Terms of Service

These Terms of Service (the "Terms") are a binding agreement between you (the practice subscribing to the Service, the "Customer", "Practice Owner", or "you") and Harbor Office, Inc., a Delaware corporation with its principal office at 4506 Laverne Ave, Klamath Falls, OR 97603 ("Harbor", "we", "us"). By creating an account, completing checkout, executing an order form, or accessing any part of the Service, you accept these Terms. If you do not agree, do not use the Service.

These Terms are the single Terms of Service for Harbor. They govern the Service wherever you reach it, including harboroffice.ai and lab.harboroffice.ai.

Existing agreements. Publication of this version does not by itself amend an existing signed agreement, replace a previously accepted version, or shorten a promised notice period. Existing Customers remain subject to their accepted terms until a change takes effect under the applicable notice and amendment provisions. Written pilot terms, order forms, and individually approved offers retain their agreed rate protections and other specific commitments.

1. The Service

Harbor provides a web-based, AI-native EHR for behavioral-health practices, including an AI receptionist (Ellie), clinical charting, scheduling, calendar sync, intake screening, crisis detection, billing, a patient portal, telehealth, and an SMS appointment-reminder program (together, the "Service").

Features may be added, modified, or retired. We will give 30 days’ notice of material reductions in functionality to active Customers.

2. Eligibility and your account

Harbor is sold to licensed mental-health practices in the United States. By signing up, you represent that you are authorized to bind the practice and that the practice (or its providers) holds active licensure for the services it delivers.

Availability depends on the practice location, each clinician’s credentials, the patient’s location, and the features requested. Confirm supported states and onboarding requirements with Harbor before relying on a feature. An account, a state selection, or a billing interface does not establish licensure, payer enrollment, coverage, or eligibility to deliver a particular service. Harbor may decline or limit service in a state while it addresses that state’s requirements; states not currently accepting new practices are listed on Harbor’s HIPAA page.

You are responsible for keeping login credentials confidential, enabling MFA on owner-tier accounts, and notifying Harbor immediately if you suspect unauthorized access.

3. HIPAA, PHI, and the Business Associate Agreement

Harbor is a Business Associate of each Customer under the HIPAA Rules. A signed Business Associate Agreement ("BAA") is required before any Protected Health Information ("PHI") is submitted to the Service, and PHI-bearing endpoints in the EHR are gated server-side until the BAA is on file. The BAA controls in any conflict between these Terms and obligations relating to PHI.

Patients of subscribing practices are not direct customers of Harbor. Their relationship is with the practice; Harbor’s processing of their PHI is governed by the BAA between Harbor and that practice.

4. Subscription, fees, and renewal

The Service is offered on a monthly subscription, billed in advance through Harbor’s payment processor. Current published pricing is $99/mo for Solo (one clinician) and $99/mo per clinician for Group, with no base fee. A Group practice subscribes through checkout with the number of clinicians it is bringing; every clinician on its roster is one billed seat, and the seat count is adjusted as clinicians are added or removed. Practices with 25 clinicians or more are quoted individually.

Free trial. The standard first subscription begins with a free trial of 30 days and requires a payment method at checkout. No subscription charge is made during that trial. If the practice cancels before the trial ends, no subscription charge is made. Otherwise, paid monthly billing begins after the trial ends. The standard trial applies to a practice's first subscription only. Harbor may change or withdraw the offer for future subscriptions; a trial already in progress keeps the terms on which it began.

Individually approved offers. Harbor may approve a different trial or onboarding arrangement in writing, including a no-card trial. The written offer must identify its duration, access, price, and conditions for starting paid billing. A no-card offer does not authorize a charge without the required payment authorization. Adding a card does not override a separately agreed billing hold. Contact Harbor to confirm the transition to paid service.

Legacy Founding Pilot agreements. The Founding Pilot Terms describe a separate offer and do not enroll a new Customer merely because this page links to them. An existing pilot participant keeps the trial duration, conversion conditions, and rate protection in its signed agreement or order form. A new practice receives only the standard offer or a different offer expressly approved for it in writing.

Automatic renewal. Your subscription continues automatically from month to month, and your saved payment method is charged at the start of each monthly billing cycle, until you cancel. You can cancel online at any time in Settings → Billing, without contacting Harbor, and cancellation takes effect at the end of the current billing cycle. Harbor emails the Practice Owner a confirmation of these renewal terms when the subscription starts, a reminder at least 7 days before the first charge after a free trial, and a yearly reminder that the subscription continues to renew, each with a link to cancel. Seat changes for a Group practice are prorated: adding a clinician adds a prorated charge for the rest of the cycle, and removing one adds a prorated credit to the next invoice. If a payment fails, Harbor emails the Practice Owner and retries the charge. If payment remains outstanding for more than 14 days after the first failed attempt, Harbor may suspend the Service until the balance clears, and may terminate the subscription for non-payment after giving further written notice.

Prices may change, subject to signed rate protections. Signed pilot and individually agreed price locks are honored under their terms. Otherwise, subscription pricing, add-on pricing, usage-based components, and the price of any new feature or product Harbor introduces may change. We will give at least 30 days’ notice by email before a price change takes effect for an existing subscription, and the new price applies at the start of the next billing cycle after that notice. Continued use after a properly notified price change takes effect constitutes acceptance, subject to section 19. A payment pause cured within 30 days does not end a rate lock or interrupt a continuously active subscription for the purpose of any rate protection.

What the subscription price covers. The Solo and Group prices cover the set of features included in the Harbor Service at the time the practice subscribes (the "Included Features"), including without limitation the AI receptionist, EHR and charting, scheduling, calendar sync, intake screening, post-call summaries, the patient portal, AI note drafting, and Harbor’s core billing module — eligibility verification, claim submission, ERA parsing, denial workflow, and the included billing analytics. It does not automatically include:

• New features or product lines Harbor releases after the practice’s subscription start date — for example (illustrative, not exhaustive): group, family or couples-specific modules, e-prescribing, advanced practice analytics beyond the included reporting, additional language support, or net-new integrations with third-party platforms. New features may be released as separate add-ons at additional cost or bundled into higher-tier plans.
• Usage-based components — SMS volume above an included allowance, additional phone numbers, clinicians beyond the number covered by the practice’s plan, video storage above an included quota, payer-clearinghouse pass-through fees, or similar metered components — only where the rates and any included allowance have been disclosed and agreed before use.
• Third-party fees Harbor pays through to vendors (for example, clearinghouse per-claim fees, additional phone-number rentals, premium-rate destinations), which may be passed through only where disclosed and agreed in advance.

Harbor will give existing practices reasonable advance notice of any new add-on availability and pricing. Opting into any new feature, add-on, or higher-tier plan is the practice’s choice and is billed separately at the then-current price. If a feature that was previously included is materially changed or discontinued, Harbor will provide reasonable notice and, where feasible, a comparable replacement at no additional cost during the remainder of the then-current billing cycle.

5. Cancellation and refunds

You may cancel at any time online from the dashboard’s billing settings or the billing portal there, without speaking to anyone or accepting an offer, or by emailing chance@harboroffice.ai from the Practice Owner address. Cancellation takes effect at the end of the current billing cycle. You keep full access through the end of the cycle you have already paid for, and no further charges occur after it ends.

30-day money-back guarantee. Within the first 30 days of your initial paid subscription, you may request a full refund for any reason. No questions asked. Email chance@harboroffice.ai from the Practice Owner address with the subject line "30-day refund request". We process the refund within 5 business days back to the original payment method. Your subscription terminates on refund and the 90-day data-export window opens. This guarantee applies to your first paid subscription only: it is not available on a re-subscription, and it is not available after the first 30 days of any individual subscription have elapsed.

After the first 30 days, Harbor does not refund partial months. Cancellation is end-of-period, so you keep what you paid for. If Harbor discontinues the Service or terminates a subscription for convenience, Harbor refunds any prepaid fees for the unused part of the billing cycle. Harbor’s Cancellation and Refund Policy sets out how cancellation works in full, the limited circumstances in which Harbor refunds after the first 30 days, and what happens to your data afterwards. That policy is part of these Terms. Nothing in this section limits any refund right you have under applicable law.

6. Customer responsibilities

The Customer is responsible for:

• Maintaining its own HIPAA Privacy and Security Rule compliance program;
• Providing accurate practice and clinician information (NPI, licensure, location);
• Ensuring patients have provided any consents required by state law before submitting their PHI to the Service;
• Configuring user access, MFA enrollment, and offboarding terminated workforce members promptly;
• Ensuring that everyone it gives access to the Service, including its clinicians, staff, and contractors, complies with these Terms; the Customer is responsible for their use of the Service;
• Verifying clinical content (notes, claims, assessments) generated or assisted by AI before signing or submitting it; checking payer enrollment, coding, coverage and patient responsibility before billing. Patient consent or card authorization does not permit a charge prohibited by law or a payer agreement.

7. Acceptable use

You may not, and may not permit any third party to:

• Use the Service to send unsolicited commercial messages or otherwise violate the TCPA, CAN-SPAM, CTIA guidelines, or state telemarketing law;
• Reverse engineer, decompile, or attempt to extract the source code of the Service;
• Resell, sublicense, or expose the Service to a third party as a stand-alone product;
• Access or use the Service, or any non-public information about it, to design, build, train, or benchmark a competing product or service, or to copy its features, workflows, interfaces, AI prompts, or documentation;
• Give a competitor of Harbor access to the Service, or share non-public Service materials with one, without Harbor’s prior written consent;
• Submit PHI that exceeds the scope of the executed BAA;
• Share login credentials across providers or staff — each user needs their own account;
• Attempt to bypass MFA, rate limits, or the BAA gate on EHR endpoints;
• Upload content unrelated to clinical care (for example, marketing assets) into PHI-bearing fields;
• Use the Service to provide emergency medical care. The Service is not an emergency service and is not a substitute for 911 or 988.

8. SMS messaging program

Program name: Harbor SMS Appointment Reminders.

Description: transactional SMS appointment confirmations, reminders, intake-form links, and waitlist offers sent on behalf of subscribing practices to their opted-in patients.

Frequency: typically 1–6 messages per appointment cycle. Cost: standard message and data rates may apply. Opt-out: reply STOP to any message; reply HELP for assistance.

Full carrier disclosures are at /sms. SMS data is governed by our Privacy Policy.

9. Service availability

Harbor targets 99.5% monthly uptime but does not guarantee uninterrupted availability. Planned maintenance is announced in advance; emergency maintenance may occur without notice. Outages at telecommunications carriers, payment processors, cloud providers, and other third parties are outside Harbor’s control but are communicated as soon as they are known.

10. Data ownership, export, intellectual property, and confidentiality

Practices own all PHI and practice-configuration data they upload to Harbor. The Customer retains all right, title, and interest in and to its Customer Data (including PHI), and grants Harbor a limited, non-exclusive license to process Customer Data solely to operate and improve the Service for the Customer. Any retained aggregate signal must meet an applicable de-identification standard and the limits in the executed BAA and Privacy Policy, including opt-outs and Part 2 exclusions. Removing direct identifiers alone is insufficient. Practices may export their full dataset at any time via the dashboard or by emailing support.

Harbor and its licensors retain all right, title, and interest in and to the Service, including all underlying software, models, prompts, designs, and trademarks.

Confidentiality. Each party will use the other party’s non-public information only to perform or receive the Service, will protect it with at least reasonable care, and will disclose it only to its personnel and advisors who need it and are bound to keep it confidential. Harbor’s non-public information includes unreleased features, roadmaps, pricing and offers made individually, security information, and non-public documentation. The Customer’s non-public information includes its Customer Data; PHI is governed by the BAA. These duties do not apply to information that is public through no fault of the recipient, already known to it, independently developed without use of the other party’s information, or lawfully received from a third party, and do not prevent a disclosure required by law after reasonable notice where permitted. They survive termination.

11. Feedback and suggestions

From time to time, the practice or its users may share comments, suggestions, ideas, feature requests, workflow observations, bug reports, or other feedback about the Service (collectively, "Feedback"). Feedback is welcome and helps us improve.

The practice grants Harbor a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable, and transferable license to use, reproduce, modify, distribute, create derivative works of, display, perform, and otherwise exploit the Feedback (and any product, feature, or service incorporating it) for any purpose, in any medium, without compensation, attribution, accounting, or further consent. The practice represents that it has the right to grant this license and that the Feedback does not contain a third party’s confidential information. Feedback should not include PHI. Any PHI that reaches Harbor with Feedback is not Feedback, receives no license under this section, and remains governed by the BAA.

The practice acknowledges that Harbor may already be developing or planning similar features independently, that Feedback is provided voluntarily, and that nothing in this section or in the practice’s submission of Feedback creates a partnership, joint venture, joint authorship, employment, agency, fiduciary, or co-ownership relationship between the parties, or entitles the practice to royalties, equity, revenue share, profit share, attribution, byline, or any other consideration in connection with any product or feature Harbor ships. Confidentiality obligations on PHI under the BAA and on other confidential information under these Terms continue to apply and are not waived by this section.

12. AI-generated content

Harbor uses AI for administrative communications and, where permitted, draft documentation and other assistance to clinicians. Clinical drafts can be inaccurate or incomplete. The treating clinician must review and correct clinical content before adopting, signing, submitting, or relying on it. Harbor does not provide medical advice, diagnosis, or treatment.

The AI receptionist and configured administrative messaging can answer calls, take messages, arrange appointments, and send routine communications automatically. Those interactions are not individually reviewed by a clinician before delivery. Draft notes and clinical suggestions have a different review workflow. Saving a draft or a call transcript does not mean a clinician has reviewed or adopted its contents.

Automated safety screening may flag possible crisis language in supported communications and screening responses. It is not an emergency service, clinical risk assessment, continuously staffed monitoring service, or substitute for clinical judgment. The phone-call transcript analysis runs after the call ends; the AI receptionist is separately instructed to offer crisis resources during a call when it recognizes concerning language. Detection can miss a crisis or flag language that is not a crisis. Silence, an unflagged message, or a cleared alert does not establish that a person is safe. Harbor does not guarantee recognition, successful referral or transfer, alert delivery, clinician receipt, response time, or prevention of harm. These features do not replace 988 or 911.

The practice must maintain its own clinical assessment, crisis-response and after-hours procedures; tell patients how and when to seek urgent help; maintain accurate alert contacts and appropriate coverage; review incoming communications and alerts according to its professional duties; and maintain alternative contact and continuity procedures during outages. The practice must not make Harbor the sole means of detecting or responding to an emergency, infer safety from a missing alert, or promise patients a response time that the practice cannot provide. Harbor does not undertake the practice’s duty to diagnose, treat, supervise, or respond to patients. This allocation does not excuse Harbor from its own express obligations or duties that applicable law does not permit it to disclaim.

13. Warranties and disclaimer

Harbor warrants that the Service will materially conform to the documentation.

Except as expressly stated in these Terms or the BAA, the Harbor Service is provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory. Harbor disclaims all implied warranties, including the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Harbor does not warrant that the Service will be uninterrupted, error-free, or that AI-generated outputs will be accurate or free from hallucination. The practice is responsible for reviewing clinical AI drafts before adopting, signing, submitting, billing, or relying on them. Automated administrative communications and stored drafts are described separately in section 12. Some jurisdictions do not allow the disclaimer of implied warranties; in those jurisdictions this section applies to the maximum extent permitted by law.

14. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or business opportunities. Each party’s aggregate liability arising out of or related to these Terms or the Service, under contract, tort (including ordinary negligence), statute, or any other theory, will not exceed the fees paid by the Customer to Harbor in the twelve (12) months preceding the first event giving rise to the claim. This is one aggregate cap, not a separate cap for each claim, claimant, or incident, and applies even if a limited remedy fails of its essential purpose or a party was advised of the possibility of the loss. The foregoing limits do not apply to (a) the Customer’s payment obligations, (b) a party’s defense and indemnification obligations under section 15, except obligations arising from PHI or the BAA, which are subject to the BAA’s limitation of liability, (c) a party’s fraud, gross negligence, or willful misconduct, or (d) liability that applicable law does not permit the parties to exclude or limit. Liability arising from PHI or the BAA is governed by the BAA’s limitation of liability, including its exclusions for intentional misuse of PHI. These Terms do not reduce an obligation under the signed BAA or waive a patient’s or regulator’s independent rights.

15. Indemnification

By the Practice. To the maximum extent permitted by law, the practice will defend Harbor and its officers, directors, employees, and agents against third-party claims, demands, suits, and proceedings, and indemnify and hold them harmless from resulting judgments, settlements approved under this section, and reasonable defense costs and attorneys’ fees, to the extent arising from the practice’s or its workforce’s: (a) clinical assessment, diagnosis, treatment, advice, supervision, or decisions, including adoption or use of AI output; (b) failure to perform the practice responsibilities in section 12, including crisis-response coverage, review of communications, maintenance of accurate contacts, and appropriate follow-up; (c) unlawful collection, disclosure, or use of content, missing required consent or authority, or infringement of a third party’s rights through content supplied to Harbor; (d) billing, coding, collection, or claims-submission decisions; (e) breach of these Terms or the BAA, violation of law, payer obligations, or professional duties; or (f) unauthorized use of the Service by persons for whom the practice is responsible. This obligation includes covered claims brought by patients and workforce members and survives termination. It does not require indemnification to the extent a loss is caused by Harbor’s own breach, negligence, fraud, or willful misconduct, and does not transfer a duty or liability that law makes non-transferable.

By Harbor. Harbor will defend, indemnify, and hold the practice harmless from a third-party claim that the Harbor Service, as provided by Harbor and used in accordance with these Terms, infringes a U.S. patent, copyright, or trademark, or that Harbor breached the BAA in a way that caused a HIPAA enforcement action against the practice. The intellectual-property indemnity excludes claims caused by unauthorized modifications, practice-supplied content or specifications, combinations not supplied or required by Harbor where the claim would not otherwise arise, or use that continues after Harbor provides notice of the infringement concern and a reasonably usable non-infringing alternative. These exclusions do not narrow the signed BAA or Harbor’s own privacy and security duties.

Procedure. The indemnified party must give prompt written notice; a delay reduces the obligation only to the extent it materially prejudices the defense. The indemnifying party must promptly assume and diligently conduct the covered defense with qualified counsel reasonably acceptable to the indemnified party, and pay reasonable covered defense costs as incurred. The indemnified party will reasonably cooperate at the indemnifying party’s expense and may participate with its own counsel at its own expense. If an actual conflict requires separate counsel or the indemnifying party fails to assume or diligently conduct the defense after notice and a reasonable opportunity to do so, the indemnified party may defend the covered claim and recover reasonable covered costs. No settlement may admit fault, impose a nonmonetary obligation or unreimbursed payment on the indemnified party, or omit its full release without its written consent, which will not be unreasonably withheld. Mixed covered and uncovered losses are allocated according to their causes; no party may recover twice for the same loss under these Terms and the BAA. Government investigations remain subject to each party’s independent cooperation and reporting duties.

16. Termination

Either party may terminate for the other’s uncured material breach on 30 days’ written notice. The Customer may also terminate for convenience at any time, effective at the end of the current monthly billing cycle. Harbor may terminate or suspend for non-payment, breach of these Terms, suspected fraud, or law-enforcement requirement.

On termination, Harbor will provide the export assistance and access window promised in the Cancellation and Refund Policy and the Customer’s executed agreement. The export window is distinct from a retention period or a destruction deadline. Return or destruction of PHI is governed by the signed BAA; when infeasible, its continuing protections and limits on further use apply. Record-specific legal requirements, preservation obligations, and agreed instructions must be addressed before destruction. At the end of service the Customer chooses in writing between a complete export followed by return or destruction, or archival custody by Harbor on terms agreed in writing; until it chooses, Harbor does not destroy clinical records. If the Customer makes no choice within 90 days after the end of service, after Harbor has sent at least two written requests, Harbor may deliver a complete export to the Customer and then return or destroy the records under the BAA. Publication of a revised policy does not extinguish an earlier commitment.

17. Force majeure

Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events outside its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, government action, public-health emergency, labor disruption, internet or telecommunications outage, third-party service-provider failure (including cloud-infrastructure outages), and cybersecurity attack. The affected party will use reasonable efforts to mitigate impact and resume performance. If a force-majeure event continues for more than 60 consecutive days, either party may terminate the Service for convenience with written notice.

18. Governing law, arbitration, and class-action waiver

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties will first attempt to resolve any dispute through good-faith negotiation.

Binding arbitration. Any dispute arising out of or relating to these Terms or the Harbor Service that is not resolved by negotiation will be resolved by final and binding arbitration administered by JAMS under its Streamlined Arbitration Rules, seated in Wilmington, Delaware, before a single arbitrator, conducted in English, with each party bearing its own fees except as the arbitrator may award. The arbitrator decides questions of arbitrability, including the scope and enforceability of this agreement to arbitrate, except that a court decides the enforceability of the class-action waiver. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. Each party waives any right to bring or participate in a class, collective, or representative action against the other, whether in arbitration or in court. Disputes must be brought in the parties’ individual capacities. If this waiver is held unenforceable for a particular claim, that claim (and only that claim) will proceed in court rather than in arbitration.

Carve-outs. Either party may bring (a) a claim in small-claims court if it qualifies, (b) an action for injunctive relief to protect intellectual property, confidential information, or PHI, and (c) a HIPAA-required compliance action by the U.S. Department of Health and Human Services or a state attorney general.

Jury waiver. To the extent permitted by law, each party knowingly and voluntarily waives any right to a trial by jury in any action arising out of or relating to these Terms, the Service, or the BAA that is heard in court rather than in arbitration.

The BAA. A dispute arising out of or relating to the signed BAA follows that agreement’s governing-law and venue clause, including its Delaware court venue where stated. The arbitration requirement and class-action waiver in this section do not override that clause. Where the BAA and these Terms conflict on an obligation relating to PHI, the BAA controls.

19. Changes to these Terms

We may update these Terms. Material changes will be announced by email to practice owners and published with a version identifier, an effective date, and an explanation of the changes. We will honor any advance-notice period in the Customer’s existing agreement or an incorporated policy. Continued use after a properly notified change takes effect constitutes acceptance only to the extent permitted by the existing agreement and applicable law. Where express agreement is required, publication or continued use alone is insufficient. Previously recorded signatures and accepted-text snapshots remain evidence of the earlier agreement; they are not rewritten.

20. Miscellaneous

These Terms, together with the executed BAA, the applicable Privacy Policy, the Cancellation and Refund Policy, and any signed order form or written offer accepted by both parties, constitute the entire agreement for the Service. The BAA controls PHI obligations and its dispute forum. Specific written commercial terms control over inconsistent general commercial terms. An earlier agreement is replaced only to the extent a valid amendment or replacement provides; accrued rights and expressly preserved protections remain. No waiver is effective unless in writing. If a provision is unenforceable, the remainder remains in effect. Notices to Harbor go to the contact below; Harbor may notify the Customer at its administrative email address, subject to any agreed notice method.

21. Additional terms

Suspension. Harbor may suspend access to all or part of the Service, with notice where practicable, if it reasonably believes suspension is needed to prevent a security incident, unauthorized access to PHI, harm to the Service or other customers, or a violation of law, or because of non-payment under section 4. Harbor will limit a suspension to what is reasonably needed and restore access once the cause is resolved. Where practicable, Harbor will keep crisis-related notifications and the practice’s ability to export its records available during a suspension.

Third-party services. The Service works with services Harbor does not control, including payers and clearinghouse networks, telephone carriers, calendar and email providers, and payment networks. The Customer is responsible for third-party services it chooses to connect and for its own agreements with them. Harbor is not responsible for a third party’s acts, omissions, outages, decisions, or charges, including a payer’s adjudication of a claim.

Beta features. Harbor may offer features labeled beta, preview, or pilot. They are optional, may change or end at any time, and are provided as is without any warranty or service commitment, to the extent permitted by law.

Usage data. Harbor may collect information about how the Service is used and performs, such as feature usage, error rates, and timing, and may use it to operate, secure, support, and improve the Service. Usage data that includes PHI is governed by the BAA; Harbor uses aggregate information outside the BAA only after it is de-identified under 45 C.F.R. § 164.514 and the limits in section 10.

Publicity. Harbor will not use the Customer’s name or logo in marketing, or identify the Customer as a customer publicly, without the Customer’s prior written consent.

Assignment. Neither party may assign these Terms without the other’s written consent, except to a successor in a merger, acquisition, or sale of all or substantially all of its business or assets related to these Terms, if the successor assumes them in writing. Any other attempted assignment is void.

Independent contractors. The parties are independent contractors. These Terms create no partnership, joint venture, employment, agency, or fiduciary relationship, and neither party may bind the other.

Export and sanctions. The Service is offered for use in the United States. The Customer will not use or provide access to it in violation of U.S. export-control or sanctions laws.

Time to bring claims. To the extent permitted by law, any claim arising out of or relating to these Terms or the Service must be brought within one (1) year after the claiming party knew or reasonably should have known of it. This does not apply to claims for unpaid fees, fraud, infringement or misappropriation of intellectual property, breach of confidentiality, or misuse of PHI. A claim for indemnification must be brought within one (1) year after the indemnified party is served with the third-party claim.

No reliance. Each party enters into these Terms relying only on the statements in them and in the documents they incorporate, and not on any other statement, promise, demonstration, or roadmap, including any statement about future features.

Order of precedence. If documents conflict, this order applies: (1) the executed BAA, for obligations relating to PHI; (2) a written order form or offer signed or accepted by both parties, for its specific commercial terms; (3) these Terms; (4) the Cancellation and Refund Policy; and (5) the Privacy Policy and other referenced policies.

Electronic acceptance. These Terms may be accepted electronically, including by checking a box or clicking to accept, and that acceptance is as binding as a handwritten signature. Harbor keeps a record of the version and text accepted.

Survival. Sections that by their nature should continue after termination survive it, including those on fees owed, confidentiality, data ownership and return, Feedback, warranty disclaimers, limitation of liability, indemnification, governing law and dispute resolution, and this section.

22. State-specific terms

Colorado. For a practice whose clinicians are licensed, certified, or registered in Colorado, these terms apply in addition to the rest of these Terms, including under C.R.S. 12-245-224.5 (artificial intelligence in psychotherapy):

• Harbor’s AI features (the voice receptionist, intake screening, documentation and treatment-plan drafting, and safety screening) provide administrative and supplementary support only. They do not provide psychotherapy, diagnosis, or treatment, and Harbor does not offer or advertise psychotherapy through AI.
• The practice and its clinicians keep full responsibility for every interaction, output, and use of data associated with these features, including reviewing and approving each AI-generated draft before it becomes part of the clinical record.
• The practice is responsible for giving clients any notice, and obtaining any written informed consent, that Colorado law requires, including before AI is used to record or transcribe a therapeutic session. Harbor provides consent templates and per-client controls but does not obtain consent on the practice’s behalf.
• The practice will not configure Harbor’s AI to engage clients in therapeutic communication, and will tell Harbor promptly about any output that appears to do so. Harbor designs the receptionist to stay with logistics and to route distress to a person and to crisis resources, and requires clinician review before an AI draft can be signed.
• Harbor will provide, on request, a description of each AI feature’s intended use, known limits, and human-review steps.

23. Contact

Harbor Office, Inc.
4506 Laverne Ave
Klamath Falls, OR 97603
chance@harboroffice.ai