These Terms of Service ("Terms") constitute a binding agreement between Raxva RCM Ltd ("Raxva," "we," "us") and the entity executing an Order Form or utilizing our Services ("Client," "you").
2.1 Grant of License. Subject to payment of fees, Raxva grants Client a limited, non-exclusive, non-transferable right to access and use the Services for its internal business operations.
2.2 Restrictions (The "Anti-Copy" Clause). Client shall not, and shall not permit any third party to:
3.1 Raxva IP. Raxva retains all right, title, and interest in and to the Services, including all software, IVR Navigation Databases, AI System Prompts, Voice Logic, and all improvements, enhancements, or modifications thereto.
3.2 Client Data. Client retains all right, title, and interest in and to the Client Data.
3.3 Aggregated Data. Client agrees that Raxva may collect, use, and disclose quantitative data derived from the use of the Services for industry analysis, benchmarking, and other business purposes. All Aggregated Data collected, used, and disclosed will be in aggregate form only and will not identify Client or its patients. Raxva owns all right, title, and interest in the Aggregated Data.
4.1 HIPAA Compliance. To the extent Raxva processes Protected Health Information (PHI) subject to the Health Insurance Portability and Accountability Act of 1996 ("HIPAA"), such processing shall be governed by the Business Associate Agreement (BAA) attached to the Client Order Form. In the event of a conflict between these Terms and the BAA, the BAA shall control regarding PHI.
4.2 Security. Raxva shall maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality, and integrity of Client Data, utilizing Microsoft Azure’s HIPAA-compliant infrastructure.
5.1 Accuracy of Data. Client is solely responsible for the accuracy, quality, and legality of Client Data (including Patient IDs and Provider NPIs) provided to the AI Agents. Raxva is not liable for claim denials resulting from incorrect data provided by the Client.
5.2 Third-Party Credentials. To perform the Services, Client may provide Raxva with access credentials (usernames/passwords) for third-party systems (e.g., Practice Management Software, Payer Portals, Clearinghouses).
5.3 Authorization to Act. Client hereby appoints Raxva as its authorized agent for the limited purpose of contacting Insurance Payers and accessing Payer Portals to inquire about claim status on Client’s behalf.
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." RAXVA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Specific Disclaimer: Raxva does not guarantee that the Services will be error-free or that the Insurance Payer (e.g., UHC, Aetna) will provide accurate information to the AI Agent. Raxva is not responsible for the outcome of any insurance claim.
7.1 Exclusion of Damages. IN NO EVENT SHALL RAXVA BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF REVENUE, PROFITS, OR DATA) ARISING OUT OF OR RELATED TO THIS AGREEMENT.
7.2 Liability Cap. RAXVA’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CLIENT TO RAXVA IN THE TWELVE (12) MONTHS PRECEDING THE FIRST INCIDENT OUT OF WHICH THE LIABILITY AROSE.
8.1 Term. This Agreement commences on the Effective Date and continues until all Order Forms have expired or been terminated.
8.2 Termination for Cause. Either party may terminate this Agreement immediately upon written notice if the other party commits a material breach and fails to cure such breach within thirty (30) days.
9.1 Governing Law. This Agreement shall be governed by the laws of England and Wales. The parties consent to the exclusive jurisdiction of the courts of London, United Kingdom.
9.2 Force Majeure. Raxva shall not be liable for any delay or failure to perform caused by events beyond its reasonable control (e.g., Azure cloud outages, ISP failures, acts of government).