IMPORTANT- READ CAREFULLY: YOUR USE OF THE ProviderGateway-LTC™ WEBSITE AND SERVICES (THE "SERVICES") IS CONDITIONED UPON YOUR COMPLIANCE AND ACCEPTANCE OF THESE TERMS.
Parthenon Globalsystems, LLC. (dba ProviderGateway.com and hereinafter referred to as ProviderGateway) operates this Site to provide online access between entities who communicate with the Medicaid Authority (State or County) to obtain prior-authorization for patients who enter post-acute facilities (both "the Service"). By accessing and using this Site, you agree to each of the terms and conditions set forth herein ("Terms of Use"). Additional terms and conditions applicable to specific areas of this Site or to particular content or transactions are also posted in particular areas of the Site including help screens, and, together with these Terms of Use, govern your use of those areas, content or transactions. These Terms of Use, together with applicable additional terms and conditions, are referred to as this "Agreement."
ProviderGateway reserves the right to modify this Agreement at any time without giving you prior notice. Your use of the Site following any such modification constitutes your agreement to follow and be bound by the Agreement as modified. The last date these Terms of Use were revised is set forth below. _MARCH 2019_
1. Definitions
“You,’ ‘Your,’ and ‘Customer” means the person, company, or organization that subscribes to the Service. “We,’ ‘Our,’ ‘Us,’ ‘ProviderGateway’, and ‘ProviderGateway” refers to the organization that maintains and operates the ProviderGateway suite of services, its owners, subsidiaries and affiliates. “Service(s)” refer to the communication services you have asked us to provide to you. “Service Agreement” means the form (whether paper or electronic) on which you apply for services and includes certain terms and conditions of the services.
2. Privacy
ProviderGateway's confidentiality policy is described on ProviderGateway-LTC™ service site at https://ltcmedicaid.providergateway.com. Please consult it to learn ProviderGateway's current policies to protect the privacy of your information.
3. Responsibility for content of your communications
You agree that you are solely responsible for the content of all visual, written or audible communications sent by you. You agree that you will not use the Services to send unsolicited mass mailings outside your company or organization. You further agree not to use the Services to communicate any message or material that is harassing, libelous, threatening, obscene, indecent, would violate the intellectual property rights of any party or is otherwise unlawful, that would give rise to civil liability, or that constitutes or encourages conduct that could constitute a criminal offense, under any applicable law or regulation. Although PROVIDERGATEWAY is not responsible for any such communications, PROVIDERGATEWAY may delete any such communications of which PROVIDERGATEWAY becomes aware, at any time without notice. Other terms of use are contained on the ProviderGateway-LTC™ website and are provided conveniently to your users for agreement prior to accessing the system.
4. Services.
ProviderGateway shall perform the services necessary to host and maintain a ProviderGateway Long Term Care Medicaid Prior Authorization System on an outsource basis, and provide you with access via an internet browser. Maintenance services consist of patches, updates and enhancements to the System as ProviderGateway, in its sole discretion, may from time to time release; and Help Desk support, available Monday through Friday from 9:00 a.m. to 5:00 p.m. E.S.T. We will also provide System Security and Information Protection, Disaster Recovery, System Availability on a 24/7 Basis, and authenticated system access for County Nursing Homes and Long Term Care Facility Staff at corresponding counties. After August, 1, 2016, ProviderGateway shall also provide secure transmission for designated 9401 transactions to entities designated by the Ohio Department of Medicaid.
5. Subscriber Right to Access the ProviderGateway-LTC Site
ProviderGateway operates this site (ProviderGateway-LTC) on a subscription or contracted basis. Your rights to access this site remain in force as long as you are within the valid dates of a paid contract or other valid subscription.
6. Use of Site
You may use the Service, the Site, and the information, writings, images and/or other works that you see, hear or otherwise experience on the Site (singly or collectively, the "Content") solely for the purposes of Medicaid prior-authorization, to further learn about other facilities featured in the site’s directories or to obtain information posted throughout the sites webpages. No right, title or interest in any Content is transferred to you, whether as a result of entering such content or otherwise. ProviderGateway reserves complete title and full intellectual property rights in all Content. Except as expressly authorized by this Agreement, you may not use, alter, copy, distribute, transmit, or derive another work from any Content obtained from the Site or the Service, except as expressly permitted by the Terms of Use. If paid by a third party, you are required to abide by whatever terms that third party has agreed to for access to the ProviderGateway-LTC service (e.g., default number of seats, security or confidentiality agreements, background check protocols etc).
7. Copyright
The Site and the Content are protected by U.S. and/or foreign copyright laws, and belong to ProviderGateway and its owners. The copyrights in the Content are owned by ProviderGateway or other copyright owners who have authorized their use on the Site.
8. Trademarks
You are prohibited from using any of the marks or logos appearing throughout the Site without permission from the trademark owner, except as permitted by applicable law.
9. Links to Third-Party Web
If any provision of this website disclaimer is, or is found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions of this website disclaimer.
10. Links to this Site
You may link to the ProviderGateway-LTC from other websites but, unless specifically authorized by ProviderGateway, you may not connect "deep links" to the Site, i.e., create links to this site that bypass the home page, security features or other parts of the Site. You may not mirror or frame the home page or any other pages of this Site on any other web site or web page.
11. Uploads, Downloads and Links from this Site
ProviderGateway-LTC contains features that allow users to upload files, link to other websites and to download content such as forms, files and content available from other websites. While ProviderGateway takes appropriate precautionary steps to avoid viruses or other malicious interfaces to its system, it cannot and does not guarantee or warrant that files or links accessible through the Site will be free of infection by software viruses or other harmful computer code, files or programs.
12. Term
You agree to subscribe to the services for the number of users and length of time identified in the electronic subscription form, paper form, or terms contained in a subscription if paid by a third party (e.g., Ohio Department of Medicaid), as applicable. If paid by a third party, you are required to abide by whatever term that third party has agreed to and paid on your behalf for access to the ProviderGateway-LTC service.
13. Payments
- Prepaid Services: If a third party or sponsor has paid for your use of this site, then they would abide by the terms of any applicable subscription or contract and would be required to settle payments prior to your use of this site.
- Automatic Payment: If you have authorized payment for services by debiting a bank account, no additional notice or consent is required before we debit the bank account monthly for all amounts due to us for any reason. We may accept late payments, partial payments, or any payments marked as being “payment in full” or as being settlement of any dispute without losing any of our rights under this Agreement. You agree to pay costs and fees we incur to collect an unpaid balance from you.
- Credit Card: If you have authorized payment for services by debiting a credit card, no additional notice or consent is required before we debit the card monthly for amounts due us for any reason.
14. Termination
You may terminate this Agreement at any time by discontinuing your use of the ProviderGateway system. No refunds apply after 30 days of the initiation of the subscription, and continued access to the service will be provided through and until the end of the initially agreed upon term specified in the subscription or contract governing your use of this site.
15. Indemnification
You understand and agree that you are personally responsible for your behavior on the Site. You agree to indemnify, defend and hold harmless Parthenon Globalsystems, LLC, ProviderGateway, its owners, affiliated companies, joint ventures, business partners, licensors, licensees, employees, agents, and any third-party information providers to the Service from and against all claims, losses, expenses, damages and costs (including, but not limited to, direct, incidental, consequential, exemplary and indirect damages), and reasonable attorneys’ fees, resulting from or arising out of your use, misuse, or inability to use the Site, the Service, or the Content, or any violation by you of this Agreement.
16. Privacy
Please refer to our confidentiality and privacy policy found elsewhere on this site.
17. User Conduct
You agree to use the Site only for lawful purposes. You agree not to take any action that might compromise the security, integrity and confidentiality of the Site, render the Site inaccessible to others or otherwise cause damage to the Site or the Content. This includes, but is not limited to, accessing the Site with your specific username and password. Sharing of login credentials, within or outside of your organization, is strictly prohibited. You agree not to add to, subtract from, or otherwise modify Content not originated by you, or in a way that would be misleading, or to attempt to access any Content that is not intended for you. You agree not to use the Site in any manner that might interfere with the rights of third parties. Please refer to our confidentiality and privacy policy elsewhere on this site.
18. User Supplied Information
ProviderGateway will receive confidential information from you via the Site. You agree that for any material, information, or client data you transmit to us or post to the Site (each a “Submission or collectively "Submissions"), (1) you guarantee to us that you have the legal right to post the Submission and that it will not violate any law or the rights of any person or entity, and (2) you give ProviderGateway the irrevocable, perpetual, right to use, display and create derivative works (e.g., reports, graphs, charts) from the Submission, as long as no information that personally identifies any individual is revealed or shared in any way, and (3) you give ProviderGateway the right to delete and purge data submissions over 12 months old, no longer acted on by any subscriber, or according to ProviderGateway’s prevailing data retention policy.
19. Password Security
If you register or subscribe to become a ProviderGateway-LTC subscriber, you are responsible for maintaining the confidentiality of your member identification and password information, and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your member identification and password.
20. Limitation of Liability
IN NO EVENT WILL PROVIDERGATEWAY BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR OTHER INDIRECT DAMAGES ARISING OUT OF (I) THE USE OF OR INABILITY TO USE THE SITE, THE SERVICE, OR THE CONTENT, (II) ANY TRANSACTIONCONDUCTED THROUGH OR FACILITATED BY THE SITE; (III) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE, THE SERVICE AND/OR THE CONTENT, (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, OR (V) ANY OTHER MATTER RELATING TO THE SITE, THE SERVICE, OR THE CONTENT, EVEN IF PROVIDERGATEWAY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOU ARE DISSATISFIED WITH THE SITE, THE SERVICE, THE CONTENT, OR WITH THE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH STATES, PROVIDERGATEWAY’S LIABILITY IS LIMITED AND WARRANTIES ARE EXCLUDED TO THE GREATEST EXTENT PERMITTED BY LAW, BUT SHALL, IN NO EVENT, EXCEED $100.00. To the maximum extent permitted by applicable law, in no event will ProviderGateway or its affiliates, suppliers and partners be liable for any special, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss or damage) arising out of the use of or inability to use the services or the provision of or failure to provide technical or other support services, whether arising in tort (including negligence) contract or any other legal theory, even if ProviderGateway, its affiliates, suppliers or partners have been advised of the possibility of such damages.
21. Disclaimer of Warranties
If you register or subscribe to become a ProviderGateway-LTC subscriber, you are responsible for maintaining the confidentiality of your member identification and password information, and for restricting access to your computer. You agree to accept responsibility for all activities that occur under your member identification and password. PROVIDERGATEWAY MAKES NO EXPRESS OR IMPLIED WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER WITH RESPECT TO THE SITE, THE SERVICE OR THE CONTENT. PROVIDERGATEWAY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SITE, THE SERVICE, THE CONTENT, AND ANY PRODUCT OR SERVICE FURNISHED OR TO BE FURNISHED VIA THE SITE. PROVIDERGATEWAY DOES NOT WARRANT THAT THE FUNCTIONS PERFORMED BY THE SITE OR THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, OR THAT DEFECTS IN THE SITE OR THE SERVICE WILL BE CORRECTED. PROVIDERGATEWAY DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE CONTENT, OR THAT ANY ERRORS IN THE CONTENT WILL BE CORRECTED. THE SITE, THE SERVICE AND THE CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. You agree to indemnify, defend and hold harmless PROVIDERGATEWAY, its owners, affiliates, officers, directors, employees, consultants, agents, suppliers and Partners from any and all third party claims, liability, damages and/or costs (including, but not limited to, attorney’s fees) arising from your use of the Services, your violation of this Legal Notice or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity. Some jurisdictions do not allow limitations on implied warranties, so the above limitation may not apply to you. In that event, such warranties are limited to the minimum warranty period allowed by the applicable law.
22. Assignment
You may not assign or transfer this Agreement or any rights or obligations under this Agreement, to any other entity, whether by merger, acquisition or otherwise, without ProviderGateway’s prior written consent. Any assignment or transfer in violation of this section will be void. This Agreement will be binding upon and inure to the benefit of each party's permitted successors and assigns.
23. Waiver and Severability
Failure by either party to exercise any of its rights under, or to enforce any provision of, this Agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision. If any provision of this Agreement is held by a court of competent jurisdiction, or arbitrator, to be illegal, invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same economic effect of the original provision and the remainder of this Agreement will remain in full force and effect.
24. General Provisions
- Entire Agreement/No Waiver: These Terms of Use constitute the entire agreement of the parties with respect to the subject matter hereof. No waiver by ProviderGateway of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
- Correction of Errors and Inaccuracies: The Content may contain typographical errors or other errors or inaccuracies and may not be complete or current. ProviderGateway therefore reserves the right to correct any errors, inaccuracies or omissions and to change or update the Content at any time without prior notice. ProviderGateway does not, however, guarantee that any errors, inaccuracies or omissions will be corrected.
- Enforcement/ Choice of Law/ Choice of Forum: If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of this Agreement, all of which will remain in full force and effect. Any and all disputes relating to this Agreement, ProviderGateway’s Privacy Policy, your use of the Site, any other ProviderGateway web site, the Service, or the Content are governed by, and will be interpreted in accordance with, the laws of the State of Ohio, without regard to any conflict of law’s provisions.
Updated March 2019