Common use of Required Alternative Dispute Resolution Clause in Contracts

Required Alternative Dispute Resolution. Participants shall submit any disputes related to their exchange of Protected Health Information over the eHealth Exchange to the non-binding Dispute Resolution Process as required by the DURSA and outlined below. If all of the parties involved in the dispute accept a proposed resolution of the dispute, Participant shall implement the terms of the resolution in the agreed upon time frame. Following the Dispute Resolution Process, Participant may pursue alternative remedies if it believes that the Dispute Resolution Process failed to adequately resolve the dispute. 1.2.1 When a Dispute arises, a Participant shall send written Notice, in accordance with the Notice provision in the DURSA, to the other Participant(s) involved in the Dispute. The notice must contain a summary of the issue as well as a recommendation for resolution. The Participant must send a copy of the notice to the Dispute Resolution Subcommittee (see below) for informational purposes. 1.2.2 Within thirty (30) calendar days of receiving the notice, the Participants are obligated to meet and confer with each other, at least once in good faith and at a mutually agreeable location (or by telephone), to try to reach resolution (the "Informal Conference"). If the Participants reach a resolution at the Informal Conference, they shall provide Notification to that effect to the Dispute Resolution Committee. 1.2.3 If the Participants are unable to participate in an Informal Conference during the thirty (30) calendar day period or to reach resolution at the Informal Conference, they have ten (10) business days following the end of the thirty (30) calendar day period or the Informal Conference, respectively, in which to escalate the Dispute to the Dispute Resolution Subcommittee in writing. a. The Dispute Resolution Subcommittee (the "Subcommittee") will be a five (5) member standing subcommittee of the Coordinating Committee. The Coordinating Committee shall appoint each member of the Subcommittee for a definite term. The members must be representative of the Participants, have diverse skill sets, and be able to help facilitate and reach resolution on conflicts between the Participants. The Subcommittee must have access to legal counsel to advise it on the law relevant to matters before it. b. In addition to appointing the five (5) members of the Subcommittee, the Coordinating Committee must also appoint three (3) to five (5) alternates for the Subcommittee. Alternates will serve on the Subcommittee should any of the members have a conflict on a particular Dispute or in the event that a member(s) is unavailable. Subcommittee members are required to declare any conflicts in accordance with the Coordinating Committee's conflict of interest policy. Once a Subcommittee member declares a conflict, the remaining Subcommittee members shall decide amongst themselves whether such member must withdraw from the Subcommittee for the dispute in question. c. The Subcommittee must also have access to panels of subject matter experts, as identified by the Coordinating Committee, for a variety of topics that may be implicated by a Dispute. Each subject matter expert panel must have at least three

Required Alternative Dispute Resolution. Participants shall submit any disputes related to their exchange of Protected Health Information over the eHealth Exchange to the non-binding Dispute Resolution Process as required by the DURSA and outlined below. If all of the parties involved in the dispute accept a proposed resolution of the dispute, Participant shall implement the terms of the resolution in the agreed upon time frame. Following the Dispute Resolution Process, Participant may pursue alternative remedies if it believes that the Dispute Resolution Process failed to adequately resolve the dispute. 1.2.1 a. When a Dispute arises, a Participant shall send written Notice, in accordance with the Notice provision in the DURSA, to the other Participant(s) involved in the Dispute. The notice must contain a summary of the issue as well as a recommendation for resolution. The Participant must send a copy of the notice to the Dispute Resolution Subcommittee (see below) for informational purposes. 1.2.2 b. Within thirty (30) calendar days of receiving the notice, the Participants are obligated to meet and confer with each other, at least once in good faith and at a mutually agreeable location (or by telephone), to try to reach resolution (the "Informal Conference"). If the Participants reach a resolution at the Informal Conference, they shall provide Notification to that effect to the Dispute Resolution Committee. 1.2.3 c. If the Participants are unable to participate in an Informal Conference during the thirty (30) calendar day period or to reach resolution at the Informal Conference, they have ten (10) business days following the end of the thirty (30) calendar day period or the Informal Conference, respectively, in which to escalate the Dispute to the Dispute Resolution Subcommittee in writing. a. 1. The Dispute Resolution Subcommittee (the "Subcommittee") will be a five (5) member standing subcommittee of the Coordinating Committee. The Coordinating Committee shall appoint each member of the Subcommittee for a definite term. The members must be representative of the Participants, have diverse skill sets, and be able to help facilitate and reach resolution on conflicts between the Participants. The Subcommittee must have access to legal counsel to advise it on the law relevant to matters before it. b. 2. In addition to appointing the five (5) members of the Subcommittee, the Coordinating Committee must also appoint three (3) to five (5) alternates for the Subcommittee. Alternates will serve on the Subcommittee should any of the members have a conflict on a particular Dispute or in the event that a member(s) is unavailable. Subcommittee members are required to declare any conflicts in accordance with the Coordinating Committee's conflict of interest policy. Once a Subcommittee member declares a conflict, the remaining Subcommittee members shall decide amongst themselves whether such member must withdraw from the Subcommittee for the dispute in question. c. 3. The Subcommittee must also have access to panels of subject matter experts, as identified by the Coordinating Committee, for a variety of topics that may be implicated by a Dispute. Each subject matter expert panel must have at least threethree (3) experts on it who will rotate as advisors to the Subcommittee. d. Once a Participant escalates a Dispute to the Subcommittee, the Subcommittee will have thirty (30) calendar days in which to convene a meeting of the involved Participants ("Committee Meeting"). During this meeting, each Participant shall be able to present its version of the Dispute and any information that it believes is pertinent to the Subcommittee's decision. e. The Subcommittee shall have the ability to request additional information from the Participants to help it make its determination. The Subcommittee, however, shall not have the authority to compel a response or the production of testimony or documents by the Participants. To the extent that the Participants do respond to requests of the Subcommittee by producing documents, Participants shall have the ability to xxxx the documents produced as "Confidential Participant Information" and the Subcommittee shall treat those documents in accordance with Section 16 of the DURSA. f. The Subcommittee is encouraged to develop an appropriate and equitable resolution of each submitted Dispute, considering all available evidence, the goals of the Agreement and other relevant considerations. The Subcommittee must also have the authority to recommend sanctions for the breaching Participant. These sanctions include developing corrective action plans, suspension of participation rights, and termination of participation rights. The type of sanction will depend on the nature and severity of the breach. g. Within fifteen (15) calendar days of the Subcommittee Meeting, the Subcommittee shall issue a written recommendation for resolution, including an explanation of the basis and rationale of its recommendation. If either Participant is dissatisfied with the Subcommittee's recommendation for resolution, it shall have five (5) business days in which to escalate the Dispute to the Coordinating Committee. h. Within twenty (20) calendar days of receiving notice of escalation from a Participant, the Coordinating Committee shall review the Subcommittee's recommendation along with the information on which such recommendation was based and issue a final resolution. The Coordinating Committee may seek additional information from the Participants to aid its resolution of the Dispute. i. Within seven (7) calendar days of receiving the final resolution from the Coordinating Committee, the Participants shall determine whether to accept or reject the resolution and so notify the Coordinating Committee. j. The Coordinating Committee shall send a written summary of the resolution of the Dispute to all Participants. The summary will not identify the Participants involved but will contain sufficient detail about the resolution to serve as an instructive resource for other Participants. k. In no case shall a Participant be required to disclose PHI in violation of Applicable Law as part of its participation in the Dispute Resolution Process. The decision to not disclose PHI shall not be held against a Participant in the Dispute Resolution Process.