Effective September 24, 2026
These terms (the “Agreement”) govern your practice’s subscription to ChiroPad, the cloud practice-management and electronic health record service published by Life Systems Software Inc. (“Life Systems Software”, “we”, “us”, “our”), 2603 Camino Ramon, Suite 200, San Ramon, CA 94583. “You” and “your” mean the practice that subscribes and the staff it authorizes.
You accept this Agreement when you sign it during onboarding or when you first use the Service, whichever comes first. Your use of the Service is also subject to your order form or invoice, our Privacy Policy, and the HIPAA Business Associate Agreement we sign with every practice. If this Agreement and the Business Associate Agreement conflict on anything to do with protected health information, the Business Associate Agreement controls.
1. Definitions
- Service — the ChiroPad software and the hosting, backup, and support we provide with it, for the plan and add-ons you subscribe to.
- Software — the ChiroPad application and its documentation, including updates.
- Your Data — the information you and your staff enter into, or import into, the Service.
- Cloud — the Microsoft Azure data centers in the United States where we run the Service and store Your Data.
- Points of Contact — the staff members you designate to contact us for support (section 3.5).
- Website — chiropad.com and any other address through which we provide the Service.
2. The Service
2.1 Access. For as long as this Agreement is in effect and your account is paid up, we will give you access over the internet to the Service, for the number of provider and back-office users on your plan.
2.2 Hosting. We host the Service and Your Data on Microsoft Azure in the United States. Your Data is encrypted in transit and at rest, and is not stored outside the United States. The Security page describes our safeguards and lists the sub-processors that may handle Your Data.
2.3 Backups. We back up Your Data automatically every day to a second Azure region. If Your Data has to be restored from a backup because of something you or your staff did, such as a mass deletion, the restoration is billed at $250 per restoration. Restorations needed because of our error, or a failure of our hosting, are free.
2.4 Updates. The Service always runs the current release of the Software. We add, change, and retire features from time to time, but we will not materially reduce the core functions of your plan during a paid period. You may send us feature requests. We decide whether and when to build them based on how they fit our roadmap and how many customers they benefit.
2.5 Availability. We target 99.9% monthly availability, excluding scheduled maintenance that we announce in advance. This is a target, not a guarantee, and no credits or refunds attach to it.
2.6 Future functionality. Your subscription is not contingent on our delivering any future feature or function, or on any public statement we make about one.
3. Support
3.1 Hours. Technical support is available by phone on 973.625.3716 (option 3) and by email at support@LifeSystemsSoftware.com during our business hours, Monday to Friday, 9am to 6pm Eastern, excluding US holidays. We may change our numbers and hours on notice.
3.2 How we handle requests. Requests are answered in order by the next available technician. We may prioritize urgent issues, and we may ask you to call rather than email when a phone call will resolve the issue faster.
3.3 Remote access. To diagnose an issue we may, with your permission, view your screen through a remote-support session or access Your Data in the Service. We do this only as needed to resolve the issue, and only as the Business Associate Agreement allows.
3.4 What support excludes. Support covers the Service. It does not cover your computers, printers, networks, internet connection, or third-party software. It also does not include auditing your data to verify the accuracy of your transactions. On request, and if we agree, we provide data auditing at $250 per hour, billed in one-hour increments and paid in advance.
3.5 Points of Contact. You may designate up to two Points of Contact. We may ask other staff to route support requests through them.
4. Your responsibilities
4.1 Accounts. The Service is for licensed healthcare practices and their authorized staff. Each user must have their own login. You are responsible for keeping credentials confidential, removing access for staff who leave, and for all activity under your practice’s account.
4.2 Your equipment. You are responsible for providing computers, devices, browsers, and an internet connection that meet the requirements published in our Help Center. If a device or third-party program is interfering with the Service, we may ask you to stop using it with the Service.
4.3 Clinical and billing decisions. The Service is a tool. Clinical, coding, and billing decisions, and the accuracy of what you enter, remain the responsibility of your practice and its licensed practitioners.
4.4 Acceptable use. You must not, and must not allow anyone else to:
- sell, rent, sublicense, or give access to the Service to anyone outside your practice;
- copy, modify, or create derivative works of the Software, or reverse engineer, decompile, or disassemble it, except where the law expressly permits it;
- remove or obscure any copyright, trademark, or other proprietary notice;
- circumvent any feature that enforces license limits, secures the Service, or supports legal or regulatory compliance;
- access, or try to access, another customer’s data, or probe, scan, or test the security of the Service without our written permission;
- upload malware or anything designed to damage, disable, or gain unauthorized access to the Service; or
- use the Service in violation of any law, including HIPAA, or to store or send unlawful content.
5. Fees and payment
5.1 Fees. You agree to pay the fees for your plan, users, and add-ons shown on your order form or invoice. Fees are based on the subscription you choose, not on actual usage.
5.2 Billing. The Service is billed monthly in advance by credit or debit card. The first charge is made the day after your account goes live, and each later charge on the same day of each month. If that day falls on a weekend or US holiday, we charge on the preceding business day. You authorize us to charge your card for each payment, and you agree to keep your card details current.
5.3 Refunds. Fees are non-refundable, except where this Agreement or the law says otherwise.
5.4 Late payment. If a charge is declined, we will let you know. You agree to update your card details promptly so the overdue amount can be charged. We may make renewal of your subscription conditional on payment of all overdue amounts.
5.5 Suspension. If any amount is 30 or more days overdue, we may suspend the Service until it is paid in full. We will give you at least 7 days’ notice before suspending. Suspension does not delete Your Data.
5.6 Taxes. Our fees exclude sales, use, value-added, withholding, and similar taxes. You are responsible for those taxes, other than taxes on our own income, property, and employees. If we are required to collect a tax from you, we will add it to your invoice unless you give us a valid exemption certificate.
5.7 Price changes. We may change our fees on 30 days’ notice. The new fees apply from your first billing date after the notice period ends.
6. Your data
6.1 Ownership. You own Your Data. We use it only to provide and support the Service, as described in the Privacy Policy and the Business Associate Agreement. We do not sell it.
6.2 Export. You can export Your Data while your subscription is active. After this Agreement ends, you have 30 days to request or download a copy.
6.3 Deletion after termination. After those 30 days we may permanently delete Your Data from the Service. Backup copies are deleted as our backup rotation expires them, no later than 90 days after that, and stay protected under the Business Associate Agreement until then. Keeping a copy of Your Data after termination is your responsibility. We are not liable for data deleted in line with this section.
7. Intellectual property
The Software and the Service belong to Life Systems Software or its licensors. ChiroPad and its logos are trademarks of Life Systems Software Inc. Your subscription gives you a non-exclusive, non-transferable right to use the Service for your practice’s own business while this Agreement is in effect. The Software is licensed, not sold, and all rights not expressly granted to you are reserved. We may use feedback you give us to improve the Service, without obligation to you.
8. Term and changes
8.1 Term. Your subscription starts the day after your account goes live and renews automatically each month until this Agreement is terminated under section 9.
8.2 Changes to this Agreement. We may change this Agreement by giving you 30 days’ notice. The change takes effect when the notice period ends. If you do not accept it, you may terminate this Agreement before then. If you keep using the Service after that, you accept the change.
9. Termination
9.1 By you. You may terminate this Agreement for any reason with 60 days’ written notice. You remain responsible for fees through the end of the notice period.
9.2 By us, for convenience. We may terminate this Agreement for any reason with 30 days’ written notice.
9.3 By us, immediately. We may suspend or terminate the Service immediately if you materially breach section 4.4, use the Service for an unlawful purpose, or if continuing would put the security of the Service or other customers’ data at risk. For any other material breach, we will give you 30 days to cure it before terminating.
9.4 Effect of termination. When this Agreement ends, your access to the Service ends and all unpaid fees become due. Sections 5, 6, 7, 10, 11, and 12 survive termination.
10. Warranties and liability
10.1 Disclaimer. Except as expressly stated in this Agreement, the Service and support are provided “as is” and “as available”. To the fullest extent permitted by law, Life Systems Software and its suppliers disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, title, and non-infringement.
10.2 Excluded damages. Neither Life Systems Software nor its directors, officers, employees, affiliates, or suppliers will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, business, goodwill, or savings, arising out of or relating to this Agreement or the Service. This applies however the claim arises, including in contract, warranty, negligence, or tort, even if we were told such damages were possible.
10.3 Cap. Our total liability under this Agreement and the Business Associate Agreement combined, including our indemnity obligations under the Business Associate Agreement, will not exceed the fees you paid us in the twelve months before the event giving rise to the claim. This is one aggregate cap: amounts we pay under either agreement count toward it.
10.4 Exceptions. Section 10.2 does not apply to the breach-related Losses we indemnify under the Business Associate Agreement. Sections 10.2 and 10.3 do not apply to any liability that cannot be limited by law. Some jurisdictions do not allow certain exclusions or limitations. In those jurisdictions, our liability is limited to the fullest extent the law allows.
10.5 Events beyond control. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control. These include natural disasters, war, labor disputes, and widespread outages of the internet or of cloud-infrastructure providers such as Microsoft Azure. This section does not excuse payment obligations.
11. Governing law
This Agreement is governed by the laws of the State of California, without regard to its conflict-of-law rules. Any dispute will be heard only in the state courts of Contra Costa County, California, or the United States District Court for the Northern District of California, and both parties consent to those courts’ jurisdiction. In any action to enforce this Agreement, the prevailing party may recover its reasonable attorneys’ fees and costs.
12. General
12.1 Notices. We send notices to the email address on your account, or by mail to your practice’s address. Send notices to us at support@LifeSystemsSoftware.com, or by mail to Life Systems Software Inc., 2603 Camino Ramon, Suite 200, San Ramon, CA 94583. Email notices take effect when sent, and mailed notices three business days after mailing. It is your responsibility to keep your contact details current. If you need proof that we received your notice, send it by a method that provides one.
12.2 Assignment. You may not assign this Agreement without our written consent. We may assign it to a successor to our business, and we will tell you if we do.
12.3 Severability and waiver. If any part of this Agreement is found unenforceable, the rest remains in effect. Not enforcing a right does not waive it.
12.4 Entire agreement. This Agreement, your order form or invoice, and the Business Associate Agreement are the entire agreement between us about the Service, and replace any earlier agreements about it.
Contact
Questions about these terms: support@LifeSystemsSoftware.com or 973.625.3716.