Legal
PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING THE PUBLIC BALANCE WEBSITE, YOU AGREE TO THE “PUBLIC WEBSITE USE” SECTION BELOW. BY CREATING A BALANCE BUSINESS ACCOUNT, CLICKING TO ACCEPT, OR ACCESSING OR USING THE SERVICES AS A CLIENT OR AUTHORIZED USER, YOU AGREE TO ALL OF THESE TERMS. IF YOU ACCEPT ON BEHALF OF AN ENTITY, YOU REPRESENT THAT YOU HAVE AUTHORITY TO BIND THAT ENTITY. PATIENTS, GUARANTORS, AND OTHER PAYERS USING A BALANCE PATIENT PAYMENT EXPERIENCE ARE GOVERNED BY THE BALANCE PATIENT PAYMENT TERMS & PRIVACY NOTICE FOR THAT USE.
These Terms of Service (the “Terms”) are between Hatch West, LLC dba Balance (“Balance,” “we,” “us,” or “our”) and each person or entity to whom the applicable portions of these Terms apply. Balance operates the public website at https://usebalance.co (the “Website”) and provides related applications, dashboards, payment pages, messaging tools, and integrations to healthcare practices and billing companies (collectively, the “Services”).
The Public Website Use section applies to anyone who accesses the public Website. Sections 1 through 19 apply to healthcare practices, billing companies, and their Authorized Users that access or use the Services as a Balance client (“Client”). A person acting solely as a patient, guarantor, parent or guardian, responsible party, or other payer is not a Client solely because that person receives a billing communication or uses a Balance patient payment page.
The Balance Privacy Policy describes Balance’s privacy practices and is provided for notice and transparency. The Balance Business Associate Agreement (“BAA”) is a separate agreement and, when applicable and accepted, is incorporated by reference into these Terms. If Client and Balance enter into an order form, pricing schedule, subscription agreement, or other written commercial agreement (“Commercial Terms”), the Commercial Terms control with respect to pricing, subscription scope, and other expressly conflicting commercial provisions. The BAA controls to the extent of a conflict regarding Protected Health Information (“PHI”).
Public Website Use
If you access only the public Website and do not use the Services as a Client, this Public Website Use section governs that access.
Balance grants you a limited, revocable, non-exclusive right to access and use the public Website for lawful informational and business purposes. Balance and its licensors own the Website, its design, text, graphics, software, trademarks, and other content except material expressly identified as belonging to others.
You may not scrape, crawl, harvest, or systematically extract Website content or data except through ordinary search-engine indexing; copy or exploit substantial portions of the Website for commercial purposes; reverse engineer or attempt to obtain source code; interfere with Website security or operation; introduce malicious code; impersonate another person; infringe intellectual-property or privacy rights; or use the Website for unlawful, fraudulent, deceptive, harassing, or abusive activity.
Website content is provided for general informational purposes. Balance does not provide medical care, medical advice, legal advice, tax advice, or financial advice through the public Website, and Website content is not a substitute for advice from an appropriate professional.
The Website may contain links to third-party websites or services. Balance does not control and is not responsible for third-party content, availability, security, or privacy practices. Business inquiries, feedback, and communications sent to Balance may be used to respond to you and support Balance’s B2B business development. Balance may use cookies, pixels, and similar technologies on the public Website for analytics, campaign measurement, retargeting, and B2B audience development as described in the Privacy Policy and subject to applicable privacy choices.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PUBLIC WEBSITE AND ITS CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE.” BALANCE DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. BALANCE DOES NOT WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, COMPLETE, OR CURRENT.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, BALANCE AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, REVENUE, DATA, OR GOODWILL, OR COSTS OF SUBSTITUTE SERVICES ARISING FROM OR RELATING TO THE PUBLIC WEBSITE. THEIR TOTAL AGGREGATE LIABILITY ARISING FROM PUBLIC-WEBSITE USE WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100), EXCEPT TO THE EXTENT A LIMITATION IS PROHIBITED BY LAW.
Public-Website use is governed by applicable federal law and the laws of California, without regard to conflict-of-law principles. Any dispute arising solely from public-Website use that is not governed by a separate Client agreement will be subject to the state and federal courts located in Orange County, California, and the United States District Court for the Central District of California, Southern Division, as applicable.
1. Definitions
“Applicable Law” means all laws, regulations, regulatory requirements, and binding industry rules applicable to a party’s activities under these Terms, including, as applicable, HIPAA, privacy and data-security laws, laws governing communications and debt collection, healthcare billing requirements, sanctions and export laws, and payment-network and payment-provider rules.
“Authorized User” means an employee, contractor, or other individual whom Client authorizes to access the Services on Client’s behalf, including an authorized user of a Billing Company Client.
“Billing Company Client” means a billing, revenue-cycle-management, administrative, or similar company that directly accepts these Terms and uses the Services to administer billing activities for one or more Practice Clients.
“Client Data” means data, content, records, messages, statements, files, and other information submitted to, transmitted through, or generated for Client through the Services, including Personal Data and PHI, but excluding De-Identified Data and Balance Technology.
“De-Identified Data” means information that does not identify and cannot reasonably be used to identify an individual, and, with respect to PHI, information de-identified in accordance with 45 C.F.R. § 164.514 or another method permitted by HIPAA.
“Patient/Payer” means a patient, former patient, guarantor, parent or guardian, responsible party, or other person who receives a billing communication or accesses a payment experience through the Services.
“Practice Client” means a healthcare provider, medical practice, professional entity, or other healthcare organization that, whether introduced to Balance directly or through a Billing Company Client, independently completes or confirms its enrollment in Balance, accepts these Terms and the BAA when applicable, acknowledges the Privacy Policy, and creates or connects its own Stripe Connected Account and settlement bank account.
“Sponsored Practice” means a Practice Client for which a Billing Company Client has agreed with Balance to pay some or all fees for the Services.
“Stripe Connected Account” means the Stripe account that a Practice Client creates or connects through Stripe Connect for payment processing and settlement.
2. Client Relationships and Account Structure
2.1 Practice Clients Contract Directly with Balance
Each Practice Client must directly complete Balance onboarding, accept these Terms and the BAA where applicable, and acknowledge the Privacy Policy. Each Practice Client must also create or connect its own Stripe Connected Account and designate its own bank account for settlement. A Practice Client remains a direct Balance client even when a Billing Company Client pays Balance for the Practice Client’s use of the Services.
2.2 Billing Company Clients
A Billing Company Client may use the Services to invite healthcare practices for which it provides, or reasonably expects to provide, billing, revenue-cycle-management, or related administrative services to enroll in Balance. In connection with an invitation, the Billing Company Client may provide Balance with the practice’s name, business contact information, and other non-PHI information reasonably necessary to facilitate onboarding. The Billing Company Client represents and warrants that it has a legitimate business relationship with, or other lawful basis to contact, each invited practice and to provide that information to Balance for this purpose.
Balance may send onboarding invitations, reminders, and related administrative communications to an invited practice in connection with the Billing Company Client’s invitation. A Billing Company Client may identify an invited practice as a practice it intends to sponsor under Section 2.3.
An invitation does not create a Balance account for the practice, bind the practice to these Terms, authorize processing of the practice’s patient data, or make the practice a Practice Client. Each invited practice must independently complete or confirm Balance onboarding, accept these Terms and the BAA where applicable, and acknowledge the Privacy Policy. Each Practice Client must also create or connect its own Stripe Connected Account and designate its own settlement bank account. A Billing Company Client may assist with onboarding but may not, solely through the invitation process, accept these Terms, the BAA, Stripe agreements, or other agreements on behalf of a Practice Client.
Before an invited practice has completed Balance onboarding, a Billing Company Client will not submit patient information, PHI, billing records, statements, payment requests, or other patient-level data for that practice through the Services.
Once a practice completes Balance onboarding, the Billing Company Client may administer that Practice Client’s Balance account to the extent authorized by the Practice Client. A Practice Client’s completion of an invitation initiated by a Billing Company Client and designation or confirmation of that Billing Company Client during onboarding constitutes authorization for Balance to provide the Billing Company Client with the administrative access selected or approved by the Practice Client.
A Billing Company Client represents and warrants that it has a valid agreement or other lawful authority to perform billing or administrative services for each Practice Client it administers and, where required by HIPAA, an appropriate business associate agreement or other required arrangement with that Practice Client.
A Billing Company Client’s invitation or administrative access does not transfer ownership of the Practice Client’s Balance account, Client Data, receivables, Stripe Connected Account, or payment funds to the Billing Company Client. A Practice Client may revoke or change a Billing Company Client’s administrative access at any time, subject to reasonable authentication and security procedures.
2.3 Sponsored Practices and Fees
Balance may charge a Billing Company Client for the Services used by one or more Sponsored Practices. While sponsorship remains in effect, a Sponsored Practice has no obligation to pay Balance for fees that Balance has agreed to charge to the Billing Company Client, unless the Sponsored Practice separately agrees in writing to pay those fees. Balance is not a party to, and has no responsibility for, any fee, surcharge, reimbursement, or other commercial arrangement between a Billing Company Client and a Practice Client.
If a Billing Company Client stops sponsoring a Practice Client, Balance may notify the Practice Client and offer continued access under then-current Commercial Terms. Balance may suspend fee-based features if no party agrees to pay applicable fees, but termination of a billing-company relationship does not transfer ownership of the Practice Client’s Client Data or Stripe Connected Account.
2.4 Account Information and Security
Client will provide accurate, current, and complete account information and keep it updated. Client is responsible for Authorized Users, access permissions, and activity conducted through its credentials except to the extent caused by Balance’s breach of these Terms. Each Authorized User must use separate credentials. Client must promptly notify Balance at support@usebalance.co of suspected unauthorized access or security incidents involving its account.
3. Services
Balance provides software that may enable healthcare billing communications, digital statements, text and email follow-up, payment experiences, payment-method enablement through third-party payment providers, administrative messaging, analytics, payment-status tracking, reconciliation, integrations, and automated or AI-assisted workflows. Features may vary by account, configuration, third-party availability, or Commercial Terms.
Balance may modify, improve, replace, or discontinue features from time to time. Balance does not guarantee uninterrupted or error-free availability and does not provide a service-level commitment unless expressly stated in separate Commercial Terms.
The Services are administrative and financial-operations technology. They are not medical services and are not intended for diagnosis, treatment, medical advice, clinical decision-making, or emergency communications. Client must maintain appropriate clinical and emergency communication channels independent of the Services.
4. Healthcare Billing and Patient Balances
4.1 Client Responsibility for Balances
Client is solely responsible for the accuracy, validity, legality, and substantiation of every amount submitted to or communicated through the Services. Client represents and warrants that, before directing Balance to seek payment or send a billing communication, Client has a reasonable basis to conclude that the amount is properly billable to the Patient/Payer and reflects information then reasonably available regarding payments, adjustments, insurance adjudication, coordination of benefits, refunds, financial assistance, disputes, discharge or bankruptcy status, and other relevant billing activity. Balance may rely on Client Data and instructions supplied by Client or an authorized Billing Company Client without independently auditing or validating the underlying patient account. To the extent an error, duplicate request, improper follow-up, or other claim results from inaccurate, incomplete, stale, unauthorized, or incorrectly configured Client Data or instructions, or from Client’s failure to timely correct or update them, Client remains responsible for that error or claim subject to these Terms.
Client will maintain records reasonably necessary to substantiate amounts submitted through the Services and its authority to bill and contact the applicable Patient/Payer. To the extent legally permitted, Client will reasonably cooperate with Balance and provide supporting information reasonably requested to address a patient complaint, payment-provider or carrier inquiry, governmental or regulatory matter, or third-party claim arising from Client Data, Client instructions, or Client’s billing activity.
Client is responsible for compliance with laws and contractual requirements governing the underlying healthcare charges, including, as applicable, Medicare and Medicaid requirements, the No Surprises Act and state balance-billing restrictions, financial-assistance obligations, payer contracts, debt-collection requirements, and restrictions applicable to minors, guarantors, or other responsible parties. Balance does not code claims, adjudicate insurance coverage, determine medical necessity, determine whether a debt is legally owed, or independently validate the underlying healthcare charge.
4.2 Disputes, Adjustments, and Paid Accounts
Client will promptly update or instruct Balance to update balances that are paid, adjusted, refunded, discharged, disputed, determined to be invalid, or otherwise should no longer be pursued. Client is responsible for investigating and resolving billing disputes and for providing supporting documentation or legally required notices. Balance may route inquiries to Client, pause automated communications, or take other reasonable steps to prevent potentially inaccurate or unauthorized collection activity.
4.3 No Transfer of Receivables
Balance does not purchase, acquire, own, or take assignment of Client receivables. Except to the extent a law directly applies to Balance based on its own conduct, these Terms do not transfer to Balance Client’s legal responsibilities as a healthcare provider, creditor, billing agent, or debt collector.
5. Communications and Patient Contact Information
Client may use the Services only to communicate with Patient/Payers for whom Client has a lawful healthcare billing or administrative purpose. Client represents and warrants that it has the legal right to provide Balance with each telephone number, email address, and other contact identifier and to instruct Balance to send the applicable communications on Client’s behalf.
Client is responsible for providing required notices and obtaining consents or authorizations required by Applicable Law, including the Telephone Consumer Protection Act and other laws governing calls, texts, and email. Client represents that the contact information and consent or authorization status it supplies or makes available to Balance are accurate to the best of Client’s knowledge and may lawfully be used for the communications Client directs Balance to send. Balance may rely on those representations and is not required to independently verify ownership of a telephone number or email address or independently obtain Client’s underlying consent or authorization. Client will promptly update contact information and consent status and notify Balance when it learns of a wrong number, wrong recipient, revocation, dispute, or other fact requiring communications to be corrected, paused, or stopped. Client will not direct Balance to send marketing or promotional communications through billing workflows unless Balance expressly supports that use and Client has satisfied any heightened consent requirements.
Balance may implement opt-out and suppression controls, including processing recognized opt-out requests such as “STOP,” and may pause or block communications when Balance reasonably believes continued communication could violate Applicable Law, a carrier requirement, or a recipient’s revocation of consent. Client will not attempt to circumvent such controls.
The messaging features are not intended for urgent medical or clinical communications. Client will not configure the Services in a manner that could reasonably cause a Patient/Payer to rely on Balance for emergency or time-sensitive clinical care.
6. Payment Processing and Payment Methods
6.1 Stripe Connect
Payment processing available through Balance is provided by Stripe and other payment-method providers made available through Stripe. Each Practice Client must maintain its own Stripe Connected Account and agrees to Stripe’s applicable Connected Account Agreement, Stripe Services Agreement, and other applicable Stripe terms. Balance is a technology platform that facilitates the connection between the Services and Stripe.
Balance is not the provider or seller of a Practice Client’s healthcare services, does not own the underlying Patient/Payer receivable, and does not take custody, possession, or control of Patient/Payer funds. Stripe and applicable financial institutions or payment-method providers process transactions, hold balances, and settle funds directly to the Practice Client’s designated account in accordance with their terms. Balance does not control payout timing, reserves, holds, chargebacks, or settlement decisions made by Stripe or another payment provider.
6.2 Client Responsibilities for Stripe
Each Practice Client is responsible for its Stripe Connected Account, including identity verification, business information, bank-account information, refunds, disputes, chargebacks, negative balances, and compliance with Stripe and payment-network rules. A Billing Company Client may assist a Practice Client with administrative tasks only to the extent authorized by the Practice Client and permitted by Stripe.
6.3 Cards, HSA/FSA Cards, Wallets, and Other Methods
Balance may enable Practice Clients to accept payment methods made available through their Stripe Connected Accounts, including credit and debit cards, mobile wallets, and cards associated with health savings accounts (“HSAs”) or flexible spending accounts (“FSAs”). Balance does not independently process or control these payment methods, and their availability, acceptance, authorization, settlement, and other terms are determined by Stripe, applicable payment networks, issuers, and other payment-method providers. Balance’s enablement of an HSA- or FSA-capable payment method does not constitute a determination that any healthcare expense is eligible for payment or reimbursement from an HSA or FSA. The Practice Client and Patient/Payer remain responsible for eligibility, documentation, and applicable tax treatment.
6.4 Affirm and Other Buy-Now-Pay-Later Options
Where enabled for an eligible Practice Client, Balance may make Affirm or another buy-now-pay-later payment method available through Stripe. Any financing or installment arrangement is offered by the applicable third-party provider under its own eligibility criteria, disclosures, approval process, and customer terms. Balance does not extend credit, determine financing eligibility or terms, or service the Patient/Payer’s financing obligation. Client acknowledges that availability, pricing, settlement, refunds, disputes, and other requirements are governed by Stripe and the applicable payment-method provider.
6.5 Payment Data
Client must not submit full payment-card numbers, card verification values (CVV/CVC), PINs, or other sensitive authentication data through text messages, support communications, general-purpose upload fields, or other areas not expressly designated for secure payment entry. Secure payment details are collected through Stripe-enabled payment components. Balance may receive transaction identifiers, payment status, card brand, last four digits, and similar transaction metadata but is not intended to store full card numbers or sensitive authentication data.
7. Fees, Billing, and Payment Authorization
Fees, usage tiers, included volumes, billing frequency, and payment responsibility are set forth in applicable Commercial Terms. Unless a Billing Company Client or other authorized payor has agreed with Balance to pay fees on a Practice Client’s behalf, the Practice Client is responsible for fees applicable to its use of the Services. A Practice Client may receive the Services without charge from Balance when a Billing Company Client sponsors that Practice Client. A Billing Company Client that agrees to pay fees is responsible for those fees regardless of whether or how it passes the cost through to Practice Clients. Balance is not a party to any separate reimbursement, markup, pass-through, or fee arrangement between a Billing Company Client and a Practice Client.
Unless Commercial Terms provide otherwise, Balance may invoice the designated payor and may charge a payment method designated or authorized for Balance billing. By providing or designating a credit card, debit card, bank account, ACH authorization, or other payment method for Balance billing, Client or other designated payor authorizes Balance and its billing processor to charge that payment method for amounts due under applicable Commercial Terms or invoices, including recurring fees, usage-based charges, applicable taxes, identified pass-through charges, and overdue undisputed amounts, on or after the applicable due date without separate authorization for each charge. Balance may retry an unsuccessful charge. If Client or the designated payor has provided more than one authorized payment method for Balance billing, Balance may charge an authorized backup payment method if the primary payment method fails. Client will maintain a valid payment method while amounts are due. Revoking or replacing a payment authorization is prospective only and does not affect Balance’s right to collect amounts incurred before the revocation or replacement. Bank debits and similar payment methods remain subject to any authorization or notice requirements imposed by Applicable Law or the payment provider.
Balance will not charge a Sponsored Practice for fees that Balance has agreed to charge to its Billing Company Client unless the Practice Client separately agrees to become the designated payor or otherwise authorizes the charge. If sponsorship ends, Balance may offer the Practice Client continued service under then-current Commercial Terms, but the Practice Client does not become responsible for the Billing Company Client’s unpaid sponsored fees merely because sponsorship ends.
Except as otherwise stated in Commercial Terms or required by law, fees are non-refundable and are exclusive of applicable taxes and pass-through telecommunications or other third-party usage charges identified in the Commercial Terms. Balance may change generally applicable fees on at least 30 days’ notice, but a change will not override a fixed-price commitment in signed Commercial Terms during its stated term. If an undisputed amount remains unpaid for 10 calendar days after Balance provides written notice of nonpayment, Balance may suspend fee-based features. If a Billing Company Client is the designated payor and fails to pay, Balance may suspend fee-based features for associated Sponsored Practices after that notice period and may offer a Practice Client the option to continue service by becoming the payor.
8. Client Data, Privacy, and Security
8.1 Ownership and Instructions
As between Balance and Client, Client retains its rights in Client Data. Client grants Balance a non-exclusive right to host, copy, transmit, process, display, modify, and otherwise use Client Data only as reasonably necessary to provide, secure, support, maintain, and improve the Services; comply with Client’s lawful instructions; prevent fraud and abuse; and comply with Applicable Law. To the extent Client Data is PHI, the BAA governs Balance’s use and disclosure of that PHI.
Balance will not use PHI or patient-level Client Data for advertising or marketing and will not use PHI to train general-purpose artificial-intelligence models. Balance may use business contact information and public-website interaction data that Balance collects in its own business/controller capacity for B2B sales, marketing, advertising, audience measurement, retargeting, and similar-audience development as described in the Privacy Policy. Balance may use De-Identified Data to operate, analyze, benchmark, secure, develop, and improve the Services and for other lawful business purposes, provided the data does not identify Client’s Patient/Payers or otherwise violate the BAA or Applicable Law.
8.2 HIPAA
Where Balance creates, receives, maintains, or transmits PHI on behalf of a Client that is a HIPAA covered entity or business associate, the BAA applies. Client will not use the Services to transmit PHI until any legally required BAA or other arrangement is in effect. Client is responsible for determining whether information is subject to HIPAA or other specialized confidentiality requirements and for providing Balance with restrictions or instructions that materially affect Balance’s permitted use or disclosure.
8.3 Security
Balance will maintain reasonable and appropriate administrative, physical, and technical safeguards designed to protect Client Data against unauthorized access, use, disclosure, alteration, or destruction, consistent with Applicable Law and, with respect to PHI, the Business Associate Agreement. Balance may update its security measures from time to time as technologies, risks, and industry practices evolve.
Client acknowledges that no method of electronic transmission, storage, or security is completely secure, and Balance does not warrant that the Services will be immune from all unauthorized access, security incidents, or other threats. Client is responsible for maintaining the security of its accounts, credentials, Authorized Users, devices, and systems as provided in Section 2.4.
8.4 Retention and Export
The Services are not intended to be Client’s legal medical-record archive, accounting archive, or sole system of record. Client is responsible for maintaining records required by law or professional standards outside Balance where appropriate. Balance may retain and delete Client Data in accordance with its documented retention practices, legal obligations, payment-processing requirements, backup procedures, and the BAA. Following termination, Balance will, upon request made within 30 days and where technically feasible, make available a reasonable export of Client Data then accessible through the Services before deletion, subject to the BAA and Applicable Law.
8.5 State Privacy Service-Provider Terms
To the extent Balance processes Personal Data contained in Client Data on behalf of Client and Applicable Law treats Balance as a service provider, contractor, processor, or similar role, the following terms apply. The specific business purposes for processing are to provide and support patient billing and payment communications; provide account administration, analytics, reconciliation, and integrations; facilitate Stripe-enabled payment experiences; maintain, secure, debug, and improve the Services; prevent fraud and abuse; and comply with legal obligations.
Balance will not sell or share Personal Data contained in Client Data that Balance processes on Client’s behalf for cross-context behavioral advertising; will not retain, use, or disclose that Personal Data outside the direct business relationship with Client or for purposes other than the specific business purposes above except as permitted by Applicable Law; and will not combine that Personal Data with personal information obtained from another source except as permitted by Applicable Law. These service-provider restrictions do not apply to business contact information, public-website interaction data, or other Personal Data that Balance independently collects and processes in its own business/controller capacity, which is handled as described in the Privacy Policy. Balance will provide the level of privacy protection required of a service provider or contractor, implement reasonable security, and reasonably assist Client with applicable consumer-rights requests and legally required risk or compliance activities to the extent the relevant information is within Balance’s possession or control.
Balance will notify Client if Balance determines it can no longer meet applicable service-provider or contractor obligations. Client may take reasonable and appropriate steps to confirm Balance’s compliance and, upon notice of unauthorized processing, to require Balance to stop and remediate that processing. Balance will impose legally required data-protection obligations on subprocessors that process such Personal Data on its behalf.
9. Automated and AI-Assisted Features
The Services may use rules-based automation, machine learning, or artificial intelligence to support administrative functions such as categorizing or summarizing messages, drafting or sending administrative responses, identifying payment or communication patterns, prioritizing accounts, extracting information, and assisting with reconciliation or workflow decisions.
Automated or AI-generated outputs may be incomplete or inaccurate and do not constitute medical, legal, tax, or financial advice. They do not independently establish whether a Patient/Payer legally owes a balance. Client is responsible for selecting its configuration, reviewing outputs where appropriate, and maintaining reasonable human oversight of workflows that could materially affect Patient/Payers. Balance may act automatically in accordance with Client’s configuration and instructions, and Client remains responsible for the underlying data and business rules supplied to Balance.
10. Integrations, Reconciliation, and Third-Party Services
Client may connect the Services with practice-management systems, electronic health record systems, billing platforms, communications providers, or other third-party products. Client authorizes Balance to exchange Client Data with connected third parties as necessary to provide the integration. Client is responsible for having the right to make the connection and for the third party’s terms and practices.
Automated payment posting, allocation, reconciliation, statement generation, and similar functions depend on Client Data, mapping rules, configuration, and third-party systems. Client remains responsible for reviewing its books and records and confirming that payments, adjustments, allocations, refunds, and postings are correctly reflected in its authoritative systems. Balance is not responsible for inaccuracies caused by incorrect or incomplete source data, Client configuration, third-party system behavior, API changes, or instructions supplied by Client or its Authorized Users.
Balance may use subcontractors and service providers to perform the Services. Where a subcontractor handles PHI or Personal Data on Balance’s behalf, Balance will impose contractual protections required by Applicable Law and the BAA.
11. Acceptable Use and Restrictions
Client and Authorized Users will use the Services only for lawful healthcare-related billing, payment, and administrative purposes. Without limiting the foregoing, Client will not:
send communications to persons with whom Client lacks a lawful billing or administrative relationship, or use the Services for spam, harassment, unlawful telemarketing, or deceptive collection activity;
submit or pursue balances Client knows or reasonably should know are inaccurate, paid, invalid, legally prohibited, or not properly attributable to the recipient;
upload PHI or other sensitive data relating to a healthcare provider that has not completed required Balance onboarding or for which Client lacks authorization;
submit sensitive payment-card data outside secure payment fields designated for that purpose;
attempt to gain unauthorized access to systems or data, interfere with the Services, bypass security or rate limits, introduce malicious code, or conduct vulnerability testing without Balance’s written authorization;
reverse engineer, decompile, disassemble, copy, modify, or create derivative works of the Services except to the limited extent a restriction is prohibited by law;
resell, sublicense, time-share, or use the Services as a service bureau except for a Billing Company Client’s authorized administration of Practice Clients under these Terms; or
use the Services in violation of Stripe’s restricted-business rules, sanctions laws, or any Applicable Law.
Balance may suspend or limit activity that it reasonably believes violates this Section or creates material legal, security, payment, carrier, or reputational risk.
12. Intellectual Property and Feedback
Balance and its licensors retain all right, title, and interest in the Services, software, designs, documentation, workflows, models, APIs, trademarks, and other technology or materials provided by Balance (“Balance Technology”). Except for the limited rights expressly granted under these Terms, no rights are transferred to Client.
Client may provide feedback or suggestions. Client grants Balance a perpetual, worldwide, royalty-free right to use feedback without restriction or obligation, provided Balance does not publicly identify Client as the source without permission.
13. Confidentiality
Each party may receive nonpublic information that is identified as confidential or that reasonably should be understood to be confidential (“Confidential Information”). The receiving party will use the disclosing party’s Confidential Information only to perform or exercise rights under these Terms and will protect it using reasonable care. The receiving party may disclose Confidential Information to personnel, contractors, professional advisers, service providers, and actual or prospective investors, lenders, financing sources, acquirers, or transaction counterparties who have a legitimate need to know and are subject to confidentiality obligations or professional duties of confidentiality.
Confidential Information does not include information that the receiving party can demonstrate is publicly available without breach, already lawfully known without restriction, independently developed without use of the Confidential Information, or lawfully received from a third party without confidentiality duty. A party may disclose Confidential Information when legally required after giving notice where legally permitted.
14. Term and Termination
These Terms begin when Client accepts them and continue while Client has an active account or uses the Services. Commercial subscription terms, if any, are governed by applicable Commercial Terms.
Unless applicable Commercial Terms provide for a fixed term or different termination right, either party may terminate the Services and these Terms for convenience on thirty (30) days’ written notice. Termination does not entitle Client to a refund of fees already paid or accrued except as expressly stated in Commercial Terms or required by law.
Balance may suspend access when reasonably necessary to address suspected fraud, security risk, legal or regulatory requirements, Stripe or other third-party restrictions, material violations of these Terms, or risks to Patient/Payers or other users. For nonpayment, Section 7 applies. When practicable, Balance will provide notice and an opportunity to cure before suspension, but Balance may act immediately when reasonably necessary to prevent harm, protect the Services, or comply with law or third-party requirements.
Either party may terminate for material breach not cured within 30 days after written notice, unless the breach is not reasonably curable or immediate termination is permitted elsewhere in these Terms. Balance may terminate or suspend immediately for unlawful activity, fraud, misuse of PHI, serious security abuse, or repeated material violations.
Upon termination, Client’s right to use the Services ends, subject to reasonable transition and data-export rights described above. Termination does not affect accrued payment obligations, Stripe transactions initiated before termination, confidentiality obligations, or provisions that by their nature should survive.
15. Warranties and Disclaimers
Each party represents that it has authority to enter into these Terms. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND BALANCE DISCLAIMS ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
Balance does not warrant that the Services will be uninterrupted, error-free, secure, or compatible with every third-party system; that integrations, APIs, communications networks, or payment methods supplied by third parties will remain available; that Client Data or third-party data will be accurate or complete; that a Patient/Payer will pay; that a particular payment method will be approved or available; or that use of the Services will increase collections or financial performance.
Balance is not responsible for decisions, actions, or omissions based on analytics, metrics, recommendations, AI-assisted output, payment status, reconciliation information, or other information presented through the Services. Client remains responsible for its legal, clinical, billing, accounting, compliance, and business decisions and for reviewing information before relying on it where appropriate.
16. Indemnification
16.1 By Client
Client will defend, indemnify, and hold harmless Balance and its officers, directors, employees, affiliates, agents, and service providers from and against third-party claims, demands, actions, investigations, governmental or regulatory proceedings, carrier or payment-provider assessments, damages, fines, penalties, losses, costs, and reasonable attorneys’ fees arising out of or relating to: (a) Client Data, Client instructions, configurations, uploads, mappings, or omissions; (b) an inaccurate, invalid, duplicate, outdated, unsupported, unauthorized, already-paid, adjusted, refunded, discharged, disputed, or otherwise legally uncollectible or improperly stated patient balance; (c) Client’s failure to timely reflect insurance adjudication, payments, adjustments, financial assistance, refunds, disputes, bankruptcy or discharge information, balance-billing restrictions, or other information affecting an amount due; (d) incorrect or unauthorized patient, guarantor, responsible-party, telephone, email, or other contact information supplied or approved by Client; (e) Client’s failure to provide required notices or obtain, document, maintain, or honor required consents, authorizations, permissions, revocations, or opt-outs for communications, data processing, or payment activity; (f) Client’s failure to timely correct, pause, cancel, or stop billing communications or automated follow-up after Client knew or reasonably should have known of an error, dispute, payment, adjustment, wrong recipient, revoked consent, or other circumstance requiring action; (g) Client’s healthcare services, coding, billing practices, collections, refunds, financial assistance, or relationship with a Patient/Payer; (h) Client’s violation of Applicable Law, these Terms, or payment-provider or carrier rules; (i) Client’s negligence, willful misconduct, fraud, or infringement or misappropriation of third-party rights; or (j) a dispute between Client and another Client, including a dispute between a Practice Client and Billing Company Client, in each case to the extent arising from Client’s acts or omissions, Client Data, instructions, or legal responsibilities and not from Balance’s independent acts for which Balance is legally responsible.
A Practice Client’s responsibilities for the underlying patient balance, legal authority to bill and contact a Patient/Payer, and compliance with Sections 4 and 5 are not reduced because the Practice Client authorizes a Billing Company Client to submit data, configure workflows, or administer its account. Balance may rely on data and instructions submitted through the Practice Client’s account by an authorized Billing Company Client as authorized instructions for purposes of providing the Services, subject to the separate responsibilities of the Billing Company Client below.
A Billing Company Client additionally will defend, indemnify, and hold harmless Balance from the matters described above to the extent arising from the Billing Company Client’s acts or omissions, including: (a) lack of authority to invite, onboard, access, or administer a Practice Client; (b) inaccurate data entry, file uploads, mappings, workflow configuration, payment-request configuration, messaging configuration, or other instructions submitted by the Billing Company Client; (c) failure to implement or timely act on a Practice Client’s corrections, cancellations, updates, disputes, or instructions to stop or change follow-up; (d) representations or commitments the Billing Company Client makes to a Practice Client or Patient/Payer; (e) the Billing Company Client’s failure to maintain required agreements, authorizations, or HIPAA arrangements with a Practice Client; or (f) the Billing Company Client’s separate fees, billing practices, or commercial relationship with a Practice Client.
16.2 By Balance
Balance will defend and indemnify Client against a third-party claim that the unmodified Balance Technology, when used as authorized, directly infringes a United States patent, copyright, or trademark, and will pay damages finally awarded or amounts approved by Balance in settlement. Balance has no obligation for claims arising from Client Data, modifications not made by Balance, use contrary to these Terms, or combinations with products not supplied by Balance where the claim would not otherwise have arisen. Balance may modify or replace the affected technology or terminate the affected feature with a refund of prepaid unused fees, if any, as Client’s exclusive remedy for such a claim.
16.3 Procedure
The indemnified party must promptly notify the indemnifying party of a claim and reasonably cooperate. The indemnifying party controls the defense and settlement, but may not settle a claim in a manner that admits fault by, imposes non-monetary obligations on, or fails to fully release the indemnified party without that party’s consent.
17. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, GOODWILL, OR BUSINESS OPPORTUNITY; LOSS OR CORRUPTION OF DATA; OR COSTS OF REPLACEMENT OR SUBSTITUTE SERVICES, ARISING OUT OF OR RELATING TO THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, BALANCE’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SAME OR RELATED EVENTS UNDER THESE TERMS, THE BAA, OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) THE APPLICABLE FEES DESCRIBED BELOW OR (B) ONE THOUSAND U.S. DOLLARS ($1,000). IF A CLAIM RELATES TO ONE OR MORE IDENTIFIABLE PRACTICE CLIENTS, “APPLICABLE FEES” MEANS ONLY THE FEES PAID OR PAYABLE TO BALANCE THAT ARE SPECIFICALLY ATTRIBUTABLE TO THE AFFECTED PRACTICE CLIENT OR PRACTICE CLIENTS AND THE AFFECTED SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, REGARDLESS OF WHETHER THOSE FEES WERE PAID BY THE PRACTICE CLIENT, A BILLING COMPANY CLIENT, OR ANOTHER AUTHORIZED PAYOR. FEES ATTRIBUTABLE TO OTHER PRACTICE CLIENTS ARE EXCLUDED. IF A CLAIM BY A BILLING COMPANY CLIENT CONCERNS A BILLING-COMPANY-LEVEL SERVICE OR EVENT THAT IS NOT REASONABLY ATTRIBUTABLE TO PARTICULAR PRACTICE CLIENTS, “APPLICABLE FEES” MEANS THE FEES PAID OR PAYABLE BY THAT BILLING COMPANY CLIENT FOR THE AFFECTED BILLING-COMPANY-LEVEL SERVICES DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
The exclusions and limits in this Section apply regardless of legal theory and even if a limited remedy fails of its essential purpose. They do not limit liability to the extent a limitation is prohibited by Applicable Law, including liability for fraud, willful injury or misconduct, gross negligence, or violation of law to the extent such liability cannot lawfully be limited. The parties agree that these limitations are a material part of the allocation of risk reflected in the fees and other terms of the agreement.
For clarity, the limitations applicable to Balance’s liability do not limit Client’s obligation to pay fees and other amounts properly due to Balance, Client’s indemnification obligations under Section 16, or Client’s liability for unauthorized use or misappropriation of Balance Technology, fraud, or willful misconduct.
18. Dispute Resolution
These Terms and any dispute arising from them are governed by the Federal Arbitration Act and, to the extent state law applies, the laws of California without regard to conflict-of-law rules.
Except for claims eligible for small-claims court and requests for temporary or injunctive relief to protect intellectual property, Confidential Information, security, or payment rights, any dispute between Client and Balance arising out of or relating to these Terms or the Services will be resolved by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules. The arbitration will be conducted by one arbitrator and, unless the parties agree otherwise, remotely by videoconference. Judgment on the award may be entered in any court having jurisdiction.
Client may opt out of this arbitration provision by emailing legal@usebalance.co within 30 days after Client first accepts these Terms and stating the Client legal name and that Client opts out of arbitration. If arbitration does not apply or Client timely opts out, exclusive jurisdiction and venue will lie in the state courts located in Orange County, California and the United States District Court for the Central District of California, Southern Division, and each party consents to those courts.
To the extent permitted by law, disputes will be resolved only on an individual entity basis and not as a class, collective, consolidated, or representative action. The substantially prevailing party in an action to enforce these Terms is entitled to reasonable attorneys’ fees and costs to the extent permitted by law.
19. General
19.1 Publicity
Unless Client opts out by emailing legal@usebalance.co, Client grants Balance a non-exclusive, royalty-free license during the term of Client’s use of the Services to display Client’s name and logo solely to identify Client as a Balance customer in a customer list or similar factual presentation. Client may revoke this permission at any time for future use. Balance will not, without separate written consent, issue a press release about Client; publish a case study or testimonial attributed to Client; publish Client-specific performance or financial results; or use Client’s name or marks in a manner that reasonably implies endorsement. A Billing Company Client may not grant publicity rights in a Practice Client’s name or marks; any such rights arise only from the Practice Client’s own acceptance of these Terms or separate permission.
19.2 Assignment
Client may not assign these Terms without Balance’s prior written consent, except to a successor in connection with a merger or sale of substantially all of Client’s assets if the successor agrees to these Terms and is not a Balance competitor. Balance may assign these Terms to an affiliate or in connection with a merger, financing, reorganization, or sale of substantially all of its business or assets.
19.3 Notices
Legal notices to Balance must be sent to legal@usebalance.co. Balance may send notices to the email address associated with Client’s account or through the Services. Operational and security notices may be provided electronically. Client will keep its contact information current.
19.4 Subcontractors
Balance may use subcontractors to provide the Services and remains responsible for its contractual obligations. Subcontractor access to PHI and Personal Data is governed by Section 8 and the BAA.
19.5 Force Majeure
Neither party is liable for delay or failure caused by events beyond its reasonable control, excluding payment obligations, including natural disasters, widespread telecommunications or cloud-service failures, labor disruptions, governmental action, war, terrorism, civil unrest, or public-health emergencies.
19.6 Changes to These Terms
Balance may update these Terms from time to time. Material changes will be communicated by reasonable notice, such as email, in-product notice, or a request for renewed acceptance. Material changes will apply prospectively on the stated effective date. If Client does not agree to a material change, Client may discontinue use of the Services before the change becomes effective, subject to any separate fixed-term Commercial Terms.
19.7 Relationship; No Third-Party Beneficiaries
The parties are independent contractors. These Terms do not create a partnership, joint venture, fiduciary, franchise, employment, or agency relationship. Except as expressly stated, there are no third-party beneficiaries. A Billing Company Client is not Balance’s agent and Balance is not a party to the Billing Company Client’s agreement with any Practice Client.
19.8 Entire Agreement; Severability; Waiver
These Terms, the BAA when applicable, and any Commercial Terms are the complete agreement between Balance and Client concerning the Services and supersede prior agreements on the same subject. The Privacy Policy is provided as a notice of Balance’s privacy practices and does not independently expand either party’s contractual obligations except as expressly stated in these Terms or required by Applicable Law. If a provision is unenforceable, it will be modified to the minimum extent necessary and the remainder will continue in effect. A waiver must be in writing and is not a continuing waiver unless expressly stated.
19.9 Order of Precedence
If documents conflict: (1) the BAA controls with respect to PHI and HIPAA obligations; (2) signed Commercial Terms control with respect to pricing and expressly negotiated commercial provisions; and (3) these Terms control otherwise. The Privacy Policy does not expand Balance’s permitted use of PHI beyond the BAA.
19.10 Contact
Questions about these Terms may be sent to legal@usebalance.co. Support requests may be sent to support@usebalance.co.