Terms of Service

1. Who these terms cover

By creating or joining an organization account, or otherwise using VitalScheduler (the "Service"), you agree to these terms and to our Privacy Policy. The Service is operated by Viereck Group LLC, a Pennsylvania limited liability company ("we," "us").

These terms are with the organization that uses the Service (the "Customer"). If you create an organization account, you confirm that you may accept these terms on its behalf. If you join with an invite code, you use the Service under these terms on behalf of the organization that invited you. A separate signed agreement with us controls where it conflicts with these terms.

2. The schedule is a tool. Your organization is responsible for coverage.

VitalScheduler suggests and records schedules. Your organization decides who works, and it remains responsible for coverage, staffing, and patient care. We are not liable for an unfilled, double-booked, missed, or wrongly assigned shift, or for any clinical, staffing, employment, or financial consequence of one.

A generated schedule is only as good as the rules, roster, time off, and data it is built from, and it can be wrong or incomplete. Slots the rules cannot cover are left unfilled and reported. Review every schedule before you publish it and after every change. Conflict warnings, fairness reports, and work-hour figures are planning aids, not a finding that a schedule meets any accreditation, regulatory, contractual, or employment requirement. The schedule inside the Service is the record; emails and calendar feeds can lag behind it.

3. No patient information

VitalScheduler is for workforce schedules, not patient data. It is not designed to hold protected health information (PHI) as defined under HIPAA, and we do not sign business associate agreements (BAAs).

Do not enter patient information in any field, including rotation names, notes, imported spreadsheets, and text given to AI features. If it is entered, remove it and tell us. We may delete it and may suspend access if it keeps happening, and your organization is responsible for any obligation that results.

4. Accounts and acceptable use

Your organization is responsible for who it gives access to, including through invite codes, and for everything done under its users' logins. To remove someone's access, email us. Each login belongs to one person. Keep your password secure and tell us if you think it has been misused.

Do not share logins, try to reach another organization's data, test our security without written permission, upload malicious code, scrape or overload the Service, resell it, copy it to build a competing product, or use it unlawfully.

5. Your organization's data

Your organization owns the information it enters and the schedules and reports produced from it ("Customer Data"). We use Customer Data only to provide, secure, and support the Service for your organization, and we keep it confidential.

We never sell Customer Data, share it with advertisers or data brokers, or use it to train AI models or build products for anyone else.

Your organization is responsible for having the right to enter information about its staff. If we ever want to use Customer Data for another purpose, we will ask first, and your organization can say no.

6. AI features

Optional AI features draft rotations from a description and turn a pasted provider list into roster entries. When a scheduler uses one, the text they provide and the setup details the feature needs, such as the organization name, provider names and groups, and rotation names, are sent to our AI provider, Anthropic. Schedules are never sent; the Privacy Policy lists exactly what is. AI output is a draft that a scheduler must review and save. To turn AI features off for your organization, email us.

7. Calendar feeds

Each provider can get a personal calendar feed link. It works without a password, so anyone with the link can see that provider's published shifts and approved time off. Treat it like a password. If a link is shared by mistake, email us and we will replace it.

8. Trial, billing, cancellation, and refunds

The Service is free for 30 days, then paid. In detail:

• Free trial: 30 days from the day the organization is created. No payment card is needed.
• Price: US $9 per active provider per month, with a minimum of one. An active provider is one marked active on your roster, with or without a login.
• Subscribing: an administrator subscribes on the Billing page through Stripe, our payment processor. Subscribing with more than two days of trial left keeps those days, and the first charge comes when the trial ends. We never receive or store full card numbers.
• Renewal: monthly and automatic until cancelled. When your active provider count changes, Stripe adjusts your next invoice with a prorated charge or credit.
• Failed payments: the Service keeps working while Stripe retries. If the subscription ends unpaid, the limits below apply.
• Cancelling: an administrator can cancel at any time in the billing portal linked from the Billing page. Cancellation takes effect at the end of the period already paid for. Deleting your organization cancels its subscription at once; the rest of the period already paid for is not refunded.
• When a trial or subscription ends: generating and publishing schedules stop. Nothing is deleted. Your organization can still sign in, view and edit schedules, use time off and swaps, export its data, and subscribe again.
• Refunds: fees already paid are not refundable, except for Stripe's prorated credits when your provider count goes down, or where the law requires.
• Taxes: prices exclude taxes, which are added to invoices where they apply.
• Price changes: we email administrators at least 30 days before a new price applies, and it takes effect at the first renewal after that notice.
• Pilots and complimentary access: as agreed with us in writing, which can be by email.

9. Export, deletion, and ending use

Your organization can export its schedules to Excel or PDF at any time. An administrator can permanently delete the organization from the Billing page, which removes all of its data and the login of every user who belongs to no other organization. Copies can remain in backups for a limited period, as the Privacy Policy describes. To delete only your own login, email us.

We may suspend access for a breach of these terms, for a threat to the Service or other customers, or where the law requires, and we will tell you first where practical. If we discontinue the Service, we will give at least 30 days' notice so you can export your data.

10. Disclaimer of warranties

The Service is provided "as is" and "as available," without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement, to the fullest extent the law allows.

We do not promise that the Service, or any schedule, report, AI draft, email, or calendar feed, will be uninterrupted, error-free, complete, correct, or sufficient for your coverage needs. There is no service level commitment, and the Service is not medical, legal, or employment advice.

11. Limitation of liability

Our total liability arising out of or relating to these terms or the Service will not exceed the greater of (a) the fees your organization paid us for the Service in the 12 months before the event giving rise to the claim, or (b) US $100.

To the fullest extent the law allows, we are not liable for indirect, incidental, special, consequential, or punitive damages; lost profits, revenue, or data; the cost of substitute coverage or staffing; or any claim arising from your organization's staffing, coverage, or patient care decisions.

Your organization will indemnify Viereck Group LLC and its members against claims, losses, and reasonable legal fees arising from its breach of these terms (including entering patient information), its staffing, coverage, and patient care decisions, or staff data it had no right to enter.

12. Changes to these terms

We may update these terms. Each version is dated, and earlier versions are kept. We announce material changes to administrators by email or in the Service at least 30 days before they take effect, unless the law requires a change sooner. Continuing to use the Service after a change takes effect means your organization accepts it.

13. Governing law and disputes

Pennsylvania law governs these terms, without regard to its conflict of laws rules. Disputes will be heard only in the state courts located in Montgomery County, Pennsylvania, or the United States District Court for the Eastern District of Pennsylvania. Please email us first; most problems are faster to fix that way.

14. General

We own the Service, other than Customer Data. We may use feedback freely, and we will not name your organization as a customer without its permission. These terms, the Privacy Policy, and any signed agreement with us are the whole agreement. Either party may transfer these terms in a merger or sale of its business, with notice. If part of these terms is unenforceable, the rest still applies, and not enforcing a term does not waive it. We are not responsible for failures outside our reasonable control, including outages at our hosting, payment, email, or AI providers. We send notices to administrators by email or in the Service. Sections 2, 3, 5, 10, 11, and 13 survive the end of these terms.

15. Contact

Viereck Group LLC, Phoenixville, Pennsylvania. Email matthew@vitalscheduler.com.