Terms of Service – Hospice

Last updated: May 10, 2021

The following Terms of Service (the "Terms") constitute a legally binding agreement between you and BetterRX, LLC ("BetterRX"). The Terms apply to your use of BetterRX's proprietary online e-prescribing platform, including the website located at erx.rxflo.com, downloadable applications, any services offered on such platforms, and any software, servers, computers or networks used to provide such website and service (collectively, the "Services"). BY ACCESSING OR USING THE SERVICES IN ANY MANNER (WHETHER AUTOMATED OR OTHERWISE), YOU (A) ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS OF SERVICE AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE; (B) AFFIRM THAT YOU ARE AT LEAST 18 YEARS OF AGE (OR HAVE REACHED THE AGE OF MAJORITY IN THE JURISDICTION WHERE YOU RESIDE); AND, AS APPLICABLE, (C) IF YOU ARE ACTING ON BEHALF OF A BUSINESS ENTITY, THAT YOU ARE AUTHORIZED TO BIND SUCH ENTITY. IF YOU DO NOT AGREE TO THESE TERMS OF USE OR OUR PRIVACY POLICY, DO NOT USE THE SERVICES.

THESE TERMS OF SERVICE ALSO INCLUDE A JURY TRIAL WAIVER.

  1. Changes to Terms Of Use. We may revise and update these Terms of Service from time to time in our sole discretion. The date these Terms of Service were last updated is set forth at the top of this page. Your continued use of the Services following the posting of revised Terms of Service means that you accept and agree to the changes.
  2. License and Restrictions. Subject to the Terms, BetterRX hereby grants you a non-exclusive, revocable, non-sublicensable, limited license to use the Services solely for your internal business purposes. You agree not to:
    • collect information from the Services using an automated software tool or manually on a mass basis;
    • use automated means to access the Services, or gain unauthorized access to the Services or to any account or computer system connected to the Services;
    • reverse engineer the Services or otherwise attempt to derive or gain access to any source code of the Services;
    • obtain, or attempt to obtain, access to areas of the Services or our systems that are not intended for access by you;
    • “flood” the Services with requests or otherwise overburden, disrupt, or harm the Services or our systems;
    • restrict or inhibit other users from access or using the Services;
    • modify, alter, amend, fix, translate, disable, enhance, or otherwise create derivative works of the Services;
    • modify or delete any copyright, trademark, or other proprietary rights notices that appear on the Services;
    • access or use the Services for any unlawful purpose or otherwise beyond the scope of the rights granted herein; or
    • access the Services for purposes of building a competitive product or service, or copying any features, functions, or content of the Services.
  3. Ownership. The Services are owned by BetterRX and are protected under copyright, trademark, and other applicable United States and international laws and treaties. Without limiting the foregoing, the trademarks, service marks, and logos displayed on the Services are registered and unregistered marks of BetterRX. BetterRX is and shall remain the sole owner of the Services, including without limitation, all patents, copyrights, trademarks, trade secrets, and other intellectual property and proprietary rights therein and thereto.
  4. Account Registration and Security. Access to and use of the Services requires you to register for an account and to have a valid password. You agree to provide true, accurate, current, and complete information about yourself as prompted by the applicable registration form, and you are responsible for keeping your information up to date. You will be responsible permitting access and use privileges to users of the Services, including but not limited to taking all reasonable steps to ensure that no unauthorized person shall have access to your password or account. It is your sole responsibility to: (a) control the dissemination and use of activation codes and passwords; (b) authorize, monitor, and control access to and use of your account and password; and (c) promptly inform BetterRX, LLC of any need to deactivate a password. Users may not share accounts and best practices must be adhered to maintain confidentiality and privacy obligations, including logging out of accounts when not in use. You are responsible and liable for all activities conducted through your account, regardless of who conducts those activities. You shall also notify BetterRX, LLC without undue delay of any instance in which you have reason to believe any accounts may have been compromised. Your assignment of access and usage privileges shall be in conformity with applicable laws and regulations, including but not limited to those related to proper licensure of users. You will be responsible for ensuring that the licensing information and the dates for permitted use of the Services are correctly entered and updated. BetterRX, LLC, is not responsible for granting or monitoring user privileges to the Services or any incorrect entry or lack of updating of licensing information by you. You grant BetterRX, LLC and all other persons or entities involved in the operation of the Services the right to transmit, monitor, retrieve, store, and use your information in connection with the operation of the Services. BetterRX, LLC does not assume any responsibility or liability for any information you submit, or for your users or third parties' use or misuse of information transmitted or received using the Services.
  5. User Content and PHI.
    1. License Grant. You hereby grant to BetterRX a perpetual, irrevocable, non-exclusive, worldwide, transferable, sublicensable (through multiple tiers), royalty-free, fully paid-up right and license to use, reproduce, display, perform, distribute, and prepare any and all information, data, materials, works, or other content that are uploaded, submitted, posted, transferred, transmitted, or otherwise provided or made available by you or on your behalf by or through the Services or arise out of, result from, or are otherwise generated by your use of the Services (collectively, “Content”), for BetterRX's business and related purposes. You waive any and all claims that you may have now or may hereafter have in any jurisdiction to so-called “rental rights,” “moral rights,” and all rights of “droit moral” in the Content, even if the Content is altered or changed in a manner not agreeable to you. If you share Content, you represent and warrant to BetterRX that you own or control the rights in and to such Content and have the right to grant the rights above to us.
    2. Protected Health Information. In connection with BetterRX's use and disclosure of protected health information (as defined in 45 CFR 160.103) that is created, received, maintained, or transmitted by BetterRX from you or on your behalf ("PHI"), to the extent BetterRX is deemed your business associate under the Privacy, Security, Breach Notification, and Enforcement Rules at 45 CFR Part 160 and Part 164 (the "HIPAA Rules"), BetterRX agrees that it will: (a) not use or further disclose PHI other than for the purpose for which it was provided or as permitted or required by law or by the Terms; (b) use appropriate safeguards to prevent the use or disclosure of PHI other than as provided in the Terms, and comply with Subpart C of 45 CFR Part 164 with respect to electronic protected health information (as defined in 45 CFR 160.103); (c) in accordance with 45 CFR 164.502(e)(1)(ii) and 164.308(b)(2), if applicable, ensure that any subcontractors that create, receive, maintain, or transmit PHI on BetterRX's behalf agree to the same restrictions, conditions, and requirements that apply to BetterRX with respect to such information; (d) report to you any use or disclosure of PHI not provided for by the Terms of which it becomes aware, including breaches of unsecured PHI as required at 45 CFR 164.410, and any security incident of which it becomes aware; and (e) make available its internal practices, books, and records available to the Secretary of the Department of Health and Human Services or his or her designee for purposes of determining compliance with the HIPAA Rules. You agree to: (w) notify BetterRX of any limitation in your Notice of Privacy Practices under 45 CFR 164.520, to the extent that such limitation may affect BetterRX's use or disclosure of PHI; (x) provide BetterRX with any changes in, or revocation of, permission by individual to use or disclose PHI, if such changes affect BetterRX's permitted or required uses and disclosures of PHI; (y) notify BetterRX of any restriction on the use or disclosure of PHI that you have agreed to in accordance with 45 CFR 164.522 to the extent that such limitation may affect BetterRX's use or disclosure of PHI; and (z) not request BetterRX to use or disclose PHI in any manner that would not be permissible under the HIPAA Rules if done by you. Additionally, you agree to control access to any PHI created, received, maintained, or transmitted on your end and do so in line with any applicable laws.
  6. Your Responsibilities.
    1. Accuracy. The Service does not give medical advice, nor does it provide medical or diagnosis services or prescribe medication. Use of the Services is not a substitute for the professional judgment of healthcare providers in diagnosing and treating patients. You acknowledge that you are responsible for verifying the accuracy of patient information (including, without limitation, by obtaining all applicable patients’ medical and medication history, and allergies), and for all medical decisions or actions with respect to the medical care, treatment and well-being of your patients, including, without limitation, all your acts or omissions in treating the applicable patient. Any reliance by you upon the services shall not diminish that responsibility.
    2. Equipment. You are responsible for obtaining the necessary equipment for access to the BetterRX Services and for the utilization of Services, including, without limitation, modems, internet access, and appropriate telecommunications services.
    3. Diagnosis Codes. You may not use the Services to perform medical diagnostic functions, to set treatment procedures or to substitute for the medical judgment of a qualified healthcare provider. When selecting a narrative condition or coded diagnosis, if such feature is available in the version of the Services for which you have subscribed, you must make an independent and informed judgment, based upon the patient's condition and symptoms and/or a practitioner's submitted diagnosis, to select an accurate diagnosis code appropriate for that patient. Neither BetterRX nor its contractors make any representation or warranty regarding the appropriateness of any of the narrative or coded diagnosis codes displayed for any or all patients.
    4. EPCS. Certain versions of the Services allow for the electronic prescribing of controlled substances (“EPCS”). You hereby acknowledge and agree that in order to access or use the EPCS you must comply with the EPCS user guide and EPCS implementation guide as may be updated from time to time. You further hereby acknowledge and agree that the identity proofing and verification of medical providers is not being performed or otherwise verified by BetterRX and BetterRX disclaims all responsibility and liability for any identity proofing and verification of providers and all other liability related to the EPCS functionality of the Services, and you hereby waive any claims you may have, now or in the future, arising, relating or resulting therefrom.
    5. Authentication. You agree that in using the Services that you will abide by 21 CFR §1311.115, which in part requires each prescribing practitioner who electronically signs and transmits controlled substance prescriptions must be authenticated using two forms. This is referred to as 2nd factor authentication. You agree that when using a hard token (e.g. one-time password) such as a device as the 2nd factor that such a device will be separate from the computer to which you are gaining access and must meet at least the criteria of FIPS 140-2 Security Level 1.
    6. Applicable Laws. The information on the Services may not be current, and accordingly, you should not rely solely upon the Services for such information. In particular, you are solely responsible for knowing and complying with all applicable laws and regulations with respect to faxing or electronically transmitting or printing a prescription, including ensuring that any person you allow to transmit prescriptions on your behalf, through BetterRX, is authorized under applicable laws and regulations to do so, and ensuring that prior to transmission of controlled substance prescriptions, you have complied with all relevant federal and state laws, including, if applicable, accessing and reviewing the patient’s prescription history in your state’s prescription drug monitoring program database (e.g. controlled substance database). For pharmacists that access the Services, you are responsible for complying with all relevant federal and state laws related to the practice of pharmacy, including the dispensing of prescription medications and controlled substances.
    7. DEA Class. The laws of each state may vary with regard to treatment of the Drug Enforcement Agency's ("DEA") classes of drugs. You are responsible for: (i) verifying that the DEA class is correct for each prescription that You transmit via electronic transmission, (ii) with respect to generic drugs, verifying that generic drugs, offered in their respective classes, are properly classified according to FDA regulations and guidelines. In prescribing generic drugs using the Services, you accept responsibility for the prescription of the generic drug for the patient, the complete review of the drug, and an understanding of its proper uses. In selecting a generic drug, you accept responsibility for any payor issues arising due to classification of the generic drugs.
    8. Drug Utilization Review. With respect to Drug Utilization Review (including, but not limited to, Drug to Drug interactions), the presence or absence of any warning through the Services does not imply that any drug being prescribed, or having been prescribed, is suitable or safe for the patient for whom it is being, or has been, prescribed, or for any other patient. The clinical information presented by the Services is generalized and may not be appropriate for any given patient. You are responsible for independently considering possible drug-to-drug interactions given a patient's history.
    9. Necessary Consents. You and will obtain all requisite consents in order to utilize the capabilities of the Services in compliance with applicable laws and regulations, as amended from time to time, including, but not limited to HIPAA, and to carry out the purposes of the Terms. You understand the confidential nature of clinical patient information and agree that you are responsible for maintaining any and all necessary measures to assure such confidentiality. BetterRX, LLC shall not be liable for damages or claims arising from the breaches or potential breaches of patient information maintained by you.
  7. Confidential Information. You agree that the Services include the confidential property of BetterRX (“Confidential Information”). You agree that you shall not use the Confidential Information for any purpose not expressly permitted by the Terms, and that you shall hold in confidence and shall not disclose to any third party such Confidential Information or the material terms of the Terms. You shall not be obligated under this Section with respect to information that you can document: (i) is or has become readily publicly available without restriction through no fault of you, (ii) is received, without restriction, from a third party lawfully in possession of such information and lawfully empowered to disclose such information, or (iii) was rightfully in your possession without restriction prior to its disclosure hereunder. Notwithstanding the foregoing, you shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made in confidence to a Federal, State, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law. Additionally, you shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. An individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the attorney of the individual and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal; and does not disclose the trade secret, except pursuant to court order.
  8. Electronic Communications. The communications between you and BetterRX via the Services use electronic means. For contractual purposes, you consent to receive communications from us in electronic form, and you agree that all terms and conditions, agreement, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
  9. Privacy Policy. You acknowledge and agree that all information collected by BetterRX is subject to our Privacy Policy. By using the Services, you consent to all actions we take with respect to your information in compliance with our Privacy Policy.
  10. Change, Suspension, or Termination of Access. BetterRX reserves the right to make changes to, suspend, or discontinue (temporarily or permanently) the Services or any portion thereof at any time. BetterRX may suspend or terminate your access to the Services if BetterRX determines that: (a) there is a threat or attack on the Services or other event that may create a risk to the Services, BetterRX, you, or any or any other BetterRX customer; (b) your use of the Services disrupts the Services or may subject BetterRX or any third party to liability; (c) subject to applicable law, you have ceased to continue your business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; (d) you breach the Terms; or (e) you fail to adhere to any applicable local, state, or federal laws. You agree that BetterRX shall not be liable to you or to any third party for any damage, liabilities, losses (including loss of data or profits), or any other consequences that you may incur as a result of any such suspension or termination.
  11. Disclaimer; Limitation of Liability.
    1. Disclaimer of Warranties. THE SERVICES ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH NO WARRANTIES OF ANY KIND, AND BETTERRX HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER BETTERRX NOR ANY PERSON ASSOCIATED WITH BETTERRX MAKES ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER BETTERRX NOR ANYONE ASSOCIATED WITH BETTERRX REPRESENTS OR WARRANTS THAT THE SERVICES WILL BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OR BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
    2. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL BETTERRX OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING FROM OR RELATED TO (A) YOUR USE OF OR INABILITY TO USE THE SERVICES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY OR DEATH, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF ANY PHI, ELECTRONIC PHI, AND/OR OTHER PERSONAL INFORMATION THAT IS TRANSMITTED BY OR RECEIVED FROM YOU OR CREATED, MAINTAINED, OR TRANSMITTED BY BETTERRX ON YOUR BEHALF, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT BETTERRX WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL BETTERRX'S CUMULATIVE AND AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE TEMRS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE LESSER OF (A) THE TOTAL AMOUNT ACTUALLY PAID TO BETTERRX PURSUANT TO THE TERMS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIVE THOUSAND U.S. DOLLARS (USD $5,000). THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF YOUR REMEDIES UNDER THESE TERMS OF SERVICES FAIL OF THEIR ESSENTIAL PURPOSE. USE OF THE SERVICES IS AT YOUR SOLE RISK.
    3. Exclusions. Some jurisdictions do not allow the exclusion or limitation of certain warranties or consequential damages, so some of the exclusions and/or limitations in this Section may not apply to you.
  12. Responsibility for Use; Indemnification. You are responsible and liable for all uses of the Services that occur through access thereto provided by you, directly or indirectly. Specifically, and without limiting the generality of the foregoing, you are responsible and liable for all actions and failures to take required actions with respect to the Services by any other person or entity to whom you may provide access to or use of the Services (each, a "User"), whether such access or use is permitted by or in violation of the Terms (including any User accessing the Services using your username or password). You agree to defend, indemnify, and hold BetterRX and its officers, directors, employees, agents, successors, assigns, and service providers harmless from and against any and all liabilities, damages, awards, settlements, losses, claims, and expenses of any kind (including reasonable attorneys' fees) arising out of or resulting from your use of the Services, including your account, or breach of the Terms or applicable law by you or any User. We reserve the right to assume the exclusive defense and control of any action subject to indemnification by you, and in such event you agree to cooperate with us and indemnify us in connection with our defense of such action. Your indemnification, defense, and hold harmless obligations will survive the termination of your use of the Services and/or these Terms of Service.
  13. Third-Party Materials. The Services may display, include, or make available third-party content (including data, information, applications and other products services and/or materials) or provide links to third-party websites or services (collectively, “Third-Party Materials”). You acknowledge and agree that BetterRX is not responsible for any Third-Party Materials, including their accuracy, completeness, timeliness, validity, legality, decency, quality, or any other aspect thereof. BetterRX does not assume and will not have any liability to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
  14. Miscellaneous.
    1. Governing Law. These Terms and any dispute or claim arising out of or related to these Terms, their subject matter, or their formation (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of Utah, other than such laws and case law that would resulting in the application of the laws of a jurisdiction other than the State of Utah. Any legal suit, action, or proceeding arising out of or related to the Terms or the Services shall be instituted exclusively in the federal and state courts located in Salt Lake County, Utah, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding and waives any objection based on improper venue or forum non conveniens. Any remedy of BetterRX set forth in the Terms is in addition to any other remedy afforded to BetterRX, at law or in equity.
    2. Limitation on Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THE TERMS OR THE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OR CLAIM ACCRUES, OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
    3. JURY TRIAL WAIVER. YOU HEREBY IRREVOCABLY WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, PROCEEDING, CLAIM, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THE TERMS OR THE SERVICES. THIS MEANS THAT ANY CLAIM WOULD BE DECIDED BY A JUDGE, NOT A JURY.
    4. Entire Agreement. These Terms, including our Privacy Policy constitute the sole and entire agreement between you and BetterRX with respect to the subject matter contained herein, and supersede all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.
    5. Waiver and Severability. Any waiver, modification, or amendment of the Terms shall only be effective if it is in writing and signed by both parties hereto. If any portion of the Terms is specifically determined by a court of competent jurisdiction to be invalid or unenforceable, such provision, to the extent that it shall be invalid or unenforceable, shall be considered separate and severable from the Terms and the remainder of the Terms, and any portion of such provision to the extent that it shall not be invalid or unenforceable, shall not be affected and shall be valid and may be enforced to the full extent permitted by law. BetterRX shall not be liable for any delay or failure to perform resulting directly or indirectly from any causes beyond BetterRX's reasonable control. The word "including" when used herein shall be deemed in each case to be followed by the words "without limitation." The headings contained in the Terms are for reference purposes only and shall not affect in any way the meaning or interpretation of the Terms.
  15. Notice to California Residents. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.
  16. Contact Us. You may contact us by calling 855-590-2100, sending us an email at hello@betterrx.com or writing to us at 299 S. Main St., Suite 1300, PMB 91114, SLC, UT 84111.
You MUST read this Agreement in its entirety and accept all of the provisions stated herein.