TÉRMINOS Y CONDICIONES

Terms and Conditions for Enbarca Inc.

Effective Date: January 1, 2026
Last Updated: December 31, 2025

1. Acceptance of Terms

By accessing and using the website (the "Website") and any services, products, or features made available through the Website (collectively, the "Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions ("Terms"). If you do not agree to these Terms, you must immediately cease accessing and using the Website and Service. Your continued use of the Website and Service following any changes to these Terms constitutes your acceptance of such changes.

Iris Soto Digital dba Enbarca Inc ("Company," "we," "us," "our"), reserves the right to modify these Terms at any time. We will notify you of material changes by posting the revised Terms on the Website with an updated "Last Updated" date. Your continued use of the Service following notification of changes constitutes your acceptance of the revised Terms.

2. Definitions

"Content" means all information, text, graphics, data, software, code, audio, video, and other materials available on or through the Website, whether created by the Company or third parties.

"Confidential Information" means non-public information relating to healthcare practices, patients, operations, finances, or business strategies shared through the Service.

"Data" means any information, including Personal Data and Protected Health Information, submitted by you or collected through the Service.

"Personal Data" means information that can identify you directly or indirectly, including name, email address, phone number, and professional information.

"Protected Health Information (PHI)" has the meaning given in the Health Insurance Portability and Accountability Act (HIPAA), 45 U.S.C. § 1320d et seq., and includes any health information that can be linked to an individual.

"User" means any individual who accesses or uses the Website or Service.

"You" or "Your" means the individual or organization that accesses or uses the Website or Service.

3. Eligibility and Account Registration

3.1 Eligibility Requirements

To use the Service, you must:

Be at least 18 years of age
Have the legal authority to enter into a binding agreement
Not be prohibited from using the Service under applicable laws
Be a healthcare professional, medical practice manager, healthcare administrator, or other authorized healthcare industry participant

3.2 Account Creation

To access certain features of the Service, you may be required to create an account ("Account"). When creating an Account, you agree to:

Provide accurate, complete, and current information
Maintain the security and confidentiality of your password and account credentials
Notify the Company immediately of any unauthorized access to your Account
Accept full responsibility for all activities conducted through your Account

The Company may, at its sole discretion, refuse to create an Account or terminate an existing Account if you violate these Terms or for any other reason.

3.3 Account Suspension or Termination

The Company reserves the right to suspend or terminate your Account without notice if:

You breach any provision of these Terms
Your Account is used for illegal or unauthorized purposes
You engage in abusive, threatening, or harassing behavior
You violate HIPAA or other healthcare regulations
Payment for services is not received as required

4. Permitted Uses and Restrictions

4.1 Permitted Uses

You may use the Website and Service only for:

Accessing healthcare consulting services and resources
Communicating with Company representatives
Accessing information, tools, and educational content related to healthcare practice management
Conducting lawful business activities consistent with these Terms and applicable laws

4.2 Prohibited Uses

You agree NOT to:

Access, use, or attempt to access the Service for any unlawful purpose or in violation of any applicable law
Attempt to gain unauthorized access to the Website, Service, or Company systems
Interfere with or disrupt the Service, Website infrastructure, or systems
Reverse engineer, decompile, disassemble, or attempt to discover source code
Scrape, crawl, or extract data from the Website without written authorization
Transmit malware, viruses, trojans, or other harmful code
Impersonate any individual or entity, including Company employees
Harass, threaten, abuse, or disparage other users or Company representatives
Post, transmit, or share content that is obscene, defamatory, libelous, or hateful
Violate the rights of any third party, including intellectual property, privacy, or publicity rights
Breach, disclose, or misuse Confidential Information or PHI
Use the Service to exploit, abuse, or endanger minors
Engage in unauthorized data mining, extraction, or collection activities
Create multiple accounts to circumvent restrictions or Terms violations
Resell, redistribute, or provide unauthorized access to the Service
Use the Service for competitive intelligence or to develop competing products

4.3 Monitoring and Enforcement

The Company may monitor your use of the Service to detect violations of these Terms. The Company reserves the right to take legal action against you if you violate these Terms, including seeking damages, injunctive relief, and criminal prosecution where applicable.

5. Intellectual Property Rights

5.1 Company Intellectual Property

All Content on the Website and Service, including but not limited to text, graphics, logos, images, video, software code, design, layout, structure, and selection and arrangement of materials, is owned by or licensed to the Company. This Content is protected by copyright, trademark, patent, and other intellectual property laws.

License Grant: The Company grants you a limited, non-exclusive, non-transferable license to access and use the Website and Service solely for your personal, non-commercial use in accordance with these Terms. This license does not grant you the right to:

Modify, translate, adapt, or create derivative works
Sell, lease, or sublicense the Service or Content
Publicly perform, display, or distribute the Service or Content
Use the Service or Content for competitive purposes

5.2 User Content

Any content you submit to the Service, including data, documents, feedback, and communications ("User Content"), remains your property. However, by submitting User Content, you grant the Company a:

Non-exclusive, royalty-free, perpetual license to use, reproduce, modify, publish, distribute, and sublicense User Content
Right to use User Content to improve the Service and develop new offerings
Right to use aggregated and de-identified User Content for analytics and research

5.3 Third-Party Content

The Website may contain content licensed from third parties. Your use of such content is governed by the applicable third-party license terms.

6. Data Handling and HIPAA Compliance

6.1 Data Processing Obligations

If the Company processes Protected Health Information (PHI) or other healthcare-related Data:

The Company will comply with all requirements of HIPAA, the HITECH Act, and applicable state healthcare privacy laws
Data will be processed only for the purposes authorized by you or as required by law
The Company will implement safeguards to protect the confidentiality, integrity, and availability of Data
Data will not be disclosed to unauthorized parties except as permitted by applicable law

6.2 Business Associate Agreement

If the Company serves as a Business Associate under HIPAA, a Business Associate Agreement (BAA) must be executed and incorporated into these Terms by reference. To the extent of any conflict between the BAA and these Terms, the BAA controls.

6.3 User Responsibilities

You are responsible for:

Ensuring you have proper authorization to submit Data to the Service
Maintaining accurate, complete, and current Data
Complying with all laws regarding Data collection, use, and disclosure
Obtaining necessary consents and authorizations from patients or individuals
Notifying the Company immediately of any unauthorized access to Data
Complying with HIPAA and state-specific healthcare regulations

6.4 Data Retention and Deletion

The Company will retain Data:

For the duration of your use of the Service plus any required retention period
As long as necessary to fulfill the purposes outlined in the Privacy Policy
To comply with legal, regulatory, and contractual obligations
For a minimum of 6 years for PHI (as required by HIPAA)

Upon termination of your Account, you may request deletion of Data. However, the Company may retain Data as required by law or for legitimate business purposes.

6.5 Data Breach Notification

If the Company becomes aware of an unauthorized access, use, or disclosure of Data that constitutes a breach:

The Company will conduct a prompt investigation
Affected individuals will be notified without unreasonable delay (no later than 60 days from discovery)
The Company will notify the Department of Health and Human Services
The Company will notify media outlets if required by law
Records of the breach and notification will be maintained

7. Payment and Subscription Terms

7.1 Fees and Billing

If you purchase any services or products through the Website, you agree to pay all applicable fees as set forth in your subscription agreement or purchase order. Fees are exclusive of applicable taxes, which you are responsible for paying.

7.2 Payment Methods

The Company accepts payment through the methods displayed on the Website. By providing payment information, you authorize the Company to charge your account for services rendered. You are responsible for keeping payment information current and accurate.

7.3 Billing Disputes

All billing disputes must be reported to the Company within 30 days of the invoice date. Disputes reported after 30 days will not be eligible for adjustment. The Company will review disputes in good faith and attempt to resolve them promptly.

7.4 Refund Policy

Refunds for services are subject to the specific subscription agreement or service contract. If no specific refund policy is stated, the following applies:

Monthly subscriptions: Cancellation requests submitted within 15 days of billing are eligible for a refund
Annual subscriptions: Refunds are not available for annual subscriptions except for Company errors or service failures
Custom Services: Refund eligibility is determined on a case-by-case basis

7.5 Subscription Renewal

Unless you cancel your subscription before the renewal date, your subscription will automatically renew. The Company will charge the payment method on file at the renewal date. You may cancel at any time by notifying the Company in writing.

7.6 Price Changes

The Company may change subscription fees, pricing, or billing terms upon 30 days' written notice. Your continued use of the Service after the effective date of price changes constitutes acceptance of the new pricing.

8. Limitation of Liability and Disclaimer of Warranties

8.1 Disclaimer of Warranties

THE WEBSITE AND SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR ACCURACY.

The Company does not warrant that:

The Service will meet your requirements or expectations
The Service will operate uninterrupted, error-free, or free from defects
Any Content available through the Service is accurate, complete, or current
The Service will be compatible with all devices or software
Defects or errors will be corrected
The Service is free from viruses, malware, or other harmful components

8.2 Medical Disclaimer

THE WEBSITE AND SERVICE DO NOT PROVIDE MEDICAL ADVICE. Information available through the Service is for informational and educational purposes only and is not a substitute for professional medical judgment. Do not rely on the Service for medical diagnosis, treatment, or prescription. Always consult with a qualified healthcare provider regarding medical concerns or conditions.

8.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE FOR:

Indirect, incidental, special, consequential, punitive, or exemplary damages
Loss of profits, revenue, data, business opportunities, or goodwill
Damage to your computer systems or loss of data
Any claims arising from your use or inability to use the Service
Any matter outside the Company's control

TOTAL LIABILITY CAP: Except for indemnification obligations and breach of confidentiality, the Company's total liability arising from or related to these Terms or your use of the Service shall not exceed the amount you paid to the Company in the 12 months preceding the claim, or $100, whichever is greater.

8.4 Exceptions to Limitations

The above limitations do not apply to:

Death or personal injury caused by negligence
Fraud or willful misconduct
Gross negligence
Breach of HIPAA or other healthcare regulations
Violations of applicable law that cannot be limited

9. Indemnification

9.1 Indemnification by You

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, and representatives from and against any:

Claims, damages, liabilities, or expenses (including attorneys' fees)
Arising from your use of the Website or Service
Arising from your violation of these Terms or applicable laws
Arising from your breach of any representation or warranty
Arising from any User Content you submit
Arising from your violation of third-party intellectual property rights
Arising from your unauthorized disclosure of PHI or Confidential Information

9.2 Indemnification by the Company

The Company agrees to indemnify, defend, and hold you harmless from claims arising from:

The Company's breach of HIPAA or healthcare regulations
The Company's infringement of third-party intellectual property rights in Content provided by the Company
The Company's gross negligence or willful misconduct
The Company's unauthorized disclosure of your Data

10. Confidentiality

10.1 Confidential Information

Either party may disclose Confidential Information to the other party in connection with these Terms. Confidential Information must be:

Marked as confidential or identified as such at the time of disclosure
Maintained in confidence and not disclosed to third parties without consent
Used only for purposes authorized by these Terms
Protected with safeguards no less stringent than those used for the disclosing party's own confidential information

10.2 Exceptions

Confidential Information does not include information that:

Is publicly available without breach of these Terms
Was rightfully possessed prior to disclosure
Is independently developed without reference to Confidential Information
Is rightfully received from a third party without confidentiality obligations

10.3 Compelled Disclosure

If either party is required by law or legal process to disclose Confidential Information, the disclosing party shall, to the extent permitted by law, provide prompt notice to the other party to allow opportunity to seek protective measures.

11. Termination and Survival

11.1 Termination by You

You may terminate your use of the Service at any time by:

Deleting your Account
Ceasing access to the Website
Notifying the Company in writing of your intent to terminate

Termination does not relieve you of obligations accrued prior to termination, including payment obligations.

11.2 Termination by the Company

The Company may terminate your access to the Service immediately and without notice if:

You breach any material provision of these Terms
You engage in illegal or prohibited activity
You violate HIPAA or healthcare regulations
Payment for services is not received
The Company, in its sole discretion, determines termination is necessary

11.3 Survival

The following provisions survive termination:

Sections 2, 5 (Intellectual Property), 6 (Data Handling), 8 (Limitation of Liability), 9 (Indemnification), 10 (Confidentiality), 13 (Dispute Resolution), and 14 (General Provisions)
Any accrued payment obligations
Any rights and obligations that by their nature are intended to survive termination

12. Dispute Resolution and Governing Law

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflicts of law principles. Any disputes arising from or relating to these Terms shall be resolved under Florida law.

12.2 Dispute Resolution Process

Before initiating legal proceedings, you and the Company agree to attempt to resolve disputes through:

Good Faith Negotiation: Parties will attempt to resolve disputes through direct communication within 30 days
Mediation: If negotiation fails, parties may request non-binding mediation through a mutually agreed mediator
Arbitration or Litigation: If mediation does not resolve the dispute, either party may pursue arbitration or litigation

12.3 Arbitration

Any dispute not resolved through negotiation or mediation shall be finally resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. Arbitration shall:

Take place in Orange County, Florida
Be conducted by a single neutral arbitrator
Be governed by these Terms and applicable law
Result in a final, binding decision

12.4 Limitation on Claims

Any claim arising from or related to these Terms must be filed within one (1) year after it arose or be permanently barred. This limitation applies even if notice of the claim was not provided within the one-year period.

12.5 Attorney's Fees

The prevailing party in any dispute resolution proceeding shall be entitled to recover reasonable attorney's fees and costs from the non-prevailing party.

13. Third-Party Links and Services

The Website may contain links to third-party websites, applications, and services. The Company is not responsible for the content, accuracy, security, or practices of third-party sites. Your use of third-party sites is governed by their terms and privacy policies, which you should review carefully before using their services.

By clicking on third-party links, you acknowledge that the Company is not responsible for any claims, damages, or losses arising from your use of third-party services.

14. Compliance with Laws

14.1 Healthcare Regulations

If you are accessing the Service in connection with healthcare services:

You acknowledge and agree to comply with all applicable healthcare laws, including HIPAA, state privacy laws, and other regulations
You represent that you have proper authorization to access, use, and disclose healthcare information
You agree to implement appropriate safeguards to protect patient privacy
You acknowledge that violations of healthcare laws may result in civil and criminal penalties

14.2 Export Control

The Website and Service are subject to U.S. export control laws. You agree not to export or re-export the Service or access it from, or on behalf of, any U.S. embargoed country or individual on the U.S. Department of Treasury OFAC list.

15. General Provisions

15.1 Entire Agreement

These Terms, together with the Privacy Policy and any Business Associate Agreement, constitute the entire agreement between you and the Company regarding the Website and Service and supersede all prior and contemporaneous agreements, whether written or oral.

15.2 Amendments and Modifications

The Company may amend these Terms at any time. Amendments become effective upon posting to the Website with an updated "Last Updated" date. Continued use of the Service following notification of amendments constitutes acceptance of the amended Terms.

15.3 Severability

If any provision of these Terms is found to be invalid, unenforceable, or in violation of applicable law, that provision shall be modified to the minimum extent necessary to make it enforceable, or if that is not possible, severed from these Terms. The remaining provisions shall remain in full force and effect.

15.4 Waiver

No waiver of any provision of these Terms or any breach thereof shall be effective unless in writing and signed by an authorized representative of the waiving party. Failure to enforce any right shall not constitute a waiver of that right.

15.5 Assignment

You may not assign or transfer your rights or obligations under these Terms without the Company's prior written consent. The Company may freely assign these Terms to its successors or assigns. Any attempted assignment in violation of this section is void.

15.6 Notices

Any notices required under these Terms shall be in writing and delivered by:

Email to the email address on file for your Account
Certified mail to the address on file
Posting on the Website

Notices are effective upon receipt or posting.

15.7 Independent Contractors

The relationship between you and the Company is one of independent parties. These Terms do not create a partnership, joint venture, agency, or employment relationship.

15.8 No Third-Party Beneficiaries

These Terms are intended solely for the benefit of you and the Company and are not intended to confer any rights or benefits on any third party.

15.9 Force Majeure

The Company shall not be liable for any failure or delay in performance of its obligations under these Terms that result from events beyond the Company's reasonable control, including acts of God, natural disasters, pandemics, wars, terrorism, government actions, or infrastructure failures. The Company will use commercially reasonable efforts to resume performance as soon as practicable.

15.10 Successors and Assigns

These Terms shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

16. Contact Information

For questions about these Terms, to report violations, or to submit notices, please contact:

Enbarca Inc Attn: Legal Department

Email: legal@enbarca.com Mailing Address:
5764 N. Orange Blossom Trail #91973 Orlando, FL 32810

Response Timeline: The Company will respond to inquiries within 15 business days.

17. Acknowledgment

BY ACCESSING OR USING THE WEBSITE AND SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS, THE PRIVACY POLICY, AND ANY APPLICABLE BUSINESS ASSOCIATE AGREEMENT.

These Terms and Conditions are effective as of January 1, 2026, and were last updated on December 31, 2025.