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Legal & Compliance

Integrity Tissue Solution

Terms of Service

1. Agreement to Terms

These Terms of Service (“Terms” or “Agreement”) constitute a legally binding agreement between Integrity Tissue Solution (“Company,” “we,” “us,” or “our”), a business headquartered in the State of Georgia, United States of America, and you, the authorized user (“User,” “you,” or “your”) of the Integrity Tissue Solution platform and website (collectively, the “Platform”).

By accessing or using the Platform, creating an account, or clicking to accept these Terms, you represent that: (a) you have read, understood, and agree to be bound by these Terms; (b) you are authorized to act on behalf of the clinic, medical practice, or healthcare organization you represent; and (c) your organization has executed a written service contract with Integrity Tissue Solution.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE PLATFORM.

These Terms apply in addition to any separate written contract executed between your organization and Integrity Tissue Solution. In the event of a conflict between these Terms and a separately executed contract, the separately executed contract shall govern.

2. Eligibility and Authorized Users

The Platform is designed exclusively for licensed healthcare professionals and authorized clinic personnel. To access and use the Platform, you must:

  • Be a licensed healthcare provider, clinic administrator, or authorized staff member of a registered healthcare facility
  • Represent a clinic, podiatry practice, vascular surgery practice, wound care center, or similar healthcare organization
  • Be at least 18 years of age
  • Have an organization that has executed a written service contract with Integrity Tissue Solution
  • Maintain all applicable professional licenses and certifications required by federal and state law
  • Comply with all applicable federal and state healthcare laws and regulations, including HIPAA

We reserve the right to verify your eligibility at any time and to suspend or terminate access if eligibility requirements are not met or are no longer satisfied.

3. Account Registration and Security

3.1 Account Creation

To use the Platform, your organization must first execute a written service contract with Integrity Tissue Solution. Following execution of that contract, authorized users may register for individual accounts. You agree to provide accurate, current, and complete registration information and to keep it updated at all times.

3.2 Account Credentials and Security

You are responsible for maintaining the confidentiality of your account credentials. You agree to:

  • Create a strong, unique password and not share it with any unauthorized person
  • Immediately notify us at admin@integritytissue.com of any suspected unauthorized access to your account
  • Log out of your account after each session, especially on shared devices
  • Not permit any other individual to use your account credentials

You are fully responsible for all activities that occur under your account. Integrity Tissue Solution shall not be liable for any loss or damage arising from your failure to maintain account security.

3.3 One Account Per User

Each individual user may maintain only one active account on the Platform. Creating multiple accounts for the same individual is prohibited. Organizations may have multiple authorized user accounts, subject to the terms of their service contract.

4. Platform Services

4.1 Description of Services

Integrity Tissue Solution provides a specialized digital platform that facilitates the following services for authorized Healthcare Providers:

  • Benefits Verification (BV) support for advanced wound care products
  • Product recommendations for skin substitutes, biologics, and advanced wound care products
  • Streamlined ordering workflows for qualified wound care products
  • Reimbursement process support and documentation assistance
  • Account management and order tracking tools

4.2 Not a Medical Service

The Platform is an administrative and ordering tool for licensed healthcare professionals. Nothing on the Platform constitutes medical advice, a clinical recommendation, or a substitute for the professional judgment of a licensed healthcare provider. All clinical decisions remain solely within the discretion and responsibility of the treating healthcare professional.

4.3 Benefits Verification Disclaimer

Benefits Verification (BV) information is provided for informational purposes only and does not guarantee coverage, payment, or reimbursement by any payer. Insurance coverage determinations are made exclusively by the applicable payer. Integrity Tissue Solution is not responsible for any denial of coverage or reimbursement.

4.4 Platform Availability

We strive to maintain Platform availability but do not guarantee uninterrupted access. We may suspend or limit access at any time for maintenance, security, legal compliance, or other operational reasons, and will make reasonable efforts to provide advance notice of planned downtime.

5. Ordering, Fees, and Payment

5.1 Transaction-Based Fees

Use of the Platform is subject to per-order and per-transaction fees as set forth in your executed service contract with Integrity Tissue Solution. By placing an order through the Platform, you authorize us to charge the applicable fees in accordance with your service contract.

5.2 Order Placement

When you place an order through the Platform, you represent and warrant that:

  • The order is for a legitimate clinical purpose under the care of a licensed healthcare provider
  • The ordering provider holds appropriate licensure to prescribe or order the products requested
  • The order complies with all applicable federal and state laws, regulations, and payer guidelines
  • All information provided in connection with the order is accurate and complete

5.3 Order Cancellations and Modifications

Order cancellation and modification policies are governed by your executed service contract. You agree to review and comply with those terms before placing any order.

5.4 Billing Disputes

If you believe there is an error in a charge, you must notify us in writing at will@integritytissue.com within thirty (30) days of the charge date. We will investigate and respond within a reasonable timeframe. Failure to dispute a charge within this period constitutes acceptance of that charge.

6. Acceptable Use Policy

6.1 Permitted Use

You may use the Platform solely for its intended purpose: facilitating the ordering and reimbursement of advanced wound care products for your patients in the course of your legitimate healthcare practice, in accordance with these Terms and your executed service contract.

6.2 Prohibited Activities

You agree that you will not, and will not permit others to:

  • Use the Platform for any unlawful purpose or in violation of any applicable law or regulation
  • Submit false, fraudulent, or misleading orders, benefits verification requests, or patient information
  • Engage in any activity constituting healthcare fraud, including submitting claims for products not delivered or services not rendered
  • Access, tamper with, or exploit non-public areas of the Platform or its infrastructure
  • Attempt to probe, scan, or test the vulnerability of the Platform or circumvent security measures
  • Reverse engineer, decompile, or attempt to derive the source code of the Platform
  • Scrape, crawl, or use automated means to extract data from the Platform without our express written permission
  • Share account credentials with unauthorized persons or allow unauthorized Platform access
  • Introduce viruses, malware, or any other malicious code to the Platform
  • Use the Platform to build, benchmark, or support a competing product or service

6.3 Commercial Use Restrictions

You may not use the Platform, or any data or information obtained through it, for any unauthorized commercial purpose, including reselling access, creating competing products, or sublicensing Platform capabilities to third parties, without the prior express written permission of Integrity Tissue Solution. Any such permission must be documented in a separate written agreement signed by an authorized representative of the Company.

6.4 Compliance with Healthcare Laws

You are solely responsible for ensuring your use of the Platform complies with all applicable healthcare laws and regulations, including HIPAA, the Anti-Kickback Statute (42 U.S.C. § 1320a-7b), the Stark Law (42 U.S.C. § 1395nn), the False Claims Act (31 U.S.C. §§ 3729-3733), applicable state healthcare fraud statutes, and all applicable payer coverage and billing guidelines.

7. Intellectual Property

7.1 Ownership

The Platform and all of its content, features, and functionality, including software, text, graphics, logos, icons, images, and workflows (collectively, “Company IP”), are owned exclusively by Integrity Tissue Solution or its licensors and are protected by applicable U.S. and international intellectual property laws.

7.2 Limited License

Subject to these Terms and your executed service contract, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your authorized internal business purposes as a Healthcare Provider. This license does not include the right to reproduce, modify, distribute, or create derivative works from any Company IP.

7.3 Feedback

If you provide any feedback, suggestions, or ideas regarding the Platform, you hereby grant Integrity Tissue Solution a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate such feedback without any obligation or compensation to you.

7.4 Trademarks

“Integrity Tissue Solution” and all related logos, product names, and service names are trademarks or service marks of Integrity Tissue Solution. You may not use our trademarks without our prior written consent.

8. Confidentiality

In using the Platform, you may access confidential and proprietary information of Integrity Tissue Solution, including pricing, product information, platform workflows, business processes, and technical information (“Confidential Information”). You agree to:

  • Maintain confidentiality using at least the same degree of care you use for your own confidential information, but no less than reasonable care
  • Not disclose Confidential Information to any third party without our prior written consent
  • Use Confidential Information solely for the purpose of authorized Platform use
  • Promptly notify us of any unauthorized disclosure or use of Confidential Information

These confidentiality obligations survive termination of these Terms for three (3) years, except with respect to trade secrets, for which obligations continue indefinitely under applicable law.

9. HIPAA and Healthcare Compliance

Both parties acknowledge their respective obligations under HIPAA, HITECH, and applicable healthcare privacy and security regulations. Where required, the parties shall enter into a Business Associate Agreement (BAA) governing the handling of Protected Health Information (PHI).

You represent and warrant that:

  • You are authorized to submit any patient information through the Platform in accordance with applicable law
  • You have obtained all necessary patient authorizations and consents required by HIPAA and applicable state law
  • You will use the Platform only in a manner consistent with your obligations as a HIPAA covered entity or business associate
  • You will promptly notify us of any security incidents or breaches that may affect PHI processed through the Platform

In the event of a conflict between these Terms and the BAA with respect to PHI, the BAA shall govern.

10. Disclaimers and Limitation of Liability

10.1 Disclaimer of Warranties

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INTEGRITY TISSUE SOLUTION DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

10.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INTEGRITY TISSUE SOLUTION SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF REVENUE, PROFITS, DATA, OR BUSINESS INTERRUPTION. OUR TOTAL CUMULATIVE LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE THREE (3) MONTHS PRECEDING THE CLAIM.

10.3 Indemnification

You agree to indemnify, defend, and hold harmless Integrity Tissue Solution and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Platform; (b) your violation of these Terms; (c) your violation of any applicable law; (d) your clinical decisions or patient care activities; or (e) any information you submitted that is false or fraudulent.

11. Term and Termination

11.1 Term

These Terms are effective from the date you first access the Platform and continue until terminated in accordance with this Section or upon expiration or termination of your executed service contract.

11.2 Termination by Integrity Tissue Solution

We may suspend or terminate your access, with or without notice depending on the circumstances, for any of the following reasons:

  • Breach of these Terms or your executed service contract
  • Violation of any applicable law or regulation, including healthcare fraud laws
  • Conduct posing a risk of harm to us, other users, or third parties
  • Failure to maintain required professional licensure or eligibility
  • Non-payment of applicable fees
  • Upon request of your organization or its authorized representative

For non-urgent terminations unrelated to legal violations or security concerns, we will provide reasonable advance notice. The specific notice period will be set forth in your executed service contract or, where not specified, determined by us in our reasonable discretion.

11.3 Termination by You

You may terminate your account at any time by contacting us at will@integritytissue.com. Termination of individual user accounts does not affect your organization's service contract with Integrity Tissue Solution.

11.4 Effect of Termination

Upon termination: (a) your license to use the Platform immediately ceases; (b) you must cease all Platform use; (c) we may delete your account and data per our Privacy Policy; and (d) all provisions that by their nature should survive termination shall survive, including Sections 7, 8, 10, 12, and 13.

12. Dispute Resolution

12.1 Informal Resolution

Before initiating any formal legal proceeding, the parties agree to attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms (“Dispute”) through good-faith negotiation for at least thirty (30) days following written notice of the Dispute.

12.2 Governing Law and Jurisdiction

These Terms are governed by the laws of the State of Georgia, United States of America, without regard to conflict of law principles. Any Dispute not resolved through informal negotiation shall be subject to the exclusive jurisdiction of the state and federal courts located in Georgia, and both parties consent to personal jurisdiction in such courts.

Note: We are currently evaluating whether to adopt a mandatory arbitration provision for certain dispute categories. We will update these Terms accordingly and provide proper notice of any such change.

12.3 Waiver of Class Actions

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDING WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

12.4 Injunctive Relief

Nothing in this Section prevents either party from seeking emergency injunctive or equitable relief from a court of competent jurisdiction to prevent irreparable harm, including for breach of confidentiality or intellectual property obligations.

13. General Provisions

13.1 Entire Agreement

These Terms, together with your executed service contract and our Privacy Policy, constitute the entire agreement between you and Integrity Tissue Solution regarding the Platform and supersede all prior agreements or understandings on the same subject matter.

13.2 Severability

If any provision of these Terms is found invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

13.3 Waiver

Our failure to enforce any right or provision shall not constitute a waiver thereof. Any waiver must be in writing and signed by an authorized representative of Integrity Tissue Solution.

13.4 Assignment

You may not assign or transfer any rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations at any time, including in connection with a merger, acquisition, or asset sale, upon reasonable notice to you.

13.5 Force Majeure

We shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including acts of God, natural disasters, pandemic, government action, war, terrorism, labor disputes, power outages, or internet or telecommunications failures.

13.6 Relationship of the Parties

These Terms do not create any partnership, joint venture, employment, or agency relationship between you and Integrity Tissue Solution. You are an independent entity using our Platform under license.

14. Contact Information

For questions, notices, or concerns regarding these Terms of Service, please contact us:

Integrity Tissue Solution
Legal / Compliance Department
Georgia, United States of America
Email: will@integritytissue.com

We will respond to all legal inquiries within a reasonable timeframe. For urgent matters involving account security or suspected fraud, please indicate “URGENT” in your email subject line.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will:

  • Post the updated Terms on the Platform with a revised “Last Updated” date
  • Notify registered users via email at least thirty (30) days prior to the effective date of material changes
  • Require affirmative acceptance of materially revised Terms before continued Platform use where required by applicable law

Your continued use of the Platform after the effective date of any updated Terms constitutes your acceptance. If you do not agree to the updated Terms, you must cease using the Platform and contact us to close your account.

BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.