Patient Data. Each party agrees that patient clinical information, Laboratory Orders, Laboratory Results Reports, and all patient-related information, including any derivatives resulting from the manipulation or compilation thereof ("Patient Data") are Confidential Information (as defined herein) and each party agrees it will not disclose or utilize individual laboratory test information or other Patient Data in any way that would violate any patient confidentiality obligations or any Applicable Laws, as defined above. Without limiting MedPlus' obligations regarding Confidential Information which may be otherwise provided for in this Agreement, MedPlus shall be responsible to ensure the confidentiality and security of Patient Data transmitted or otherwise available to MedPlus in any form, manner, on any media, and in any format now known or hereafter developed, in accordance with all Applicable Laws governing such Patient Data now or in the future, including those to prevent anyone other than the sender and addressee of each Transaction or their respective authorized employees from monitoring, using, gaining access to or learning the import or contents of any Transaction. Notwithstanding the foregoing, but subject to the restrictions of the foregoing, the parties recognize that MedPlus, its employees and agents and permitted assigns, who have a need to know, will have access to the Patient Data for the sole purpose of performing MedPlus' obligations under this Agreement. All Patient Data associated with Laboratory Orders, Laboratory Results Reports, and all information contained in Transactions ("Quest Diagnostics Patient Data"), shall be owned by Quest Diagnostics and not by MedPlus. Except as otherwise specifically contemplated by this Agreement, MedPlus shall not aggregate, integrate, compile, regenerate, merge, manipulate or otherwise use the Quest Diagnostics Patient Data for any purposes, including to derive revenue therefrom, and shall not provide the Quest Diagnostics Patient Data to any other person or entity, other than as specifically required or allowed under the terms of this Agreement to perform the services hereunder, without the prior written consent of Quest Diagnostics. MedPlus agrees that Quest Diagnostics Patient Data cannot be aggregated for any third party, including but not limited to any Provider, or among different customers of MedPlus or other health care providers, payors or laboratory service providers for any purpose, without Quest Diagnostics' prior written consent. If MedPlus is served with a warrant, subpoena, order or request from a court of competent jurisdiction, administrative agency or other governmental body or any other entity or person for any Quest Diagnostics Patient Data, records, or files of information transmitted through, and to, the ChartMaxx System, MedPlus will as soon as practicable, and not in violation of law, deliver to Quest Diagnostics a copy of such warrant, subpoena, order or request and will not, without Quest Diagnostics' proper written consent, which shall not be unreasonably withheld or delayed, accede to the same unless upon the advice of counsel it reasonably believes that it is required to do so under applicable law. Without limiting the foregoing, MedPlus agrees that it shall limit the MedPlus employees, agents and contractors who have access to any Patient Data, including without limitation, Laboratory Orders or Laboratory Results Reports, if any, to only those "need to know" employees, agents and contractors of MedPlus as are required to perform the services hereunder in accordance with the highest level of professionalism and MedPlus' established and maintained security measures, which shall be subject reasonably to audit from time to time by Quest Diagnostics.
Appears in 1 contract
Sources: Software License and Database Maintenance Agreement (Medplus Inc /Oh/)
Patient Data. Each party agrees that patient clinical information, Laboratory Orders, Laboratory Results Reports, and all patient-related ------------ information, including any derivatives resulting from the manipulation or compilation thereof ("Patient Data") are Confidential Information (as defined herein) and each party agrees it will shall not disclose or utilize individual laboratory test information or other Patient Data in any way that would violate any patient confidentiality obligations or any Applicable Laws, as defined above. Without limiting MedPlus' obligations regarding Confidential Information which may be otherwise provided for in this Agreement, MedPlus shall be responsible to ensure the confidentiality and security of Patient Data transmitted or otherwise available to MedPlus in any form, manner, on any media, and in any format now known or hereafter developed, in accordance with all Applicable Laws governing such Patient Data now or in the future, including those to prevent anyone other than the sender and addressee of each Transaction or their respective authorized employees from monitoring, using, gaining access to or learning the import or contents of any Transaction. Notwithstanding the foregoing, but subject to the restrictions of the foregoing, the parties recognize that MedPlus, its employees and agents and permitted assigns, who have a need to know, will have access to the Patient Data for the sole purpose of performing MedPlus' obligations under this AgreementLaw. All Patient Data associated with Laboratory Orders, Laboratory Results Reports, and all information contained in Transactions ("Quest Diagnostics Patient Data"), shall be owned by Quest Diagnostics and not by MedPlusSeraCare. Except as otherwise specifically contemplated by this AgreementSeraCare shall not, MedPlus shall not for itself or any other Person, aggregate, integrate, compile, regenerate, merge, manipulate or otherwise use the Quest Diagnostics Patient Data for any purposes, including to derive revenue therefrom, and shall not provide the Quest Diagnostics Patient Data to any other person or entity, other than as specifically required or allowed under the terms of this Agreement to perform the services hereunderAgreement, without the prior written consent of Quest Diagnostics. MedPlus SeraCare agrees that Quest Diagnostics Patient Data cannot be aggregated for any third party, including but not limited to any Provider, or among different customers of MedPlus or other health care providers, payors or laboratory service providers party for any purpose, without Quest Diagnostics' prior written consent. If MedPlus SeraCare is served with a warrant, subpoena, order or request from a court of competent jurisdiction, administrative agency or other governmental body or any other entity or person for any Quest Diagnostics Patient Data, records, or files of information transmitted throughrelated thereto, and to, the ChartMaxx System, MedPlus will SeraCare shall as soon as practicable, and not in violation of lawApplicable Law, deliver to Quest Diagnostics a copy of such warrant, subpoena, order or request and will shall not, without Quest Diagnostics' proper prior written consent, which shall not be unreasonably withheld or delayed, accede to the same unless upon the advice of counsel it reasonably believes that it is and until required to do so under applicable lawApplicable Law. Without limiting the foregoing, MedPlus SeraCare agrees that it shall limit the MedPlus SeraCare employees, agents and contractors who have access to any Patient Data, including without limitation, Laboratory Orders or Laboratory Results Reports, if any, to only those "need to know" employees, agents and contractors of MedPlus SeraCare "with a need to know" as are is required to perform the services SeraCare obligations hereunder in accordance with the highest level of professionalism and MedPlus' SeraCare's established and maintained security measures, which shall be subject reasonably to audit from time to time by Quest DiagnosticsDiagnostics in the same manner as set forth in Section 2.5 hereof.
Appears in 1 contract
Sources: Collaboration Agreement (Seracare Life Sciences Inc)