ICD-10-CA/CCI Folio Views licence

VERSION 2022

These terms and conditions form a binding agreement between you or the corporation, entity, or organization you represent (Licensee) and the Canadian Institute for Health Information (CIHI). By checking the box and clicking “I Agree”, the Licensee acknowledges that the Licensee has read and understood and is agreeing to be bound by this agreement. If the Licensee does not or cannot agree to any of this agreement’s terms or conditions, the Licensee may not proceed with using the Product (defined below). This agreement governs the Licensee’s use of the Product and is effective immediately upon the earlier of (i) the Licensee checking the box and clicking “I Agree”, (ii) the Licensee’s first use, of any kind, of the Product, or (iii) the Licensee first acquiring the Product (Effective Date).

IF THE LICENSEE CHECKS THE BOX AND CLICKS “I AGREE” WITHOUT READING THIS AGREEMENT, THE LICENSEE IS STILL AGREEING TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.

If you are entering into this agreement on behalf of a corporation, entity, or organization, such as the organization you work for, you represent to CIHI that you have legal authority to bind such corporation, entity, or organization to this agreement.

ONLY THOSE QUALIFYING AS LICENSEES UNDER SECTION 2(A) MAY USE THE PRODUCT UNDER THIS AGREEMENT.

The parties agree as follows.

Definitions

In addition to any other terms defined elsewhere in this agreement, the following terms will have the following meanings in this agreement:

(a) “CCI” means CIHI’s classification of procedure codes entitled the Canadian Classification of Health Interventions.
(b) “Folio Views” means the Folio Views software and Quick Start User Guide, owned by Rocket Software, Inc., which are used to facilitate the Licensee’s use of the ICD-10-CA/CCI.
(c) “ICD-10-CA” means the Tenth Revision of the International Statistical Classification of Diseases and Related Health Problems modified for Canadian use.
(d) “ICD-10-CA/CCI” means Version 2022 of the ICD-10-CA and/or CCI.
(f) “Product” means the ICD-10-CA/CCI product being made available using Folio Views. For greater certainty, the Product includes the ICD-10-CA/CCI and Folio Views.

Licensees and Permitted Uses

- (a) The Licensee is one of the following:
  - (i) A Health Care Licensee, meaning (a) a Canadian institution or establishment that, in whole or in part, provides health care or health services in any of the provinces or territories in Canada, (b) a provincial or territorial Ministry or Department responsible for the administration and delivery of health care or health-related services within its province or territory in Canada, or (c) a regional health authority (or equivalent) that provides health care or health-related services in a region within a province or territory in Canada;
  - (ii) A School Licensee, meaning a Canadian educational institution providing students with courses, which use or relate to the ICD-10-CA/CCI;
  - (iii) A Student/Faculty Licensee, meaning (a) a student registered in courses that use or relate to the ICD-10-CA/CCI at a Canadian educational institution and who requires an individual copy of the Product, or (b) a faculty member of a Canadian educational institution providing students with courses that use or relate to the ICD-10-CA/CCI and who requires an individual copy of the Product; or
  - (iv) A Research Licensee, meaning an individual researcher who is not affiliated with, under contract with, or funded by a commercial organization for the purposes of their research, and who is not a Licensee under paragraphs (i) to (iii) above.
- (b) Permitted Use means:
  - (i) for a Health Care Licensee, internal non-commercial use in the interests of a Canadian provincial/territorial health care system, or the Canadian health care system generally. For clarity, Permitted Use includes data collection, employee training and reference, research, and analysis;
  - (ii) for a School Licensee, use as a teaching, educational and/or reference resource for the School Licensee’s faculty and students who are, respectively, instructing or registered in a course that utilizes or relates to ICD-10-CA/CCI;
  - (iii) for a Student/Faculty Licensee, use as a teaching, educational and/or reference resource in connection with a course that utilizes or relates to ICD-10-CA/CCI; or
  - (iv) for a Research Licensee, use for non-commercial research that relates to a Canadian provincial/territorial health care system, or the Canadian health care system generally. For greater certainty, market research is not permitted.

For greater certainty, “Permitted Use” for a Health Care Licensee, School Licensee, and Student/Faculty Licensee also includes use for research that is neither commercial nor market research and that relates to a Canadian provincial/territorial health care system, or the Canadian health care system generally.

Licence

The Licensee may make Permitted Use of the Product in Canada during the Term (as defined below), subject to the limitations set out in this agreement.

Licence Restrictions

- (a) The Licensee will not:
  - (i) access, use or reproduce the Product outside of Canada;
  - (ii) use the Product in a manner that could reasonably be seen as detrimental to CIHI’s mandate or operations;
  - (iii) modify, translate, or create derivative works of the Product;
  - (iv) copy or reproduce the Product in its entirety except that the Licensee may make a single copy of the Product for archival purposes;
  - (v) copy or reproduce the Product in part except as expressly permitted under this agreement;
  - (vi) embed or incorporate the Product into any software or develop any software that is derived from, based upon, or makes use of the Product;
  - (vii) publish the Product, except the Licensee may publish the findings of their research and, acting reasonably, may include reproductions of parts of the ICD-10-CA/CCI; or
  - (viii) permit others to access, use or reproduce the Product except as permitted under section 6 below, or with prior, express, written permission of CIHI.
- (b) The Licensee will ensure that the integrity of the ICD-10-CA/CCI is maintained, including, without limitation, that no changes are made to the intent, title, content and definition of the existing codes. The assignments of individual terms will be respected, even if there is disagreement as to their accuracy, and the basic taxonomic principles of mutually exclusive rubrics and comprehensiveness will also be respected. The Licensee will ensure that the Licensee’s use of the ICD-10-CA/CCI is consistent with the classifications, definitions and standards developed pursuant to the Nomenclature Regulations of the World Health Assembly.

Ownership and Copyright Notices

- (a) The Licensee acknowledges ownership of the Tenth Revision of the International Statistical Classification of Diseases and Related Health Problems, or ICD-10, by the World Health Organization (WHO) and ownership of the ICD-10-CA and CCI by CIHI.
- (b) The Licensee obtains no rights in or title to the Product other than those rights expressly granted by this agreement.
- (c) The Licensee will employ the following notices to acknowledge CIHI’s and the WHO’s rights in the ICD-10-CA/CCI in reproductions of the ICD-10-CA/CCI permitted under this agreement:
  ICD-10-CA:
  ICD-10-CA is based upon the International Statistical Classification of Diseases and Related Health Problems, Tenth Revision (ICD-10)
  Copyright © World Health Organization 1992. All rights reserved.
  The Canadian version, ICD-10-CA, was modified by permission for Canadian Government purposes.
  The ICD-10-CA is property of the Canadian Institute for Health Information
  © 2001-2022 Canadian Institute for Health Information
  CCI:
  The CCI is property of the Canadian Institute for Health Information
  © 2001-2022 Canadian Institute for Health Information
- (d) The Licensee will not alter, cover or remove any acknowledgement, copyright or other proprietary rights notice placed by CIHI or a third party in or on the Product.

Use by Staff

- (a) For the purpose of this agreement,
  “Permitted Contractor” means any non-employee individual person performing work for the Licensee under a written agreement with the Licensee. For greater certainty, Permitted Contractor does not mean a company providing services for the Licensee, but does include an incorporated individual providing services for the Licensee.
  “Staff” means collectively the Licensee’s employees, Permitted Contractors, students, and faculty, as applicable.
- (b) Only Staff of the Health Care Licensee and the School Licensee, who have a need-to-know the ICD-10-CA/CCI, may access and use the Product, and reproduce parts of the ICD-10-CA/CCI, on behalf of the Licensee for the applicable Permitted Use.
- (c) The Health Care Licensee and the School Licensee will ensure that their Staff are at all times aware of and comply with the applicable terms and conditions of this agreement. The Health Care Licensee and the School Licensee will be responsible for the acts and omissions of their Staff as if they were the Health Care Licensee’s and School Licensee’s own acts or omissions.
- (d) For greater certainty, the Student/Faculty Licensee and the Research Licensee may not permit others to access, use or reproduce any part of the Product. However, the Student/Faculty Licensee and the Research Licensee may access and use the Product, and reproduce parts of the ICD-10-CA/CCI, solely for the purpose of their applicable Permitted Use.

Concurrent Use

- (a) For the purpose of this agreement, the Product is available in three options:
  - (i) 100-user licence, which permits up to 100 concurrent users and is only available to Health Care Licensees that have been identified by CIHI as core plan subscribers. However, the CCI-only version does not have this option available to any Licensees.
  - (ii) 5-user licence, which permits up to 5 concurrent users and is only available to Health Care Licensees and School Licensees. However, the CCI-only version does not have this option available to any Licensees.
  - (iii) 1-user licence, which permits 1 named user and is available to all Licensees. For greater certainty, concurrent use is not permitted under a 1-user licence.
- (b) The Health Care Licensee and the School Licensee may permit as many of their Staff to use the Product concurrently for which the Health Care Licensee and the School Licensee, as applicable, has validly acquired the licences and paid the associated fees charged by CIHI, if any.

Notification of Breach

The Licensee will immediately notify CIHI of any breach or potential breach of this agreement by the Licensee or their Staff, and the Licensee will take all steps necessary to address and remedy the breach in consultation with CIHI.

Folio Views

- (a) The Licensee acknowledges that Folio Views is used to facilitate the Licensee’s use of the ICD-10-CA/CCI. The Licensee will not, and will not permit others to: (a) disassemble, decompile or otherwise derive source code from Folio Views or any part thereof, (b) reverse engineer, reverse assemble, reverse compile or otherwise translate Folio Views or any part thereof, (c) modify or prepare derivative works of or from Folio Views or any part thereof, (d) copy Folio Views, except to make a single copy for archival purposes only, (e) rent, lease, sell, distribute or sublicense Folio Views or any part thereof, (f) use Folio Views or any part thereof in any manner that infringes the intellectual property or other rights of a third party, or (g) transfer Folio Views or any part thereof or any copy thereof to a third party.
- (b) The Licensee acknowledges that Folio Views is subject to export control laws and regulations of the United States of America and may be subject to export control laws and regulations of other jurisdictions; the Licensee agrees to comply at all times with any applicable laws and regulations. The Licensee will not export, re-export, transfer, re-transfer or otherwise permit access to or use of Folio Views contrary to applicable export control laws, including without limitation to or in an embargoed, sanctioned, or prohibited country, to or by a prohibited person or entity or a party of concern, or in support of a prohibited end use. The Licensee also will not export, re-export, transfer, re-transfer or otherwise permit access to or use of Folio Views contrary to any other provision of this agreement.
- (c) The Licensee will not:
  - (i) export, re-export, transfer, re-transfer or otherwise permit access to or use of Folio Views outside of Canada;
  - (ii) copy, reproduce, or modify Folio Views, including the infobases or any other files contained within Folio Views, except that the Licensee may make a single copy of Folio Views for archival purposes; or
  - (iii) attempt to defeat, avoid, bypass, remove, deactivate or otherwise circumvent any software protection mechanisms, including any mechanism used to restrict or control the number of users.

Exclusion of Warranties

THE PRODUCT IS PROVIDED AS IS AND WITHOUT ANY WARRANTIES OF ANY NATURE, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Intellectual Property Right Infringement

If the Licensee becomes aware of possible or certain infringement of intellectual property rights in the Product, the Licensee will promptly notify CIHI and use all reasonable efforts to protect those rights.

Limitation of Liability

NEITHER CIHI, THE WHO, OR ROCKET SOFTWARE, INC. ARE LIABLE TO THE LICENSEE FOR ANY DAMAGES INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, EVEN IF CIHI, THE WHO, OR ROCKET SOFTWARE, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR CLAIM, OR IT IS FORESEEABLE. CIHI, THE WHO, AND ROCKET SOFTWARE, INC. WILL HAVE NO LIABILITY TO THE LICENSEE FOR ANY DAMAGE OR LOSS OF ANY KIND ARISING OUT OF OR RESULTING FROM THE LICENSEE’S POSSESSION, REPRODUCTION OR USE OF THE PRODUCT (INCLUDING DATA LOSS OR CORRUPTION), REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT (INCLUDING NEGLIGENCE), CONTRACT (INCLUDING FUNDAMENTAL BREACH) OR OTHERWISE. THE LIMITATIONS OF THIS SECTION WILL APPLY WHETHER OR NOT THE ALLEGED BREACH OR DEFAULT IS A BREACH OF A FUNDAMENTAL CONDITION OR TERM. IF THE FOREGOING LIMITATION IS HELD TO BE UNENFORCEABLE, THE MAXIMUM LIABILITY TO THE LICENSEE WILL NOT EXCEED THE GREATER OF (a) ONE HUNDRED CANADIAN DOLLARS ($100 CAD), OR (b) ANY FEES PAID BY THE LICENSEE TO CIHI UNDER THIS AGREEMENT FOR THE PRODUCT DURING THE TWELVE MONTHS PRECEDING THE ACTS GIVING RISE TO THE DAMAGES, EXCEPT THERE WILL BE NO AWARD OF DAMAGES WHERE THE DAMAGES RESULTED FROM THE WILLFUL MISCONDUCT OR NEGLIGENCE OF THE LICENSEE OR ANY STAFF, AS APPLICABLE.

Indemnity

THE LICENSEE WILL INDEMNIFY CIHI, THE WHO, AND ROCKET SOFTWARE, INC. FROM AND AGAINST ALL CLAIMS, DAMAGES, LOSSES, ACTIONS, AND OTHER PROCEEDINGS, REASONABLE COSTS, AND EXPENSES (INCLUDING LEGAL FEES), HOWSOEVER CAUSED, INCLUDING WITHOUT LIMITATION, BREACH OF CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL OR EQUITABLE THEORY, RESULTING FROM OR ARISING OUT OF THE LICENSEE’S POSSESSION, REPRODUCTION OR USE OF THE PRODUCT.

Term and Termination

- (a) The term of this agreement (Term) begins on the Effective Date and continues until this agreement terminates in accordance with one of the following termination provisions:
  - (i) CIHI may immediately terminate this agreement by providing the Licensee with notice if any of CIHI’s rights in the Product are lost or challenged;
  - (ii) CIHI may immediately terminate this agreement without additional notice if the Licensee or any Staff has breached any term of this agreement and the breach has not been remedied within fourteen (14) days of Licensee receiving notice setting out the details of the breach;
  - (iii) CIHI or the Licensee may terminate this agreement for convenience by providing thirty (30) days’ notice to the other;
  - (iv) for a Student/Faculty Licensee, this agreement will terminate automatically once they cease to be a student or faculty member of a Canadian educational institution that provides students with courses, which use or relate to the ICD-10-CA/CCI; or
  - (v) this agreement will terminate at any time upon mutual agreement of CIHI and the Licensee.
- (b) The Licensee will permanently delete or destroy all whole or partial copies of the Product in their possession, power or control, including any copies held by Staff, within fourteen (14) days of the end of the Term.
- (c) For clarity, the Licensee will not use the Product after the end of the Term, unless otherwise expressly agreed by CIHI in writing.

Notice

- (a) Notices between the Licensee and CIHI relating to this agreement must be in writing.
- (b) Notice to CIHI will be directed to the attention of the Manager of Classifications & Terminologies, at the Canadian Institute for Health Information, 495 Richmond Road, Suite 600, Ottawa, Ontario, K2A 4H6, email: classifications@cihi.ca.
- (c) Notice to the Licensee will be directed to the Licensee using the contact information provided by the Licensee, or the individual who acquired the Product on behalf of the Licensee, in setting up their CIHI profile at www.cihi.ca. The Licensee is responsible for ensuring that CIHI has up-to-date contact information, and the Licensee will promptly provide CIHI with updated contact information by editing the contact information within the CIHI profile or contacting help@cihi.ca as required. The Licensee will be deemed to have received notice from CIHI upon CIHI giving, or attempting to give, notice using the provided contact information, even if such contact information is no longer accurate due to the Licensee’s failure to provide CIHI with up-to-date contact information.

General Provisions

This agreement constitutes the entire agreement between CIHI and the Licensee with respect to its subject matter. If any provision (in whole or in part) of this agreement is deemed void or otherwise unenforceable by a lawful authority, the rest of the agreement continues in force. CIHI's failure or delay to exercise a right or remedy or to enforce an obligation under this agreement does not preclude CIHI from exercising the right or remedy or enforcing the obligation later. The Licensee may not assign this agreement without CIHI’s prior, express, written permission. CIHI may amend this agreement in its sole discretion from time to time upon providing written notice to the Licensee. This agreement is governed by and construed in accordance with the laws in force in Ontario without regard to conflicts-of-laws principles. The Licensee agrees any disputes connected to this agreement are to be settled by the courts in Ottawa, Ontario, Canada. Sections 5(a), 6(c), 8, 9, 10, 11, 12, 13, 14(b), 14(c), 15, and 16 (as well as any other provisions which by their nature are to survive) survive the end of the Term.

-- End of agreement --

For any questions related to this agreement or the Product, please contact classifications@cihi.ca.