MedGrid, LLC | Physician-to-Physician Consultation Marketplace
These Peer-to-Peer Consultation Terms (these "Terms") govern the use of the MedGrid consultation feature, through which a physician may request, schedule, and pay for a professional consultation with another physician (each, a "Consultation"). By requesting or accepting a Consultation, each physician agrees to these Terms. The physician requesting a Consultation is the "Requesting Physician," and the physician providing it is the "Consulting Physician."
MedGrid, LLC ("MedGrid") operates a technology platform that provides scheduling, video conferencing, and payment-facilitation tools for Consultations. MedGrid does not practice medicine, does not provide medical advice, is not a party to any Consultation, and is not responsible for the content of any Consultation or for any clinical decision made by either physician. The physicians are solely responsible for the professional substance of the Consultation.
2.1 Peer-to-Peer Only. A Consultation is a professional, peer-to-peer discussion between two licensed physicians. A Consultation does not create a physician-patient relationship between the Consulting Physician and any patient of the Requesting Physician, and the Consulting Physician is not assuming care of, and is not responsible for, any such patient.
2.2 Requesting Physician Retains Responsibility. The Requesting Physician retains full responsibility for the care and treatment of the Requesting Physician's patients, including the decision whether to act on any information shared during a Consultation. Information shared by the Consulting Physician is informational and advisory only.
2.3 Not a Referral. A Consultation is not, and shall not be used as, a means of referring patients or of inducing the ordering or prescribing of any item or service.
Each physician sets and maintains availability through the platform. Consultations are conducted through the platform's video tool. Each physician shall conduct itself professionally and in compliance with applicable law and professional standards, and shall hold and maintain an active, unrestricted license in good standing.
4.1 Consulting Physician Rate. The Consulting Physician sets the rate for the Consultation, displayed before booking.
4.2 Platform Fee. MedGrid charges a fixed technology and administrative platform fee of 15% of the Consultation rate (the "Platform Fee"). The Platform Fee is compensation for MedGrid's scheduling, hosting, and payment-facilitation services only, is set in advance, and does not vary with, and is not conditioned on, the volume or value of any referrals, orders, or prescribing. MedGrid collects payment from the Requesting Physician, retains the Platform Fee, and remits the balance to the Consulting Physician on a net-15 basis.
4.3 Compliance. The Parties intend that the Platform Fee comply with applicable anti-kickback and fee-splitting laws as a bona fide payment for administrative and technology services. [Confirm the Platform Fee structure against the fee-splitting law of each state in which physicians participate.]
A Consultation may be recorded only with the consent of both physicians, as indicated through the platform. Each physician shall keep confidential the information disclosed during a Consultation. To the extent any patient information is shared, each physician is responsible for ensuring the sharing is permitted under HIPAA and applicable law, and MedGrid handles any protected health information it processes as a business associate under the applicable Business Associate Agreement.
THE PLATFORM AND ANY INFORMATION EXCHANGED ARE PROVIDED WITHOUT WARRANTY. MEDGRID DISCLAIMS ALL WARRANTIES TO THE FULLEST EXTENT PERMITTED BY LAW AND IS NOT LIABLE FOR ANY CLINICAL DECISION OR FOR THE CONTENT OF ANY CONSULTATION. TO THE FULLEST EXTENT PERMITTED BY LAW, MEDGRID'S AGGREGATE LIABILITY ARISING OUT OF THESE TERMS WILL NOT EXCEED THE PLATFORM FEES MEDGRID RETAINED FROM THE APPLICABLE PHYSICIAN IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
Each physician shall indemnify, defend, and hold harmless MedGrid and the other physician from and against claims arising out of that physician's conduct, clinical decisions, breach of these Terms, or violation of law in connection with a Consultation.
These Terms are governed by the laws of the State of Delaware. Any dispute shall be resolved through good faith negotiation for thirty (30) days, then non-binding mediation administered by JAMS in Miami Beach, Florida, and then final and binding arbitration administered by JAMS before a single arbitrator in Miami Beach, Florida. To the fullest extent permitted by law, all disputes shall be resolved on an individual basis, and each party waives any right to a jury trial and to participate in any class or representative proceeding. Either party may seek injunctive relief in a court of competent jurisdiction. MedGrid may modify these Terms prospectively by posting an updated version. These Terms are the entire agreement on their subject matter.