Terms of Service

1. Acceptance of these terms

These Terms of Service (“Terms”) govern your access to and use of the website at iverasystems.com and the Ivera Systems software platform (collectively, the “Service”), operated by Ivera Systems (“Ivera,” “we,” “us”), a company with its principal office at 11922 Audelia Road, Dallas, Texas 75243. By accessing the Service, submitting any form on the website, or executing a Master Services Agreement (“MSA”) with us, you agree to be bound by these Terms and by our Privacy Policy. If you do not agree, do not use the Service.

Where you access the Service on behalf of a medical practice or other entity, you represent that you have authority to bind that entity to these Terms, and “you” refers to both you and that entity.

2. Description of the Service

Ivera is a B2B Software-as-a-Service platform that helps Texas medical practices recover revenue lost to denied insurance claims. The Service detects denied claims from X12 835 electronic remittance advice files, drafts AI-assisted appeal letters using clinical evidence, and submits appeals through payer portals via robotic process automation. The Service also includes a forensic-audit module (“Smart Ingestor”) that analyzes prospect billing data on a one-time basis to identify revenue leakage and statutory interest accrual under Texas Insurance Code.

We may update, enhance, or modify the Service at our discretion to improve performance, security, or compliance. Material reductions in functionality available to active customers will be communicated in writing at least 30 days in advance.

3. Eligibility

The Service is offered exclusively to (a) licensed medical practices and physician groups operating in the State of Texas, and (b) authorized representatives of those practices. The Service is not intended for patients, individuals seeking healthcare, or entities outside the United States. By accessing the Service, you confirm that you are at least eighteen (18) years of age and that you meet the eligibility criteria above.

4. Account registration and security

Access to the customer-facing portion of the Service requires an account. You agree to (a) provide accurate and current registration information; (b) keep your account credentials confidential; (c) notify us immediately at compliance@iverasystems.com of any unauthorized use of your account; and (d) accept responsibility for all activity that occurs under your account. We use AWS Cognito for authentication and enforce multi-factor authentication for accounts with access to Protected Health Information.

5. Acceptable use

You agree not to (a) use the Service for any unlawful purpose or in violation of any applicable law, including HIPAA, the Texas Medical Records Privacy Act (Texas Health & Safety Code Chapter 181), or the federal False Claims Act; (b) submit false, misleading, or fraudulent claim or appeal data through the Service; (c) attempt to access data belonging to another customer (multi-tenant isolation is enforced at the database layer and any attempt to circumvent it is a material breach); (d) reverse engineer, decompile, or otherwise attempt to derive the source code of the Service except to the extent permitted by applicable law; (e) interfere with or disrupt the integrity or performance of the Service; or (f) use the Service to send unsolicited commercial email or to harvest, scrape, or otherwise misuse contact information.

6. HIPAA and Business Associate Agreement

We operate as a HIPAA Business Associate when processing Protected Health Information (“PHI”) on behalf of our customers. Before any PHI flows through the Service, the customer (acting as a Covered Entity) must execute a Business Associate Agreement (“BAA”) with Ivera. The BAA is incorporated into these Terms by reference and governs the permitted uses and disclosures of PHI, the safeguards we apply, our subprocessor practices, and our breach-notification obligations. To the extent any conflict exists between the BAA and these Terms regarding PHI, the BAA controls.

We will not access, use, or disclose PHI other than as necessary to perform the Service or as required by law, and we extend equivalent restrictions to every subprocessor that creates, receives, maintains, or transmits PHI on our behalf.

7. Customer data and ownership

As between you and Ivera, you retain all right, title, and interest in and to the data you submit to the Service, including X12 835 remittance files, claim adjustment codes, patient demographics, clinical narratives, and any forensic CSV uploads (“Customer Data”). You grant us a limited, non-exclusive, worldwide, royalty-free license to access, process, store, transmit, and analyze Customer Data solely as necessary to provide and improve the Service, to comply with the BAA and applicable law, and to compute aggregated, de-identified analytics that do not identify you or any patient.

We will not use Customer Data to train third-party machine learning models, and we will not sell or rent Customer Data to any third party.

8. Intellectual property

The Service, including all software, models, prompts, workflows, dashboards, documentation, and trademarks, is owned by Ivera or its licensors and is protected by U.S. and international intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during the term of your MSA. No other rights are granted by implication, estoppel, or otherwise.

9. Fees, billing, and payment

The Service is offered on a hybrid pricing model: a one-time setup fee of $287 per onboarding practice, plus a contingency fee of twenty-two percent (22%) of confirmed insurance recoveries attributable to appeals submitted through the Service. The setup fee is invoiced upon execution of the MSA and is non-refundable. Contingency fees are invoiced monthly in arrears, computed against payments actually received by the practice from payers in respect of Service-driven appeals, and are due net thirty (30) days from invoice date.

Late payments accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by Texas law. The forensic audit (“Smart Ingestor”) is offered to prospects at no cost and creates no payment obligation.

10. Term and termination

These Terms commence on the date you first access the Service and continue until terminated. Customer accounts are governed by the MSA, which establishes the initial term and any renewal terms. Either party may terminate the MSA for material breach on thirty (30) days' written notice if the breach is not cured during that period; either party may terminate immediately for the other's insolvency, assignment for the benefit of creditors, or filing of bankruptcy. Upon termination, your right to access the Service ceases, and we will return or destroy Customer Data in accordance with the BAA. Sections 5 (Acceptable Use), 7 (Customer Data and Ownership), 8 (Intellectual Property), 12 (Disclaimers), 13 (Limitation of Liability), 14 (Indemnification), and 16 (Governing Law) survive termination.

11. Service availability

We target 99.5% monthly uptime for the production Service, measured at the application layer and excluding scheduled maintenance windows announced in advance, force majeure events, and outages caused by third-party subprocessors (including AWS, payer portals, and the customer's EHR or internet connectivity). Specific service-level commitments for paying customers are set out in the MSA. The forensic audit and pre-sales website are provided on an as-available basis with no uptime commitment.

12. Disclaimers

Except as expressly set forth in the MSA or BAA, the Service is provided “as is” and “as available” without warranties of any kind, whether express, implied, or statutory, including but not limited to warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or that any specific appeal will result in payment recovery from any payer. Recovery outcomes depend on payer behavior, claim merits, and factors outside our control.

The Service is not legal, tax, or medical advice. AI-drafted appeal letters are reviewed by a qualified human prior to submission, but you are responsible for the final content of any appeal you authorize.

13. Limitation of liability

To the maximum extent permitted by law, Ivera's aggregate liability arising out of or related to these Terms or the Service, regardless of the form of action, will not exceed the greater of (a) the total fees paid by you to Ivera in the twelve (12) months immediately preceding the claim, or (b) one thousand U.S. dollars ($1,000). In no event will Ivera be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost revenue, or business interruption, even if advised of the possibility of such damages.

Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for gross negligence, willful misconduct, or breach of the BAA where such limitation would be void.

14. Indemnification

You will defend, indemnify, and hold harmless Ivera, its officers, directors, employees, and contractors from and against any third-party claim, demand, suit, or proceeding, and any related liabilities, damages, settlements, costs, and reasonable attorneys' fees, arising out of or related to (a) your use of the Service in violation of these Terms or applicable law; (b) your submission of inaccurate, fraudulent, or unauthorized claim or appeal data through the Service; or (c) your violation of any third party's rights, including privacy, publicity, or intellectual property rights. We will provide prompt notice of the claim and reasonable cooperation in the defense.

15. Confidentiality

Each party may receive non-public information from the other (“Confidential Information”), including pricing, technical materials, business plans, and operational metrics. The receiving party will protect Confidential Information with at least the same degree of care it uses for its own confidential information, and will not disclose it to any third party except to employees, contractors, or professional advisors with a need to know who are bound by confidentiality obligations at least as strict as those here. PHI is governed by the BAA, not by this section.

16. Governing law and dispute resolution

These Terms are governed by the laws of the State of Texas, excluding its conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Dallas County, Texas, for any dispute that is not subject to arbitration under the MSA. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Before initiating formal proceedings, the parties will use commercially reasonable efforts to resolve any dispute through good-faith discussion between authorized representatives for at least thirty (30) days.

17. Changes to these Terms

We may revise these Terms from time to time. Material changes affecting active customers will be posted at this URL with at least thirty (30) days' advance notice and communicated by email to the practice's designated administrator. Continued use of the Service after the effective date constitutes acceptance of the revised Terms.

18. Miscellaneous

These Terms, together with the MSA, BAA, and any other agreement signed between you and Ivera, constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements on the same subject. If any provision of these Terms is found unenforceable, the remaining provisions remain in full force. Our failure to enforce any provision is not a waiver. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of substantially all of our assets. No agency, partnership, joint venture, or employment relationship is created by these Terms.

19. Contact us

Questions about these Terms can be sent to: