Terms of Service

1. Acceptance of Terms

By accessing and using VProGo ("Service"), you accept and agree to be bound by these Terms of Service. If you do not agree, please do not use this service.

2. Service Description

VProGo provides healthcare administration software for behavioral health facilities, including insurance verification, payment prediction, CRM tools, EMR integrations, SMS communication services, electronic signature services, and alumni engagement tools.

3. Account Registration and Security

To use certain features, you must register for an account. You agree to provide accurate information and keep it up to date. You are responsible for:

• Maintaining unique login credentials for each user
• Enabling multi-factor authentication when prompted for administrative accounts
• Notifying us immediately of any unauthorized access
• Revoking access for terminated employees within 24 hours

4. License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable license to access and use the Service for your internal business purposes.

You may not:

• Modify, copy, or create derivative works of the Service
• Reverse engineer, decompile, or disassemble the Service
• Rent, lease, sell, sublicense, or transfer the Service to third parties
• Use the Service for any unlawful purpose
• Interfere with or disrupt the Service

5. HIPAA Compliance

Users who are Covered Entities or Business Associates under HIPAA must execute a Business Associate Agreement with VProGo before submitting Protected Health Information (PHI) to the Service.

You are responsible for ensuring your use of the Service complies with HIPAA requirements and obtaining appropriate patient consents.

6. SMS Communication Services

This Section applies to your use of any SMS, MMS, or text messaging features within the Service ("SMS Features").

6.1 Acceptable Use

SMS Features may be used for:

• Appointment reminders and scheduling
• Treatment-related communications
• Billing and administrative notices
• Alumni engagement and recovery support
• Two-factor authentication and account security

6.2 Prohibited Uses

You SHALL NOT use SMS Features to:

• Send unsolicited marketing or promotional messages
• Transmit detailed Protected Health Information (specific diagnoses, medications, treatment details)
• Send messages to individuals who have opted out
• Send messages outside reasonable hours (before 8:00 AM or after 9:00 PM recipient local time)
• Transmit false, misleading, harassing, or abusive content
• Share phone numbers or recipient lists with third parties

6.3 Your Compliance Responsibilities

By using SMS Features, you agree to:

• Obtain proper consent from recipients in compliance with TCPA and HIPAA
• Maintain consent records for at least 4 years
• Honor opt-out requests within 24 hours
• Include STOP instructions in messages as required by law

6.4 SMS Limitations

VProGo is not responsible for delivery failures caused by carrier networks, message delays beyond our control, or your failure to comply with applicable laws. You are fully responsible for the content of messages you send.

7. Electronic Signature Services

Documents signed through our electronic signature features are intended to be legally binding under the ESIGN Act and UETA. You are responsible for:

• Ensuring signers consent to electronic transactions
• Verifying signer identity
• Retaining signed documents per your record retention requirements

We maintain an audit trail for signed documents including timestamp and IP address, which may be used as evidence of signing.

8. Data Privacy and Ownership

You retain ownership of all data you submit to the Service ("Customer Data"). We may use aggregated, de-identified data to improve the Service and conduct research, provided it does not identify you or any individual.

Upon termination, you have 60 days to request export of your data. After that period, we may delete it per our data retention policies.

9. Payment Terms

Subscription fees are billed in advance. Usage-based fees (verification credits, SMS messages) are billed in arrears. Payment is due within 30 days of invoice. Late payments accrue interest at 1.5% per month.

We may suspend access if your account is more than 30 days past due after providing 10 days' written notice.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

Payment predictions are estimates based on historical data. Actual reimbursement may differ materially. Do not rely solely on predictions for clinical or business decisions.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, VPROVOB SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES.

OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF: (A) FEES PAID IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) $50,000.

These limitations do not apply to your payment obligations, indemnification obligations, breaches of confidentiality, gross negligence, or willful misconduct.

12. Indemnification

You agree to indemnify and hold harmless VProGo from any claims arising from:

• Your use of the Service in violation of these Terms
• Your violation of applicable law
• Your failure to obtain necessary patient or recipient consents
• Your use of SMS Features in violation of TCPA or HIPAA
• Content you submit or transmit through the Service

13. Term and Termination

This agreement continues until terminated. Subscriptions auto-renew unless you provide 30 days' notice before the end of your current term.

Either party may terminate for material breach if not cured within 30 days of written notice. Upon termination, your access will be suspended and you have 60 days to export your data.

14. Modifications to Terms

We may update these Terms by posting revised terms with at least 30 days' notice. Continued use after such notice constitutes acceptance of the revised terms.

15. Governing Law

These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to conflict of law principles.

16. Contact Information

If you have questions about these Terms:

Email: legal@vprovob.com
Support: support@vprovob.com
Phone: 978-434-1356