Agreement

This Agreement is required for use of Priority Health's online Member Inquiry and Enrollment tools.

Agent is a party to an Agent Agreement with Priority Health, Priority Health Insurance Company and Priority Health Managed Benefits, Inc. (collectively, "Priority Health") and wishes to access Priority Health's online tools on behalf of its client and for the sole purpose of providing plan administration services to its client named above ("Plan Sponsor"):

Plan Sponsor has agreed to Agent's access of Priority Health's web-based tools on its behalf and has acknowledged this fact via e-mail.

Priority Health will disclose certain information to Agent through Priority Health's online tool pursuant to the terms of this Agreement.

By submitting this access request, Agent and Plan Sponsor agree to the following terms and conditions:

Use of Protected Health Information

Agent understands and acknowledges that information disclosed through Priority Health's online tools that contains individually identifiable health information, including demographic information about the individual, an individual's medical condition, the provision of medical care for that individual or the payment for that individual's medical care, constitutes Protected Health Information ("PHI") as defined by the Health Insurance Portability and Accountability Act of 1996, as amended and pursuant to regulations promulgated thereunder (collectively, "HIPAA").

1. Agent is a "business associate" of Priority Health, as that term is defined by HIPAA and has executed a Business Associate Agreement (BAA) in the form requested by Priority Health as part of the Agent Agreement. PHI must be treated as confidential information and must be managed in accordance with the BAA.
2. Agent promises to use any PHI received through priorityhealth.com solely for the purpose of facilitating (i) treatment for members of Plan Sponsor's Priority Health health plan, (ii) payment of services for members of Plan Sponsor's Priority Health health plan, or (iii) Plan Sponsor's health plan operations as they relate to Priority Health members.
3. Agent promises to limit access to the priorityhealth.com tools to only those individuals listed on the Access Request or individuals whose names are subsequently submitted to Priority Health at the given fax or address in writing (collectively, "Designated Individuals"). User identifications and passwords are unique to each Designated Individual and may not be shared or transferred to another individual.
4. Agent promises to implement appropriate safeguards as are necessary to prevent the disclosure of PHI received through priorityhealth.com to third parties other than Priority Health. Agent may share PHI received through priorityhealth.com with either the Employer or one of Employer's individual plan members who is requesting information about himself/herself and his/her minor child.)
5. Any information printed from Priority Health's online tools must be stored in a secure location, and paper documentation must be properly shredded before disposal to prevent further access.

Notice to Designated Individuals

Agent promises to inform all Designated Individuals of:

• The limited scope of permitted use of any PHI received through Priority Health's online tools; and
• The requirement to preserve the confidentiality of PHI received through Priority Health's online tools
• The prohibition of disclosing PHI received through Priority Health's online tools to third parties

Plan Sponsor's obligation

Plan Sponsor promises to give a copy of this Agreement to all Designated Individuals.

Other obligations

1. Agent shall report to Priority Health in writing of any intentional or unintentional use or disclosure of PHI received through Priority Health's online tools other than as required by the BAA.
2. A breach by Agent or any Designated Individual of any material provision of this Agreement, as determined by Priority Health, will provide grounds for immediate termination of access to Priority Health's online tools for the Agent and/or Designated Individual.
3. Agen promises to inform Priority Health's agent services coordinator promptly when any Designated Individual for whom the Agent has access to Priority Health's online tools is terminated such that Agent no longer requires access to Priority Health's online tools. In such cases, Priority Health will terminate his/her access to online tools.
4. Agent agrees to abide by all Priority Health policies and procedures for use of online tools. Failure to abide by these guidelines will result in discontinuing access to Priority Health's online tools. Priority Health reserves the right to change its policies and procedures with respect to the online tools to meet changes in law.