Last Updated: April 3, 2026
These Terms of Service (“Terms”) constitute a legally binding agreement between Outsourced Clinical Services, LLC (d/b/a Oclinicals) (“Oclinicals,” “we,” “us,” or “our”) and the medical practice or healthcare entity (“Client,” “you,” or “your”) identified in the Service Order.
1. The Service Model: Hybrid Delivery
Oclinicals provides a hybrid service delivery model. You acknowledge that the administrative roles defined in your Service Order (e.g., Patient Recalls, Scheduling, Prior Authorizations) may be performed through:
- Remote Professional Staff: Dedicated human agents trained in your specific EHR/PM workflows.
- AI-Automated Applications: Proprietary artificial intelligence, "Automated Agents," and software tools designed to perform administrative tasks, data analysis, and patient communications.
- The Client Dashboard: Our proprietary platform for real-time KPI tracking and performance management.
2. AI Implementation & Transition
As Oclinicals develops and deploys AI applications:
- Role Augmentation: We reserve the right to transition specific task-based roles from human staff to AI-automated applications to improve efficiency and accuracy.
- Continuous Improvement: Our AI tools are designed to learn and adapt to your practice’s specific protocols. You grant Oclinicals the right to use de-identified, aggregated data processed through our services to train and improve our AI models, strictly in accordance with HIPAA de-identification standards.
3. HIPAA & Data Security
- Business Associate Agreement (BAA): All services are governed by the Oclinicals BAA. In the event of a conflict between these Terms and the BAA regarding Protected Health Information (PHI), the BAA shall control.
- Cybersecurity: Oclinicals maintains SOC 2 certification and HIPAA-compliant environments for both human agents and AI-automated processes.
- Authorized Access: You agree to provide Oclinicals (including its staff and AI applications) the necessary credentials to access your EHR/PM systems to perform the services.
4. Professional Responsibility Disclaimer
Oclinicals provides administrative support only.
- No Medical Advice: Neither our staff nor our AI applications provide medical advice, diagnosis, or treatment.
- Final Clinical Review: While our AI may summarize patient data or facilitate recalls, the Client (the medical provider) retains final responsibility for all clinical decisions, medical necessity determinations, and the accuracy of entries made into the patient’s permanent medical record.
5. Intellectual Property
- Oclinicals Property: All AI algorithms, software code, "Automated Agent" logic, and the Client Dashboard are the exclusive property of Oclinicals.
- Usage License: You are granted a limited, non-transferable license to access and use these tools for the duration of your active service agreement. You may not reverse-engineer or attempt to extract the source code of our AI applications.
6. Fees and Performance
- Billing Structure: Fees are based on the Service Order. We may offer "Per Seat" (Staff) or "Usage-Based/Subscription" (AI) billing models.
- KPI Tracking: Performance for both staff and AI is tracked via the Oclinicals Dashboard. Oclinicals does not guarantee specific clinical outcomes but commits to meeting the administrative KPIs (e.g., call volume, scheduling rates) outlined in your Service Order.
7. Limitation of Liability
To the maximum extent permitted by law, Oclinicals' total liability for any claim—whether involving human error or AI algorithmic error—is limited to the total fees paid by the Client to Oclinicals in the six (6) months preceding the event giving rise to the claim.
8. Term and Termination
This agreement remains in effect until terminated by either party. [Standard: 30 or 60 days] written notice is required. Upon termination, all access to Oclinicals’ proprietary software and AI Tools will be deactivated.