Terms of Service
Policy Version: 2026-03-09 Document Revision: 2 Effective Date: March 9, 2026
These Terms of Service ("Terms") govern use of the Practice Signals Dashboard (the "Service") operated by Proveer Practice Management, LLC ("Proveer"). By accepting these Terms in-product, you agree to be bound by them. If you are an authorized representative accepting on behalf of a dental practice (the "Practice"), you represent that you have the authority to bind that Practice.
1. Service Scope
The Service connects to the Practice's Open Dental environment through API access and displays operational and financial analytics. Proveer may access practice data, including protected health information ("PHI"), made available through those systems as necessary to provide the Service. The Service is a reporting and decision-support tool and does not replace source-of-record systems or serve as a patient records platform. Proveer may modify, suspend, or discontinue features or the Service at any time. The Practice remains responsible for maintaining its source systems, books and records, billing workflows, staffing decisions, compliance processes, and patient-related decisions.
2. Data Handling and PHI
Proveer is designed to minimize retention of PHI in Proveer-controlled systems. Proveer does not intend for the Service to serve as a PHI repository or designated record set. If Proveer becomes aware that PHI has been retained in Proveer-controlled systems beyond what is intended or necessary for the Service, Proveer will use reasonable efforts to promptly remove or securely destroy that PHI and mitigate further retention or use. PHI obligations are further governed by the Business Associate Agreement incorporated by reference in Section 7.
3. Data Sources and License
The Practice retains ownership of source data in its Open Dental environment. The Practice grants Proveer a non-exclusive, perpetual, irrevocable, worldwide, royalty-free license to access, use, transform, analyze, retain, combine, and create derivative analytics from data made available through the Service relationship. This license includes the right to retain source-derived records after removal of practice and provider names and other direct identifiers, and to use those records and any derived analytics for business, research, benchmarking, product improvement, and commercial purposes, including combining data across customers. This does not authorize Proveer to disclose the Practice's nonpublic information in a form that identifies the Practice as the source, except as permitted by these Terms, the BAA, or applicable law. To the extent particular data constitutes PHI under HIPAA, the BAA and HIPAA govern the use and disclosure of that data. The Practice is responsible for the accuracy, completeness, configuration, legality, and availability of source-system data made available to Proveer.
4. Fees and Pricing
The Service may be offered free, under promotional pricing, or for a fee. Proveer reserves the right to introduce or change fees on prospective notice. Continued use of the Service after the stated effective date of a pricing change constitutes acceptance.
5. Intellectual Property
Proveer owns the Service, software, interface, documentation, methodologies, benchmarks, models, output structure, and improvements. The Practice's data ownership does not transfer ownership of the Service or of Proveer's derived systems and methods.
6. Access Management and Deprovisioning
The Practice is responsible for user access management, including timely deprovisioning of former workforce members. The Practice must promptly revoke access for departing users. Proveer is not responsible for unauthorized access that persists because the Practice failed to deprovision users in a timely manner.
7. BAA Relationship
A Business Associate Agreement (BAA) is provided separately and incorporated by reference.
8. Acceptable Use
The Practice and its users will not: use the Service for any unlawful purpose; share credentials or allow unauthorized access; reverse-engineer, decompile, or attempt to extract the source code of the Service; attempt to gain unauthorized access to Proveer systems; or interfere with the operation, security, or availability of the Service.
9. Analytics and AI Outputs
The Service may provide dashboards, reports, exports, benchmarks, summaries, alerts, recommendations, and other outputs generated through automated processing, including AI-assisted features. These outputs are informational only and may contain errors, omissions, delays, stale data, formatting issues, analytical misinterpretations, or generated content that is inaccurate, incomplete, inconsistent, or not suitable for a particular use. Proveer does not represent that any output is a substitute for reviewing underlying source records or exercising independent business, financial, legal, accounting, medical, clinical, compliance, or operational judgment.
10. Customer Responsibility to Verify
The Practice is responsible for reviewing and validating outputs before relying on them. The Practice must not use the Service as the sole basis for patient care, clinical decisions, billing submissions, tax reporting, payroll, employment actions, legal compliance, or other material business decisions. The Practice is responsible for confirming any material conclusion against its source-of-record systems and internal controls.
11. Service Availability
Proveer does not guarantee uninterrupted, error-free, or continuous availability of the Service. The Service may be unavailable or degraded because of scheduled maintenance, emergency maintenance, updates, changes to third-party services or models, source-system outages, internet failures, force majeure events, or other causes inside or outside Proveer's control. Any uptime, support, or service-level commitment must be stated in a separate written agreement expressly identified as a service level agreement.
12. Suspension
Proveer may suspend or limit access to the Service without prior notice if Proveer reasonably determines that continued access poses a security risk, constitutes misuse, creates legal or compliance risk, or is necessitated by third-party platform or API issues. If fees are introduced, Proveer may also suspend access for nonpayment.
13. Warranty Disclaimer
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVEER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE OR ANY OUTPUT WILL BE ACCURATE, COMPLETE, CURRENT, SECURE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED.
14. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVEER'S TOTAL LIABILITY FOR CLAIMS ARISING FROM THESE TERMS WILL NOT EXCEED FEES PAID IN THE PRIOR 12 MONTHS, OR $100 IF NO FEES WERE PAID. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVEER WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THOSE DAMAGES.
15. Termination and Retention
Either party may terminate service by written notice. After termination, Proveer retains source-derived records after removal of practice and provider names and other direct identifiers, and may continue to use those records and any derived analytics for business, research, benchmarking, product improvement, and commercial purposes. Because the Service derives analytics from the Practice's own source systems, Proveer does not maintain a copy of the Practice's source data and is not obligated to provide data export upon termination. PHI retention and destruction after termination is governed by the BAA.
16. Updates
Proveer may update these Terms.
- Material policy updates (obligation, scope, or risk changes) are issued with a new policy version date and require re-acceptance before continued access.
- Non-material document corrections (typos, formatting, clarifications) may increment document revision without requiring re-acceptance.
17. General
These Terms are governed by the laws of the State of Michigan, excluding conflict-of-law rules. If any provision of these Terms is held unenforceable, the remaining provisions remain in full effect. These Terms, together with the BAA and any separate written commercial terms (such as an order form or invoice), constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous communications on the subject. Proveer may assign or transfer these Terms and all rights and obligations under them, including the data license in Section 3, without consent, whether by merger, acquisition, asset sale, reorganization, change of control, or otherwise. The Practice may not assign these Terms without Proveer's prior written consent. Sections 2, 3, 5, 9, 10, 13, 14, 15, and 17 survive termination.
Questions
Contact: legal@practicesignals.com