Definitions
"Intellectual Property Rights" means all existing, future or contingent intellectual property rights including but not limited to patents, trademarks, service marks, design rights (whether registrable or not), applications for any of the foregoing, copyright, database rights, domain names, inventions, know-how, techniques, processes, trade secrets, confidential information, trade or business names and any other similar rights or obligations whether registrable or not in any part of the world, and shall include the right to apply for the same and the benefit of any and all licenses in connection with the aforementioned;
"MDCM" means the Medical Doctors' Coding Manual and the Electronic Medical Doctors' Coding Manual (eMDCM) as published from time to time by the South African Medical Association and includes, without limitation, any information contained in the Medical Doctors' Coding Manual and Electronic Medical Doctors' Coding Manual including codes, modifiers, descriptors, interpretations, Relative Value Units (RVU), data, text, graphics, images, designs, software, and any other material contained in the MDCM and eMDCM .
"SAMA" means the South African Medical Association, an association incorporated under Section 21 of the Companies Act , Registration Number: 1927/000136/08);
"Third Party Material" means, without limitation, any information, data, adverts, slogans, trademarks, logos, graphics, hypertext and other computer links and any other material supplied by third parties to SAMA for use or display in the MDCM; and
"Purchaser" means any individual, person, medical doctor, association of doctors, partnerships and incorporated practices and any employee of the medical practitioner, association, partnership, incorporated practice, medical scheme, medical scheme administrator, managed care organisation, independent practitioners association, electronic billing service, training institution or any other firm or company who purchases the MDCM from SAMA .
1. Intellectual property
- 1.1 All Intellectual Property Rights in the MDCM are the property of SAMA, which shall retain all the rights, title and interest therein. All rights in the MDCM are hereby reserved.
-
1.2 No part of the MDCM may be reproduced by any Purchaser, without the prior written consent of SAMA. Reproduction in any form or by any means, including
without limitation, the reproduction of or transmission to, or the storage in, any other web site or other form of electronic retrieval system is
prohibited. Any reproduction of the MDCM or part thereof, to which SAMA has expressly consented, may not be altered in any way and must contain the
following notice:
All content in the MDCM and eMDCM including, layout, design, images, programs, text and other information is the property of SAMA and is protected by copyright and other intellectual property laws.
It is prohibited to publish, copy, display, distribute, reproduce, adapt, store, transmit, modify, create derivative works from, or sell or license all or any part of the MDCM in any medium to anyone, except as otherwise expressly permitted under applicable law.
Any unauthorised or unapproved use of any of the contents constitutes infringement of SAMA's intellectual property rights and such infringement is subject to all civil and criminal penalties provided for under domestic and international laws and treaties. - 1.3 At no time, shall any of the Intellectual Property Rights in the MDCM pass to or vest in any Purchaser.
- 1.4 The name " SAMA " and "Medical Doctors' Coding Manual" and their logos and all related product and service names and slogans are the trademarks of SAMA and may not be used in any way by any Purchaser, save with the prior written consent of SAMA.
2. Purchaser obligations
- 2.1 The Purchaser undertakes to utilise the MDCM solely for their own internal use. Any use for commercial purposes or financial gain is strictly prohibited and therefore such use thereof shall constitute a breach of these Terms and Conditions. For the purposes of this Clause, SAMA hereby grants to the Purchaser a limited, revocable and non-exclusive license for a period of 12 months to use the Content as specified within these Terms and Conditions.
- 2.2 No Purchaser may copy, duplicate, distribute, adapt, modify, store (in any form) or in any way reproduce the MDCM or any part thereof or knowingly permit the same without the prior written consent of SAMA as the holder of the intellectual property rights..
- 2.3 The Purchaser shall not be permitted to incorporate the MDCM or any extracts of the MDCM in any other work or publication, whether in hard copy or electronic or any other form.
- 2.4 The Purchaser shall, at no stage, acquire any right, title or interest in Third Party Material contained within the MDCM.
3. General
- 3.1. These Terms and Conditions constitute the entire agreement between the parties in relation to the use of the MDCM and supersedes any previous agreement or understanding between the parties.
- 3.2 Any notice required or permitted to be given by the Purchaser to SAMA under these Terms and Conditions shall be in writing addressed to SAMA at its registered office. Any notice required or permitted to be given by SAMA to the Purchaser under these Terms and Conditions shall be in writing addressed to the Purchaser at the address supplied in the purchase order.
- 3.3. No failure or delay by either party in exercising any of its rights under the Terms and Conditions shall be deemed to be a waiver of that right, and no waiver by either party of any breach of the Terms and Conditions by the other shall be considered as a waiver of any subsequent breach of the same or any other provision.
- 3.4. If any provision of these Terms and Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Terms and Conditions, or the remainder of the provision in question, shall not be affected.
- 3.5. These Terms and Conditions shall be construed and governed in accordance with South African law and the law of the countries of third parties if applicable
- 3.6. Neither party may assign their rights under these Terms and Conditions, in whole or in part, without the prior written permission of the other party.
4. Disclaimer
SAMA shall not be liable to any party else for any loss or injury, caused in whole or in part by its negligence or contingencies beyond its control in procuring, compiling, interpreting, reporting or delivering information in the MDCM. In no event will SAMA be liable for any decision made or action taken in reliance on such information. SAMA shall not be liable for any damages (including without limitation consequential, special, incidental, indirect or similar damages) even if advised of the possibility of such damages.