Terms of Service

1. Acceptance of Terms & Authority

1.1 Enterprise & organization use

If you are entering into these Terms on behalf of a company, agency, or other legal entity (such as a home health care provider, agency, or residential facility), you represent and warrant that you have the authority to bind such entity, its affiliates, and all authorized users who access the Service under your account. In such cases, the terms “Customer,” “You,” “Your,” or “User” refer to that entity, its affiliates, and associated users. If you do not have such authority, or if you do not agree with these Terms, you must not accept this agreement and may not use the Services.

1.2 Eligibility

You may not use the Service if you are not of legal age to form a binding contract with Sothcare (at least 18 years of age).

1.3 Updates to Terms

Sothcare reserves the right to update and modify these Terms from time to time. We will provide notice of material updates by posting the revised Terms within the Service or on our official website. Continued use of the Service following any such changes constitutes your consent to the updated Terms.

2. Account Responsibilities & Security

• Account Administrator. The designated Account Administrator is responsible for ensuring that all authorized users under their organization comply with these Terms.
• Accuracy of information. You must provide accurate, current, and complete legal information (including full legal name, business address, telephone number, and email) during registration and maintain its accuracy.
• Individual logins. Access credentials are for single individual use only. Credentials may not be shared across multiple staff members or personnel. You may configure distinct user accounts for as many individual staff members as your subscription plan permits.
• Credential security. You are solely responsible for maintaining the security and confidentiality of your account credentials and passwords. Sothcare cannot and will not be liable for any loss or damage arising from your failure to fulfill this security obligation.
• Account activity. You are responsible for all data, content, electronic visit verifications (EVV), records, and activities conducted under your account, including actions by secondary account holders created under your subscription.
• Prohibited uses. You agree not to use the Service for any unlawful, unauthorized, or infringing purpose, nor to violate any local, state, federal, or international laws (including intellectual property, privacy, and healthcare regulations).

3. Data Integrity, Compliance & Healthcare Information

3.1 Data quality and legality

You are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all data, client files, shift logs, billing data, and EVV entries uploaded or generated through your account (“Customer Data”).

3.2 HIPAA and Protected Health Information (PHI)

To the extent that Customer Data includes Protected Health Information (PHI) under the Health Insurance Portability and Accountability Act (HIPAA) or related state health privacy laws:

• The parties shall execute and abide by a separate Business Associate Agreement (BAA) where required by law.
• You warrant that you have obtained all necessary client consents, authorizations, and legal permissions to collect, process, transfer, and store such information within Sothcare.
• You agree to disclose health information only to authorized individuals as permitted by HIPAA and applicable federal and state privacy statutes.

4. Subscriptions, Fees & Cancellations

4.1 Pricing and modifications

Subscription fees, module costs, and billing terms are specified upon sign-up or in your executing service order/contract. Sothcare reserves the right to modify subscription fees or service tiers upon thirty (30) days’ written notice (which may be provided via email or in-app notification).

4.2 Account cancellation & post-termination data access

• Cancellation request. You are responsible for properly submitting any account cancellation request in accordance with system workflows or by providing official written notice to support.
• Post-termination data access. Upon the expiration or termination of this Agreement, Sothcare will disable your ability to create or submit new data. Unless otherwise agreed upon in an executed agreement or required by law, Customer will be granted read-only access to existing historical data for a period not to exceed six (6) months following effective termination.
• Accrued fees. Account cancellation or termination does not relieve you of any payment obligations incurred for Services rendered prior to termination.

4.3 Suspension and termination

Sothcare reserves the right to suspend or terminate your account and access to the Service for material breach of these Terms, non-payment, or conduct that threatens the security, operational integrity, or legal compliance of the platform.

5. Intellectual Property & Proprietary Rights

5.1 Customer ownership of data

You retain all rights, title, and intellectual property ownership over the proprietary records, profiles, and materials you submit to the Service. Sothcare claims no ownership interest in Customer Data.

5.2 Sothcare intellectual property

The look, feel, system architecture, database design, software code (including HTML/CSS, JavaScript, and backend logic), interface layouts, workflows, branding, and graphics of the Service are the exclusive property and copyright of Sothcare LLC. You may not copy, reproduce, reverse engineer, duplicate, or reuse any portion of the software or visual elements without explicit written authorization from Sothcare.

5.3 Proprietary & trade secret safeguards

The software solutions, documentation, data schemas, and interface structures provided by Sothcare constitute trade secrets and confidential information of Sothcare. Customer agrees not to publish, display, disclose, or make available any portion of the software or its workflows to any competitor or third party without prior written authorization.

6. Confidentiality & Non-Solicitation

6.1 Confidential information

Each party (“Receiving Party”) agrees to hold in strict confidence all technical, software, operational, business, and financial information disclosed by the other party (“Disclosing Party”) that is designated as confidential or should reasonably be understood to be confidential. The Receiving Party shall not disclose such Confidential Information to third parties except to employees, contractors, or legal/financial advisors who have a need to know and are bound by confidentiality obligations at least as restrictive as those herein.

6.2 Non-solicitation

During the term of this Agreement and for a period of eighteen (18) months following its termination, Customer agrees not to directly or indirectly solicit, recruit, or employ any technical, operational, or executive personnel employed by Sothcare without Sothcare’s prior written consent.

7. Third-Party Integrations & Aggregated Data

7.1 Third-party integrations & aggregators

The Service may integrate with third-party software, EVV aggregators, state portals, clearinghouses, or payment processors (“Third-Party Platforms”).

• To enable these connections, you may be required to supply credentials or authorization tokens. You authorize Sothcare to interact with such Third-Party Platforms solely on your behalf.
• Sothcare is not responsible for the uptime, availability, accuracy, or policies of external Third-Party Platforms, nor for any Customer Data once transmitted outside of Sothcare’s infrastructure to an authorized third party.

7.2 Aggregated & anonymous data

Sothcare may collect, compile, and analyze non-personally identifiable, aggregated technical, usage, and system data (“Aggregated Anonymous Data”). Sothcare may use such data to operate, enhance, optimize, analyze, and support the Services, as well as for industry benchmarking and reporting. Aggregated Anonymous Data will never identify Customer, your staff, or individual patients as the source.

8. Warranties, Disclaimers & Limitations of Liability

8.1 “As-is” service disclaimer

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SOTHCARE DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOTHCARE DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, COMPLETELY ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

8.2 Limitation of direct and consequential damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SOTHCARE, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE SERVICE.

8.3 Aggregate liability cap

IN NO EVENT SHALL SOTHCARE’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO SOTHCARE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

9. Indemnification

You agree to defend, indemnify, and hold harmless Sothcare LLC, its officers, directors, employees, and agents from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to:

1. Your breach of these Terms;
2. Your Customer Data, including any claim that Customer Data infringes third-party intellectual property or violates privacy/HIPAA regulations; or
3. Misuse of the Service by any individual accessing your account.

10. Direct Dispute Resolution & Governing Law

10.1 Direct dispute resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services, the parties shall first attempt in good faith to resolve the matter informally. The complaining party must deliver a formal written notice entitled “Initial Notice of Dispute” detailing the exact nature of the dispute to Sothcare.

10.2 Governing law & venue

These Terms and any disputes arising hereunder shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to its conflict of law principles. Any legal suit, action, or proceeding arising out of or related to these Terms shall be instituted exclusively in the state or federal courts located in Massachusetts, and each party irrevocably submits to the personal jurisdiction of such courts.

11. General Provisions

• Entire agreement. These Terms (along with any executed Order Form, BAA, or Privacy Policy) constitute the entire agreement between you and Sothcare regarding the Service and supersede all prior agreements, oral or written.
• Severability & waiver. If any provision of these Terms is found to be invalid or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect. The failure of Sothcare to enforce any right or provision shall not constitute a waiver.
• Force majeure. Sothcare shall not be liable for failure or delay in performance caused by acts of God, cloud hosting disruptions, telecommunication failure, cyberattacks, state aggregator outages, or other causes beyond reasonable control.

12. Contact Information

If you have questions regarding these Terms or need to deliver official legal notices, please contact us at:

• Legal & support team: Sothcare LLC
• Email: support@sothcare.com
• Phone: 1-877-557-3557

Related documents: Privacy Policy · Business Associate Agreement · Security & HIPAA.