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B. Except as otherwise Ilmited in this AddendL1111 or Icy lass'. BLIMIICSs Associate 111,1v ti,c <br />PFII to provide Data Aggregation services to C'ovel-ec1 Entity as permitted by 45 CTR § <br />164.504.(c)(2)(i)(R ). <br />IV. TERM AND TERMINATION <br />A. 'ferns: This Addendunl shall bk:conlc effecti%c on the Effective Date and shall continue In <br />effect until all obligations (if the parties have been Diet, unless terminated as provided <br />herein or by mutual agreement of the parties <br />B. Termination for Cause: Upon Covered Entity's knowledge of a material breach by <br />Business Associate, Covered Entity may provide an opportunity for Business Associate <br />to cute the breach or end the violation and terminate this Addendum i f Business <br />Associate does not cure the breach or end the violation u. ithin ti%-e (5) business clays of <br />rcccipt of written notice by the Covered Fntity, or insnsediately tel-nsiDate this Addendum <br />if Business Associate has breached a material term of this Addendum and cure is not <br />possible. <br />C. ()[her- Termination: This Addendum may be terminated by Covered Entity without catusc <br />ulwn thirty (30) days prior NN ritten notice to the other party, which notice shall specify the <br />date ol'tenminatiols. <br />D. Effect of Termination: Except as provided in paragraph B. of tlsis Section, upon <br />ten-ninatlon of this Addendum, for any reason, Business Associate shall return or destroy <br />all PHI received front Covered Entity, or created or received by Business Associate oil <br />behalf of Covered Entity. This provision shall apply to PHI that is in the possession of <br />subcontractors or agents of Business Associate Business Associate shall retain no copies <br />of the PI 11. Destruction must be by means that meet or exceed the standards of law. <br />In the evctst that Business Associate determines that returning or destroying tlue PHI is <br />not feasible. Business Associate shall extend the protections ol'this Addendum Io such <br />PHI and limit fur'therdiSCIOSUi'es ol'such PHI to those purposes that make return or <br />destruction infeasible, for so long as Business Associate maintains such PHI. Btisime,s <br />Associate must provide written notice of the conditions that make return or destruction <br />not feasible-, if Covered Entity does not eorlct r in that assessment. Business Associate <br />Shall return or destroy the PHI within five (5) business days, <br />V. MISCELLANEOUS <br />A. Defense and Indemnification: Business Associate shalt defend, indemnify and hold <br />harmless Covered Entity from and against all claims, liabilities, Judgments, fines, <br />assessments. penalties, awards or other expenses, of any nature Whatsoever, including <br />without limitation attorneys' fees, expert witness fees, and costs of investigation, <br />litigation, or dispute resolution, relating to or arising out of any breach of this Addendum <br />by Business Associate, its employees, officers, agents, or sub -contractors. This provision <br />B. A. A. Attachment Page 4 of 5 <br />