Terms of Use

Last Updated: June 8, 2021

 

These Terms of Use (“Agreement”) applies to Your use of any CareFirst Materials for which you have or may be given access by CareFirst.

 

CareFirst Developer Account Enrollment.

 

                     You agree to provide and maintain accurate contact information with CareFirst. You represent and warrant that: (i) all information you have provided and will provide to CareFirst is true, correct and complete in all respects and you will promptly notify CareFirst of any changes to such information; (ii) you are at least 18 years of age and have the legal right, power, and authority to accept the terms and conditions of this Agreement on behalf of yourself and on behalf of any company that you represent; and (iii) any materials you provide, create or develop related to this Agreement do not and will not infringe any Intellectual Property Rights of any third party; and (iv) you are not a Restricted Person.

 

                     You understand and agree that CareFirst may require you to submit certain information, both public and non-public, about you during the enrollment process for the purpose of considering your eligibility for a Developer Account and to authenticate your identity. You further agree that CareFirst may transfer the information you provide it to third parties assisting CareFirst in the provision and administration of the Developer Program.

 

                    You will comply with the terms of and fulfill Your obligations under this Agreement and you agree to monitor and be responsible for your employees’, permitted users’, and customers’ use of the CareFirst Materials, including but not limited to obtaining any required consents for your employees’ use of the CareFirst Materials and you agree to monitor and be fully responsible for use of Applications by your employees, Your Users and customers.

 

                    You are solely responsible for all costs and expenses related to your use of the CareFirst Materials, including but not limited to the development and testing of Applications. CareFirst will not reimburse you for any costs or expenses.

 

Application Approval. CareFirst approval of your Application for the purposes described therein does not constitute any representation by CareFirst about the Application, including without limitation, that the Application complies with applicable laws. CareFirst reserves the right to request further information, revoke, require correction or resubmission of any Application and to set forth additional conditions or criteria upon review of submitted Information. CareFirst may revoke any approval upon changes in the Application or changes in CareFirst’s requirements, at its sole discretion.

 

Your License.

 

                 Solely for an Application approved by CareFirst for one or more of the following uses, and subject to Your compliance with this Agreement, CareFirst grants you (solely for the applicable approved use), a non-exclusive, personal, non-transferable, non-sublicensable, revocable, limited license to:

 

(a) Access the applicable APIs solely by the means described in the documentation of those APIs;

(b) Use the Sandbox and Test Data (if any) in accordance with applicable documentation;

(c) Develop and test your Application with applicable APIs; and

(d) Configure and enable your Application to interact with applicable APIs to retrieve information necessary to facilitate Your Users use of your Application.

 

Applications may only use the authorized APIs in the manner prescribed by CareFirst and must not use or call any APIs not authorized or approved for You or your Application.

 

The API(s) and other CareFirst Materials may contain software that is subject to open source license terms. To the extent any such license terms are inconsistent with this Agreement, such open source license terms shall take precedence, but solely with respect to such open source software. You agree not to use any open source software in the development of your Application in a way that would cause any portions of the CareFirst Materials to be subject to any open source licensing terms or obligations.

 

Access Keys. If CareFirst provides you with Access Keys that permit you to access CareFirst’s functionality and data services, you must use them only with the applicable APIs approved for You and your Application. You agree to keep Access Keys confidential, make reasonable efforts to prevent and discourage other persons or entities from accessing or using them, and notify CareFirst immediately in the event of loss, compromise, unauthorized use or theft of your Access Keys. CareFirst reserves the right to expire, renew, rotate, or exchange Access Keys. The Access Keys are the property of CareFirst and may be revoked if you share them with any third party, if they are compromised, if you attempt to use them with an Application not approved by CareFirst, or otherwise violate any term of this Agreement including applicable Documentation. You are responsible for all acts or omissions that occur while your Access Keys are being used. Access Keys may not be embedded in open source projects.

 

API Call Limitations. In order to manage load on the system, CareFirst reserves the right to limit the number of API calls you will be permitted to make during any given period, and to adjust or add limits and allocations at any time CareFirst deems necessary. CareFirst will determine call limits based on various factors, including the ways your Application may be used or the anticipated volume of use associated with your Application. If CareFirst reasonably believes that you have attempted to exceed or circumvent these limits, your access to the CareFirst Materials may be temporarily or permanently blocked. CareFirst may monitor your use of the CareFirst Materials to improve service or ensure compliance with this Agreement and the Terms of Use.

 

Test Data. You agree that CareFirst has no obligation to maintain Test Data on its systems and reserves the right to delete from its systems all such data on regular intervals without notice. If Test Data includes de-identified or “dummy” data, You must not attempt to re-identify such information or otherwise exploit the information in any way to reveal personal information or any such information pertaining to others.

 

Restricted Activities.

 

You shall not:

 

(i) Alter or remove any copyright, trademark, trade name or other proprietary notices, legends, symbols or labels on the Materials;

(ii) Sublicense, distribute or disclose any of the Materials to any third party or use the Materials on a service bureau basis or otherwise on behalf of any third party;

(iii) Access, acquire, copy, monitor, Use or export any Materials or associated data or content in violation of applicable laws or regulations or through any means not purposely made available through the Developer Portal;

(iv) Disrupt, damage or access in an unauthorized manner any systems made available by CareFirst hereunder;

(v) Make any statements that Your Application or service is “certified”, endorsed, or that its performance is guaranteed by CareFirst or its Affiliates.

(vi) Decompile, reverse engineer, disassemble, rent, lease, loan, distribute the Materials or any portion thereof;

(vii) Use the Materials or any extract or associated data for the purpose of using individual data elements, combining data elements, to compile or supplement databases, lists or directories of any kind, or any other collation of information which is sold, rented, published, distributed or in any manner supplier to a third party.

(viii) Attempt to circumvent any security measures or technical limitations or otherwise gain unauthorized access to any portion or feature of the Developer Portal or any Materials or CareFirst systems;

(ix) send or store protected health information or other sensitive information to any CareFirst environments.

 

Modifications.

 

You shall comply with the CareFirst-specified process regarding post-approval changes related to the Application.

 

CareFirst reserves the right to modify the CareFirst Materials at any time. CareFirst will endeavor to provide Developer with notification on the Developer Portal.

 

CareFirst reserves the right to modify the terms of this Agreement at any time. To the fullest extent permitted under applicable law, your continued use of the CareFirst Materials after any such modification constitutes your acceptance of the Agreement as modified. If you do not agree to any modification of this Agreement, you must stop accessing and using your Developer Account and any CareFirst Materials.

 

Ownership and Licensing.

 

CareFirst retains all Intellectual Property Rights in the CareFirst Materials, including any updates and improvements it may make available to you under this Agreement. You agree to cooperate with CareFirst to maintain CareFirst's ownership of the CareFirst Materials, and, to the extent that you become aware of any claims relating to the CareFirst Materials, you agree to use reasonable efforts to promptly provide notice of any such claims to CareFirst. The parties acknowledge that this Agreement does not give CareFirst any ownership interest in your Applications.

 

The provisions of this Agreement shall have no effect on the ownership of the Application with which Developer will use the CareFirst Materials. You grant CareFirst and our third parties the license to use your Applications and review the code in your Applications for testing and other related purposes to ensure that is complies with this Agreement.

 

Availability, Security and Stability. CareFirst seeks to provide a functional environment for approved Developers and their approved Applications. However, no specific availability is guaranteed by CareFirst.

 

CareFirst may monitor and audit your use of the APIs and other activities related to your obligations under this Agreement. CareFirst may, in its sole discretion, suspend, throttle or otherwise limit, deny, or discontinue your access to the CareFirst Materials if CareFirst reasonably determines that your Application or your continued access may be compromised, contain viruses, material bugs or other errors or would present an unacceptable level of risk to the security of CareFirst’s systems.

 

You shall implement and maintain reasonable security measures, systems and procedures to (i) ensure the confidentiality, integrity, and availability of all electronic health information your Application creates, receives, maintains or transmits; and (ii) identify and protect against reasonably anticipated, impermissible uses or disclosures of your Application or the electronic health information.

 

Your Application will utilize industry standard encryption algorithms and key strengths to encrypt Your Users’ data that is in electronic form. CareFirst expects that Your Users’ data is not persisting or being stored in your Application and that any data of Your Users is deleted when no longer necessary. You agree to immediately notify CareFirst upon your discovery of any compromise relating to CareFirst Materials including without limitation, Access Keys, APIs and/or data accessed pursuant to such APIs or Access Keys.

 

CareFirst may schedule downtime, during which the CareFirst Service will not be available. If CareFirst issues an update to an API that you are authorized to access, it is solely your responsibility to ensure that your Application is updated to interoperate with the then-current version of the API. CareFirst has no obligation to provide support, maintenance, updates, upgrades, modifications or new releases of any CareFirst Materials. If in our sole discretion, CareFirst provides any updated CareFirst Materials, the terms of this Agreement will govern, unless otherwise indicated by CareFirst.

 

Disclaimer of Warranties. The CareFirst Materials are provided “as is” and on an “as-available” basis, without warranty of any kind. CareFirst disclaims all warranties of any kind, express or implied, including without limitation the warranties of merchantability, fitness for a particular purpose, and non-infringement. CareFirst makes no warranty that data will be error-free or that access thereto will be continuous or uninterrupted.

 

Limitation of Liability. To the fullest extent permitted under applicable laws, in no event will CareFirst or its affiliates be liable with respect to any subject matter of these Terms or the CareFirst Developer Program under any theory of liability or cause of action, whether in contract, tort or otherwise, regardless of whether it has been advised of the possibility of such damages: (A) for any indirect, incidental, consequential, special or exemplary damages; lost revenue, lost profits, or lost anticipated profits; lost business, injury to business reputation or goodwill; cost of procurement of substitute services; or interruption of use or loss or corruption of data. In no event will CareFirst’s (B) for a total cumulative liability to you in excess of one hundred US dollars ($100). Your sole remedy for dissatisfaction with the CareFirst Developer Portal is to stop using the portal and services.

 

Indemnification. You will indemnify and hold harmless CareFirst, its officers, directors, employees, agents, consultants, affiliates, and licensors against any and all claims and expenses that may arise from or are related to: (i) use of the Developer Portal and/or CareFirst Materials; (ii) the development, maintenance, use and contents of your Application, including but not limited to any infringement of any third party proprietary rights; (iii) any alleged breach by Developer of any representation, warranty, or obligation contained in this Agreement; (iv) any contract or agreement between Developer and a third party; (v) any contract or agreement between you and a third party; and (vi) your negligence or willful misconduct.

 

Term and Termination. The term of this Agreement will begin on the date you register for an account. Either party may terminate this Agreement and/or your rights to any of the CareFirst Materials upon notice to the other party. This Agreement shall terminate until (a) terminated as permitted under this Agreement; (b) the date Developer becomes a Restricted Person, or makes a general assignment for the benefit of creditors, files a voluntary petition of bankruptcy or permits the appointment of a receiver for its business or assets, becomes subject to any proceedings under any bankruptcy or insolvency law not dismissed within 60 days or have wound up or liquidated, voluntarily or otherwise. CAREFIRST RESERVES THE RIGHT TO TERMINATE THIS AGREEMENT OR SUSPEND OR DISCONTINUE ACCESS TO THE CAREFIRST MATERIALS, INCLUDING YOUR LICENSE TO THE API, OR ANY PORTION OR FEATURE THEREOF, ANY TIME WITH OR WITHOUT NOTICE TO YOU AND WITHOUT LIABILITY TO YOU. Upon termination of this Agreement, you will immediately stop using the APIs. Your Access Keys will be revoked and all licenses granted hereunder will terminate. Upon termination or expiration for any reason, all rights and licenses granted to Developer shall be extinguished. Developer shall immediately cease using the Developer Account, CareFirst Materials, and any other CareFirst Confidential Information and return or destroy such information.

 

Confidentiality. You agree not to use the Confidential Information for any purpose except in connection with your performance of this Agreement. You agree to ensure the protection of all Confidential Information from unauthorized disclosure and, in any event, to take precautions at least as great as those taken to protect your own information of a similar nature, but in no event less than a reasonable degree of care.

 

CareFirst works with many application and software developers, and some of their products may be similar to or compete with your Applications. CareFirst may also be developing its own similar or competing applications or may decide to do so in the future. CareFirst does not agree, and expressly disclaims, any confidentiality obligations or use restrictions with respect to any information You may provide in connection with this Agreement. Any feedback you provide regarding CareFirst Materials shall be deemed non-confidential. CareFirst shall be free to use such information on an unrestricted basis.

 

Miscellaneous.

 

                This Agreement (including additional applicable Terms of Use and CareFirst policies) sets forth the entire agreement and understanding of the parties relating to the subject matter. Developer shall not assign this Agreement (in whole or part) without CareFirst’s prior written consent. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns. CareFirst’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

 

                Any disputes arising out of these Terms shall be governed by the laws of the state of Maryland, without regard to any conflict of laws statutes or rules. You further agree and consent to the jurisdiction of the courts of Maryland and waive any claim of lack of jurisdiction.

 

               You acknowledge that the CareFirst Materials are subject to the export control laws and regulations of the United States. You confirm that you have no right to and will not export or re-export the CareFirst Materials with or without an export license.

 

              All notices to Developer may be given electronically, sent to the electronic mail or physical mail address provided by or for you during the registration of your Developer Account or posted within the CareFirst Developer Portal. We may also use other methods to provide you with notices, including without limitation, posting on the Developer Portal. When you send emails or other electronic messages to CareFirst or in connection with the CareFirst Materials, you are communicating with us electronically and consent to our review and analysis of such messages and to receive return communications, if any, from CareFirst electronically. You agree that all agreements, notices, disclosures and other communications that CareFirst provides you electronically satisfy any legal requirement that such communications be in writing.

 

Definitions.

 

            Access Keys means the confidential security keys (including “/secret”) provided by CareFirst to you for your use of the API, including the developer ID, certificate ID, and application ID.

 

           API means the application interface that formats, encrypts, and decrypts messages transferred between your systems and CareFirst systems as specified in the application documentation.

 

           Application means your proprietary system that you are seeking CareFirst approval to interact with the CareFirst Materials.

 

           CareFirst Materials means all documentation, materials, platforms, software, including API, sample code, build files, Test Data and Sandbox, made available to You via the Developer Portal.

 

           Confidential Information means any non-public data or information that relates to CareFirst or its affiliates.

 

           Intellectual Property Rights means patents, copyrights, trade secrets, design rights, data rights, mask work rights, moral rights, trademarks and any other intellectual property rights anywhere in the world, and registrations and applications for any the foregoing.

 

           Restricted Country means countries with which dealings by CareFirst are restricted or prohibited from time to time.

 

           Restricted Person means any person who is, or is owned or controlled by, or acting on behalf of any of the following: (a) a person identified on the US Department of the Treasury’s Office of Foreign Assets Control’s List of Specially Designated Nationals and Blocked Persons, the US Department of Commerce’s Denied Parties List, Entity List, or Unverified List in effect from time to time; (b) the government of a Restricted Country; or (c) a person located in, organized under the laws of, or ordinarily resident in a Restricted Country.

 

           Sandbox means any CareFirst-provided test environment for testing, simulating use of, or developing Applications under this Agreement.

 

           Test Data means any data made available by CareFirst or utilized by You for testing, simulating use of, or developing Applications under this Agreement.

 

           You means you and any entity on whose behalf you are using the CareFirst Materials.

 

           Your Users means end-users of your Application.