AMA CPT Addendum

THIS AMA-CPT ADDENDUM (“ADDENDUM”) IS ENTERED INTO BY AND BETWEEN THE CONTRACTING INFINX ENTITY PROVIDER DESIGNATED IN THE ORDER(S) ON BEHALF OF ITSELF AND ITS AFFILIATES (INCLUDING WITHOUT LIMITATION, ITS OFF-SHORE AFFILIATES WHICH INCLUDE INFINX SERVICES PVT. LTD., LOCATED IN INDIA AND INFINX HEALTHCARE PHILIPPINES, INC., LOCATED IN THE PHILIPPINES) (COLLECTIVELY, “INFINX”), AND THE PERSON OR ENTITY TO WHICH INFINX PROVIDES THE USE OF THE LICENSED CONTENT FROM THE AMA UNDER THE TERMS AND CONDITIONS OF THIS ADDENDUM (“CUSTOMER”). THE PARTIES ARE ENTERING INTO THIS ADDENDUM TO SET FORTH THE TERMS AND CONDITIONS FOR THE USE OF THE LICENSED CONTENT AS REQUIRED BY INFINX’S AGREEMENT WITH THE AMA. BY ENTERING INTO AN ORDER UNDER WHICH CUSTOMER WILL BE GIVEN ACCESS TO AND/OR USE OF ANY LICENSED CONTENT, CUSTOMER HEREBY ENTERS INTO THIS ADDENDUM AND IS LEGALLY BOUND THEREBY. THIS ADDENDUM IS HEREBY ATTACHED TO AND MADE A PART OF THE GENERAL TERMS AND CONDITIONS (“GENERAL TERMS”) SET FORTH AT HTTPS://WWW.INFINX.COM/TERMS-AND-CONDITIONS-FOR-CUSTOMER-AGREEMENTS BY AND BETWEEN INFINX AND CUSTOMER REGARDING THE PROVISION AND USE OF LICENSED CONTENT AS PART OF THE INFINX PRODUCT(S) AS SET FORTH IN SUCH ORDER(S). THE PERSON EXECUTING THE ORDER(S) ON BEHALF OF CUSTOMER REPRESENTS AND WARRANTS TO INFINX THAT THEY HAVE FULL LEGAL AUTHORITY TO ACCEPT THE TERMS OF THIS ADDENDUM AND THAT THEY AND CUSTOMER ARE NOT BANNED FROM USING THE LICENSED CONTENT UNDER THE LAWS OF THE UNITED STATES OR ANY OTHER COUNTRY. ALL CAPITALIZED TERMS USED IN THIS ADDENDUM BUT NOT DEFINED WILL HAVE THE SAME MEANINGS GIVEN IN THE GENERAL TERMS OR APPLICABLE ORDER. IN THE EVENT OF A CONFLICT BETWEEN THE TERMS OF THIS ADDENDUM, THE GENERAL TERMS AND THE ORDER, THE FOLLOWING DESCENDING ORDER OF PRECEDENCE WILL CONTROL: THE ORDER, THIS ADDENDUM AND THE GENERAL TERMS.

AGREEMENT

  1. Definitions. As used in this Addendum, the following definitions shall apply:
    1. “AMA” means American Medical Association, a not-for-profit corporation, located at AMA Plaza, 330 North Wabash Avenue, Suite 39300, Chicago, Illinois 60611-5885, USA.
    2. “AMA Agreement” means the applicable CPT® DISTRIBUTION LICENSE AGREEMENT or similar agreement by and between Infinx and the AMA providing for the use of Licensed Content by Infinx and its users.
    3. “Infinx Product” means the Infinx Offering within which access and use of the Licensed Content is made available to Customer.
    4. “Licensed Content” means Current Procedural Terminology (“CPT®”) Data File, which means content from the print publication Current Procedural Terminology, Fourth Edition and CPT Standard data file published by the AMA.
    5. “Territory” is defined as the following: Algeria, Argentina, Australia, Bahamas, Bahrain, Belgium, Bermuda, Brazil, British Virgin Islands, Canada, Cayman Islands, Chile, China, Colombia, Costa Rica, Cyprus, Denmark, Dominican Republic, Ecuador, El Salvador, Federated States of Micronesia, Finland, France, Germany, Greece, Guam, Guatemala, Hong Kong, Hungary, India, Ireland, Israel, Italy, Jamaica, Japan, Jordan, Kenya, Republic of Korea (South Korea), Kuwait, Lebanon, Mauritius, Mexico, New Zealand, Nigeria, Northern Mariana Islands, Norway, Oman, Pakistan, Panama, Peru, Philippines, Poland, Portugal, Puerto Rico, Qatar, Saudi Arabia, Singapore, South Africa, Spain, Sweden, Switzerland, Tanzania, Thailand, Tunisia, Turkey, Uganda, United Arab Emirates, United Kingdom, United States and U.S. Virgin Islands.
  2. Copyright and Trademark Notices. Licensed Content is copyrighted by the AMA. Current Procedural Terminology (CPT®) is copyrighted by the AMA, and CPT is a registered trademark of the AMA. Any rights not expressly granted herein are reserved.
  3. Usage of the Licensed Content. Subject to the terms of Section 13 (International Use) of the General Terms and Conditions, Customer has a limited, non-exclusive, non-transferable, non-sublicensable right to internally use Licensed Content in the applicable Infinx Product(s) within the Territory during the term of the relevant Order. Upon expiration or termination of the relevant Order, Customer’s right to use the Licensed Content shall automatically terminate. Notwithstanding any contrary term (including without limitation, in an Order) permitting use of Infinx Product(s) outside of the Territory, in no event shall the Licensed Content be used outside of the Territory.
  4. AMA Agreement. The provision of updated Licensed Content in the Infinx Product(s) is dependent on a continuing contractual relationship between Infinx and the AMA. In the event AMA requests changes to this Addendum, Infinx may effect such changes, and Infinx will use reasonable efforts to notify Customer in advance of the effective date of any material change in accordance with the provisions of Section 17 (Changes) of the General Terms and Conditions.
  5. Restrictions. Customer is prohibited from making Licensed Content publicly available, creating derivative works (including translating), transferring, selling, leasing, licensing, or otherwise making available to any unauthorized party the Licensed Content, or a copy or portion of Licensed Content to any unauthorized party, including a subsidiary, affiliate, or other legal entity (except to the extent such entities are incorporated into the definition of Customer in the relevant Order), however designated, for any purpose whatsoever except as expressly permitted in this Addendum.
  6. Disclaimers. Customer expressly acknowledges and agrees to the extent permitted by applicable law, use of the Licensed Content is at Customer’s sole risk and the Licensed Content is provided “as is” without warranty of any kind. The AMA does not directly or indirectly practice medicine or dispense medical services. Fee schedules, relative value units, conversion factors and/or related components are not assigned by the AMA, are not part of CPT, and the AMA is not recommending their use. The Licensed Content does not replace the AMA’s Current Procedural Terminology book or other appropriate coding authority. The coding information contained in the Licensed Content should be used only as a guide.
  7. Reporting. Customer shall keep records and submit reports including information necessary for the calculation of royalties payable to the AMA by Infinx, of the same type as required of Infinx under the AMA Agreement (in order that Infinx may accurately report and pay royalties to the AMA). Customer consents to the release of such information to the AMA. Customer further agrees to provide, without delay, additional information that the AMA (as a third-party beneficiary) may reasonably request to verify the information. Nothing herein shall require Customer to submit or release information that would cause Customer to be in violation of applicable federal or state privacy laws.
  8. U.S. Government End Users. CPT is commercial technical data, which was developed exclusively at private expense by the American Medical Association (AMA), 330 North Wabash Avenue, Chicago, Illinois 60611. This Addendum does not grant the Federal Government a direct license to use CPT based on FAR 52.227-14 (Data Rights – General) and DFARS 252.227-7015 (Technical Data – Commercial Items).
  9. Compliance. Customer must ensure that anyone with authorized access to the Infinx Product(s) will comply with the provisions of this Addendum.
  10. Third Party Beneficiary. The AMA is a third-party beneficiary of this Addendum.
  11. Consent. Notwithstanding anything in this Addendum or the Order to the contrary, Customer expressly consents to the release of its name and the names of the authorized users of the Licensed Content to the AMA.

AMA–CPT Addendum to General Terms and Conditions, Version 1.0, Promulgated February 5, 2025.