Terms of Service

Version 2026-06-10.5 · Effective June 10, 2026

These Terms of Service (the “Terms” or this “Agreement”) form a legally binding contract between Penusila Digital Solutions LLC, a Texas limited liability company (“Chairside,” “we,” “us,” or “our”), and the dental practice, business, or other organization that accepts them (the “Practice,” “you,” or “your”). They govern your access to and use of the Chairside software, its websites at chairsidepm.com and any subdomains, the practice-account and synchronization features, and everything we make available through them (together, the “Service”).

Please read these Terms carefully. They include important provisions that limit our liability (Section 16), disclaim warranties (Section 15), require you to indemnify us (Section 17), govern how disputes are resolved including a jury-trial waiver and a class-action waiver (Section 22), and — most importantly for a dental setting — prohibit you from entering protected health information and make clear the Service is not HIPAA-compliant (Section 4).

By checking the “I agree” box during setup or account creation, by creating an account, or by accessing or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and by the Privacy Policy, which is incorporated here by reference. You represent that you are at least 18 years old and that you have the authority to bind the Practice. If you do not agree, do not access or use the Service.

1. Definitions

“Account” means the practice-level account, secured by an email address and password, that owns a Workspace.
“Authorized User” means an owner, doctor, office manager, or staff member the Practice adds to a Workspace and who signs in with a name and PIN.
“Workspace” means the Practice's data within the Service — practice name, roster, roles, routines, tasks, schedules, time-clock punches, time-off records, reports, settings, and similar operational content.
“PHI” means “protected health information” and “electronic protected health information” as defined under the U.S. Health Insurance Portability and Accountability Act of 1996 and its implementing regulations (collectively, “HIPAA”), and any equivalent category of individually identifiable patient health information under other applicable law.
“Provider” or “Sub-processor” means a third party we use to deliver the Service, as listed in the Privacy Policy (currently Supabase, Cloudflare, and Google Fonts, among others).
“Content” means anything entered into, uploaded to, generated within, or exported from the Service.

2. Eligibility, authority, and acceptance

The Service is offered only to organizations and to individuals acting on their behalf, for business use, and only where use is lawful. By accepting, you represent and warrant that: (a) you are at least 18 years old and have the legal capacity to enter into contracts; (b) you are authorized to act for, and to bind, the Practice; (c) all registration information you provide is accurate and kept current; and (d) your use will comply with these Terms and all applicable laws. If you are entering into these Terms for an employer or other entity, “you” and “the Practice” refer to that entity, and you personally represent that you may bind it.

3. What the Service is — and is not

Chairside is operational staff-management software for dental offices. It tracks the recurring and one-off tasks a practice's staff perform, staff roles and routines, work schedules and office hours, the time clock and timesheets, time-off requests and approvals, numeric “tally” goals, reminders, and completion reporting. That is the entire intended purpose of the Service.

The Service is expressly not, and must not be used as: an electronic health record (EHR) or electronic medical record (EMR); a practice-management, charting, clinical, diagnostic, or treatment-planning system; a billing, coding, insurance-claims, or payments platform; an imaging or radiography system; an appointment-scheduling or patient-communication system that stores identifiable patient data; or any system of record for patients. The Service provides no medical, dental, clinical, legal, accounting, tax, insurance, or compliance advice, and nothing in it substitutes for the independent professional judgment of licensed practitioners or qualified advisors. You are solely responsible for all clinical, business, employment, and compliance decisions you make, whether or not informed by the Service.

4. No protected health information; no HIPAA compliance

The Service is not designed for, intended for, marketed for, or offered for the creation, receipt, storage, maintenance, or transmission of PHI. It is general-purpose staff-tasking software that happens to be useful to dental offices; it is not a healthcare information system.

You agree not to enter PHI into the Service — and not to upload, paste, or otherwise introduce it. Prohibited entries include, without limitation: patient names, initials, or identifiers; dates of birth or service tied to an identifiable person; contact details; insurance, account, or record numbers; images; and any diagnosis, treatment, procedure, medication, or clinical detail linked to an identifiable individual. Free-text fields such as task titles and notes must describe the work (for example, “Confirm tomorrow's appointments,” “Pour impressions from yesterday”), never the patient.

We are not a HIPAA “business associate” or “covered entity” with respect to your use, we do not offer or enter into Business Associate Agreements (BAAs), and no BAA, agency, or business-associate relationship is created by implication, course of dealing, or your entry of data. If you require a BAA for a workflow, that workflow does not belong in the Service.

The Practice is solely and exclusively responsible for its own regulatory compliance, including HIPAA, the HITECH Act, state health-privacy and dental-board rules, the Texas Medical Records Privacy Act, and any other applicable law. If any person associated with the Practice enters PHI into the Service, that entry is a material breach of these Terms, is made entirely at the Practice's own risk, and the Practice is solely responsible for every consequence — including breach assessment and notification obligations, regulatory investigations and penalties, and third-party claims — and the Practice will defend and indemnify us for them under Section 17. We may, but are not obligated to, remove data we believe to be PHI and/or suspend the Account.

5. Accounts, Authorized Users, PINs, and security

The Practice account is the unit of ownership: it holds the Workspace, and the email/password that controls it must be kept confidential and used only by people authorized to administer the Practice.
You are responsible for all activity that occurs under the Account and under each Authorized User's PIN, whether or not authorized by you, and for configuring roles and permissions appropriately. The Service offers granular, owner/doctor-controlled permissions; how you assign them is your responsibility.
Account passwords are handled by our authentication Provider; staff PINs are never stored in readable form — only a salted PBKDF2-SHA256 hash is kept. Because of this, we cannot recover a lost password or PIN; we can only help reset it. You are responsible for maintaining your own ability to recover access (for example, control of the Account email inbox).
You must provide accurate information, keep it current, and promptly notify us of any actual or suspected unauthorized access, credential compromise, or security incident affecting the Account.
You are responsible for the security of the devices and browsers on which the Service runs, including any locally cached copy of the Workspace held in the browser as an offline cache.

6. Acceptable use

You agree that you will not, and will not permit any Authorized User or third party to:

enter PHI, or any data you lack the lawful right to use, into the Service;
use the Service in violation of any applicable law, regulation, or third-party right, or for any unlawful, harmful, deceptive, or fraudulent purpose;
infringe, misappropriate, or violate any intellectual-property, privacy, publicity, or contractual right;
probe, scan, test, disable, circumvent, or defeat any security or access-control feature, including authentication and row-level security, or attempt to access another account's data;
reverse engineer, decompile, or disassemble the Service, or attempt to derive source code, except to the limited extent that restriction is prohibited by applicable law;
copy, modify, distribute, sell, sublicense, lease, or create derivative works of the Service, or use it to build or train a competing product or service;
resell, time-share, or provide the Service to third parties as a service bureau or on a managed basis without our written consent;
introduce malware or malicious code; impose an unreasonable or disproportionately large load on the Service or its Providers; use bots, scrapers, or automated means to access the Service except as expressly permitted; or interfere with the Service's operation or other users;
remove, obscure, or alter any proprietary notice; or misrepresent your affiliation with us.

We may investigate suspected violations and may suspend or terminate access for conduct we reasonably believe breaches this Section or creates risk or legal exposure.

7. Your data, ownership, and the license you grant us

You own your data. As between you and us, the Practice retains all right, title, and interest in the Workspace and its Content. We claim no ownership of it.
Limited license to operate. You grant us a worldwide, non-exclusive, royalty-free license to host, store, copy, transmit, display, and process the Workspace and Content solely to provide, secure, maintain, back up, and support the Service for you, and as otherwise described in the Privacy Policy. We do not sell your data, run advertising or behavioral analytics on it, or use it to train artificial-intelligence or machine-learning models.
Responsibility for Content. You are solely responsible for the Content, for having the rights and any consents necessary to provide it, and for its accuracy and legality.

8. Data-protection roles

For data-protection purposes, with respect to the Workspace and Authorized Users' personal data, the Practice is the “controller” (or “business”) that determines the purposes and means of processing, and Chairside acts as a “processor” (or “service provider”) processing that data on the Practice's documented instructions, which these Terms and the Privacy Policy constitute. The Practice is responsible for providing any notices to, and obtaining any consents from, its Authorized Users that applicable law requires, and for responding to their data-subject requests, with our reasonable assistance for data held in our systems.

9. Cloud storage, availability, backups, and export

The Workspace is stored in the cloud under the Account through our Providers, protected by row-level security so that an account can reach only its own data, and is mirrored in the browser as an offline cache so the board keeps working through a dropped connection.
The Service is provided on an “as available” basis. We do not guarantee any particular uptime, availability, latency, or that the Service will be uninterrupted or error-free. Maintenance, updates, Provider outages, and factors beyond our control may cause downtime.
Back up what matters. The Service provides exports (CSV and print). You are responsible for retaining your own independent copies of anything you cannot afford to lose. We are not a system of record and do not guarantee against data loss.

10. Third-party providers and services

The Service depends on third-party Providers we do not control, currently and without limitation Supabase, Inc. (authentication and database), Cloudflare, Inc. (hosting, content delivery, the network edge, DNS, and TLS), Stripe, Inc. (subscription payment processing), and Google LLC (web fonts); the public marketing pages also embed a promotional video served from a content-delivery network. The current list and each Provider's role are described in the Privacy Policy, which we may update as Providers change. Your use of any Provider is subject to that Provider's own terms and policies. We are not responsible or liable for the acts, omissions, availability, security, or content of any third party, and your dealings with them are between you and them.

11. Changes to the Service

The Service is under active development. We may add, change, suspend, or discontinue features, or the Service as a whole, at any time. We will use reasonable efforts to give notice of material adverse changes where practicable. We are not liable to you or any third party for any modification, suspension, or discontinuation, except as expressly stated in these Terms.

12. Subscriptions, billing, and refunds

Chairside is a paid subscription service. Continued access to the Service requires an active, paid subscription on a current plan. We may from time to time offer trial, introductory, or pre-launch access; any such access converts to a paid subscription unless you cancel before it ends, and its specific terms will be disclosed to you at sign-up.

Plans and pricing. Current pricing, in U.S. dollars and exclusive of taxes, is:

Monthly plan — US $49.95 per month, billed every month.
Annual plan — US $479.95 per year, billed once a year — roughly a 20% saving versus paying monthly (about US $40 per month).

60-day free trial. New subscriptions begin with a free trial of 60 days. We collect your payment method at sign-up but do not charge it during the trial. Unless you cancel before the trial ends, your subscription automatically converts to the paid plan you selected and your payment method is charged the then-current fee for that plan, and renews automatically thereafter as described below. You may cancel at any time during the trial to avoid any charge; cancellation takes effect at the end of the trial and you keep access until then. The trial is offered once per practice; we may modify or withdraw trial offers for future sign-ups.

Payment processor. Payments are processed by our third-party payment processor, Stripe, Inc. (“Stripe”). By subscribing, you provide your payment details directly to Stripe and authorize us, through Stripe, to charge your selected payment method the applicable fees, plus taxes, on a recurring basis. We do not receive or store your full card number; Stripe's handling of your payment data is governed by its own terms and privacy policy, and the Privacy Policy describes the limited billing data we receive.

Automatic renewal. Subscriptions renew automatically at the end of each billing period (monthly or annual) at the then-current price, using your payment method on file, until you cancel. You authorize these recurring charges until you cancel.

Cancellation. You may cancel at any time; cancellation takes effect at the end of the current paid period, and you retain access until then. We do not provide prorated refunds for partial periods except where required by law.

Refunds. Except where required by applicable law or expressly stated by us in writing, fees are non-refundable and there are no refunds or credits for partially used periods, downgrades, or unused features.

Taxes. Stated prices exclude taxes. You are responsible for all applicable sales, use, VAT, GST, and similar taxes, which may be added to your charges.

Price changes. We may change prices or introduce new fees or plans. We will give reasonable advance notice (for example, by email or in the Service), and changes take effect at your next renewal; continuing to use the Service after a change takes effect is acceptance of the new price. If you do not agree, cancel before the change takes effect.

Failed or late payment. If a charge fails or a payment is overdue, we may retry the charge and may suspend, downgrade, or terminate access until payment is made.

Any third-party costs you incur to use the Service — such as your internet access and your own devices — are your responsibility.

13. Intellectual property; feedback

We and our licensors own all right, title, and interest in and to the Service, including its software, code, design, user interface, text, logos, and documentation, and all intellectual-property rights in them. Subject to these Terms, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for the Practice's internal business operations during the term of this Agreement. No rights are granted except as expressly set out here. If you send us suggestions, ideas, or feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use them without restriction or obligation to you.

14. Confidentiality

Each party may receive non-public information of the other. The receiving party will use the disclosing party's confidential information only to perform under these Terms and will protect it with at least reasonable care. This does not apply to information that is or becomes public without breach, was already known, is independently developed, or is rightfully received from a third party, and does not prevent disclosure required by law (with notice where lawful).

15. Disclaimer of warranties

The Service, including all software, content, features, and any Provider-delivered components, is provided “as is” and “as available,” with all faults and without warranty of any kind. To the maximum extent permitted by law, we and our licensors and Providers disclaim all warranties and conditions, whether express, implied, statutory, or otherwise, including the implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, and non-infringement, and any warranties arising from course of dealing, course of performance, or usage of trade. We do not warrant that the Service will meet your requirements, be available, uninterrupted, timely, secure, accurate, complete, or error-free, that defects will be corrected, that data will not be lost or altered, or that the Service or its hosting is free of harmful components. No advice or information, whether oral or written, obtained from us or through the Service creates any warranty not expressly stated here. Some jurisdictions do not allow the exclusion of implied warranties, so some of the above may not apply to you.

16. Limitation of liability

To the maximum extent permitted by law: (a) we and our owners, members, officers, employees, agents, licensors, and Providers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, goodwill, business, anticipated savings, or for any loss, corruption, or inaccuracy of data, business interruption, cost of substitute services, or regulatory fines or penalties, however caused and under any theory of liability, whether in contract, tort (including negligence), strict liability, or otherwise, and whether or not we have been advised of the possibility of such damages; (b) we will have no liability of any kind arising out of or relating to PHI or other prohibited data entered into the Service in breach of these Terms; and (c) our total cumulative liability for all claims arising out of or relating to the Service or these Terms will not exceed the greater of the total amounts you actually paid us for the Service in the twelve (12) months immediately before the event giving rise to the claim, or fifty U.S. dollars (US $50.00).

The foregoing allocations of risk are a fundamental and essential basis of the bargain between us and are reflected in the price of the Service; the Service would not be provided on these terms without them. Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you; in that case our liability is limited to the smallest amount permitted by law.

17. Indemnification

You will defend, indemnify, and hold harmless Chairside and its owners, members, officers, employees, agents, licensors, and Providers from and against any and all third-party claims, demands, suits, proceedings, investigations, and resulting losses, damages, liabilities, fines, penalties, settlements, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Content or Workspace, including any PHI or other prohibited data entered into the Service; (b) your or any Authorized User's use of the Service or violation of these Terms or of applicable law; (c) your violation of any third-party right; or (d) any dispute between you and your Authorized Users, employees, contractors, or patients. We may, at our option, assume the exclusive defense and control of any matter subject to indemnification, in which case you will cooperate with us; you will not settle any matter that imposes obligations on us without our prior written consent.

18. Term, suspension, and termination

These Terms apply from your first acceptance or use and continue until terminated.
You may stop using the Service at any time and may delete your Account and Workspace (see the Privacy Policy for deletion).
We may suspend or terminate your access, in whole or in part, with or without notice, if we reasonably believe you have violated these Terms (including the PHI prohibition), if required by law or by a Provider, to protect the Service or others, or if we discontinue the Service.
On termination, your license to use the Service ends and we may delete the Workspace after a reasonable period; export anything you need first. Provisions that by their nature should survive — including Sections 4, 7 (ownership), 12–17, 19–24 — survive termination.

19. Compliance, export, and sanctions

You will comply with all laws applicable to your use of the Service, including employment, wage-and-hour, recordkeeping, privacy, and health-information laws. You represent that you are not located in, and will not use the Service in or for the benefit of, any country or party subject to U.S. embargo or sanctions, and that you are not on any U.S. government restricted-party list.

20. Force majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, internet or utility failures, or the acts or omissions of Providers or other third parties.

21. Changes to these Terms

We may update these Terms from time to time. When we make changes, we will revise the version identifier and effective date at the top and post the updated Terms within the Service. For material changes we will use reasonable efforts to provide additional notice. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms. The version you accepted, and the date and name of the person who accepted it, are recorded with your Workspace. If you do not agree to a change, you must stop using the Service.

22. Governing law; disputes; jury and class waivers

These Terms are governed by the laws of the State of Texas, U.S.A., without regard to its conflict-of-laws rules, and excluding the U.N. Convention on Contracts for the International Sale of Goods. Before filing any claim, the parties agree to first try in good faith to resolve it informally by written notice to the other (to us, at the contact address below), and to negotiate for at least thirty (30) days. Any dispute not resolved informally will be brought exclusively in the state or federal courts located in Texas, and each party consents to the personal jurisdiction and venue of those courts. To the extent permitted by law, each party irrevocably waives any right to a trial by jury, and waives any right to participate in a class, collective, consolidated, or representative action; claims may be brought only in an individual capacity. Either party may seek injunctive or equitable relief for actual or threatened infringement or misuse of intellectual property or confidential information in any court of competent jurisdiction.

23. Assignment

You may not assign or transfer these Terms or any rights or obligations under them, by operation of law or otherwise, without our prior written consent; any attempt to do so is void. We may assign these Terms freely, including in connection with a merger, acquisition, reorganization, or sale of assets. These Terms bind and benefit the parties and their permitted successors and assigns.

24. General

Entire agreement. These Terms and the Privacy Policy are the entire agreement between you and us about the Service and supersede all prior or contemporaneous understandings on the subject.
Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, or severed, and the remaining provisions will remain in full force.
No waiver. Our failure to enforce any provision is not a waiver of it or of any other provision.
No third-party beneficiaries. Except for our owners, employees, licensors, and Providers as to the disclaimer, limitation, and indemnification provisions, these Terms create no third-party-beneficiary rights.
Relationship. The parties are independent contractors; these Terms create no partnership, joint venture, agency, employment, or fiduciary relationship.
Notices and electronic communications. You consent to receive communications from us electronically, at the Account email or within the Service, and agree that electronic communications satisfy any legal requirement that a communication be in writing. Notices to us must be sent to the contact address below.
Headings. Section headings are for convenience only and do not affect interpretation.

25. Contact

Questions or notices regarding these Terms:
Penusila Digital Solutions LLC (Texas, U.S.A.)
bobitho69@gmail.com