Terms of Service

1. Parties & Acceptance

This Master Subscription Agreement (the “Agreement”) is entered into between 7Z Web Developers LLC, a Texas limited liability company doing business as SecliaConnect(“SecliaConnect,” “we,” or “us”), and the clinic, practice, or other entity identified in an associated Order Form or that otherwise subscribes to the Service (“Customer,” “you,” or “your”).

By creating an account, clicking “I agree,” executing an Order Form, or using any part of the Service, you represent that you have the authority to bind Customer to this Agreement and that you have read, understood, and accept its terms. If you do not agree, do not use the Service.

2. Definitions

• “Service” means the SecliaConnect software-as-a-service telehealth platform, including the multi-tenant web application, tenant subdomains (e.g. yourclinic.secliaconnect.com), APIs, patient booking surfaces, provider surfaces, administrative dashboards, and ancillary features described at secliaconnect.com.
• “BAA” means the Business Associate Agreement executed between Customer and SecliaConnect pursuant to the HIPAA Privacy, Security, and Breach Notification Rules (45 C.F.R. Parts 160, 162, 164).
• “PHI” means “protected health information” as defined at 45 C.F.R. \u00a7 160.103.
• “Customer Data” means all data submitted to the Service by Customer, Customer’s users, or Customer’s patients, including PHI.
• “Authorized Users” means Customer’s employees, contractors, or agents authorized to access the Service on Customer’s behalf (providers, administrators, support staff).
• “Patients” means individuals who interact with Customer’s branded instance of the Service for purposes of scheduling, attending, or following up on telehealth visits.

3. Grant of License

Subject to this Agreement and payment of applicable Fees, SecliaConnect grants Customer a limited, non-exclusive, non-transferable, non-sublicensable subscription to access and use the Service during the Subscription Term solely for Customer’s internal business operations (i.e., operating Customer’s clinical practice).

4. Fees, Billing & Renewal

Customer pays the subscription Fees stated on the pricing page or applicable Order Form (currently $99/month or $950/yearper clinic). Fees are billed in advance via Stripe. Monthly subscriptions renew automatically each month; annual subscriptions renew automatically each year. Customer may cancel renewal at any time from the admin dashboard; cancellation takes effect at the end of the then-current billing period. All Fees are in United States dollars and exclusive of taxes, which are Customer’s responsibility unless otherwise required by law.

Trial. New customers may enroll in a seven (7) day free trial. No Fees are charged during the trial. At the end of the trial, the subscription converts automatically to the plan selected during sign-up unless Customer cancels beforehand.

Founding-clinic rate lock. Customers who subscribe to an annual plan during the Founding Clinic period (defined as on or before 2026-12-31) are entitled to renewal at the original annual rate for so long as their subscription remains continuously active. SecliaConnect reserves the right to raise list prices for new customers at any time; existing annual customers under the rate lock are unaffected.

5. Customer Responsibilities

• Customer is solely responsible for all clinical decisions, diagnoses, treatments, and care delivered through the Service. SecliaConnect does not practice medicine and does not provide medical advice.
• Customer must comply with all applicable laws governing the practice of medicine, licensure, telehealth, and the handling of PHI in the jurisdictions where Customer operates.
• Customer is responsible for maintaining the security of Authorized User credentials and for all activity under Customer’s account. Customer must require multi-factor authentication for all Authorized Users with administrative or provider-level access.
• Customer is responsible for obtaining any consents required under HIPAA, state privacy law, and applicable professional rules before collecting PHI from Patients through the Service.
• Customer is responsible for the accuracy and completeness of any brand assets, copy, service descriptions, or pricing published to Customer’s branded instance.

6. Data & HIPAA; Business Associate Agreement

SecliaConnect acts as a Business Associate to Customer with respect to any PHI processed through the Service. The BAA executed between the parties is incorporated into this Agreement by reference and controls in the event of any conflict with these Terms on matters of PHI use, disclosure, safeguards, or breach notification.

SecliaConnect implements administrative, physical, and technical safeguards designed to meet the HIPAA Security Rule, including encryption of Customer Data in transit (TLS 1.2+) and at rest (AES-256), tenant-scoped database isolation, role-based access controls, audit logging of sensitive writes, and signed subprocessor agreements for any vendor that processes PHI (see Privacy Policy for the current subprocessor list).

7. Acceptable Use

Customer and Authorized Users shall not:

• Reverse-engineer, decompile, or attempt to extract the source code of the Service, except to the limited extent permitted by law.
• Use the Service to transmit malware, conduct denial-of-service attacks, or interfere with other customers’ use of the Service.
• Use the Service to collect PHI in jurisdictions where Customer is not lawfully licensed to practice.
• Use the Service for any illegal purpose, including fraudulent billing, identity theft, or solicitation of controlled substances outside of the Ryan Haight Act’s telehealth requirements.
• Share Authorized User credentials across individuals; each clinical user must have their own account.

8. Scope & Disclaimers

The Service is intended for self-pay telehealth operations. SecliaConnect does not currently process insurance claims, submit CMS billing, handle workers’ compensation, or integrate with external electronic health record systems. SecliaConnect does not provide e-prescribing, laboratory ordering, or radiology interfaces. Customers requiring these capabilities should not rely on the Service as a complete practice-management system.

No medical advice. Any content published on SecliaConnect marketing surfaces, documentation, or in-product copy is for general informational purposes only. SecliaConnect does not and cannot provide medical advice to Customer, Authorized Users, or Patients.

9. Intellectual Property

SecliaConnect IP. The Service, including all software, documentation, trademarks, and goodwill, is owned by SecliaConnect or its licensors. Customer receives a subscription license only; no title, ownership, or source-code rights transfer under this Agreement.

Customer Data. Customer retains all right, title, and interest in and to Customer Data. Customer grants SecliaConnect a limited, non-exclusive license to process Customer Data solely to operate, maintain, and improve the Service for Customer, and as permitted under the BAA.

Customer Trademarks.Customer grants SecliaConnect a limited license to display Customer’s logo, clinic name, and brand colors on Customer’s branded instance of the Service for the sole purpose of delivering the Service.

10. Warranties

Mutual warranty. Each party represents that it has the right and authority to enter into this Agreement and perform its obligations.

SecliaConnect. SecliaConnect will provide the Service in substantial conformity with its published documentation. SecliaConnect maintains commercially reasonable administrative, physical, and technical safeguards as set forth in the BAA.

Disclaimer.EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICE IS PROVIDED “AS IS” AND SECLIACONNECT DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SECLIACONNECT DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

11. Service Level; Availability Credits

SecliaConnect targets 99.9% monthly uptime for the production Service, measured excluding scheduled maintenance windows (announced at least 48 hours in advance) and events outside SecliaConnect’s reasonable control (force majeure, upstream provider outages). If Customer’s production instance falls below 99.9% in a calendar month, Customer may request a service credit equal to 10% of the monthly Fee for each full 0.1% below target, capped at 50% of the monthly Fee. Credits must be requested within 30 days of the end of the affected month.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, OR COST OF SUBSTITUTE GOODS OR SERVICES, ARISING FROM OR RELATING TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY. EACH PARTY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER UNDER THIS AGREEMENT IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS DO NOT APPLY TO: (A) VIOLATIONS OF THE BAA; (B) CUSTOMER’S PAYMENT OBLIGATIONS; (C) A PARTY’S INDEMNIFICATION OBLIGATIONS; OR (D) CLAIMS ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

13. Indemnification

By SecliaConnect. SecliaConnect will defend and indemnify Customer against third-party claims that the Service, as provided by SecliaConnect and used by Customer in accordance with this Agreement, infringes a valid United States intellectual property right.

By Customer.Customer will defend and indemnify SecliaConnect against third-party claims arising from: (a) Customer’s use of the Service in violation of law or this Agreement; (b) the clinical services Customer provides to Patients; (c) Customer Data other than PHI SecliaConnect processes as Business Associate; and (d) breaches of Section 5 (Customer Responsibilities).

14. Term & Termination

This Agreement begins when Customer first accesses the Service and continues until terminated. Either party may terminate for material breach if the breach is not cured within 30 days after written notice (10 days for non-payment). Customer may terminate at any time for convenience by cancelling from the admin dashboard; cancellation is effective at the end of the current billing period. SecliaConnect may suspend the Service for non-payment after 10 days’ notice, or immediately for a material security or legal issue.

Data export. On termination, Customer may download a complete export of Customer Data (JSON bundle of patient records, appointments, brand assets) within 30 days of the effective termination date. SecliaConnect will delete Customer Data from production systems within 30 days after the export window closes, subject to the BAA and applicable legal retention obligations.

Survival.Sections 6 (Data & HIPAA), 9 (IP), 10 (Warranties - Disclaimer), 12 (Liability), 13 (Indemnification), 14 (this section), 15 (Confidentiality), and 18 (Governing Law / Disputes) survive termination.

15. Confidentiality

Each party agrees to protect the other’s Confidential Information with at least the same degree of care it uses for its own confidential information (and no less than reasonable care), and to use it only to fulfill obligations under this Agreement. PHI is governed by the BAA, not this section.

16. Modifications

SecliaConnect may modify these Terms by posting a revised version at this URL with a new Effective Date. Material changes will be notified to Customer at least 30 days in advance by email to the Authorized User designated as billing contact. Continued use after the Effective Date constitutes acceptance of the modified Terms.

17. Assignment

Neither party may assign this Agreement without the other’s prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all of the assigning party’s assets. Any attempted assignment in violation of this section is void.

18. Governing Law; Disputes

This Agreement is governed by the laws of the State of Texas, without regard to conflict-of-laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in Harris County, Texas, for any matter not subject to binding arbitration. Any dispute, claim, or controversy arising out of this Agreement shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Houston, Texas. Each party waives the right to a jury trial and to participate in a class action.

19. General

• Notices. Legal notices to SecliaConnect must be sent to legal@secliaconnect.com and by mail to 7Z Web Developers LLC, Waller, TX. Notices to Customer are sent to the billing contact email on file.
• Force Majeure. Neither party is liable for failure or delay caused by events outside reasonable control, including acts of war, terrorism, cyber attacks on upstream providers, natural disasters, or governmental action.
• Severability. If any provision is held unenforceable, the remainder of this Agreement remains in effect.
• Entire Agreement. This Agreement, together with the BAA and any Order Form, constitutes the entire agreement and supersedes all prior discussions and writings on the subject matter.
• Relationship. The parties are independent contractors. Nothing herein creates a partnership, joint venture, agency, or employment relationship.

20. Contact

Questions about these Terms should be directed to legal@secliaconnect.com. Non-legal questions about the Service can be directed to hello@secliaconnect.com.