This Partnership Agreement sets forth terms and conditions for you to agree to be a “Member” of the Center for Youth Wellness (CYW) National Pediatric Practice Community.
BY CLICKING ON THE “I ACCEPT” BUTTON, YOU AGREE TO THESE TERMS AND CONDITIONS.
CYW and “Member” acknowledge that information generated and exchanged through the NPPC offerings may be subject to confidentiality provisions of the Health Insurance Portability and Accountability Act of 1996 (“HIPAA”), to laws relating to information concerning students and minors, to consent and other agreements with parents and guardians, and to other statutory and contractual requirements. CYW and “Member” will comply with such requirements as they may apply, including entering into additional confidentiality undertakings as appropriate. Federal Health Insurance Portability and Accountability Act of 1996, Public Law 104-191 ("HIPAA"). This provision is not intended and shall not act to prevent Member from fulfilling any responsibility or duty to comply with applicable federal, state, and local laws and regulations relating to mandatory reporting of child abuse or neglect. It is the responsibility of Member to comply with all applicable federal, state and local laws and regulations relating to adverse childhood experiences, including, without limitation, mandatory reporting laws applicable to Member and Member’s personnel.
As a “Member”, you agree that each “Member” shall indemnify, defend, and hold harmless other “Members” and the Indemnified “Member’s” employees, officers, directors and subcontractors from and against any judgments, penalties, expenses, damages, or other losses incurred by the Indemnified Party based on third-party claims (including claims brought by a duly authorized regulatory authority) arising from or based upon a material breach of this Agreement or intentional misconduct resulting from the performance of the Indemnifying Party’s duties under this Agreement, alleging that the content of the PHI or personal data (as provided to the other Party) violates the privacy rights of the third party to whom the PHI or personal data relates.
3. Relationship of Parties
Nothing in these terms will be construed to create a partnership, joint venture, franchise, fiduciary, employment or agency relationship between or among the Parties, “Members”, besides as a learning community.
4. Content and Data Sharing
CYW will collect, analyze, and disseminate data about NPPC offerings. Such work is intended to allow CYW to evaluate the effectiveness of the NPPC and carry out its communication objectives. “Members” will cooperate with CYW, and other “Members” in data collection.
CYW and “Members” may share proprietary know-how, methodologies, documents and other materials. “Members” grants to CYW and other “Members” a royalty-free, non-exclusive, non-transferable, non-sublicenseable, and revocable license to use such materials for the sole purpose of benefiting the NPPC learning community. Each “Member” retains all right, title, and interest in any proprietary know-how, methodologies used or shared, or internal materials shared, without limitation.