Provider Service Agreement

This Service Agreement (“Agreement”) is made and effective on the date of the signature, by and between the signed at the end of this document (“Provider”) and Web Counselors, PLLC (dba as “iTherapy”).

In consideration of the covenants and conditions hereinafter set forth, Provider and iTherapy agree as follows:

1. iTherapy Services (“Services”)

Provider shall have access to all Services available or offered through the iTherapy website (the “iTherapy Site”), including, but not limited to the Provider’s webpage with biographical and practice information, HIPAA compliant video and telephone platform, scheduling system and referral services. Services include without limitation all services, communications, features or products, available at or accessible through other websites (such as a personal webpage or iTherapy partner or website that embeds or makes available iTherapy’s Services).

2. Payment

Provider agrees to pay to iTherapy the monthly subscription fee currently in effect for a minimum period of one (1) month. The Provider authorizes iTherapy to automatically deduct all applicable charges and fees from the Provider’s designated iTherapy Payment Account on the date due. The Provider agrees to update payment information, such as credit card information as needed or immediately upon request.

3. Professional Responsibility

Provider represents warrants and agrees that:
a. He or she is in compliance with all professional duties and obligations, including, but not limited to licensure requirements and applicable professional liability and/or malpractice insurance for their designation.
b. Use of the Services does not violate any applicable law, regulation or professional obligation in Provider’s jurisdiction;
c. All registration information submitted to iTherapy (including but not limited to licensure information) is accurate and truthful;
d. He or she will update and maintain the accuracy of registration and contact information as needed, including, but not limited to Provider’s name, address, phone numbers, e-mail addresses, states and types of licensure, and payment account numbers.

4. Privacy Policy

Provider agrees to be bound by the iTherapy Privacy Policy, as well as all guidelines, rules, schedules, disclosures, disclaimers and other terms posted on the iTherapy Site (or otherwise provided or made available to from time to time), which are hereby incorporated by reference.

Provider agrees to utilize reasonable security measures to prevent the disclosure of confidential information and to prevent unauthorized use of the Services. Provider agrees to protect and keep confidential the iTherapy user name, password and any other security or access information (collectively, “Access Information”) and to prevent unauthorized access to the Provider’s account(s) or unauthorized use of the Services.

Provider agrees to notify iTherapy immediately if the Provider suspects that Access Information has been compromised in any way (for example, the provider’s password has been lost or stolen, someone has attempted to use the Services under the provider’s user name without consent or accounts have been accessed without permission).

Provider agrees not to utilize public computers to access the iTherapy site or to store the iTherapy password through a web browser or other software.

5. Confidentiality

Provider covenants that all information obtained from an End User (Provider’s customers or clients who utilize or are referred by the iTherapy site) shall not be disclosed or utilized in any manner that conflicts with iTherapy policies or the provider’s professional or legal duties and obligations. Provider agrees to keep all End User Information confidential and to not disclose such information except as permitted by professional obligations or required by law or court order.

iTherapy agrees to protect the confidentiality of all Provider and End User information and shall disclose such information only as required by law or court order.

6. Service Changes or Interruptions

iTherapy reserves the right to deny or limit access to the iTherapy site and/or Services or any part thereof, in order to maintain or restore security or performance to the iTherapy Site or any other iTherapy Sites and systems.

iTherapy may revise, discontinue, or otherwise modify, temporarily or permanently, the Services or access thereto. iTherapy may, from time to time perform maintenance on the iTherapy website or experience hardware, software or other technical problems, resulting in interrupted service, delays or errors. When feasible, iTherapy will attempt to provide prior notice of such interruptions, delays or errors.

7. Inherent Risks

There are some inherent risks when using computers and remote access programs, such as viruses, data loss or corruption, system crashes, etc. iTherapy is not responsible for any damages that are incurred as a result of these inherent risks, the effects of which are beyond iTherapy’s control.

8. Termination

This Agreement may be terminated by either party upon thirty (30) days written notice without cause and without further obligation. Any and all outstanding fees will be due upon termination. iTherapy reserves the right to terminate this contract immediately if Provider fails to make payments as due, provides false or inaccurate information, misuses any of the Services, breaches professional obligations, breaches any provision of this contract, or otherwise engages in conduct that is deemed by iTherapy to potentially or actually cause harm to iTherapy, including but not limited to iTherapy Services, End Users or other Providers.

9. Assignment

This Agreement is personal to Provider and obligations and rights herein may not be assigned to any other party. iTherapy reserves the right to assign this Agreement and certain rights or obligations herein to independent contractors or third parties without the consent of the Provider.

10. No Waiver

iTherapy shall not be deemed to have waived any of our remedies hereunder unless such waiver is in writing and signed by us. A waiver on any particular occasion shall not be construed as a bar or waiver of any rights or remedies on future occasions.

11. Limitation of Liability

Provider agrees to defend, indemnity, and hold harmless iTherapy and its officers, directors, members, agents, successors, and affiliates, from and against any and all claims, demands, expenses, liability, losses, obligations, or causes of action arising out of or related to iTherapy’s Services hereunder or any act or omission of Provider.

Provider agrees that iTherapy’s potential liability for damages under this agreement shall not exceed the amount paid for Services rendered in the last 30 days. iTherapy shall not be liable for consequential or punitive damages arising out of a breach of this Agreement.

12. Miscellaneous

a. Headings
The headings in this Agreement are inserted for convenience only and shall not be used to define, limit or describe the scope of this Agreement or any of the obligations herein.
b. Entire Agreement
This Agreement constitutes the final understanding and agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, understandings and agreements between the parties, whether written or oral. This Agreement may be amended, supplemented or changed only by an agreement in writing signed by both of the parties.
c. Severability
If any term of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement, including all of the remaining terms, will remain in full force and effect as if such invalid or unenforceable term had never been included.
d. Controlling Law
This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina and any lawsuit to enforce the terms of this Agreement shall be brought in the 23rd Judicial District, Alleghany County, North Carolina.
e. Attorneys Fees
If iTherapy requires the services of an attorney to secure the performance of this Contract, Provider agrees to reimburse iTherapy for reasonable attorneys’ fees, costs and other expenses.
f. Notices
Any notice required to be given or otherwise given pursuant to this Agreement shall be emailed to:

  • If to Provider, the designated email address established by the Provider to iTherapy.
  • If to iTherapy,

IN WITNESS WHEREOF, this Agreement has been executed by the parties as of the date indicated below.

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