account receivables summaries, productivity reports for procedures and providers, month-end close report (i.e., charges, payments, adjustments, and standing accounts receivable) and management summary; and
- Refund processing (collectively, “Work Product”).
Responsibilities When Using the Services. By using the Services, you agree to:
- Provide only true, accurate, current, and complete information; and maintain and promptly update such information to keep it true, accurate, current, and complete.
- Comply with all applicable laws and regulations, including, but not limited to, all intellectual property, data, privacy any export control laws;
- Upload and disseminate only content or information that you own all required rights to under law and do so only consistent with applicable law;
- Use reasonable efforts to prevent unauthorized access to or use of the Services;
- Keep User IDs and all other login information confidential;
- Monitor and control all activity conducted through your account in connection with the Services; and
- Promptly notify us if you become aware or reasonably suspect any illegal or unauthorized activity or a security breach involving your account, including any loss, theft, or unauthorized disclosure or use of a User ID or account.
5. Submissions to Opencare.
For any and all User Submissions, you represent, warrant, and covenant that:
- You are the sole author and owner of the intellectual property and other rights to the User Submissions, or you have a lawful right to submit the User Submissions and grant Opencare the rights to it that you are granting by these Terms and any Additional Terms;
- The User Submissions will be a true representation of your experience with the particular health care provider, if applicable;
- The User Submissions will not be false, misleading, or untrue;
- The User Submissions will not infringe any intellectual property or other right of any third party; and
- User Submissions which consist of reviews will not include your name or any other personally identifiable information that may be used to identify you or another patient including, but not limited to, any contact information email addresses, instant messenger usernames, telephone numbers, postal mail addresses, website URLs, or full names through your publicly posted information. Reviews that include personally identifiable information will be edited to remove such information. Opencare further reserves the right to refuse to post any review that contains personally identifiable information.
Content Guidelines. As a user of the Service, these Content Guidelines (“Guidelines”) are here to help you understand the conduct that is expected of visitors of the Site and Services’ online forums. Your participation in such forums is subject to all of the Terms, including these Guidelines:
- Do not use any User Submissions that belong to other people and pass it off as your own. If anyone contributes to your User Submissions or has any rights to your User Submissions, then you must also have their permission to submit such.
- Your User Submissions must not threaten, abuse, or harm others, and it must not include any negative comments that are connected to race, national origin, gender, sexual orientation, or physical handicap. Your User Submissions must not be defamatory, slanderous, indecent, obscene, pornographic, or sexually explicit.
- Your User Submissions must not advertise or promote a product or service or other commercial activity, or a politician, public servant, or law.
- Your User Submissions must not promote any infringing, illegal, or other similarly inappropriate activity.
- Do not impersonate any other person, user, or company, and do not submit User Submissions that you believe may be false, fraudulent, deceptive, inaccurate, or misleading, or that misrepresents your identity or affiliation with a person or company.
- License to User Submissions. Except as otherwise described in any applicable Additional Terms, you grant to Opencare the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable, perpetual, and royalty-free right and license to use, copy, record, distribute, reproduce, disclose, sell, re-sell, sublicense (through multiple levels), display, publicly perform, transmit, publish, broadcast, translate, make derivative works of, and otherwise use and exploit in any manner whatsoever, all or any portion of your User Submissions (and derivative works thereof), for any purpose whatsoever in all formats, on or through any means or medium now known or hereafter developed, and with any technology or devices now known or hereafter developed, and to advertise, market, and promote the same. Without limitation, the granted rights include the right to: (a) configure, host, index, cache, archive, store, digitize, compress, optimize, modify, reformat, edit, adapt, publish in searchable format, and remove such User Submissions and combine same with other materials, and (b) use any ideas, concepts, know-how, or techniques contained in any User Submissions for any purposes whatsoever, including developing, producing, and marketing products and/or services. In order to further effect the rights and license that you grant to Opencare to your User Submissions, you also hereby grant to Opencare the unconditional, perpetual, irrevocable right to use and exploit your name, persona, and likeness in connection with any User Submissions, without any obligation or remuneration to you. You understand that you will not receive any fees, sums, consideration, or remuneration for any of the rights granted in this section.
6. Provision of Customer Data to Opencare.
With respect to Customer Data, you represent, warrant, and covenant that:
- The provision of the Customer Data to Opencare and Opencare’s contemplated use thereof complies with all laws, and Customer has received all necessary third party approvals and consents with respect to the Services;
- The Customer Data, and Opencare’s use of the Customer Data, does not and will not infringe or violate the intellectual property rights or other rights of any third party; and
- The Customer Data complies with all applicable medical practice, licensure and ethical standards. Without limiting the foregoing, Customer shall ensure that each employee and contractor of Customer providing medical or other professional services has an unrestricted license to practice medicine or other profession in the state(s) or provinces in which they practice, and Customer will inform Opencare immediately of any change in the status of any such unrestricted license.
7. Proprietary Rights; Limited License.
- Opencare Materials. All materials on this Site and Services, including, without limitation, information, images, illustrations, audio clips, video clips, surveys and special promotions, and all trademarks, trade dress, logos, trade names, service marks, and/or trade identities of various parties, including those of Opencare (collectively, the “Opencare Materials”) are protected by intellectual property rights owned and controlled by Opencare, its affiliates, or their third-party licensors. The Opencare Materials may not be copied, downloaded, reproduced, republished, uploaded, posted, transmitted or distributed in any way without the prior written consent of Opencare or except as specifically permitted on the Site or Services. Except as to the authorized use of material from the Site or Services by Providers or Customers, use of material for any purpose and other than your own personal, non-commercial or home use is a violation of copyrights and other intellectual property rights. The use of any such material on any other website, social network, blog, handheld device application, web-based application, or networked computer is prohibited.
- Limited License. Subject to your strict compliance with these Terms and any Additional Terms, we grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to download (temporary storage only), display, view, use, play, and/or print one copy of the Opencare Materials (excluding source and object code in raw form or otherwise, other than as made available to access and use to enable display and functionality) on a personal computer, mobile phone or other wireless device, or other Internet enabled device for your personal, non-commercial use only. The foregoing limited license: (i) does not give you any ownership of, or any other intellectual property interest in, any Opencare Materials, and (ii) may be immediately suspended or terminated for any reason, in our sole discretion, and without advance notice or liability. In some instances, we may permit you to have greater access to and use of Opencare Materials, subject to certain Additional Terms.
8. No Unlawful or Prohibited Use.
- Send, upload, collect, transmit, store, use, post, publish, or otherwise communicate on the Site any data, information, pictures, videos, music or other materials or content that: (i) contains any computer viruses, worms, malicious code, or any software intended to damage or alter a computer system or data; (ii) you do not have the lawful right to send, upload, collect, transmit, store, use, post, publish, or otherwise communicate; (iii) is false, intentionally misleading, or impersonates any other person, including reviews that are not representative of your experience; (iv) is libelous, slanderous, defamatory, bullying, harassing, abusive, threatening, vulgar, obscene, or offensive, or that contains pornography, nudity, or graphic or gratuitous violence, or that promotes violence, racism, discrimination, bigotry, hatred, or physical harm of any kind against any group or individual; (v) is harmful to minors in any way or targeted at minors; (vi) infringes, violates or otherwise misappropriates the intellectual property or other rights of any third party (including any moral right, privacy right or right of publicity); or (vii) encourages any conduct that may violate any applicable laws or would give rise to civil or criminal liability;
- Share, transfer or otherwise provide access to an account designated for you to another person;
- Misuse the Opencare domain or use the Opencare trademark, subject to our Referral Terms.
- Disable, overly burden, impair, or otherwise interfere with servers or networks connected to the Site (e.g., a denial of service attack);
- Gain unauthorized access to the Site or otherwise circumvent or violate the security of the Site, including without limitation: (a) accessing content that is not intended for you; (b) attempting to breach or breaching Site security or authentication measures; (c) restricting, disrupting or disabling service to Site users, hosts, servers or networks by any means, or (d) otherwise attempting to interfere with the proper working of the Site, including but not limited to by introducing any material that is malicious or technologically harmful;
- Use any data mining, robots, or similar data gathering or extraction methods, or copy, modify, reverse engineer, reverse assemble, disassemble, or decompile the Services or any part thereof or otherwise attempt to discover any source code;
- Use the Services for the purpose of building a similar or competitive product or service; or
- Authorize, permit, enable, induce or encourage any third party to do the above.
9. Information Made Available by Third Parties.
You acknowledge and agree that:
- The list of health care providers listed on the Site may not be a complete list of every health care provider within the specified specialty category or specified distance of the addressed specified and may not be updated on a regular basis even if we have been advised of incorrect or incomplete information;
- The information contained about a particular health care provider may not be accurate or complete and may not be updated on a regular basis even if we have been advised of incorrect or incomplete information;
- Any map displayed may not be complete, accurate, or up-to-date;
- Any request to show results of health care providers who are accepting new patients may not be complete, accurate, or up-to-date and may not be updated on a regular basis even if we have been advised of incorrect or incomplete information;
- Any records of a particular health care provider that states such health care provider accepts new patients may not be complete, accurate, or up-to-date and may not be updated on a regular basis even if we have been advised of incorrect or incomplete information;
- The inclusion of any health care provider on the Site is not an endorsement of such health care provider by Opencare and does not in any way mean that Opencare has conducted any due diligence or other investigation regarding the health care provider;
- The Site is NOT to be used by you as a source of medical advice or for the diagnosis of any medical condition; and
- In the event of an emergency, you will call 9-1-1 and not rely on the information contained in the Site.
10. Linked Sites; Social Networking Services.
- Social Networking. The Site may integrate with social networking services. You understand that we do not control such services and are not liable for the manner in which they operate. While we may provide you with the ability to use such services in connection with our Site, we are doing so as an accommodation and, like you, are relying upon those services to operate properly and fairly.
- Links to the Site. We grant you a limited, non-exclusive, revocable, non-assignable, personal, and non-transferable license to create hyperlinks to the Site, so long as: (a) the links only incorporate text, and do not use any of Opencare’s trademarks, (b) the links and the content on your website do not suggest any affiliation with Opencare or cause any other confusion, and (c) the links and the content on your website do not portray Opercare or its services in a false, misleading, derogatory, or otherwise offensive matter, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any third party or are otherwise objectionable to Opencare. Opencare reserves the right to suspend or prohibit linking to the Service for any reason, in its sole discretion, without advance notice or any liability of any kind to you or any third party.
11. Disclaimer and Disruptions or Interruptions in Service.
IN THE EVENT THAT THERE IS AN INTERRUPTION OR DISRUPTION IN ANY OF THE SERVICES OFFERED BY OPENCARE FOR WHATEVER REASON, EVEN IF OPENCARE HAS BEEN MADE AWARE OF AN ISSUE THAT COULD RESULT IN OR IS LIKELY TO RESULT IN AN INTERRUPTION OR DISRUPTION OF SERVICES, OPENCARE WILL NOT BE REQUIRED TO ISSUE A REFUND FOR ANY PURCHASE MADE BY YOU. AS SOON AS OPENCARE HAS IDENTIFIED THE CAUSE OF AN INTERRUPTION OR DISRUPTION, OPENCARE WILL USE IT REASONABLE EFFORTS TO RETURN SERVICE AS SOON AS REASONABLY POSSIBLE.
To the fullest extent allowed by law, you agree to defend, indemnify and hold us, our affiliates and each of their and our officers, directors, agents, and employees, and any licensees, successors and assigns (“Opencare Parties”) harmless from any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including reasonable legal and accounting fees, arising out of or in connection with:
- Your User Submissions and Customer Data;
- Your negligence, willful misconduct or violation or alleged violation of any laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities or the rights of a third party (including intellectual property rights);
- Your use or the use by any third party using your User ID of the Services;
- Any misrepresentation made by you; and
- Opencare Parties’ use of the information that you submit to us (including your User Submissions) (all of the foregoing, “Claims”)
You will cooperate as fully required by the Opencare Parties in the defense of any Claims. Notwithstanding the foregoing, Opencare Parties retain the exclusive right to settle, compromise, and pay any and all Claims. Opencare Parties reserve the right to assume the exclusive defense and control of any Claims. You will not settle any Claims without, in each instance, the prior written consent of an officer of an Opencare Party.
13. Limitations of Liability.
14. ARBITRATION AGREEMENT; CLASS ACTION WAIVER
PLEASE READ THESE PROVISIONS CAREFULLY, AS THEY AFFECT YOUR RIGHTS
American Arbitration Association
A single, neutral arbitrator will resolve Claims. The arbitrator will be either a lawyer with at least ten (10) years’ experience or a retired or former judge, selected in accordance with the rules of the American Arbitration Association. The arbitration will follow the procedures and rules of the American Arbitration Association which are in effect on the date the arbitration is filed unless those procedures and rules are inconsistent with these Terms and Conditions, in which case these Terms and Conditions will prevail. Those procedures and rules may limit the discovery available to you or us. The arbitrator will take reasonable steps to protect your customer account information and other confidential information if requested to do so by you or us. Each party to the arbitration will bear the expense of that party’s attorneys, experts, and witnesses, and other expenses, regardless of which party prevails, but a party may recover any or all expenses from another party if the arbitrator, applying applicable law, so determines. The arbitrator’s award is final and binding on the parties.
YOU AND OPENCARE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT OR REPRESENTATIVE PROCEEDING, CONSOLIDATED ACTION, OR PRIVATE ATTORNEY GENERAL ACTION. UNLESS YOU AND OPENCARE AGREE, NO ARBITRATOR OR JUDGE MAY CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, CONSOLIDATED ACTION OR PRIVATE ATTORNEY GENERAL ACTION.
15. Term and Termination; Survival.
- Not Confidential. We do not guarantee the confidentiality of any communications made by you through the Site. We do not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Site.
- Geographic Restrictions. Opencare makes no representation that Services are appropriate or available for use in locations outside of Canada or the United States. We provide the Services for use only by persons located in certain cities in Canada and the United States. If you choose to access this site from locations outside Canada or the United States, you do so at your own risk and you are responsible for compliance with local laws, if and to the extent, local laws apply.