Pharmaceutical companies offer copay assistance to eligible patients on certain medications in order to enable their adherence to health outcomes. Doceree Inc. (“Company”) ‘s copay solutions boosts the reach, awareness and utilisation of copay solutions, thereby preventing prescription abandonment (“Co-Pay Spark”). The electronic network of co-pay solution enables Publisher partners to configure and incorporate integration points in their respective set ups to communicate with Co-Pay Spark.
Co-Pay Spark solution enables supply partners to generate contextually relevant affordability messages to be distributed over different electronic health record (“EHR”) systems to patients, wherein patients can gain affordability benefits by utilising these coupons in network pharmacies. These messages appear on the e-prescription page of the EHR system in response to the medication selected by the healthcare professional. This depends on whether a utilizable coupon associated with the selected medicine is available at that point of time for distribution to the patient.
A. Opt-out
Publisher shall provide an option to the healthcare professionals to opt out of receiving affordability messages, wherein an unsubscribe message will be sent confirming the cancellation, but no more messages will be sent after that one.
B. privacy
Publisher will never, under any circumstances, sell or distribute personal information to third parties. It shall not share any personal information with the Company. Further, Publisher will not directly market the healthcare professionals which they have not opted in.
C. Limited License
Subject to terms and conditions, Company grants the Publisher a non-exclusive, non-transferable, revocable, limited license to access and use Co-Pay Spark. Company may revoke this license at any time, for any reason
D. Not Medical Advice
Information on Co-Pay Spark solution is not intended to constitute an offer to sell or a solicitation of any particular product. Co-Pay Spark solution is not intended to be a replacement or substitute for professional medical advice. The content and communications do not constitute medical advice, diagnosis or treatment. The Publisher acknowledges that, the patient will seek the advice of a physician or other qualifies health care professional with any questions that arise regarding any medical condition. The Publisher acknowledges that, all information provided by the Company is solely at its own risk. The Publisher understands that Company does not endorse any particular physician or health-care provider for the treatment of any specific medical condition.
Company assumes no responsibility for the accuracy or appropriateness of any information entered and stored by the Publisher or any device Publisher uses to receive communications from the Company. If pharmaceutical manufacturers and coupon aggregators give the Company information about the copay cards that are not accurate, Company is not responsible for the possible consequences.
E. Disclaimer of Warranties and Limitation of Liability
Neither Company nor its employees, agents, suppliers, third party information providers, merchants, licensors or the like warrant that the Co-Pay Spark solution will be accurate, reliable, uninterrupted or error-free. Company will not be liable in any way to the Publisher or to any other person for: (1) any inaccuracy, error, or delay in, or omission of, any information or the transmission or delivery of any such information, or (2) any loss or damage arising from, or occasioned by, (a) any such inaccuracy, error, delay, or omission, (b) non-performance, or (c) interruption in any such information, due to “force majeure” event, including, but not limited to, any natural disasters (flood, extraordinary weather conditions, earthquake, fire), war, insurrection, riot, labour dispute, accident, action of government, communications, electronic or power failure, telephone or other interconnect problems, unauthorized access, theft, operator errors, or equipment or software malfunction, or any other cause beyond the reasonable control of the Company.
COMPANY’S CO-PAY SPARK SOLUTION, THE CONTENT, COMMUNICATIONS, AND ALL SERVICES, INFORMATION, AND PRODUCTS OFFERED IN CONNECTION WITH CO-PAY SPARK SOLUTION ARE MADE AVAILABLE “AS IS” AND “WITH ALL FAULTS.” USE OF OUR CO-PAY SPARK SOLUTION IS ENTIRELY AT PUBLISHER’S OWN RISK. COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES, AND DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, WITH RESPECT TO COMPANY’S CO-PAY SPARK SOLUTION, CONTENT, COMMUNICATIONS, AND THE SERVICES, INFORMATION, AND PRODUCTS OFFERED IN CONNECTION WITH CO-PAY SPARK SOLUTION, EXPRESS OR IMPLIED, WRITTEN OR ORAL, ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, SYSTEMS INTEGRATION, NONINTERFERENCE, QUALITY, TITLE, AND NONINFRINGEMENT. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT WITH REGARD TO ANY AND ALL CONTENT AND COMMUNICATIONS IS ASSUMED BY THE PUBLISHER. TO THE EXTENT PERMITTED BY APPLICABLE LAW, COMPANY WILL NOT BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, EXTRACONTRACTUAL, OR PUNITIVE DAMAGES OF ANY KIND WHATEVER, INCLUDING, WITHOUT LIMITATION, BODILY INJURY OR DEATH, OR LOST REVENUES OR LOST PROFITS, WHICH MAY OR DOES RESULT FROM THE USE OF, ACCESS TO, OR INABILITY TO USE THE CO-PAY SPARK SOLUTION — INCLUDING BUT NOT LIMITED TO THAT RESULTING FROM FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER INTERCONNECT PROBLEMS, COMPUTER VIRUSES, UNAUTHORIZED ACCESS, THEFT, OPERATOR ERRORS, SEVERE WEATHER, EARTHQUAKES, NATURAL DISASTERS, STRIKES OR OTHER LABOR PROBLEMS, WARS, OR GOVERNMENTAL RESTRICTIONS — THE CO-PAY SPARK SOLUTION MATERIALS ON AND IN AND MADE AVAILABLE THROUGH THE CO-PAY SPARK SOLUTION, OR THE SERVICES, INFORMATION, AND PRODUCTS OFFERED IN CONNECTION THEREWITH, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT ANY PARTY HAD BEEN ADVISED OF THE POSSIBILITY OR PROBABILITY OF SUCH DAMAGES, AND EVEN IF THE REMEDIES OTHERWISE AVAILABLE FAIL THEIR ESSENTIAL PURPOSE. UNDER NO CIRCUMSTANCES WILL THE TOTAL LIABILITY OF THE COMPANY TO THE PUBLISHER OR ANY OTHER PERSON OR ENTITY IN CONNECTION WITH, BASED UPON, OR ARISING FROM THE CO-PAY SPARK SOLUTION, THE CONTENT AND COMMUNICATIONS, OR THE SERVICES, INFORMATION, OR PRODUCTS OFFERED IN CONNECTION WITH THE CO-PAY SPARK SOLUTION EXCEED THE PRICE PAID BY THE PUBLISHER, OR FOR THE PUBLISHER, FOR USE OF THE CO-PAY SPARK SOLUTION.
F. Co-Pay Spark solution
Co-Pay Spark solution may contain third party content, especially, utilisation data from coupon aggregators and pharmaceutical brands. The inclusion of such third party content does not imply endorsement by the Company of that third party, but is for reference and convenience only. Company has not reviewed all of the third party content in Co-Pay Spark solution and is not responsible for the content and accuracy of such third party content. Nor does Company recommend or endorse any specific copay card that may be mentioned on or represented in the Co-Pay Spark solution on the third party content. Unless otherwise specifically stated on the Co-Pay Spark solution, Company does not endorse or make any representation regarding the liability, quality or accuracy of the information features in, or linked to, any information that appears on the Co-Pay Spark solution.
G. Copyrights
Company retails full copyright ownership, rights and protection in all materials contained on the Co-Pay Spark solution, including all proprietary software. Except as otherwise expressly provided in this policy note, the Publisher may not copy, distribute, transmit, display, perform, reproduce, publish, license, rewrite, create derivative works from, transfer, or sell any material contained on the Co-Pay Spark solution without the prior consent of the copyright owner. The Publisher agrees not to modify any documents, graphics, images, or other material found on the Co-Pay Spark solution. The Publisher may not distribute copies of material displayed on Co-Pay Spark Solution, whether or not for a charge or other consideration, without prior written permission from the Company or the copyright owner of the copied material. None of the material contained on the Co-Pay Spark solution may be reverse-engineered, disassembled, decompiled, transcribed, stored in a retrieval system, translated into any language or computer language, retransmitted in any form or by any means (electronic, mechanical, photo reproduction, recordation, or otherwise), resold, or redistributed without the prior written consent of the Company.
H. Trademarks
The trademarks, service marks, trade names, logos, domain names, URLs, and icons (“Marks”) appearing on Co-Pay Spark solution, registered or not, are the property of the Company or their respective owners. Nothing on the Co-Pay Spark solution grants the Publisher any right or license to use any of the Marks without the express written permission of the Company or third-party owners of the Marks. Unauthorised use may violate trademark and other laws.
I. Indemnification
Publisher agrees to defend, indemnify, and hold the Company its officers, directors, employees and agents, licensors, and suppliers harmless from and against any claims, actions, demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, Publisher’s use of the Co-Pay Spark solution in a manner that violates or is alleged to violate this terms. Company will provide the Publisher with prompt notice of any such claim, suit, or proceeding and will reasonably cooperate with the Publisher, at its expense, in its defence of any such claim, suit or proceeding.
J. Representation and Warranties
Each Publisher represents and warrants that Co-Pay Spark solution shall not be used or redeemed by federal healthcare program beneficiaries such as Medicare, Medicaid. It is to be noted that copay assistance is not available to beneficiaries of government programs because such assistance programs are considered as a direct inducement to buy a specific product.
Company represents and warrants that it shall include language at distribution points indicating this restriction since they enable the digital distribution of advertiser’s copay offers. Publisher and the pharmacy are better equipped to validate the accuracy of the insurance type as they engage with patients directly and directly interact with the patients in pivotal moment of care. Co-Pay Spark solution merely acts as an enabler for the Publishers and pharmacies in informing their conversations with patients. The Publisher and the pharmacies represent and warrant that they shall help patients become aware of affordability solutions such as embedded copay cards offered by drug manufacturers, whose digital distribution is facilitated by the Company. It is important that pharmacists are aware of and have access to copay offers because they are the primary contact when a patient is making a “fill or abandon” decision about a product.
Drug manufacturers represent and warrant that, they shall monitor financial support a brand can afford to offer, which might evolve over time based on a variety of factors that include typical payer coverage for the product and shall accordingly adjust each brand’s copay program as needed.
K. Termination
The Publisher agrees that Company may terminate its use of Co-Pay Spark solution at any time for no reason or any reason. The Publisher agrees that Company may modify or discontinue the Co-Pay Spark solution, with or without notice to the Publisher. The Publisher agrees that Company will not be liable to the Publisher or any third party as a result of such modification or discontinuation.
L. General Provision
Publisher expressly agrees that exclusive jurisdiction for any dispute with the Company, or in any way relating to Publisher’s use of Co-Pay Spark solution, will be the courts of Delaware. Publisher further agrees and expressly consent to the exercise of personal jurisdiction in the courts of Delaware in connection with any such dispute. Any legal action that is subject to the jurisdiction of federal courts will be instituted in a federal court in Delaware. This policy is governed by the internal substantive laws of Delaware, without regard to conflict of law principles. If any provision of this policy terms are found to be invalid by any court having competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of this policy terms, which will remain in full force and effect. No waiver of these terms will be deemed a further or continuing waiver of such term or any other term.
