Terms of Service

Eligibility

You must be at least 18 years old and authorized to act on behalf of the pharmacy or business entity you register. By using the Service, you represent and warrant that you have such authority.

Account Responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to provide accurate and current information and to notify us promptly of any unauthorized access.

The Service

RXDELTA provides pharmacy reconciliation tools that compare billing data against purchase records to identify discrepancies. The Service processes data you upload and generates analytical reports.

We reserve the right to modify, update, or discontinue any aspect of the Service at any time with reasonable notice for material changes.

Subscriptions and Payment

Access to the Service requires a paid subscription. Subscriptions are billed on a recurring monthly basis and automatically renew unless cancelled before the next billing date.

All fees are non-refundable except where required by law. We reserve the right to change pricing with at least 30 days' advance notice. Continued use after a price change takes effect constitutes acceptance.

If payment fails, we may suspend access to the Service until payment is resolved.

Your Data

You retain all ownership rights to the data you upload and the reports generated from your data. By using the Service, you grant us a limited license to process your data solely for the purpose of providing the Service. This license ends when you delete your data or close your account.

You are solely responsible for the legality, accuracy, and completeness of the data you upload.

Accuracy Disclaimer

The Service is a tool to assist with pharmacy reconciliation. All results, calculations, variance reports, and analytics are provided for informational purposes only.

WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY OUTPUT GENERATED BY THE SERVICE. You are solely responsible for independently verifying all results before making any business, financial, or operational decisions. Any claims of recovered amounts in our marketing materials represent aggregate results across users and are not guarantees of individual outcomes.

Your Responsibility to Verify

All reconciliation results, variance reports, A/R aging analyses, refill schedules, and financial analytics provided by the Service are decision-support tools only. They are not a substitute for professional judgment, independent auditing, or direct verification against your pharmacy management system.

You acknowledge and agree that:

• You must independently verify all reconciliation results before taking any business, financial, or operational action
• The quality and accuracy of Service output depends on the quality, format, and completeness of the data you upload
• Automated column detection and NDC matching may produce imperfect results depending on file formatting and data variations
• RxDelta is not responsible for any decisions, financial actions, or claims you make based on Service output
• No automated reconciliation system can guarantee 100% accuracy across all possible data scenarios

BY USING THE SERVICE, YOU ACCEPT FULL RESPONSIBILITY FOR INDEPENDENTLY VERIFYING ALL OUTPUT AND FOR ANY ACTIONS TAKEN BASED ON SUCH OUTPUT.

Acceptable Use

You agree not to:

• Upload files containing malicious code or harmful content
• Attempt to access other users' data or accounts
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service for any unlawful purpose
• Interfere with or disrupt the Service or its infrastructure
• Share account credentials with unauthorized parties
• Use automated tools to access the Service without permission

Intellectual Property

The Service, including its software, algorithms, design, and branding, is our proprietary property. Nothing in these Terms grants you any rights to our intellectual property except the limited right to use the Service as a subscriber.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THIS INCLUDES, WITHOUT LIMITATION, DAMAGES ARISING FROM: INACCURATE OR INCOMPLETE RECONCILIATION RESULTS, SERVICE INTERRUPTIONS OR DOWNTIME, UNAUTHORIZED ACCESS TO YOUR ACCOUNT, OR ACTIONS TAKEN BASED ON SERVICE OUTPUT.

Indemnification

You agree to indemnify, defend, and hold us harmless from any claims, damages, losses, or expenses (including reasonable legal fees) arising from your use of the Service, your violation of these Terms, or your violation of any applicable law.

Termination

You may cancel your subscription at any time. Access continues through the end of your current billing period.

We may suspend or terminate your access at any time for violation of these Terms or for any reason with 30 days' notice. Upon termination, you will have a reasonable window to export your data before it is deleted.

Governing Law

These Terms shall be governed by the laws of the State of New York, without regard to conflict of law principles.

Dispute Resolution

Any dispute arising from these Terms or the Service shall first be attempted to be resolved informally by contacting us. If informal resolution fails after 30 days, disputes shall be resolved through binding arbitration in accordance with applicable rules, conducted in New York. You agree to waive any right to participate in a class action lawsuit or class-wide arbitration.

Modifications

We may update these Terms from time to time. We will provide notice of material changes via email or through the Service. Continued use after the effective date of changes constitutes acceptance. If you disagree with any changes, your sole remedy is to cancel your subscription.

General

• These Terms and our Privacy Policy constitute the entire agreement between you and us.
• If any provision is found unenforceable, the remaining provisions remain in effect.
• Our failure to enforce any right or provision does not constitute a waiver.
• You may not assign or transfer these Terms without our consent.

Contact

For questions about these Terms: support@rx-delta.com