Effective Date: April 17, 2025

These Terms and Conditions (“Terms”) govern your access to and use of the services, websites, and applications provided by Northshore Medical & Diagnostic PC, including its affiliates, subsidiaries, and parent entities (collectively, “NSMD,” “we,” “us,” or “our”), including but not limited to www.nsmdsolutions.com (collectively, the “Services”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree, you must not use our Services.

1. Scope of Services

NSMD provides medical billing, revenue cycle management, and related healthcare IT services to healthcare providers and their patients. Our Services include, but are not limited to, claims processing, reimbursement facilitation, and data management, all performed in compliance with applicable laws, including the Health Insurance Portability and Accountability Act (“HIPAA”).

2. Eligibility

To use our Services, you must be at least 18 years old and have the legal capacity to enter into a binding agreement. By using our Services, you represent and warrant that you meet these requirements. Our Services are not intended for consumer use but for healthcare providers, their representatives, or patients engaging with us in connection with medical billing or related services.

3. User Responsibilities

You agree to:

• Provide accurate, complete, and current information as required for the use of our Services, such as billing or claims-related data.
• Maintain the confidentiality of any account credentials or sensitive information provided to you in connection with our Services.
• Use our Services only for lawful purposes and in accordance with these Terms.
• Notify us immediately of any unauthorized access to or use of our Services.

You are responsible for any activity conducted through your account or under your authority.

4. Service Access and Availability

NSMD strives to ensure that our Services are accessible and reliable but does not guarantee uninterrupted or error-free operation. We may suspend, modify, or discontinue any part of the Services at our discretion, with or without notice, for maintenance, upgrades, or other operational reasons. NSMD is not liable for any losses or damages resulting from such interruptions.

5. Fees and Payment

If you are a healthcare provider or other client engaging NSMD for Services, you agree to pay the fees outlined in the applicable service agreement or contract. Payments must be made in accordance with the agreed terms. Failure to pay may result in suspension or termination of Services. NSMD reserves the right to adjust fees with prior notice, as specified in your service agreement.

6. Intellectual Property

All content, software, and materials provided through our Services, including but not limited to text, graphics, logos, and code (collectively, “Content”), are owned by NSMD or its licensors and are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works of the Content without our prior written consent. Subject to these Terms, NSMD grants you a limited, non-exclusive, non-transferable license to access and use the Services for their intended purpose.

7. Confidentiality and Data Protection

NSMD handles personal and health-related information in accordance with our Privacy Policy (available at www.nsmdsolutions.com) and applicable laws, including HIPAA. You agree to comply with all applicable data protection laws when providing information to us or using our Services. NSMD is not responsible for the data practices of third parties, such as healthcare providers, whose services may be linked to ours.

8. Prohibited Conduct

You may not:

• Use our Services to engage in fraudulent, illegal, or unauthorized activities.
• Attempt to gain unauthorized access to our systems, networks, or data.
• Interfere with or disrupt the operation of our Services, including by introducing viruses or other harmful code.
• Use our Services to send unsolicited communications or spam.

NSMD reserves the right to suspend or terminate your access to the Services for any violation of these Terms.

9. Limitation of Liability

To the fullest extent permitted by law, NSMD, its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, or goodwill, arising from or related to your use of the Services. NSMD’s total liability for any claim arising under these Terms shall not exceed the amount paid by you for the Services in the six (6) months preceding the claim. NSMD is not responsible for errors or delays caused by third parties, such as healthcare providers or insurance companies.

10. Indemnification

You agree to indemnify, defend, and hold harmless NSMD and its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, or expenses (including reasonable attorneys’ fees) arising from your use of the Services, violation of these Terms, or infringement of any third-party rights.

11. Termination

NSMD may terminate or suspend your access to the Services at any time, with or without cause, including for non-payment, violation of these Terms, or at our discretion. Upon termination, your right to use the Services will cease immediately, but any obligations (e.g., payment or confidentiality) will survive as specified in your service agreement or applicable law.

12. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of New York, without regard to its conflict of law principles. Any disputes arising from these Terms or the Services shall be resolved through binding arbitration in Hicksville, New York, under the rules of the American Arbitration Association, except that either party may seek injunctive relief in a court of competent jurisdiction. You agree to waive any right to a jury trial or class action.

13. Changes to These Terms

NSMD may update these Terms at any time to reflect changes in our Services or legal requirements. We will notify you of material changes by posting the updated Terms on our website with a revised effective date. Your continued use of the Services after such changes constitutes acceptance of the updated Terms.

14. Miscellaneous

• Entire Agreement: These Terms, together with our Privacy Policy and any applicable service agreements, constitute the entire agreement between you and NSMD regarding the Services.
• Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
• Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. NSMD may assign these Terms at its discretion.
• No Waiver: Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other right.

15. Contact Us

For questions or concerns about these Terms, please contact us at:

NSMD Medical Solutions
MPG – Medical Providers Group
501 S. Broadway
Hicksville, NY 11352
Phone: (718) 229-5786
Email: nsmd@mpgsystems.com

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.