Last Modified: March 1, 2019
THIS LICENSE AGREEMENT BETWEEN YOU AND FAIR HEALTH, INC. ("FAIR HEALTH") GOVERNS YOUR USE OF THE WORKERS' COMPENSATION FEE SCHEDULE(S) THAT YOU ORDER ON THIS SITE AND ALL DATA CONTAINED THEREIN (collectively, THE “FEE SCHEDULE”).
TERMS OF LICENSE
LIMITATION OF LIABILITY; DISCLAIMER OF WARRANTIES:
FAIR HEALTH’S LIABILITY TO YOU FOR DIRECT DAMAGES ARISING OUT OF THIS LICENSE SHALL NOT EXCEED THE AMOUNT YOU ARE OBLIGATED TO PAY US FOR THE LICENSE FOR THE TERM. NEITHER FAIR HEALTH, ITS THIRD-PARTY VENDORS NOR ITS LICENSORS OF PRODUCTS EMBEDDED IN THE FEE SCHEDULE SHALL BE RESPONSIBLE UNDER THIS LICENSE FOR ANY LOST PROFITS OR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM FAIR HEALTH PERFORMANCE OR FAILURE TO PERFORM UNDER THIS LICENSE, INCLUDING, WITHOUT LIMITATION, THE USE OF OR INABILITY TO USE THE FEE SCHEDULE, ANY DAMAGE TO EQUIPMENT AND ANY COST OF RECOVERING LOST DATA OR OF REPROGRAMMING. FAIR HEALTH AND ITS LICENSORS MAKE NO WARRANTIES OR REPRESENTATIONS RELATING TO THE FEE SCHEDULE, THE DATA, OR THE SERVICES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIM ALL SUCH WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE SAME, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, VALUE, RELIABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
FAIR Health worked closely with State entities and other third parties in the development, formatting, and production of the Fee Schedules. However, all decisions resulting in the final content of the Fee Schedules were made solely by the applicable State entity involved. You agree and acknowledge that FAIR Health is not determining, developing or establishing appropriate fee or reimbursement levels for You and Your business, and that the Fee Schedules represent information drawn from healthcare claims data contributed to FAIR Health, and other sources. The Fee Schedules do not constitute stated or implied “reasonable and customary” charges from FAIR Health, nor report actual allowed amounts associated with any payor or plan, and FAIR Health is not responsible for establishing any fee schedule for use in Your business. Any reliance upon, interpretation of or use of the Fee Schedule for any purpose is in Your sole discretion, subject to any state requirements regarding Your use of such schedules in connection with workers’ compensation claims. You will not represent or characterize the Fee Schedules or Your use of the Fee Schedules in any way contrary to the description expressed herein. You shall comply with all laws, orders, regulations or directions of government applicable to Your use, in any way, of the Fee Schedules, and to its acts, omissions or decisions made in connection with or after consulting the Fee Schedules.
No amendment or waiver of any term herein will be binding unless in writing and signed by both parties. This License will be construed in accordance with the laws of the State of New York without regard to its conflicts of laws rules. You may not assign or transfer this License, or any of the rights or licenses granted under it. Any attempted assignment without FAIR Health consent shall be void. Any merger or acquisition of control of You will be deemed to be an assignment. FAIR Health may assign or transfer this License without Your consent. Subject to the forgoing, this License will be binding upon, inure to the benefit of, and be enforceable by the successors and permitted assigns of the parties. If any term of this License is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other term hereto, and this License will be interpreted and construed as if such term, to the extent it has been held to be invalid or unenforceable, had never been contained herein. FAIR Health will not be responsible for failures to fulfill any obligations due to causes beyond its control.
RULES GOVERNING USE OF LICENSED CODES
The Fee Schedule may contain (i) Current Procedural Terminology Codes ("CPT") owned and copyrighted by the American Medical Association ("AMA"), (ii) ASA content ("ASA Content") owned and copyrighted by the American Society of Anesthesiologists ("ASA"), or (iii) Current Dental Terminology Codes (“CDT”) owned and copyrighted by the American Dental Association (“ADA”) and licensed to FAIR Health. You are subject to certain rules governing the use of these Licensed Codes ("Licensed Codes Rules"), which form an integral part of this License. You do not acquire any proprietary interest in Licensed Codes. Except for the limited rights granted to You in this License, You agree that all other rights in the Licensed Codes are owned and retained by AMA, ADA and ASA, respectively. All notices of proprietary rights, including trademark and copyright in the Licensed Codes must appear on all permitted back-up or archival copies made by You. CPT is a registered trademark of the AMA. CROSSWALK®, Reverse CROSSWALK® and Relative Value Guide® are trademarks of ASA.
AMA, ADA and ASA shall be direct and intended third-party beneficiaries of this License for the purpose of enforcing at law and at equity all their respective rights under this License against You, FAIR Health and any third party, as well as Your covenants and the warranty disclaimers and limitations of a liability set forth in this License, whether or not such provisions make specific reference to the ADA, AMA, the ASA, CDT, CPT or ASA Content.
You shall not use Licensed Codes or information contained therein on the internet or in any public computer-based information system or public electronic bulletin board. You shall not create any derivative works (including translations) based on Licensed Codes except as set forth in the License and You are prohibited from transferring, selling, leasing, licensing (including sublicensing) or otherwise making the Licensed Codes available to any unauthorized party. You may print or download the Licensed Codes from the Fee Schedule solely for Your own internal use, without any modification to the content, and in such a way that the appropriate citations and acknowledgements are included.
THE AMA PROVIDES CPT, and the ADA PROVIDES THE CDT, "AS IS", WITHOUT ANY LIABILITY TO THE AMA OR ADA RESPECTIVELY, INCLUDING, WITHOUT LIMITATION, NO LIABILITY FOR CONSEQUENTIAL OR SPECIAL DAMAGES OR LOST PROFITS FOR SEQUENCE, ACCURACY OR COMPLETENESS OF THE CPT OR CDT DATA. THE AMA AND ADA DO NOT WARRANT THAT CPT OR CDT WILL MEET Your REQUIREMENTS. THE AMA AND ADA EACH DISCLAIM ANY LIABILITY FOR ANY CONSEQUENCES DUE TO USE, MISUSE OR INTERPRETATION OF INFORMATION CONTAINED OR NOT CONTAINED IN CPT AND CDT, RESPECTIVELY. IF THE CPT DATA IS NOT INTACT, THE AMA'S SOLE RESPONSIBILITY IS TO MAKE REPLACEMENT COPIES AVAILABLE TO FAIR HEALTH. EXCEPT AS EXPRESSLY STATED HEREIN, THE LICENSED CODES AND DOCUMENTATION ARE PROVIDED 'AS IS' WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF PERFORMANCE OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU (AND NOT THE ADA, AMA OR ASA) BEARS ALL RISK RELATING TO QUALITY, ACCURACY AND PERFORMANCE OF LICENSED CODES. THIS LIMITATION OF LIABILITY SHALL APPLY TO ANY CLAIM OR CAUSE WHATSOEVER WHETHER SUCH CLAIM OR CAUSE IS IN CONTRACT, TORT OR OTHERWISE.
ASA's sole responsibility is to make available to FAIR Health replacement copies of the ASA Content if the ASA Content is not intact. ASA disclaims any liability for any consequences due to use, misuse, or interpretation of information contained or not contained in ASA Content.
You will not and will not permit anyone else to (a) copy the CDT; (b) alter, amend, change or modify the CDT, including the CDT codes, nomenclature and descriptors or other content of the CDT; (c) remove any copyright or other proprietary notices, labels or marks from the CDT or from output created by using the Fee Schedules; (d) distribute, sell, assign, lease or otherwise transfer the CDT, including the Code or any portion thereof, in any printed, machine-readable or other form to any other person, firm or entity; or (e) use the CDT, whether on a time-sharing, remote job entry or other multiple user arrangement. You shall take reasonable measures to maintain the security of the CDT. You acknowledge and agree that ADA owns all right, title and interest (including all copyrights and other intellectual property rights) in the CDT (in all print and machine readable forms), all other rights of commercialization, rental or sale of the CDT or any part thereof, the right to make derivatives of the CDT and the right to distribute the CDT and copies thereof. You acquire no proprietary interest in the CDT, or any portion thereof. Except for the limited rights expressly granted to You herein this Agreement, all other rights in the CDT are owned and retained by ADA.
You agree to indemnify ADA (including reasonable attorneys' fees and costs of litigation) against and hold ADA harmless from any and all claims, liability, losses, damages and expenses resulting from Your use of the CDT, in breach of any of the terms of this Agreement, or Your use of any data or documentation received from ADA, regardless of the form of action.
U.S. Government Rights.
a. CPT Codes. The Fee Schedules may include CPT which is commercial technical data, which was developed exclusively at private expense by the American Medical Association (AMA), 330 North Wabash Avenue, Chicago, Illinois 60611. The AMA does not agree to license CPT to the Federal Government based on the license in FAR 52.227-14 (Data Rights - General) and DFARS 252.227-7015 (Technical Data - Commercial Items) or any other license provision. The AMA reserves all rights to approve any license with any Federal agency.
b. Other Data. The Fee Schedules and Licensed Codes other than CPT Codes are “Commercial Items” as that term is defined in 48 C.F.R. 2.101, and include commercial technical data or computer licensed databases or commercial computer software or commercial computer software documentation, as applicable, which were developed exclusively at private expense by FAIR Health, the ADA or the ASA. U.S. Government rights to use, modify, reproduce, release, perform, display, or disclose these technical data or computer licensed databases or commercial computer software or commercial computer software documentation are subject to the limited rights restrictions of 48 C.F.R. §12.211, 48 C.F.R. §12.212, 48 C.F.R. §227.7102-2, and 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.211, 48 C.F.R. §12.212, 48 C.F.R. §227.7102-1 through 48 C.F.R. §227.7102-3, and 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, this commercial product and data are licensed to U.S. Government end users (i) only as Commercial Items and (ii) with only those rights as are granted to all other users pursuant to the terms and conditions of this Agreement. In case of conflict between any of the FAR and DFARS provisions listed herein and this Agreement, the construction that provides greater limitations on the Government's rights shall control, subject to applicable law. For purpose of any public disclosure provision under any federal, state or local law, it is agreed that this commercial product and data are a trade secret and proprietary commercial products and not subject to disclosure.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT THIS IS THE ONLY AGREEMENT BETWEEN YOU AND FAIR HEALTH RELATED TO THE SUBJECT MATTER OF THIS LICENSE. TO INDICATE YOUR ACCEPTANCE OF THE TERMS, YOU MUST CLICK ON THE BOX LABELED "AGREE" BELOW. IF YOU DO NOT ACCEPT THESE TERMS, YOU WILL NOT BE AUTHORIZED TO ACCESS THE FEE SCHEDULE.