Terms and Conditions

1. Acceptance of Terms

By accessing, using, or registering for any services, platforms, websites, mobile applications, or software provided by Universal Rehab Services ("Company," "we," "us," or "our"), you ("User," "you," or "your") agree to be bound by these Terms and Conditions ("Terms"). These Terms constitute a legally binding agreement between you and Universal Rehab Services.

If you do not agree to these Terms, you must immediately discontinue use of all Company services and platforms.

These Terms apply to all users of our services, including but not limited to: healthcare agencies, staffing agencies, rehabilitation facilities, therapists, physical therapists, occupational therapists, speech-language pathologists, therapy assistants, patients, healthcare administrators, and any other individuals or entities accessing our platforms.

2. Definitions

"Services" means all products, platforms, websites, mobile applications, software, tools, features, and functionalities offered by Universal Rehab Services.

"Platform" means our web-based applications, mobile applications (iOS and Android), desktop applications, APIs, and any other digital interfaces.

"Agency" means any healthcare staffing agency, rehabilitation facility, home health agency, skilled nursing facility, or other healthcare organization using our Services.

"Therapist" means any licensed or credentialed healthcare professional, including physical therapists, occupational therapists, speech-language pathologists, therapy assistants, and other rehabilitation professionals.

"Patient" means any individual receiving healthcare services through users of our Platform.

"Content" means all text, data, information, documents, images, files, and other materials uploaded, submitted, or transmitted through our Services.

"AI Features" means any artificial intelligence, machine learning, automated decision-making, natural language processing, or algorithmic features within our Services.

3. Eligibility and Account Registration

3.1 Eligibility

You must be at least 18 years of age and have the legal capacity to enter into binding contracts to use our Services. By using our Services, you represent and warrant that you meet these requirements.

3.2 Account Registration

To access certain features, you must register for an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities under your account
• Notify us immediately of any unauthorized access or security breach

3.3 Account Types

Our Platform supports multiple user types including Agency Administrators, Supervisors, Therapists, Billing Personnel, and other designated roles. Each account type has specific permissions and responsibilities as defined within the Platform.

3.4 Agency Responsibility

Agencies are responsible for all users they authorize to access the Platform, including ensuring proper training, credential verification, and compliance with these Terms.

4. Description of Services

Universal Rehab Services provides healthcare management and rehabilitation services technology solutions, including but not limited to:

• Therapist scheduling and assignment management
• Patient documentation and care coordination
• Electronic visit verification (EVV)
• Billing and claims management
• Credential and compliance tracking
• Communication tools between agencies, therapists, and patients
• Reporting and analytics
• Mobile applications for field documentation
• AI-powered features for workflow optimization
• Integration with third-party healthcare systems

5. Use of Services

5.1 Permitted Use

You may use our Services only for lawful purposes and in accordance with these Terms. You agree to use our Services only for their intended healthcare management and rehabilitation coordination purposes.

5.2 Prohibited Conduct

You agree NOT to:

• Use the Services for any unlawful purpose or in violation of any applicable laws or regulations
• Violate any federal, state, or local healthcare laws and regulations, including but not limited to HIPAA, HITECH, state privacy laws, Medicare/Medicaid regulations, and professional licensing requirements
• Access or attempt to access accounts, systems, or data not belonging to you
• Interfere with, disrupt, or create an undue burden on the Services or networks connected to the Services
• Use any automated system, including robots, spiders, or scrapers, to access the Services
• Attempt to reverse engineer, decompile, or disassemble any portion of the Services
• Transmit any viruses, malware, or other harmful code
• Impersonate any person or entity or misrepresent your affiliation
• Collect or harvest any personally identifiable information from the Services
• Use the Services to transmit spam, chain letters, or unsolicited communications
• Circumvent, disable, or interfere with security features of the Services
• Share login credentials or allow unauthorized access to your account
• Use the Services in any manner that could damage, disable, or impair the Services
• Submit false, misleading, or fraudulent information
• Use the Services to commit healthcare fraud or abuse

5.3 Professional Responsibilities

Therapists and healthcare professionals using our Platform remain solely responsible for:

• Maintaining valid and current professional licenses and certifications
• Providing appropriate and competent patient care
• Complying with all applicable standards of professional conduct
• Making independent clinical judgments regarding patient care
• Ensuring accuracy of all documentation and clinical records

6. Healthcare Compliance

6.1 HIPAA Compliance

Universal Rehab Services is committed to compliance with the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), the Health Information Technology for Economic and Clinical Health Act ("HITECH"), and all applicable federal and state privacy and security regulations.

Where applicable, we will enter into Business Associate Agreements ("BAA") with Covered Entities as required by HIPAA. Our handling of Protected Health Information ("PHI") is governed by the terms of such agreements and our Privacy Policy.

6.2 Your Compliance Obligations

You are responsible for your own compliance with all applicable healthcare laws and regulations. This includes but is not limited to:

• HIPAA Privacy and Security Rules
• State healthcare privacy laws
• Medicare and Medicaid conditions of participation
• Professional licensing requirements
• Electronic Visit Verification (EVV) requirements under the 21st Century Cures Act
• Anti-kickback statutes and Stark Law
• False Claims Act requirements

6.3 No Medical Advice

Our Services are administrative and management tools only. Nothing in our Services constitutes medical advice, diagnosis, or treatment. All clinical decisions must be made by appropriately licensed healthcare professionals exercising independent professional judgment.

6.4 Electronic Signatures

Our Platform may utilize electronic signatures for documentation. By using electronic signature features, you agree that your electronic signature is legally binding and equivalent to your handwritten signature under the Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Uniform Electronic Transactions Act (UETA).

7. Artificial Intelligence and Automated Features

7.1 AI-Powered Features

Our Services may include artificial intelligence, machine learning, and automated features designed to assist with workflow optimization, documentation, scheduling, analytics, communications, and other functions.

7.2 AI Limitations and Disclaimers

YOU ACKNOWLEDGE AND AGREE THAT:

• AI features are tools to assist users and do not replace human judgment, particularly for clinical decisions
• AI-generated suggestions, recommendations, or outputs may contain errors or inaccuracies
• You are solely responsible for reviewing, verifying, and approving any AI-generated content before use
• AI features should not be relied upon as the sole basis for any clinical, medical, legal, or business decisions
• The Company does not guarantee the accuracy, completeness, or reliability of AI outputs
• AI systems may produce unexpected or incorrect results
• AI features may be modified, updated, or discontinued at any time

7.3 AI Data Usage

By using AI features, you acknowledge that:

• Your inputs may be processed by AI systems to generate outputs
• Aggregated, de-identified data may be used to improve AI performance
• We implement appropriate safeguards to protect PHI in accordance with HIPAA when AI features process health information

7.4 Human Oversight

All clinical documentation, patient care decisions, and legally binding actions require human review and approval. AI features do not and cannot make autonomous clinical decisions.

7.5 No AI Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNIVERSAL REHAB SERVICES SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, OR HARM ARISING FROM YOUR RELIANCE ON AI-GENERATED CONTENT, RECOMMENDATIONS, OR OUTPUTS.

8. Intellectual Property

8.1 Company Ownership

Universal Rehab Services owns all right, title, and interest in and to the Services, including all software, technology, designs, trademarks, service marks, logos, trade names, and other intellectual property. These Terms do not grant you any ownership rights in our intellectual property.

8.2 Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for their intended purpose.

8.3 Your Content

You retain ownership of Content you submit to our Services. By submitting Content, you grant Universal Rehab Services a non-exclusive, worldwide, royalty-free license to use, store, process, and display such Content solely as necessary to provide the Services.

8.4 Feedback

Any feedback, suggestions, or ideas you provide regarding our Services may be used by Universal Rehab Services without any obligation to compensate you.

9. Fees and Payment

9.1 Fees

Use of certain Services requires payment of fees as set forth in your service agreement or subscription plan. All fees are stated in U.S. dollars unless otherwise specified.

9.2 Payment Terms

You agree to pay all fees in accordance with the payment terms specified in your service agreement. Failure to pay fees when due may result in suspension or termination of Services.

9.3 Taxes

You are responsible for all applicable taxes, and fees stated do not include taxes unless expressly stated.

9.4 Refunds

Fees are generally non-refundable except as expressly stated in your service agreement or required by law.

10. Service Availability and Modifications

10.1 Service Availability

While we strive to maintain high availability of our Services, WE DO NOT GUARANTEE UNINTERRUPTED, CONTINUOUS, OR SECURE ACCESS TO OUR SERVICES. The Services may be unavailable due to:

• Scheduled maintenance (we will attempt to provide advance notice when practical)
• Unscheduled maintenance or emergency repairs
• System failures, hardware failures, or software bugs
• Network or internet connectivity issues
• Third-party service provider outages
• Cyberattacks, security incidents, or malicious activities
• Natural disasters, acts of God, or force majeure events
• Power outages or utility failures
• Government actions or regulatory requirements
• Any other circumstances beyond our reasonable control

10.2 No Liability for Downtime

TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNIVERSAL REHAB SERVICES SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, COSTS, OR EXPENSES ARISING FROM OR RELATED TO ANY SERVICE INTERRUPTION, DOWNTIME, OUTAGE, OR UNAVAILABILITY, REGARDLESS OF THE CAUSE OR DURATION.

You acknowledge that healthcare operations require contingency plans and you are solely responsible for maintaining appropriate backup procedures and alternative workflows for periods when our Services may be unavailable.

10.3 Modifications to Services

We reserve the right to modify, update, enhance, or discontinue any aspect of our Services at any time, with or without notice. This includes adding, removing, or changing features, functionality, or user interfaces.

10.4 Modifications to Terms

We may modify these Terms at any time by posting revised Terms on our Platform. Your continued use of the Services after such modifications constitutes acceptance of the revised Terms. Material changes will be communicated through the Platform or via email.

11. Data and Security

11.1 Data Security

We implement reasonable administrative, technical, and physical safeguards designed to protect data processed through our Services. However, no system is completely secure, and we cannot guarantee absolute security.

11.2 Data Backup

While we maintain data backup procedures, you are encouraged to maintain your own backups of critical data. We are not responsible for data loss due to system failures, user error, or other causes.

11.3 Security Incidents

In the event of a security incident affecting your data, we will notify you as required by applicable law and our Business Associate Agreement, if applicable.

11.4 Your Security Responsibilities

You are responsible for:

• Maintaining the security of your login credentials
• Using secure networks when accessing our Services
• Implementing appropriate security measures on your devices
• Training your personnel on security best practices
• Reporting suspected security incidents promptly

12. Third-Party Services and Integrations

12.1 Third-Party Services

Our Services may integrate with or link to third-party services, applications, or websites. Your use of such third-party services is subject to their respective terms and policies.

12.2 No Endorsement

Links to or integrations with third-party services do not constitute endorsement by Universal Rehab Services. We are not responsible for the content, accuracy, or practices of third-party services.

12.3 Third-Party Data

When you connect third-party services to our Platform, you authorize us to access and process data from those services as necessary to provide our Services.

13. Disclaimers and Limitation of Liability

13.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, UNIVERSAL REHAB SERVICES DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT
• UNINTERRUPTED OR ERROR-FREE OPERATION
• SECURITY OR FREEDOM FROM VIRUSES OR HARMFUL CODE
• ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE

13.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL UNIVERSAL REHAB SERVICES, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES
• COST OF SUBSTITUTE SERVICES
• DAMAGES ARISING FROM SERVICE INTERRUPTIONS, DOWNTIME, OR UNAVAILABILITY
• DAMAGES ARISING FROM UNAUTHORIZED ACCESS OR DATA BREACHES
• DAMAGES ARISING FROM AI OR AUTOMATED FEATURE OUTPUTS
• DAMAGES ARISING FROM THIRD-PARTY SERVICES OR INTEGRATIONS
• DAMAGES ARISING FROM YOUR VIOLATION OF THESE TERMS OR APPLICABLE LAW
• ANY OTHER DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES

REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF UNIVERSAL REHAB SERVICES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13.3 Cap on Liability

TO THE EXTENT PERMITTED BY LAW, THE TOTAL CUMULATIVE LIABILITY OF UNIVERSAL REHAB SERVICES FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO UNIVERSAL REHAB SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

13.4 Essential Purpose

THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

13.5 Jurisdictional Limitations

SOME JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY DISCLAIMERS OR LIMITATIONS OF LIABILITY. IN SUCH JURISDICTIONS, THE DISCLAIMERS AND LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

14. Indemnification

You agree to indemnify, defend, and hold harmless Universal Rehab Services, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Services
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your violation of any third-party rights, including intellectual property rights or privacy rights
• Your Content or data submitted to the Services
• Your negligence or willful misconduct
• Any claims by patients, employees, or third parties related to your use of the Services
• Any healthcare regulatory violations or claims
• Any claims arising from your clinical or professional activities

This indemnification obligation survives termination of these Terms.

15. Termination

15.1 Termination by You

You may terminate your account at any time by providing written notice to Universal Rehab Services. Termination does not relieve you of payment obligations for fees already incurred.

15.2 Termination by Us

We may suspend or terminate your access to the Services at any time, with or without cause, with or without notice. Reasons for termination may include:

• Violation of these Terms
• Non-payment of fees
• Request by law enforcement or government agencies
• Discontinuation of Services
• Extended periods of inactivity
• Any reason or no reason at our sole discretion

15.3 Effect of Termination

Upon termination:

• Your right to access and use the Services immediately ceases
• You must cease all use of the Services
• We may delete your account and associated data in accordance with our data retention policies and applicable law
• Provisions that by their nature should survive termination shall survive

15.4 Data Retrieval

Following termination, you may request export of your data for a period specified in your service agreement. After such period, we have no obligation to retain or provide your data.

16. Dispute Resolution

16.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to conflict of law principles.

16.2 Informal Resolution

Before initiating formal dispute resolution, you agree to first contact Universal Rehab Services to attempt informal resolution. Many concerns can be resolved quickly and satisfactorily through direct communication.

16.3 Arbitration Agreement

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services that cannot be resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules.

16.4 Arbitration Terms

• Arbitration shall take place in Houston, Texas
• The arbitrator's decision shall be final and binding
• Judgment on the arbitration award may be entered in any court of competent jurisdiction
• Each party shall bear its own costs, and arbitration fees shall be shared equally unless the arbitrator determines otherwise

16.5 Class Action Waiver

YOU AND UNIVERSAL REHAB SERVICES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

16.6 Exceptions

Notwithstanding the arbitration agreement, either party may seek injunctive or equitable relief in a court of competent jurisdiction for intellectual property infringement or to prevent irreparable harm.

16.7 Limitation Period

Any claim arising out of or related to these Terms must be filed within one (1) year after the claim arose, or it shall be permanently barred.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any service agreements, constitute the entire agreement between you and Universal Rehab Services regarding the Services and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.

17.3 Waiver

Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.

17.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction.

17.5 Notices

Notices to you may be sent to the email address associated with your account. Notices to Universal Rehab Services should be sent to:

Universal Rehab Services
515 N Sam Houston Pkwy E #688
Houston, TX 77060

17.6 Force Majeure

Universal Rehab Services shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to natural disasters, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemics, strikes, or failures of third-party services or utilities.

17.7 Independent Contractors

The relationship between Universal Rehab Services and its users is that of independent contractors. Nothing in these Terms creates any partnership, joint venture, employment, or agency relationship.

17.8 Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights.

17.9 Headings

Section headings are for convenience only and do not affect the interpretation of these Terms.

18. Contact Information

If you have questions about these Terms, please contact us:

Universal Rehab Services
515 N Sam Houston Pkwy E #688
Houston, TX 77060

Phone: (281) 820-9462