These Terms govern your use of MDS websites, demos, and the services we provide to healthcare brands and organizations.
By accessing or using any MDS website, form, demo, or service (collectively, the "Services"), you agree to these Terms. If you do not agree, do not use the Services.
"MDS", "we", "us", or "our" means [LEGAL ENTITY NAME].
"You" or "Client" means the company or organization using the Services, and the authorized person acting on its behalf.
"Deliverables" means the outputs we provide (e.g., strategy documents, creative assets, websites, analytics setups, AI workflows), as defined in an order form, proposal, or statement of work ("SOW").
"Third-Party Platforms" means external services you may use in connection with the Services (e.g., ad platforms, hosting, CRMs, messaging providers).
The Services are offered for business and professional use. You must be at least the age of majority in your jurisdiction and have authority to bind the Client organization.
If you create accounts, you are responsible for maintaining security and limiting access to authorized users.
You are responsible for ensuring your team's use of the Services complies with these Terms and applicable laws.
Important: No Medical Advice
MDS provides marketing, branding, AI enablement, websites, analytics, and related digital solutions. We do not provide medical care and do not offer medical advice.
Content we create is for marketing/operational use and must be reviewed and approved by the Client before publication.
Do not use the Services to make clinical decisions or to provide emergency guidance.
You are responsible for the accuracy, legality, and compliance of all information and materials you provide to MDS.
Provide timely access to required accounts, assets, and stakeholders.
Review and approve deliverables and publishing decisions promptly; delays may affect timelines and performance.
Ensure all claims, testimonials, before/after results, pricing, and medical statements are compliant with your professional and local advertising rules.
Obtain and maintain patient consent and usage rights for any patient-related content; do not share patient records or sensitive health data through standard website forms unless explicitly agreed under a separate compliant arrangement.
AI Output Warning
Some Services may use AI-assisted tools. AI outputs can be incomplete, inaccurate, or inappropriate without proper context and review.
You agree to apply human review before using AI outputs in public-facing materials, ads, or operational workflows.
You will not represent AI outputs as medical advice or clinical guidance.
Where applicable, you are responsible for your prompts, inputs, and how you deploy the outputs.
Your use of Third-Party Platforms is governed by their own terms and policies. MDS is not responsible for Third-Party Platform downtime, policy enforcement, account suspensions, or changes.
You are responsible for maintaining compliance with platform policies (ads, messaging, email, social, hosting, app stores, etc.).
Ad spend and third-party subscription fees are your responsibility unless explicitly included in a written SOW.
Payment Terms
Fees, payment schedules, and service scope are defined in your proposal/SOW. Unless otherwise stated, invoices are due within [PAYMENT TERMS] days of issue.
Taxes
You are responsible for applicable taxes, duties, and bank fees unless required otherwise by law.
Late Payments
Late payments may result in service suspension and may incur reasonable collection costs.
Refunds
Unless explicitly stated in writing, fees are non-refundable once work has started and resources have been allocated.
If a project is paused by the Client, timelines and pricing may be re-baselined based on capacity and scope.
Each party retains ownership of its pre-existing IP.
You retain ownership of assets you provide (logos, brand assets, source materials). You grant MDS a limited license to use them solely to deliver the Services.
Upon full payment, you receive a license to use the Deliverables for your internal and business use, as defined in the SOW.
We may reuse our underlying know-how, frameworks, templates, and non-client-specific components. We do not reuse your confidential information.
Unless you object in writing, MDS may reference your brand name and high-level work category as part of our portfolio (no sensitive data).
Each party may receive confidential information from the other. Confidential information must be protected with reasonable care and used only to perform obligations under these Terms.
Confidentiality does not apply to information that is:
If disclosure is required by law, the receiving party will provide notice where legally permitted.
Our Privacy Policy explains how we handle personal data on our websites and forms. If we process personal data as a service provider, additional terms (e.g., DPA) may apply.
View Privacy Policy→Sensitive/regulated data:
MDS does not require patient records or protected health information to deliver standard marketing services. If such processing is needed, it must be governed by a separate written agreement and security requirements.
You may not use the Services to:
Violate laws, regulations, or professional advertising rules.
Publish deceptive, unsafe, or unapproved medical claims.
Infringe intellectual property or privacy rights.
Transmit malware, exploit systems, or attempt unauthorized access.
Harass, defame, or misuse personal data.
We may suspend or terminate access to Services if you materially breach these Terms, fail to pay fees, or create security/compliance risk.
Termination does not affect fees accrued or payable up to the termination date.
Upon termination, each party will return or delete the other's confidential information where reasonable, subject to legal retention obligations.
The Services are provided on an "as is" and "as available" basis.
No guarantees:
MDS does not guarantee rankings, revenue, lead volume, ad approval, platform reach, or specific outcomes.
Marketing performance:
Marketing performance depends on many factors outside our control (market conditions, budgets, approvals, competition, platform algorithms).
AI outputs:
MDS does not warrant that AI-assisted outputs will be error-free; human review is required.
Compliance:
You are responsible for ensuring final published content is compliant in your jurisdiction.
To the maximum extent permitted by law, MDS will not be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill.
Aggregate liability:
MDS's total liability arising out of or relating to the Services will not exceed the fees paid to MDS under the applicable SOW in the [LIMITATION PERIOD] months preceding the event giving rise to the claim (or a lower cap if required by law).
You agree to defend and indemnify MDS from claims arising from:
MDS will indemnify you for third-party claims alleging that MDS Deliverables (excluding Client Materials) infringe third-party IP, subject to prompt notice and cooperation.
These Terms are governed by the laws of [JURISDICTION], without regard to conflict-of-law rules.
Disputes:
The parties will attempt good-faith resolution through a data-first review and executive escalation before formal proceedings.
Venue:
[COURTS/VENUE] (placeholder until legal sign-off).
We may update these Terms from time to time. Material changes will be posted on this page with an updated effective date.
If you continue using the Services after changes take effect, you accept the updated Terms.
Severability:
If a provision is unenforceable, the remainder remains effective.
Entire agreement:
These Terms plus any SOW form the entire agreement for the Services described.
Assignment:
You may not assign without written consent; MDS may assign in connection with a merger or asset transfer.
Contact us about these Terms:
Legal entity
[LEGAL ENTITY NAME]
Address
[REGISTERED ADDRESS]
[SUPPORT EMAIL]
(default: hello@mds.healthcare)
MDS Terms of Service govern use of websites, demos, and services for healthcare brands. Covers business use only, no medical advice, client responsibilities for compliance and approvals, AI limitations requiring human review, third-party platform policies, payment terms with no refunds after work starts, IP ownership with deliverables licensing upon payment, confidentiality protections, data privacy with link to Privacy Policy, prohibited uses including unsafe medical claims, termination rights for breach, disclaimers of guaranteed outcomes (rankings/revenue/approvals), liability limitations capped at fees paid, mutual indemnification for claims, governing law per jurisdiction, and contact details for legal inquiries.