Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and E-AmAre Systems LLC ("E-AmAre," "we," "us," or "our") governing your access to and use of the E-AmAre platform, including our EMR/EHR software, website, and related services (collectively, the "Service"). By accessing or using the Service, you agree to be bound by these Terms.

1. Description of Service

E-AmAre provides a cloud-based electronic medical records (EMR/EHR) platform purpose-built for behavioral health and substance use disorder (SUD) treatment facilities. The Service includes clinical documentation, billing and revenue cycle management, customer relationship management (CRM), scheduling, and compliance tools delivered as a software-as-a-service (SaaS) solution.

The Service is designed to support healthcare professionals in managing their operations. E-AmAre does not provide medical advice, diagnoses, or treatment. All clinical decisions remain the sole responsibility of licensed healthcare providers.

2. Acceptance of Terms

By creating an account, executing a subscription agreement, or otherwise accessing the Service, you confirm that you are at least 18 years of age, have the legal capacity to enter into these Terms, and — if acting on behalf of an organization — have the authority to bind that organization. If you do not agree to these Terms, do not use the Service.

3. Account and Access

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activity that occurs under your account
• Ensuring that authorized users within your organization comply with these Terms
• Promptly notifying E-AmAre of any unauthorized access or security breach

We reserve the right to suspend or terminate access to accounts that violate these Terms or pose a security risk.

4. Subscription and Payment

Access to the Service requires a paid subscription. Specific pricing, billing cycles, and payment terms are set forth in your subscription agreement or order form. Unless otherwise agreed in writing:

• Fees are billed in advance and are non-refundable except as required by law
• Subscriptions automatically renew at the end of each term unless either party provides written notice of non-renewal
• We reserve the right to adjust pricing with reasonable advance notice prior to your renewal date
• Late payments may incur interest and may result in suspension of access

5. User Responsibilities

When using the Service, you agree to:

• Use the Service only for lawful purposes and in compliance with all applicable laws and regulations
• Provide accurate and complete information
• Maintain appropriate safeguards for any data you input into the Service
• Not attempt to reverse engineer, decompile, or disassemble any part of the Service
• Not use the Service to store or transmit malicious code
• Not interfere with or disrupt the integrity or performance of the Service
• Not sublicense, resell, or share access to the Service without our written consent

6. Data Ownership and Licensing

Your Data: You retain all ownership rights to the data you submit to the Service ("Customer Data"), including Protected Health Information (PHI). We do not claim ownership of your data. We access Customer Data only as necessary to provide the Service, fulfill our obligations under our Business Associate Agreement (BAA), and as otherwise permitted by law.

Our Platform: E-AmAre retains all rights, title, and interest in the Service, including all software, algorithms, designs, documentation, and intellectual property. These Terms grant you a limited, non-exclusive, non-transferable license to use the Service during your subscription term.

7. HIPAA Compliance and Business Associate Agreement

E-AmAre is designed to operate in compliance with the Health Insurance Portability and Accountability Act (HIPAA) and its implementing regulations. As a service provider that may access, create, or store PHI on behalf of covered entities, E-AmAre will enter into a Business Associate Agreement (BAA) with each applicable Customer.

The BAA sets forth our obligations regarding:

• Safeguarding PHI through administrative, physical, and technical safeguards
• Breach notification procedures
• Permissible uses and disclosures of PHI
• Return or destruction of PHI upon termination

Compliance with HIPAA is a shared responsibility. You are responsible for ensuring your organization's use of the Service conforms to HIPAA requirements, including maintaining appropriate policies, training staff, and configuring the Service appropriately.

8. 42 CFR Part 2 Compliance

The Service is built to support compliance with 42 CFR Part 2, which provides heightened federal protections for substance use disorder patient records. This includes:

• Patient consent management for disclosure of SUD records
• Restrictions on re-disclosure with required notice
• Audit controls for access to protected records
• Segmentation capabilities to restrict access to SUD-specific data

You are responsible for obtaining proper patient consent and configuring disclosure rules in accordance with 42 CFR Part 2 and any applicable state laws.

9. Security

We implement industry-standard security measures to protect the Service and Customer Data, including:

• Encryption of data in transit and at rest
• Role-based access controls
• Regular security assessments and monitoring
• Incident response procedures

While we take extensive measures to protect the Service, no system can guarantee absolute security. You agree to promptly report any suspected vulnerabilities or breaches.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, E-AMARE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

We do not warrant that the Service will be uninterrupted, error-free, or free of harmful components. The Service is a tool to support clinical and administrative workflows — it does not replace professional medical judgment, guarantee regulatory compliance, or ensure clinical outcomes.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, E-AMARE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF DATA, REVENUE, PROFITS, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

E-AMARE'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNTS PAID BY YOU TO E-AMARE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW THESE LIMITATIONS, SO THEY MAY NOT FULLY APPLY TO YOU.

12. Indemnification

You agree to indemnify, defend, and hold harmless E-AmAre and its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising out of:

• Your use of the Service in violation of these Terms
• Your violation of applicable laws or regulations
• Any data you submit to the Service
• Your failure to comply with HIPAA, 42 CFR Part 2, or other healthcare regulations applicable to your organization

13. Termination

Either party may terminate these Terms in accordance with the subscription agreement. E-AmAre may also suspend or terminate access immediately if you materially breach these Terms, fail to pay fees when due, or if continued access poses a security risk.

Upon termination:

• Your access to the Service will be discontinued
• You may request export of your Customer Data for a reasonable period following termination, as specified in your BAA or subscription agreement
• E-AmAre will delete or return Customer Data in accordance with the BAA and applicable law
• Provisions that by their nature should survive termination (including liability limitations, indemnification, and governing law) shall remain in effect

14. Intellectual Property

All intellectual property in the Service — including software, design, documentation, trademarks, and trade secrets — is and remains the property of E-AmAre Systems LLC. Nothing in these Terms transfers any intellectual property rights to you beyond the limited license to use the Service.

The E-AmAre name, logo, and related marks are trademarks of E-AmAre Systems LLC. You may not use our trademarks without prior written consent.

15. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. Any disputes arising under these Terms shall be resolved in the state or federal courts located in Florida, and you consent to the personal jurisdiction of such courts.

16. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated to active subscribers via email or in-app notification at least thirty (30) days prior to taking effect. Non-material changes will be posted on this page with a revised effective date. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

17. Severability

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

18. Entire Agreement

These Terms, together with any applicable subscription agreement, Business Associate Agreement, and order forms, constitute the entire agreement between you and E-AmAre regarding the Service and supersede all prior agreements, understandings, and communications.

19. Contact Us

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