Terms of Use

Effective Date: September 23, 2025
Last Updated: May 04, 2026

Welcome to MedSpire Health LLC (“MedSpire Health,” “we,” “our,” or “us”). These Terms of Use (“Terms”) govern your access to and use of our website, digital platforms, and consulting, compliance, and marketing services (collectively, the “Services”). By using our Services, you agree to be bound by these Terms. If you do not agree, you may not use our Services.

1. Scope of Services

MedSpire Health provides medical director oversight, clinical compliance infrastructure, and operational support services to healthcare practices, including but not limited to medical director placement and oversight structures, collaborating physician agreements, MSO-PC framework development, good faith exam protocols, telehealth compliance, and state-specific regulatory alignment.

Our Services are designed to support non-physician-owned practices, medical spas, wellness clinics, and telehealth organizations in establishing the physician oversight and compliance infrastructure required to operate lawfully and safely.

We do not provide legal representation, medical treatment, or financial advisory services. Our Services include compliance consulting, regulatory guidance, and operational infrastructure support based on our knowledge of applicable healthcare regulations. This guidance does not constitute legal advice, and clients retain responsibility for their own regulatory compliance and clinical operations. Clients are encouraged to engage qualified legal counsel to review all compliance frameworks, physician agreements, and structural arrangements prior to implementation.

2. Eligibility

To use our Services, you must:

Be at least 18 years old.
Be authorized to act on behalf of a business or healthcare practice.
Agree to comply with all applicable laws, regulations, and industry compliance requirements.
Have the legal authority to bind the business or practice entity to these Terms.

3. Client Responsibilities

When using our Services, you agree to:

Provide accurate and complete information about your practice structure, ownership, and clinical operations necessary for us to deliver Services.
Retain responsibility for your own business and regulatory compliance, including but not limited to state medical board requirements, HIPAA obligations, and scope-of-practice laws applicable to your practice type and location.
Refrain from transmitting or storing Protected Health Information (“PHI”) through MedSpire Health systems unless a Business Associate Agreement (BAA) has been executed.
Ensure that all physician oversight agreements, clinical protocols, and compliance frameworks implemented through our Services are reviewed by qualified legal counsel prior to implementation.
Promptly notify MedSpire Health of any material changes to your practice structure, ownership, or regulatory status that may affect the Services being provided.
Ensure that all required licenses, permits, and registrations for your practice remain current and in good standing.
Cooperate with MedSpire Health in good faith to facilitate effective delivery of Services, including timely responses to requests for information and access to relevant personnel.

4. Intellectual Property

All content, materials, and tools provided by MedSpire Health are protected by copyright, trademark, and intellectual property laws.
You may not copy, reproduce, or distribute our materials without prior written consent.
You retain ownership of your business content, branding, and domain names.
MedSpire Health retains ownership of its pre-existing tools, processes, and methodologies.
Work product created by MedSpire Health specifically for a client during an engagement (including custom compliance frameworks, standing orders, clinical protocols, and oversight agreements) shall be owned by the client upon full payment of all applicable fees. MedSpire Health retains the right to use anonymized, de-identified versions of such work product to improve its internal methodologies and service offerings.

5. Payment & Fees

Fees are governed by the applicable Services Agreement or Statement of Work executed between MedSpire Health and each client.
Invoices are due according to the agreed terms.
Late payments may result in suspension of Services upon 15 days’ written notice. MedSpire Health will not suspend Services critical to a client’s regulatory compliance status without providing reasonable transition support.
Prepaid fees are non-refundable except as otherwise provided in the applicable Services Agreement. In the event of termination by MedSpire Health for reasons other than client breach, a pro-rata refund of prepaid fees for undelivered Services will be issued within 30 days.

6. Compliance & Prohibited Uses

You agree not to use our Services for:

Any unlawful, fraudulent, or misleading activities.
Any activities that violate applicable healthcare regulations, medical board requirements, or state and federal laws governing physician oversight and clinical practice.
Transmission of malware, spam, or unauthorized solicitation.
Misrepresenting MedSpire Health’s role, credentials, or scope of services to patients, regulators, or third parties.

MedSpire Health reserves the right to suspend or terminate Services if prohibited activities are detected.

7. Disclaimers

Informational Purposes Only

All content, materials, frameworks, checklists, training resources, and consulting guidance provided by MedSpire Health, LLC (“MedSpire Health,” “we,” “us,” or “our”) — whether through this website, our platform, written deliverables, or verbal communications — are provided solely for general informational and educational purposes. Nothing provided by MedSpire Health constitutes, or should be construed as, legal advice, legal representation, or the practice of law.

No Attorney-Client Relationship

Use of this website, engagement with our services, or any communication with MedSpire Health does not create an attorney-client relationship, a fiduciary relationship, or any other professional relationship that would give rise to legal obligations on the part of MedSpire Health. MedSpire Health is not a law firm, and none of our personnel are acting in the capacity of legal counsel on your behalf.

Jurisdiction-Specific Compliance Is Your Responsibility

Healthcare compliance obligations (including but not limited to privacy, security, operational, and licensure requirements) are highly specific to the jurisdiction(s) in which you operate and are subject to change. The content and services provided by MedSpire Health are designed to support general compliance awareness and operational readiness; they are not a substitute for jurisdiction-specific legal analysis.

It is the sole responsibility of each client, clinic, or organization to:

Retain qualified legal counsel licensed in the relevant jurisdiction(s);
Ensure that any frameworks, policies, or guidance obtained from MedSpire Health are reviewed and validated by that legal counsel prior to implementation;
Monitor ongoing changes in applicable law and regulation; and
Independently verify that their operations, policies, and practices meet all current legal and regulatory requirements.

MedSpire Health expressly disclaims any responsibility for actions taken or not taken in reliance on our content, frameworks, or consulting guidance without appropriate independent legal review.

Consulting and Advisory Services

Where MedSpire Health provides consulting or advisory services, such services are limited to operational compliance guidance and education. Our recommendations are based on general compliance frameworks and industry best practices and are not a legal opinion or legal certification of any kind. Any deliverable provided in connection with consulting services should be reviewed by your legal counsel before being adopted, implemented, or relied upon.

No Warranty or Guarantee of Compliance

MedSpire Health makes no representations, warranties, or guarantees (express or implied) that use of our content, tools, or services will result in regulatory compliance, will protect against an audit finding, or will satisfy the requirements of any specific governmental authority, accreditation body, or third-party payor. Compliance is a dynamic and jurisdiction-dependent obligation that cannot be guaranteed by any third-party education or consulting provider.

Third-Party References

This website may reference or link to third-party resources, government websites, or regulatory guidance. Such references are provided for convenience and informational context only. MedSpire Health does not endorse, warrant, or assume responsibility for the accuracy, completeness, or currency of any third-party content.

Updates to This Disclaimer

MedSpire Health reserves the right to modify this disclaimer at any time without prior notice. Continued use of this website or our services following any modification constitutes your acceptance of the revised disclaimer. We recommend checking this page periodically.

Questions?

If you have questions about the scope of our services or this disclaimer, please contact us at info@medspire-health.com or 877-378-8754.

8. Limitation of Liability

To the maximum extent permitted by law:

MedSpire Health’s liability under these Terms shall not exceed the total service fees paid by the client in the preceding 12 months.
MedSpire Health shall not be liable for indirect, incidental, or consequential damages, including lost profits, reputational harm, or regulatory penalties, except to the extent such damages result from MedSpire Health’s gross negligence, willful misconduct, or material breach of its confidentiality obligations.

9.1 Client Indemnification

You agree to indemnify and hold MedSpire Health harmless against claims, damages, liabilities, or expenses arising out of:

Your misuse of the Services or use of the Services in a manner inconsistent with these Terms or the applicable Services Agreement.
Your failure to comply with applicable laws and regulations.
Any inaccurate or incomplete information you provide.
Your failure to obtain independent legal review of compliance frameworks, physician agreements, or structural arrangements as recommended by MedSpire Health.

9.2 MedSpire Indemnification

MedSpire Health agrees to indemnify and hold the client harmless against third-party claims, damages, liabilities, or expenses to the extent arising out of:

MedSpire Health’s material breach of these Terms or the applicable Services Agreement.
MedSpire Health’s gross negligence or willful misconduct in the performance of Services.
Any infringement of a third party’s intellectual property rights caused by materials or tools provided by MedSpire Health.

10. Termination

Either party may terminate Services in accordance with the applicable Services Agreement. Upon termination, your right to access MedSpire Health platforms or proprietary materials will cease within 15 days. MedSpire Health will provide reasonable transition support to ensure continuity of compliance-critical functions, including transfer of all client-owned work product, documentation, and records. Any data or materials belonging to the client will be returned or made available for download within 30 days of termination.

11. Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Washington. Any disputes arising under or in connection with these Terms shall first be submitted to good-faith mediation administered in King County, Washington. If mediation fails to resolve the dispute within 60 days, either party may pursue resolution in the state and federal courts located in King County, Washington. The prevailing party in any litigation shall be entitled to recover its reasonable attorneys’ fees and costs.

12. Changes to These Terms

We may update these Terms from time to time. Updated versions will be posted with a revised “Last Updated” date. Material changes will be communicated directly to clients at least 30 days before they take effect. Continued use of the Services after the effective date of updated Terms constitutes acceptance of those changes.

13. Confidentiality

Each party agrees to maintain the confidentiality of all non-public information disclosed by the other party in connection with the Services (“Confidential Information”), including but not limited to business plans, financial information, client lists, compliance documentation, practice structure details, and proprietary methodologies. Confidential Information shall not be disclosed to any third party without the disclosing party’s prior written consent, except as required by law, regulation, or court order. This obligation survives termination of these Terms for a period of 3 years.

14. Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, regulatory changes, internet or telecommunications failures, or other events of force majeure. The affected party shall provide prompt written notice and use commercially reasonable efforts to resume performance.

15. General Provisions

Severability: If any provision of these Terms is held to be unenforceable, the remaining provisions shall remain in full force and effect.
Entire Agreement: These Terms, together with the applicable Services Agreement and any executed BAA, constitute the entire agreement between the parties regarding the subject matter herein, superseding all prior discussions and agreements.
Assignment: You may not assign or transfer your rights under these Terms without MedSpire Health’s prior written consent. MedSpire Health may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
Waiver: The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

16. Text Messaging (SMS) Communications

By opting in to receive text messages from MedSpire Health LLC, you agree to the following terms. MedSpire Health will send you recurring automated text messages, which may include appointment reminders, consultation follow-ups, service updates, and promotional offers. Message frequency varies based on your activity and preferences. Message and data rates may apply.

To opt out at any time, reply STOP. For help, reply HELP or contact us at info@medspire-health.com or 877-378-8754.

Your use of this messaging service is also subject to our Privacy Policy.