End User Terms and Conditions for NextGen^® Revenue Cycle Analytics, powered by Dimensional Insight

Client understands that the NextGen Revenue Cycle Analytics (“NGRCA”) utilizes the offerings of Dimensional Insight, Inc. (“DI”) to power the features and functionality within NGRCA. Accordingly, to utilize the NGRCA, Client must agree to the following terms and conditions between Client and Dimensional Insight, Inc. (“DI”).

By signing the order form with NextGen Healthcare (“Company”) that contains NGRCA, a third-party product or service, (and/or clicking "I ACCEPT" or equivalent language when you or your organization first uses NGRCA) you and/or your organization are agreeing to the following terms and conditions that are directly between you and DI, a third-party vendor (to the extent you are agreeing on behalf of your organization, you represent and warrant that you are authorized to do so) and not between you and Company.

Client agrees as follows:

• 1. DEFINITIONS
  • 1.1 Reserved
  • 1.2 “Documentation” shall mean the user manuals and other documentation for the Programs normally distributed to Client with the Program.
  • 1.3 “Programs” shall mean the machine-readable, binary code version of DI’s computer software products included within NGRCA, and all modifications, corrections or enhancements thereto which become part of such computer software product as licensed by DI in accordance with the terms hereof.
  • 1.4 Reserved
  • 1.5 “Order” shall mean the form furnished by Company or a substantially equivalent form used by Client, to purchase a subscription to use the Program within the NGRCA under this Agreement.
  • 1.6 “Named User” shall mean the individual specifically identified by the Client as the sole holder of a Named User License. A Named User means one specifically identified individual authorized to access the Programs. The individual Named User may access only the Programs for which he or she has obtained a Named User License.
  • 1.7 “Named User License” shall mean authorized use of the Programs by a Named User only.
• 2. TITLE AND LICENSE TERMS
  • 2.1 Title. The Programs furnished hereunder are licensed, not sold, to Client. All right, title and interest in and to the Programs and Documentation shall remain with DI, and Client acknowledges that no such right, title or interest in or to the Programs and Documentation is granted under these Terms and Conditions other than the specified limited right of use identified herein, which may be revoked in accordance with the terms of these Terms and Conditions.
  • 2.2 Program License Grant.
    • 2.2.1 For each Program furnished hereunder, and subject to payment in full of the applicable license fee, DI hereby grants to Client a non-exclusive, non-transferable right to use the Program in machine-readable, object code form on any number of personal computers, or accessed via a browser or web-based interface, by the number of Named Users identified in the applicable Order, but only to the extent of the level of licensed functionality purchased as described in the Price List and identified in the applicable Order, and only with the NGRCA.
    • 2.2.2 The licenses granted under Section 2.2.1 are Named User Licenses only, and the sharing of a Named User License by more than one individual is expressly prohibited and is a material breach of this Agreement. In addition, a Named User License may not be transferred from one individual to another unless (i) the original Named User no longer requires and is no longer permitted access to the Programs and (ii) Client specifically identifies the new individual who will subsequently act as the Named User. Client will not designate more Named Users than the number of Named User Licenses identified in the applicable Order, and Client will not allow the Programs to be used by any individuals other than the Named Users designated by Client from time to time. Client will maintain accurate records of the Named Users designated by Client to use the Programs under each Named User License granted to Client and will make those records available to DI promptly upon request.
    • 2.2.3 All Program licenses hereunder are restricted to use only for Client’s internal business purposes.
  • 2.3 Misappropriation of Programs. Client shall do nothing inconsistent with DI’s title to the Program, and shall not attempt to reproduce, decompile, or reverse assemble any portion of the Program, or analyze or otherwise examine it for the purposes of reverse engineering or the development of any derivative works, unless, but only to the extent that, such activity is expressly permitted by applicable law notwithstanding this limitation. Client may not copy the Program for any purpose other than for backup or archival purposes, subject to Section 2.2 above.
• 3. ACCESS AND USE.
  • 3.1 During the applicable subscription term, and any renewal subscription term, the Client will have a nonexclusive, nontransferable license to access and use the Programs in machine-readable, object code form only, via a browser or web-based interface and only in connection with the use of the NGRCA.
  • 3.2 The Client shall identify by name each of its Named Users of the Licensed Components and may make changes to its list of authorized Users only upon notice to Company. Company shall designate one or more computer servers for use by the Clients under a SaaS License.
  • 3.3 Company will identify the applicable User I.D. and initial password for each of its authorized Users. The User I.D. may only be used by the single authorized User to whom it is assigned, and such User I.D. may not be disclosed to or used by any other User or other person.
  • 3.4 Authorized Users may access the Programs only for use in connection with internal operations of the Client’s business.
  • 3.5 Neither Client or any User may (i) copy the Programs, or elements thereof, (ii) alter, modify or adapt the Programs, including but not limited to translating, de-compiling, disassembling, or creating derivative works thereof, or (iii) make the Programs available to any third party for any use by loan, rental, sublicense, service bureau, time sharing, or otherwise; and, Client, both during the term of this Agreement and thereafter, will use commercially reasonable efforts to hold in confidence its knowledge of the Programs.
  • 3.6 All terms and conditions of this End User document shall apply to all Users of the Programs, and Client shall be responsible for User compliance with the terms of this agreement, including maintenance of User I.D. and user password security.
  • 3.7 DI, as licensor of the Programs to Company, shall have no liability with respect to the NGRCA or the use of the Programs, including without limitation incidental or consequential damages.

Last updated 11/16/2021