Doctor Terms & Conditions
Parties and Definitions
The provider (“Provider”) is defined as the person or entity providing services (“Services”). Patient (“Patient”) is the person receiving Services offered by a Provider at a Facility. Denefits Corp(“Denefits”) will provide a financing plan (“Financing”) to help Providers offer Services to their Patients.
The purpose of this (“Agreement”) is to memorialize the terms under which Denefits will facilitate through the Denefits system, Financing for Providers’ Services for Patients.
This Agreement and the Financing are NOT assignable by Provider without express written permission from Denefits, except, however, if there is a Change of Control in Provider, this Agreement will be assigned to its successor or assignee. If there is Change of Control of Denefits, this Agreement and the Financing will be assigned to the assignee/purchaser. “Change of Control” means (a) a sale of all or substantially all of the Denefits’ or Provider’s (as the case may be) respective asset interests, (b) a merger, consolidation or other capital reorganization or business combination transaction of Denefits or Provider (as the case may be) with or into another corporation, limited liability company or other entity. A change in the ownership of stock or other equity interest in Denefits or Provider shall not be deemed a Change of Control for purposes of this Agreement.
Denefits Usage Fee
In exchange for the software as a service and facilitation, Denefits will receive 10% for guaranteed payments. This Financing Discount will be deducted from the amount due to Providers from Down Payment and from each month’s payment due to Provider according to the Specific Financing Terms for Patients.
Specific Financing Terms for Patients
The Financing for each Patient will vary depending on the amount financed and the terms of repayment as specified by Provider. Provider, Denefits, and Patient must all approve each Patient’s Financing in writing for the payment plan.
The Financial Provider for Denefits is JPMorgan Chase Bank, N.A.
Denefits reserves the first payment which is received from a patient to make sure there is no fraud being utilized in the software. The payment which is reserved will be paid out with the last payment on the contract.
Denefits will deposit the first payment received from a patient at the end of the contract term. All other payments are made in 2 business days including down payments. If a payout falls on a weekend or holiday, the account will be credited the business day following the normal pay date. Provider further agrees to provide updated or replacement account information to Denefits in the event of closure of the account. If a payment fails, a paper Check will be mailed within 10 business days to the Provider’s address and a Provider Check Processing Fee will be charged as specified in Schedule A. Payments are guaranteed for all payments after the first payment or down payment of 10% or more of treatment cost from the patient is successful.
If a patient disputes the treatment or payment, then payments are not guaranteed. You will be charged for the disputed amount + $25 dispute fee. As soon as the dispute is cleared, we will redeposit the amount recovered from the patient back into your account. If the dispute is lost, the funds will not be returned.
Denefits requires the online electronic claim form to be completed for all guaranteed payment processing. This form is located in the Doctor Portal. Once a claim has been submitted, Denefits will review all documentation for eligibility. If approved, payment will be deposited into the providers account on file. An email will be sent to the providers email address on file with the claim results. If the guaranteed payment claim request is declined, an email outlining the reasons for the decline will be sent to the email address on file for the provider.
Claims will be reviewed as soon as possible. Denefits will pay Guaranteed payments in the same month at the end of the month which are missed by patients so all missed payments are reconciled in one deposit when requested with the Denefits Claim Form. Claims will expire 60 days after the payment due date. You not be able to submit claims 60 days after payment due date.
Guarantee Payments are the Principle Amount and minus the Denefits 10% fee.
Provider may request any payment via paper check. A Provider Check Processing Fee as specified in Schedule A(mentioned below) will be charged per request.
Billing, Collection and Payment Information
Patient Refund or Cancellation
Patient accounts can only be cancelled by the Provider. If Provider terminates a Patient account: Denefits’s Patient Enrollment Fee, Transaction Fees and the Financing Discount will be non-refundable.
If payment is taken by the practice, Denefits will deduct the Denefits fees from the provider’s account on file.
If a refund is due to the patient, the provider will issue this directly to the patient minus all Denefits fees.
If the contract has been paid off in the providers office, Denefits will only close the account once all Denefits fees have been collected. The payoff amount is the recurring amount + $3 transaction fee multiplied by the remaining number of payments.
Cancellation Policy – Monthly Payment Guarantee
Practice agrees not to sell or assign their Denefits accounts receivables to a third party. This action by the client practice will result in Denefits cancelling the monthly payment guarantee and/or cancelling the practice’s account with Denefits.
Guaranteed payments shall terminate, without notice, (i) upon the institution by or against either party of insolvency, receivership or bankruptcy proceedings or any other proceedings for the settlement of either party’s debts, (ii) upon either party making an assignment for the benefit of creditors, or (iii) upon either party’s dissolution or ceasing to do business.
In the Event of a Death
After a Denefits patient has died, Denefits may collect the remaining balance of the finance contract from his/her estate. Denefits will never collect more than either the value of the Denefits patient estate subject to probate or the amount owed to Denefits.
When a Denefits patient passes, the person handling the estate must give written notice of the death, within 90 days of the date of death, to Denefits. The notice and copy of the death certificate must be mailed to:
Denefits Corporation Attn: Legal Department 16480 Harbor Blvd. #205 Fountain Valley CA, 92708 legal@Denefits.com
A phone call or email will not satisfy this requirement.
Guaranteed payments shall terminate, without notice, (i) payment of remaining balance has been collected by Denefits from the deceased parties probate/estate, (ii) once payment has been received, payment will be submitted to the provider minus all Denefits outstanding fees, or (iii) if a deceased patient owns nothing when they pass, nothing will be owed to the provider.
Patient Account Ownership
Denefits agrees not to sell Patient debt associated with the Provider. Patient debt will be controlled solely by Denefits, unless Provider requests a Patient account cancellation and/or a Patient account balance change in this Agreement.
Termination Without Breach
Provider or Denefits may terminate this Agreement by providing 60 days’ written notice to the other party. In the event that Provider terminates this Agreement, Denefits will charge a Per-Patient-Account Termination Fee. In the event that Denefits terminates this Agreement, Denefits will not charge Provider any fees to resolve Patient accounts. After either party provides notice of termination, Denefits reserves the right to reject any future Patients. However, Provider may request Denefits to terminate Financing relating to Services at one or more Facilities and retain it for other Facilities. In such event, this Agreement shall be applicable to the Facilities that retain the Financing. Similarly, if Denefits terminates its Financing to one or more Facilities of Provider, such termination will not affect other Facilities and Financing will continue at such other Facilities.
Termination Because of Breach
If either party believes the other to have breached this Agreement, it must first provide notice of alleged breach. If the breaching party does not cure the breach within 30 days of receiving notice, the non-breaching party may terminate the Agreement immediately. If Provider breaches this Agreement, Denefits will charge a Per-Patient-Account Termination Fee and will send all moneys rightfully owed to Provider within 60 days via paper check. If Denefits breaches this Agreement, it will be responsible for paying out in full all moneys owed to Provider within 30 days and resolve all issues with respect to Provider accounts within 60 days without charging any termination fees to Provider.
Notice Under this Agreement
Whenever required to provide notice under this Agreement, the party must provide notice to the other party by both: 1) registered mail or certified mail (return receipt requested) and 2) email.
Notice to Provider will be delivered to the office address and email address provided to Denefits during enrollment or to such other addresses as Provider may designate in a notice to Denefits.
Notice to Denefits may be delivered to the following addresses or to such other addresses as Denefits may designate in a notice to Provider:
Attn: Legal Department
16480 Harbor Blvd. #205
Fountain Valley CA, 92708
If Denefits reasonably believes that Provider has engaged in fraud in relation to Financing, Denefits may suspend all payments to Provider immediately for a period not to exceed 60 days. If Denefits determines that Provider has not engaged in fraud, Denefits will disburse all payments to Provider immediately upon making such a determination. If Provider has engaged in fraud, Denefits will take any steps necessary to recover moneys owed to it by Provider, and Provider will be responsible for payment for all reasonable attorneys’ fees required to recover moneys owed to Denefits.
Provider Responsibility to Verify Patient Data and Identification
Provider is solely and exclusively responsible to check for personal identifying information and to ensure Patient’s payment information, voided check, and debit card all match the identity of the Patient seeking financing. If Patient information and all payment information do not match, or if Provider fails to ask for identification to verify any information required, Denefits will not provide Financing or guarantee Services to Provider, and the recovery for any payment for Services will fall exclusively to the Provider. Provider’s retention of a photocopy of Patient’s government-issued photo identification card or of a notation of the identification number and expiration date shall serve as proof of Provider’s fulfillment of its responsibility to request and verify the Patient’s personal identifying information.
Patient Account Balance Change
Providers may ask to reduce the amount owed on any balance once per Patient agreement at no cost. Providers may request to increase the balance on Patient accounts at no charge. An additional down payment from Patient may be required to approve a balance increase request. Denefits may reject approval of any balance increase request at its reasonable discretion.
Delinquent Patient Accounts Post Termination
Denefits will continue to collect on Patient accounts that have been sent to collections for past due balances or missed payments at its discretion. Denefits will not return or release billing on any Patient account that is not current on payments due to Denefits.
Indemnification by Provider
Provider agrees, at its expense, to indemnify and hold harmless Denefits and its shareholders, directors, officers, partners, affiliates, employees, agents, and contractors from any and all losses, liabilities, or damages resulting from any and all claims, causes of action, suits, proceedings, or demands made by Patient against Denefits to the extent arising from or related to negligent acts or willful misconduct of Provider.
Indemnification by Denefits
Denefits agrees to indemnify, defend and hold harmless Provider and its shareholders, directors, officers, partners, affiliates, employees, agents, and contractors from and against claims, demands, actions, suits, damages, losses, liabilities, fines, penalties, costs and expenses, including but not limited to reasonable attorneys’ fees, arising out of or resulting from (a) the negligence or misconduct of Denefits (including, without limitation, fraud or unlawful activity) in connection with performance of its obligations hereunder or under any other agreement with Provider, and/or (b) Denefits’s breach of its obligations, covenants, representations and warranties hereunder or under any agreement with Provider or a Patient.
Choice of Law; Jurisdiction
This Agreement and any matters hereunder shall be governed by and construed in accordance with the laws of state of California, excluding its conflict of law rules. Provider hereto hereby consent to the exclusive jurisdiction and venue of the courts of state of California with respect to the resolution of any suit, action or proceeding hereunder.
If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable, the remaining provisions of this Agreement shall remain in full force and effect.
All claims and disputes arising under this Agreement that cannot be resolved by the parties must first be submitted to a mediator in an attempt to resolve the dispute outside of litigation. Any such mediation shall begin within fifteen days from the request for mediation by either party. The mediation must be completed within ten days thereafter. The parties will split the cost of mediation. If the parties do not submit to this mediation in good faith, as determined by the mediator, the parties may not proceed with any other remedies under this Agreement.
Should mediation prove unsuccessful, next, any claims and disputes arising under this Agreement are to be settled by binding arbitration in the state of California. The arbitration shall be conducted on a confidential basis in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Any decision or award as a result of such arbitration shall be in writing and shall provide an explanation for all conclusions of law and fact. An award of arbitration may be confirmed in a court of competent jurisdiction.
If a suit, action, arbitration or other proceeding of any nature whatsoever is instituted in connection with any controversy arising out of this Agreement or to interpret or enforce any rights under this Agreement, the prevailing party may recover reasonable costs and attorney’s fees incurred in such proceeding.
The failure to exercise or enforce or delay in exercising or enforcing any right or remedy provided by this Agreement or by law shall not constitute a waiver of the right or remedy or a waiver of other rights or remedies and the single or partial exercise or enforcement of any right or remedy provided by this Agreement or by law shall not preclude or restrict the further exercise or enforcement of any such right or remedy.
The Practitioner agrees not to in any way slander or injure the business reputation or goodwill of Denefits through any contact with customers, vendors, suppliers, employees or agents of Denefits, or in any other way. Denefits, in turn, agrees not to slander or injure the business reputation or goodwill of any Practitioner through contact with customers, vendors, suppliers, employees or agents of the Practitioner, or in any other way.
1. Provider Check Processing Fee: USD $10.00
2. Patient Enrollment Fee: USD $30.00
3. Guaranteed Payments Fee for Provider: Free
4. $25 Late fee to the Patient
5. $10 Change of Due Date Fee to the patient
6. $25 Dispute Fee