dotScribe Software End User License Agreement and Terms of Service

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PLEASE READ CAREFULLY. By clicking “Accept,” installing, purchasing or using any dotScribe software or services (“Software” or “Service”), you (“Licensee,” “You”) agree to these terms. ​dotScribe, Inc. (“dotScribe”) may revise or update the End User License Agreement or Terms of Service at any time. 

1. Definitions  
1.1  “Software” or “Service” means any dotScribe software, applications, websites, APIs and related services.  
1.2  “PHI” means Protected Health Information as defined in 45 C.F.R. § 160.103; “ePHI” means PHI in electronic form.  
1.3  “Business Associate” means dotScribe, Inc. when performing services under HIPAA.

1.4  “Subcontractor” means any agent or contractor that processes PHI on behalf of Business Associate.  
1.5  “User Materials” means all content that You submit to or generate through the Software or Service.  
1.6  “HIPAA Regulations” means 45 C.F.R. Parts 160–164.  
1.7  Section headings are for reference only and do not affect interpretation.  
1.8  Account Registration. You must register an account to access the Service. Registration requires You to provide true, accurate, current and complete information including Your name and email address and, if applicable, Your profession, specialty and license number. You agree to keep Your Registration Information up to date. dotScribe may verify or update Your information. You are responsible for maintaining the confidentiality of Your credentials and for all activity under Your account.  

2. License Grant  
Subject to Your compliance with this Agreement, dotScribe grants You a revocable, non-exclusive, non-transferable, non-sublicensable license to:  
  • install and use the Software on devices You own, control or have legal permission to use; and  
  • access and use the Service in the territories in which dotScribe offers the Service.  
All rights not expressly granted are reserved by dotScribe.  

3. Use Restrictions  
3.1 Prohibited Conduct. You shall not, directly or indirectly:  
  a. copy, reproduce, distribute, sublicense, sell, lease, assign, transfer or otherwise exploit any portion of the Software or Service;  
  b. modify, translate, port, create derivative works of, decompile, reverse-engineer, disassemble or attempt to derive any source code or trade secrets;  
  c. remove or alter any proprietary, trademark or copyright notices;  
  d. benchmark, compare or evaluate performance against any third-party product without dotScribe’s prior written consent;  
  e. store, cache or replicate dotScribe server content outside the Software or Service;  
  f. store, save or retain PHI in or through the Software or Service—other than via our zero-data-retention AI endpoints covered by Section 21 (HIPAA Business Associate Agreement);  
  g. use the Software or Service in any manner that dotScribe deems unauthorized;  
  h. use, display, mirror, frame, scrape, crawl or otherwise employ automated means (including bots, spiders, scrapers or data-mining tools) to access, monitor or collect any content from the Service;  
  i. forge or manipulate HTTP headers or other identifiers to disguise the origin of any content or requests;  
  j. impersonate any person or entity, or otherwise misrepresent Your affiliation; or  
  k. interfere with, disrupt or overload the Service or any systems or networks connected to the Service.

3.2 Legal Compliance. You shall comply with all applicable federal, state, local and international laws, regulations and standards, including but not limited to HIPAA, HITECH, GDPR and other data protection requirements. You may not use the Software or Service in a way that imposes additional legal or regulatory obligations on dotScribe or its service providers.  

3.3 Investigational & Informational Use. The Software and Service are provided solely for investigational and informational purposes as an adjunct to a licensed healthcare professional’s clinical judgment. Use of the Service does not create a physician–patient relationship, nor is it intended to replace independent clinical judgment. You shall not rely on them for diagnosis or treatment decisions.  
 
4. Modifications to Service  
dotScribe may modify, suspend or discontinue any feature of the Software or Service at any time, for any reason, without liability to You. For material changes to core functionality or pricing, dotScribe will endeavor, but is not required, to notify You in advance.  

5. Fees, Taxes & Refunds  
5.1 Fees. All fees for the Software and Service are billed in advance, are non-refundable except as required by law, and are exclusive of all taxes, duties or levies.  
5.2 Renewals. Subscriptions auto-renew at the then-current rates unless canceled prior to the renewal date.  
5.3 Late Payments. dotScribe may suspend or terminate Your access for non-payment. You remain liable for all unpaid amounts plus any collection costs and attorneys’ fees.  
5.4 Taxes. You are responsible for all applicable taxes (excluding dotScribe’s net income taxes) and shall indemnify dotScribe for any penalties or interest arising from Your failure to pay.  

6. Disclaimer of Warranties  
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND SERVICE ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS. DOTSCRIBE EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, ACCURACY, TITLE, QUIET ENJOYMENT AND NON-INFRINGEMENT.  

7. Limitation of Liability  
7.1 Exclusion of Damages. IN NO EVENT SHALL DOTSCRIBE OR ITS OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.  
7.2 Aggregate Cap. DOTSCRIBE’S AGGREGATE LIABILITY FOR ANY CLAIM ARISING UNDER THIS AGREEMENT SHALL NOT EXCEED TEN U.S. DOLLARS (US $10).

7.3 Claim Period. Any claim arising under this Agreement must be brought within six (6) months after the cause of action accrues.

 

8. Indemnification  
You shall indemnify, defend and hold harmless dotScribe, its affiliates and their officers, directors, employees, licensors and service providers (collectively, “Indemnified Parties”) from and against any and all claims, damages, liabilities, losses and expenses (including reasonable attorneys’ fees) arising out of or relating to:  
  (a) Your breach of this Agreement;  
  (b) Your use of the Software or Service; or  
  (c) Your infringement of any third-party rights.  

9. Confidentiality  
You shall hold dotScribe’s Confidential Information (including technical, business or customer data) in strict confidence and not disclose it except to Your legal counsel under binding confidentiality obligations at least as protective as this Agreement. No reciprocal obligation of confidentiality applies to Your information.  

10. Data Collection, Monitoring & Privacy

10.1 Monitoring. dotScribe may monitor Your use of the Software and Service to ensure compliance, secure systems, troubleshoot issues, improve functionality and meet legal obligations.  
10.2 Data Use. dotScribe may collect, store, analyze and use any data or content You submit or generate through the Software or Service only after de-identification and aggregation, and may share or sell such de-identified, aggregated data to third parties that agree to abide by dotScribe’s data-handling standards. You may opt out of data sharing by contacting support@dotscribe.com.  
10.3 Privacy Policy. Collection, use and disclosure of personal data are governed by our Privacy Policy (https://dotscribe.com/privacy-policy). By using the Software or Service, You consent to those practices.  

11. Support  
Support and FAQ resources are available via dotScribe’s website. Additional support (e.g., email or other channels) may be provided at dotScribe’s discretion.  

12. Materials Submitted to dotScribe  
12.1 Ownership. You ensure ownership of created and submitted User Materials.  
12.2 License. You grant dotScribe a perpetual, worldwide, royalty-free, sublicensable license to use, reproduce, modify and display User Materials to provide and improve the Software and Service.  
12.3 No Obligation. dotScribe is not obligated to publish, monitor, back up or protect User Materials and may remove or delete them at its discretion.  

13. Third-Party Materials  
The Service may link to or surface third-party content, products or services (including websites). Use of such third-party offerings is at Your sole risk and governed by the third party’s terms. dotScribe disclaims all liability for third-party offerings.

 

14. Copyright & Takedown Procedures  
14.1 If You believe any content on the Service infringes Your copyright, You may request removal by sending a notice to support@dotscribe.com.  
14.2 Your notice must include: identification of the copyrighted work; identification and location of the infringing material; Your name, address, telephone number and email; a statement of good-faith belief; a statement under penalty of perjury that the information is accurate; and Your signature or electronic equivalent.  
14.3 We may suspend or terminate the accounts of repeat infringers in appropriate circumstances.  
 

15. Acceptable Use  
15.1 Report Violations. You shall promptly report any known violations of this Agreement or applicable law.  
15.2 Accurate Information. You agree to provide and maintain accurate and complete account information.  
15.3 Prohibited Content. You shall not use the Software or Service to submit or distribute illegal, harmful, defamatory, obscene, infringing or offensive content.  
15.4 Security Testing. You shall not perform unauthorized security testing (including vulnerability scanning or penetration testing) without dotScribe’s prior written consent.  
15.5 No Disruption. You shall not engage in any activity that disrupts the Software, Service or other users’ systems.  
 
16. Secure Access  
You are responsible for safeguarding Your login credentials. You must immediately notify dotScribe of any unauthorized use of Your account.  

17. Export Compliance  
You represent and warrant that You will comply with all U.S. and international export laws and regulations and confirm that You are not located in or a national of any embargoed or sanctioned jurisdiction.  

18. Governing Law & Dispute Resolution

This Agreement and any claim arising out of or relating to it shall be governed by the laws of the State of Arizona, without regard to conflict of laws principles. Except for claims for injunctive or other equitable relief, all disputes shall be resolved by binding arbitration in Phoenix, Arizona under the American Arbitration Association’s rules, on an individual basis. You waive any right to a jury trial or to bring class or collective actions.  

19. Term, Termination, Suspension & Effects  
19.1 Term. This Agreement is effective upon Your acceptance and continues until terminated.  
19.2 Termination at Will. dotScribe may suspend or terminate Your access at any time, for any reason, without notice.  
19.3 Suspension. dotScribe may suspend Your access for non-payment, misuse or legal requirement.  
19.4 Effects of Termination. Upon termination, You must cease all use of the Software and delete all copies. dotScribe may permanently delete all User Materials and account data immediately, without liability or obligation to return or escrow. Sections 1, 4, 6–10, 12, 18–19 and 21 survive.  
 
20. Miscellaneous  
20.1 Assignment. You may not assign or delegate this Agreement without dotScribe’s prior written consent. dotScribe may assign or delegate at will.  
20.2 Entire Agreement. This Agreement, including the HIPAA Business Associate Agreement (Section 21), constitutes the entire agreement between You and dotScribe and supersedes all prior agreements.  
20.3 Severability. If any provision is held invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force.  
20.4 No Waiver. The failure to enforce any right does not constitute a waiver of that right.  
20.5 Force Majeure. Neither party shall be liable for delays or failures caused by events beyond its reasonable control.  
20.6 Notices. All notices shall be delivered in accordance with the contact information in Your account or as otherwise specified by dotScribe.  
 

21. HIPAA Business Associate Agreement (“BAA”)  
This BAA applies only to our zero-data-retention AI features through which You may submit PHI; storing or saving PHI elsewhere in the Software or Service is prohibited.
21.1 Permitted Uses & Disclosures. Business Associate may use or disclose PHI only to:  
  • perform dotScribe’s zero-data-retention AI services under this Agreement;  
  • manage and administer dotScribe’s operations in compliance with the Minimum Necessary standard;  
  • comply with legal obligations (as Required By Law).
21.2 Prohibited Uses & Disclosures. Business Associate shall not use or disclose PHI in any manner that would violate Subpart E of 45 C.F.R. Part 164 if done by a Covered Entity.
21.3 Safeguards & Security. Business Associate shall implement and maintain administrative, physical and technical safeguards (e.g., AES-256 encryption, user authentication, audit logs, incident response) to protect ePHI in transit and during processing.
21.4 Security Incident & Breach Notification. Business Associate shall report any breach of Unsecured PHI or impermissible use or disclosure to Covered Entity within seventy-two (72) hours of discovery; unsuccessful security incidents (e.g., blocked intrusion attempts) require no notice.
21.5 Subcontractors. Business Associate shall ensure that all Subcontractors that create, receive, maintain or transmit PHI agree in writing to the same restrictions and safeguards.
21.6 Access, Amendment & Accounting. At Covered Entity’s request—and only to the extent PHI has been inadvertently retained in a Designated Record Set (45 C.F.R. § 164.524–164.528)—Business Associate shall: 

  • provide access to that PHI;  
  • make amendments as directed;  
  • provide an accounting of disclosures.
21.7 Return or Destruction of PHI. Because Business Associate does not retain PHI beyond transient processing, Return or Destruction obligations arise only if PHI is retained in error. In such cases, Business Associate shall securely destroy retained PHI as soon as practicable. If destruction is infeasible, Business Associate shall extend HIPAA protections and limit further use or disclosure to those required by law until destruction is feasible.
21.8 Cooperation with HHS OCR. Business Associate shall make its practices, books and records relating to PHI available to the U.S. Department of Health and Human Services Office for Civil Rights for audits or investigations.
21.9 Covered Entity Obligations. Covered Entity shall notify Business Associate of any restrictions or revocations in authorizations affecting PHI (45 C.F.R. § 164.522) and provide its HIPAA Privacy Notice.
21.10 Term & Survival. This BAA is effective as of Your account creation and continues until this Agreement is terminated. Sections 21.3–21.7 and 21.10 survive termination.
21.11 Regulatory References & Amendment. References to HIPAA include all implementing regulations, HITECH and subsequent OCR guidance. The parties shall amend this BAA as necessary to comply with changes in law or guidance.
21.12 Governing Law & Dispute Resolution. To the extent not superseded by this BAA, it is governed by Arizona law and subject to the arbitration and jury-waiver provisions in Section 18 of the main Terms.

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