Ingenix EncoderPro.com License Agreement
PLEASE READ THIS AGREEMENT CAREFULLY. THIS IS AN AGREEMENT BETWEEN YOU AND INGENIX, INC. BY INDICATING YOUR ACCEPTANCE BELOW OR BY ACCESSING AND USING THE EnCoderPro SOFTWARE (the "Software") ON THE Ingenix EncoderPro.com Expert website (the "Website"), YOU INDICATE YOUR ACCEPTANCE OF ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT. If you do not agree with these terms, decline where instructed and you will not be able to access or use the Software. You are referred to below as "Client".
1. LICENSE. Ingenix grants to Client a nonexclusive, nontransferable license to access and use the Software from locations within the United States for Client's internal, lawful, business use, and to the extent Client has paid the applicable fees for such access and use. Client acquires no right to the Software or to the information and data contained in the Software, except the right to use such information and data solely for Client's own internal business purposes, in accordance with this Agreement.
2. CLAIMS BATCH MANAGER. If Client obtains the Claims Batch Manager optional module, Client will deliver its 837 claims to Ingenix prior to sending them to a payer or clearinghouse, as described on the Website. Ingenix will compare Client's claims to Ingenix's coding knowledgebase, and deliver to Client reports on any failures of the claims to comply with the knowledgebase rules. Ingenix has no responsibility for transmitting Client's claims to any payer or clearinghouse. This Claims Batch Manager functionality is included in the definition of Software in this Agreement.
3. ACCESS. Client is authorized to access and use the Software from one (1) PC computer or terminal at any given time. If more than one person can access or use the Software simultaneously, Client must purchase a network license for each terminal or user. This license is effective until it is terminated under the terms of this Agreement. Client may not sublicense, assign, or transfer this license, the Software, or the output produced by the Software to any third party. Client may NOT use the Software on any public computer based medical information system, or in any public electronic bulletin board, or translate, decompile, or disassemble the Software, or create any derivative work based on the Software or the accompanying documentation.
4. USER ID AND SECURITY. After Client's registration and pre-payment of fees, Ingenix shall provide Client with an initial User ID to access the Software on the Website. Client agrees to maintain strict security procedures to prevent unauthorized use or disclosure of Client's User ID and to protect the Website from improper access. Client's User ID is personal to Client only and shall be disclosed only to Client's employees who have a need to access the Website and who agree to abide by the terms of this Agreement. It shall be the ongoing responsibility of Client to administer User ID(s) for anyone to whom Client has granted access to the Website, and to ensure that User ID(s) are revoked for persons who no longer require access to the Website or who are no longer employed by Client. All fees incurred by persons to whom Client has disclosed a User ID shall be Client's sole responsibility.
5. LIMITED WARRANTY. Ingenix warrants that the Software will perform in accordance with the user documentation for it on the Website. INGENIX DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND RELATING TO THE SOFTWARE AND THE WEBSITE, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
6. LIMITATION OF DAMAGES. Ingenix is not be responsible or liable for any actions taken by Client as a result of Client's use of the Software, or for any error, inaccuracy, or omission in any report or analysis Client prepares in connection with or through use of the Software, or for any damage resulting from such use. In no event will Ingenix be liable to Client for any damages, including any lost profits, or any indirect, incidental, special, consequential or punitive damages arising out of the use of or inability to use the Software even if Ingenix has been advised of the possibility of such damages, or for any claim by any third party. However, in the event that a court with jurisdiction determines that Ingenix is liable for damages under this Agreement, Ingenix's liability shall not exceed the greater of the price Client paid for use of the Software, or One Thousand Dollars ($1000). Ingenix does not warrant that the Software will meet Client's requirements or that the operation of the Website will be uninterrupted or without error. Client acknowledges that the Software has not been developed according to Client's specifications or otherwise custom-made for Client.
7. COPYRIGHT AND TRADE SECRET PROTECTION. United States and international copyright laws protect the Software, the accompanying documentation, and the file contents. Client acknowledges that the Software, the process and technologies included therein, as well as any other information or materials made available to Client by Ingenix through the Website are valuable assets, trade secrets, and/or copyrighted material of Ingenix and that Ingenix retains title to the Software. Under no circumstances may Client copy the Software or the accompanying documentation for the purposes of distribution to others, or may Client remove the copyright notices on the Software or the accompanying documentation. Client agrees not to decompile, reverse engineer, or otherwise attempt to discover the source code of the Software.
8. TERMINATION FOR BREACH. Ingenix may access and inspect Client's business records to investigate Client's compliance with this Agreement. Client agrees that Ingenix may terminate Client's access to the Software at any time if Ingenix reasonably believes that Client is in violation of this Agreement. This Agreement shall automatically terminate if Client fails to comply with any provision of this Agreement.
9. CPT CODE NOTICE. CPT only © 2009 American Medical Association. All Rights Reserved. Fee schedules, relative value units, conversion factors and/or related components are not assigned by the AMA, are not part of CPT, and the AMA is not recommending their use. The AMA does not directly or indirectly practice medicine or dispense medical services. The AMA assumes no liability for data contained or not contained herein.
CPT is a registered trademark of the American Medical Association.
CPT Assistant ©1990-2009 American Medical Association. All Rights Reserved.
The responsibility for the content of any "National Correct Coding Policy" included in this product is with the Centers for Medicare and Medicaid Services and no endorsement by the AMA is intended or should be implied. The AMA disclaims responsibility for any consequences or liability attributable to or related to any use, nonuse or interpretation of information contained in this product.
10. U.S. GOVERNMENT RIGHTS. This product includes CPT® and/or CPT® Assistant and/or CPT® Changes which is commercial technical data and/or computer data bases and/or commercial computer software and/or commercial computer software documentation, as applicable which were developed exclusively at private expense by the American Medical Association, 515 North State Street, Chicago, Illinois, 60610. U.S. Government rights to use, modify, reproduce, release, perform, display, or disclose these technical data and/or computer data bases and/or computer software and/or computer software documentation are subject to the limited rights restrictions of DFARS 252.227-7015(b)(2) (November 1995) and/or subject to the restrictions of DFARS 227.7202-1(a) (June 1995) and DFARS 227.7202-3(a) (June 1995), as applicable for U.S. Department of Defense procurements and the limited rights restrictions of FAR 52.227-14 (June 1987) and/or subject to the restricted rights provisions of FAR 52.227-14 (June 1987) and FAR 52.227-19 (June 1987), as applicable, and any applicable agency FAR Supplements, for non-Department of Defense Federal procurements. Applicable FARS/DFARS Restrictions Apply to Government Use.
11. PRIVACY. Client may disclose Protected Health Information ("PHI", as defined in the HIPAA Privacy Rule) to Ingenix in the course of this Agreement. Ingenix may use and disclose such PHI as necessary to perform its obligations under or as permitted by this Agreement or required by law. Ingenix shall:
 (a) maintain and use appropriate safeguards to prevent unauthorized use or disclosure of any PHI;
(b) implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the Electronic PHI
that Ingenix creates, receives, maintains, or transmits on behalf of Client;
(c) report to Client any use or disclosure of any PHI of which it becomes aware that is not permitted by these Terms;
(d) ensure that any subcontractor and/or agent to whom it provides any PHI agrees in writing to substantially the same conditions and restrictions that apply to Ingenix
pursuant to this section;
(e) make available the information required for Client to provide an accounting of disclosures, in accordance with the HIPAA Privacy Rule;
(f) make its internal practices, books and records relating to the use and disclosure of PHI and security safeguards available to the Secretary of the Department of Health
and Human Services for purposes of determining Client's compliance with HIPAA; and
(g) return or destroy all PHI received from Client, except if such return or destruction is infeasible in which case Ingenix agrees to extend all protections of this section to
Ingenix's use and disclosure of any retained PHI and to limit any further uses and/or disclosures to the purposes that make the return or destruction of the PHI infeasible.
12. PERMITTED USES. Ingenix may:
(a) Use the PHI in its possession for its proper management and administration and to fulfill any legal responsibilities of Ingenix;
(b) Disclose the PHI in its possession to a third party for the purpose of Ingenix's proper management and administration or to fulfill any legal responsibilities of Ingenix,
provided that the disclosures are required by law or Ingenix has received from the third party reasonable assurances that (i) the information will be held confidentially
and used or further disclosed only as required by law or for the purpose for which it was disclosed to the third party; and (ii) the third party will notify Ingenix of any
instances of which it becomes aware in which the confidentiality of the information has been breached;
(c) Aggregate the PHI with PHI in its possession from other sources, provided that the purpose of such aggregation is related to health care operations;
(d) De-identify any and all PHI obtained by Ingenix under these Terms, provided that the PHI is de-identified in accordance with the requirements of HIPAA;
Client acknowledges that Client has read this Agreement, understands it and agrees to be bound by its terms and conditions. Client further agrees that this is the complete agreement between Client and Ingenix and that this Agreement supersedes any proposal or prior agreement, oral or written, and any other communications between Client and Ingenix relating to the subject matter of this Agreement.
For future reference, a copy of this Agreement will be accessible on the Ingenix EncoderPro.com Expert website.
PLEASE INDICATE YOUR ACCEPTACE OF THE FOREGOING AGREEMENT BY CLICKING ON 'I Accept'.
|
