Technologies spending for hardware, software program and consulting solutions accounts for a important portion of most well being care providers budgets these days, especially considering that the Obama Stimulus Program and HITECH Act are incentivizing providers to implement electronic wellness records. In a perfect world, technology functions completely, improves efficiency and the quality of care and tends to make life less complicated for the provider. Nonetheless, the genuine world is not excellent and factors can, and do, go incorrect with technologies products and solutions right after you purchase and/or license them from third party vendors. Technologies contracts normally are written by the vendors and consultants. Regrettably, numerous technology contracts fall brief of giving providers sufficient protection and frequently contain hidden pitfalls and charges. Despite this truth, a lot of providers never ever give these contracts to experienced overall health lawyers to help them negotiate better terms and protections for their higher-tech investments Ahead of signing. This is a potentially expensive practice. Each health care provider should be concerned with at least the following Four Essential Concerns, which should be addressed in any technologies contract:
Warranties and Limitations of Liability: Despite elaborate sales presentations, technologies contracts usually disclaim most, if not all, warranties and limit the liability of vendors to only refunding all or component of the acquire or license price paid for the technology. Such refunds are inadequate to protect the typical provider when issues arise. A technology vendor must be needed to give a written warranty in the contract that its solution will execute in accordance with documented standards and for a reasonable period of time. At a minimum, this time period should be lengthy enough for the provider to evaluate the technologies in its operations. A much better answer is to require a warranty for the valuable life of the technologies, or as lengthy as there is a help and upkeep service agreement in place. A vendor also must not be allowed contractually to limit its liability on default only to return of the buy value. If a provider suffers actual damages caused by the technology, the vendor need to be needed, in writing, to stand behind its solution and services and reimburse such damages. A reasonable compromise is to require the vendor at least to tender the limits of its insurance coverage, which creates minimal added danger to the vendor even though far better defending the provider.
Payments & Efficiency: A provider ought to not agree to spend the full acquire cost up front, as is usually a contract requirement, leaving the vendor with small incentive to complete its responsibilities. The parties need to mutually agree in advance upon a project timetable with milestone targets for delivery and implementation of the technologies. Payments ought to be created in installments conditioned upon reaching the targets. In addition, providers need to create in testing rights, in order to evaluate no matter whether the technology is performing as promised. The provider always need to have the final say in regardless of whether a test supplies a productive outcome and regardless of whether the final payment must be produced to the vendor.
Assistance and Maintenance: A technologies hardware purchase or software license is only as excellent as the support and upkeep that goes along with it. The vendor should be prepared to provide help for at least a defined valuable life of the technologies. Many inquiries should be answered in a written assistance agreement. Are updates or upgrades provided with no further charge? Will the vendor perform on-site or off-web site assistance and maintenance? Will the provider spend a monthly fee plus an hourly charge or is there only an hourly charge? Does the hourly charge differ depending on when or what level of help is required? Do the charges increase more than the term of the support agreement? What is the vendor agreeing to assistance? Will adjustments produced to the technology by the provider automatically terminate the warranty or assistance obligations? Unless the contract is distinct concerning crucial problems, a provider could discover itself paying for less or different support and/or upkeep solutions than required or anticipated.
Confidentiality: Confidentiality of patient overall health information is a vital issue. Federal HIPAA law has a assortment of privacy and safety rules providers and their organization associates have to follow. In addition, some states, including Florida, have enacted legislation that demands entities that conduct business in the state and which keep computerized information that contains private data to offer notice to any resident if there is a breach of security. A technology contract ought to specify if the vendor will have access to any of the confidential patient info. A well being care provider need to demand the vendor and its workers to keep the confidentiality of such info below federal and numerous state laws. The technologies contract also need to expressly protect the confidentiality of provider trade secrets and other proprietary data to which a vendor or consultant might have access.
Though technologies contracts might seem intimidating, as they often are presented by vendors in small print and columned format, major providers to believe they are non-negotiable forms, this is not the case in most instances. Investing the time and sources to have a health law lawyer seasoned in technology contracting review and assist to negotiate contracts for hardware purchases, application licenses, upkeep and help, as nicely as technology consulting solutions, can save providers substantial expense, disappointment and damages must the technology goods or solutions not carry out as promised.