End User License Agreement | 31
S230.200 ADVANCED ZACK™
|
USER GUIDE
firmware, and associated documentation, whether in printed or machine-readable form, supplied by reason of this
Agreement or for use in connection with Equipment or Services. To the extent the Product includes Software,
Customer’s use of the Software is governed by the Gaumard End User License Agreement attached as Exhibit A to
these Terms.
13.
Confidential Information. Customer shall maintain the confidentiality of any information provided or
disclosed by Gaumard relating to the Software (as defined above), business or customers of Gaumard, as well as this
Agreement and its terms (including the pricing and other financial terms under which the Customer will be obtaining
the Services hereunder). Customer shall use reasonable care to protect the confidentiality of Gaumard’s information
disclosed, but no less than the degree of care it would use to protect its own confidential information, and shall only
disclose Gaumard’s confidential information to its employees and agents having a need to know this information
and who are subject to confidentiality agreements having terms at least as restrictive as those contained herein. The
obligations of confidentiality set forth herein shall not apply to any information in the public domain at the time of
disclosure.
14.
Intended Uses. Products are only intended for the uses described in the applicable user’s manual or
instructions for use. Customer assumes all risks associated with non-listed uses of Products and hereby indemnifies
and holds Gaumard harmless from any claim associated with such non-listed uses.
15.
Compliance with Laws. Gaumard and Customer agree to comply with all federal and state laws that govern
the enforceability and performance of this Agreement.
16.
HIPAA Compliance. As of the Effective date, the Parties are not planning to transfer any personal patient
information between them. However, the Parties understand and agree that this Agreement may become subject
to the Health Insurance Portability and Accountability Act of 1996 as amended (“HIPAA”), the privacy and security
regulations promulgated thereunder, including 45 C.F.R. 160, 162 and 164, as amended (the “HIPAA Regulations”),
and Title XIII of Division A and Title IV of Division B (the “Health Information Technology for Economic and Clinical
Health Act (“HITECH”), part of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) (“ARRA”). The
Parties agree to strictly comply with HIPAA and to execute any documents that may be required by HIPAA, HITECH,
and any other applicable federal or state privacy laws and regulations. The Parties agree that if they directly or
indirectly gain access to Protected Health Information (“PHI”) held by the other Party during any interaction, the
receiving Party will keep the PHI confidential under the terms of this Agreement
17.
State Reporting and Disclosure Laws. Unless otherwise noted in this Agreement, the cost of any Product
training provided by Gaumard shall be included in the purchase price of the Product where applicable. Customer
acknowledges and agrees that state reporting laws may require Gaumard to disclose certain aspects of this
arrangement.
18.
Fraud and Abuse. Gaumard hereby certifies that it is not currently a listed vendor in the: (a) Federal General
Services Administration’s “List of Parties Excluded from Federal Procurement or Nonprocurement Programs” in
accordance with Presidential Executive Orders 12549 and 12689 “Debarment and Suspension;” and (b) in the Office
of the Inspector General of the Department of Health and Human Services’ “List of Excluded Individuals/Entities.”
Any discounted pricing terms offered under this Agreement may be a “discount or other reduction in price” under
the Federal Anti- Kickback Statute, 42 U.S.C. § 1320a-7b(b). Customer shall take all actions necessary to comply with
the Anti-Kickback Statute discount safe harbor regulations, 42 C.F.R. § 1001.952(h), including but not limited to, (1)
maintaining accurate records reflecting the pricing terms of items and Services purchased under this Agreement,
(2) fully and accurately report any discount received under this Agreement if applicable, and (3) make available
information provided to Customer by Gaumard concerning cost reports and other filings with the government,
including but not limited to, the Secretary of the U.S. Department of Health and Human Services or other state
agencies.
Summary of Contents for ADVANCED ZACK S230.200
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