2023-098B - Laserfiche WebLink

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Event, and diligently pursue restoration of the ability to perform hereunder. Any such Force Majeure Event shall excuse the affected Party's performance of this Agreement for the duration of the Force Majeure Event as well as the period of time that is required to recover from such event. However, excuse under a Force Majeure Event is only available with respect to events that are not within a Party's control and that cannot be reasonably anticipated and appropriately planned for in advance. Items within a Party's control shall include, but not be limited to, reasonable staffing assumptions and prudent contingency planning. Notwithstanding the forgoing, neither party shall be excused for payment obligations for more than a, ten (10) day period, notwithstanding the continuation of a Force Majeure Event. T. Employer and Plan Administrator acknowledge and agree that BCBSF shall serve as a "Business Associate" of the Plan (as that term is defined in 45 C.F.R. § 160.501). Accordingly, Employer shall, for and on behalf of the Plan, agree to and execute a "Business Associate Addendum" (Exhibit C) to this Agreement. Employer and Plan Administrator further acknowledge and agree that this Agreement along with the Business Associate Addendum shall thereafter govern BCBSF's obligations regarding the use and disclosure of "Protected Health Information" (as that term is defined in 45 C.F.R. § 160.103 when performing the functions delegated herein. BCBSF is permitted to disclose PHI related to Employer and members, upon Employer's written request in a form and manner acceptable to BCBSF, to a third -party vendor or contractor of Employer (hereinafter "Recipient"). Employer hereby represents and warrants as follows: 1. At the time of the requested disclosure, Recipient will be Employer's "Business Associate," as that term is defined by HIPAA, and will have in effect a valid Business Associate Agreement with Employer that complies with all applicable laws, including but not limited to HIPAA. No separate or additional Agreement between Recipient and BCBSF shall be necessary to effectuate the requested disclosure. 2. The Business Associate Agreement between Employer and Recipient prohibits Recipient from using, accessing, releasing, or disclosing any information obtained pursuant to this Section U (2) in any manner that is not permitted by applicable law. 3. Recipient will use all information obtained pursuant to this Section U (3) exclusively for its intended Group Health Plan purpose(s), in accordance with applicable law, and unless prohibited by applicable law, will destroy or return to BCBSF any and all such information as soon as reasonably practicable after it is no longer needed for such purpose(s). 4. Employer, and not BCBSF, is responsible for ensuring, and hereby certifies, that (1) any requested disclosure pursuant to this Section U (4) complies with all applicable laws, including but not limited to HIPAA and the regulations at 42 C.F.R. Part 2, and (2) Recipient shall comply with all applicable provisions of this Section U (4) and the Business Associate Agreement between Employer and Recipient. Employer agrees that it will indemnify and hold BCBSF harmless from any consequences from such disclosure. Such indemnification is only to the limits set forth in section 768.28, Florida Statutes as of the time of the Effective Date of this Agreement. 5. Recipient has contractually agreed, in the Business Associate Agreement between 20