Terms of Agreement

Overview

This Revenue Cycle Management Services Agreement (“Agreement”) is entered into by and between MediBillX Inc., a Texas corporation with principal offices at 3200 Wilcrest Dr, Suite 170-250, Houston, Texas 77042 (“MediBillX” or “Company”), and the healthcare provider or entity executing this Agreement (“Provider”). MediBillX and Provider may be referred to individually as a “Party” and collectively as the “Parties.”

This Agreement sets forth the terms and conditions under which MediBillX will provide Revenue Cycle Management (“RCM”) services to Provider, including but not limited to billing, coding, claims management, credentialing, reporting, and other related services.
 

1. Definitions

For the purposes of this Agreement, the following terms shall have the meanings set forth below:
1.1 Protected Health Information (“PHI”) – Any individually identifiable health information, including demographic information, created or received by MediBillX on behalf of Provider that relates to the past, present, or future physical or mental health of an individual.
1.2 Services – The RCM services, credentialing services, and related administrative support provided by MediBillX to Provider as described in this Agreement.
1.3 Authorized Users – Employees, contractors, or agents of Provider who are authorized to access MediBillX services.
1.4 Confidential Information – Any information disclosed by one Party to the other that is proprietary, financial, clinical, or otherwise sensitive in nature, including but not limited to PHI, business processes, or operational data.
 

2. Scope of Services

2.1 MediBillX shall provide RCM services to Provider, which may include:

• Charge entry and claim submission

• Medical coding services, including ICD-10, CPT, and HCPCS coding

• Electronic submission to insurance payers

• Denial management and appeals

• Payment posting, reconciliation, and adjustment

• Accounts receivable follow-up

• Eligibility and benefits verification

• Patient statement processing and soft collections

• Fee schedule analysis

• Reports management and auditing

• Coordination with government, commercial, and private payers

• Tracking of claims and customer service

2.2 MediBillX may also provide Logistics and Coordination Services:

• Coordination with Provider staff for claim documentation

• Follow-up on claim rejections and denials

• Scheduling and facilitating credentialing and payer enrollment

• Communication with insurance carriers and clearinghouses

• Implementation and support for electronic health record (EHR) integration

2.3 MediBillX shall perform services in a professional and diligent manner, using qualified personnel and industry-standard processes to ensure timely and accurate claim processing.
 

3. Reporting Obligations

3.1 Weekly Reports – MediBillX shall provide weekly summaries of claims submitted, payments received, outstanding accounts receivable, and pending denials via secure email or portal access.
3.2 Monthly Reports – Within a reasonable period following the end of each month, MediBillX shall provide detailed reports, including:

• Total charges submitted

• Total payments collected

• Breakdown of collections by payer type (government, commercial, patient-responsible)

• Denial analysis and reasons

• Appeals status and outcomes

• Accounts receivable aging report categorized by 0-30, 31-60, 61-90, and 90+ days
  3.3 Custom Reports – Upon request by Provider, MediBillX shall provide additional reporting or analytics, subject to data availability and reasonable effort.
   

4. HIPAA Compliance and Business Associate Obligations

4.1 MediBillX acknowledges that its performance of services will involve the creation, receipt, maintenance, or transmission of PHI on behalf of Provider. MediBillX agrees to comply with HIPAA, HITECH, and applicable regulations, including 45 C.F.R. Parts 160 and 164.
4.2 Safeguards – MediBillX shall implement administrative, physical, and technical safeguards, including:

• Role-based access controls and user authentication

• Encryption of PHI at rest and in transit

• Regular staff training and confidentiality agreements

• Monitoring and audit logs to detect unauthorized access
  4.3 Minimum Necessary Rule – MediBillX shall access only the minimum PHI necessary to perform the services described in this Agreement.
  4.4 Business Associate Agreement – The Parties shall execute a HIPAA-compliant Business Associate Agreement (“BAA”), attached as Exhibit A and incorporated herein.
  4.5 Unauthorized Disclosure – MediBillX shall report any unauthorized use or disclosure of PHI within forty-eight (48) hours of discovery, including details of the incident and corrective actions taken.
  4.6 Subcontractors – MediBillX shall ensure that any subcontractors accessing PHI agree in writing to comply with the same HIPAA obligations. MediBillX remains liable for subcontractor compliance.
  4.7 Return or Destruction of PHI – Upon termination or expiration, MediBillX shall return or securely destroy all PHI unless infeasible. In such cases, MediBillX shall extend all protections to the PHI and limit its use to purposes required by this Agreement.
  4.8 Audit Rights – MediBillX shall make available its HIPAA-related policies, procedures, and records to the Secretary of the U.S. Department of Health and Human Services or Provider as required for compliance audits.
   

5. Confidentiality

5.1 Confidential Information – For purposes of this Agreement, “Confidential Information” includes, but is not limited to, all patient medical records, financial records, billing and claims information, provider operational procedures, business strategies, proprietary software, EHR data, and any other information disclosed by one Party (“Disclosing Party”) to the other Party (“Receiving Party”) that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

5.2 Non-Disclosure and Non-Use – The Receiving Party shall:

• Not disclose Confidential Information to any third party except as expressly permitted under this Agreement or required by law.

• Use Confidential Information solely for the purpose of performing its obligations under this Agreement.

• Take all reasonable measures to protect the confidentiality of Confidential Information, including measures at least as stringent as those used to protect its own confidential information.

5.3 Permitted Disclosures – Confidential Information may be disclosed:

• To employees, contractors, or agents who have a legitimate need to know in order to perform services under this Agreement and are bound by confidentiality obligations at least as protective as those in this Agreement.

• As required by law, court order, or governmental authority; provided that the Receiving Party gives prompt written notice to the Disclosing Party prior to disclosure, to the extent legally permissible, to allow the Disclosing Party to seek a protective order or other remedy.

5.4 Survival – All obligations of confidentiality under this Section 5 shall survive the termination or expiration of this Agreement for a period of seven (7) years or for as long as the information remains confidential, whichever is longer.

5.5 Return or Destruction of Confidential Information – Upon expiration or termination of this Agreement, the Receiving Party shall promptly return or destroy all Confidential Information in its possession, including any copies, summaries, or derivations, and certify in writing to the Disclosing Party that such return or destruction has been completed.
 

6. Indemnification and Limitation of Liability

6.1 Provider Indemnification – Provider shall defend, indemnify, and hold harmless MediBillX, its affiliates, officers, directors, employees, and agents from and against any and all claims, demands, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• Any inaccurate, incomplete, or fraudulent information provided by Provider to MediBillX.

• Any clinical services rendered, or decisions made, by Provider or its staff, including claims for malpractice or patient harm.

• Any violation of applicable laws, rules, or regulations by Provider, including Medicare/Medicaid, state or federal billing laws, and other payer rules.

• Any breach by Provider of its representations, warranties, or obligations under this Agreement.

6.2 MediBillX Indemnification – MediBillX shall defend, indemnify, and hold harmless Provider, its affiliates, officers, directors, employees, and agents from and against all claims, demands, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• MediBillX’s gross negligence, willful misconduct, or breach of its obligations under this Agreement.

• Any unauthorized use or disclosure of PHI caused by MediBillX’s failure to comply with HIPAA, HITECH, or applicable state privacy laws.

• Errors, omissions, or negligence by MediBillX in performing its RCM services, including improper claims submission, coding errors, or failure to follow documented procedures.

6.3 Limitation of Liability – Except for breaches of confidentiality, HIPAA obligations, or indemnity obligations under Sections 5 and 6

• Neither Party shall be liable to the other for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, or business opportunity.

• Each Party’s total aggregate liability to the other Party for direct damages arising under or related to this Agreement shall not exceed the total fees actually paid to MediBillX by Provider under this Agreement during the three (3) months preceding the event giving rise to the claim.

6.4 Notice of Claims – Each Party shall promptly notify the other in writing of any claim, demand, or legal action for which indemnification may be sought under this Section 6 and provide reasonable cooperation in defending such claims.
 

7. Governing Law and Dispute Resolution

7.1 Governing Law – This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas, without giving effect to conflict-of-law principles that would result in the application of the laws of any other jurisdiction.

7.2 Jurisdiction and Venue – The Parties agree that all disputes, claims, or causes of action arising out of or in connection with this Agreement shall be brought exclusively in the state or federal courts located in Harris County, Texas, and the Parties hereby consent to the personal jurisdiction and venue of such courts.

7.3 Dispute Resolution Procedures – Prior to initiating any formal legal proceedings, the Parties shall attempt in good faith to resolve disputes through the following process:

• The Party raising the dispute shall provide written notice to the other Party detailing the nature of the dispute, including supporting documentation.

• Within ten (10) business days of receipt, the receiving Party shall provide a written response.

• The Parties shall then meet or confer (in person or via teleconference) to attempt to resolve the dispute amicably.

7.4 Equitable Relief – Nothing in this Agreement shall prevent either Party from seeking injunctive or equitable relief from a court of competent jurisdiction to protect its intellectual property, PHI, or other confidential information.

7.5 Attorneys’ Fees – In the event a dispute results in legal proceedings, the prevailing Party shall be entitled to recover reasonable attorneys’ fees, court costs, and expenses in addition to any other relief awarded.

7.6 Waiver of Jury Trial – To the fullest extent permitted by law, the Parties hereby waive their right to a trial by jury in any action or proceeding arising out of or relating to this Agreement.
 

8. Changes to this Policy

We reserve the right to update this Policy. We will post the revised Policy on our website with an updated “Effective Date.” For material changes impacting your rights, we will attempt to give notice (email or site banner) before changes take effect.

 

9. Sample consent & disclosure language 

Online form consent (box text):
“By providing my phone number and email address I consent to receive service-related messages from MediBillX (calls, SMS, email) regarding billing, claim status, and account updates. Reply STOP to unsubscribe. Message and data rates may apply. Consent is not required to purchase services.”

Verbal consent script (during onboarding):
“MediBillX can send you text messages about claim statuses, billing alerts, and service updates. Message and data rates may apply. You may reply HELP for help or STOP to opt out at any time. Do you consent to receive these messages?”

Breach notification example (provisional text):
“If your personal information was affected by a security incident on [date], MediBillX will provide notice describing the nature of the breach, the types of information involved, steps we are taking to investigate and mitigate, and practical steps individuals can take to protect themselves.”

 

10. Implementation checklist (for internal use)

• Execute BAAs with all Covered Entities and PHI-processing vendors.

• Maintain vendor security questionnaires and periodic audits.

• Configure logs, monitoring, and MFA for administrative access.

• Implement cookie banner & consent management on website.

• Implement HELP/STOP SMS automation and retention.

• Publish this Policy (privacy page), cookie policy, and messaging policy.

• Train workforce annually on HIPAA, phishing, and secure handling.

• Maintain breach response plan and run tabletop exercises.

 

11. Legal disclaimer

This Policy is for general guidance. It does not constitute legal advice. For legal certainty (especially on state-specific obligations, CCPA/CPRA, or special payer requirements), consult your counsel.

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12. Acknowledgment & Acceptance

By using MediBillX Services or submitting information to MediBillX, you acknowledge that you have read and understand this Privacy Policy and consent to MediBillX’s collection, use, and disclosure practices as described.

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Contact Us

If you have any questions about this Privacy Policy, You can contact us:

By email: info@medibillx.com

By visiting this page on our website: https://medibillx.com/

By phone number: (281) 500-5660

By mail: 3200 Wilcrest Dr. Ste 170-250 Houston, TX 77042, USA