General Terms and Conditions for the management services of Ambulanzpartner Soziotechnologie APST GmbH (APST) and the APST Platform
Issued on January 1, 2018
For better legibility the following text shall not make gender specific distinctions in terminology. Any and all information referring to persons shall be deemed to apply equally to both genders.
People with chronic diseases may have a need for multitudinous and complex outpatient medication provisions. One critical factor in the treatment of outpatients is the coordination of care requirements and the liaising between all the parties involved. APST addresses this need and epitomizes digitally supported managed care. The concept pursued by APST (hereinafter “APST Concept”) encompasses a combination of patient and data management services with the APST digital management platform (hereinafter ”APST Platform“).
APST GmbH (hereinafter “APST“) offers a range of managed care services facilitating improved coordination, communication and networking between patients (and their relatives), medical partners (doctors, nursing service providers), medication therapies providers (pharmacies, drug companies, medical devices manufacturers) as well as providers of therapeutics and assistive technology and devices. The APST Platform is the communication and management platform which digitally supports all the care coordination processes. It links an electronic patient record with digital process control for managed care and care research purposes
APST closely cooperates with Charité – Universitätsmedizin Berlin (Charité University Hospital Berlin) (hereinafter “Charité”) – in the provision of the APST Platform and any associated services. APST and Charité jointly host the APST Platform and collaborate on data privacy, data security and research into managed care.
1.1. These General Terms and Conditions (GTC) shall apply to the utilization of the services provided by APST and the utilization of the APST Platform by Medical Partners (hereinafter also referred to as “Users”).
1.2. APST Medical Partners are persons supporting patients in the determination and fulfilment of their care requirements but who themselves are no providers of assistive technology devices, therapeutics, medicinal products or nursing care services. This group of Medical Partners comprises doctors, social services employees or other persons duly authorized by the Patient to support them in their care. Medical Partners shall be made duly authorized Users of the platform and shall receive individual user accounts. The legal fundaments for this shall be established based on the individual agreements upon conclusion of the contract and these GTC. Provision is made for the utilization of the APST PLATFORM software products by Patients and Providers and shall be regulated under separate GTC for Patients and, respectively, Providers.
1.3. By registering with APST, the Medical Partner agrees to the GTC and data privacy regulations. APST reserves the right to amend these GTC, if and as necessary – most particularly for actual and/or legal reasons - and shall name such particular reasons when making any such amendment. APST shall notify the User of any such amendment to the terms and conditions by sending an e-mail to the address last filed with APST and saved on the APST Platform one month before these terms are due to come into full force and effect. Unless the User voices their objection 14 days after receipt of the said e-mail, the amended terms and conditions shall be deemed agreed and shall henceforth govern the contractual relationship between the User and APST. In the event the User does object, the contractual relationship shall be terminated according to the provisions under Section 4.2.
1.4. The User shall not transfer the rights and obligations under this contract. Cession of rights shall be excluded.
2. Subject of the Contract and Performances & Services
2.1. APST shall render services in terms of coordination of care, data and document management as well as liaising between Patients, Providers and Medical Partners. The entirety of these services is subsumed under the term “Managed Care”. A detailed description of the service modules offered, including the Terms and Conditions of Use can be found in the Service Specifications.
2.2. APST shall provide to the Medical Partners the APST Platform for their optional use. The APST Platform is a structured data base with an appendant Internet platform facilitating the electronic capturing, storage and processing of patient-related and care-related data as well as offering digital support for care provision processes. Access to the platform (www.ambulanzpartner.de) shall require a personal user name and password combination. Please see the Service Specifications for platform features, data captured, user roles and authorizations as well as the Terms and Conditions of Use.
2.3. APST shall support the Medical Partner in their user experience on the APST Platform. Prior to embarking on the platform, the Medical Partner may make use of our free introductory training conducted over the phone and, if required, further trainings to be agreed on an individual basis at no extra charge.
2.4. Having obtained the Patient’s written consent, patient-related data shall be released to the Medical Partner for further scrutiny, processing and utilization. The Patient shall be entitled to revoke their initial consent at any time with immediate effect and without giving reason.
2.5. The Internet connection and the web browser shall not be subject of the contractual relationship between the Medical Partner and APST.
3. Conclusion of Contract
3.1. The utilization of the services stated under 2.1. as well as the use of the APST software shall require the conclusion of a User Contract (Permissions Contract). This contractual relationship shall be deemed entered into as and when the Medical Partner completes the registration process on the platform.
3.2. By entering into the contract, the Medical Partner agrees to these GTC, the Data Privacy Declaration (Section 8.3.) and the Service Specifications.
3.3. The Medical Partner shall ensure the information provided by them in the context of concluding this contract is complete and correct. In case of violation, APST shall be entitled to disable the Medical Partner’s account with immediate effect.
4. Term and Termination of Contract
4.1. This is a Contract for Indefinite Duration.
4.2. Either party to the contract shall be entitled to terminate the contact by giving four weeks’ notice at the end of any month. Termination shall be declared in writing or in textual form.
4.3. Either party to the contract shall be entitled to termination for cause, particularly in cases where a substantial breach of contract shall become manifest which shall render the execution of contract impossible for either party to the contract.
5. Responsibilities of the Medical Partner, Security Recommendations
5.1. The Medical Partner shall be obliged to keep their access data (user name, password) safe, as if they were valuables, and to prevent access by an unauthorized third party. Use of antivirus, antispyware and Firewall software and the latest browser version are explicitly recommended to the User. If the User uses an older browser version, display of the APST Platform software may be limited. In such cases, the User may approach APST to enquire which suitable browsers and versions to use.
5.2. The Medical Partner shall undertake to refrain from entering any unlawful content on the APST Platform or from making the platform accessible to third parties, i. e., via fora, chat rooms, e-mail or spam. Any breach of the contractual limitations of use shall entitle APST to take appropriate remedial measures including disablement of the Provider’s user account. In such an event, the User shall be notified immediately of the nature, duration, reason and extent of the account disablement.
5.3. Accuracy of the data entered into the system by the Medical Partner has a direct impact on the value of performances and services under this contract. Therefore, the Medical Partner shall explicitly indemnify and hold harmless APST against all claims by third parties putting their trust in the accuracy of such data and information.
6. Costs for the Utilization of Services and Software Rendered by APST
6.1. The utilization of the performances and services specified in the Service Specifications for Medical Partners as well as the use of the APST Platform software by Medical Partners shall be free of charge.
6.2. The utilization of the performances and services specified in the Service Specifications for Patients as well as the use of the APST Platform software by Patients and their duly authorized persons shall be free of charge
6.3. The utilization of the performances and services specified in the Service Specifications for Providers as well as the use of the APST Platform software by Providers shall be subject to payment of a fee.
7. Data Security, Consent to Data Processing, Protection of Patient Data
7.1. APST is subject to the Data Privacy Laws of the Federal Republic of Germany. These laws oblige APST to protect any patient-related and care-related data.
7.2. APST shall make provisions according to current organizational and technical standards to satisfy the requirements set out in Data Privacy Laws, particularly in terms of protection of patient data against unauthorized access by third parties. Stored data shall be SSL-encoded when transferred via the World Wide Web (www) from the server to the Medical Partner’s computer system and vice versa. The data shall be stored in encoded format.
7.3. The Medical Partner shall explicitly consent to the collection, processing and use of their data by APST, Patients, Medical Partners and Providers for the purposes set forth in this contract and subject to a separate Data Privacy Declaration.
7.4. The Medical Partners shall be obliged to refrain from using patient data for purposes that are inconsistent with those set forth in this contract. A violation of this obligation gives sufficient reason for termination for cause by APST (Section 4.3). Any further claims by APST shall remain unaffected thereby.
8.1. In cases of willful misconduct or gross negligence, APST shall assume full liability for any damage caused by APST as well as their legal guardians and/or vicarious agents.
8.2. In cases of slight negligence, APST shall assume full liability for injuries to life, body or health caused by APST as well as their legal guardians and/or vicarious agents.
8.3. Liability according to the Product Liability Act shall remain unaffected thereby.
8.4. In other respects, APST shall be liable to the extent only to which a procurement guarantee has been issued or in case of violation of an essential contractual duty (cardinal obligation). At that, the abstract term “cardinal obligation” shall refer to any obligation the fulfilment of which is prerequisite for the lawful execution of contract and which the User may trust to be upheld consistently. In such cases, liability shall be limited to rectification of the predictable, typically ensuing damage.
9. Utilization Right
9.1. For the purpose of using the APST PLATFORM and associated data, APST shall grant to the Medical Partner a simple (non-sublicensable and non-transferrable) utilization right for the APST Platform software which shall be limited to the term of this contract
9.2. The Medical Partner’s entitlement shall merely extend to the utilization of the APST Platform, subject to the provisions set forth in this contract. Cession of the software to the Medical Partner shall be excluded.
9.3. The Medical Partner shall not be entitled to make the contractual performances and services available to third parties for their use. The User shall be prohibited specifically from subletting the contractual APST Platform to third parties.
10.1. APST shall provide the Patient and the Patient’s authorized persons with a rating software on the APST Platform so that they can rate Medical Partners. The results of the ratings shall be published on the APST Platform landing page or on any of its sub-pages in aggregate form without giving the respective Patients’ names. The Medical Partner shall agree to this subject to the following regulations.
10.2. APST shall ensure that any Patient may rate only the very Medical Partner whose care provision they have actually received. Each Patient may rate each Medical Partner only once per provision.
10.3. Matter-of-factness shall be imperative for any rating and no content shall in any way represent an infringement of law. APST shall not be held liable for the accuracy, quality or completeness of the ratings. If duly notified of any substantiated inappropriateness or infringement, APST shall remove the offensive rating.
11. Severability Clause
Should any provision of this contract be or become ineffective or null and void, the effectiveness of the remaining provisions shall not in any way be affected thereby. The provision that is or has become ineffective or null and void shall be replaced by a provision so as to effect the former’s original purpose to the maximum extent permitted by law. This shall also apply to any gaps in this contract.
12.1. Unless otherwise provided in these GTC any and all amendments or additions to the contract shall require written form. This shall also apply to the waiver of the written form requirement.
12.2. The Law for the Federal Republic of Germany shall apply. If the Medical Partner is a merchant, a legal entity under public law or a separate estate under public law, APST’s registered place of business shall exclusively be the place of jurisdiction for any disputes arising from this contractual relationship.