Terms of Service

Effective date: April 25, 2026

1. Acceptance of these terms

These Terms of Service (“Terms”) form a binding agreement between you and Attenti LLC (“ProviderAlly,” “we,” “us”) governing your access to and use of ProviderAlly. By creating an account, signing an order form, or otherwise accessing the service, you agree to these Terms. If you are entering into these Terms on behalf of a clinic or other organization, you represent that you have authority to bind that organization, and “you” refers to that organization.

2. Description of the service

ProviderAlly is a practice management platform for behavioral- health clinics. It provides intake and assessment forms (“FormAlly”), telehealth session scheduling and Google Meet integration, EHR-derived reporting, and a unified clinical record across the clinic’s users. ProviderAlly is workflow software. It is not a clinical decision-support system and does not provide medical advice, diagnosis, or treatment recommendations. Clinical decisions remain the sole responsibility of licensed clinicians.

3. Accounts and eligibility

  • You must be at least eighteen (18) years old to create a ProviderAlly account.
  • You agree to provide accurate, current, and complete information when registering and to keep that information up to date.
  • You are responsible for safeguarding your credentials and for all activity that occurs under your account, including activity by members of your team to whom you grant access. Notify us promptly of any unauthorized use.
  • Each individual user must use a separate account. Account sharing is prohibited.

4. Acceptable use

You agree not to, and not to permit any user of your account to:

  • Use the service to harass, threaten, or defame any individual, including patients, staff, or other ProviderAlly users.
  • Probe, scan, or test the vulnerability of the service or circumvent any security or authentication measure, except under a coordinated disclosure program we have authorized in writing.
  • Scrape, crawl, mirror, or extract data from the service through automated means other than the documented APIs and within their published rate limits.
  • Upload, store, or transmit malicious code, or interfere with the integrity or performance of the service.
  • Use the service to handle PHI for any individual outside the clinical, custodial, or administrative relationships for which your organization has lawful authority.
  • Reverse-engineer the service except to the extent that applicable law expressly permits.

We may suspend or terminate access for violations of this section, with notice where practicable.

5. HIPAA and the Business Associate Agreement

If you are a HIPAA Covered Entity (or a Business Associate of one) and you intend to provide ProviderAlly with PHI, you must execute our Business Associate Agreement (BAA) before any PHI is processed in the service. The BAA, once executed, is incorporated by reference into these Terms. To the extent of any conflict between these Terms and the BAA with respect to PHI, the BAA controls.

You are responsible for the lawful basis on which you collect and disclose PHI to ProviderAlly, for obtaining required patient authorizations, and for the configuration of access controls within the service so that only workforce members with a need to know can access PHI.

6. Customer data and ownership

As between you and us, you retain all rights to data you or your users submit to ProviderAlly (“Customer Data”), including PHI. You grant us a limited, non-exclusive license to host, process, transmit, and display Customer Data solely as necessary to provide the service to you, to maintain its security and integrity, and to fulfill our obligations under these Terms and the BAA. We do not use Customer Data for advertising and do not use Customer PHI to train machine-learning models.

7. Subscription, fees, and billing

  • ProviderAlly is offered on monthly or annual subscription terms as set out in your order form or in-app checkout.
  • Subscriptions automatically renew at the end of each term unless you cancel before the renewal date through the in-app billing portal or in writing to billing@providerally.care.
  • Fees are charged in advance and are non-refundable except as required by law or as expressly stated in your order form. If you cancel during a paid term, the service remains available through the end of that term and is not pro-rated.
  • We may change subscription pricing on at least thirty (30) days’ notice; new pricing applies at your next renewal.
  • Unpaid invoices that remain past due may result in suspension of service after notice.

8. Term and termination

Either party may terminate the agreement for convenience on thirty (30) days’ written notice to the other. Either party may terminate immediately for the other’s material breach that is not cured within thirty (30) days of written notice describing the breach.

Upon termination, you may export your Customer Data using the documented export tools within thirty (30) days. After that window, we will delete Customer Data in accordance with our Privacy Policy and the BAA, except for backups subject to scheduled rotation and audit logs we are required to retain by law.

9. Disclaimers

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDERALLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. PROVIDERALLY MAKES NO REPRESENTATION THAT THE SERVICE WILL MEET YOUR CLINICAL, REGULATORY, OR OPERATIONAL REQUIREMENTS, OR THAT IT WILL OPERATE UNINTERRUPTED OR ERROR-FREE.

PROVIDERALLY IS WORKFLOW SOFTWARE. IT IS NOT A CLINICAL DECISION- SUPPORT SYSTEM, NOT A MEDICAL DEVICE, AND IS NOT INTENDED TO DIAGNOSE, TREAT, CURE, OR PREVENT ANY DISEASE OR CONDITION. CLINICAL JUDGMENT REMAINS THE EXCLUSIVE RESPONSIBILITY OF THE LICENSED CLINICIAN.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY YOU TO PROVIDERALLY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THIS LIMITATION DOES NOT APPLY TO BREACHES OF THE BAA, WHICH ARE GOVERNED BY THE LIMITATIONS (IF ANY) SET FORTH IN THE BAA, OR TO LIABILITIES THAT CANNOT BE LIMITED BY APPLICABLE LAW.

11. Indemnification

You will defend, indemnify, and hold harmless ProviderAlly and its officers, employees, and agents from and against any third-party claims, damages, liabilities, and reasonable expenses (including attorneys’ fees) arising out of or relating to (a) your or your users’ misuse of the service, (b) your breach of these Terms or the BAA, including breaches of your custodial responsibilities for PHI, or (c) your violation of applicable law.

12. Governing law and disputes

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to its conflict-of-laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in Bucks County, Pennsylvania for any dispute that is not subject to arbitration or small-claims court.

13. Modifications to these terms

We may update these Terms from time to time. For material changes we will provide at least thirty (30) days’ notice by email to the address associated with your account and by updating the Effective date above. Your continued use of the service after the updated Terms take effect constitutes acceptance of the change. If you do not agree with the change, you may terminate your subscription as described in Section 8.

14. General

  • Entire agreement. These Terms, together with your order form, the BAA (where executed), and the Privacy Policy, are the entire agreement between you and us regarding the service.
  • Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all our assets.
  • Severability. If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect.
  • No waiver. Our failure to enforce a provision is not a waiver of our right to do so later.
  • Notices. Notices to ProviderAlly should be sent to legal@providerally.care. We may give notice to you by email to the address on your account or by in-app notification.

15. Contact

Questions about these Terms? Email legal@providerally.care.