Partner has entered into a Platform Agreement with Thatch to provide certain services to common Employer customers that sponsor group health plans for their employees and dependents ("Group Health Plans"). References herein to the Platform Agreement include the Partner Agreement and any exhibits, attachments or other materials related to the Platform Agreement. Any terms used but not defined in this Data Use/Transfer Agreement have the meanings provided in the Platform Agreement.
Partner creates, receives, maintains or transmits Protected Health Information ("PHI") in connection with an underlying agreement (the "Partner Services Agreement") between Partner and each Employer in order to provide services to the Group Health Plans. Partner is subject to the requirements of the Health Insurance Portability and Accountability Act of 1996, the Health Information Technology for Economic and Clinical Health Act and implementing regulations and guidance (HIPAA) as a Business Associate (as such term is defined under HIPAA) of such Group Health Plans.
Thatch also creates, receives, maintains or transmits PHI (or will create, receive, maintain or transmit PHI) in connection with an underlying agreement (the "Employer Agreement") between Thatch and Employer for Plan and therefore is also subject to the requirements of HIPAA as a Business Associate of such Plan.
Employer desires to have Employer information and Plan PHI shared between Partner and Thatch for the purposes of Partner and Thatch providing services to Employer and Plan, and the Parties have the authority under HIPAA to share PHI for payment and healthcare operations functions.
The Parties agree as follows:
Each Party will comply with the requirements imposed by its Business Associate agreement with Employer and HIPAA in its position as a Business Associate of the Group Health Plans.
Each Party will share such Plan PHI with the other Party as is necessary for such Party to perform payment and healthcare operations functions on behalf of the Plan and in compliance with the Party’s obligations under its services agreement with Employer.
Each Party will use any Plan PHI shared by the other Party only as is necessary to perform payment and healthcare operations functions on behalf of the Plan and in compliance with such Party’s obligations under the services agreement with Employer.
A Party will have no legal responsibility for the subsequent use or disclosure of PHI by the other Party after a data transfer has been made.
This Data Use/Transfer Agreement will remain valid until the earlier of (i) the date an applicable Partner Services Agreement is terminated; or (ii) the date the Employer Platform Agreement is terminated. Each Party will have the obligation to notify the other Party of the termination of the applicable relationship within 30 days of the termination.
This Data Use/Transfer Agreement is effective as of the Effective Date of the Platform Agreement between the Parties.
