Terms of Use

Last Updated: July 14, 2023

Welcome to Payerset! These Terms of Use ("Terms") govern your ("you" or "your") access to and use of the services provided by Payerset, LLC ("Payerset," "we," "us," or "our"), including the data and content provided through our website and any other products or services we offer (“Service”). By using our Service, you agree to be bound by these Terms without modification and they constitute a legally binding contract between your organization and Payerset. If you are accepting these Terms on behalf of a legal entity other than yourself as an individual, including a business or a government body, you represent and warrant that you have full legal authority to bind that entity to these Terms. We may revise these Terms at any time by updating this posting. You should visit this page from time to time to review the then-current Terms. The revised version will become effective and binding thirty days after it is posted. By continuing to use the Service after we update the Terms, you agree to be bound by the updated Terms.

1. Eligibility

To access and use our Service, you must be at least 18 years old. By using our Service, you represent and warrant that you meet this age requirement, and that you have the legal capacity and authority to enter into a binding contract. Our Service is currently available only in the United States and made specifically for payors, health systems, providers and consumers. Any other usage must be authorized by Payerset in advance in writing. We reserve the right to limit access to our Service based on your location, and we may block access to the Service from outside the United States at our discretion.

2. Accounts and Access

To access and use our Service, you may be required to create an account by providing certain information, including but not limited to your name, email address, username, password, and other account information. You are responsible for maintaining the confidentiality of your account credentials, and you agree not to share or transfer your credentials to any third party. You must immediately notify Payerset at infosec@payerset.com of any unauthorized use of your account or any other breach of security. Payerset will not be liable for any losses or damages resulting from your failure to comply with this section. Knowingly sharing your credentials with anyone outside your organization constitutes grounds to terminate this Agreement.

3. License Grant

Subject to the terms and conditions of these Terms we grant you a limited, nonexclusive, nontransferable license to use the Service. All proprietary rights, including intellectual property rights, in the Service will remain the property of Payerset. You agree and acknowledge that Payerset may use anonymized, aggregated usage metrics to improve the Service.

4. Restrictions of Use

a. Payerset provides the Service solely and exclusively as an individual license for your individual use to support your individual workflows during the term of this Agreement and in accordance with all terms contained herein. For the avoidance of doubt, the use of common log-ins, kiosks, shared passwords, general library passwords and the like is expressly prohibited hereunder. You will not use or permit any individual or entity to use the Service for any unlawful or unauthorized purpose or to compete with Payerset.

b. Except as otherwise expressly provided in these Terms, you agree that you will not download, copy, transfer, distribute, reproduce, reverse engineer, decrypt, decompile, disassemble, create derivative works from or make any part of the Service available to others unless preapproved in writing by Payerset in an applicable quote.

c. You may use the data provided by Payerset solely for the purposes outlined in these Terms and in compliance with all applicable laws, regulations, and industry standards. You may continue to use the data you have purchased even after your subscription ends, provided that such use complies with these Terms and any applicable laws or regulations. You are responsible for ensuring that your use of the data does not infringe on any third-party rights, including but not limited to intellectual property rights and privacy rights.

5. Subscription and Payment

a. Our Service is provided through annual subscriptions. You are required to pay the full subscription fee before access to the Service is granted. We reserve the right to modify our pricing and payment terms at any time, with or without prior notice for any renewal.

b. If we change our pricing or payment terms, we will notify you via the email address provided by you, and your continued use of our Service after such notice, and for any renewal, constitutes your acceptance of the new pricing and payment terms.

c. You are responsible for all taxes and fees associated with your subscription, and you agree to pay such taxes and fees in addition to the subscription fee.

d. You acknowledge and agree that the online payment service will be provided by a third-party vendor and may be subject to third-party terms which are incorporated into these Terms by reference.

6. Term

a. The term hereunder shall begin upon payment and continue until the date on the applicable quote, unless Payerset cancels the Service or otherwise terminates these Terms in accordance with the provisions contained herein.

b. Subscriptions will automatically renew at the end of each subscription period, unless you provide written notice of cancellation to Payerset at least 60 days prior to the end of the subscription period. If you decide to cancel your subscription early, you will not receive any refunds, whether in whole or in part, for the remaining portion of your subscription term.

c. In the event that you decide to cancel your subscription, you may continue to use the data you purchased during your subscription, as long as such use complies with these Terms and any applicable laws or regulations.

d. If you wish to renew your subscription after cancellation, you will be subject to the then-current subscription fees and terms.

e. We reserve the right to terminate or suspend your access to our Service with due notice, in whole or in part, at any time and for any reason, including but not limited to a breach of these Terms, non-payment of fees, or any illegal or unauthorized use of our Service.

f. Payerset may, in its sole discretion, update or change the Service from time to time.

7. Data Collection, Use, Privacy and Feedback

a. By using our Service, you agree that we may collect and use information about you and your use of the Service for analytical purposes only, to improve our Service, and to better understand the needs and preferences of our users. We will collect, use, and disclose your information in accordance with our Privacy Policy, located at https://www.payerset.com/privacy, which is incorporated into these Terms by reference. By agreeing to these Terms, you also consent to the collection, use, and disclosure of your information as set forth in our Privacy Policy.

b. While Payerset appreciates your interest in the Service, we do not want and cannot accept any ideas or information you consider confidential and/or proprietary. All comments, suggestions, ideas, notes, drawings, concepts, or other information disclosed or offered to us by you through voluntarily or in response to solicitations on the Service shall be deemed to be non-confidential and non-proprietary and shall be the exclusive property of Payerset. In any event, you acknowledge and agree that Payerset assumes no obligation of confidentiality or nondisclosure, express or implied by considering your suggestion or idea. You hereby grant Payerset a fully paid, royalty-free, perpetual, irrevocable, worldwide, exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, create derivative works of, and otherwise commercially exploit any suggestion, feedback or ideas you submit to us.

8. Confidentiality

a. While some of the data used by Payerset to provide our Service may be publicly available, the methods, algorithms, storage procedures, data models, and other proprietary techniques we employ to clean, process, and deliver the data are confidential and considered our intellectual property. In addition, we may obtain data from third-party sources to enhance and enrich our datasets, which may be subject to confidentiality obligations or restrictions on disclosure.

b. By using our Service, you agree to treat all information, data, and materials provided by Payerset as confidential and to use them solely for the purposes authorized by these Terms. You must not disclose, share, or distribute any such confidential information or materials to any unauthorized third parties, nor use them for any purpose other than as expressly permitted under these Terms. Unauthorized sharing or distribution of our data or services can cause significant harm to our business and may result in legal action against you for breach of contract, misappropriation of trade secrets, or other remedies available under applicable law.

c. You are responsible for implementing reasonable security measures to protect the confidentiality of the data and materials provided by Payerset, and to prevent unauthorized access, use, or disclosure. In the event of any actual or suspected breach of confidentiality, you must promptly notify Payerset at infosec@payerset.com and cooperate with us in investigating and remedying the breach.

d. This confidentiality obligation shall survive the termination or expiration of these Terms and shall continue in effect for as long as the information or materials remain confidential or proprietary.

e. In the event of a breach of these Terms by you, substantial injury could result to Payerset and money damages will not be a sufficient remedy for such breach. Therefore, in the event that you engage in, or threaten to engage in any act which violates any provision of these Terms, Payerset shall be entitled, in addition to all other remedies which may be available to it under law, to seek injunctive relief (including, without limitation, temporary restraining orders, or preliminary or permanent injunctions) and specific enforcement of these Terms. Payerset shall not be required to show proof of actual damages or post a bond or other security in connection with the granting of any such relief. Payerset is entitled to recoup all costs and expenses incurred in connection with the forgoing breach, including reasonable legal fees.

9. Data Quality

The quality of the data provided by Payerset depends on the accuracy, completeness, and timeliness of the information provided by the payors. While we strive to ensure the highest possible data quality, we cannot guarantee that the data is free from errors, omissions, inaccuracies, or outdated information. We are not responsible for any decisions, actions, or inactions taken based on the data, and we disclaim any and all warranties, express or implied, as to the accuracy, completeness, or timeliness of the data.

10. Data Protection and Compliance

We are committed to protecting the privacy and security of the data we process on behalf of our users. We comply with the Health Insurance Portability and Accountability Act (“HIPAA”) and other applicable data privacy and security standards, and we implement appropriate technical and organizational measures to safeguard the data. However, we are not liable for any personally identifiable information (“PII”), protected health information (“PHI”), or non-public personal information (“NPI”) included in the original files provided by payors, and it is your responsibility to ensure that your use of our Service complies with all applicable data protection laws and regulations.

11. Service Interruptions and Data Breaches

In the event of a breach, service interruption, or incorrect/incomplete data that has been deployed as part of our service, we will promptly notify you with the specifics of the situation so you can adjust your processes accordingly. We will use commercially reasonable efforts to correct the data or resolve the issue as soon as possible. However, we do not guarantee that we will be able to correct all errors, omissions, or inaccuracies in the data, nor do we guarantee that we will be able to prevent all service interruptions or data breaches. We are not liable for any damages, losses, or liabilities resulting from service interruptions, data breaches, or incorrect/incomplete data, including consequential damages

12. Indemnification

If Payerset and its directors, officers, agents, and employees should incur any liability to a third party arising out of or in any way related to (a) your breach of these Terms, (b) your use of the Service, you agree to indemnify and hold Payerset and its directors, officers, agents, and employees free and harmless from any such liability, and from all loss, claims, costs, demands, debts and causes of action in connection therewith, including reasonable attorney's fees and expenses.

13. Warranties and Disclaimers

a. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, THE SERVICE IS PROVIDED “AS IS” AND ALL REPRESENTATIONS, WARRANTIES, TERMS AND CONDITIONS, ORAL OR WRITTEN, EXPRESS OR IMPLIED (BY COMMON LAW, STATUTE OR OTHERWISE), IN RELATION TO THE SERVICE ARE HEREBY EXCLUDED AND DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. IN PARTICULAR, PAYERSET DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND MAKES NO WARRANTY OF ACCURACY, COMPLETENESS, TIMELINESS, FUNCTIONALITY, RELIABILITY OR SPEED OF DELIVERY OF THE SERVICE. YOU AGREE THAT THE SERVICE IS NOT INVESTMENT ADVICE AND ANY OPINIONS OR ASSERTION CONTAINED IN THE SERVICE DO NOT REPRESENT THE OPINIONS OR BELIEFS OF PAYERSET OR ITS EMPLOYEES. PAYERSET DOES NOT WARRANT THAT THE SERVICE WILL BE ACCURATE, UNINTERRUPTED, ERROR FREE, OR COMPLETELY SECURE. PAYERSET ASSUMES NO LIABILITY FOR ANY CONSEQUENCE RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION THAT YOU TAKE BASED ON THE SERVICE.

b. Payerset will have no liability for any lost profits or direct, indirect, special, consequential, punitive or exemplary damages, even if advised in advance of the possibility of these types of damages.

14. Limitation of Liability

a. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PAYERSET, LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF, OR INABILITY TO USE, OUR SERVICE OR THE DATA PROVIDED BY PAYERSET. THIS LIMITATION OF LIABILITY APPLIES EVEN IF PAYERSET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE.

b. PAYERSET’S MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE SERVICE, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OR WARRANTY OR OTHERWISE), WILL NOT EXCEED ONE HUNDRED DOLLARS (US$100). SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT THAT PAYERSET MAY NOT, AS A MATTER OF APPLICABLE LAW, DISCLAIM ANY IMPLIED WARRANTY OR LIMIT ITS LIABILITIES, THE SCOPE OF DURATION OF SUCH WARRANTY AND THE EXTENT OF THE PAYERSET’s LIABILITY SHALL BE THE MINIMUM PERMITTED UNDER SUCH APPLICABLE LAW.

15. Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Any disputes arising from or relating to these Terms or the use of our Service shall be resolved exclusively in the state or federal courts located in Delaware, and you consent to the personal jurisdiction of such courts and waive any objections to the venue in those courts. YOU AND PAYERSET HEREBY WAIVE YOUR RESPECTIVE RIGHT TO A TRIAL BY JURY.

16. Severability

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be deemed severed from these Terms and shall not affect the validity or enforceability of the remaining provisions. The remaining provisions of these Terms shall continue in full force and effect.

17. Entire Agreement

These Terms, together with our Privacy Policy and any other agreements or policies referenced herein, constitute the entire agreement between you and Payerset regarding your use of our Service and supersede any prior agreements or understandings, whether written or oral, relating to the subject matter hereof. No amendment or modification to these Terms will be binding unless made in writing and signed by an authorized representative of Payerset.

18. Waiver

No waiver of any provision of these Terms or any rights or obligations hereunder shall be effective, except pursuant to a written instrument signed by the party waiving compliance, and any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing.

19. Assignment

You may not assign or transfer your rights or obligations under these Terms without the prior written consent of Payerset. Payerset may assign or transfer its rights and obligations under these Terms, in whole or in part, to any third party at its sole discretion.

20. Publicity

Payerset may include you and your trademarks in its customer lists and promotional materials but will cease further use at your written request.

21. Force Majeure

Neither party will be responsible for any delay or failure in its performance of any obligation under these Terms (other than payment) due to causes beyond its reasonable control.

22. Relationship

The parties are independent contractors. Nothing in these Terms will be construed to create a partnership, joint venture, agency, or other relationship. Neither party has any right or authority to assume or create any obligation of any kind, express or implied, in the other party’s name or on its behalf. There are no third-party beneficiaries to these Terms.

23. Contact Us

If you have any questions about these Terms or the Service, please contact us at info@payerset.com.