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C. Mitigation. Business Associate agrees to mitigate, to the extent practicable, any harmful <br />effect caused by a use or disclosure of Protected Health Information by Business Associate in violation of <br />the requirements of this Agreement. <br />d. Reporting. Business Associate agrees to Immediately report to Covered Entity's Privacy <br />Officer any use or disclosure of Protected Health Information not allowed by this Agreement. Business <br />Associate further agrees to immediately report to Covered Entity's Privacy Officer any attempted or <br />successful unauthorized access, use, disclosure, modification, or destruction of Electronic Protected <br />Health Information or interference with information system operations involving Electronic Protected <br />Health Information. <br />e. Agents, Contractors and Subcontractors. Business Associate agrees to ensure that <br />any agent, contractor or subcontractor to whom it provides, discloses or transmits Protected Health <br />Information agrees to the same restrictions and conditions concerning the Protected Health Information <br />that apply through this Agreement to Business Associate. Business Associate shall comply with this <br />section by entering a Business Associate Agreement with such agent, contractor or subcontractor, which <br />contract requires the agent or subcontractor to comply with the terms of this Agreement. <br />f. Access to Information. Upon a request by Covered Entity, Business Associate agrees <br />to provide access to Protected Health Information to Covered Entity as necessary to enable Covered <br />Entity to comply with 45 C.F.R. § 164.524. Business Associate shall provide access to the Protected <br />Health Information in the time and manner designated by Covered Entity. <br />g. Amendment to Information. Upon request by Covered Entity and at Covered Entity's <br />direction, Business Associate agrees to make any amendment(s) to Protected Health Information as <br />necessary to enable Covered Entity to comply with 45 C.F.R. § 164.526. Business Associate shall act on <br />the amendments in the time and manner designated by Covered Entity. <br />h. Accounting of Disclosures, if Business Associate makes any disclosure of Protected <br />Health Information to. any entity other than Covered Entity for any purpose other than for treatment, <br />payment, or health care operations as defined in 45 C.F.R. § 164.501, Business Associate shall <br />document the following information and maintain such documentation for six (6) years: (1) the name and <br />address of the entity to whom the Protected Health Information was disclosed; (2) the date of the <br />disclosure; (3) a brief description of the Protected Health Information disclosed; (4) a brief description of <br />the purpose for the disclosure; and (5) any other information related to such disclosures as required to <br />enable Covered Entity to comply with 45 C.F.R. § 164.528. Upon request by Covered Entity, Business <br />Associate agrees to provide to Covered Entity the information concerning such disclosures as necessary <br />to enable Covered Entity to respond to a request by an individual for an accounting of disclosures of <br />Protected Health Information pursuant to 45 C.F.R. § 164.528. Business Associate shall act in the time <br />and manner designated by Covered Entity. <br />I. Access to Books and Records. Business Associate agrees to make internal practices, <br />books, and records (including policies and procedures and Protected Health Information) relating to the <br />use and disclosure of Protected Health Information on behalf of Covered Entity available to Covered <br />Entity or the Secretary of Health and Human Services, or their designees, to enable them to determine <br />Covered Entity's compliance with the Privacy and Security Rules. Business Associate shall make the <br />documents available in the time and manner designated by Covered Entity or the Secretary. <br />4. Permitted Uses and Disclosures by Business Associate. <br />a. General Use and Disclosure Provisions. Except as otherwise limited in this <br />Agreement, Business Associate may create, maintain, use, transmit or disclose Protected Health <br />Information on behalf of, or to provide services to, Covered Entity in the course of and for the purpose of <br />providing legal services to Covered Entity, if such use or disclosure of Protected Health Information would <br />BUSINESS ASSOCIATE AGREEMENT - 2 <br />55555.0713.5940675.1 <br />