AuricWell platform service agreement

Template for agreement review — not executed. Version 2026-10-14.

Provider: [exact PlotTwistCo legal entity], operating AuricWell (the “Platform”). Customer: [practice legal name and address]. Effective date: [date]. Authorized contacts: [names, addresses and monitored email addresses].

1. Services and clinical responsibility

Provider supplies the enabled services in the accepted order form: clinical records, documentation, signing and cosigning, scheduling, enrollment and provider preferences, provider waitlists, client/guardian access, office assignments, messaging, claims and eligibility connections. Premium and Premium Plus include individual and group supervision scheduling, video meetings, presentations, agendas, attendance and supervision tracking. Private virtual offices and additional admitted guests follow the chosen plan. Recording, transcription and other separately priced services must be expressly ordered and configured.

Customer remains responsible for care, professional qualifications, documentation accuracy, clinical review, appropriate coding, consent and payer requirements. The Platform does not guarantee reimbursement, payer enrollment, licensure, supervision-credit acceptance or a clinical outcome. A seat category is a software pricing classification, not permission to bill under another license or a substitute for payer rules. Customer shall establish applicable clinical and billing supervision independently.

2. Practice plan and seats

The order form selects one practice tier and the dated rate card in COMMERCIAL_SCHEDULE.md. Each identified person has one billing category within the practice; permissions do not multiply charges. One administrator is included in the base, including an administrator who treats clients. Additional administrators use the administrator rate. Support and billing-only staff are included. A support account may not be used to provide clinical care to avoid a clinical seat charge.

An independently billing provider, including an independently billing supervisor, uses the independent rate. The supervised billing rate requires both (a) billing under another clinician's license and (b) required EHR note signing or cosigning by that clinician. Record the designated signing clinician. Attendance at supervision alone does not qualify. Basic supports required note signing and cosigning without including the Premium supervision meeting feature.

Customer reviews the roster and reports changes. Inactive, archived, demo, client and guardian accounts are not active paid staff seats. Multiple roles on one account do not create additional seats; different practices may each have a separately contracted seat for the same person. The order form must identify the billing start date, billing period, agreed seat snapshot/proration method and any transition arrangement. A draft estimate is not an accepted subscription. Changes are prospective under an accepted amendment; previously issued invoices and signed agreements remain unchanged.

3. Usage allowances and fees

The commercial schedule specifies practice allowances plus allowances per clinical seat, including clinical administrators. Pools are shared within the practice, reset monthly, and do not roll over or transfer between practices. Usage above a pool is charged at the agreed unit rate only after the associated service and billing have been activated.

Video is measured in participant-minutes, including client, guest and staff connections. Recording, archiving, transcription, captions and voice calls are outside ordinary video minutes. SMS and SMS notifications share a segment pool; multi-segment messages count each segment, and both inbound and outbound traffic count. In-app and standard transactional email notifications are included. Carrier registration, number rental, international messages and marketing campaigns require separate disclosed terms.

Claims, electronic remittance claim responses (CLP, not files), and eligibility checks have separate allowances. Acknowledged corrected and secondary transmissions are distinct usage. A retried transaction with the same stable source reference is counted once. Unsubmitted/rejected local requests do not count. Supported payer access is available across tiers subject to enrollment; it is not sold as a limit on how many insurers a practice may serve. Additional billing tax IDs, paper/fax and attachments require a separate quoted fee.

Before activation, Provider and Customer confirm included units, metering coverage, applicable vendor account configuration, separate fees and the reconciliation procedure in the order form. Provider shall retain a dated rate snapshot and an auditable usage breakdown. Forecasts, meeting attendance estimates and message counts that have not been reconciled to billable units shall not be presented as verified vendor charges. Customer may request review of disputed usage. The order form must specify invoice timing, payment method, due date, taxes, dispute period, any usage alert recipients and authorized spending controls. No automatic collection is authorized by this template or by saving a pricing draft.

4. Privacy, communications and subcontractors

The executed BAA governs protected health information and controls conflicting commercial terms. All plans receive the same applicable privacy, security, access and incident-response obligations. A lower plan or exhausted allowance does not reduce those obligations. Customer configures authorized workforce access, recipient permissions, consent and communication preferences. Notifications should use the minimum necessary content and authenticated links where appropriate.

Video, messaging, clearinghouse and other vendors may process information only for enabled, authorized services under the applicable agreements. A vendor's name in a quote does not establish an executed BAA or approved PHI configuration. Recording or transcription requires the configured acknowledgements and any additional legally required consent; subscribing to Premium does not itself authorize recording. Patient information must not be placed in ordinary invoice descriptions or pricing review notes.

5. Support, availability and changes

Support channel and hours: [complete]. Service commitments, maintenance notifications and any agreed availability target: [complete]. Provider will communicate material feature or price changes in advance as specified in the order form. No public website edit silently changes an existing agreement. Existing negotiated prices and granted access continue until lawfully amended. Integrations depend on vendor availability, credentials, customer setup and rollout validation.

6. Term, ending service and records

Initial term, renewal, cancellation notice and refund/proration terms: [complete in order form]. On termination, Provider will facilitate authorized record export and transition under the BAA and agreed retention policy. A payment dispute does not authorize unlawful withholding of patient records or removal of required privacy safeguards. Retained information remains protected; return, deletion and exceptions follow the BAA. The BAA's material-breach termination rights control conflicting service terms.

7. Additional negotiated terms and signatures

Governing law/forum, warranty terms, liability allocation, insurance, indemnification, notices and dispute process: [complete for the parties and jurisdiction before signature]. Neither a pricing draft nor a website click accepts incomplete commercial terms. Attach the completed order form, the dated commercial schedule and executed BAA; specify any negotiated deviations in writing.

Customer authorized signer / title: ____________________ Date: __________

Provider authorized signer / title: ____________________ Date: __________