08 4253 CERNER-AMENDMENT 8-COMMUNICATION-8.20.2020.pdf

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COMMUNICATIONS AMENDMENT

THIS COMMUNICATIONS AMENDMENT to that certain master agreement for solutions and services certified under the ONC Health IT Certification Program (the “Agreement”) between Cerner Corporation, a Delaware corporation with its principal place of business at 2800 Rockcreek Parkway, Kansas City, Missouri, 64117, or its U.S.-based subsidiaries ("Cerner") and the client listed in the signature block below (“Client”) is effective as of the date signed by Client below ("Amendment Effective Date").

The parties hereto wish to amend the Agreement to enable compliance with requirements of 45 CFR § 170.403, Communications, of the 21st Century Cures Act (the “Communications Rule”).

In consideration of the premises, the parties hereto do hereby covenant and agree to amend the Agreement as follows:

Consistent with the requirements of the Communications Rule, the parties agree that Protected Communications shall not be considered confidential information under the confidentiality provisions of the Agreement. Protected Communications means those communications protected by the Communications Rule which include: (i) the usability, interoperability or security of the Cerner system or Cerner services, (ii) relevant information regarding users’ experiences when using the Cerner system or Cerner services, (iii) Cerner’s business practices related to exchanging electronic health information, and (iv) the manner in which a user uses the Cerner system or Cerner services.

Client may only engage in Protected Communication involving the use of screenshots or videos if Client (i) does not alter the screenshot or video other than to annotate or resize it; and (ii) limits the sharing of the screenshot or video to the number and length needed to accomplish the purpose of the Protected Communication. Client may only engage in Protected Communications involving videos to the extent the video addresses temporal matters that cannot be communicated through screenshots or other forms of communication.

Protected Communications do not include the following: (i) non-user-facing aspects of the system or services (such as source and object code, software documentation, design specifications, flowcharts, algorithms, file and data formats, and security vulnerabilities that are not public knowledge), (ii) communication that involves the use or disclosure of intellectual property within the system or services (other than those communications which would reasonably constitute “fair use” under applicable intellectual property law), and (iii) information or knowledge solely acquired in the course of Client’s participation in pre-market development and testing activities. Notwithstanding the foregoing, Protected Communications may not be restricted to the extent the communication is required by law or is about:

(a) adverse events, hazards, and other unsafe conditions and is made to government agencies, health care accreditation organizations, and patient safety organizations;

(b) cybersecurity threats and incidents and is made to government agencies;

(c) information blocking and other unlawful practices and is made to government agencies; or

(d) Cerner’s failure to comply with a Condition of Certification requirement under the 21st Century Cures Act, or with any other requirement of this part and is made to the Office of the National Coordinator or an ONC-Authorized Certification Body.

Client recognizes that Cerner has a legitimate interest in the Protected Communications, and that if Cerner is not made aware of the issues detailed in a Protected Communication, Cerner is not able to resolve, correct or explain them. As such, Cerner encourages Client to report all such issues and Protected Communications through Cerner’s standard support process.

This Amendment shall be construed to enable full compliance with the Communications Rule.

In all other respects, the Agreement remains unchanged. The parties hereby execute this Communications Amendment as of the Amendment Effective Date.

CLIENT CERNER

Client Name:

By: By:

(signature)

Teresa Waller

Title:

(type or print)

Title: Senior Director, Contract Management

Date:

DocuSign Envelope ID: 2FB439E3-63D6-43D2-BE85-94BA26111450

8/19/2020

Kevin A. Carr

DOC

Secretary