Benefit Plans Administrative Services 12/26/2018

20IPage destruction infeasible. Upon Business Associate's determination that return or destruction of Protected Health Information is infeasible, Business Associate shall extend the protections of this Agreement to such Protected Health Information and limit further uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. 7. MISCELLANEOUS a. Regulatory References. Any reference in this Agreement to a section in the Privacy Rule or Security Rule means the section as in effect or as amended. b. Amendment. The Parties agree to take such action as is necessary to amend this Agreement from time to time as is necessary for Covered Entity to comply with the requirements of the Privacy Rule, the Security Rule or the HITECH Act. c. Survival. The respective rights and obligations of Business Associate under Section 6(d) shall survive the termination of this Agreement. d. Interpretation; Conflict. Any ambiguity in this Agreement shall be resolved to permit Covered Entity to comply with the Privacy Rule, the Security Rule or the HITECH Act. In addition, to the extent this Agreement, only as it relates to the Privacy Rule, Security Rule, the HITECH Act and Protected Health Information, is inconsistent with the terms of the Service Agreement, the terms of this Agreement shall govern. To the extent the Service Agreement conflicts with the terms of this Agreement unrelated to the Privacy Rule, Security Rule, the HITECH Act and Protected Health Information, the terms of the Service Agreement shall govern. All terms of the Service Agreement not in conflict with this Agreement remain in full force and effect. e. No Third-Party Beneficiaries. Except as expressly provided for in the Privacy Rule, this Agreement is entered into by and among the parties hereto solely for their benefit.The parties have not created or established any third-party beneficiary status or rights in any person or entity not a party hereto including, but not limited to, any individual, provider, subcontractor, or other third- party, and no such third-party will have any right to enforce any right or enjoy any benefit created or established under this Agreement. f. Force Majeure. The obligations of any party under this Agreement will be suspended for the duration of any force majeure applicable to that party. The term "force majeure" means any cause not reasonably within the control of the party claiming suspension, including, without limitation, an act of God, industrial disturbance, war, riot, weather-related disaster, earthquake and governmental action. The party claiming suspension under this Section will take reasonable steps to resume performance as soon as possible without incurring unreasonably excessive costs. g. Entire Agreement; Amendments; Facsimile. This Agreement including any riders, attachments or amendments hereto, constitutes the entire agreement among the parties with respect to the Privacy Rule, the Security Rule and the HITECH Act. This Agreement supersedes any prior agreement or understandings pertaining to HIPAA obligations between the parties, whether oral or written, and may be amended only by a writing executed by authorized representatives of both parties. A facsimile or other reproductive type copy of this Agreement, so long as signed by all parties, will be considered an original and will be fully enforceable against all parties. VEBA Administrative Service Agreement (405512)