Terms of Use

1. Acceptance of the Terms of Use

Welcome to Practice Gauge, a provider of a collaborative practice management services for the medical industry (our “Services”)

These terms of use are entered into by and between You, the end-user, and Practice Solutions Technologies, Inc. (“Company," "we," or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference, (collectively, the "Terms of Use"), govern Your access to and use of Services provided through our web-based applications and website located at: https://mypracticegauge.com (collectively, the “Application”).

Before You may access the Application, You must read and accept all of the terms and conditions in this Terms of Use. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS THE APPLICATION. By clicking to accept to this Terms of Use, You hereby accept and agree to be bound by this Terms of Use and our privacy policy, found HERE, incorporated herein by reference.

Use of our Services may also require creating an account on Intuit Inc.’s QuickBooks Online service, if You don’t already have one. You will be required to review Intuit’s then applicable terms of services located at: https://quickbooks.intuit.com/global/terms-of-service/ and Intuit’s Privacy Statement located at: https://security.intuit.com/index.php/privacy (collectively, the “Intuit Terms”). If You do not agree to any provision of the Intuit Terms, You will not be able to use our Services.

2. Changes to this Terms of Use

We may modify this Terms of Use in our sole discretion from time to time. Any amended terms automatically take effect after being posted on the Application. Your use of the Application following the effective date of any modifications to this Terms of Use will constitute Your acceptance of this Terms of Use, as modified. You shall check this Terms of Use from time to time when You access the Application so You are aware of the changes, as they are binding on you. If You are entering into this Terms of Use on behalf of a company or other legal entity, You represent and warrant that You have the authority to act on behalf of, and to bind that entity to the terms and conditions of this User Terms of Use.

3. Registration and Account

To access certain features of the Application, you may be required to create or update an account on the Application (“Account”) and will be asked to provide certain personal information, which may include your name, birth-date, e-mail address, phone number and, in some cases, payment information or information as required of the entity you represent (collectively, “Personal Information”). You agree that you will supply accurate and complete information when creating an Account, and that you will update that information promptly after it changes. You further agree that:

● If you are under 18, your parent or guardian must review and accept the terms of this Terms of Use, and by using the Application, you confirm that your parent or guardian has so reviewed and accepted this Terms of Use. We reserve the right to limit the availability to users under the age of 18 of certain content in the Application, in our sole discretion.

● You shall not create an account using a false identity or false information, or on behalf of someone other than yourself.

● You may not have an Account or use the Application if you previously had an Account that was subsequently closed by us for misuse or abusing of the Application.

If You create an Account, you will be provided with, a user name, password, or any other piece of information as part of our security procedures, You must treat such information as confidential, and You must not disclose it to any other person or entity. You may not share Your Account or password with anyone. You agree to notify us immediately of any unauthorized access to or use of Your user name or password or any other breach of security. You also agree to ensure that You exit from Your Account at the end of each session. You should use particular caution when accessing Your Account from a public or shared computer so that others are not able to view or record Your password or other personal information.

You can stop using the Application at any time. If you want to cancel your Account, please send us an email at practicegauge@gmail.com. We will terminate your Account after verifying relevant information in accordance with our rules.

4. Services and Subscription

To subscript to our Services, You agree to pay all subscription fees charged to Your Account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable (the “Subscription Fee”).

To subscript to our Services, You need to provide a valid credit card number (or other approved electronic payment methods) and associated payment information (collectively, “Credit Card”). By submitting that information through the Application, You agree that Your Credit Card information may be transmitted to and stored by a third-party payment operator, Stripe, Inc. (the “Payment Processor”) and Your Credit Card will be charged through a secured transaction or transactions handled by the Payment Processor, all in accordance with the payment terms of Your Subscription Fee.

To subscript to our Services, You need to provide a valid credit card number (or other approved electronic payment methods) and associated payment information (collectively, “Credit Card”). By submitting that information through the Application, You agree that Your Credit Card information may be transmitted to and stored by a third-party payment operator, Stripe, Inc. (the “Payment Processor”) and Your Credit Card will be charged through a secured transaction or transactions handled by the Payment Processor, all in accordance with the payment terms of Your Subscription Fee.

Your monthly subscription will continue indefinitely until terminated in accordance with this Terms of Use. You may cancel your subscription by emailing us at practicegauge@gmail.com. If You cancel Your subscription, You may use Your subscription until the end of your then-current subscription term. You will not be legible for a prorated refund of any portion of the Subscription Fee paid for the then-current subscription period.

5. Use of the Application

By subscription to our Services and pay the Subscription Fee, we hereby grant You the right to access and use our Services via the Application. This right is personal, worldwide, revocable, non-transferable, non-exclusive and is subject to Your compliance with this Terms of Use. Unless otherwise expressly agreed in writing, you are permitted to use, display or run the Application on your computer[, or smart mobile end-device].

6. Our Properties

The Application and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by us, our licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

7. Trademarks

The Company name, Practice Solutions Technologies, and all related names, logos, product and service names (including MyPracticeGauge, My Practice Gauge, PracticeGauge or Practice Gauge), designs, and slogans are trademarks of us or our affiliates or licensors. You must not use such marks without the prior written permission of us. All other names, logos, product and service names, designs, and slogans on this Application are the trademarks of their respective owners.

8. Your Content

We do not claim ownership to any data, information, materials, text, graphics, music, software, audio, video, work of authorship of any kind (“Content”), that are uploaded, transmitted, posted, generated stored or otherwise made available through Your use of our Services (“Your Content”). Notwithstanding anything to the contrary, You hereby grant us an non-exclusive, royalty-free, worldwide and irrevocable license to use your, reproduce, modify, display Your Content, an example of which is to compile such information in an aggregated manner to provide our Services to other users who subscribes to our Services.

Your Content posted to the site will be considered non-confidential and non-proprietary. For avoidance of doubt, Your Personal Information is confidential and shall not be construe as Your Content.

You hereby represent and warrant that:

● You own or control all rights in and to Your Content and have the right to grant the license granted above to us and our licensees, successors, and assigns.

● All of Your Content do and will comply with these Terms of Use.

9. Third-Party Content

Except with respect to Your Content, You agree that You have no right or title in any other Content that appear on the Application. You further acknowledge that we do not have the obligation to monitor any Content and agree you access such Content at your own risk.

10. Prohibited Uses

You may use the Application only for lawful purposes and in accordance with these Terms of Use. You agree not to use the Application:

● In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

● For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.

● To transmit, or procure the sending of, any advertising or promotional material [without our prior written consent], including any "junk mail," "chain letter," "spam," or any other similar solicitation.

● To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Application, or which, as determined by us, may harm the Company or users of the Application, or expose them to liability.

Additionally, You agree not to:

● Use the Application in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Application, including their ability to engage in real time activities through the Application.

● Use any robot, spider, or other automatic device, process, or means to access the Application for any purpose, including monitoring or copying any of the material on the Application.

● Use any manual process to monitor or copy any of the material on the Application, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.

● Use any device, software, or routine that interferes with the proper working of the Application.

● Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

● Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Application, the server on which the Application is stored, or any server, computer, or database connected to the Application.

● Attack the Application via a denial-of-service attack or a distributed denial-of-service attack.

● Otherwise attempt to interfere with the proper working of the Application.

11. Term

This Terms of Use becomes effective upon your acceptance as previously described and will remain in force for the duration of Your subscription of our Services, unless otherwise terminated earlier pursuant to the terms herein. Notwithstanding the foregoing, if You used this Application prior to the date of acceptance of this Terms of Use, You hereby acknowledge and agree that this Terms of use becomes effective on the date Your first use this Application and will remain in force for the duration of Your subscription of our Services, unless otherwise terminated earlier pursuant to the terms herein.

12. Termination of Services

If You fail to make timely payment of the Subscription Fee or if You materially breach any provisions hereunder, we have the right to, immediately and without notice, terminate any Services we provid to You. You hereby acknowledge and agree that we are not liable to You or any third-party for any loss or damages that arise from or in connection with the termination of our Services, including the deletion of all Your Content provided on the Application.

You may terminate our Services in accordance with the procedure set forth in Section 3 herein.

13. Reliance on Information Posted

The information presented on or through the Application is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance You place on such information is strictly at Your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by You or any other visitor to the Application, or by anyone who may be informed of any of its contents.

This Application [may include/includes] content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by us, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect our opinion. We are not responsible, or liable to You or any third party, for the content or accuracy of any materials provided by any third parties.

14. Taxes

Unless otherwise stated, fees for Services provided on or through the Application do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, accessible by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”). You are responsible for paying all Taxes associated with Your purchases in the Marketplace. If we have the legal obligation to pay or collect Taxes for which You are responsible under this paragraph or otherwise, the appropriate amount will be invoiced to and paid by You, unless You provide us with a valid tax exemption certificate authorized by the appropriate taxing authority.

15. Links from the Application

If the Application contains links to other sites and resources provided by third parties, these links are provided for Your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from Your use of them. If You decide to access any of the third-party Applications linked to this Application, You do so entirely at Your own risk and subject to the terms and conditions of use for such Applications.

16. Geographic Restrictions

The owner of the Application is based in the State of California in the United States. We provide this Application for use only by persons located in the United States. We make no claims that the Application or any of its content is accessible or appropriate outside of the United States. Access to the Application may not be legal by certain persons or in certain countries. If You access the Application from outside the United States, You do so on Your own initiative and are responsible for compliance with local laws.

17. Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Application will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy Your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE APPLICATION OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY APPLICATION LINKED TO IT.

YOUR USE OF THE APPLICATION, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION IS AT YOUR OWN RISK. THE APPLICATION, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE APPLICATION. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE APPLICATION, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE APPLICATION OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE APPLICATION WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW

18. Limitation on Liability

IN NO EVENT SHALL THE COMPANY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, AFFILIATES, CONTENT PROVIDERS, THIRD-PARTY VENDORS, THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, AFFILIATES, OR CONTENT PROVIDERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA) WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), EQUITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE APPLICATION. IN NO EVENT WILL OUR TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS TERMS OF USE OR FROM THE USE OF OR INABILITY TO USE THE APPLICATION EXCEED THE AMOUNTS YOU HAVE PAID TO THE APPLICATION FOR USING ITS SERVICES, OR IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO US WITH RELATION TO YOUR USE OF THE APPLICATION, ONE HUNDRED DOLLARS ($100), AS APPLICABLE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

19. Indemnification

You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns 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 of Use or Your use of the Application, including, but not limited to, Your Content, any use of the Application's content, services, and products other than as expressly authorized in these Terms of Use, or Your use of any information obtained from the Application.

20. Arbitration; Resolution of Disputes

Any controversy or claim arising out of or relating to this Terms of Use, or the breach thereof, shall first be submitted to arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules and Mediation Procedures ("Commercial Rules"). If the arbitrator renders an award, the award rendered by the arbitrator shall be final, and binding on the parties and may be entered and enforced in any court having jurisdiction. There shall be one arbitrator agreed to by the parties within twenty (20) days of receipt by respondents of the request for arbitration or in default thereof appointed by the AAA in accordance with its Commercial Rules. If more than one arbitration is commenced under this Terms of Use and any party contends that two or more arbitrations are substantially related and that the issues should be heard in one proceeding, the arbitrators selected in the first-filed proceeding shall determine whether, in the interests of justice and efficiency, the proceedings should be consolidated before that arbitrator. The seat or place of arbitration shall be San Francisco, California. Except as may be required by law, neither a party nor the arbitrators may disclose the existence, content or results of any arbitration without the prior written consent of both parties, unless to protect or pursue a legal right. This Terms of Use and any dispute arising from this Terms of Use shall be governed by the laws of the State of California without regard to its conflict of law provisions. For matters that are unresolved by arbitration, sole and exclusive jurisdiction for any remaining action or proceeding arising out of or related to this Terms of Use shall be in an appropriate State or Federal Court located in San Francisco County, State of California.

21. Entire Agreement

The Terms of Use and our Privacy Policy constitute the sole and entire agreement between You and Practice Solutions Technologies, Inc., regarding the Application and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Application.

22. General

If for any reason a court of competent jurisdiction finds any provision of this Terms of Use, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Terms of Use, and the remainder of this Terms of Use shall continue in full force and effect. A printed version of this Terms of Use shall be admissible in judicial or administrative proceedings.

No waiver by us of any term or condition set forth in this Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of us to assert a right or provision under this Terms of Use shall not constitute a waiver of such right or provision. If any provision of this Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Terms of Use will continue in full force and effect.

Upon termination, all provisions of this Terms of Use, which, by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

All claims between the parties related to this Terms of Use will be litigated individually and the parties will not consolidate or seek class treatment for any claim, unless previously agreed to in writing by the parties.

You may contact us by phone at 855-778-4463 or report issues to practicegauge@gmail.com.