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By CLICKING THE "I AGREE" button below, I am enrolling in the Retainers For Life® Membership Program. This contract term shall be in effect starting with the date of this signed agreement. I may terminate this service, by adhering to the termination procedures found in the “Terms and Conditions”.
CLICKING THE "I AGREE" button
below, I understand that, unless specified in writing, ALL SALES ARE FINAL. I also acknowledge that I have read, understand and agree to the terms as described in the Terms and Conditions section.
It is also understood by the terms and provisions of this Contract that Retainers For Life® has expended considerable expense in the marketing, training and in the coordinated start-up of the Retainers For Life® program in Your office in the estimated amount of $7500 for You and Your staff’s training and Retainers For Life’s expenses associated therewith.
As a result of the expense incurred by Retainers For Life®, You agree that out of the Profits (income from the sale of the Retainers For Life® program), Retainers For Life® will pay you $0 per membership ordered received and fully funded by client or patient until such time as the initial investment by Retainers For Life® is recouped by Retainers For Life®.
Furthermore, You agree that in exchange for the consideration of the expense of the initial investment by Retainers For Life® in the Your practice, that in the event that the initial investment of $7500 is not recouped by Retainers For Life®, that You will be responsible for the remainder of the unpaid amount of the initial investment and pay Retainers For Life® any unpaid amount due and owing.
It is further understood that the initial investment by Retainers For Life® is subject to change. If the initial reimbursement expense changes, as set forth above and herein, Retainers For Life® will notify You in writing of the change of the initial expense. And You agree to be bound by the increase or decrease in the reimbursable initial expense.
Retainers for Life practices will receive all doctor and clinical staff licenses required for use on the Retainers for Life online platform (the "Platform Licenses"). Platform Licenses provide doctors, and their staff, access to the operational and reporting tools necessary to successfully operate as a Retainers for Life practice.
All required Platform Licenses will be provided, free of charge, by Retainers for Life as long as the rolling three-month average of Retainers for Life memberships sold remains at or above ten (10) memberships (the "Rolling Average Minimum"). The Rolling Average Minimum shall be calculated, per practice, as the total number of memberships sold in the three months prior to the then current month divided by three (3) months, rounded to the nearest whole number.
If the Rolling Average Minimum is not met for a period of three (3) consecutive months (the "Grace Period"), Platform Licenses for the practice shall be reduced to one (1) doctor license and (2) clinical staff licenses, which shall be provided by Retainers for Life, free of charge. If at any time during the Grace Period the Rolling Average Minimum is met or exceeded the Grace Period will reset and Retainers for Life will continue to provide all required Platform Licenses to the practice.
It is understood that a scanning partner is required to maintain full partnership with Retainers For Life to insure full service for all your patients. You will be held responsible to provide a scanning partner if at any time you need to cancel your partnership with Retainers For Life.
The term “You” and “Your” shall include and not be limited to the licensed doctor, owner, representative or agents of the practice or person(s) acting on behalf of the doctor and/or practice.
BUSINESS ASSOCIATE AGREEMENT
BUSINESS ASSOCIATE AGREEMENT (HIPAA)
This Privacy Agreement (“Agreement”), is effective upon signing this Agreement and is entered into by and between Your Orthodontic Practice (“Covered Entity”) and
Retainers For Life LLC
(the “Business Associate”).
. This Agreement shall remain in effect for the duration of this Agreement and shall apply to all of the Services and/or Supplies delivered by the Business Associate pursuant to this Agreement.
In the event Business Associate creates, receives, maintains, or otherwise is exposed to personally identifiable or aggregate patient or other medical information defined as Protected Health Information (“PHI”) in the Health Insurance Portability and Accountability Act of 1996 or its relevant regulations (“HIPAA”) and otherwise meets the definition of Business Associate as defined in the HIPAA Privacy Standards (45 CFR Parts 160 and 164), Business Associate shall:
Recognize that HITECH (the Health Information Technology for Economic and Clinical Health Act of 2009) and the regulations thereunder (including 45 C.F.R. Sections 164.308, 164.310, 164.312, and 164.316), apply to a business associate of a covered entity in the same manner that such sections apply to the covered entity;
Not use or further disclose the PHI, except as permitted by law;
Not use or further disclose the PHI in a manner that had the Covered Entity done so, would violate the requirements of HIPAA;
Use appropriate safeguards (including implementing administrative, physical, and technical safeguards for electronic PHI) to protect the
confidentiality, integrity, and availability of and to prevent the use or disclosure of the PHI other than as provided for by this Agreement;
Comply with each applicable requirements of 45 C.F.R. Part 162 if the Business Associate conducts Standard Transactions for or on behalf of the Covered Entity;
Report promptly to the Covered Entity any security incident or other use or disclosure of PHI not provided for by this Agreement of which Business Associate becomes aware;
Ensure that any subcontractors or agents who receive or are exposed to PHI (whether in electronic or other format) are explained the
Business Associate obligations under this paragraph and agree to the same restrictions and conditions;
Make available PHI in accordance with the individual’s rights as required under the HIPAA regulations;
Account for PHI disclosures for up to the past six (6) years as requested by Covered Entity, which shall include: (i) dates of disclosure, (ii)
names of the entities or persons who received the PHI, (iii) a brief description of the PHI disclosed, and (iv) a brief statement of the purpose
and basis of such disclosure;
Make its internal practices, books, and records that relate to the use and disclosure of PHI available to the U.S. Secretary of Health and
Human Services for purposes of determining Customer’s compliance with HIPAA; and
Incorporate any amendments or corrections to PHI when notified by Customer or enter into a Business Associate Agreement or other
necessary Agreements to comply with HIPAA.
Termination Upon Breach of Provisions
. Notwithstanding any other provision of this Agreement, Covered Entity may immediately terminate this Agreement if it determines that Business Associate breaches any term in this Agreement. Alternatively, Covered Entity may give written notice to Business Associate in the event of a breach and give Business Associate five (5) business days to cure such breach. Covered Entity shall also have the option to immediately stop all further disclosures of PHI to Business Associate if Covered Entity reasonably determines that Business Associate has breached its obligations under this Agreement. In the event that termination of this Agreement and the Agreement is not feasible, Business Associate hereby acknowledges that the Covered Entity shall be required to report the breach to the Secretary of the U.S. Department of Health and Human Services, notwithstanding any other provision of this Agreement or Agreement to the contrary.
Return or Destruction of Protected Health Information upon Termination
. Upon the termination of this Agreement, unless otherwise directed by Covered Entity, Business Associate shall either return or destroy all PHI received from the Covered Entity or created or received by Business Associate on behalf of the Covered Entity in which Business Associate maintains in any form. Business Associate shall not retain any copies of such PHI. Not withstanding the foregoing, in the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible upon termination of this Agreement, Business Associate shall provide to Covered Entity notification of the condition that makes return or destruction infeasible. To the extent that it is not feasible for Business Associate to return or destroy such PHI, the terms and provisions of this Agreement shall survive such termination or expiration and such PHI shall be used or disclosed solely as permitted by law for so long as Business Associate maintains such Protected Health Information.
No Third Party Beneficiaries.
The parties agree that the terms of this Agreement shall apply only to themselves and are not for the benefit of any third party beneficiaries.
Notwithstanding the provisions of this Agreement, Business Associate and its subcontractors may disclose non-personally identifiable information provided that the disclosed information does not include a key or other mechanism that would enable the information to be identified.
. Business Associate and Covered Entity agree to amend this Agreement to the extent necessary to allow either party to comply with the Privacy Standards, the Standards for Electronic Transactions, the Security Standards, or other relevant state or federal laws or regulations created or amended to protect the privacy of patient information. All such amendments shall be made in a writing signed by both parties.
Any ambiguity in this Agreement shall be resolved in favor of a meaning that permits Covered Entity to comply with the then most current version of HIPAA and the HIPAA privacy regulations.
Capitalized terms used in this Agreement shall have the meanings assigned to them as outlined in HIPAA and its related regulations.
The obligations imposed by this Agreement shall survive any expiration or termination of this Agreement.
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