Subscription Agreement for OAMHP Members
This Subscription Agreement (“Agreement”) is entered into between you (“Customer”) and Think Research Corporation (“Think Research” or “Company”) pursuant to the terms and conditions set forth below. This Agreement is effective as of the date you accept the terms and conditions set forth below (“Effective Date”).
Services.
License. Think Research grants to the Customer an annual non-cancelable license to use its VirtualCare services (the “Services”) pursuant to the terms and conditions herein and pursuant to Think Research’s Master Subscription Agreement (“MSA”) available at https://www2.thinkresearch.com/legal/mastersubscriptionagreement/.
Support. Included within the Services, Think Research shall provide the Customer with customer support, for: (i) installation and troubleshooting support for the Services; (ii) ongoing project support and project meetings for the Services; (iii) document formatting, conversion and posting for the Services, if applicable; (iv) quality assurance and document review, as applicable; (v) remote training for the Services.
Term. The initial term of this Subscription Agreement will be one (1) year, effective as of the Effective Date (the “Initial Term”) and is non-cancelable. At the conclusion of the Initial Term, this Subscription Agreement will renew for successive one (1) year periods (each such period being a “Renewal Term”, and all such Renewal Terms together with the Initial Term being the (“Term”) unless terminated by either Party in accordance with the terms of this Agreement.
Fees & Payment Terms.
Fees For the Services granted under this Agreement, the Customer shall pay a monthly license fee equal to $10.00 per month per provider (“Fee”) for using the Services.
Payment Terms. All Fees under this Agreement do not include applicable taxes. Think Research will send the first invoice to Customer two (2) months following the Effective Date. Thereafter, invoices will be sent on a monthly basis for the remainder of the Initial Term. Invoices will be sent via email at the email provided by Customer. All payments are due within thirty (30) days and will automatically be charged to the credit card provided.
During the Contract Term and for two years thereafter, Customer shall not disclose the pricing or terms hereunder to any third party without the Company’s prior written consent. Customer shall safeguard all such information with the same or greater degree of care as it uses to safeguard its own confidential or proprietary information (but no less than reasonable care).
Additional Terms.
Customer acknowledges and agrees that:
It is a registered member of the OAMHP.
It is a Health Information Custodian (HIC) as defined under the Personal Health Information Protection Act, 2004 [PHIPA].
it is subscribing to Think Research’s VirtualCare product which is governed by the terms of the Company’s Health Information Network Provider (HINP) Agreement available at https://www2.thinkresearch.com/legal/HINP and is hereby incorporated by reference.
General.
a. Upon acceptance by Customer and submission to Think Research, this Subscription Agreement shall become legally binding unless this Subscription Agreement is rejected by Think Research for any of the following reasons: (1) you do not have the authority to bind Customer to this Subscription Agreement, (2) you are not a member of the OAHMP, (3) if applicable, the requested purchase order information is incomplete or does not match our records or the rest of this Subscription Agreement, or (4) for any other reason Think Research deems necessary.
b. Any capitalized term used in this Subscription Agreement but not defined herein has the meaning given to such term in the Company’s MSA. In the event of conflicting terms between this Subscription Agreement and the MSA, this Subscription Agreement shall prevail. Think Research may at any time revise the terms of this Agreement by updating these terms and the MSA.