Shift Health, Inc

Terms of Service

Effective 11-29-2021 · Last updated 09-30-2026

1. Acceptance of Terms

Welcome to the Shift Health platform, operated by Shift Health, Inc (“we,” “our,” or “us”). By creating an account, accessing, or using our platform, website (www.shifthealth.io), or any related services (collectively, the “Services”), you agree to be bound by these Terms of Service (the “Terms”). If you are using the Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, you may not access or use the Services.

2. Description of Services

The Shift Health platform is a healthcare AI platform that provides intelligent agents and agentic workflows to automate repetitive tasks for healthcare organizations. The Services are provided on a subscription basis as a software-as-a-service (“SaaS”) offering. The Services utilize a credit-based consumption model; details regarding credit allocations, pricing, and usage limits will be set forth in your applicable service agreement or account plan.

3. Account Registration and Security

To use our Services, you must create an account and provide accurate, current, and complete information. You are responsible for:

  • Maintaining the confidentiality of your account credentials, including your username and password.
  • All activities that occur under your account, whether or not authorized by you.
  • Promptly notifying us of any unauthorized use of your account or any other breach of security.

We reserve the right to suspend or terminate accounts that we reasonably believe are being used in violation of these Terms.

4. Permitted Use and Restrictions

You may use the Services solely for your internal business purposes in accordance with these Terms and all applicable laws and regulations. You agree not to:

  • Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the Services.
  • Copy, mirror, modify, or create derivative works based on the Services.
  • Use the Services for the benefit of any third party, including as an outsourcing or service bureau offering.
  • Build or develop products, services, or applications that compete with the Services.
  • Remove, alter, or obscure any proprietary notices, labels, or marks on the Services.
  • Use the Services in any manner that violates applicable laws, regulations, or industry standards, including HIPAA.
  • Exceed any usage limits or service capacity associated with your account or plan.
  • Transmit any viruses, malware, or other harmful code through the Services.

5. Google Account Integration

Our Services may allow you to connect your Google account to enable certain features and workflows. By connecting your Google account, you:

  • Authorize us to access your Google account profile information (name, email address, profile photo) for account management purposes.
  • Authorize us to access Gmail data as necessary to execute AI agent workflows you configure.
  • Authorize us to access Google Drive files you explicitly grant access to for automated task execution.

You may revoke our access to your Google account data at any time through your Google Account settings at https://myaccount.google.com/permissions. Our use of Google user data is governed by our Privacy Policy and complies with the Google API Services User Data Policy, including the Limited Use requirements.

6. Client Data and Intellectual Property

6.1 Your Data

You retain all rights, title, and interest in and to the data you provide to the Services (“Client Data”). You grant us a non-exclusive, worldwide, royalty-free license to use Client Data solely as necessary to provide the Services to you. You are responsible for the accuracy, quality, and legality of your Client Data, including the means by which it was acquired.

6.2 Our Intellectual Property

We retain all rights, title, and interest in and to the Services, including all software, technology, algorithms, designs, improvements, and related intellectual property. Nothing in these Terms transfers ownership of any intellectual property to you. Shift Health, our logos, and other marks are trademarks of Shift Health, Inc. You may not use them without our prior written consent.

6.3 Feedback

If you provide us with suggestions, ideas, or feedback regarding the Services, you grant us an unrestricted, perpetual, irrevocable, royalty-free license to use and incorporate such feedback without obligation to you.

7. Data Privacy and HIPAA

Your privacy is important to us. Our collection, use, and disclosure of your information is governed by our Privacy Policy, available at www.shifthealth.io/privacy. By using the Services, you agree to our Privacy Policy.

For healthcare clients whose use of the Services involves Protected Health Information (PHI) as defined under HIPAA, we will enter into a Business Associate Agreement (BAA) prior to accessing, processing, or storing any PHI. Our obligations regarding PHI are governed by the applicable BAA and HIPAA regulations.

8. Payment Terms

You agree to pay all applicable fees for the Services in accordance with the pricing and payment terms associated with your account plan or service agreement. Unless otherwise specified:

  • Fees are billed in advance on a recurring basis.
  • All fees are non-refundable except as expressly stated in your service agreement.
  • We reserve the right to change pricing upon 30 days’ prior written notice, effective at the start of your next renewal term.
  • Late payments may be subject to interest charges of 1.5% per month or the maximum rate permitted by law, whichever is lower.
  • You are responsible for all applicable taxes associated with the Services.

9. Term and Termination

These Terms remain in effect as long as you have an active account with us. Either party may terminate for cause if the other party materially breaches these Terms and fails to cure the breach within ten (10) days of written notice.

We may also suspend or terminate your access to the Services immediately if we reasonably believe your use violates these Terms, applicable law, or poses a risk to the security or integrity of the Services.

Upon termination, your right to access and use the Services will cease immediately. Sections that by their nature should survive termination will survive, including intellectual property provisions, disclaimers, limitations of liability, and indemnification obligations.

10. Disclaimer of Warranties

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED. WE MAKE NO WARRANTY REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY RESULTS OBTAINED THROUGH THE SERVICES.

THE SERVICES ARE NOT INTENDED TO REPLACE PROFESSIONAL MEDICAL JUDGMENT. YOU ARE SOLELY RESPONSIBLE FOR ANY DECISIONS MADE BASED ON OUTPUT FROM THE SERVICES.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR OUR OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS, SUPPLIERS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITIES, REGARDLESS OF THE THEORY OF LIABILITY.

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

12. Indemnification

You agree to indemnify, defend, and hold harmless our company, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:

  • Your use of the Services in violation of these Terms.
  • Your violation of any applicable law or regulation, including HIPAA.
  • Any Client Data you provide, including any claim that Client Data infringes the rights of a third party.
  • Your negligence or willful misconduct.

13. Modifications to the Services and Terms

We reserve the right to modify, update, or discontinue the Services (or any part thereof) at any time. We will make commercially reasonable efforts to notify you of material changes.

We may update these Terms from time to time. We will notify you of material changes by posting the revised Terms on our website and updating the “Last Updated” date. Your continued use of the Services after such changes constitutes acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Services.

14. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of laws provisions. Any dispute arising out of or related to these Terms shall be resolved exclusively in the state or federal courts located in Utah, and you consent to the personal jurisdiction of such courts.

15. General Provisions

  • Entire Agreement: These Terms, together with our Privacy Policy and any applicable service agreement or order form, constitute the entire agreement between you and us regarding the Services.
  • Severability: If any provision of these Terms is held to be unenforceable, the remaining provisions shall remain in full force and effect.
  • No Waiver: Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
  • Assignment: You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations without restriction.
  • Force Majeure: We shall not be liable for any failure or delay in performing our obligations due to circumstances beyond our reasonable control.
  • Export Compliance: You agree to comply with all applicable export control laws and regulations in connection with your use of the Services.

16. Contact Information

If you have any questions about these Terms, please contact us at:

Shift Health, Inc

Email: support@shifthealth.io

Website: www.shifthealth.io