- Documents Incorporated by Reference
"HIPAA" means the Health Insurance Portability and Accountability Act of 1996;
"Protected Health Information" or "PHI" means protected health information as defined by HIPAA's Privacy Rule found at 45 C.F.R. § 160.103;
In order to use the Services and Greenspace Platform in respect of a Patient, you are required to have a clinical relationship with the Patient outside of the Greenspace Platform. You are solely responsible for obtaining your Patients' informed consent, where applicable, to treatment using the Greenspace Platform. It is your sole responsibility for ensuring all Patients associated with a Treatment Provider's account on Greenspace are being provided psychotherapy services by the Treatment Provider at your Clinic.
In order to associate a Treatment Provider with your account on the Greenspace Platform, you must either (i) provide the Treatment Provider with the unique registration link provided to you; or (ii) send the full names and email addresses of each Treatment Provider to be associated with your account to the Greenspace administrator at firstname.lastname@example.org. For greater clarity, 'associating' a Treatment Provider with your account on the Greenspace Platform allows you to: (i) view information and assessment results of all Patients associated with such Treatment Provider's account on the Greenspace Platform; and (ii) facilitate the delivery of assessments to Patients on behalf of the Treatment Provider.
In order to use the Services and Greenspace Platform in respect of a Treatment Provider, you are required to have a clinical relationship with the Treatment Provider outside of the Greenspace Platform. You are solely responsible for obtaining your Treatment Providers' informed consent, where applicable, to associate each Treatment Provider with your account on the Greenspace Platform.
The Greenspace Platform includes, without limitation, the following services (collectively, the "Services"):
- the facilitation or the delivery of assessments to Patients, as solely provided by you and/or the applicable Treatment Provider;
- the display of the results of such assessments to You, the applicable Treatment Providers and their Patient(s);
- the facilitation or the delivery of an intake questionnaire to Patients;
- the recording and storage of progress notes and documents;
- the facilitation of communication and collaboration between You and other health care providers for the benefit of your Patients; and
- the provision of other information about Greenspace and our products and services through the Greenspace Platform.
THE SERVICES DO NOT INCLUDE THE PROVISION OF HEALTH CARE SERVICES, MENTAL HEALTH SERVICES, SOCIAL OR PSYCHOTHERAPY SERVICES, OR ANY OTHER PROFESSIONAL SERVICES BY GREENSPACE. Greenspace is simply a technology service provider that facilitates the Services through the Greenspace Platform.
YOU ARE NOT AN EMPLOYEE OR AGENT OF GREENSPACE AND GREENSPACE DOES NOT CREDENTIAL YOU OR HAVE ANY OVERSIGHT OF THE CARE YOU OR YOUR TREATMENT PROVIDERS PROVIDE TO PATIENTS. Each Clinic is an independent organization who is solely responsible for any health care services or social or psychotherapy services provided to Patients by its Treatment Providers, and who is also solely responsible for obtaining each Patient's informed consent, where required, to any medical treatment, including without limitation, the Patient's consent to use the Services.
While the Greenspace Platform and Services may provide access to certain general medical information, the Services cannot and are not intended to provide medical advice to Patients. THE CONTENT ON THE GREENSPACE PLATFORM IS NOT AND SHOULD NOT BE CONSIDERED MEDICAL ADVICE OR A SUBSTITUTE FOR INDIVIDUAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT.
No representation or warranty is made that any particular assessment or treatment is safe, appropriate or effective, and Greenspace does not endorse or advocate any treatment method.
The Greenspace Platform and the Services do not constitute a medical device, clinical decision support system, or other diagnostic tool. If permitted, Treatment Providers are responsible for making their own diagnosis of the Patient or must receive such diagnosis from a qualified health care provider. For greater clarity, no Services provided by Greenspace shall be construed as a diagnosis of a Patient.
Greenspace is not responsible for the quality or effectiveness of the assessments provided by the Greenspace Platform. You and the Treatment Provider are responsible for selecting the appropriate assessments for Patients.
By using the Greenspace Platform and the Services, you represent and warrant that:
- All registration information you submit is accurate and truthful and you will maintain the accuracy of such information;
- You are, and will be at any time that you use the Greenspace Platform and Services, permitted to facilitate the provision of psychotherapy services, and shall meet all other legal requirements to facilitate the provision of psychotherapy services to Patients in the state(s) in or from which you provide such services;
- There are no pending investigations, actions or other proceedings, in any jurisdiction, against you or any of your Treatment Providers, in which claims are made that you or any of your Treatment Providers have made errors or omissions or that otherwise relate to, or arise from the performance of, your duties as an organization providing psychotherapy services by Treatment Providers.
- No judgments have been rendered against you or any of your Treatment Providers, in any court of competent jurisdiction or arbitral tribunal in any jurisdiction in any proceeding related to, or arising from, the performance of your duties as an organization providing psychotherapy services by Treatment Providers;
- There are no pending or actual referrals, inquiries, complaints or investigations against you, before your regulatory college, licensing board or any other medical governing body;
- No committee or body of any medical governing body having similar authority nor any court has ever made a finding of professional misconduct or incompetence against you, nor revoked or suspended your certificate of authorization, registration or licence to facilitate the provision mental health care services or social or psychotherapy services.
- You have no criminal record for which a pardon or expungement order has not been granted and you are not under any criminal investigation, proceeding or charge in any jurisdiction;
- Your use of the Greenspace Platform and Services does not violate any applicable law or regulation; and
Your profile may be removed and your participation may be terminated without warning if Greenspace believes that you are in breach of any of the foregoing representations and warranties. You agree to immediately apprise Greenspace in writing of any change in any of the representations and warranties set forth above, and to immediately cease to use the Greenspace Platform and Services until the change in circumstance is reviewed by Greenspace and you are re-authorized in writing to resume use of the Greenspace Platform and Services. Despite the foregoing representations and warranties and your duty to give immediate notice of any change thereto, you acknowledge and agree that Greenspace does not have any oversight of your Treatment Providers or the care you and the Treatment Providers provide to Patients.
You are required to maintain appropriate insurance coverage to conduct your practice and facilitate the provision of psychotherapy services to each Patient by Treatment Providers and to use the Services and the Greenspace Platform. You acknowledge that Greenspace does not maintain insurance coverage to cover the provision of health care or psychotherapy services by you or your Treatment Providers. It is your sole responsibility to confirm with your insurance provider whether you are covered for all liabilities potentially arising from the provision of health care or psychotherapy services to Patients and to use the Services and the Greenspace Platform.
In order to access the Private Portal and certain of the Services you will be required to complete an online registration form and become a registered user of the Greenspace Platform by creating an account ("Account"). To create an Account, you must be of legal age to form a binding contract. If you are not of legal age to form a binding contract, you may not register to use the Services.
In consideration for your use of the Greenspace Platform and the Services provided on it, you agree to provide true, current, complete and accurate information as requested on any registration form to which the Greenspace Platform may direct you, and to update that registration information as soon as possible after any information on such registration form changes.
By using the Greenspace Platform and the Services, you represent and warrant that:
- You will obtain all necessary consents from your patients, and that your patients have agreed to the collection of their Personal Information (including PHI) through the Greenspace Platform.
- You will complete such non-clinical training regarding the Services and the Greenspace Platform as may be required by Greenspace;
- You will complete an online profile ("Profile") describing the Clinic in such form and having such content as Greenspace may determine and communicate to you from time-to-time.
- You will at all times use the Greenspace Platform and the Services in accordance with all applicable federal, state and local regulations, as well as the applicable ethical and professional standards applicable to you now in effect or as may be adopted from time to time by any regulatory college having jurisdiction over you;
- It is your sole responsibility to ensure that the information in your Profile is current and accurate. This contact information includes, but is not limited to, name, address, phone numbers, e-mail addresses, types of licensure and license information. Changes to your contact information can be made in your Account. You will promptly update and notify Greenspace of any change in this information. You are solely responsible for any liability or expense resulting from outdated or inaccurate information; and
- upload, post, email or otherwise transmit any Content (as defined in Section 17 below) to which you do not have the lawful right to copy, transmit and display (including any Content that would violate any confidentiality or fiduciary obligations that you might have with respect to the Content);
- use the Services to collect or store personal data about other users without their express permission;
- knowingly include or use any false or inaccurate information in any profile;
- circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content;
- attempt to probe, scan or test the vulnerability of any Greenspace system or network or breach or impair or circumvent any security or authentication measures protecting the Services;
- attempt to decipher, decompile, disassemble, reverse engineer, or otherwise attempt to discover or determine the source code of any software or any proprietary algorithm used to provide the Services;
- use the Services in any way that competes with Greenspace, including, without limitation, misrepresenting one's identity or posing as a current or prospective patient in order to solicit or recruit Treatment Providers, directly or indirectly; or
- encourage or instruct any other person or entity to do any of the foregoing.
A Patient may submit Personal Information on the Greenspace Platform and authorize you to access to such Personal Information. Greenspace is a provider of services for the purpose of enabling you, as a health care provider, to use electronic means solely to access and use Personal Information. Greenspace is not an electronic medical records (EMR) system and you are solely responsible for maintaining your Patients’ medical records in accordance with applicable laws, regulations and health regulatory college policies, whether in hard copy or through the use of an EMR service provider.
You agree to release and indemnify Greenspace from all claims and liability arising out of your failure to have the Patient confirm the accuracy of their Personal Information or arising out of any omissions or errors in any Personal Information provided through the Services. You have no rights in the Personal Information maintained by Greenspace other than as is expressly provided hereunder.
In the event that you elect to use the Greenspace Platform, you shall pay Greenspace the fees as set out on the Website for Greenspace's Services and the use of the Website as invoiced by Greenspace. Greenspace may increase such monthly fee upon thirty (30) days prior notice to you. Payments required of you represent fair market value for your use of the Services.
You agree to pay all fees and charges for Services within thirty (30) days of your receipt of Greenspace's invoice, and you authorize us to automatically deduct all applicable charges and fees from your designated Payment Account(s) as set forth in your Profile.
You agree that all electronic communications that we receive in connection with the Services, such as those directing us to take an action with respect to your account, that match your Account information or other identity information you have provided when enrolling in or using the Greenspace Platform, will be deemed valid, authentic and binding.
You agree (to the maximum extent permitted by law) to hold harmless Greenspace and its vendors and suppliers and protect and indemnify Greenspace and its vendors and suppliers from and against any and all claims, losses, liability, damages and/or demands (including, without limitation, reasonable attorneys' fees and court costs) of any kind, direct or indirect, arising out of or in any way connected with any Services rendered by Greenspace pursuant to or in accordance with any and all electronic communications for which we have attempted to verify your identity as set forth above.
You agree that all electronic communications, including but not limited to data entry, will not be fraudulent or otherwise incorrect, and that you have the right to disclose any information that you disclose to Greenspace.
Your use of the Services and Content is at your sole discretion and risk. The Services and Content, and all materials, information, products and services included therein, are provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind. Nothing contained in the Services is intended to provide medical, legal, accounting, tax, business, or financial advice. You should consult your own professional advisor on such matters.
GREENSPACE AND ITS LICENSORS AND AFFILIATES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, RELATING TO THE SERVICES AND CONTENT, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING, OR COURSE OF PERFORMANCE. GREENSPACE AND ITS LICENSORS AND AFFILIATES MAKE NO WARRANTY THAT THE CONTENT YOU ACCESS ON OUR WEBSITE OR USING OUR SERVICES SATISFIES THE LAWS AND REGULATIONS REQUIRING THE DISCLOSURE OF INFORMATION FOR PRESCRIPTION DRUGS.
IN ADDITION, GREENSPACE AND ITS LICENSORS AND AFFILIATES DISCLAIM ANY WARRANTIES REGARDING SECURITY, ACCURACY, RELIABILITY TIMELINESS AND PERFORMANCE OF THE SERVICES OR THAT THE SERVICES WILL BE ERROR FREE OR THAT ANY ERRORS WILL BE CORRECTED. NO ADVICE OR INFORMATION PROVIDED TO YOU BY GREENSPACE WILL CREATE ANY WARRANTY THAT IS NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
WE MAKE NO REPRESENTATIONS CONCERNING, AND DO NOT GUARANTEE, THE ACCURACY OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY INFORMATION PROVIDED THROUGH THE SERVICES OR THEIR APPLICABILITY TO YOUR INDIVIDUAL CIRCUMSTANCES. OUR SERVICES AND WEBSITE CONTENT ARE DEVELOPED FOR USE IN THE UNITED STATES AND GREENSPACE AND ITS LICENSORS AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTY CONCERNING THE SERVICES OR WEBSITE CONTENT WHEN THEY ARE USED IN ANY OTHER COUNTRY.
THE LAWS OF CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, LIABILITY OR CERTAIN DAMAGES OR LIMITATIONS OF REPRESENTATIONS MADE CONCERNING GOODS OR SERVICES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE BELOW EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU.
In particular, you agree to indemnify and hold harmless Greenspace, its affiliates, members, directors, officers, employees, agents, sponsors, and licensors for any injury, including but not limited to bodily harm or death, to you or any third party that may result from the use of or reliance on any Content.
You acknowledge that Greenspace is not a health care provider, licensed or otherwise. Greenspace cannot and will not assume responsibility for or control over the care of any Patient, which shall, at all times remain the responsibility or you and your Treatment Providers. Greenspace will not be responsible for any activity that involves the practice of medicine or the provision of health care services or social or psychotherapy services. For greater clarity, Greenspace does not provide any medical treatment, advice or opinions to Patients.
You acknowledge and agree that Greenspace is not responsible for (i) the accuracy, reliability, timeliness, or completeness of Your Information, Personal Information, other data provided by Patients or Treatment Providers, or any other data or information provided or received through the Website or the Services, (ii) the results that may be obtained from the use of the Greenspace Platform or the Services; or (iii) the provision of your services as a result of your reliance on any Personal Information or other data provided by a Patient or Treatment Provider, through the Website or the Services. Except as otherwise expressly provided herein, your use of the Services is at your own risk.
The information on the Greenspace Platform may contain typographical errors or other errors or inaccuracies, and may not be complete or current. Greenspace reserves the right to correct any errors, inaccuracies, or omissions and to change or update information at any time without prior notice to you. Greenspace will not, however, guarantee that any such errors, inaccuracies, or omissions will be corrected. Greenspace reserves the right to refuse to fill any orders or provide Services that are based on inaccurate or erroneous information on the Greenspace Platform, including, without limitation, incorrect or out-of-date information regarding pricing, payment terms, or for any other lawful reason.
We may, from time to time perform maintenance upon the Greenspace Platform or experience hardware, software or other problems related to the Greenspace Platform, resulting in interrupted service, delays or errors in the Services. We will attempt to provide prior notice of such interruptions, delays or errors but cannot guarantee that such notice will be provided.
You may terminate your Account at any time and for any reason by providing written notice to Greenspace. Upon any termination by you, your Account will no longer be accessible. Any cancellation request will be handled within 30 days of receipt of such a request by Greenspace. Notwithstanding the foregoing, Greenspace shall retain the information necessary to enable you to meet your regulated record retention requirements. Upon notification from you that you have retained the information required to meet your regulated record retention requirements, Greenspace shall return or destroy all Protected Health Information.
We shall not be deemed to have waived any of our rights or remedies hereunder unless such waiver is in writing and signed by us. No delay or omission on our part in exercising any right or remedy shall operate as a waiver of that right or remedy or any other rights or remedies. A waiver on any particular occasion shall not be construed as a bar or waiver of any rights or remedies on future occasions.
You agree that we shall have no liability of any kind for viruses, worms, Trojan horses, or other similar harmful components that may enter your computer by downloading information, software, or other materials from the Greenspace Platform.
You agree that it is the express wish of the parties that this agreement and all related documents be drawn up in English.
Last Update: April 13, 2019