Terms of Service
The customer subscription terms that govern access to and use of the HavenOPS Operational Readiness Platform.
01Acceptance of Terms
By signing an order form, executing a Master Subscription Agreement (MSA), clicking “I accept,” or accessing the HavenOPS platform, you (“Customer”) agree to these Terms of Service (“Terms”). Customers operating under a negotiated MSA are governed by that agreement first; these Terms apply where the MSA is silent. If you accept these Terms on behalf of an organization, you represent that you have authority to bind that organization.
02Services provided
HavenOPS provides an Operational Intelligence Platform for behavioral healthcare and other regulated operators, delivered as software-as-a-service. The platform includes governed knowledge, workflow, training, compliance readiness, and operational reporting capabilities as described on the applicable order form. HavenOPS may add, modify, or deprecate features from time to time; material reductions in functionality during a subscription term will be communicated to subscription administrators.
03Account responsibilities
- Maintain accurate account, contact, billing, and administrator information.
- Enforce reasonable credential hygiene, including strong passwords and, where available, multi-factor authentication.
- Promptly notify HavenOPS at security@havenops.io of any suspected unauthorized access or credential compromise.
- Customer is responsible for all activity that occurs under its accounts, including activity by Authorized Users.
04Authorized users
Customer may grant access to its employees, contractors, and agents who require the platform to perform work for Customer (“Authorized Users”). Customer is responsible for its Authorized Users' compliance with these Terms. Authorized-user access may be scoped to roles, facilities, and tenants as configured by Customer administrators. Access must not be shared across individuals; each Authorized User must use a unique account.
05Acceptable use
- No attempt to circumvent tenant isolation, row-level security controls, or access entitlements.
- No upload of unlawful content, malware, or material that infringes third-party rights.
- No reverse engineering, decompilation, or attempts to derive source code, except where such restriction is prohibited by law.
- No use of the platform to develop a competing service or to benchmark performance for public disclosure without HavenOPS' prior written consent.
- No high-volume automated scraping, penetration testing, or load testing without prior written approval.
- No transmission of data outside the categories the platform is designed to receive (for example, no submission of payment card data outside designated billing flows).
06Customer data
“Customer Data” means data, content, and records submitted to the platform by or on behalf of Customer, including workforce records, policies, training content, uploaded documents, communications, and any Protected Health Information (PHI) processed under a Business Associate Agreement. Customer retains all rights, title, and interest in Customer Data. Customer grants HavenOPS a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to provide, secure, support, and improve the services for Customer, and to comply with legal obligations. HavenOPS will not sell Customer Data and will not use PHI for advertising or model training.
07Intellectual property
HavenOPS retains all rights, title, and interest in and to the platform, including all software, models, prompts, user interfaces, documentation, and derivative works, together with all associated intellectual property rights. Feedback provided by Customer may be used by HavenOPS without restriction, provided such use does not identify Customer or disclose Customer Confidential Information. Nothing in these Terms transfers ownership of Customer Data to HavenOPS or ownership of the platform to Customer.
08Confidentiality
Each party will protect the other's confidential information using at least the same degree of care it uses for its own confidential information, and never less than a reasonable standard of care. Confidential information may be used only to exercise rights and perform obligations under these Terms. This obligation continues for three (3) years after termination, except that trade secrets remain protected for as long as they qualify as such under applicable law.
09AI-assisted features
- HavenOPS may use AI-assisted features to support training generation, documentation, workflow recommendations, compliance readiness signals, summaries, and operational guidance.
- AI outputs are assistive and require human review before operational use. AI outputs are not legal, clinical, financial, tax, or regulatory determinations.
- Customer administrators remain responsible for reviewing and approving AI-generated content before it is relied upon for operations, compliance, clinical care, billing, or workforce decisions.
- HavenOPS does not use Customer PHI or Customer-Confidential Data to train foundation models, and does not disclose Customer Data to model providers except through vetted sub-processors under written data-protection terms.
- Additional detail is provided in the Responsible AI Statement and AI Transparency notes in the Legal & Trust Center.
10Subscription services
HavenOPS is provided as an annual subscription scoped to platform tier, user seat band, facility count, and implementation scope stated on the order form. Subscriptions renew automatically for successive terms of equal length unless either party gives written notice of non-renewal at least thirty (30) days before the end of the then-current term, or the order form states otherwise. Additional seats or facilities added mid-term are pro-rated to the current term.
11Professional services
Implementation, configuration, migration, integration, and advisory work is provided as professional services under a separate statement of work (“SOW”). Professional services deliverables are governed by these Terms unless the SOW states otherwise. Deliverables that incorporate HavenOPS-owned components are licensed to Customer under the same terms as the platform; Customer-specific configurations remain Customer's.
12Billing
Fees are stated on the order form. Unless otherwise agreed, subscription fees are billed annually in advance. Professional services are billed as milestones are completed or monthly in arrears as specified in the SOW. All fees are exclusive of taxes; Customer is responsible for applicable sales, use, VAT, and similar taxes, other than taxes on HavenOPS' net income.
13Payment
Invoices are due net thirty (30) days from the invoice date unless the order form states otherwise. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law. Disputed amounts must be raised in writing within fifteen (15) days of the invoice date and pursued in good faith.
14Suspension
HavenOPS may suspend Customer's access, in whole or in part, if Customer's use presents a security risk, may cause harm to HavenOPS or third parties, is materially non-compliant with these Terms, or if payment is more than thirty (30) days overdue after written notice. HavenOPS will use commercially reasonable efforts to provide advance notice of a suspension when practicable and will restore access promptly once the cause is resolved.
15Termination
Either party may terminate for uncured material breach after thirty (30) days' written notice. HavenOPS may terminate immediately if required to comply with law. Upon termination, Customer's access to the platform will end, and Customer may export Customer Data for the wind-down period stated in the DPA (typically thirty (30) days). After that period, HavenOPS will delete or de-identify Customer Data in accordance with the DPA and applicable law. Sections that by their nature should survive termination will survive.
16Warranty disclaimer
Except for the express warranties stated in a signed MSA or order form, the platform and all professional services are provided “as is” and “as available.” To the maximum extent permitted by law, HavenOPS disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement, and disclaims any warranty that the platform will be uninterrupted, error-free, or that AI outputs will be accurate or suitable for any specific purpose.
17Limitation of liability
Except for breaches of confidentiality, infringement of intellectual-property rights, a party's indemnification obligations, or a party's gross negligence or willful misconduct, each party's aggregate liability under these Terms is capped at the fees paid or payable by Customer in the twelve (12) months preceding the event giving rise to the claim. Neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, goodwill, or data, even if advised of the possibility.
18Indemnification
HavenOPS will defend Customer against third-party claims alleging that Customer's authorized use of the platform infringes a valid U.S. patent, copyright, or trade secret, and will pay damages finally awarded (or amounts in a HavenOPS-approved settlement). Customer will defend HavenOPS against third-party claims arising from (i) Customer Data, (ii) use of the platform in violation of these Terms or applicable law, or (iii) any combination of the platform with materials not supplied by HavenOPS. Each party's indemnification obligation is conditioned on prompt written notice, sole control of defense, and reasonable cooperation.
19Governing law
These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute not subject to arbitration. The UN Convention on Contracts for the International Sale of Goods does not apply.
20Changes to terms
HavenOPS may update these Terms from time to time. Material changes will be announced at least thirty (30) days in advance to subscription administrators via email or in-product notice and posted here with an updated effective date and version number. Continued use of the platform after the effective date constitutes acceptance of the updated Terms. For customers under a signed MSA, the MSA change-control terms govern.
21Governance references
HavenOPS client activation, organization verification, implementation governance, and commercial governance practices are summarized in the HavenOPS Trust Center.
22Contact information
Contract, procurement, and legal questions: legal@havenops.io. Security matters: security@havenops.io. General inquiries: hello@havenops.io.
Questions, redlines, or procurement coordination: legal@havenops.io. For data-protection inquiries reach privacy@havenops.io.