COVERMYMEDS LLC TERMS OF SERVICE and PROVIDER AGREEMENT

Use of covermymeds.com (this "website") and associated services, including the CoverMyMeds claims processing service, is governed by the terms and conditions below ("Terms of Service"). These Terms of Service constitute a legally binding agreement between you and CoverMyMeds LLC ("CoverMyMeds").

You must be a licensed health care professional or an employee of a licensed health care professional and at least 18 years old to use covermymeds.com. By clicking on the "I AGREE" button at the end of this page and using this website, you agree that you have read, understand, and agree to be bound by these Terms of Service. If you do not agree with any of these Terms of Service, do not use this website.

CoverMyMeds, located at 10574 Ravenna Road, Twinsburg, Ohio 44087, U.S.A, is a limited liability company organized under the laws of the State of Ohio, in which CoverMyMeds has its headquarters. Reference to CoverMyMeds herein will include any subsidiaries or affiliates of CoverMyMeds involved with providing the services offered by CoverMyMeds. The servers that host this website are located in the United States, and any personal details you provide to us will be processed by CoverMyMeds in the United States.

PLEASE NOTE: Any capitalized terms used but not specifically defined in these Terms of Service have the same meanings as in the federal Health Insurance Portability and Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health Act, and their implementing regulations, as amended from time to time (collectively, referred to as "HIPAA").

WHAT ARE MY PRIVACY OBLIGATIONS?

This website and CoverMyMeds services are designed to be utilized by you, a Health Care Provider, and/or by authorized persons on your staff, to store and/or transmit to insurers certain patient information necessary to properly generate and submit prior authorization or other coverage determination inquiries. Such information may include, but is not limited to, the patient's name, date of birth, address and contact information, diagnosis and/or medical condition, treatment/medical history (including prescription medications), health insurance information, and/or financial or other relevant information to enable the determination of drug coverage. This information constitutes "Protected Health Information," as defined by HIPAA.

HIPAA permits a Health Care Provider, who is a Covered Entity, to use or disclose Protected Health Information for the Health Care Provider's own Treatment, Payment, or Health Care Operations without patient authorization. Because CoverMyMeds is used for one or more of these purposes, you are not required to obtain patient authorization before providing Protected Health Information to CoverMyMeds.

You may, however, choose to obtain patient consent before disclosing the patient's information to CoverMyMeds. If you would like to obtain patient authorization, you may use the sample HIPAA authorization form here: download

CoverMyMeds functions as a Health Care Clearinghouse and a Covered Entity under HIPAA. CoverMyMeds may also, in providing services to you, function as a Business Associate. To use CoverMyMeds services and covermymeds.com, you must read and agree to the terms and conditions of the Business Associate Agreement included with the Terms of Service. If you do not agree to the Business Associate terms, do not use CoverMyMeds and its associated services. If you prefer to use your standard agreement, please contact privacymatters@covermymeds.com and do not use the CoverMyMeds service until proper agreements are put in place.

By using CoverMyMeds services and the online tool at covermymeds.com, you represent and warrant that you/your practice has the necessary legal authority to provide patient information to CoverMyMeds and to enable use of this information by CoverMyMeds or those working on its behalf for the purposes described in this agreement. In addition, you represent and warrant that you have provided all notices necessary to comply with all federal and state laws and regulations relating in any way to medical and/or health privacy including but not limited to notice of your privacy practices.

PLEASE NOTE: Certain state or federal laws or regulations may provide additional privacy protections for patient information and may require consent for disclosure of patient information to CoverMyMeds. If you have questions about additional state or federal privacy requirements and how they may apply to your use of CoverMyMeds services, please consult your legal counsel.

DOES COVERMYMEDS OFFER MEDICAL ADVICE?

CoverMyMeds does not offer medical advice, does not determine medical necessity, and does not otherwise engage in the practice of medicine. The content accessed through covermymeds.com is for informational purposes only, and it is not intended to address every possible use, direction, precaution, drug interaction, or adverse effect. CoverMyMeds is not a substitute for your professional medical judgment, or for individual patient assessments and examinations. The content of this website should not be used during a medical emergency or for the diagnosis or treatment of any medical condition. Reliance on any of the information provided by CoverMyMeds or provided on or by covermymeds.com is solely at the user's own risk. CoverMyMeds does not recommend or endorse any specific products, services, physicians, tests, procedures, opinions, or other information that may be available on this website.

WHO IS RESPONSIBLE FOR THE INFORMATION PROVIDED TO COVERMYMEDS?

You must provide current, complete and accurate information when you register to use covermymeds.com. Although CoverMyMeds disclaims any legal duty to verify the accuracy of any personal data that you provide to us, if CoverMyMeds believes that the details you provide are not current, complete and accurate, we have the right to refuse you access to the website or any of its resources and to terminate or suspend your account. You are responsible for the security of your passwords and for the use of your account, whether or not such use has been authorized by you. You must immediately notify CoverMyMeds of any unauthorized use of your password or your account by contacting us at privacymatters@covermymeds.com.

You are solely responsible for the accuracy and completeness of any information, form or other document that you submit to CoverMyMeds and to a health plan for prior authorization, coverage determination or otherwise.

While we attempt to make information in CoverMyMeds as complete and accurate as possible, we make no warranties that it is correct, complete or current. Further, some information available through the website is entered by other health care providers or their staff. CoverMyMeds does not review this content for completeness or accuracy nor does CoverMyMeds screen it in any way. You acknowledge and agree that CoverMyMeds is not responsible for any materials or information posted to or otherwise available on covermymeds.com, whether provided by CoverMyMeds, you, or another user. Any reliance on such materials is at your own risk.

WHO MAY SEE MY INFORMATION AND MY PATIENTS' INFORMATION?

A comprehensive and easy-to-understand Privacy Policy available at http://www.covermymeds.com/main/privacy_policy.

By using CoverMyMeds services, you agree to permit the information that you provide to be shared and seen by other Health Care Providers and payers for coverage determination purposes, to the extent permitted by law (and as more fully described in our Privacy Policy). In addition, to the extent allowed by applicable law, your information and that of other Health Care Providers who use CoverMyMeds' services may be seen by pharmaceutical manufacturers. Any information shared with pharmaceutical manufacturers will be in an aggregate or de-identified form, as specified by HIPAA and in our Privacy Policy. Likewise, as a Health Care Provider using CoverMyMeds services, you may have access to information about another user. To the extent permitted by law, and as necessary for using CoverMyMeds services, specific limited information about a patient may be transmitted and available to you. You are responsible for protecting the confidentiality of this information, as required by law and with the same degree of diligence and care as you treat your patients' information and as you treat your own personal and company information (but in no event less than a reasonable degree of diligence).

WHO OWNS COVERMYMEDS.COM AND USER CONTENT, AND ARE THERE LIMITS OF USE?

Ownership

CoverMyMeds and its licensors, if any, own all proprietary rights to CoverMyMeds, covermymeds.com, and all text, images, data, information, and other content (collectively, "Content"), including all intellectual property rights therein, displayed, available, or appearing on covermymeds.com. The software coding and the look and feel of the service provided by CoverMyMeds are copyrighted by and the property of CoverMyMeds LLC and all rights are reserved by CoverMyMeds. You should assume that everything you see on this website is copyrighted unless otherwise noted and may not be used without permission, except as otherwise provided in these Terms of Service. You may not duplicate, copy, or reuse any portion of the HTML/CSS, Javascript, or visual design elements or concepts without express written permission from CoverMyMeds.

CoverMyMeds uses certain documents from other companies, including but not limited to forms provided by health care insurers or their business partners. Copyright of these documents is retained by their respective owners, and CoverMyMeds claims no ownership of such material. CoverMyMeds uses such material under fair-use provisions of copyright law.

Provided you are not in default of any of your obligations hereunder, CoverMyMeds gives you a personal, revocable, non-assignable, and non-exclusive license to use covermymeds.com and other services offered by CoverMyMeds. Any reproduction, redistribution, retransmission, or display of the Content available on covermymeds.com, or any portion of such Content, not in accordance with these Terms of Service is expressly prohibited. You agree not to infringe upon any intellectual property rights or remove or modify related proprietary notices contained in this website.

User Content

Except as provided in our Privacy Policy, any Content that you submit to this website or to CoverMyMeds ("User Content"), such as sample prior authorization forms not otherwise available on the website, user tips and tricks, or requests for new features, will be deemed to be non-confidential and may be disclosed through this website to unknown persons without control by CoverMyMeds, including for browsing, downloading, printing and other uses by such other persons or entities. You agree not to submit User Content to this website or CoverMyMeds except for Content that is fully authorized for purposes of this website and these Terms of Service, and you will not infringe upon any person's intellectual property rights in connection with such submissions. It is your obligation to determine the extent to which User Content you submit is protected by applicable intellectual property laws. You agree that CoverMyMeds will have, and hereby grant to CoverMyMeds, a worldwide, royalty-free, perpetual, irrevocable, sublicenseable, non-exclusive right and license to translate, reproduce, sell, publish, distribute, modify, adapt, display, perform, promote, link to or use, in any form or media, any User Content that you submit to this website or CoverMyMeds. CoverMyMeds does not endorse any User Content that may appear on this website. Nothing in these Terms of Service will obligate CoverMyMeds to use any User Content you submit or permit the posting of such Content on this website.

Compliance with the Digital Millennium Copyright Act

CoverMyMeds respects the rights of all copyright holders and in this regard, we have adopted and implemented a policy that provides for the termination in appropriate circumstances of users of this website who infringe the rights of copyright holders. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our Copyright Agent the following information required by the Digital Millennium Copyright Act, 17 U.S.C. Section 512: (a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works;
(c) Identification of the Content that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and the information reasonably sufficient to permit CoverMyMeds to locate the Content;
(d) Information reasonably sufficient to permit CoverMyMeds to contact the complaining party;
(e) A statement that the complaining party has a good faith belief that the use of the Content in the manner complained of is not authorized by the copyright owner, its agent, or the law;
(f) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

For copyright inquiries under the Digital Millennium Copyright Act, please contact CoverMyMeds' Copyright Agent at:

Authorized and Prohibited Uses

Your use of covermymeds.com and of any content accessed through the service must comply with all applicable laws, regulations and ordinances, including, but not limited to, those pertaining to privacy, intellectual property, the export of data or software, coding, billing and payment. When you create, transmit, or display patients' health information or other information while using covermymeds.com, you may provide only information that you own or have the right to use and disclose. When you do so, you give CoverMyMeds an irrevocable, perpetual fully-paid and worldwide license to use and distribute it in connection with the CoverMyMeds services.

You may not access covermymeds.com other than through the interfaces we provide, nor may you interfere with or disrupt the proper operation of covermymeds.com. You will only submit User Content and material that is functionally and technically compatible with this website and you will not engage in any conduct or submit to this website any Content or other material that is illegal, inaccurate, misleading, misappropriated, dilutive, defamatory, obscene, offensive, or otherwise objectionable. You will not attempt to and will not damage, corrupt, tamper with or infect this website or any information or telecommunication system of CoverMyMeds with a virus or other malicious computer program. You may not reverse engineer, disassemble, or de-compile any software code or proprietary elements of the covermymeds.com website.

You will only use this website for the permitted purposes stated in these Terms of Service, and will not engage in abusive activity with respect to this website. Without limiting the generality of the foregoing, you agree not to undertake any activity which may adversely affect the use of this website by any person. You are prohibited from using any services provided in connection with this website to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. Integrating with, automating, "spidering" or "scraping" are all prohibited and are a violation of CoverMyMeds' Terms of Service, and may be illegal. Only human users using the site manually are permitted. If you become involved in any violation of system security, CoverMyMeds reserves the right to release your details to system administrators at other sites and law enforcement authorities in order to assist them in resolving security incidents.

Referencing the covermymeds.com website in an "iframe" or otherwise making it appear that covermymeds.com is part of a third party site is prohibited. We do however encourage linking to covermymeds.com. All such links must be direct links to the top page of the website (www.covermymeds.com) without framing. If CoverMyMeds deems your linking practices to be inappropriate, we may provide you with notice concerning removal or modification of the inappropriate link, and you agree to comply with any and all requirements of CoverMyMeds relating thereto.

Approved use of the "CoverMyMeds widget" http://www.covermymeds.com/main/embeddable_widgets is a permitted use.

Pharmaceutical manufacturers and marketers, and their respective employees and contractors, are permitted to use and access covermymeds.com and related services, provided they have a current promotional agreement with CoverMyMeds, and their use of covermymeds.com and services is consistent with these Terms of Service and all applicable laws, regulations and guidance regarding promotion of pharmaceutical products. For more information, please contact sales@covermymeds.com.

Good Samaritan Policy

It is our policy not to tolerate any acts of intellectual property infringement or violations of federal or state law. We will, in good faith, make our best efforts to remove, disable, or restrict access to the availability of Content on the website that, in our subjective view, is obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, whether or not such material is constitutionally protected. This provision does not impose upon CoverMyMeds any contractual obligation to undertake, or refrain from undertaking, any particular course of conduct, or to monitor the website.

If you believe that someone has violated this policy, we ask you to promptly notify us by email at privacymatters@covermymeds.com and provide as detailed a description of the alleged violation as possible. You must use this address or phone number if you want to ensure that the complaint is actually received by the appropriate party who is responsible for investigating alleged violations of this policy.

Website Administration

We reserve the right to deny access to any user at any time for any reason. CoverMyMeds may place limits on, modify, suspend or terminate this website at any time without liability or prior notice, and may suspend or terminate your use of CoverMyMeds' services if you fail to comply with these Terms of Service. This suspension or termination may delete your registration, information, files, and other previously available Content. However, as described in our Privacy Policy, backup files containing this information may be stored for purposes of regulatory compliance.

These Terms of Service are subject to change from time to time. CoverMyMeds will endeavor to post a notice of any changes to these Terms of Service for a period of thirty (30) days following any such modifications. Therefore, you are advised to review these Terms of Service occasionally, or at least every thirty (30) days. The most current Terms of Service will always be available at http://www.covermymeds.com/main/tos. If you are a registered user of the website, you may be prompted to agree to the revised Terms of Service when you first log in after a material change to the agreement is made. In this case, your agreement to the modified Terms of Service will be required for you to continue to use the website.

WHAT ABOUT INDEMNIFICATION?

You will defend or settle at your sole expense any third-party claim against CoverMyMeds or any third party or licensor related to CoverMyMeds arising out of or related to your use of the website or CoverMyMeds' services and you agree to indemnify and hold harmless CoverMyMeds and its affiliates, officers, directors, employees and contractors from any demands, claims, damages, liabilities, expenses or harms (including attorneys' fees) arising in connection with your use of this website or breach of these Terms of Service.

ARE THERE WARRANTIES TO THE COVERMYMEDS SERVICE?

YOU UNDERSTAND AND AGREE THAT THE COVERMYMEDS SERVICE IS AVAILABLE SOLELY ON AN "AS IS" AND "AS AVAILABLE" BASIS. NEITHER COVERMYMEDS NOR ANY OF COVERMYMEDS' LICENSORS MAKE ANY EXPRESS WARRANTIES, AND EACH OF THEM DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, RESULTS, COMPLETENESS, ACCESSIBILITY, COMPATIBILITY, SECURITY AND FREEDOM FROM COMPUTER VIRUS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER COVERMYMEDS NOR ANY OF COVERMYMEDS' LICENSORS MAKE ANY WARRANTY THAT THE CONTENT OF THE WEBSITE SATISFIES GOVERNMENT REGULATIONS REQUIRING DISCLOSURE OF INFORMATION ON PRESCRIPTION DRUG PRODUCTS. IN NO EVENT SHALL COVERMYMEDS BE LIABLE FOR ANY LOSS OR DAMAGE, DELAY IN PERFORMANCE OR NONPERFORMANCE CAUSED BY EQUIPMENT MALFUNCTION OR BREAKDOWN, NETWORK OR PIPELINE DISRUPTION, SEVERE WEATHER CONDITIONS, INFORMATION UNAVAILABILITY, STRIKES OR OTHER LABOR DISPUTES, RIOTS, FIRE, INSURRECTION, WAR, FAILURE OF CARRIERS, ACCIDENTS, ACTS OF GOD OR ANY OTHER CAUSES BEYOND COVERMYMEDS' CONTROL. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

covermymeds.com is for use only by those who reside in the United States and ARE using a computer located in the United States. NEITHER COVERMYMEDS NOR ANY OF COVERMYMEDS' LICENSORS MAKE ANY REPRESENTATION CONCERNING THE CONTENT WHEN USED IN ANY OTHER COUNTRY. No software may be downloaded or otherwise exported into any countries that are subject to U.S. export/import control restrictions or other national security restrictions.

WHAT ARE THE LIMITS TO YOUR AND COVERMYMEDS' LIABILITY?

IF YOU ARE DISSATISFIED WITH THE SITE OR ANY OF COVERMYMEDS' TERMS, CONDITIONS, RULES, POLICIES, GUIDELINES OR PRACTICES, OR OTHERWISE HAVE A DISPUTE WITH COVERMYMEDS, LLC, YOUR SOLE AND EXCLUSIVE REMEDY IS TO TERMINATE THIS AGREEMENT AND DISCONTINUE USING THE SITE AND THE SERVICES WE PROVIDE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NEITHER COVERMYMEDS NOR ANY OF ITS LICENSORS MAY BE HELD LIABLE UNDER THIS AGREEMENT FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THIS WEBSITE OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OR REGISTRATION WITH COVERMYMEDS, EVEN IF WE KNOW OR SHOULD KNOW THAT OTHER DAMAGES ARE POSSIBLE OR THAT DIRECT DAMAGES ARE NOT A SATISFACTORY REMEDY. THE LIMITATIONS IN THIS SECTION APPLY TO YOU ONLY TO THE EXTENT THEY ARE LAWFUL IN YOUR JURISDICTION. NEITHER YOU NOR COVERMYMEDS OR ANY OF ITS LICENSORS MAY BE HELD LIABLE UNDER THIS AGREEMENT FOR MORE THAN $1,000; PROVIDED, HOWEVER, THAT THE limitations of liability DESCRIBED ABOVE do not apply to breaches of intellectual property provisions or indemnification obligations described in these terms of service.

WHAT ARE THE GENERAL LEGAL TERMS?

Unless you have signed a separate written agreement with CoverMyMeds related to CoverMyMeds' services, these Terms of Service are the entire agreement between you and CoverMyMeds related to CoverMyMeds' services, replacing any prior agreements. If there is any conflict between these Terms of Service and a signed written agreement between you and CoverMyMeds, the signed written agreement will control. Failure to enforce any provision will not constitute a waiver of that provision. If any provision is found unenforceable, it and any related provisions will be interpreted to best accomplish the unenforceable provision's essential purpose. The headings contained in these Terms of Service are for convenience of reference only and will not affect or alter the meaning or effect of any provision hereof.

CoverMyMeds has no obligation to become involved in any dispute between a user of this website and any other person. This website and these Terms of Service will be governed by and construed in accordance with the laws of the State of Ohio, excluding Ohio's conflict of law rules. THE EXCLUSIVE VENUE FOR ANY DISPUTE ARISING UNDER OR RELATING TO THIS AGREEMENT OR THIS WEBSITE IS FRANKLIN COUNTY, OHIO. YOU AND COVERMYMEDS CONSENT TO THE PERSONAL JURISDICTION OF THESE COURTS.

Nothing in these terms of service limits either party's ability to seek equitable relief.

BUSINESS ASSOCIATE AGREEMENT

By clicking on the "I AGREE" button at the end of this page and using this website, you agree that you have read, understand, and agree to be bound by the terms of this Business Associate Agreement. If you do not agree to the Business Associate terms, do not use CoverMyMeds and its associated services. If you prefer to use your standard agreement, please contact privacymatters@covermymeds.com and do not use the CoverMyMeds service until proper agreements are put in place.

PLEASE NOTE: Any capitalized terms used but not specifically defined in this Business Associate Agreement have the same meanings as in the federal Health Insurance Portability and Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health Act ("HITECH Act"), and their implementing regulations, as amended from time to time. We refer to these laws and regulations collectively as "HIPAA."

In accordance with HIPAA, the U.S. Department of Health and Human Services has issued "Standards for Privacy of Individually Identifiable Health Information," "Security Standards for the Protection of Electronic Protected Health Information," and "Standards for Notification in the Case of Breach of Unsecured Protected Health Information." We refer to these standards collectively as the "HIPAA Standards."

In providing the services described in the Terms of Service, CoverMyMeds may function on your behalf as a Business Associate. The purpose of this Business Associate Agreement is to provide satisfactory assurances that you (the "User") and CoverMyMeds will appropriately safeguard all Protected Health Information ("PHI") disclosed by or created or received by CoverMyMeds on your behalf.

Obligations and Activities of CoverMyMeds

CoverMyMeds will not use or further disclose PHI other than as permitted or required by the terms of this Business Associate Agreement or as Required by Law. CoverMyMeds will also comply with any further limitations on uses and disclosures of PHI by User in accordance with the HITECH Act and 45 C.F.R. § 164.522, provided that User communicates such limitations to CoverMyMeds.

CoverMyMeds will use appropriate safeguards to prevent use or disclosure of the PHI other than as provided for by the Terms of Service and this Business Associate Agreement.

In accordance with the HIPAA Standards, CoverMyMeds will implement Administrative, Physical and Technical Safeguards that reasonably and appropriately protect the confidentiality, integrity and availability of Electronic Protected Health Information ("ePHI") that it creates, receives, maintains or transmits on behalf of User. Specifically, CoverMyMeds will comply with all standards and implementation specifications set forth in 45 C.F.R. § 164.308, 164.310, 164.312, and 164.316.

CoverMyMeds will report to User any use or disclosure of PHI not provided for by the Terms of Service or this Agreement of which CoverMyMeds becomes aware. Additionally, CoverMyMeds will report to User any Security Incident of which CoverMyMeds becomes aware. At the request of User, CoverMyMeds will identify the date and nature and scope of the Security Incident, CoverMyMeds' response to the Security Incident, and the identification of the party responsible for causing the Security Incident, if known.

CoverMyMeds will notify User of any Breach of Unsecured Protected Health Information within ten (10) business days of the date CoverMyMeds learns of the Breach. CoverMyMeds will provide such information to User as required by the HIPAA Standards. CoverMyMeds will reasonably cooperate and assist User in making the notification to third parties required by law in the event of a Breach due solely to CoverMyMeds.

CoverMyMeds will ensure that any agent, including a subcontractor, to whom it provides PHI created or received by CoverMyMeds on behalf of User agrees to implement reasonable and appropriate safeguards to protect PHI and to the same restrictions and conditions that apply through this Business Associate Agreement to CoverMyMeds with respect to such information.

CoverMyMeds will mitigate, to the extent practicable, any harmful effect that is known to CoverMyMeds of a use or disclosure of PHI by CoverMyMeds in violation of the requirements of this Business Associate Agreement.

Upon request of User, and to the extent CoverMyMeds retains information in a Designated Record Set, CoverMyMeds will provide access to PHI in a Designated Record Set as defined in 45 C.F.R. § 164.501 to an Individual in order for User to comply with the requirements under 45 C.F.R. § 164.524. CoverMyMeds will make available PHI for amendment and incorporate any amendments to PHI in a Designated Record Set in order for User to comply with 45 C.F.R. § 164.526. If CoverMyMeds provides copies or summaries of PHI to an Individual it may impose a reasonable, cost-based fee in accordance with 45 C.F.R. § 164.524(c)(4).

CoverMyMeds agrees to make internal practices, books, and records, including policies and procedures and PHI relating to the use and disclosure of PHI created or received by CoverMyMeds on behalf of User available to User , or at the request of User, to the Secretary of the Department of Health and Human Services, for purposes of determining User's compliance with the HIPAA Standards.

CoverMyMeds will document those disclosures of PHI, and information related to such disclosures, as required to respond to a request by an Individual for an accounting of disclosures of PHI in accordance with 45 C.F.R. § 164.528 and the HITECH Act. CoverMyMeds agrees to provide User such information upon request to permit User to respond to a request by an Individual for an accounting of disclosures of PHI, in accordance with 45 C.F.R. § 164.528, or, if required by the HITECH Act, to provide an Individual an accounting of disclosures of PHI upon request made by the Individual directly to CoverMyMeds.

CoverMyMeds acknowledges that it will limit the use, disclosure or request of PHI to perform or fulfill a specific function required or permitted hereunder to the Minimum Necessary, as defined by HIPAA Standards and relevant guidance, to accomplish the purpose of such use, disclosure or request.

If CoverMyMeds conducts any Standard Transactions on behalf of User, CoverMyMeds will comply with the applicable requirements of 45 C.F.R. Part 162.

Except as otherwise permitted by law, CoverMyMeds will not directly or indirectly receive remuneration in exchange for a disclosure of PHI without the Individual's authorization.

Permitted Uses and Disclosures of PHI by CoverMyMeds

Except as otherwise limited in this Business Associate Agreement, CoverMyMeds may use or disclose PHI to perform functions, activities, or services for, or on behalf of, User pursuant to the Terms of Service, provided that such use or disclosure would not violate the HIPAA Standards if done by User.

Except as otherwise limited in this Business Associate Agreement or the Terms of Service, CoverMyMeds may use PHI for the proper management and administration of CoverMyMeds or to carry out the legal responsibilities of CoverMyMeds.

Except as otherwise limited in this Business Associate Agreement or the Terms of Service, CoverMyMeds may disclose PHI for the proper management and administration of CoverMyMeds, provided that (i) disclosures are Required by Law, or (ii) CoverMyMeds obtains reasonable assurances from the person to whom the information is disclosed that it will remain confidential and used or further disclosed only as Required by Law or for the purpose for which it was disclosed to the person, and the person notifies CoverMyMeds of any instances of which it is aware in which the confidentiality of the information has been breached.

Except as otherwise limited in this Business Associate Agreement, CoverMyMeds may use PHI to provide Data Aggregation services to User as permitted by 42 C.F.R. §164.504(e)(2)(i)(B).

Term and Termination

Term. This Business Associate Agreement will terminate when all of the PHI provided by User to CoverMyMeds, or created or received by CoverMyMeds on behalf of User, is destroyed or returned to User.

Termination for Cause. Without limiting the termination rights of the parties pursuant to the Terms of Service, upon User's knowledge of a material breach of this Business Associate Agreement by CoverMyMeds, User may either: (1) Provide an opportunity for CoverMyMeds to cure the breach or end the violation and, if CoverMyMeds does not cure the breach or end the violation within thirty days of receipt of User's notice of the breach, terminate this Agreement; (2) immediately terminate this Agreement if cure is not possible; or (3) If neither termination nor cure is feasible, User will report the violation to the Secretary of the Department of Health and Human Services.

Effect of Termination. Upon termination of this Business Associate Agreement, CoverMyMeds will return or destroy all PHI received or created by CoverMyMeds on behalf of User. In the event that CoverMyMeds determines that returning or destroying the PHI is infeasible, CoverMyMeds will notify User and will extend the protections of this Business Associate Agreement to such PHI and limit further uses and disclosures of such PHI to those purposes that make the return or destruction infeasible, for so long as CoverMyMeds maintains such PHI. This provision will apply to PHI that is in the possession of subcontractors or agents of CoverMyMeds.

HOW CAN I ASK QUESTIONS OR CONTACT COVERMYMEDS LLC?

We are happy to address questions about our Terms of Service or this website. Please send us your questions to privacymatters@covermymeds.com. Alternatively you may write to us at: Terms of Service Matters
CoverMyMeds LLC
10574 Ravenna Road
Twinsburg, Ohio 44087, U.S.A
Revised May 2010
©2010 CoverMyMeds LLC (all rights reserved).

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