Common use of Access by Individuals with Disabilities Clause in Contracts

Access by Individuals with Disabilities. Contractor, Vendor, Supplier represents and warrants (“EIR Accessibility Warranty”) that any electronic and information resources and all associated information, documentation, and support t h a t i t provides to LIT under the Contract (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). To the extent Contractor, Vendor, Supplier becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier represents and warrants that it will, at no cost to LIT, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier is unable to do so, then LIT may terminate the Contract without further liability and Supplier will refund to LIT all amounts LIT has paid under the Contract within thirty (30) days of the termination date. 45. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act (8 U.S.C. §1324a) (“Immigration Act”) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented by the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form as required by law. It is illegal to discriminate against any individual

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Contractor represents and warrants (“EIR Accessibility Warranty”) that any electronic and information resources and all associated information, documentation, and support t h a t i t provides provided to LIT UTMB by Contractor under the Contract Agreement (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). To the extent Contractor, Vendor, Supplier Contractor becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Contractor represents and warrants that it will, at no cost to LITUTMB, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier Contractor is unable to do so, then LIT UTMB may terminate the Contract Agreement without further liability and Supplier Contractor will refund to LIT UTMB all amounts LIT UTMB has paid under the Contract Agreement within thirty (30) days of the termination date. 4544. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act ACKNOWLEDGMENT OF HIPAA OBLIGATION AND OTHER REGULATIONS IMPLEMENTING THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (8 42 U.S.C. §1324a1320(D) (“Immigration HIPAA”): To the extent Contractor comes into contact with information considered Individually Identifiable Health Information (IIHI) under HIPAA or Protected Health Information (PHI), as regulated by the Department of Health and Human Services (DHHS) through the adoption of standards, 45 CFR Parts 160 and 164 (Privacy Rule) and 45 CFR Parts 160, 162 and 164 (Security Rule), collectively referred to herein as “the HIPAA Rules,” as amended by the Health Information Technology for Economic and Clinical Health Act of 2009 ("HITECH Act"), Contractor agrees to keep private and to secure any information considered IIHI or PHI (collectively, “Protected Information”) makes it unlawful in accordance with federal law. (a) Contractor agrees to only use and disclose Protected Information as required to perform the services outlined in the Agreement. Contractor may use and disclose Protected Information for an employer the proper management and administration of the Contractor’s operations and for data aggregation services to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required extent permitted by the I-9 Form to be presented by HIPAA Rules. (b) Contractor will not use or further disclose Protected Information other than as permitted or required under the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form Agreement or as required by law. (c) Contractor will use appropriate safeguards to prevent the use or disclosure of Protected Information for any reason other than as provided by the Agreement. It Contractor shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the electronic Protected Information that it creates, receives, maintains or transmits on behalf of UTMB. (d) Contractor agrees to promptly notify UTMB of any use or disclosure of Protected Information not provided for in the Agreement of which it becomes aware. Contractor shall report to UTMB any instances, including security incidents, of which it is illegal aware in which Protected Information is used or disclosed for a purpose that is not otherwise provided for in the Agreement or for a purpose not expressly permitted by the HIPAA Rules. (e) Contractor shall require any agents or subcontractors who receive Protected Information to discriminate against be bound by the same restrictions and conditions outlined in the Agreement. Additionally, Contractor shall ensure that any individualagent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity and availability of electronic Protected Information that Contractor creates, receives, maintains, or transmits on behalf of UTMB. (f) To the extent it is determined Contractor maintains a Designated Record Set, Contractor agrees to follow 45 CFR §§ 164.524 (Access of Individuals to PHI), 164.526 (Amendment of PHI) and 164.528 (Accounting of Disclosures of PHI) of the HIPAA Privacy Rules. (g) Contractor agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from UTMB available to the Secretary of Health and Human Services or the Secretary’s designee for purposes of determining UTMB’s compliance with the HIPAA Privacy Regulations. (h) After completion and/or termination of the Agreement, Contractor agrees to return or destroy all Protected Information, if feasible, and, if not feasible, Contractor agrees to continue to protect the Protected Information from wrongful uses and disclosures. (i) Contractor understands that UTMB may terminate the Agreement immediately if UTMB determines Contractor violated a material term of the Agreement and Contractor’s actions are not successful in remedying the breach. If termination is not feasible UTMB may report the problem to the Secretary of DHHS. (j) Contractor may use and disclose de-identified Protected Information if UTMB approves of the use of de-identified Protected Information and the Protected Information is de-identified in compliance with the HIPAA Rules. (k) Contractor shall ensure that all uses and disclosures of Protected Information are subject to the principle of “minimum necessary use and disclosure” (i.e., that only Protected Information that is the minimum necessary to accomplish the intended purpose of the use or disclosure is used or disclosed). (l) Notwithstanding the foregoing, if the parties have entered into a Business Associate Agreement, the terms of this Section 47 shall be superseded and replaced by the terms of the Business Associate Agreement.

Access by Individuals with Disabilities. Contractor, Vendor, Supplier represents and warrants (“EIR Accessibility Warranty”) that any electronic and information resources and all associated information, documentation, and support t h a t i t provides provided to LIT UTMB by Supplier under the Contract Agreement (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). To the extent Contractor, Vendor, Supplier becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier represents and warrants that it will, at no cost to LITUTMB, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier is unable to do so, then LIT UTMB may terminate the Contract Agreement without further liability and Supplier will refund to LIT UTMB all amounts LIT UTMB has paid under the Contract Agreement within thirty (30) days of the termination date. 4544. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act ACKNOWLEDGMENT OF HIPAA OBLIGATION AND OTHER REGULATIONS IMPLEMENTING THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (8 42 U.S.C. §1324a1320(D) (“Immigration HIPAA”): To the extent Supplier comes into contact with information considered Individually Identifiable Health Information (IIHI) under HIPAA or Protected Health Information (PHI), as regulated by the Department of Health and Human Services (DHHS) through the adoption of standards, 45 CFR Parts 160 and 164 (Privacy Rule) and 45 CFR Parts 160, 162 and 164 (Security Rule), collectively referred to herein as “the HIPAA Rules,” as amended by the Health Information Technology for Economic and Clinical Health Act of 2009 ("HITECH Act"), Supplier agrees to keep private and to secure any information considered IIHI or PHI (collectively, “Protected Information”) makes it unlawful in accordance with federal law. (a) Supplier agrees to only use and disclose Protected Information as required to perform the services outlined in the Agreement. Supplier may use and disclose Protected Information for an employer the proper management and administration of the Supplier’s operations and for data aggregation services to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required extent permitted by the I-9 Form to be presented by HIPAA Rules. (b) Supplier will not use or further disclose Protected Information other than as permitted or required under the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form Agreement or as required by law. (c) Supplier will use appropriate safeguards to prevent the use or disclosure of Protected Information for any reason other than as provided by the Agreement. It Supplier shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the electronic Protected Information that it creates, receives, maintains or transmits on behalf of UTMB. (d) Supplier agrees to promptly notify UTMB of any use or disclosure of Protected Information not provided for in the Agreement of which it becomes aware. Supplier shall report to UTMB any instances, including security incidents, of which it is illegal aware in which Protected Information is used or disclosed for a purpose that is not otherwise provided for in the Agreement or for a purpose not expressly permitted by the HIPAA Rules. (e) Supplier shall require any agents or subcontractors who receive Protected Information to discriminate against be bound by the same restrictions and conditions outlined in the Agreement. Additionally, Supplier shall ensure that any individualagent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity and availability of electronic Protected Information that Supplier creates, receives, maintains, or transmits on behalf of UTMB. (f) To the extent it is determined Supplier maintains a Designated Record Set, Supplier agrees to follow 45 CFR §§ 164.524 (Access of Individuals to PHI), 164.526 (Amendment of PHI) and 164.528 (Accounting of Disclosures of PHI) of the HIPAA Privacy Rules. (g) Supplier agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from UTMB available to the Secretary of Health and Human Services or the Secretary’s designee for purposes of determining UTMB’s compliance with the HIPAA Privacy Regulations. (h) After completion and/or termination of the Agreement, Supplier agrees to return or destroy all Protected Information, if feasible, and, if not feasible, Supplier agrees to continue to protect the Protected Information from wrongful uses and disclosures. (i) Supplier understands that UTMB may terminate the Agreement immediately if UTMB determines Supplier violated a material term of the Agreement and Supplier’s actions are not successful in remedying the breach. If termination is not feasible UTMB may report the problem to the Secretary of DHHS. (j) Supplier may use and disclose de-identified Protected Information if UTMB approves of the use of de-identified Protected Information and the Protected Information is de-identified in compliance with the HIPAA Rules. (k) Supplier shall ensure that all uses and disclosures of Protected Information are subject to the principle of “minimum necessary use and disclosure” (i.e., that only Protected Information that is the minimum necessary to accomplish the intended purpose of the use or disclosure is used or disclosed). (l) Notwithstanding the foregoing, if the parties have entered into a Business Associate Agreement, the terms of this Section 47 shall be superseded and replaced by the terms of the Business Associate Agreement.

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Contractor represents and warrants (the “EIR Accessibility Warranty”) that any the electronic and information resources and all associated information, documentation, and support t h a t i t that it provides to LIT under the Contract University (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule §206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). M of the Texas Government Code.) To the extent Contractor, Vendor, Supplier Contractor becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Contractor represents and warrants that it will, at no cost to LITUniversity, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, Warranty or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier that Contractor fails or is unable to do so, then LIT University may terminate the Contract without further liability and Supplier Contractor will refund to LIT the University all amounts LIT the University has paid under the Contract to Contractor within thirty (30) days of after the termination date. 45All submissions must include all Voluntary Product Accessibility Templates (VPAT), Information Technology Industry Council (ITIC) and General Services Administration (GSA), that describes compliance with Section 508. ETHICS MATTERS; NO FINANCIAL INTEREST: The Contractor agrees to protect, defend, and save the University, its elected and appointed officials, agent, and employees, while acting within the scope of their duties as such, harmless from and against all claims, demands, causes of action of any kind or character, including the cost of defense thereof, arising in favor of the Contractor’s employees or third parties on account of bodily and personal injuries, Vendordeath, Supplier damage to property arising out of services performed or omissions of services or in any way resulting from the acts or omissions of the Contractor and/or its agents, employees, representatives, assigns, subcontractors, except the sole negligence of the University under this Agreement with regard to Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule §206.70 of the Texas Administrative Code (as authorized by Chapter 2054, Subchapter M of the Texas Government Code.) United States Rehabilitation Act of 1973 and its employeesamendments, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act (8 U.S.C. §1324a) (“Immigration Act”) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented by the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form and complete the certification portion of the I-9 FormSection 508; and World Wide Web Consortium (4W3C), Web Accessibility Initiative (WAI), Web Content Accessibility Guidelines (WCAG) retain the I-9 Form as required by law. It is illegal to discriminate against any individual1.0 and 2.0AA

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Seller represents and warrants (“EIR Accessibility Warranty”) that any the electronic and information resources and all associated information, documentation, and support t h a t i t that it provides to LIT UTMB under the Contract this Purchase Order (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). M of the Texas Government Code.) To the extent Contractor, Vendor, Supplier Seller becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Seller represents and warrants that it will, at no cost to LITUTMB, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, Warranty or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier that Seller is unable to do so, then LIT UTMB may terminate the Contract without further liability this Purchase Order and Supplier Seller will refund to LIT UTMB all amounts LIT UTMB has paid under the Contract this Purchase Order within thirty (30) days of after the termination date. 4532. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act ACKNOWLEDGMENT OF HIPAA OBLIGATION AND OTHER REGULATIONS IMPLEMENTING THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (8 42 U.S.C. §1324a1320(D) (“Immigration ActHIPAA”): To the extent either Seller comes into contact with information considered Individually Identifiable Health Information (IIHI) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented Health Insurance Portability and Accountability Act of 1996, codified at 42 USC § 1320d through d-8 (HIPAA) or Protected Health Information (PHI), as regulated by the employee Department of Health and ensure Human Services (DHHS) through the documents appear adoption of standards, 45 CFR Parts 160 and 164 (Privacy Rule) and 45 CFR Parts 160, 162 and 164 (Security Rule), collectively referred to be genuine as “the HIPAA Rules,” as amended by the Health Information Technology for Economic and related Clinical Health Act of 2009 ("HITECH Act"), Seller agrees to keep private and to secure any information considered IIHI or PHI in accordance with the federal law. (a) Seller agrees to only use and disclose Protected Information as required to perform the services outlined in this Purchase Order. Seller may use and disclose Protected Information for the proper management and administration of the Seller’s operations and for data aggregation services to the individual; extent permitted by the HIPAA Rules. (3b) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form Seller will not use or further disclose Protected Information other than as permitted or required under this Purchase Order or as required by law. (c) Seller will use appropriate safeguards to prevent the use or disclosure of Protected Information for any reason other than as provided by this Purchase Order. It Seller shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the electronic Protected Information that it creates, receives, maintains or transmits on behalf of UTMB. (d) Xxxxxx agrees to promptly notify UTMB of any use or disclosure of Protected Information not provided for in this Purchase Order of which it becomes aware. Contactor shall report to UTMB any instances, including security incidents, of which it is illegal aware in which Protected Information is used or disclosed for a purpose that is not otherwise provided for in this Purchase Order or for a purpose not expressly permitted by the HIPAA Rules. (e) Seller shall require any agents or subcontractors who receive Protected Information to discriminate against be bound by the same restrictions and conditions outlined in this Purchase Order. Additionally, Seller shall ensure that any individualagent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity and availability of electronic Protected Information that Seller creates, receives, maintains, or transmits on behalf of UTMB. (f) To the extent it is determined Seller maintains a Designated Record Set, Seller agrees to follow 45 CFR §164.524 (Access of Individuals to PHI), 164.526 (Amendment of PHI) and 164.528 (Accounting of Disclosures of PHI) of the HIPAA Privacy Rules. (g) Seller agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from UTMB available to the Secretary of Health and Human Services or the Secretary’s designee for purposes of determining UTMB’s compliance with the HIPAA Privacy Regulations. (h) After completion and/or termination of this Purchase Order, Xxxxxx agrees to return or destroy all Protected Information, if feasible, and, if not feasible, Seller agrees to continue to protect the Protected Information from wrongful uses and disclosures. (i) Seller understands that UTMB may terminate this Purchase Order immediately if UTMB determines Seller violated a material term of this Purchase Order and Seller’s actions are not successful in remedying the breach. If termination is not feasible UTMB may report the problem to the Secretary of Health and Human Services. (j) Seller may use and disclose de-identified Protected Information if UTMB approves of the use of de-identified Protected Information and the Protected Information is de-identified in compliance with the HIPAA Rules. (k) Seller shall ensure that all uses and disclosures of Protected Information are subject to the principle of “minimum necessary use and disclosure,” i.e., that only Protected Information that is the minimum necessary to accomplish the intended purpose of the use, or disclosure is used or disclosed.

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Seller represents and warrants (“EIR Accessibility Warranty”) that any the electronic and information resources and all associated information, documentation, and support t h a t i t that it provides to LIT UTMB under the Contract this Purchase Order (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). M of the Texas Government Code.) To the extent Contractor, Vendor, Supplier Seller becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Seller represents and warrants that it will, at no cost to LITUTMB, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, Warranty or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier that Seller is unable to do so, then LIT UTMB may terminate the Contract without further liability this Purchase Order and Supplier Seller will refund to LIT UTMB all amounts LIT UTMB has paid under the Contract this Purchase Order within thirty (30) days of after the termination date. 4532. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act ACKNOWLEDGMENT OF HIPAA OBLIGATION AND OTHER REGULATIONS IMPLEMENTING THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (8 42 U.S.C. §1324a1320(D) (“Immigration ActHIPAA”) makes it unlawful for an employer to hire ): To the extent Seller comes into contact with information considered Individually Identifiable Health Information as defined by 42 U.S.C. §1320(d), Protected Health Information or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form Electronic Protected Health Information (collectively known as “I-9 FormProtected Information”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required regulated by the I-9 Form Department of Health and Human Services (DHHS) through the adoption of standards, 45 CFR Parts 160 and 164 (Privacy Rule) and 45 CFR Parts 160, 162 and 164 (Security Rule), collectively referred to be presented as “the HIPAA Rules,” Seller agrees to keep private and to secure any information considered Protected Information in accordance with federal law. (a) Seller agrees to only use and disclose Protected Information as required to perform the services outlined in this Purchase Order. Seller may use and disclose Protected Information for the proper management and administration of the Seller’s operations and for data aggregation services to the extent permitted by the employee and ensure the documents appear to be genuine and related to the individual; HIPAA Rules. (3b) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form Seller will not use or further disclose Protected Information other than as permitted or required under this Purchase Order or as required by law. (c) Seller will use appropriate safeguards to prevent the use or disclosure of Protected Information for any reason other than as provided by this Purchase Order. It Seller shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the electronic Protected Information that it creates, receives, maintains or transmits on behalf of UTMB. (d) Xxxxxx agrees to promptly notify UTMB of any use or disclosure of Protected Information not provided for in this Purchase Order of which it becomes aware. Contactor shall report to UTMB any instances, including security incidents, of which it is illegal aware in which Protected Information is used or disclosed for a purpose that is not otherwise provided for in this Purchase Order or for a purpose not expressly permitted by the HIPAA Rules. (e) Seller shall require any agents or subcontractors who receive Protected Information to discriminate against be bound by the same restrictions and conditions outlined in this Purchase Order. Additionally, Seller shall ensure that any individualagent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity and availability of electronic Protected Information that Seller creates, receives, maintains, or transmits on behalf of UTMB. (f) To the extent it is determined Seller maintains a Designated Record Set, Seller agrees to follow 45 CFR §164.524 (Access of Individuals to PHI), 164.526 (Amendment of PHI) and 164.528 (Accounting of Disclosures of PHI) of the HIPAA Privacy Rules. (g) Seller agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from UTMB available to the Secretary of Health and Human Services or the Secretary’s designee for purposes of determining UTMB’s compliance with the HIPAA Privacy Regulations. (h) After completion and/or termination of this Purchase Order, Xxxxxx agrees to return or destroy all Protected Information, if feasible, and, if not feasible, Seller agrees to continue to protect the Protected Information from wrongful uses and disclosures. (i) Seller understands that UTMB may terminate this Purchase Order immediately if UTMB determines Seller violated a material term of this Purchase Order and Seller’s actions are not successful in remedying the breach. If termination is not feasible UTMB may report the problem to the Secretary of Health and Human Services. (j) Seller may use and disclose de-identified Protected Information if UTMB approves of the use of de-identified Protected Information and the Protected Information is de-identified in compliance with the HIPAA Rules. (k) Seller shall ensure that all uses and disclosures of Protected Information are subject to the principle of “minimum necessary use and disclosure,” i.e., that only Protected Information that is the minimum necessary to accomplish the intended purpose of the use, or disclosure is used or disclosed.

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Contractor represents and warrants (the “EIR Accessibility Warranty”) that any electronic and information resources and all associated information, documentation, and support t h a t i t provides provided to LIT by Contractor under the Contract (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). To the extent Contractor, Vendor, Supplier Contractor becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Contractor represents and warrants that it will, at no cost to LIT, either (1i) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, or (2ii) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier Contractor is unable to do so, then LIT may terminate the Contract without further liability and Supplier Contractor will refund to LIT all amounts LIT has paid under the Contract within thirty (30) days of the termination date. 45. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier Contractor and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy and Code of Ethics available at LIT Policies and Procedures The Texas State University System Rules and Regulations, Chapter VIII, and applicable state ethics laws and rules, including Senate Bill 20 (84th Texas Legislature, 2015). Neither Contractor, Vendor, Supplier Contractor nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier Contractor represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act (8 U.S.C. §1324a) (“Immigration Act”) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented by the employee and ensure the documents appear to be genuine and related to the individual; (3) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form as required by law. It is illegal to discriminate against any individual.

Access by Individuals with Disabilities. Contractor, Vendor, Supplier Seller represents and warrants (“EIR Accessibility Warranty”) that any the electronic and information resources and all associated information, documentation, and support t h a t i t that it provides to LIT UTMB under the Contract this Purchase Order (collectively, the “EIRs”) comply with the applicable requirements set forth in Title 1, Chapter 213 of the Texas Administrative Code and Title 1, Chapter 206, Rule 206.70 of the Texas Administrative Code (as authorized by Texas Government Code Chapter 2054, Subchapter M). M of the Texas Government Code.) To the extent Contractor, Vendor, Supplier Seller becomes aware that the EIRs, or any portion thereof, do not comply with the EIR Accessibility Warranty, then Contractor, Vendor, Supplier Seller represents and warrants that it will, at no cost to LITUTMB, either (1) perform all necessary remediation to make the EIRs satisfy the EIR Accessibility Warranty, Warranty or (2) replace the EIRs with new EIRs that satisfy the EIR Accessibility Warranty. In the event Contractor, Vendor, Supplier that Seller is unable to do so, then LIT UTMB may terminate the Contract without further liability this Purchase Order and Supplier Seller will refund to LIT UTMB all amounts LIT UTMB has paid under the Contract this Purchase Order within thirty (30) days of after the termination date. 4534. ETHICS MATTERS; NO FINANCIAL INTEREST: Contractor, Vendor, Supplier and its employees, agents, representatives and subcontractors have read and understand LIT’s Conflicts of Interest Policy Neither Contractor, Vendor, Supplier nor its employees, agents, representatives or subcontractors will assist or cause LIT employees to violate LIT’s Conflicts of Interest Policy, provisions described by LIT’s Standards of Conduct Guide, or applicable state ethics laws or rules. Contractor, Vendor, Supplier represents and warrants that no member of the Board has a direct or indirect financial interest in the transaction that is the subject of the Contract. 46 UNDOCUMENTED WORKERS: Contractor, Vendor, Supplier understands the federal Immigration and Nationality Act ACKNOWLEDGMENT OF HIPAA OBLIGATION AND OTHER REGULATIONS IMPLEMENTING THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (8 42 U.S.C. §1324a1320(D) (“Immigration ActHIPAA”): To the extent either Seller comes into contact with information considered Individually Identifiable Health Information (IIHI) makes it unlawful for an employer to hire or continue employment of undocumented workers. The United States Immigration and Customs Enforcement Service has established the Form I-9 Employment Eligibility Verification Form (“I-9 Form”) as the document to be used for employment eligibility verification (8 CFR Part 274a). Among other things, Contractor, Vendor, Supplier is required to: (1) have all employees complete and sign an I-9 Form certifying that they are eligible for employment; (2) examine verification documents required by the I-9 Form to be presented Health Insurance Portability and Accountability Act of 1996, codified at 42 USC § 1320d through d-8 (HIPAA) or Protected Health Information (PHI), as regulated by the employee Department of Health and ensure Human Services (DHHS) through the documents appear adoption of standards, 45 CFR Parts 160 and 164 (Privacy Rule) and 45 CFR Parts 160, 162 and 164 (Security Rule), collectively referred to be genuine as “the HIPAA Rules,” as amended by the Health Information Technology for Economic and related Clinical Health Act of 2009 ("HITECH Act"), Seller agrees to keep private and to secure any information considered IIHI or PHI in accordance with the federal law. (a) Seller agrees to only use and disclose Protected Information as required to perform the services outlined in this Purchase Order. Seller may use and disclose Protected Information for the proper management and administration of the Seller’s operations and for data aggregation services to the individual; extent permitted by the HIPAA Rules. (3b) record information about the documents on the I-9 Form and complete the certification portion of the I-9 Form; and (4) retain the I-9 Form Seller will not use or further disclose Protected Information other than as permitted or required under this Purchase Order or as required by law. (c) Seller will use appropriate safeguards to prevent the use or disclosure of Protected Information for any reason other than as provided by this Purchase Order. It Seller shall implement administrative, physical, and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of the electronic Protected Information that it creates, receives, maintains or transmits on behalf of UTMB. (d) Xxxxxx agrees to promptly notify UTMB of any use or disclosure of Protected Information not provided for in this Purchase Order of which it becomes aware. Contactor shall report to UTMB any instances, including security incidents, of which it is illegal aware in which Protected Information is used or disclosed for a purpose that is not otherwise provided for in this Purchase Order or for a purpose not expressly permitted by the HIPAA Rules. (e) Seller shall require any agents or subcontractors who receive Protected Information to discriminate against be bound by the same restrictions and conditions outlined in this Purchase Order. Additionally, Seller shall ensure that any individualagent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity and availability of electronic Protected Information that Seller creates, receives, maintains, or transmits on behalf of UTMB. (f) To the extent it is determined Seller maintains a Designated Record Set, Seller agrees to follow 45 CFR §164.524 (Access of Individuals to PHI), 164.526 (Amendment of PHI) and 164.528 (Accounting of Disclosures of PHI) of the HIPAA Privacy Rules. (g) Seller agrees to make its internal practices, books, and records relating to the use and disclosure of PHI received from UTMB available to the Secretary of Health and Human Services or the Secretary’s designee for purposes of determining UTMB’s compliance with the HIPAA Privacy Regulations. (h) After completion and/or termination of this Purchase Order, Xxxxxx agrees to return or destroy all Protected Information, if feasible, and, if not feasible, Seller agrees to continue to protect the Protected Information from wrongful uses and disclosures. (i) Seller understands that UTMB may terminate this Purchase Order immediately if UTMB determines Seller violated a material term of this Purchase Order and Seller’s actions are not successful in remedying the breach. If termination is not feasible UTMB may report the problem to the Secretary of Health and Human Services. (j) Seller may use and disclose de-identified Protected Information if UTMB approves of the use of de-identified Protected Information and the Protected Information is de-identified in compliance with the HIPAA Rules. (k) Seller shall ensure that all uses and disclosures of Protected Information are subject to the principle of “minimum necessary use and disclosure,” i.e., that only Protected Information that is the minimum necessary to accomplish the intended purpose of the use, or disclosure is used or disclosed.