Terms of Service

Terms of Service
 Effective Date: August 1st, 2025

These Terms of Service (“Terms”) govern the use of the website located at http://www.theratize.com (the “Site”) and the services offered by Theratize LLC (“Theratize,” “we,” “our,” or “us”). By accessing our Site or engaging our services, you agree to these Terms. If you do not agree, do not use our Site or services.

Our Privacy Policy explains how we collect and use your information. It is incorporated into these Terms by reference and can be found at [link-to-privacy-policy].

1. Eligibility
   – You must be at least 18 years old to use our Site or services.
   – By using our Site or engaging our services, you confirm that you meet this requirement.
2. Scope of Services
   Theratize provides marketing and branding services tailored for therapy practices, including but not limited to:
   – Logo design and color scheme development
    – Website design, development, and hosting
    – Photography coordination with third-party vendors
    – Print marketing materials, mailers, and branded apparel
    – Digital advertising campaign setup and management for platforms such as Google Ads and Meta Ads

Details, deliverables, and timelines for each service are described in the applicable Scope of Work (SOW) agreed with the client.

3. Payments and Fees
   – Deliverables (logos, print materials, designs, etc.) require full upfront payment before work begins.
   – Ongoing services (ad management, hosting, etc.) are billed monthly in advance.
    – All payments are processed via ACH, credit, or debit through our payment processor.
    – Payment processor fees (ACH, credit, or debit) will be passed on to the client.
    – All payments are non-refundable.
4. Late Payments and Non-Payment
   – Due Dates: All invoices are due upon receipt unless otherwise stated in the SOW or invoice.
   – Late Fees: Payments more than 10 days past due may incur a late fee of 1.5% of the outstanding balance per month (or the maximum allowed by law, if less).
    – Suspension of Services: Theratize may suspend or withhold services, including pausing campaigns or disabling hosted websites, until all outstanding balances are paid in full.
    – Collections: Clients are responsible for all reasonable costs of collection, including legal fees, court costs, and collection agency fees.
    – No Waiver: Theratize’s decision not to immediately enforce late fees or suspension does not waive the right to do so later.
5. Client Responsibilities
   Clients agree to:
   – Provide accurate and complete information, content, and approvals.
    – Respond to Theratize communications within 24 hours.
    – Meet all feedback and revision deadlines described in the SOW. Failure to provide feedback in time waives the right to request changes later.
    – Supply all bios, images, and content before work begins.
    – Ensure they own or have permission to use all content provided, including images. Theratize is not responsible for copyright clearance of client-supplied materials.

If a client is unresponsive for more than 30 days, Theratize may pause or close the project, and additional fees may apply to restart work.

6. Confidentiality
   Theratize and the client agree to protect all non-public, confidential, or proprietary information disclosed during the course of the engagement, including but not limited to business plans, financial data, marketing strategies, and operational processes. This obligation applies to all confidential information, whether or not it is PHI, and survives termination of this agreement.
7. Intellectual Property
   – Clients receive full ownership rights to the final, approved design upon payment in full.
   – All non-selected concepts, drafts, and internal tools remain the exclusive property of Theratize, which may reuse, modify, or resell them.
    – Deliverables remain the property of Theratize until all amounts due are paid in full.
    – Theratize may display completed work (including drafts) in portfolios, case studies, and marketing unless otherwise agreed in writing.
8. Third-Party Vendors and Services
   – Theratize may coordinate with third-party vendors, including but not limited to hosting providers, ad platforms, print vendors, shipping carriers, and photographers.
   – While we will assist in resolving issues with these vendors, we are not responsible for their performance, errors, delays, or any damage they cause.
    – Any work, damage, or claims arising from third-party vendor actions are the sole responsibility of that vendor.
9. Limitation of Liability
   To the fullest extent permitted by law:
   – Theratize shall not be liable for any lost profits, lost business, changes in SEO ranking, loss of reputation, or any other perceived loss.
    – Our total liability for any claim is limited to the total amount paid by the client to Theratize in the three (3) months before the event giving rise to the claim.
    – For errors or omissions occurring after client approval (e.g., a print run with a post-approval error), our liability is limited to correcting or replacing the affected deliverable.
10. Termination
    – Print mailers require a three-month minimum commitment.
    – Either party may terminate services with 30 days’ written notice.
     – All amounts paid are non-refundable, even if the work is in progress.
     – If the client’s website is hosted by Theratize:
       – The client must migrate the site before the notice period ends or it will go offline.
       – A reduced hosting rate may be available after ending full management.
       – A $250 transfer fee applies if migration is requested after the termination date.
       – Websites not transferred within 90 days of termination will be deleted.
11. Privacy
    Your use of our Site and services is also governed by our Privacy Policy, which describes how we collect, use, and protect your personal information.
12. HIPAA and Protected Health Information (PHI)
    – Definition: “Protected Health Information (PHI)” has the meaning given in HIPAA (45 CFR § 160.103) and includes any individually identifiable health information, in any form, oral, written, or electronic.
    – Training: All Theratize employees and contractors with PHI access complete HIPAA compliance training annually and sign confidentiality agreements.
     – Minimum Necessary: PHI will only be accessed, used, or disclosed to the minimum extent necessary to perform contracted services.
     – BAA Requirement: Clients must sign a Business Associate Agreement (BAA) with Theratize before sharing any PHI. PHI sent without a signed BAA may be deleted or returned, and Theratize is not responsible for resulting delays.
     – Vendor Sharing: PHI will only be shared with vendors or subcontractors when necessary to perform services and only with adequate BAAs in place.
     – Data Security: PHI in electronic form will be stored and transmitted using encryption methods that meet or exceed HIPAA standards. Physical PHI (if any) will be stored securely and destroyed in compliance with HIPAA retention and disposal rules.
     – Breach Notification: Any unauthorized access, use, or disclosure of PHI will be reported to the client promptly in accordance with HIPAA’s breach notification requirements.
     – Client Responsibilities: Clients must not send PHI through unsecured channels unless a secure method is agreed upon. Clients must notify Theratize immediately if they believe PHI has been compromised.
13. No Guarantee of Results
    While Theratize uses industry best practices and professional expertise, we make no guarantees regarding specific outcomes, including but not limited to sales, leads, rankings, or engagement metrics.
14. Non-Solicitation
    Clients agree not to solicit, hire, or contract directly with any Theratize employee or contractor involved in providing services to the client during the term of the agreement and for twelve (12) months thereafter, without written consent from Theratize.
15. Force Majeure
    Theratize will not be liable for delays or failures in performance caused by events beyond our reasonable control, including but not limited to natural disasters, power outages, internet disruptions, strikes, pandemics, or governmental actions.
16. Data Retention
    Theratize retains project files, deliverables, and related materials for 90 days after delivery or termination unless otherwise agreed in writing. We may, at our discretion, retain files for a longer period but are under no obligation to do so.
17. Client Warranties
    The client warrants that all materials provided to Theratize, including images, text, and other content, are lawful and that they have all necessary rights and permissions to use such materials.
18. Survival of Provisions
    Sections related to payments, intellectual property, limitation of liability, HIPAA, confidentiality, indemnification, and dispute resolution will survive termination of this agreement.
19. Indemnification
    Clients agree to indemnify and hold harmless Theratize, its employees, and contractors from any claims, damages, liabilities, and expenses arising out of:
    – Content or materials provided by the client;
     – Client’s breach of these Terms; or
     – Violation of any law or third-party rights.
20. Severability
    If any provision of these Terms is found unenforceable, the remaining provisions will remain in effect.
21. Entire Agreement
    These Terms, together with any executed Scope of Work, represent the entire agreement between the parties and supersede all prior written or oral agreements.
22. Headings
    Section headings are for convenience only and do not affect interpretation of these Terms.
23. Electronic Acceptance and Signature
    Acceptance of these Terms may be provided electronically, including but not limited to clicking “I agree,” sending written acceptance via email, electronic signature under the E-SIGN Act, or payment of an invoice. Such acceptance is legally equivalent to a handwritten signature.
24. Governing Language
    These Terms are written in English, and the English version will control in all respects.
25. Dispute Resolution and Governing Law
    – The parties will first attempt to resolve any dispute through mediation or arbitration before pursuing legal action.
    – These Terms are governed by the laws of the State of Missouri, without regard to conflict of law principles.
     – Any legal action must be brought in the state or federal courts located in Missouri.
26. Changes to These Terms
    We may update these Terms at any time. Updates will be posted on our Site with an updated effective date. Your continued use of our Site or services after changes are posted constitutes your acceptance of the revised Terms.
27. Contact Us
    Theratize LLC
    PO Box 1128
     Marthasville, MO 63357
     USA
     info@theratize.com