Terms of Service

By accessing this website or using the platform, you agree to these terms. If you are entering into them for an organization, you represent that you have authority to bind it, and “you” means that organization. You must be at least 18 and legally able to contract. A separate signed order form, master services agreement, or Business Associate Agreement controls over these terms where the two conflict.

We provide practice-management software, intake and workflow tooling, pharmacy and prescribing integrations, and administrative support services. We do not practice medicine, pharmacy, or nursing; we do not employ or control the professional judgment of any provider; we do not dispense medication; and we do not determine whether any treatment is appropriate for any patient.

Corporate practice of medicine

Consistent with corporate-practice-of-medicine and fee-splitting rules, clinical services are furnished by professional entities owned by licensed clinicians. Our compensation is for administrative and technology services on fair-market, commercially reasonable terms, and is not contingent on the volume or value of referrals or of any particular clinical decision. Nothing in these terms is intended to permit us to control clinical judgment or to constitute an improper division of professional fees.

No emergency services

The platform is not for emergencies. If you may be experiencing a medical emergency, call 911 or go to the nearest emergency department. For mental-health crises in the United States, call or text 988.

You are responsible for the accuracy of your registration information, for maintaining the confidentiality of credentials, for all activity under your accounts, and for promptly disabling access for departing personnel. Notify security@myorbithealth.com immediately of suspected unauthorized access. We may suspend access without prior notice where necessary to protect the platform, other customers, or patient safety.

• No unlawful, fraudulent, or deceptive use, and no use that violates telehealth, prescribing, pharmacy, or advertising law in any applicable jurisdiction.
• No use to prescribe or facilitate prescribing without a valid patient relationship and a legitimate medical purpose, and no violation of the Ryan Haight Act or DEA requirements.
• No marketing claims about a partner clinic's services that are false, misleading, or unsubstantiated.
• No probing, scanning, penetration testing, or load testing of our systems without our prior written consent; report vulnerabilities under our disclosure program instead.
• No scraping, automated bulk extraction, reverse engineering, or attempts to derive source code, except where such restriction is unenforceable by law.
• No uploading of malicious code, no interference with other customers' use, and no circumvention of usage limits or access controls.
• No use of the platform or its outputs to train a machine-learning model that competes with us.
• No submission of PHI outside the environments designated for it, and no submission of payment card data, Social Security numbers, or other sensitive data into free-text fields.

We may investigate suspected violations and cooperate with law enforcement. Material violations may result in suspension or termination, and you remain liable for fees accrued.

If you are a partner organization, you are responsible for maintaining your own licenses and registrations, verifying provider credentialing where you engage providers, complying with HIPAA in your own right where you are a Covered Entity, obtaining any patient consents and telehealth informed consent required in the states where you operate, issuing your own Notice of Privacy Practices, meeting LegitScript and platform-advertising requirements applicable to your offerings, and ensuring the lawfulness of any data you instruct us to process.

Fees, billing frequency, and term are set out in your order form. Unless stated otherwise, fees are quoted in U.S. dollars, invoiced in advance, due within 30 days, non-refundable once the period has begun, and exclusive of taxes, which are your responsibility other than taxes on our income. Past-due amounts accrue interest at the lesser of 1.5% per month or the maximum permitted by law, and we may suspend service after written notice of non-payment. Published website pricing is indicative and does not constitute an offer.

We retain all right, title, and interest in the platform, our software, models, documentation, and brands. You receive a limited, non-exclusive, non-transferable, revocable right to use the platform during your term for your internal business purposes. You retain all rights in the data you submit and grant us only the license needed to operate and support the service, and to comply with law. Feedback you send us may be used without restriction or obligation, with no expectation of compensation or confidentiality.

The platform integrates with third-party services such as pharmacies, laboratories, e-prescribing networks, payment processors, and scheduling tools. Those services are governed by their own terms, and we are not responsible for their acts, omissions, or availability. Links from this site do not imply endorsement. Comparative statements about other vendors reflect our good-faith understanding of publicly available information at the time of publication and may become out of date.

Except as expressly stated in a signed agreement, the platform and website are provided “as is” and “as available.” To the maximum extent permitted by law, we disclaim all warranties, express, implied, or statutory, including merchantability, fitness for a particular purpose, title, non-infringement, and any warranty arising from course of dealing or usage of trade. We do not warrant that the service will be uninterrupted, error-free, or secure against every threat, or that any content is accurate, complete, or suitable for clinical decision-making. Any availability commitment lives in your order form, not here.

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility. Our total aggregate liability arising out of or relating to these terms will not exceed the greater of the fees you paid us in the twelve months before the event giving rise to the claim, or one hundred U.S. dollars (USD 100) where you have paid us nothing.

These limits do not apply to a party's obligations to pay fees, to liability for willful misconduct or fraud, or to any liability that cannot be limited under applicable law. Some jurisdictions do not allow certain exclusions, so parts of this section may not apply to you.

You will defend, indemnify, and hold harmless MyOrbit Health, Inc. and its officers, directors, employees, and agents from third-party claims, damages, penalties, and reasonable attorneys' fees arising from your use of the platform in breach of these terms, your clinical or professional activities, your marketing and advertising claims, your violation of law or third-party rights, and the data you instruct us to process.

We will defend and indemnify you against third-party claims alleging that the platform, used as permitted, infringes a U.S. patent, copyright, or trade secret, provided you notify us promptly, give us control of the defense, and cooperate. We may modify or replace the affected functionality, or terminate the affected service with a pro-rata refund. This is our sole obligation for infringement claims.

These website terms apply while you use the site. Platform subscriptions run for the term in your order form. Either party may terminate for material breach 30 days after written notice if the breach remains uncured. We may suspend immediately for non-payment after notice, for security or patient-safety risk, or where required by law. On termination, your access ends and, on request within 30 days, we will make your data available for export; thereafter we delete it on our standard schedule, except where retention is legally required. Sections on fees, intellectual property, disclaimers, liability, indemnity, and dispute resolution survive.

Informal resolution first

Before filing anything, send a written notice of dispute to legal@myorbithealth.com describing the claim and the relief sought. Both parties will try in good faith to resolve it for 60 days. This step is a condition precedent to arbitration.

Binding individual arbitration

If informal resolution fails, any dispute arising out of or relating to these terms or the services will be resolved by final and binding arbitration administered by JAMS under its Streamlined Arbitration Rules, before one arbitrator, seated in Wilmington, Delaware, or by videoconference or written submission where the rules allow. The Federal Arbitration Act governs. The arbitrator decides arbitrability and may award any relief a court could award to that individual claimant.

Class-action and jury waiver

Claims must be brought individually. Neither party may bring or participate in a class, collective, consolidated, or representative action, and the arbitrator may not preside over any form of representative proceeding. Both parties waive any right to a jury trial. If this class-waiver provision is held unenforceable as to a particular claim, that claim proceeds in court and the remainder of this section still applies.

Exceptions and your right to opt out

Either party may bring an individual action in small-claims court, and either may seek injunctive relief in court to protect intellectual property or confidential information. You may reject arbitration by emailing legal@myorbithealth.com with the subject “Arbitration opt-out,” including your name and the organization you represent, within 30 days of first accepting these terms. Opting out does not affect any other part of these terms, and we will not retaliate for it.

Governing law and venue

These terms are governed by the laws of the State of Delaware, excluding its conflict-of-laws rules. Where arbitration does not apply, the state and federal courts located in Delaware have exclusive jurisdiction, and both parties consent to venue there. Any claim must be brought within one year after it accrues, except where a longer period is required by law.

• Force majeure: neither party is liable for delays caused by events beyond its reasonable control, excluding payment obligations.
• Assignment: you may not assign these terms without our consent, except to a successor in a merger or sale of substantially all assets; we may assign to an affiliate or successor.
• Independent parties: no partnership, employment, agency, or joint venture is created.
• No third-party beneficiaries, except an indemnified party as expressly stated.
• Notices: to you at the email on your account; to us at legal@myorbithealth.com.
• Severability and waiver: an unenforceable provision is limited or severed and the rest remains in effect; failure to enforce is not a waiver.
• Entire agreement: these terms, plus any order form, DPA, and BAA, are the complete agreement on this subject.
• Changes: we may update these terms and will post the new effective date; material changes take effect on your next renewal or 30 days after posting for website use.

Questions about these terms: legal@myorbithealth.com. Developer and integration questions: tech@myorbithealth.com.