1. Who these terms are for
These Terms of Service (“Terms”) are an agreement between EMS Matrix (“EMS Matrix”, “we”, “us”) and the emergency medical services agency that signs up for the service (the “Agency”, “you”). They cover the EMS Matrix administrator portal, the EMS Matrix mobile application, and every related service (together, the “Service”). By creating an agency account, uploading content, or allowing your members to use the app, you agree to these Terms on behalf of your Agency. If you do not have authority to bind your Agency, do not use the Service.
2. What the Service is — and what it is not
EMS Matrix is a software tool. It stores, formats and displays the clinical protocols, medication references, contact lists and other content that your Agency provides, and it performs arithmetic (for example weight-based dose calculations) on numbers your Agency enters.
EMS Matrix does not provide medical advice. Nothing in the Service is a medical opinion, a standing order, or a substitute for the judgment of a trained provider acting under the authority of the Agency’s medical director. The Service does not author, review, approve or verify clinical content. Where the Service shows a calculated value beside protocol text, the protocol text as written by your Agency always controls.
3. Content responsibility
The Agency is solely responsible for the accuracy, completeness, review, approval and currency of all clinical content it uploads, enters, edits or publishes through the Service, including but not limited to protocols, medication concentrations, dosing, contraindications, contact numbers and hospital information (“Agency Content”).
- Before publishing any protocol set, the Agency must confirm that its medical director (or the person that director designates) has reviewed and approved the content, and that it matches the Agency’s current, officially adopted protocols.
- Before saving formulary concentrations, the Agency must confirm that the values match the medications it actually stocks. Calculated doses are only as correct as the concentrations the Agency enters.
- The Service records each such confirmation (who, when, from where, and the exact statement agreed to). These records are kept for the Agency’s own audit needs and as evidence of the Agency’s acceptance of responsibility.
- The Agency must promptly correct or withdraw any Agency Content it learns is inaccurate, out of date or unsafe, and must keep its published content current with changes in its adopted protocols.
- Automated import of Word documents is provided for convenience. The importer may misread formatting, tables or symbols. The Agency must review the imported result before publishing; EMS Matrix is not responsible for differences between a source document and its imported form.
4. Medical director authority
The Agency’s medical director retains full and exclusive authority over the Agency’s clinical practice, protocols, scope of practice and medication formulary. The Service never changes that authority. Any feature that displays provider tiers, scope notes or dosing exists only to present the Agency’s own decisions to its own members.
5. Accounts, access and acceptable use
- The Agency decides who receives activation codes and which members are administrators. The Agency is responsible for everything done under its accounts and for removing access when a member leaves.
- Members must keep their sign-in details private. Tell us promptly if you believe an account has been compromised.
- You may not use the Service to store content you do not have the right to use, to attempt to access another agency’s data, to interfere with the Service, or for any unlawful purpose.
- Credential images (certification cards) uploaded by members are used only to record expiration dates for the Agency. Members submit them voluntarily; the Agency is responsible for its own personnel record-keeping obligations.
6. Data ownership and use
The Agency owns its Agency Content and its member data. EMS Matrix claims no ownership of either. You grant EMS Matrix a limited license to host, copy, process, display and transmit that content and data solely to provide, maintain, secure and improve the Service for you. On termination we will, on request, provide an export of your Agency Content in a reasonable machine-readable form and then delete it from active systems within a commercially reasonable time, except where retention is required by law.
We may use anonymized, aggregated usage information (for example how many protocols are opened) to operate and improve the Service. We do not sell Agency Content or member data.
7. Availability and changes
We work to keep the Service available and to make published content usable offline on the mobile app, but we do not guarantee uninterrupted or error-free operation. The Agency must maintain an alternate means of accessing its protocols (for example printed copies) and must not rely on the Service as its only source. We may change or discontinue features with reasonable notice.
8. Disclaimer of warranties
THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, EMS MATRIX DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND NON-INFRINGEMENT. EMS MATRIX DOES NOT WARRANT THAT ANY AGENCY CONTENT, CALCULATION OR DISPLAY IS CORRECT, COMPLETE OR SUITABLE FOR ANY CLINICAL DECISION.
9. Limitation of liability
TO THE FULLEST EXTENT PERMITTED BY LAW, EMS MATRIX AND ITS OWNERS, EMPLOYEES AND CONTRACTORS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF DATA, PROFITS OR GOODWILL, ARISING FROM OR RELATED TO THE SERVICE OR THESE TERMS. EMS MATRIX IS NOT LIABLE FOR ANY ERROR, OMISSION OR INACCURACY IN AGENCY CONTENT, FOR ANY CLINICAL DECISION MADE OR NOT MADE IN RELIANCE ON THE SERVICE, OR FOR ANY PATIENT OUTCOME. EMS MATRIX’S TOTAL LIABILITY FOR ALL CLAIMS ARISING FROM THE SERVICE IN ANY TWELVE-MONTH PERIOD WILL NOT EXCEED THE FEES THE AGENCY PAID TO EMS MATRIX FOR THE SERVICE IN THAT PERIOD (OR ONE HUNDRED U.S. DOLLARS IF NO FEES WERE PAID). SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS; IN THOSE PLACES THESE LIMITS APPLY TO THE GREATEST EXTENT PERMITTED.
10. Indemnification
The Agency will defend, indemnify and hold harmless EMS Matrix and its owners, employees and contractors from and against any claim, demand, loss, liability, damage, cost or expense (including reasonable attorneys’ fees) arising from or related to (a) Agency Content, including any error or omission in it; (b) any clinical care provided or withheld by the Agency or its members; (c) the Agency’s or its members’ use of the Service in violation of these Terms or applicable law; or (d) any dispute between the Agency and its members or patients.
11. Fees
Fees, seat counts and billing terms are set out in the Agency’s order or subscription agreement. Where no separate agreement exists, the Service is provided on the seat count shown in the portal and may be suspended for non-payment after reasonable notice.
12. Termination
Either party may end this agreement on thirty (30) days’ written notice. EMS Matrix may suspend or terminate access immediately if the Agency materially breaches these Terms, if continued operation would create a legal or safety risk, or if required by law. On termination the Agency’s members lose access to the app, and Sections 3, 6, 8, 9, 10 and 13 survive.
13. Governing law
These Terms are governed by the laws of the State of Ohio, without regard to its conflict-of-law rules. Any dispute that cannot be resolved informally will be brought exclusively in the state or federal courts located in Ohio, and both parties consent to their jurisdiction.
14. Changes to these terms
We may update these Terms. Material changes will be announced in the portal at least thirty (30) days before they take effect. Continued use of the Service after that date is acceptance of the updated Terms.
15. Contact
Questions about these Terms can be sent to the EMS Matrix contact listed in your subscription agreement.