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Business Associate Agreement (BAA) — Template Outline
Disclaimer: This is a template outline for legal review. It is NOT legal advice. Have your legal team and the customer's legal team review and customize before execution.
1. Definitions
- Covered Entity: The customer deploying Gatez to process PHI
- Business Associate: Gatez Inc. (the software vendor)
- PHI: Protected Health Information as defined by HIPAA
- Platform: The Gatez Gateway Platform software
2. Scope
- Gatez provides self-hosted software deployed on the Covered Entity's infrastructure
- No PHI is transmitted to, stored by, or accessible to Gatez Inc.
- This BAA covers the software license agreement only
3. Obligations of Business Associate
- Provide software that implements technical safeguards (see HIPAA mapping)
- Provide security updates and vulnerability patches
- Not access customer infrastructure or data without explicit authorization
- Report any discovered software vulnerability that could expose PHI within 72 hours
4. Obligations of Covered Entity
- Deploy Gatez in a HIPAA-compliant configuration (see deployment guide)
- Manage all encryption keys, TLS certificates, and access credentials
- Configure PII redaction and audit retention per HIPAA requirements
- Implement physical security for on-prem infrastructure
- Conduct regular DR testing and security assessments
5. Permitted Uses
- Gatez software may process, route, and log PHI within the Covered Entity's infrastructure
- PHI is never transmitted outside the Covered Entity's network
- Audit logs contain metadata only (timestamps, tenant_id, tool names) — never PHI content
6. Term and Termination
- BAA effective on software license execution
- Terminates when software license terminates
- On termination, customer retains all data (self-hosted)
7. Security Incident Notification
- Gatez Inc. notifies customer of software vulnerabilities within 72 hours
- Customer notifies Gatez Inc. of any security incidents involving the platform
- Both parties cooperate on incident investigation
8. Subcontractors
- Gatez Inc. does not subcontract data processing (software is self-hosted)
- If Gatez Inc. engages subcontractors for support, they will be bound by equivalent terms