Common use of Responsibilities of Organization Clause in Contracts

Responsibilities of Organization. 4.1. Organization hereby represents and warrants that: 4.1.1. Any Treatment Data provided to ASHA has been collected by Organization and transmitted to ASHA in compliance with all applicable laws, rules, and regulations (including the Health Insurance Portability and Accountability Act of 1996 as amended); 4.1.2. Organization is authorized and has all necessary rights to collect any Treatment Data transmitted to ASHA pursuant to this Agreement and to export, transmit, and provide ASHA with access to such data as required hereunder; 4.1.3. The Treatment Data will be current, accurate and complete as of the date it is transmitted to ASHA; and 4.1.4. Organization will use NOMS and the NOMS Data in strict compliance with all applicable laws, rules, and regulations. 4.2. Organization hereby grants, and agrees to ▇▇▇▇▇, ▇▇▇▇ and all other Users of NOMS, a royalty-free, perpetual, irrevocable, transferable, sublicenseable, worldwide, non-exclusive license under all of Organization’s and Organization’s Subscribers’ rights in and to such data, to copy, publicly display, store and retrieve in a database, extract, create derivative works of, report, publish and otherwise fully exploit all such data, including for the Purpose and for purposes of operating, improving, supplementing, updating, or otherwise modifying or maintaining NOMS or the NOMS Data. 4.3. Organization shall be liable to ASHA for all acts and omissions of Subscriber and each of its Users in connection with or relating to NOMS or the NOMS Data, and the license grant in this Agreement. 4.4. If Organization chooses to transmit Treatment Data via electronic means, Organization may permit a third- party service provider (“Third Party Provider”) to incorporate and configure the NOMS data fields into Organization’s electronic medical record pursuant to the license set forth in Section 3.2, provided that Organization contractually binds such Third Party Provider to confidentiality and security obligations that are at least as stringent as those set forth in Section 10. Such Third Party Provider shall be deemed the agent of Organization, and Organization shall be liable to ASHA for the Third Party Provider’s non-compliance with confidentiality obligations and other material portions of this Agreement and for all acts and omissions of the Third Party Provider.