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Exhibit A <br /> BUSINESS ASSOCIATE AGREEMENT <br /> This Business Associate Agreement("Agreement")is by and between Orange County Health Department("Covered <br /> Entity")and Starpoint Global Services("Business Associate"). <br /> RECITALS <br /> WHEREAS,Covered Entity has engaged Business Associate to perform services or provide goods,or both; <br /> WHEREAS, Covered Entity possesses Individually Identifiable Health Information that is protected under <br /> HIPAA and the HIPAA Regulations, and is permitted to use or disclose such information only in accordance with <br /> HIPAA and the HIPAA Regulations; <br /> WHEREAS,Business Associate may receive such information from Covered Entity, or create and receive <br /> such information on behalf of Covered Entity, in order to perform certain of the services or provide certain of the <br /> goods,or both;and <br /> WHEREAS, Covered Entity wishes to ensure that Business Associate will appropriately safeguard <br /> Individual Identifiably Health Information; <br /> NOW THEREFORE,Covered Entity and Business Associate agree as follows: <br /> 1. Definitions. The parties agree that the following terms, when used in this Agreement, shall have the <br /> following meanings, provided that the terms set forth below shall be deemed to be modified to reflect any changes <br /> made to such terms from time to time as defined in HIPAA and the HIPAA Regulations. <br /> a. "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, Public Law <br /> 104-191. <br /> b. "1111PAA Regulations" means the regulations promulgated under HIPAA by the United States <br /> Department of Health and Human Services,including,but not limited to,45 C.F.R. Part 160 and 45 C.F.R. <br /> Part 164 subparts A and E("The Privacy Rule")and the Security Standards as they may be amended from <br /> time to time,45 C.F.R.Parts 160, 162 and 164,Subpart C("The Security Rule"). <br /> C. "Business Associate"means,with respect to a Covered Entity,a person who: <br /> (1) on behalf of such Covered Entity or of an organized health care arrangement(as defined <br /> under the HIPAA Regulations) in which the Covered Entity participates, but other than in the <br /> capacity of a member of the workplace of such Covered Entity or arrangement, performs, or <br /> assists in the performance of: <br /> a) a function or activity involving the use or disclosure of Individually Identifiable <br /> Health Information, including claims processing or administration, data analysis, <br /> processing or administration, utilization review, quality assurance, billing, benefit <br /> management,practice management,and repricing;or <br /> b) any other function or activity regulated by the HIPAA Regulations;or <br /> 15 <br />