Terms of use
Effective [EFFECTIVE DATE]
These terms are an agreement between you and [LEGAL ENTITY NAME], a [STATE OF ORGANIZATION] company ("we", "us"), and govern your use of the ProviderPlots website, data, tools, exports and any related service (together, the "Service"). By creating an account, buying a licence, or using the Service, you agree to these terms. If you use the Service for an organization, you agree on its behalf and confirm you have authority to do so; "you" then includes that organization.
Read section 6 (data accuracy), section 7 (disclaimer of warranties) and section 8 (limitation of liability) closely. They limit what we are responsible for.
1. What the Service is
The Service is a reference compiled from public records (for example federal and state government data), company disclosures, news and other published sources, and from our own research, matching and analysis. It describes healthcare facilities, the organizations that operate and own them, their relationships, and related market information.
The Service is provided for general business research and information only. It is not investment, legal, accounting, tax, regulatory, medical or other professional advice, and it is not an offer or solicitation to buy or sell any security or business. Nothing in the Service creates a fiduciary, advisory or professional relationship between you and us.
2. Accounts
- You must give accurate information when you register and keep it current. You must be at least 18 and using the Service for business, professional or research purposes.
- Each account is for one named person. Do not share your sign-in or let anyone else use your account. You are responsible for everything done under your account.
- Tell us promptly at the address in section 16 if you believe your account has been used without permission.
- We may refuse, suspend or close an account that breaks these terms, that we reasonably believe is being used to copy the Service, or where required by law.
3. Licences, seats and fees
- Each purchase gives access to the Service for one year from its start date, shown on your account page. Access does not renew automatically; a new purchase is needed to continue.
- A purchase that includes a CSV export covers the export of the one provider category (vertical) named at purchase, which you may download again during the year to receive updated data. Each download is a separate licensed copy. A purchase of site access alone does not include exports.
- An individual licence covers one named user. An organization's site licence covers up to the number of named users stated at purchase, at most five. Seats may be reassigned to another person in the same organization; a seat may not be shared or rotated to give more people access than were bought.
- Fees are stated at purchase or on an order form, and are payable in advance (by card) or within the time stated on the invoice. Fees exclude taxes, which you pay except for taxes on our income.
- Fees are non-refundable except where these terms say otherwise (section 6.4) or where the law requires a refund.
- If an invoice is unpaid when due, we may suspend access until it is paid, and may end the licence if it remains unpaid 30 days after we give notice.
- If you buy under a signed order form, the order form governs where it conflicts with these terms.
4. What you may do with the data
During your licence, we grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service and its data for your own internal business, professional or research purposes, subject to these terms.
You may include limited excerpts of the data (insubstantial portions, such as the facilities or owners relevant to one project) in analyses, memos, reports and presentations that you prepare for your own organization or for your clients, provided that you cite ProviderPlots as a source, include the date the data was retrieved, and do not present the excerpt as verified by us. You remain responsible to your clients for that work (section 6.3).
5. What you may not do
You may not, and may not help or allow anyone else to:
- scrape, crawl, spider or otherwise collect data from the Service by automated means, or use bots, scripts, headless browsers or similar tools to access it, except the export features we provide;
- download, copy or extract all or a substantial part of the data, or extract insubstantial parts repeatedly or systematically, including across several accounts;
- get around, disable or interfere with rate limits, bot checks, access controls, watermarks or other protections, or create accounts to avoid them;
- sell, resell, license, publish, redistribute or provide the data to anyone outside your organization except as section 4 allows;
- use the Service or its data to build, train, improve or supplement a product, database or model that competes with the Service, or to provide the data as a service to others;
- remove or alter source notes, dates, attribution or identifying marks in the data or exports;
- use any information about individuals in the Service to make decisions about a person's credit, insurance, employment, housing, or eligibility for a government benefit or licence, or for any other purpose covered by the Fair Credit Reporting Act; the Service is not a consumer reporting agency and its data is not a consumer report;
- use the Service to harass, stalk, solicit or market to individuals in breach of applicable law, or for any unlawful purpose;
- use the Service to make clinical or patient-care decisions, or to choose a provider for a patient;
- probe, scan or test the Service's vulnerabilities, or interfere with its operation.
6. Data accuracy, and your responsibility to verify
6.1 The data may be wrong, incomplete or out of date. It is drawn from many sources that we do not control and that may themselves contain errors, gaps, delays or inconsistent names. Ownership, control, operating and affiliation relationships change often and are frequently not disclosed publicly. Much of the Service is the result of matching records across sources, of research, and of judgement and inference (for example linking a facility to an operator, an operator to a parent, or estimating counts and market shares), any of which can be wrong. Dates shown as "last confirmed" or "as of" record when a source supported a fact; they do not mean the fact is still true. We do not guarantee that any facility, organization, relationship, count, share, date or other data point is accurate, complete or current, and we have no obligation to update or correct the data.
6.2 You must verify independently any data that you rely on, including against primary sources, before using it in any decision, transaction, valuation, investment, filing, publication or advice. You are solely responsible for your decisions and for how you use the Service and its data, and you rely on the data at your own risk.
6.3 If you use the data in work for your clients or others, you are solely responsible to them for that work. They are not parties to these terms and may not rely on them or on the Service; you must not represent to anyone that we have verified or stand behind any data.
6.4 If you find an error, tell us through the correction link on the page or the address in section 16. We will review the report and decide, at our discretion, whether to change the data. If an error that you report materially affects your use of the Service and we cannot correct it within 30 days, you may ask us to end your licence, and we will refund the fees you paid for the remaining unused part of it. That review, correction or refund is your sole and exclusive remedy, and our entire responsibility, for any error, omission or inaccuracy in the data.
7. Disclaimer of warranties
TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE AND ALL DATA, EXPORTS, TOOLS AND CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF ACCURACY, COMPLETENESS, TIMELINESS, RELIABILITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, OR THAT ANY ERROR WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
8. Limitation of liability
TO THE FULLEST EXTENT PERMITTED BY LAW: (A) WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, OPPORTUNITY, GOODWILL, DATA OR ANTICIPATED SAVINGS, OR ANY LOSS ARISING FROM AN INVESTMENT, ACQUISITION, TRANSACTION OR OTHER DECISION, IN EACH CASE ARISING OUT OF OR RELATING TO THE SERVICE, ITS DATA OR THESE TERMS, EVEN IF WE WERE ADVISED OF THE POSSIBILITY; AND (B) OUR TOTAL LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE, ITS DATA OR THESE TERMS IS LIMITED TO THE GREATER OF THE FEES YOU PAID US FOR THE SERVICE IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED U.S. DOLLARS (USD 100).
THESE LIMITS APPLY WHATEVER THE LEGAL THEORY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, STATUTE OR OTHERWISE) AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THEY DO NOT LIMIT LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW. THE FEES REFLECT THIS ALLOCATION OF RISK, WHICH IS AN ESSENTIAL PART OF THE BARGAIN.
9. Indemnity
You will defend, indemnify and hold harmless [LEGAL ENTITY NAME] and its owners, officers, employees and contractors against any claim, demand, loss, liability, damages, cost or expense (including reasonable legal fees) arising out of or relating to: (a) your use of the Service or its data, including any decision, transaction or work product based on it; (b) any claim by your clients or any other person who received or relied on data or work you provided; (c) your breach of these terms; or (d) your violation of any law or of anyone's rights.
10. Our rights in the Service
We do not claim ownership of facts or of public-domain government records. We own, or are licensed to use, the Service itself and our original work in it, including our research, our selection, coordination and arrangement of the data, our identifiers, matching and relationships, our descriptions, methods and software. Except for the licence in section 4, no rights are granted to you.
Every export is marked to identify the account and the download it was made for, so that unauthorized copies can be traced. The marks include a licence notice, small variations in non-material digits (for example, coordinates may differ from the source by under one metre), the order of rows, and a small number of fictitious marker records that do not describe real providers. Marker records are not data about any real facility or organization, and you must not rely on them, contact anyone based on them or remove them. Removing or altering any mark is a breach of section 5.
If you send us suggestions or corrections, we may use them without restriction or payment.
11. How we monitor use
To protect the Service, support your account and enforce these terms, we record how accounts use the Service, including the pages each signed-in user opens, the time, and technical details such as IP address and browser. Our privacy statement explains this. We may investigate and act on suspected misuse, including by suspending access.
12. Third-party sources and services
The Service links to and cites third-party websites and sources, and uses third-party services (for example map tiles and bot checks). We are not responsible for them, for their content or availability, or for changes they make. Some sources require attribution, which we show and which you must keep when you use excerpts.
13. Suspension and termination
- You may stop using the Service at any time. Ending use early does not entitle you to a refund except under section 6.4.
- We may suspend or end your access immediately if you breach section 5, if we reasonably believe your account is being used to copy the Service or is compromised, or if required by law. Where the breach can be fixed and the law allows, we will tell you and give you a reasonable chance to fix it first.
- When your access ends, your licence ends. If it ends because of your breach or non-payment, you must stop using and delete any data you exported, except excerpts already included in finished work under section 4.
- Sections 5 to 10, 13, 14 and 15 continue after your access ends.
14. Changes
We may change the Service, including its data, coverage, features and tools, at any time. We may change these terms; we will post the new version with its effective date and, for material changes, notify account holders by email or on the site at least 30 days before they take effect. A change does not apply to a dispute that arose before it. If you do not agree to a change, stop using the Service; continued use after the effective date means you accept it.
15. Law, disputes and general terms
- These terms are governed by the laws of [GOVERNING-LAW STATE], without regard to its conflict-of-laws rules. The courts in [COUNTY AND STATE OF VENUE] have exclusive jurisdiction over any dispute, and you and we consent to them. [LAWYER: consider arbitration and a class-action waiver here.]
- Each party waives any right to a jury trial, to the extent the law allows.
- Any claim must be brought within one year after it arises, to the extent the law allows; after that it is barred.
- These terms (with any order form) are the entire agreement about the Service and replace earlier understandings. If any part is unenforceable, it is limited to the minimum extent necessary and the rest stays in effect. A failure to enforce a term is not a waiver.
- You may not assign these terms without our written consent. We may assign them in a merger, acquisition or sale of the Service.
- Neither party is liable for delay or failure caused by events beyond its reasonable control.
- You will comply with applicable export control and sanctions laws.
16. Contact
[LEGAL ENTITY NAME], [MAILING ADDRESS]. Email: [legal@YOUR-DOMAIN]. Notices to you go to the email address on your account.