Terms and Conditions
- EMR and Billing Services intends to provide credentialing and/or medical billing services to the medical practitioner(s).
- The medical practitioner(s) has sought the services of EMR and Billing Services
- The parties intend the credentialing and/or billing services to be carried out in accordance with this agreement.
- DEFINITIONS & INTERPRETATION
- a) “Anonymize” means to remove, encode, encrypt, or otherwise eliminate or conceal data which identifies an individual, or to modify information so that there is no reasonable basis to believe that the information can be used to identify an individual.
- b) “Business Day” means a day that is not a Saturday, Sunday, National holiday or bank holiday in the United States.
- c) “Billing Information” means all information provided by client to EMR and Billing Services hereunder, including attachment “B” (Billing Discovery Document). Billing information shall include all information regarding patient accounts necessary for EMR and Billing Services to perform billing, and credentialing services in accordance with applicable laws, including current and accurate information regarding the services provided to the patient by the client and the cost thereof, the parties responsible for payment, bankruptcy or similar notices, and any contacts between the client and the patient relating to the bill.
- d) “Billing Services” means those set forth in Schedule 1 under the heading “Billing Services”.
- e) “Client” means party set out in the initial paragraph of this agreement. Party to which request services and attains services subject to this agreement.
- f) “Client Bank Account” means the account with the bank maintained by client at client’s sole expense designated for deposit of payments by all payers under this agreement.
- g) “Effective Date” is the date of execution of this agreement.
- h) “Information Privacy and Protection Laws” means:
- No agency shall disclose any record which is contained in a system of records by any means of communication to any person, or to another agency, except pursuant to a written request by, or with the prior written consent of, the individual to whom the record pertains.
- i) “Patient” means any individual for whom the client provides billing information under this agreement.
- j) “Payer” means patients, insurance companies, Medicare, Medicaid, private health insurance providers, and other organizations that are responsible for payment.
- k) “Payment” means all amounts paid by any payer resulting from any services performed by EMR and Billing Services
- l) “Protected information” means information or data including without limitation billing information, which identifies or could reasonably be believed could identify an individual, which in any way concerns that individual’s health status, healthcare, or payments for his or her healthcare, or which a party is otherwise legally required to protect under any law, statue or regulation, and any information derived by the processing of such information which is not anonymized with respect to the individual who is subject to the information.
- m) “Services” means billing, credentialing, contracting, and/or denial management services.
- n) “Service Fee” means the fee paid as described in Schedule 2, by client to EMR and Billing Services in return for services, as agreed in “Schedule 1”.
- o) “Other Services” means services related to billing including but not limited to provider credentialing, payment follow-up, reconciliation, reporting, denial management, accounts receivable management, contract negotiation, as set forth in Schedule 1.
In this agreement, unless contrary intention appears:
- a) Clause headings are for convenient reference only and have no effect in limiting or extending the language of the provisions to which they refer;
- b) Words in the singular number include the plural and vice versa; and
- c) A reference to a clause, paragraph or schedule is a reference to a clause, paragraph or schedule of this agreement;
- d) Where any word or phrase is given a definite meaning in this agreement, any part of speech or other grammatical form of that word or phrase has a corresponding meaning;
- e) An expression importing a natural person includes a body corporate, partnership, joint venture, association or other legal entity;
- f) A reference to a statute, statutory provision or regulation includes all amendments, consolidations or replacements thereof.
2.1. PROVISION OF SERVICES
In return for payment of the service fee, provided that client is not in breach of this agreement, EMR and Billing Services agrees to provide client with the services requested by the client. EMR and Billing Services agrees to render services as set forth in Schedule 1.
All such services are referred to as “Billing Services”, and “Other Services” in this agreement.
2.2. COST OF SERVICES
The fee schedule is set forth in Schedule 2 of the agreement.
EMR and Billing Services reserves the right to amend fee structure upon notice to client.
Client must pay the service fee to EMR and Billing Services as set forth in Schedule 2.
3.2. PAYMENT TERMS
Client must advise EMR and Billing Services of payments made directly to them by patients, Medicare, private Health Insurance providers and any other associated providers.
3.3. PAYMENT METHODS
Payment can be made to EMR and Billing Services by send a check on the name of EMR and Billing Services.
4.1. Suspension of Service:
In addition to any other rights under this agreement, client agrees that EMR and Billing Services may suspend services during any period that client fails to pay the amount due under this agreement.
4.2. Effect of Termination/Expiration:
All rights and obligations of the parties hereunder shall cease upon the termination of this agreement; provided that client shall maintain full liability for the service fee for EMR and Billing Services After the first 12 months, a sixty days written notice by either party will effect termination of services. Once notice is received, data entry for claim submission will cease. EMR and Billing Services will follow up and attempt to close out all pending accounts within thirty day period and will be compensated for said collection services.
4.3. Premature Termination
In case of a Premature Termination of the contract, a penalty of $2,500.00 shall be imposed, enforced and collected from Client.
4.4. Payer notification:
Client is solely responsible for notifying payer of any change in payment information after termination of this Agreement; including without limitation any change in the account to which payments, other than payment for EMR and Billing Services accounts, should be paid.
Client warrants that:
- a) All information provided to EMR and Billing Services is accurate.
- b) The use of information and any other materials provided to EMR and Billing Services for the purpose of providing the services will not infringe any third party’s rights or defame any third party.
- c) The information and any other materials provided to EMR and Billing Services shall be in accordance with Medicare rules, regulations and practice that are applicable at the time.
- d) Provider number obtained by client and given to EMR and Billing Services to act as a billing agent on their behalf cannot be used by client, another agent or a hospital for similar service.
Each party will from time to time do all things (including executing all documents) necessary or desirable to give full effect to this agreement.
5.2. NO RELIANCE ON WARRANTIES AND REPRESENTATIONS
In entering into this agreement, each party:
- a) Has not relied on any warranty or representation (whether oral or written) in relation to the subject matter of this agreement made by any person; and
- b) Has relied entirely on its own enquiries in relation to the subject matter of this Agreement.
This clause does not apply to warranties and representations that this agreement expressly sets out.
5.3. EXCLUSION OF LIABILITY
- a) To the extent permitted by law, EMR and Billing Services will not be liable for any direct, indirect, consequential or special loss or damage of whatsoever nature suffered by the client subject of this agreement, howsoever any such loss or damage may be caused or whether by the gross negligence, negligence, omission, act or default of EMR and Billing Services
Client agrees to defend, indemnify and hold harmless EMR and Billing Services , and its affiliates, members, directors, officers, shareholders, employees, representative, agents, attorneys, successors and assigns from and against any and all claims, liabilities, obligations, cause of actions, costs and expenses (including legal fees) arising out of:
- a) Any breach of any representation, warranty, covenant or agreement, by client hereunder, including without limitation client’s failure to provide billing information as required hereunder and violation of any law, statute or regulation.
EMR and Billing Services agrees to provide client with prompt notice of any claim subject to this indemnity, and to reasonably cooperate in the defense of such a claim, at client’s expense.
Client shall not settle any indemnified claim without EMR and Billing Services’s prior, written consent.
This Agreement may be executed in any number of counterparts each of which will be an original but such counterparts together will constitute one and the same instrument and the date of the agreement will be the date on which it is executed by the last party.
- WHOLE AGREEMENT
In relation to the subject matter of this agreement:
- a) This agreement is the whole agreement between the parties; and
- b) This agreement supersedes all oral and written communications by or on behalf of any of the parties.
If any part of this agreement is invalid or unenforceable, this agreement does not include it. The remainder of this agreement continues in full force.
- CONSENTS AND APPROVALS
Where this agreement gives any party a right or power to consent or approve in relation to a matter under this agreement, that party may withhold any consent or approval or give consent or approval conditionally or unconditionally. The party seeking consent or approval must comply with any conditions the other party imposes on its consent or approval.
11.1. ASSIGNMENT: BINDING EFFECT
Client shall not assign or transfer this agreement in whole or in part to any third party without the prior consent of EMR and Billing Services This agreement will be binding upon, and will inure to the benefit of, the parties and their respective successors and permitted assigns.
Any and all notices to be given under this agreement by either party to the other may be effected by official emails, or fax.
It is agreed that the execution of this agreement or continuation of instructions to EMR and Billing Services following receipt of this agreement, for services is taken that the client has read, understood and accepts the terms of service.