Professional Services Agreement - Infinisource - City's Flexible Spending Account

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b. Ensure that any agent or Subcontractor to whom it provides electronic PHI agrees to implement reasonable and appropriate safeguards to protect electronic PHI. 10. Additional Requirements from the HITECH Act. Business Associate shall: a. Comply with the HIPAA Rules in the same manner that a Covered Entity is required to comply in the performance of one or more of the Plan's HIPAA obligations. b. Refrain from directly or indirectly receiving remuneration in exchange for any PHI of an Individual unless specifically allowed by HIPAA, c. Comply with the marketing limitations in HIPAA. d. Comply with any required accounting of PHI disclosures as necessary to satisfy the Plan's obligations under the HIPAA Rules. e. Notify the Plan of a Breach of Unsecured PHI, following the discovery of the Breach, without unreasonable delay and in no case later than 60 calendar days after discovery of the Breach. Breaches are treated as discovered on the first day on which the Breach is known to Business Associate or, by exercising reasonable diligence, would have been known to Business Associate. The Plan agrees that all other Breach notifications (including but not limited to disclosures to individuals, the Department of Health and Human Services and/or prominent media outlets) are the responsibility of the Covered Entity, as specified in the HITECH Act. D. Responsibilities of Agent of Employer 1. Scope of Responsibility. Infinisource performs the services set forth in Section D.2 on behalf of Employer as agent of Employer to assist Employer with Employer's obligations related to the Plan. 2. Scope of Services. The following services are performed by Infinisource as Agent of Employer: a. Services that facilitate and report the enrollment and disenrollment of employees and their eligible dependents in the Plan. b. Services that facilitate the payment of premiums under the Plan. 3. Scope of Responsibilities of Agent of Employer. Infinisource, as Agent of Employer, agrees to the same conditions and restrictions set forth in Sections C.2 through C.10 to the extent the information received from Employer originated from the Plan (i.e., the information was once PHI). With regard to all other individual identifiable health information, Infinisource agrees to use its best efforts to protect the confidentiality of the information and to only use the Information as necessary to perform services referenced in Section D.2 or as otherwise required or permitted by applicable law. 4. Electronic Data Interchange. Employer acknowledges that Agent of Employer is under no obligation to comply with the EDI standard transaction requirements set forth in 45 CFR Parts 160 and 162 and the security rules set forth in 45 CFR §164.302 et seq. with respect to services set forth in Section D,2, E. Termination 1. Termination for Cause. If Business Associate violates a material term of this Appendix, Employer may choose to do one of the following: a. Provide an opportunity for Infinisource to cure the breach or end the violation within a reasonable amount of time and terminate this Appendix and/or this Agreement if Infinisource does not cure the breach or end the violation within the time specified by Employer. b. Immediately terminate this Appendix and/or this Agreement if cure is not possible. 2. Business Associate Obligations upon Termination. a. Upon termination of this Appendix and/or this Agreement, Infinisource shall return to the Plan or destroy all PHI received from the Plan, or created, maintained or received by Infinisource on behalf of the Plan in any form except to the extent determined infeasible as set forth in Section 2b. This provision shall apply to PHI that is in the possession of Subcontractors or agents of Infinisource. Infinisource shall retain no copies of the PHI. b, If Infin€source determines, in its sole discretion, that returning or destroying the PHI is infeasible, Infinisource shall notify the Plan of the conditions that make return or destruction infeasible. In that event, Infinisource shall: • Retain only that PHI which is necessary for Business Associate to continue its proper management and administration or to carry out its legal responsibilities. • Return to the Plan or destroy the remaining PHI that Business Associate still maintains in any form. • Continue to use appropriate safeguards and comply with the HIPAA Rules with respect to electronic PHI to prevent use or disclosure of the PHI, other than as provided for in this Section E, for as long as Business Associate retains the PHI. • Refrain from using or disclosing the PHI retained by Business Associate other than for the purposes for which the PHI was retained and continue to comply with the permitted uses and disclosures that applied prior to termination of this Appendix. • Return to the Plan or destroy the PHI retained by Business Associate when no longer needed for Its proper management and administration or to carry out its legal responsibilities. 3. Survival. The obligations of Business Associate under this Section E shall survive the termination of this Appendix and/or this Agreement. Infinisource Service Agreement Fringe Benefit Plan Administration Service Appendix Employer has established a Code §125 Cafeteria Plan ("Cafeteria Plan"), a Code §105 Health Flexible Spending Account ("Health FSA") and/or a Code §129 Dependent Care Flexible Spending Account ("Dependent Care FSA"). In addition, Employer may have established one or more Code §105 Health Reimbursement Arrangements ("HRAs") as described in IRS Notice 2002-45, or a Code §132 Qualified Transportation Fringe Benefit Plan. All such plans shall be referred to collectively as the "Plans'. Employer has asked Infinisource to assist it with its administrative obligations under one or more of the Plans. This Service Appendix describes the rights and responsibilities of Infinisource and Employer with respect to various administrative services provided by Infinisource with respect to the Plans. Infinisource will also provide current and updated Information to Employer relating to compliance with IRS Code Sections 105, 125, 129 and/or 132, including any changes or modifications in compliance requirements, notification language and related steps necessary to act in accord with said changes or modifications. These notifications will be based on Infinisource interpretation as a consultant/benefits administrator of applicable law and should not be construed as tax or legal advice. The rights and obligations outlined below apply only to the extent chosen by Employer on the Fees and Consideration Appendix. This Service Appendix is incorporated into and made a part of the Service Agreement (the "Agreement"). The effective date of this Service Appendix Is the effective date of the Agreement or, if later, the date assigned by infinisource as defined in the Infinisource Client Welcome Letter. The responsibilities of the parties set forth in this Service Appendix are in addition to any responsibilities set forth in the Agreement. If there is a conflict between this Service Appendix and the Agreement, the Agreement controls. A. Responsibilities of Infinisource 1. - -r,._ i `; ' . '-; i ,�� ( A . '- -! i� ,�„ is ' i ;rJf-;. ' - i'.; �-. 1 .1lil ) Lli., 1 1. it 1: �"'1 I I t, l .. � ,,c I"':�„