Practice Agreement

This Practice Agreement ("Agreement") is between DentalMember ("DentalMember", "we") and the dental practice that accepts it ("Practice", "you"). The person accepting confirms they are authorized to bind the Practice. Our Terms of Use also apply to your use of the site; if they conflict with this Agreement, this Agreement controls.

1. The service

DentalMember provides software and a public directory that lets you publish your in-house membership plans, enroll patients, collect membership fees through your own Stripe account or at your office, and track members' benefits. We are a technology provider. We do not provide dental care, set your prices or plan contents, or act as an insurer, discount plan organization or broker.

2. Subscription fee

• The fee to be listed and accept new members is $100 per month or $1,000 per year paid in advance, plus any applicable taxes, unless we have agreed a different price or waived it in writing.
• The fee is a flat fee for software and listing services. It does not depend on the number of patients referred, enrolled or treated, or on the fees you collect from patients, and no part of it is payment for referrals.
• Subscriptions renew automatically for the same term until cancelled. You can cancel at any time from your dashboard (Manage subscription); cancellation takes effect at the end of the paid period. Fees already paid are not refundable except where required by law.
• We may change the fee with at least 30 days' notice, effective at your next renewal.
• If your subscription lapses, your practice is hidden from the directory and stops accepting new members. Existing members stay on your plans, you can still manage them, and you must keep honoring their memberships.

3. Your responsibilities

• Licensure. You and every dentist providing plan services hold current, valid licenses and practice within their scope.
• Your plans. You set each plan's services, limits, prices and discounts, keep your listing accurate and current, and honor every plan you sell for its full paid term.
• Membership Terms. You offer each plan under the DentalMember Membership Terms. Plan-specific terms you add may give patients more protection but not less. You handle patient questions, complaints and refunds.
• Legal compliance. You are responsible for making sure your plans comply with the laws of every state where you offer them, including any insurance, discount medical plan, registration, disclosure, advertising and consumer protection rules, and dental board regulations. Your plans must not transfer insurance risk.
• Payer contracts. You are responsible for checking that offering a membership plan is consistent with your contracts with insurers and dental benefit networks, and for not offering plans to patients where a government program (such as Medicaid) prohibits it.
• HIPAA. You comply with HIPAA and give patients your Notice of Privacy Practices. You only enter patient information in DentalMember that is needed to run your membership plans.
• Accounts. You keep staff logins secure and tell us promptly of any unauthorized access.

4. Payments from patients

• Online patient payments go to your own Stripe account. By connecting Stripe you agree to the Stripe Connected Account Agreement, which includes the Stripe Services Agreement. You are the seller of record and are responsible for refunds, disputes, chargebacks, Stripe's processing fees and any taxes on membership fees.
• We do not take a share of your patients' membership fees.
• You authorize DentalMember to create and manage the products, prices, subscriptions and customer billing pages in your Stripe account that are needed to run your plans.

5. Patient data

• Patient and membership information you collect through DentalMember belongs to you. We use it only to provide the service to you, as set out in our Privacy Policy.
• The Business Associate Agreement is part of this Agreement and governs protected health information.
• When this Agreement ends, you may request an export of your members' records within 60 days, after which we delete or de-identify them unless the law requires us to keep them.

6. Your listing and content

You give us a non-exclusive, royalty-free license to display your practice name, logo, description, plans and prices on DentalMember and in materials promoting DentalMember while this Agreement is in effect. You confirm you have the right to grant that license. We may remove or hide content that is inaccurate, misleading or unlawful.

7. Term, suspension and termination

• This Agreement starts when you accept it and continues until either of us ends it. You may end it at any time by cancelling your subscription and asking us to close your account.
• We may suspend or remove your listing immediately if you break this Agreement, lose a required license, receive repeated well-founded patient complaints, or put patients or DentalMember at legal risk. Otherwise we will give 30 days' notice.
• Ending this Agreement does not end your obligations to existing members. You must keep honoring paid memberships or refund the unused part.

8. Disclaimers and limitation of liability

DentalMember is provided "as is". We do not guarantee any number of patients or members, uninterrupted service, or that DentalMember meets the legal requirements of your state. To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, and DentalMember's total liability under this Agreement is limited to the subscription fees you paid in the 12 months before the claim.

9. Indemnity

You will defend and indemnify DentalMember against third-party claims arising from the dental care you provide, your membership plans and their compliance with law, your listing content, or your breach of this Agreement. We will defend and indemnify you against third-party claims that the DentalMember software, as we provide it, infringes their intellectual property.

10. General

• We are independent contractors. Nothing in this Agreement creates a partnership, joint venture, employment or agency relationship.
• This Agreement is governed by the laws of the state in which DentalMember is organized.
• We may update this Agreement with at least 30 days' notice. If you do not agree to a change, you may cancel before it takes effect.
• You may not assign this Agreement without our consent, except to a buyer of your practice who agrees to it. We may assign it to a successor of our business.
• If any part is unenforceable, the rest stays in effect. This Agreement, the Business Associate Agreement and the Terms of Use are the whole agreement between us on this subject.

Questions about this document? Email support@dentalmember.com.