Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between NUBA, LLC (“Company,” “we,” “our,” or “us”) and you (“User,” “you,” or “your”) governing your access to and use of the Radinode platform, including all related web applications, features, APIs, and tools (collectively, the “Service”).

By creating an account or accessing the Service, you agree to be bound by these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

1. Description of Service

Radinode is a software-as-a-service (SaaS) platform designed for healthcare integration consultants and engineers. The Service provides workflow design tools, integration configuration generators, project planning and management features, client and proposal management, and related productivity tools for planning and managing healthcare IT integration projects.

The Service is intended solely as a project management, design, and documentation tool. It is not a clinical system, electronic health record (EHR), health information exchange (HIE), integration engine, or any system involved in the transmission or processing of live patient data.

For purposes of these Terms, sole proprietors and independent contractors using the Service in connection with their professional or commercial activities are considered business users.

2. Accounts and Registration

2.1 You must create an account to access the Service. You agree to provide accurate, current, and complete information during registration and to keep your account information updated.

2.2 You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. Notify us immediately at legal@radinode.com if you suspect unauthorized access.

2.3 You must be at least 18 years old and legally capable of entering into contracts to use the Service. The Service is intended for business use only.

2.4 We reserve the right to suspend or terminate accounts that violate these Terms or for any other reason at our sole discretion, with or without notice.

3. Acceptable Use

You agree to use the Service only for lawful purposes. You agree not to:

• Upload, store, transmit, or process any Protected Health Information (PHI) as defined under HIPAA (see Section 6);
• Violate any applicable federal, state, or local law or regulation;
• Impersonate any person or entity or misrepresent your affiliation;
• Interfere with or disrupt the integrity or performance of the Service;
• Attempt to gain unauthorized access to any part of the Service or other accounts;
• Use the Service to develop a competing product or service;
• Reverse engineer, decompile, or disassemble any part of the Service;
• Upload or transmit malware, viruses, or any other malicious code;
• Scrape or harvest data from the Service in an automated manner without prior written consent.

4. Subscription, Fees, and Payment

4.1 Access to the Service may require a paid subscription. Applicable fees are described on our pricing page or in a separate order form.

4.2 Subscriptions are billed in advance on a recurring basis (monthly or annually, as selected). All fees are non-refundable except as required by law.

4.3We reserve the right to change pricing with at least 30 days' notice. Continued use after a price change constitutes acceptance.

4.4 Failure to pay fees when due may result in suspension or termination of access to the Service.

5. Intellectual Property

5.1 Our IP. The Service, including all underlying software, design, text, graphics, interfaces, and content created by us, is owned by NUBA, LLC and protected by intellectual property laws.

5.2 Your Content.You retain ownership of any workflow diagrams, project plans, documents, and other content you create using the Service (“Your Content”). By using the Service, you grant us a limited, non-exclusive license to host, store, and process Your Content solely to provide and improve the Service.

5.3 Feedback. If you submit feedback or suggestions about the Service, you grant us a perpetual, irrevocable, royalty-free license to use that feedback for any purpose.

6. HIPAA and Protected Health Information (PHI)

6.1 Not a HIPAA-Covered Service. Radinode is a project management and integration design tool. It is not designed, certified, or intended to store, process, transmit, or handle Protected Health Information (PHI) as defined under the Health Insurance Portability and Accountability Act of 1996 (HIPAA).

6.2 No PHI Permitted. You are strictly prohibited from uploading, entering, storing, or transmitting any PHI through the Service. This includes:

• Patient names, dates of birth, Social Security numbers, or other personal identifiers;
• Medical record numbers, account numbers, or health plan beneficiary numbers;
• Diagnostic codes, treatment records, lab results, or any clinical data;
• Sample HL7 messages, FHIR resources, or other healthcare data formats containing real patient identifiers;
• Any other information that identifies or could be used to identify an individual's health condition, healthcare, or payment for healthcare.

6.3 No Business Associate Agreement (BAA). NUBA, LLC does not act as a Business Associate under HIPAA with respect to the Service. We will not execute a BAA for standard use of this platform. If you are a Covered Entity or Business Associate under HIPAA, your use of this Service must not involve PHI.

6.4 Your Responsibility. You are solely responsible for ensuring that no PHI is uploaded to or processed through the Service. Use anonymized, de-identified, or entirely synthetic data for any testing, demonstration, or template purposes.

6.5 No Liability for PHI Violations. If you upload PHI in violation of these Terms, you do so at your own risk and assume all legal liability. NUBA, LLC will have no liability for any HIPAA violation, regulatory fine, data breach, or harm resulting from your unauthorized introduction of PHI into the Service.

7. Confidentiality

Each party may have access to the other's confidential information. Both parties agree to protect such information with at least reasonable care. Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law.

8. Privacy

Your use of the Service is subject to our Privacy Policy, incorporated into these Terms by reference. By using the Service, you consent to the data practices described there.

9. Disclaimers

The service is provided “as is” and “as available” without warranties of any kind, express or implied. To the fullest extent permitted by applicable law, NUBA, LLC disclaims all warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the service will be uninterrupted or error-free.

10. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall NUBA, LLC be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, loss of data, or business interruption. Our total aggregate liability for all claims shall not exceed the greater of (a) the fees you paid to us in the twelve months preceding the claim, or (b) one hundred U.S. dollars ($100).

11. Indemnification

You agree to indemnify, defend, and hold harmless NUBA, LLC and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law; or (d) your introduction of PHI or other unauthorized data into the Service.

12. Termination

12.1 You may cancel your account at any time by contacting us at legal@radinode.com.

12.2 We may suspend or terminate your access at any time, with or without cause or notice. Upon termination, your right to use the Service ceases immediately.

12.3 Sections 5, 6, 9, 10, 11, 13, and 14 survive termination.

13. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of Texas, without regard to its conflict of law principles. Any dispute shall be resolved exclusively in the state or federal courts located in Texas, and you consent to the personal jurisdiction of such courts.

14. General

14.1 Entire Agreement. These Terms, together with the Privacy Policy and any applicable order forms, constitute the entire agreement between you and NUBA, LLC regarding the Service.

14.2 Modifications. We may update these Terms at any time. We will notify you of material changes by email or in-app notice. Continued use after the effective date constitutes acceptance.

14.3 Severability. If any provision is found unenforceable, it will be modified to the minimum extent necessary or severed; remaining provisions remain in full force.

14.4 No Waiver. Our failure to enforce any provision does not waive our right to enforce it in the future.

14.5 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms freely.

15. Contact