1. Agreement
These Terms of Service (“Terms”) constitute a legal agreement between you (“Customer”) and Northern Software Consulting, LLC (“ContactFollowUp”) governing your access to and use of the ContactFollowUp software-as-a-service platform (the “Service”). By creating an account or otherwise accessing the Service, you agree to be bound by these Terms.
2. Eligibility
You must be at least 18 years old and have the authority to bind the entity on whose behalf you are registering. If you are using the Service on behalf of a healthcare practice or other covered entity, you represent that you have authority to bind that entity.
3. The Service
ContactFollowUp is a HIPAA-aware customer relationship management, practice management, and patient portal application. Specific features available to you depend on your subscription tier (Starter, Pro, or Enterprise) and any optional add-ons.
4. Trial period
We offer a 14-day free trial for new customers. No credit card is required. The trial ends automatically at 14 days unless you start a paid subscription. We do not auto-charge a card at trial end.
5. Subscriptions and fees
- Fees are stated on the pricing page and in your order form.
- Per-seat subscriptions are billed monthly or annually, in advance.
- Annual subscriptions receive a 20% discount per seat.
- Mid-term seat additions are pro-rated; mid-term seat reductions take effect at the next renewal.
- Fees are non-refundable except as required by law.
- Late payments accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.
6. HIPAA carve-out: Business Associate Agreement
Where you are a HIPAA covered entity or another business associate and ContactFollowUp handles Protected Health Information (“PHI”) on your behalf, the parties will execute a Business Associate Agreement (“BAA”). In the event of any conflict between these Terms and the BAA with respect to PHI, the BAA controls. The BAA is incorporated by reference into these Terms.
7. Customer Data and ownership
Customer Data (including PHI) is and remains your property. We claim no ownership of Customer Data. We process Customer Data solely to provide the Service to you under your instructions, and in the case of PHI, under the BAA.
8. Customer obligations
- You must comply with HIPAA, state privacy laws, and any other laws applicable to the data you store.
- You are responsible for the security of the credentials issued to your workforce.
- You will not upload data subject to GLBA, FERPA, or PCI-DSS without first contacting us.
- You will sign a BAA with each of your downstream subprocessors per HIPAA's Business Associate provisions.
- You are responsible for all activity on your account, whether authorized or not.
9. Acceptable use
You may not use the Service to:
- Send unsolicited commercial messages (spam).
- Transmit malware, conduct intrusion attempts, or interfere with the Service.
- Reverse-engineer, decompile, or attempt to discover the source code of the Service except to the extent allowed by law.
- Resell or sublicense the Service to third parties.
- Use the Service for any purpose prohibited by U.S. or other applicable law.
10. Security
We will maintain the technical and organizational measures described in our Security posturepage, including but not limited to AES-256-GCM encryption of PHI at rest, an immutable audit log, role-based access controls, and the incident-response posture described therein.
11. Confidentiality
Each party will treat the other party's non-public information disclosed in connection with the Service as confidential and will not disclose it to third parties except as needed to perform under these Terms or as required by law.
12. Service levels
We target 99.9% monthly uptime on the multi-tenant cluster and 99.95% on single-tenant Enterprise deployments. Live status at status.contactfollowup.com. Service-credit remedies for missed SLAs are documented in your order form.
13. Suspension and termination
- By us— we may suspend or terminate access for non-payment (after 10 days' notice) or for material breach of these Terms (after 30 days' notice and opportunity to cure).
- By you — you may terminate at any time. Annual prepayments are non-refundable; monthly subscriptions end at the close of the current billing month.
- Data on termination — for 30 days after termination we will make Customer Data available for export. After 30 days we will delete Customer Data from active systems; backups are purged within 35 days.
14. Warranties
We warrant that the Service will perform materially in accordance with our published documentation. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND HEARTHNOTE DISCLAIMS ALL OTHER WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
15. Indemnification
Each party will indemnify the other against third-party claims arising from that party's gross negligence, willful misconduct, or material breach of these Terms. The indemnifying party has sole control over the defense and settlement, provided no settlement admits liability without the other party's consent.
16. Limitation of liability
EXCEPT FOR (A) BREACH OF CONFIDENTIALITY, (B) INDEMNIFICATION OBLIGATIONS, (C) BREACH OF THE BAA, OR (D) GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER PARTY'S TOTAL LIABILITY UNDER THESE TERMS WILL EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO HEARTHNOTE DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE CLAIM. NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES.
17. Governing law and disputes
These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. Any dispute will be resolved in the state or federal courts located in New Castle County, Delaware. Each party waives any objection to venue or personal jurisdiction in those courts.
18. Changes to these Terms
We may update these Terms from time to time. Material changes will be posted at this URL and emailed to account administrators at least 30 days before they take effect.
19. Miscellaneous
- These Terms (plus the BAA and any order form) are the entire agreement between the parties.
- Neither party may assign these Terms without the other party's consent, except in connection with a merger or sale of substantially all assets.
- If any provision is held unenforceable, the remaining provisions remain in force.
- No waiver of any breach is a waiver of any other breach.
20. Contact
For legal notices, email legal@contactfollowup.com. Postal address available on request.