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DocuSign Envelope ID: 16086DFC-1613-4024-BF92-DD86916E213E <br /> the Business Associate must promptly provide a written explanation to the Covered Entity and require the subcontractors and <br /> agents to agree to extend any and all protections, limitations and restrictions contained in this Business Associate Agreement <br /> to the subcontractors' and/or agents' use and/or disclosure of any PHI retained after the termination of this Business Associate <br /> Agreement, and to limit any further uses and/or disclosures to the purposes that make the return or destruction of the PHI <br /> infeasible. <br /> 23. Miscellaneous.The parties agree to take such action as is necessary to amend this BAA to comply with the <br /> requirements of the Privacy Rule, the Security Rule, HIPAA, ARRA, the HITECH Act, the HIPAA Rules and any other <br /> applicable law. This BAA may be executed in two or more counterparts, each of which shall be deemed an original. Except to <br /> the extent preempted by federal law, this BAA shall be governed by and construed in accordance with the same internal laws <br /> as that of the Underlying Agreement. This BAA constitutes the entire agreement between the parties related to the subject <br /> matter of this BAA, except to the extent that the Underlying Agreement imposes more stringent requirements related to the use <br /> and protection of PHI upon Business Associate. This BAA supersedes all prior negotiations, discussions, representations or <br /> proposals, whether oral or written. This BAA may not be modified unless done so in writing and signed by a duly authorized <br /> representative of both parties. If any provision of this BAA, or part thereof, is found to be invalid,the remaining provisions shall <br /> remain in effect. <br /> 24. Assignment. This BAA will follow the Underlying Agreement with respect to any assignments. <br /> 25. Survival. The respective rights and obligations of Business Associate under Sections 20-22 of this BAA <br /> shall survive the termination of this BAA. <br /> 26. Interpretation. This BAA shall be interpreted in the following manner: <br /> (a) Any ambiguity shall be resolved in favor of a meaning that permits Covered Entity to comply with the HIPAA <br /> Rules. <br /> (b) Any inconsistency between the BAA's provisions and the HIPAA Rules, including all amendments, as <br /> interpreted by the HHS, court or another regulatory agency with authority over the Parties,shall be interpreted according to the <br /> interpretation of the HHS, the court or the regulatory agency. <br /> (c) Any provision of this BAA that differs from those mandated by the HIPAA Rules, but is nonetheless <br /> permitted by the HIPAA Rules,shall be adhered to as stated in this BAA. <br /> IN WITNESS WHEREOF, the parties have executed this BAA by their duly authorized representatives as of the date first <br /> above written. <br /> EV ffOft'f�'�tJ�'MCC. Co vOranng'e,County Health Department <br /> ��p `"'11 I�IAAVUA�I.A. �IUN� <br /> By: ea�a�e�as� BY <br /> Print Name:Phillip Huff Prin �1ff62Dl3b11HPSna Stewart <br /> Title: chief Accounting officer Title: Health Director <br /> Date: 2/9/2021 Date: 2/9/2021 <br /> 5 <br />