NEDOCS Evaluation Subscription Agreement

Last updated: April 16, 2026 · Version 2026-04-16

This is a clickwrap agreement. Acceptance is recorded with a timestamp, version identifier, IP address, and user-agent. To bind the hospital, the individual clicking “I agree” must be authorized to contract on the hospital’s behalf.

This NEDOCS Evaluation Subscription Agreement (the “Agreement”) governs Customer’s self-service evaluation access to the NEDOCS Service provided by I AM GRACE INC., a California corporation (“NEDOCS”). By clicking “I agree” during account registration, or by otherwise accessing or using the Service, Customer agrees to be bound by this Agreement. Paid production use requires a separately executed Order Schedule and, where PHI will be used, a separately executed Business Associate Agreement.

1. Definitions

Defines Application, Confidential Information, Customer, Customer Data, Documentation, Evaluation Term, NEDOCS Technology, Order Schedule, Service, Service Administrator, and User as used throughout this Agreement.

2. Evaluation access; use restrictions

NEDOCS grants a non-exclusive, non-sublicensable, non-transferable right to access the Service during the Evaluation Term for internal, non-production evaluation only. Production or clinical use requires an executed Order Schedule. Customer will not resell, frame, reverse engineer, or build competitive products, nor misuse the Service.

3. Customer responsibilities

The accepting individual warrants authority to bind Customer. Customer is responsible for its hardware/networking, all activity under its accounts, compliance with applicable laws, and confidentiality of credentials, and must promptly report unauthorized use.

4. No PHI by default; Business Associate Agreement for PHI use

The Service is provided on an evaluation basis without a BAA. Customer shall not submit PHI until a BAA is separately executed and shall use only synthetic, de-identified, or non-PHI data during the Evaluation Term. NEDOCS does not own Customer Data.

5. Intellectual property ownership

NEDOCS (and its licensors) own all right, title, and interest in the Service, NEDOCS Technology, and any feedback. This Agreement conveys no ownership rights. NEDOCS marks may not be used except under a signed Order Schedule.

6. Third-party interactions

Interactions with third-party services or EHR systems are solely between Customer and the third party. NEDOCS has no liability for such interactions and does not endorse linked sites.

7. No fees during evaluation

No fees are charged during the Evaluation Term. NEDOCS may modify, suspend, or discontinue evaluation access at any time. Paid use is governed by the applicable Order Schedule.

8. Internet delays

The Service may be subject to limitations and delays inherent in the Internet. NEDOCS is not responsible for damage resulting from such problems.

9. Representations and warranties

Each party warrants authority. Customer warrants it owns its Customer Data. EXCEPT AS PROVIDED IN AN ORDER SCHEDULE, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” DURING THE EVALUATION TERM WITH ALL WARRANTIES DISCLAIMED. The Service is not medical advice.

10. Indemnification

Customer indemnifies NEDOCS for claims arising from its Customer Data, breaches, or PHI submission without a BAA. NEDOCS indemnifies Customer for certain direct IP-infringement claims, subject to notice and control of defense.

11. Term and termination

The Evaluation Term runs on a rolling basis until terminated. Either party may terminate for convenience; NEDOCS may terminate for cause on material breach. Specified sections survive termination.

12. Limitation of liability

EXCEPT FOR EXCLUDED CLAIMS, NEDOCS’S AGGREGATE LIABILITY SHALL NOT EXCEED USD $100, REFLECTING THE NO-FEE EVALUATION NATURE. NEITHER PARTY IS LIABLE FOR INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES.

13. Confidentiality

Each party will use the other’s Confidential Information solely to perform its obligations and will not disclose it without consent, subject to customary exceptions.

14. General

Governing law is California with exclusive venue in Los Angeles County. Includes export-control, notice, assignment, updates/re-acceptance, severability, no-preprinted-terms, independent-contractor, U.S. government end-user, waiver, and entire-agreement provisions.

Acceptance

By clicking “I agree” during account registration, Customer acknowledges it has read, understands, and agrees to be bound as of the recorded acceptance timestamp, has authority to bind the hospital, and will not submit PHI until a BAA has been separately executed.