CareServ Signature Cloud Terms of Service

“CareServ,” “we,” “us,” and “our” mean CareServ Technologies, LLC. “Customer,” “you,” and “your” mean the organization accepting these Terms. “Authorized User” means a person whom Customer authorizes to access the Service. “Customer Content” means signature templates, logos, images, disclaimers, configuration, directory attributes, and other data supplied by or for Customer. “Service” means CareServ Signature Cloud and its related administrative portal, Microsoft 365 integration, Outlook add-in, APIs, hosted media, and any separately enabled server-side signature-processing component.

If these Terms conflict with another part of the Agreement, an executed Business Associate Agreement controls for PHI; a signed amendment expressly identifying the changed provision controls next; then the accepted order or statement of work; then these product-specific Terms for matters unique to the Service; then the Master Service Terms and Acceptable Use Policy. Mandatory law always controls where it cannot be waived.

Subject to the Agreement and payment of applicable fees, CareServ grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right during the applicable subscription term to access and use the Service for Customer’s internal business purposes. Customer receives no ownership of the Service, software, documentation, methods, or CareServ materials.

The Service may synchronize selected Microsoft Entra ID directory attributes; host signature templates and approved images; apply priority-ordered rules by tenant, domain, group, department, user, recipient audience, or message type; and place signatures through supported Outlook experiences. Any server-side mail relay or transport integration is a separate feature that is not enabled unless CareServ and Customer expressly approve its scope and production readiness.

• Customer represents that every administrator granting consent or configuring the Service is authorized to bind and act for Customer and to grant the requested Microsoft permissions.
• Customer authorizes CareServ to use the Microsoft Graph and other approved Microsoft interfaces solely to provide, secure, support, and improve the Service as described in the Agreement and applicable privacy notice.
• Customer is responsible for reviewing requested permissions, maintaining compatible Microsoft licenses and configurations, limiting administrator access, removing departed administrators, and promptly revoking access no longer required.
• Customer may revoke Microsoft consent, but revocation may disable synchronization, signature delivery, support, or other features. CareServ is not responsible for failures caused by revoked, expired, insufficient, or incorrectly configured permissions.

Customer is responsible for: (a) the accuracy, lawfulness, and completeness of its directory data and Customer Content; (b) assigning and supervising Authorized Users; (c) protecting credentials and devices; (d) maintaining Microsoft 365, DNS, network, browser, Outlook, and other required third-party configurations; (e) validating rules and templates in a pilot group before broad deployment; (f) promptly reporting suspected unauthorized use or errors; and (g) complying with laws, professional rules, records obligations, accessibility obligations, industry requirements, and recipient-facing disclosure requirements applicable to Customer’s email.

Customer must independently test new messages, replies, mobile clients, desktop clients, browser clients, protected or encrypted messages, shared mailboxes, automated senders, and any other material sending workflow. Customer must maintain a reasonable rollback method and must not rely on the Service as its only method of satisfying a legal notice or recordkeeping obligation.

Customer retains ownership of Customer Content and grants CareServ a worldwide, limited license during the subscription term to host, copy, transform, display, transmit, and otherwise process Customer Content only as reasonably necessary to provide, secure, troubleshoot, and support the Service and comply with law.

Customer represents and warrants that it has all rights, permissions, notices, and consents required for Customer Content and its use in email signatures, including names, photographs, job titles, phone numbers, trademarks, marketing claims, confidentiality notices, regulatory disclosures, links, tracking elements, and third-party materials.

Customer—not CareServ—is responsible for deciding whether a signature, disclaimer, banner, or disclosure is legally required or appropriate and whether the final rendered message satisfies Customer’s obligations. The Service does not authenticate a sender’s identity, create a digital or cryptographic signature, provide notarization, establish nonrepudiation, or determine the legal effect of any email or signature block.

CareServ will process personal information to provide, secure, administer, support, and improve the Service in accordance with the Agreement and the CareServ Privacy Policy. Customer is the controller or business responsible for determining the lawful basis, notices, permissions, data accuracy, retention, and Authorized User access applicable to Customer Content and synchronized directory information.

The standard control plane is designed to process configuration, audit, tenant, directory, template, rule, and hosted-media data. It is not an email archive, backup, journaling system, eDiscovery platform, records-management system, legal hold service, data-loss-prevention system, or system of record. If a separately approved server-side component processes message traffic, message content may pass transiently through that component to apply or skip a signature, but the Service is not intended to archive message bodies or attachments.

Upon termination, CareServ may disable access and delete or de-identify Service data in accordance with the Agreement, applicable retention requirements, backup cycles, and law. Customer must export any data it needs before termination. Data may remain temporarily in security logs, backups, or disaster-recovery copies until overwritten under ordinary retention processes.

Customer must not use the Service to create, receive, maintain, or transmit protected health information (“PHI”) on behalf of a HIPAA covered entity or business associate unless a valid Business Associate Agreement with CareServ applies to that use and the parties have documented the permitted configuration and responsibilities. A BAA, when applicable, controls any conflict concerning PHI.

Customer must not place PHI, payment-card data, authentication secrets, passwords, private keys, or other unnecessary sensitive information in signature templates, logos, free-text fields, support submissions, or directory fields synchronized to the Service. Customer remains responsible for its HIPAA risk analysis, minimum-necessary determinations, secure-email configuration, workforce authorization, recipient controls, and all other legal or regulatory duties that are not expressly assigned to CareServ in writing.

CareServ will maintain administrative, technical, and physical safeguards reasonably designed for the nature of the Service and data processed. No internet-connected service is completely secure, uninterrupted, or error-free, and CareServ does not warrant that unauthorized access, malicious activity, software defects, or third-party failures will never occur.

Customer must use supported authentication, least-privilege administration, secure endpoints, and appropriate Microsoft security controls. Customer will promptly notify CareServ of suspected compromise and reasonably cooperate in investigation and containment. Security and breach notices will be handled under the Agreement, applicable BAA, and mandatory law; this section does not reduce any nonwaivable notification obligation.

The Service depends on third-party platforms and services, including Microsoft 365, Microsoft Entra ID, Microsoft Graph, Outlook, Azure, internet connectivity, DNS, browsers, operating systems, and email-delivery infrastructure. Customer’s use of those services remains governed by its agreements with those providers.

CareServ does not control and is not responsible for third-party availability, security, licensing, product changes, API limits, consent policies, rendering behavior, message transport, spam filtering, recipient software, or acts and omissions of third-party providers. CareServ may modify, suspend, or discontinue affected functionality when reasonably necessary to respond to third-party changes, security risks, law, or technical infeasibility.

Unless an accepted order expressly provides a specific service level, the Service is provided without a guaranteed uptime, recovery time, recovery point, signature-placement rate, or support-response time. Maintenance, upgrades, security work, third-party outages, Customer configuration, internet conditions, and force-majeure events may affect availability.

CareServ may update the Service and its technical requirements. Pilot, preview, beta, evaluation, and experimental features may be changed or discontinued at any time and are provided for testing without production commitments. Customer must not use such features for high-risk or legally required workflows unless CareServ expressly approves that use in writing.

Customer and Authorized Users will not: (a) violate law or third-party rights; (b) send unlawful, deceptive, infringing, abusive, or unsolicited content; (c) introduce malware or evade security controls; (d) access another customer’s data; (e) probe, scan, overload, disrupt, or reverse engineer the Service except to the limited extent a restriction is prohibited by law; (f) resell or provide the Service to an unauthorized third party; (g) use the Service to misrepresent identity, affiliation, licensure, authorization, or message origin; or (h) use the Service in a manner that exposes CareServ or others to material security, legal, or operational risk.

CareServ may investigate suspected violations and may suspend affected access when reasonably necessary to protect the Service, customers, recipients, or third parties, comply with law, or prevent material harm. When practicable, CareServ will provide notice and an opportunity to cure.

Fees, quantities, billing cadence, subscription term, renewal, taxes, and cancellation rights are stated in the accepted order and Master Service Terms. Usage or directory counts may change during a billing period as permitted by the accepted order. Except where the Agreement or law requires otherwise, fees are nonrefundable.

CareServ may suspend access for material breach, nonpayment, security risk, unlawful use, third-party platform restriction, or conduct that threatens the Service. Termination does not relieve either party of obligations accrued before termination. Provisions that by their nature should survive—including payment, ownership, confidentiality, disclaimers, limitations, indemnification, dispute terms, and data-return or deletion duties—will survive.

CareServ warrants that it will provide the Service in a professional and workmanlike manner. Customer’s exclusive remedy for breach of this limited warranty is for CareServ, at its option, to reperform the materially nonconforming Service or terminate the affected Service and refund prepaid fees allocable to the unprovided portion of the affected subscription. Customer must provide reasonably detailed written notice within thirty (30) days after discovering the alleged breach.

EXCEPT FOR THE EXPRESS LIMITED WARRANTY ABOVE AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” CARESERV DISCLAIMS ALL IMPLIED OR STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

CARESERV DOES NOT WARRANT THAT EVERY EMAIL, USER, DEVICE, CLIENT, MAILBOX, MESSAGE TYPE, REPLY, FORWARD, ENCRYPTED MESSAGE, AUTOMATED MESSAGE, OR RECIPIENT WILL DISPLAY OR RECEIVE A SIGNATURE; THAT SIGNATURES WILL RENDER IDENTICALLY; THAT CUSTOMER CONTENT IS LEGALLY SUFFICIENT; OR THAT THE SERVICE WILL PREVENT DELIVERY, SECURITY, PRIVACY, COMPLIANCE, OR REPUTATIONAL INCIDENTS.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CARESERV AND ITS AFFILIATES, LICENSORS, SUPPLIERS, AND SUBCONTRACTORS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS; LOSS, CORRUPTION, OR UNAVAILABILITY OF DATA; EMAIL DELAY OR NONDELIVERY; INCORRECT, OMITTED, DUPLICATED, OR MISRENDERED SIGNATURES; OR THE COST OF SUBSTITUTE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CARESERV’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE WILL NOT EXCEED THE FEES CARESERV ACTUALLY RECEIVED FROM CUSTOMER FOR THE AFFECTED SERVICE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM.

The exclusions and cap apply regardless of legal theory and collectively with the Agreement, but do not limit liability that cannot lawfully be limited. Customer acknowledges that fees reflect this allocation of risk. Nothing in these Terms limits Customer’s payment obligations or liability for unauthorized use, infringement, or violation of CareServ’s or a third party’s intellectual-property rights.

To the extent permitted by law, Customer will defend, indemnify, and hold harmless CareServ and its affiliates, personnel, suppliers, and subcontractors from third-party claims, damages, judgments, penalties, costs, and reasonable attorneys’ fees arising from: (a) Customer Content; (b) Customer’s or an Authorized User’s unlawful, unauthorized, or infringing use of the Service; (c) Customer’s breach of Sections 3 through 7 or 11; (d) allegations that Customer’s signature, disclaimer, branding, tracking, marketing, directory data, or message content violates law or third-party rights; or (e) Customer’s failure to obtain required rights, notices, consent, or authorization.

CareServ will provide reasonably prompt notice and reasonable cooperation. Customer may control the defense with counsel reasonably acceptable to CareServ, but may not settle a claim in a manner that admits fault by, imposes nonmonetary duties on, or fails to fully release CareServ without CareServ’s written consent.

The confidentiality, ownership, assignment, notices, force majeure, severability, waiver, governing-law, venue, and entire-agreement provisions of the Master Service Terms are incorporated into these Terms. Unless mandatory law requires otherwise, Georgia law governs and exclusive venue lies in a Georgia state court of competent jurisdiction in Gwinnett County or the United States District Court for the Northern District of Georgia.

Electronic acceptance, an electronic signature, or authorized use following presentation of these Terms may evidence assent to the extent permitted by law. If any provision is unenforceable, it will be enforced to the maximum lawful extent and the remainder will remain effective. Headings are for convenience only. “Including” means “including without limitation.” No waiver is effective unless in writing, and no waiver of one breach waives another.

CareServ may publish a new version for future orders or renewals. A new version applies to an existing Customer only as provided in the Agreement or through lawful notice and acceptance; publication alone does not retroactively replace the version incorporated into an existing Agreement.