CoverMyMeds Terms of Service / Privacy Notice
Last Modified: March 27, 2019
Your use of covermymeds.com (this
“Website”), and the services described herein, including any related and
ancillary services provided by CoverMyMeds, and any updates, new
features and enhancements to these services (collectively, “Services”),
is governed by the terms and conditions below, including any addenda
(“Terms of Service”). These Terms of Service constitute a legally
binding agreement between you and CoverMyMeds LLC (“CoverMyMeds”, “we”
In order to use the Services, you must be a licensed health care
provider with the intent to prescribe or dispense a prescription, an
employee of such a licensed health care provider, or a pharmaceutical
hub provided with access to the Services by CoverMyMeds. If you are an
employee of an organization, you represent that you are authorized to
agree to these Terms of Service on behalf of the organization. No other
person or entity, including any consulting company, other reimbursement
support service provider, or pharmaceutical company, is permitted to
agree to these Terms of Service or to access the Services through these
Terms of Service. Notwithstanding the foregoing, pharmaceutical sales
representatives may create a user account solely for Demonstration
Purposes (as defined below), provided that such representatives identify
themselves accordingly during account set up. For the purposes of these
Terms of Service, “Demonstration Purpose” means use for the purpose of
educating the individual sales representative with respect to the
functionality of the CoverMyMeds Services. Any user in violation of this
provision is subject to immediate account termination as set forth in
the Website Administration section below.
By clicking the “SIGN UP” button on the Create Your Account screen, 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 the Services.
CoverMyMeds, located at 22901 Millcreek Blvd., Suite 240, Highland
Hills, Ohio 44122, U.S.A and at 2 Miranova Pl., Columbus, Ohio 43215,
U.S.A., is a limited liability company organized under the laws of the
State of Delaware. Reference to CoverMyMeds herein includes 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 Protected Health Information, as
defined in 45 CFR § 160.103 (“PHI”), provided to us will be processed by
CoverMyMeds in the United States.
WHAT ARE THE SERVICES?
CoverMyMeds offers various Services, including, but not limited to, the
patient journey, prior authorizations (“PA”), PA assistance, including
follow up communications, benefit verification and investigation,
patient financial assistance, prescription management and follow up
communications to patients regarding patient enrollments, and hub
CoverMyMeds may establish business relationships with certain economic
sponsors, such as pharmaceutical manufacturers and payors, to facilitate
the Services and may share protected health information pursuant to a
valid HIPAA Authorization that complies with 45 CFR § 164 to support
certain program drugs prescribed to the patient.
WHAT ARE THE PRIVACY OBLIGATIONS OF COVERMYMEDS?
CoverMyMeds generally provides its Services as a business associate to
health care providers. Therefore, to use the CoverMyMeds Services
pursuant to these Terms of Service, health care providers, including
employees agreeing to these Terms of Service on behalf of an employer
that is a health care provider, must read and agree to the Business
Associate Agreement, which is part of these Terms of Service. The
Business Associate Agreement requires CoverMyMeds to protect your PHI
and specifies the purposes for which it may be lawfully used and
disclosed by CoverMyMeds. Use of the Services constitutes acceptance of
the terms of the Business Associate Agreement. CoverMyMeds may use
subcontractors to assist in performing some of its Services. When these
subcontractors have access to PHI, they will enter into business
associate agreements with CoverMyMeds to the extent required by
applicable law. The Services are provided to you at no cost, dependent
upon CoverMyMeds’ ability to share data created or obtained by
CoverMyMeds in the course of providing its Services as specified in the
Terms of Service and as permitted by law.
To provide the service at no cost to health care providers, CoverMyMeds
may share de-identified data with third parties including, but not
limited to,pharmaceutical manufacturers for various purposes such as,
but not limited to, billing and validation of certain transactions,
evaluating the effectiveness of the Services, and providing data
analytics and market insights, including prescribing practices.
Additionally, data is used for continuous improvement of current
services, such as to improve the end user experience, and streamline the
prior authorization process, as well as the development of future
products, and services. You acknowledge and agree that CoverMyMeds, or
its subcontractors, or both, are hereby authorized to de-identify PHI in
accordance with 45 C.F.R. § 164.514(a)-(c) of HIPAA, and subsequently
use and disclose such de-identified data as permitted by applicable law,
including, without limitation, for CoverMyMeds’ internal business use
and third party reporting.
You authorize CoverMyMeds to use and disclose your information provided
in connection with the Services, including without limitation, your
National Provider Identifier number (“NPI number”), unless prohibited by
You acknowledge and authorize that CoverMyMeds may perform data
analytics in connection with your prescribing practices, outcomes of PAs
submitted, and use and disclose such analytics for CoverMyMeds’ internal
business use and third-party reporting.
You acknowledge and agree that CoverMyMeds or its affiliate may also
engage directly with patients, and CoverMyMeds or its affiliate may use
and disclose PHI pursuant to an authorization that complies with 45 CFR § 164. Additionally, you acknowledge that patients may provide information to CoverMyMeds or its affiliate, not as part of the Services, that is
the same or substantially similar to information obtained by CoverMyMeds
in the course of performing its Services, and that CoverMyMeds’ or
affiliate’s use and disclosure of such information is subject
exclusively to the agreement or agreements between the patient and
CoverMyMeds or its affiliate.
WHAT ARE YOUR OBLIGATIONS WHEN USING COVERMYMEDS?
Use of the Services constitutes a representation and warranty that all
consents and authorizations required to provide PHI, including genetic
information such as genetic test results, to CoverMyMeds, and for
CoverMyMeds to use and disclose the PHI, including genetic information
such as genetic test results, to provide its Services and as otherwise
provided herein or in the Business Associate Agreement, have been
obtained. In addition, you represent and warrant that you have provided
all notices necessary to comply with applicable federal and state laws
and regulations relating in any way to medical privacy, or health
privacy, or both including, but not limited to a notice of privacy
You must provide current, complete, and accurate information when you
create an account to use our Services. You understand that we may
collect information such as your name, physical address, email,
telephone number, fax number, organization name, job title, and NPI
number when you sign up as a user. Although CoverMyMeds disclaims any
legal duty to verify the accuracy of any data that you provide to us
when creating an account, if CoverMyMeds believes that any information
you provide is not current, complete, and accurate, we have the right to
refuse access to the Website or any of our Services, and to terminate or
suspend your account. You are entirely responsible for maintaining the
confidentiality of your password and account as well as for any and all
activities that occur by use of your account. You agree to immediately
notify CoverMyMeds of any unauthorized use of your account or any other
breach of security related to your account. CoverMyMeds will not be
liable for any loss that you may incur as a result of someone else using
your password or account with or without your knowledge. However, you
could be held liable for losses incurred by CoverMyMeds or another party
as a result of someone else using your account or password. You may not
use anyone else’s account or allow anyone else to use your account at
If you are creating an account as an employee of a health care provider,
you understand and agree that your account is specific to that health
care provider and therefore, if your employment with that health care
provider ends or is terminated for any reason, you are no longer
permitted to access our Services through that account, and must
immediately notify CoverMyMeds at email@example.com so we may
disable that account. You may update your user profile information or
disable your user account at any time by visiting the “Your Preferences”
tab after login in, or by sending a request via email to
privacy\@covermymeds.com with the words “UPDATE MY INFORMATION” in the
subject line. If you withdraw consent, or disable your account, the
business relationship created when you registered and agreed to the
Terms of Service is terminated.
Any user can disable his or her user account at any time. Disabling your
user account will render your account inaccessible; however, our system
is required to maintain a record of user accounts and the contents of
each for audit purposes, and we may maintain backup copies of all
information for legal and compliance purposes. Other healthcare
providers may rely on Protected Health Information previously submitted
while you were an active user after you disable your account.
PA forms, other forms, and services made available to users are
configured to collect only the minimum necessary amount of information
that the payer organization or regulatory entity which created the form
requested. A user must submit PHI in order to utilize the Services
available on this website. Other healthcare providers will receive and
use PHI a user submits in order to facilitate the provision of Services
to the user.
DOES COVERMYMEDS OFFER MEDICAL ADVICE?
CoverMyMeds does not offer medical advice, does not determine medical
necessity, insurance coverage or copays and does not otherwise engage in
the practice of medicine. The content accessed through the Website is
for informational purposes only, and is not intended to address every
possible use, direction, precaution, drug interaction, or adverse
effect. CoverMyMeds is not a substitute for a health care providers’
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 the Website is solely at the user’s and the health
care provider’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.
While we attempt to ensure that the information available through our
Website is 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 or screen it in any way. You acknowledge and
agree that CoverMyMeds is not responsible for the content of any
materials or information posted to or otherwise available on the
Website, whether provided by CoverMyMeds, you, or another user. Any
reliance on such materials is at your own risk.
YOUR INFORMATION AND UPDATES
It is your obligation to provide and maintain current, complete and
accurate information on your CoverMyMeds account in order to use the
Services (see “What are Your Obligations when Using CoverMyMeds?”
above). You agree to indemnify us, as described in “What About
Indemnification” below, for any third-party claims arising from our
reliance on such information and your failure to provide and maintain
current, complete and accurate information on your CoverMyMeds account.
You agree we may substitute a fax number provided by you and submitted
with a PA request for submission by us to health plans, PBMs or other
payors on your behalf with a CoverMyMeds fax number so that the PA
determination will be faxed to us and delivered as part of the Services.
This substitution helps CoverMyMeds enhance the Services provided to
you, your patient and other authorized providers.
CoverMyMeds may accept other communications that are unrelated to the
PAs that you have submitted using the Services via the substituted
CoverMyMeds fax number that a health plan, PBM or other payor may send
to you. CoverMyMeds will make commercially reasonable efforts to forward
such unrelated communications to you if we are able to determine, with
reasonable certainty, that they are intended for you. However,
CoverMyMeds disclaims any responsibility for failure to deliver to you
any communications which a health plan, PBM or other payor transmits to
us that are unrelated to the PA requests you submit while using the
Services and which CoverMyMeds has delivered on your behalf.
You agree that we may contact (i) health care providers, (ii) health
plans, PBMs and other payors, and (iii) pharmacies on your behalf in
connection with PA requests, or other Services, or both.
We may also contact your patients in order to perform our Services
pursuant to an authorization from such patients. You agree that, for
this purpose, we may use the contact information for your patients that
you have provided to us.
HOW TO OPT OUT OF CERTAIN COMMUNICATIONS
You can contact us at our toll-free number 1-866-452-5017, or send a
toll-free fax to 1-844-865-3740, at any time if you wish to disable
CoverMyMeds’ substitution of its fax number for yours on PA requests
that you create for submission to a health plan, PBM or other payor. You
must identify to us the fax number for which you are revoking consent.
WITH WHOM IS MY INFORMATION AND MY PATIENTS’ INFORMATION SHARED?
Patient information you provide to us through our portal services is
used and disclosed as necessary to provide our Services and as otherwise
permitted by these Terms of Service, including the Business Associate
Agreement attached to and incorporated in these Terms of Service.
WHO OWNS THE WEBSITE AND ITS USER CONTENT, AND ARE THERE LIMITS OF USE?
CoverMyMeds and its licensors, if any, own all proprietary rights to the
Website and Services, including without limitation all text, images,
data, information, and other content (collectively, “CoverMyMeds
Content”), and all intellectual property rights therein, displayed,
available, or appearing on the Website. 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,
permission from CoverMyMeds. Any reproduction, redistribution,
retransmission, or display of the CoverMyMeds Content available on the
Website, or any portion of such CoverMyMeds Content, not in accordance
with these Terms of Service is expressly prohibited.
CoverMyMeds uses certain documents from other companies, including but
not limited to forms provided by health plans, PBMs, other payors, 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 or by written consent of the owner.
Provided you are not in default of any of your obligations hereunder,
CoverMyMeds gives you a limited, revocable, non-assignable, and
non-exclusive license to use the Website and the Services within the
United States in accordance with these Terms of Service. You agree not
to infringe upon any intellectual property rights or remove or modify
related proprietary notices contained in this Website.
When you create, transmit, or display information while using the
Website, you may only provide information that you own or have the right
and legal authority to use and disclose. Except for PHI, which is
governed by the Business Associate Agreement, any content or information
that you submit to this Website or to CoverMyMeds (“User Content”), such
as sample 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 for browsing,
downloading, printing, and other uses by other persons or entities, such
as your browser licensor or internet service provider. You agree not to
submit User Content to this Website or CoverMyMeds that you do not have
full authority to submit, and to only submit User Content that does not
infringe upon any third party’s intellectual property rights in
connection with such submission. 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, sub-licensable, non-exclusive right and license to use,
translate, reproduce, sell, publish, distribute, modify, adapt, display,
perform, promote, and link to, in any form or media, any User Content.
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 or permit the posting of such User Content on this
USE OF YOUR NAME AND MARKS
You grant to CoverMyMeds a limited, royalty free, non-sublicensable,
non-transferable, nonexclusive license to use your name and the name,
trademarks (registered and unregistered), and logos of your company,
practice, or organization for CoverMyMeds’ business use, including,
without limitation, the right to use your name and the name,
trademarks (registered and unregistered), and logos of your company,
practice, or organization on CoverMyMeds’ website, and on CoverMyMeds’
COMPLIANCE WITH THE DIGITAL MILLENIUM 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 access to this Website by
users who infringe upon 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 with the following
information required by the Digital Millennium Copyright Act, 17 U.S.C.
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 copyrighted 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 copyrighted
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 copyrighted 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
For copyright inquiries under the Digital Millennium Copyright Act,
please contact CoverMyMeds’ at:
2 Miranova Pl.
Columbus, Ohio 43215
AUTHORIZED AND PROHIBITED USES
Your use of the CoverMyMeds Services will 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, payment, and any signature requirements for
You may not access the CoverMyMeds Services outside of the interfaces we
provide, nor may you interfere with or disrupt the proper operation of
our Services. You will only submit User Content and material that is
functionally and technically compatible with this Website. 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, or
submit any promotional (for advertising or marketing purposes) content
or material (collectively “Wrongful Use”). 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 expressly agree that you will not
reverse engineer, disassemble, or decompile any software code or
proprietary elements of the Website or CoverMyMeds’ Services.
Use of this Website is provided for the permitted purposes stated in
these Terms of Service, and Wrongful Use is precluded with respect to
this Website. Without limiting the generality of the foregoing, you
agree that you will not undertake any activity which may adversely
affect the use of this Website by any person. You are prohibited from
using any of our Services to compromise security or tamper with system
resources, or accounts, or both. 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, in violation of CoverMyMeds’ Terms of Service, and may be
illegal. Only human users using the Website 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 the Website is part of
a third-party site is prohibited. We do, however, encourage linking to
the Website. All such links must be direct links to the top page of the
Website (www.covermymeds.com) without
framing. If CoverMyMeds detects, and determines at its sole discretion,
inappropriate linking practices, we may require removal or modification
of the link, as well as compliance with any and all requirements of
CoverMyMeds relating thereto.
Third parties that provide financial support to CoverMyMeds programs may
be permitted to use and access certain aspects of our Services. This
includes health care provider information contained in the Website, for
performance evaluation of our programs and the third party’s business
impact, provided that such use of the Services is consistent with these
Terms of Service and all applicable laws and regulations. For more
information, please contact firstname.lastname@example.org.
You represent and warrant that you will not distribute or resell any
GOOD SAMARITAN POLICY
It is our policy not to tolerate any acts of intellectual property
infringement or violations of federal or state law. If we become aware
of any Wrongful Use, we will, in good faith, use our reasonable efforts
to remove, disable, or restrict access to the availability of User
Content on the Website that, in our sole discretion, constitutes
Wrongful Use, 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 email@example.com and provide
as detailed a description of the alleged violation as possible. Use of
this email address will ensure that the complaint is received by the
appropriate party who is responsible for investigating alleged
violations of this policy.
We reserve the right to deny access to any user at any time for any
reason. CoverMyMeds may limit, modify, suspend, or terminate your use of
this Website at any time without liability or prior notice, and may
suspend or terminate your use of our Services if you fail to comply with
these Terms of Service. THIS SUSPENSION OR TERMINATION MAY DELETE YOUR
ACCOUNT, INFORMATION, FILES, AND OTHER PREVIOUSLY AVAILABLE CONTENT, AND
COVERMYMEDS SHALL HAVE NO RESPONSIBILITY TO BACKUP OR PRESERVE ANY SUCH
MATERIALS OR DATA.
MODIFICATIONS TO THE TERMS OF SERVICE
These Terms of Service are subject to change from time to time and will
be effective upon posting. Notices of updates or changes may be provided
to you through your use of this Website and the Services. The most
current Terms of Service will always be available
If you do not agree to the modified Terms of Service, you should delete
your account with us. For information on how to do so, contact us
WHAT ABOUT INDEMNIFICATION?
You agree to indemnify, defend, and hold harmless CoverMyMeds and its
affiliates, officers, directors, employees, contractors, and licensors
from any demands, claims, damages, liabilities, expenses, or harms
(including attorneys’ fees) arising out of or related to your use of our
Services or breach of these Terms of Service. You will not settle any
indemnified claim without our written consent.
DOES COVERMYMEDS WARRANT ITS SERVICE?
YOU UNDERSTAND AND AGREE THAT OUR 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’
REASONABLE CONTROL. IF ANY 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
It is intended that only United States residents use our Services on a
computer located in the United States. Accordingly, any use of our
Services by anyone other than United States residents, or use of our
Services on a computer located outside of the United States, is strictly
prohibited and constitutes a breach of the Terms of Service. NEITHER
COVERMYMEDS NOR ANY OF COVERMYMEDS’ LICENSORS MAKE ANY REPRESENTATION
CONCERNING THIS WEBSITE, THE SERVICES, OR ANY CONTENT WHEN USED IN ANY
OTHER COUNTRY. No software may be downloaded or otherwise exported into
any countries that are subject to United States export/import control
restrictions or other national security restrictions.
WHAT ARE THE LIMITS ON LIABILITY?
IF YOU ARE DISSATISFIED WITH OUR SERVICES OR ANY OF COVERMYMEDS’ TERMS,
CONDITIONS, RULES, POLICIES, GUIDELINES, OR PRACTICES, OR OTHERWISE HAVE
A DISPUTE WITH COVERMYMEDS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO
TERMINATE THIS AGREEMENT AND DISCONTINUE USE OF OUR SERVICES. 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 OUR SERVICES OR THIS WEBSITE, OR FOR ANY OTHER CLAIM RELATED
IN ANY WAY TO YOUR USE OF OUR SERVICES OR REGISTRATION ON OUR WEBSITE,
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 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?
These Terms of Service, including the Business Associate Agreement,
constitute the entire agreement between you and CoverMyMeds relating to
the Website and CoverMyMeds’ Services. If there is any conflict between
these Terms of Service and a signed written agreement between your
company, practice, or organization 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
CoverMyMeds has no obligation to become involved in any dispute between
a user of our Services and any other person. Our Services 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 our Services is Franklin County, Ohio, and the Parties
consent to the exclusive personal jurisdiction of state and federal
courts located in this county. Nothing in these Terms of Service limits
either party’s ability to seek equitable relief.
We are happy to address questions about our Terms of Service or this
Website. Please send your questions to firstname.lastname@example.org.
Alternatively, you may write to us at:
2 Miranova Pl.
Columbus, Ohio 43215
CoverMyMeds Business Associate Agreement
Last Modified: March 18, 2019.
THIS BUSINESS ASSOCIATE AGREEMENT (the “Agreement”) is entered into
between you (“Covered Entity”) and CoverMyMeds LLC, a Delaware
limited liability company (“Business Associate”), and is effective
as of the date that you click the “SIGN UP” button on the Create Your
Account screen (the “Effective Date”).
WHEREAS, the U.S. Department of Health and Human Services issued
regulations on “Standards for Privacy of Individually Identifiable
Health Information” comprising 45 C.F.R. Parts 160 and 164, Subparts A
and E (the “Privacy Standards”), ”Security Standards for the
Protection of Electronic Protected Health Information” comprising 45
C.F.R. Parts 160 and 164, Subpart C (the “Security Standards”), and
“Standards for Notification in the Case of Breach of Unsecured Protected
Health Information” comprising 45 C.F.R. Parts 160 and 164, Subpart D
(the “Breach Notification Standards”), promulgated pursuant to the
Health Insurance Portability and Accountability Act of
1996 (“HIPAA”) and as modified by the Health Information Technology
For Economic and Clinical Health Act, Title XIII of Division A and Title
IV of Division B of the American Recovery and Reinvestment Act of
2009 (“HITECH Act”) (the Privacy Standards, the Security Standards
and the Breach Notification Standards are collectively referred to
herein as the “HIPAA Standards”).
WHEREAS, in conformity with the HIPAA Standards, Business Associate
has and/or will have access to, create and/or receive certain Protected
Health Information (“PHI”) to perform its Services as provided under
the Terms of Service entered into by and between Covered Entity and
Business Associate (the “Terms of Service”).
WHEREAS, Covered Entity is required by the HIPAA Standards to obtain
satisfactory assurances that Business Associate will appropriately
safeguard all PHI disclosed by or created or received by Business
Associate on behalf of Covered Entity.
WHEREAS, the parties hereto desire to enter into this Agreement to
memorialize their obligations with respect to PHI pursuant to the
requirements of the HIPAA Standards.
NOW, THEREFORE, Covered Entity and Business Associate agree as
Section 1. Definitions. Except as otherwise specified
herein, capitalized terms used but not defined in this Agreement shall
have the same meaning as those terms as defined in the Terms of Service
or HIPAA Standards.
(a) Protected Health Information (“PHI”) has the same
meaning as the term "Protected Health Information" as defined in 45
C.F.R. § 160.103, and includes electronic PHI (“ePHI”) limited, however,
to such information created or received by Business Associate in a
business associate capacity on behalf of Covered Entity.
(b) Secretary means the Secretary of the Department of
Health and Human Services or his/her designee.
Section 2. Obligations and Activities of Business
(a) Business Associate agrees to not use or further disclose PHI other
than as permitted or required by this Agreement, the Terms of Service,
or as permitted or Required by Law.
(b) Business Associate agrees to use appropriate safeguards to prevent
use or disclosure of the PHI other than as provided for by this
(c) In accordance with the HIPAA Standards, Business Associate shall
implement Administrative, Physical and Technical Safeguards that
reasonably and appropriately protect the confidentiality, integrity and
availability of ePHI that it creates, receives, maintains or transmits
on behalf of the Covered Entity. Specifically, Business Associate shall
comply with the Security Standards.
(d) Business Associate agrees to report to Covered Entity any use or
disclosure of PHI not provided for by this Agreement of which Business
Associate becomes aware. Additionally, Business Associate shall report
to Covered Entity any Security Incident resulting in an unauthorized use
or disclosure of ePHI of which Business Associate becomes aware within
twenty (20) business days. The parties acknowledge and agree that this
Section 2(d) constitutes notice by Business Associate to Covered Entity
of the ongoing existence and occurrence or attempts of Unsuccessful
Security Incidents for which no additional notice to Covered Entity
shall be required. “Unsuccessful Security Incidents” means, without
limitation, pings and other broadcast attacks on Business Associate’s
firewall, port scans, unsuccessful log-on attempts, denial of service
attacks, and any other incident that does not result in unauthorized
access, use or disclosure of PHI.
(e) Business Associate agrees to notify Covered Entity of any Breach of
Unsecured Protected Health Information without unreasonable delay, but
no later than twenty (20) business days after the date Business
Associate learns of the Breach. Business Associate shall provide such
information to Covered Entity as required by the HIPAA Standards.
(f) Business Associate will enter into a written agreement with any
agent or Subcontractor that creates, receives, maintains or transmits
PHI on behalf of Business Associate for Services provided to Covered
Entity, that requires the Subcontractor to agree to restrictions and
conditions on the use and disclosure of PHI that are no less restrictive
than those that apply through this Agreement to Business Associate with
respect to such PHI.
(g) Business Associate will cooperate with Covered Entity’s efforts to
mitigate, to the extent practicable, any harmful effect that is known to
Business Associate of a use or disclosure of PHI by Business Associate
in violation of the requirements of this Agreement.
(h) To the extent Business Associate maintains any PHI in a Designated
Record Set, upon the written request of Covered Entity, within twenty
(20) business days, Business Associate agrees to provide Covered Entity
with access to PHI in a Designated Record Set, as defined in 45 C.F.R. §
164.501, for Covered Entity to comply with the requirements under 45
C.F.R. § 164.524. Business Associate further agrees, within twenty (20)
business days of Covered Entity’s written request, to make available PHI
for amendment and incorporate any amendments to PHI in a Designated
Record Set in accordance with 45 C.F.R. § 164.526. If Business Associate
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).
(i) Business Associate 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 Business Associate on
behalf of Covered Entity available, at the request of the Covered
Entity, to the Secretary, for purposes of determining Covered Entity's
compliance with the HIPAA Standards, subject to any applicable
(j) Business Associate agrees to 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. Business Associate further agrees
to provide Covered Entity such information within twenty (20) business
days of its written request to permit Covered Entity to respond to a
request by an Individual for an accounting of disclosures of PHI, in
accordance with 45 C.F.R. § 164.528.
(k) Business Associate acknowledges that in using, disclosing and
requesting PHI, it shall comply with the minimum necessary requirements
of the Privacy Standards.
Section 3. Permitted Uses and Disclosures of PHI by Business
(a) Business Associate may use or disclose PHI to perform functions,
activities, or Services for, or on behalf of, Covered Entity pursuant to
the Terms of Service, provided that such use or disclosure does not
violate the HIPAA Standards.
(b) Business Associate may use PHI for the proper management and
administration of Business Associate or to carry out the legal
responsibilities of Business Associate. Business Associate may disclose
PHI for the proper management and administration of Business Associate
or to carry out its legal responsibilities, provided that such
disclosures are (i) Required by Law, or (ii) Business Associate 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 agrees to notify Business Associate of any
instances of which it is aware in which the confidentiality of the
information has been breached. All disclosures will be made in
accordance with HIPAA Standards.
(c) Business Associate may use and disclose Protected Health Information
to provide Data Aggregation services related to the health care
operations of Covered Entity.
(d) Business Associate may use Protected Health Information to
de-identify information or create a Limited Data Set in accordance with
45 C.F.R. § 164.514(b).
(e) Business Associate may use or disclose Protected Health Information
in accordance with an authorization that meets the requirements of 45
(f) Business Associate may use or disclose Protected Health Information
to healthcare providers and Covered Entities as permitted by 45 CFR
(g) Business Associate may use or disclose Protected Health Information
to report violations of law to appropriate federal and state authorities
consistent with 45 CFR 164.502(j)(1).
Section 4. Term and Termination.
(a) Term. The provisions of this Agreement shall commence
on the Effective Date and shall terminate upon termination of the
Services except as provided in Section 4(c).
(b) Termination for Cause. Without limiting the
termination rights of the parties pursuant to this Agreement and upon
Covered Entity's knowledge of a material breach of this Agreement by
Business Associate, Covered Entity shall provide a reasonable
opportunity of not less than thirty (30) business days for Business
Associate to cure the breach or end the violation and, if Business
Associate does not cure the breach or end the violation within the time
specified by Covered Entity, terminate this Agreement.
(c) Effect of Termination.
(1) Except as provided in paragraph (2) of this section, upon
termination of the Services for any reason, Business Associate shall
return or destroy all PHI received or created by Business Associate on
behalf of Covered Entity. This provision shall apply to PHI that is in
the possession of Subcontractors of Business Associate.
(2) If Business Associate determines that returning or destroying the
PHI is infeasible, Business Associate shall extend the protections of
this 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 Business Associate maintains such PHI.
Section 5. Changes to PHI Authorizations. Covered Entity
will notify Business Associate fifteen (15) days, if practicable, prior
to the effective date of (1) any limitation(s) in its notice of privacy
practices in accordance with 45 C.F.R. § 164.520, (2) any changes in, or
revocation of, permission by an Individual to use or disclose PHI, or
(3) any restriction to the use or disclosure of PHI that Covered Entity
has agreed to in accordance with 45 C.F.R. § 164.522. Covered Entity
will make such notification to the extent that such limitation,
restriction, or change may affect Business Associate’s use or disclosure
Section 6. Notices. Any notices or communications to be
given pursuant to this Agreement shall be made, in the case of Covered
Entity, to the individual noted in Covered Entity contact appearing in
your account set up information and if made to Business Associate, to
the address given below:
If to business associate to:
2 Miranova Pl.
Columbus, Ohio 43215
Section 7. Miscellaneous
(a) Regulatory References. A reference in this Agreement
to a section in the HIPAA Standards means the section then in effect and
as of its applicable compliance date.
(b) Amendment. This Agreement may be amended from time to
time to ensure compliance with the requirements of the HIPAA Standards
and any other applicable law or regulation.
(c) Waiver; Severability. No failure or delay on the part
of either Party in exercising any right under this Agreement will
operate as a waiver of, or impair, any such right. No waiver of any such
right will have effect unless given in a written document signed by the
Party waiving such right. If any part of this Agreement is held to be
void or unenforceable, such part will be treated as severable, leaving
valid the remainder of this Agreement.
(d) Integration; Interpretation. This Agreement supersedes
and replaces any and all previous business associate agreements between
the parties. Any ambiguity in this Agreement shall be resolved to permit
the parties to comply with the HIPAA Standards. In the event of any
inconsistency or conflict between this Agreement and the Terms of
Service, the terms and conditions of this Agreement shall govern and
(e) No Third-Party Beneficiary. Nothing express or implied
in this Agreement or in the Terms of Service is intended to confer, nor
shall anything herein confer, upon any person other than the parties and
the respective successors or assigns of the parties, any rights,
remedies, obligations, or liabilities whatsoever.
(f) Survival. The respective rights and obligations of
Business Associate under Section 4(c) of this Agreement shall survive
the termination of this Agreement for so long as Business Associate
retains any PHI.
(g) Interpretation. Any ambiguity in this Agreement shall
be resolved to permit the parties to comply with the HIPAA Standards. In
the event of any inconsistency or conflict between this Agreement and
the Terms of Service, the terms and conditions of this Agreement shall
govern and control.
(h) Governing Law. This Agreement shall be governed by and
construed in accordance with the same internal laws as that of the Terms
(i) Modifications. Business Associate shall not be bound
by any edits or modifications to this Agreement made by Covered Entity
unless Business Associate expressly agrees in writing to any such edits