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2. Incorporation of Recitals. The Recitals to this Agreement are hereby incorporated into and made part <br /> of this Agreement. <br /> 3. Rules of Construction. <br /> a. The words "include" and "including," and all variations, will be deemed to be followed by the <br /> words"without limitation"and not deemed terms of limitation. <br /> b. The word"and"includes the meaning of an alternative as well as the meaning of addition. <br /> c. The word"or" includes the meaning of addition as well as the meaning of an alternative. <br /> d. The word"any" includes the meaning of a singular item and the meaning of all items. <br /> e. Sections and headings are for convenience of reference only and will not affect the construction <br /> or interpretation of this Agreement. <br /> f. The Parties waive any common law or statutory rule of construction which favors the non-writing <br /> Party, and the Parties agree that this Agreement, including all terms,conditions, and provisions, <br /> must be construed without regard to which Party wrote that term,condition,or provision. <br /> g. References to Participant will be deemed to include reference to Participant's Authorized Users <br /> unless the context requires otherwise. <br /> 4. Definitions. All capitalized terms will have the meaning defined herein below; any capitalized term <br /> not defined herein or elsewhere in this Agreement shall have the meaning defined in the HIPAA <br /> Regulations or, if not defined in the HIPAA Regulations, the term shall have the meaning ascribed to <br /> it by other Applicable Law. <br /> a. Affiliate. "Affiliate"means any entity that owns,is owned by,or shares common ownership with, <br /> a Party. <br /> b. Applicable Law. "Applicable Law" means all state and federal statutes and regulations governing <br /> the activities of N3CN and Participant in connection with their participation in programs <br /> administered by N3CN and governing the access, use,transmission,storage,and maintenance of <br /> PHI and other Personally Identifiable Information. <br /> c. Authorized User. "Authorized User" means Participant's employees, workforce members, and <br /> contractors who have been authorized by N3CN, or by Participant's Site Administrator under <br /> N3CN's then-current data use policy,to use the Data Platform for a Permitted Purpose and who <br /> have been assigned a user name and password to access the Data Platform. Authorized Users <br /> may only be Natural Persons. <br /> d. Business Associate. "Business Associate" has the meaning ascribed to this term in 45 CFR <br /> §160.103. <br /> e. Business Associate Agreement("BAA"). "BAA" means the Business associate contract or other <br /> arrangement between the Covered Entity and the Business Associate that establishes the <br /> Permitted Purposes for PHI and requires the Business Associate to comply with the privacy and <br /> security provisions of HIPAA related to PHI. <br /> Page 2 of 21 <br />