AK BEATZ

AK Music

    .com 

AK Beatz LLC Terms of Use 


Effective Date: October 21, 2013


Welcome to AK Beatz! AK Beatz LLC owns and operates various websites and internet-based applications that facilitate appointment scheduling, customer relationship management, marketing, promotions, and resource management (collectively, the “Services”) for Recording Artists and their clients. These terms of use govern the use of the Services by businesses and individuals who provide services (“Recording Artists”) and by individuals who use the Services to schedule appointments and otherwise interact with Recording Artists (“Clients”), access to our Services by other visitors. Use of and access to the Services is subject to your compliance with these terms of use, so please read these carefully before accessing or using the Services. AK Beatz (“AK Beatz”, “we”, “us” or “our”) reserves the right to limit or terminate your access to the Services if you do not comply with these terms.


BY ACCESSING OR USING THE SERVICES IN ANY WAY, YOU AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THE TERMS OF USE, PLEASE EXIT OUR SERVICES AND DO NOT USE THE SERVICES IN ANY MANNER. If you are using the Services on behalf of your employer, you represent that you are authorized to accept these terms of use on your employer’s behalf.

We comply with the Children’s Online Privacy Protection Act of 1998. AK Beatz does not accept registration or data from users who are under 13 years of age. You represent that by using the Services, you are at least 13 years old. If AK Beatz learns of any user that is younger than 13, we will remove that user’s information from our systems.


We may change, modify, update, add or remove portions of these terms of use at any time. Please check these terms of use periodically for changes. Your continued access or use of the Services following the posting of any changes will signify your acceptance of those changes. AK Beatz reserves the right to assign any rights, licenses or obligations arising out of or relating to these terms of use to any third party without restriction.


Use of the Services

You agree to use the Services strictly within the terms described herein.

Permission to use the Services and associated content does not include permission to copy the design elements, look and feel, or layout of any pages of the Services. Those elements of the Services are protected by United States and international laws and may not be copied or imitated in whole or in part. No logo, graphic, or image from the Services may be copied or retransmitted unless expressly permitted by AK Beatz.

You agree not to sell, resell or offer for any commercial purposes the services or content you receive from the Services. You agree to not use the Services, or any of the content obtained from the Services, for any purpose that is unlawful or prohibited by these terms of use. You will not threaten or harass any person or user through the Services. You will comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of the Services. You agree not to reverse engineer, decompile, modify, or attempt to gain unauthorized access to the Services. You agree not to interfere with or disrupt the Services or take any action that overloads or could overload our infrastructure.


Registration

If you are a Client, you must enter certain information to schedule an appointment. You agree that any information you provide when scheduling an appointment, registering for the Services, or at any time thereafter is true, accurate and complete and that you will update such information as necessary. You agree to contact the Recording Artist with whom you scheduled the appointment regarding any questions or requests you may have or changes you need to make.

If you are a Recording Artist, you must register with AK Beatz to use the Services. If you register with us, you agree to provide true, accurate and complete information and to update such data as necessary. If you are registering on behalf of a company, you agree that you have the requisite authority to register on behalf of such company. If we have reasonable grounds to suspect that your information is inaccurate, we may suspend or terminate your account and prohibit you from any use of the Services. You agree not to use any user name that is obscene, defamatory, or derogatory. You are responsible for maintaining the confidentiality of your password and for changing your password if you believe that it has been stolen or might otherwise be misused. You agree to notify AK Beatz immediately of any unauthorized use of your user name and/or password and any other suspected breach of security regarding the Services. We shall not be liable for any loss or damage arising from the unauthorized use of your user name and/or password.


User Responsibilities
 

If you are a Client, you are responsible for attending all appointments made through the Services or, if you are unable to attend an appointment, to promptly notify the Recording Artist with whom you scheduled the appointment.

If you are a Recording Artist, you are responsible for fulfilling all appointments made through the Services or, if you are unable to fulfill an appointment, to promptly notify the Client. You are responsible for managing availability for online appointments including maintaining the accuracy and completeness of available times, services available, staff and all other information necessary for Clients to schedule online appointments with you.

You are responsible for all equipment required to access the Services, including but not limited to, a properly-configured computer with Internet access, any required software such as a properly-configured Internet browser, and any other equipment needed to use the Services.


Email compliance

If you are a Recording Artist, you agree to comply with all elements of CAN-SPAM and safe sender email practices. This includes but is not limited to including unsubscribe links and your full contact information in all correspondence that is not appointment-specific, and not releasing private and/or confidential information. You may only use email services for those clients with which you have an existing business relationship and which have indicated that they accept correspondence from you. You may not attempt to spoof sender domains, send spam and the content transferred will not be illegal, threatening, hateful, vulgar, obscene, libelous or defamatory and does not and will not infringe upon any trademark, patent, copyright, trade secret or other proprietary, publicity or privacy right of any third party. Because of email provider technologies, AK Beatz makes no expressed or implied warranty of individual message receipt. AK Beatz is not liable for any issues that arise associated with the content that you provide or unforeseen liabilities of it being delivered.


Text message compliance

AK Beatz has worked to achieve carrier certification for your text message delivery. To maintain this certification, you agree you may only use text message services for those clients with which you have an existing business relationship and which have provided written consent to accept text messages from you along with appropriate notices as may be required by law (including the Telephone Consumer Protection Act) and industry guidelines. Such written consent must include 1) explicit consent including the words “texts”, “text messages” or “SMS messages” and “I agree” or “I consent”, 2) the client’s mobile number, 3) your business name, 4) a description of the types of messages you may send including at a minimum appointment reminders, 5) message frequency, 6) a notice that message and data rates may apply, 7) information on how to get help and cancel enrollment, and 8) states“Agreement to receive a text message is not a condition of purchasing a good or service.” You must keep a copies or logs of the written consents. If you receive an opt-out notice from a client, you must immediately opt-out the client on their client profile. See AK Beatz’s SMS policy at http://www.fullslate.com/sms. For reliable delivery, you must adhere to message limitations including length and delivery. You may not attempt to spoof sender domains, send spam and the content transferred will not be illegal, threatening, hateful, vulgar, obscene, libelous or defamatory and does not and will not infringe upon any trademark, patent, copyright, trade secret or other proprietary, publicity or privacy right of any third party and messages will only be used for appointment reminders, must not contain promotional content, and will contain appropriate disclosures and notices as may be required by law and industry guidelines. Because of carrier technologies, AK Beatz makes no expressed or implied warranty of individual message receipt. Standard text message rates apply for all text message services. AK Beatz uses “short code” technology to engage in 2-way sms communication with consumers and does not guarantee delivery to all mobile carriers if short code technology is not accepted. AK Beatz is not liable for any issues that arise associated with the content that you provide or unforeseen liabilities of it being delivered.


Communications
 

If you are a Client, you consent to receiving confirmations and reminders through the Services and being contacted by any Recording Artist with whom you schedule an appointment or otherwise contact through the Services. The Recording Artist may contact you via any means you provided, including phone and email. Further, you consent to being contacted by AK Beatz from time to time for feedback about the Services or Recording Artist with whom you schedule an appointment and for support-related issues. We may contact you via any means you provided, including phone and email.


If you are a Recording Artist, you consent to being contacted by AK Beatz for service alerts and support-related issues and from time to time for product updates and feedback about the Services. We may contact you via phone, email, mail or notices posted on the Services. Notices will be deemed effective at the time they are sent or posted by AK Beatz. You consent that any information provided by you to AK Beatz, except for Personally Identifiable Information as defined in the AK Beatz Privacy Policy, can be used by AK Beatz in any manner, including but not limited to testimonials, reviews and ratings on the Services or other websites.


Online Marketing

If you are a Recording Artist, AK Beatz may, at its sole discretion, develop an online directory of Recording Artists for consumers. You agree that AK Beatz may include your business in such directory unless you notify us otherwise in writing. Further, AK Beatz may, at its sole discretion, otherwise market your business online or make available to you opportunities to market your business online. Such marketing opportunities may involve online directory listings, promotions, advertising and other marketing, and may involve agreements with third parties. You acknowledge that AK Beatz may make these opportunities available to you.


User Content
 

As a registered user, you may submit content to the Services. You are solely responsible for any content that you upload, publish, display, or link to on or through the Services, or transmit to or share with other users (“User Content”). We have no ability to control User Content posted on the Services, but we reserve the right to modify or remove, at our discretion, any User Content posted by you to the Services. By posting User Content to any part of the Services you represent and warrant that you have obtained the necessary rights to post such User Content and such posting does not infringe any third party’s rights. You may remove your User Content from the Services at any time.


You shall retain all of your ownership rights in your User Content; however, you hereby grant to us a worldwide, irrevocable, royalty-free, nonexclusive, sub-licensable license to use, reproduce, distribute, display, perform, create derivative works of, transmit, distribute, and publish all content and materials you provide to us for any purpose, including for the Services or other websites, and for making your content and materials available in any medium now known or later developed.


Copyright

 

AK Beatz respects the intellectual property rights of others. Accordingly, we have a policy of removing User Content that violates copyright law, suspending access to the Services (or any portion thereof) to any user who uses the Services in violation of copyright law, and/or terminating in appropriate circumstances the account of any user who uses the Services in violation of copyright law.


Pursuant to Title 17 of the United States Code, Section 512, AK Beatz has implemented procedures for receiving written notification of claimed copyright infringement and for processing such claims in accordance with such law. If you believe your copyright is being infringed by a user of the Services, please send a signed notice identifying the copyrighted work you claim has been infringed, the material that you claim to be infringing, your contact information (including address, telephone number and, if available, e-mail address) and email or mail the notice to AK Beatz at the following address:


[email protected]
AK Beatz LLC
Attn: Producer
117 South Duke St

York, PA 17401


Termination


We may terminate your account (and prohibit you from establishing any new accounts) without notice for any reason in our discretion, including for violation of these terms or other rules on the Services, fraudulent activity, abusing privileges, harassment of others, your request to terminate, or by law or court order. AK Beatz reserves the right at any time to modify or discontinue, temporarily or permanently, the Services or any of its services or sections. We shall not be liable for any termination of a user's access or for any suspension or discontinuance from the Services.


Copyright and Trademarks Information
 

COPYRIGHT NOTICE: Copyright © 2014 AK Beatz LLC


AK BEATZ is a registered trademark of AK Beatz LLC All other trademarks, trade names, service marks, service names are the property of their respective holders.


Privacy Policy

 

We respect your desire for privacy. AK Beatz’s privacy policy can be found at http://www.local.fullslate.com/privacy. By using the Services, you are consenting to the terms of our privacy policy.


Links to Third Party Websites
 

The Services may contain links to third-party websites which are not under the control of AK Beatz, and we are not responsible for the contents of any linked site or any link contained in a linked site, or any changes or updates to such sites. We are providing these links to you only as a convenience, and the inclusion of any link does not imply that we endorse or accept any responsibility for the content on such third-party site.


Warranty Disclaimer
 

EXCEPT AS EXPRESSLY PROVIDED OTHERWISE, ALL INFORMATION ON THE SERVICES IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND AND AK BEATZ HEREBY DISCLAIMS ALL WARRANTIES EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, AND QUIET ENJOYMENT. In no event will AK Beatz be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Services or information available on the Services.

Except as expressly provided otherwise, you assume all risks concerning the suitability and accuracy of the information on the Services. The Services may contain technical inaccuracies or typographical errors; AK Beatz assumes no responsibility for and disclaims all liability for any such inaccuracies, errors, or omissions on the Services.


AK Beatz may make changes to the Services, information, product offerings, and any other information and materials on the Services at any time and without notice.

Limitation of Liability
 

IN NO EVENT SHALL AK BEATZ, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER. IN NO EVENT SHALL AK BEATZ, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY (I) ERRORS, OMISSIONS, MISTAKES, OR INACCURACIES IN ANY CONTENT ON THE SERVICES, OR IN DELIVERY OF THE SERVICES (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR USE OF THE SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICES OR INTEROPERABILITY PROBLEMS, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, (VI) ANY ACT OR OMISSION BY ANY RECORDING ARTIST, (VII) USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, (VIII) YOUR USE, OR INABILITY TO USE, ANY PORTION OF THE SERVICES OR FOR ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING YOUR DATA) INCURRED AS A RESULT OF YOUR USE OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.  IN NO EVENT SHALL THE LIABILITY OF AK BEATZ OR ITS OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS EXCEED $100.

Indemnification
 

You agree to indemnify, defend, and hold AK Beatz and its affiliates, officers, agents, co-branders, partners, and employees harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Services, including without limitation, your connection to the Services, your violation of the terms of use, your posting of content and materials, your interaction with other users of the Services, your email or text message communication practices, or your violation of any rights of another party.


General Information
 

These terms of use constitute the entire agreement between you and AK Beatz regarding this subject matter, and govern your use of the Services and our websites. By accessing the Services, you agree that the statutes and laws of the United States and the State of Washington, without regard to any principles of conflicts of law, will apply to all matters relating to the use of the Services. Any claim, dispute or controversy arising out of or in connection with or relating to these terms or the breach or alleged breach thereof or your use of the Services shall be submitted by the parties to arbitration by the American Arbitration Association (“AAA”) in Seattle, Washington, United States of America under the AAA’s commercial rules then in effect. The foregoing notwithstanding, nothing in this paragraph shall be deemed as preventing AK Beatz from seeking relief from the courts as necessary to protect its intellectual property rights, and no decision of any arbitrator shall be binding in such event. The award rendered by the arbitrators shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and judgment on such award may be entered in any court having jurisdiction thereof.


The failure of AK Beatz to exercise or enforce any right or provision of these terms of use does not constitute a waiver of such right or provision. If a court of competent jurisdiction finds any provision of these terms of use to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these terms of use remain in full force and effect. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these terms of use must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in these terms of use are for convenience only and have no legal or contractual effect.




Business Associate Agreement Status of the parties

The parties hereby acknowledge and agree that Recording Artist (when applicable) is subject to HIPAA compliance as a covered entity or as a business associate (“Covered Entity”), and that AK Beatz (“Business Associate”) may be a Business Associate of Covered Entity under the HIPAA Security and Privacy Rule and the HITECH Act, each defined below.


WHEREAS, Sections 261 through 264 of the federal Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 (“HIPAA”), known as “the Administrative Simplification provisions,” direct the U.S. Department of Health and Human Services to develop standards to protect the security, confidentiality and integrity of health information; and


WHEREAS, pursuant to the Administrative Simplification provisions, the Secretary of Health and Human Services issued regulations modifying 45 CFR Parts 160 and 164 (the “HIPAA Security and Privacy Rule”); and


WHEREAS, the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) (“ARRA“), pursuant to Title XIII of Division A and Title IV of Division B, called the “Health Information Technology for Economic and Clinical Health” (“HITECH”) Act, provides modifications to the HIPAA Security and Privacy Rule (hereinafter, all references to the “HIPAA Security and Privacy Rule” are deemed to include all amendments to such rule contained in the HITECH Act, the HIPAA Final Omnibus Rule of 2013, and any accompanying regulations, and any other subsequently adopted amendments or regulations); and


WHEREAS, the Parties wish to enter into or have entered into an arrangement whereby Business Associate will provide certain services to Covered Entity, and, pursuant to such arrangement, Business Associate may be considered a “business associate” of Covered Entity as defined in the HIPAA Security and Privacy Rule (hereby referred to as the “Arrangement Agreement”); and


WHEREAS, Business Associate may have access to Protected Health Information (“PHI”), as defined below, in fulfilling its responsibilities under such arrangement;


THEREFORE, in consideration of the Parties’ continuing obligations under the Arrangement Agreement, compliance with the HIPAA Security and Privacy Rule, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound, the Parties agree to the provisions of this Business Associate Agreement (the “Agreement”) in order to address the requirements of the HIPAA Security and Privacy Rule and to protect the interests of both Parties.

Definitions
 

Except as otherwise defined herein, any and all capitalized terms in this Agreement shall have the definitions set forth in the HIPAA Security and Privacy Rule. In the event of an inconsistency between the provisions of this Agreement and mandatory provisions of the HIPAA Security and Privacy Rule, as amended, the HIPAA Security and Privacy Rule shall control. Where provisions of this Agreement are different than those mandated in the HIPAA Security and Privacy Rule, but are nonetheless permitted by the HIPAA Security and Privacy Rule, the provisions of this Agreement shall control.


The term “Protected Health Information” or “PHI” shall have the definition set forth in the HIPAA Security and Privacy Rule, limited to PHI that is created, received, maintained, or transmitted on behalf of Covered Entity by Business Associate pursuant to the Agreement. “Protected Health Information” includes without limitation “Electronic Protected Health Information” or “EPHI,” as defined in the HIPAA Security and Privacy Rule, limited to EPHI that is created, received, maintained, or transmitted on behalf of Covered Entity by Business Associate pursuant to the Agreement.


Confidentiality and Security Requirements
 

Business Associate agrees to the following obligations:

Use or Disclosure of PHI. Business Associate agrees to use or disclose any Protected Health Information solely: (i) for meeting its obligations as set forth in any agreements between the Parties evidencing their business relationship, for services as described in such agreement(s), or (ii) as required by applicable law, rule or regulation, or by any accrediting or credentialing organization to whom Covered Entity is required to disclose such information or as otherwise permitted or required under this Agreement, the Arrangement Agreement (if consistent with this Agreement and the HIPAA Security and Privacy Rule), or the HIPAA Security and Privacy Rule, and (iii) as would be permitted by the HIPAA Security and Privacy Rule if such use or disclosure were made by Covered Entity. All such uses and disclosures shall be subject to the limits set forth in 45 CFR § 164.514 regarding limited data sets and 45 CFR § 164.502(b) regarding the minimum necessary requirements. Business Associate agrees, to the extent that Business Associate is to carry out one or more of Covered Entity’s obligation(s) under Subpart E of 45 C.F.R. Part 164, to comply with the requirements of Subpart E of 45 C.F.R. Part 164 that apply to Covered Entity in the performance of such obligation(s).


Disposition of PHI. Upon termination of this Agreement, if feasible, Business Associate will return or destroy all Protected Health Information received from or created or received by Business Associate on behalf of Covered Entity that Business Associate still maintains in any form and retain no copies of such information. It may not be feasible for Business Associate to return or destroy all copies of Protected Health Information. In such cases, where Business Associate determines, in its sole discretion, that such return or destruction is not feasible, the Parties will extend the protections of this Agreement to the information and Business Associate will limit further uses and disclosures solely to those purposes as originally intended under this Agreement.


Security of PHI. Business Associate agrees to ensure that its agents, including a subcontractor, that create, receive, maintain, or transmit Protected Health Information on behalf of Business Associate agree to the same restrictions and conditions that apply to Business Associate with respect to such information and agree to implement reasonable and appropriate safeguards to protect the confidentiality, integrity, and availability of any of such information which is Electronic Protected Health Information.

Notification of Breach of PHI. Business Associate shall, following the discovery of a breach of unsecured PHI, as defined in the HIPAA Security and Privacy Rule, notify the Covered Entity of such breach pursuant to the terms of 45 CFR § 164.410 and reasonably cooperate in the Covered Entity’s breach analysis procedures, including risk assessment, if requested. A breach shall be treated as discovered by Business Associate as of the first day on which such breach is known to Business Associate or, by exercising reasonable diligence, would have been known to Business Associate. Business Associate will provide such notification to Covered Entity without unreasonable delay and in no event later than twenty (20) calendar days after discovery of the breach. Such notification will contain the elements required in 45 CFR § 164.410.

Permitted Use of PHI. Notwithstanding the prohibitions set forth in this Agreement, Business Associate may use and disclose Protected Health Information:


if necessary, for the proper management and administration of Business Associate services or to carry out the legal responsibilities of Business Associate, provided that as to any such disclosure, (i) the disclosure is required by law; or (ii) Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will be held confidentially and used or further disclosed only as required by law or for the purpose for which it was disclosed to the person, and the person notifies Business Associate of any instances of which it is aware in which the confidentiality of the information has been breached; or


for data aggregation services, if to be provided by Business Associate for the health care operations of Covered Entity pursuant to any agreements between the Parties evidencing their business relationship, or as mutually agreed in writing by both Parties. For purposes of this Agreement, data aggregation services means the combining of Protected Health Information by Business Associate with the protected health information received by Business Associate in its capacity as a business associate of another covered entity, to permit data analyses that relate to the health care operations of the respective covered entities.


Safeguarding PHI. Business Associate will implement appropriate safeguards to prevent use or disclosure of Protected Health Information other than as permitted in this Agreement or required or permitted by applicable law. Business Associate will implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of any Electronic Protected Health Information that it creates, receives, maintains, or transmits on behalf of Covered Entity as required by the HIPAA Security and Privacy Rule and will comply, where applicable, with Subpart C of 45 C.F.R. Part 164 with respect to such Electronic Protected Health Information to prevent use or disclosure of such electronic PHI other than as provided for by this Agreement.


Audit of Business Associate’s Records. The Secretary of Health and Human Services shall have the right to audit Business Associate’s records and practices related to use and disclosure of Protected Health Information to ensure Covered Entity’s compliance with the terms of the HIPAA Security and Privacy Rule.


Unauthorized Use of PHI. Business Associate shall report to Covered Entity any use or disclosure of Protected Health Information which is not in compliance with the terms of this Agreement of which it becomes aware. Business Associate shall report to Covered Entity any Security Incident of which it becomes aware.


Availability of PHI
 

Restrictions on Disclosures of PHI. Business Associate agrees to comply with any requests for restrictions on certain disclosures of Protected Health Information maintained in a Designated Record Set pursuant to Section 164.522 of the HIPAA Security and Privacy Rule to which Covered Entity has agreed and of which Business Associate is notified by Covered Entity, if any.


Access. Business Associate agrees to comply with any requests for preferences of access of Protected Health Information maintained in a Designated Record Set pursuant to Section 164.522 of the HIPAA Security and Privacy Rule to which Covered Entity has agreed and of which Business Associate is notified by Covered Entity, if any. Business Associate agrees to make available Protected Health Information to the extent and in the manner required by Section 164.524 of the HIPAA Security and Privacy Rule. Business Associate agrees to make Protected Health Information maintained in a Designated Record Set available for amendment and incorporate any amendments to Protected Health Information maintained in a Designated Record Set in accordance with the requirements of Section 164.526 of the HIPAA Security and Privacy Rule.

Accounting. In addition, Business Associate agrees to make Protected Health Information available for purposes of accounting of disclosures, as required by Section 164.528 of the HIPAA Security and Privacy Rule and Section 13405(c)(3) of the HITECH Act. Business Associate and Covered Entity shall cooperate in providing any accounting required on a timely basis.


Obligations of Covered Entity
 

Changes in Authorization. Covered Entity shall inform Business Associate, in writing and in a timely manner, of any changes in, or withdrawal of, any authorization provided to Covered Entity by any Individual pursuant to 45 CFR § 164.508, to the extent that such changes or withdrawal may affect Business Associate’s use or disclosure of PHI. In addition, Covered Entity shall notify Business Associate, in writing and in a timely manner, of any restriction to the use or disclosure of PHI that Covered Entity has agreed to in accordance with 45 CFR § 164.522, to the extent that such restriction may affect Business Associate’s use or disclosure of PHI. Covered Entity shall promptly notify Business Associate of any breach by Covered Entity of any obligation under the HIPAA Security and Privacy Rule as such breach relates to PHI as defined herein. Covered Entity shall not request Business Associate to use or disclose PHI in any manner that would not be permissible under the HIPAA Security and Privacy Rule if done by Covered Entity, and Business Associate is not required to use or disclose PHI in any manner that would not be permissible under the HIPAA Security and Privacy Rule if done by Covered Entity.


Minimum Necessary. Covered Entity shall disclose to Business Associate only the “Minimum Necessary” amount of PHI for Business Associate to perform the services in Arrangement Agreement and its rights and obligations under this Agreement, and only in compliance with the HIPAA Security and Privacy Rule.


Miscellaneous
 

No Third Parties. Except as expressly stated herein or within the HIPAA Security and Privacy Rule, the Parties to this Agreement do not intend to create any rights in any third parties.


Entire Agreement, Amendments, Assignment, Relationship, Waiver, Governing Law. This Agreement is the entire agreement between the parties in connection with the subject matter herein and this Agreement may be amended or modified only in a writing signed by the Parties. Either party may assign, sublicense, delegate or transfer all or any portion of its rights or responsibilities under this Agreement by operation of law or otherwise to any subsidiaries or affiliates thereof, or to any other party, in connection with a sale of the business related to this Agreement or to the Arrangement Agreement. Any assignment of this Agreement by Business Associate in connection with a sale of this business shall relieve Business Associate from any further liability hereunder. None of the provisions of this Agreement are intended to create, nor will they be deemed to create any relationship between the Parties other than that of independent parties contracting with each other solely for the purposes of effecting the provisions of this Agreement and any other agreements between the Parties evidencing their business relationship. This Agreement will be governed by Washington law, without regard to its choice of law provisions. No change, waiver or discharge of any liability or obligation hereunder on any one or more occasions shall be deemed a waiver of performance of any continuing or other obligation, or shall prohibit enforcement of any obligation, on any other occasion. In the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of the provisions of this Agreement will remain in full force and effect. In addition, in the event a Party believes in good faith that any provision of this Agreement fails to comply with the then-current requirements of the HIPAA Security and Privacy Rule, including any then-current requirements of the HITECH Act or its regulations, such Party shall notify the other Party in writing. For a period of up to thirty (30) days, the Parties shall address in good faith such concern and amend the terms of this Agreement, if necessary to bring it into compliance. If, after such thirty (30)-day period, the Agreement fails to comply with the HIPAA Security and Privacy Rule, including the HITECH Act, then either Party has the right to terminate upon written notice to the other Party.


Minimum Requirements. The Parties agree that, in the event that any documentation of the Arrangement Agreement pursuant to which Business Associate provides services to Covered Entity contains provisions relating to the use or disclosure of Protected Health Information, which are more restrictive than the provisions of this Agreement, the provisions of the more restrictive documentation will control. The provisions of this Agreement are intended to establish the minimum requirements regarding the Parties’ use and disclosure of Protected Health Information.


Notices. Except as otherwise specified herein, all notices, demands or communications required hereunder shall be in writing and delivered personally, or sent either by U.S. certified mail, postage prepaid return receipt requested, or by overnight delivery air courier (e.g., Federal Express) to the Parties at their respective addresses set forth above in this Agreement and, for AK Beatz, with a copy to: AK Beatz Inc, 2305 N 44th Street, Seattle WA 98103. All such notices, requests, demands, or communications shall be deemed effective immediately upon receipt.


Effective Date
 

These terms of use were last revised on January 1, 2015.