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2023-098B
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2023-098B
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Last modified
3/18/2024 12:03:39 PM
Creation date
3/18/2024 11:53:00 AM
Metadata
Fields
Template:
Official Documents
Official Document Type
Agreement
Approved Date
05/16/2023
Control Number
2023-098B
Agenda Item Number
12.D.2.
Entity Name
Blue Cross and Blue Shield
Subject
Shield Transition Health Plan Administrative Services from
Blue Cross Shield of Florida Inc.(Florida Blue)
to Blue Cross Blue Shield National Alliance effective 10/01/2023 thru 9/30/2026
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Licensee, another Licensees' members, activity of another Licensee's members. "Purpose" <br />means the purpose for which the Blue Information and/or Inter -Plan data is disclosed to <br />Employer pursuant to this Agreement. <br />The parties agree that each will keep the other party's Confidential Information confidential <br />and will only use the disclosing party's Confidential Information for purposes contemplated <br />under this Agreement; provided, however, that BCBSF may use Employer's Confidential <br />Information in the ordinary course of its business as long as it maintains the confidentiality of <br />such information. Employer's use of BCBSF's Confidential Information, Blue Information <br />and/or Inter -Plan Data must be consistent with BCBSF's data use and display requirements. <br />Confidential Information disclosed pursuant to this Agreement is and shall remain the <br />disclosing party's property. If, in the opinion of counsel for the receiving party, disclosure of <br />Confidential Information is required by any federal or state law or court order, the receiving <br />party may only make such disclosure after notifying the disclosing party (if allowed by law) <br />of the receiving party's intention to disclose the Confidential Information ten (10) days prior <br />to making such disclosure. For any disclosure that is permitted by this Section other than a <br />disclosure required by law, Employer agrees to require the recipient to agree to terms at least <br />as protective as those in this Section and to be liable for any violation of these terms by the <br />recipient. Employer is not permitted to re -sell Blue Information and/or Inter -Plan Data. When <br />BCBSF or its vendor provides Inter -Plan Data to Employer in an aggregated manner, Employer <br />is not permitted to de -aggregate Inter -Plan Data. Employer shall limit the disclosure and <br />redisclosure of Blue Information and/or Inter -Plan Data to the minimum amount necessary to <br />fulfill the purpose. <br />Licensee is a Blue Cross and/or B1ueShield Plan or other entity that holds a license to use the <br />brands owned by the Association. For purposes of this paragraph, trade secret information is <br />competitively sensitive information which is advantageous to BCBSF in the marketplace and <br />BCBSF considers such information to be a trade secret protected from public disclosure, <br />including protection from disclosure in any meeting which is subject to Florida's Government <br />in the Sunshine Law Section 286.011, Florida Statutes. <br />Employer agrees that under the Inter -Plan Arrangements described in Exhibit B, Paragraph XII <br />below, Employer, Group Health Plan and/or their authorized agents or representatives pursuant <br />to Exhibit 3 may be provided with, or otherwise have access to, certain non-public, proprietary <br />and confidential information of a Host Blue (with such information referred to as "Host Blue <br />Confidential Information"). Host Blue Confidential Information may include, but is not <br />limited to, strategic and/or competitively sensitive information, trade secrets, policies, <br />procedures, data (including claims data) and processes. To the extent that Employer, Group <br />Health Plan and/or their authorized agents or representatives maintain such information, <br />Employer shall comply, and shall cause Group Health Plan and any authorized agents or <br />representatives of Employer and/or Group Health Plan to comply, with the following <br />requirements: <br />(1) Host Blue Confidential Information must be used and/or disclosed in a manner that <br />reasonably protects and safeguards the confidentiality and security of this information; <br />(2) Use of the Host Blue Confidential Information is strictly for the purpose for which it was <br />disclosed; <br />(3) Any selling, de -aggregation or comingling of the Host Blue Confidential Information is <br />strictly prohibited; <br />(4) Any disclosure of the Host Blue Confidential Information shall be to the minimum <br />necessary to fulfill the purpose for which it was disclosed; and <br />5 <br />
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