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C2026-148 - 5/20/2026 - NA
&Wlf Coastal Bend Blood Center Giving so that others may live 209 North Padre Island Drive • Corpus Christi,Texas 78406 ■ P 361,855.4943 • F 361.855.2641 • Toll Free 1.800.299.4943 Blood and Blood Products Service Agreement THIS AGREEMENT is made this jL of 2026 by and between Corpus Christi Fire Department Located at 2406 Leopard Street Me. #300, Corpus Christi, Texas 78408, hereinafter called "TAS" and Coastal Bend Blood Center, located at 209 North Padre Island Drive, Corpus Christi, Texas 78406, hereinafter called "Blood Center". 1. Blood Products a. The Blood Center will assume responsibility for being the sole provider and/or distributor of human blood and blood products. The Blood Center is not the transfusion facility for the TAS. b. The Blood Center will use its reasonable best efforts (including importation) to supply the TAS human blood and blood Products (these human blood and blood Products are all collectively referred to as "Blood Products") in quantities and at times as TAS shall reasonably require. c. TAS shall make all requests for Blood Products to the Blood Center either orally, electronically or in writing and shall specify in detail the types and quantities of Blood Products and special handling, the time period within which TAS desires such Blood Products to be delivered, and the address to which such Blood Products are to be delivered, as listed in Exhibit "A." d. If the Blood Center is unable to supply a medically necessary Blood Product(or an alternative suitable product) of the blood type, in the quantity, within the time period or, if applicable, at the location requested by TAS,Blood Center shall notify TAS, orally, electronically or in writing, in a manner to give TAS the information as promptly as practicable. e. The Blood Center shall be responsible for the routine Transportation of Products between the Blood Center and the TAS. A packing list with identification of each individual unit of Product will be included with each shipment. 2. Laboratory Testing a. Prior to supplying a Blood Product to TAS, the Blood Center will have all tests required in accordance with the rules and regulations of the U.S. Food and Drug Administration ("FDA") and AABB performed. The Blood Center reserves the rights to perform or have others perform additional tests as may deem appropriate. Corpus Christi Fire Department 0512112025 Page I of 10 Coastal Bend Blood Center r.04/11/2025 b. The Blood Center will provide apheresis and whole blood derived platelet products that have been tested for bacteria by a method that is either approved by the FDA or validated to provide sensitivity equivalent to FDA-approved methods. c. The Blood Center will perform aerological confirmation of donor blood AB©/Rh. d. Notwithstanding other provisions of this Agreement, i. If the TAS requests Blood Products in circumstances such as,but not limited to, life-threatening situations,before completion of all routine testing of the Blood Product required by part a. of this section, written authorization satisfactory in form and substance to the Blood Center is required from the ordering doctor. The Blood Center will inform TAS which tests have not been performed and will perform such tests as soon as possible thereafter and promptly give the TAS oral and written notice of any abnormal test results. ii. If any Blood Product that the Blood Center supplies to TAS was obtained from another blood bank that is licensed or registered by the FDA, and purports to comply with the applicable rules and regulations of the FDA, the Blood Center shall not be required to perform any tests on such Blood Product except for those tests it knows were not performed on the Blood Product. 3. I,ookhack/Recall/Withdrawal a. Whereas, all blood is collected from volunteer donors and is processed and labeled in accordance with the Code of Federal Regulations of the Food and Drug Administration and Standards established by the AABB. Pursuant to 21 CFR610.46-48, The Blood Center shall: i. Notify the TAS within three calendar days of determination, if the TAS is supplied Blood Products by the Blood Center from a donor who tested negative for HIV or HCV at the time of donation, but tests repeatedly reactive for the antibody to HIV or HCV on a later donation; or ii. Notify the TAS of the results of a specific FDA-licensed test or other follow-up testing recommended or required by the FDA, which s11all be completed within forty-five (45) calendar days after a donor's repeatedly reactive screening test, or which is required by federal regulation. iii. Notify the TAS within three calendar days after the Blood Center determined that it supplied blood from an infectious donor. Corpus Christi Fire Department 0512112025 Page 2 of 10 Coastal Bend Blood Center r.04/11/2025 b. Where notification regarding returns, recalls and market withdrawals of Blood Products are initiated by the Blood Center, the Blood Center shall notify the TAS of the need to return existing Blood Products. c. The Blood Center may,but shall not be obligated to,provide certain other services requested by TAS, which services may or may not relate to any Blood Products supplied to TAS by the Blood Center. 4. Pricing and Service Fees The Blood Center will invoice the TAS of all blood, blood products and services provided based upon Exhibit C. a. The Blood Center will provide the TAS with itemized invoice reports showing blood, blood products and services provided, and all items shipped. The Blood Center bills for products and services approximately every ten (10) days. b. The TAS agrees to pay invoices in full to the Blood Center within thirty (30) days of the date of the invoice. c. The TAS agrees to provide to the Blood Center a remittance advice with all payments, whether by check or electronic transfer, identifying the invoice number(s) being paid. d. The TAS agrees that all undisputed amounts that remain unpaid thirty (30) days after the date the TAS receives the invoice in accordance with this section shall be subject to a late charge of one and a half percent (1.5%) per month until paid. e. If TAS should fail to pay the amounts due under this Agreement and Blood Center employs attorneys and/or incurs other expenses in the course of the attempts to collect and collection of the payments due under this Agreement, TAS shall be required, on demand, to reimburse and pay to Blood Center the fees of such attorneys and such other expenses so incurred by Blood Center in attempting to collect and collecting such amounts due under this Agreement. f. Pricing will remain firm for the contract term, with the following exceptions: i. As an FDA Licensed TAS, the Blood Center must be in compliance with any and all new mandated FDA requirements. Direct costs associated with newly mandated requirements may be passed through to the TAS. The Blood Center shall provide to the TAS documentation of any additional requirements and the associated cost. ii. The Blood Center may increase costs upon written amendment to this agreement by both parties, (including increases in administration, recruiting, manufacturing, testing and other labor costs, freight and Corpus Christi Fire Department 0512112025 Rage 3 of 10 Coastal Bend Blood Center r.04111/2025 transportation costs, costs related to changes in access to donors, supply costs including PPE and cleaning supplies, disposables, labels and cartons, phlebotomy supplies, and purchased or imported blood products). The Blood Center shall provide TAS with a reasonably detailed justification of such price increases, provided, however, that Blood Center shall not be required to provide backup documentation for such increases. iii. The Blood Center will notify the TAS by written notice thirty (30) days in advance prior to implementation of any newly mandated standards or testing which result in additional cost. 5. Returns a. TAS may return Blood Products it obtained from the Blood Center and receive credit from the Blood Center for those Blood Products,if during TAS's custody, all rules and requirements of the FDA and AABB have been met and documented and subject to the conditions and limitations contained in Exhibit "B" which is attached hereto and incorporated herein by reference. Any change in the return policy will be communicated to the TAS with thirty (30) days written notice. b. Any in-date non-transfused product requested by the Blood Center for return due to a Market Withdrawal or Recall may be returned and credited, as invoiced. b. Handling of Blood Products a. TAS shall accept all deliveries of Blood Products requested from the Blood Center and shall provide and maintain suitable facilities and equipment for the receipt and storage of such Blood Products in compliance with the rules and regulations of the FDA and AABB. After the delivery of any Blood Products to TAS,TAS shall have sole and exclusive responsibility for the maintenance, use,tracking, and risk of loss of Blood Products. b. The TAS shall agree to periodic audits by Blood Center of product storage temperature records related to product tracking and disposition, where applicable, transfusion records and observation of actual transfusions. 7. Certain Duties of TAS TAS shall have sole responsibility for: a. Complying with all provisions of the FDA, Department of State Health Services ("DSHS", Commission on Accreditation of Medical Transport Systems ("CAMTS"), and all other laws, rules or regulations which apply to any function performed by TAS. Corpus Christi Fire Department 0512112025 Page 4 of 10 Coastal Bend Blood Center r.04/11/2025 b. The TAS specifically agrees to meet the FDA guidelines or requirements for proper storage,temperature charting, and alarm devices such that blood products returned from TAS can be used by other health care providers for transfusion purposes. If for any reason the FDA regulations are not met, TAS agrees to notify the Blood Center as soon as practical. c. Ensuring appropriate TAS personnel receive all necessary education and training in proper transfusion practices, procedures and techniques, including, without limitation, patient identification, blood administration, product therapy, and detection and treatment of transfusion reactions. d. TAS shall immediately notify Blood Center if for any reason TAS believes any Blood Product is not suitable for the intended use (including, without limiting in any way, any suspected labeling or testing error, damaged container, improper container or improper container temperature). If appropriate, TAS shall delay or immediately suspend any transfusion or other use of such Blood Product pending determination of its suitability for the intended use. e. TAS shall immediately notify the Blood Center of all pertinent details regarding any patient who has received any Blood Product supplied to TAS by Blood Center when the TAS comes to know or is notified the patient has, or is suspected of having, a transfusion transmissible disease. f. Each patient's physician shall have sole and exclusive responsibility for determining what Blood Product is appropriate for that patient, and Blood Center shall have no responsibility thereof. Blood Center shall be entitled to rely conclusively on the specifications set forth in any request from TAS or a patient's physician. g. The TAS shall assume responsibility for treatment of transfusion reactions, transfusion of blood products and transfusion practices of the TAS, the Blood Center shall have no responsibility thereof. h. Regarding Blood Products obtained from the Blood Center,the TAS shall promptly furnish to the Blood Center such information as Blood Center reasonably requests concerning TAS's inventory of Blood Products and final disposition of Blood Products prior to the provision of Blood Products as reasonably requested by Blood Center. i. TAS shall maintain complete medical records of all patients to whom Blood Products supplied by Blood Center have been transfused,including,but not limited to, records showing the disposition of the Blood Products. j, The TAS shall comply with all applicable quarantine and notification requirements including, but not limited to, 42 CFR. § 482.27(c) (1-2), upon notification by the Blood Center of potentially HIV and/or HCV infected blood or blood Products. If Corpus Christi Fire Department 0512112025 Page 5 of 10 Coastal Bend Blood Center r.04/11/2025 the Blood Center notifies the TAS that the results of the more specific testing are positive for HIV and/or HCV, the TAS shall notify any patient who has been administered such potentially HIV and/or HCV infectious blood or blood products, or that patient's attending physician,in a manner consistent with the applicable law, including but not limited to, the requirements of 42 CFR. § 482.27(b) (4-8). The Blood Center shall have no duties with respect to the notification of the patient. k. The TAS must report defective products to the Blood Center through the appropriate Blood Center form for reimbursement. 8. Response to Disasters and Emerizencies a. Parties hereto recognize that in cases of regional, local or TAS disasters or emergencies re-allocation of the blood supply may be necessary. Upon determination by the Blood Center that such a condition exists in the community the following procedure will be used. i. The Blood Center shall: 1. Notify TAS of need for re-distribution of Products. ii. The TAS shall: 1. Evaluate current inventory. 4. Disposition and Alteration of Blood Products u. Disposilion i. The TAS shall dispose of all biohazard waste in accordance with all local, state, and federal regulations, guidelines and laws. ii. If TAS alters any Blood Product, other than by making appropriate additions of saline, or if TAS pools any Blood Products,or if TAS irradiates any Blood Product, or divides any Blood Product into aliquot parts, or adds any additional Product bags (an "Alteration"), then TAS must delete the Blood Center's license number from the container(s) of such Blood Products. 10. Risk of Loss a. The risk of loss of all Blood Products shall be on the party in possession of such Products at the time of loss. 11. Term a. This agreement shall commence on the effective date defined above and shall automatically renew for consecutive renewal terms of two (2) years each, unless Corpus Christi Fire Department 0512112025 Page 6 of 10 Coastal Bend Blood Center r.04/11/2025 either party gives written notice of termination to the other party at least thirty (30) days prior to the commencement of the next renewal term. b. This Agreement may be terminated at any time by either party, if the other party defaults in the performance of any provision of this Agreement and such default continues for a period of ten (10) days after written notice thereof. c. Termination of this Agreement shall not adversely affect any rights of either party that shall have accrued at or prior to the time of such termination. The provisions of Section 3 through Section 19 shall survive any termination of this Agreement. 12. Access to Records a. The Blood Center and TAS shall allow the Comptroller General of the United States, the Department of Health and Human Services, and their respective duly authorized representatives access to this Agreement and the Blood Center's and TAS's books and records until the expiration of four (4) years after services are provided by Blood Center to TAS pursuant to this Agreement in accordance with the requirements of applicable law. 13. Notices a. All notices required hereunder shall be given as provided in Exhibit "A". 14. Exhibits a. The following documents are attached to this Agreement and are a part of this Agreement. If any Exhibit is left blank there is no such Exhibit and it is not a part of this Agreement. i. Exhibit "A" —Billing, Delivery and Notice Addresses ii. Exhibit "B" —Return Policy iii. Exhibit"C"—Fee Schedule iv. Exhibit"D"—Business Associate Agreement 15. Confidentiality a. Each pasty acknowledges that in the course of performing its duties wider this Agreement, it may be acquiring and making use of certain confidential information of the other party which includes,but is not limited to,internal memoranda,reports, financial or business records,patient medical records and other confidential patient information, and other materials or records of a proprietary nature ("Confidential Information"). Neither party shall use such Confidential Information except in connection with the performance of its duties pursuant to this Agreement, nor divulge the Confidential Information to any third party, unless the non-disclosing party consents in writing to such use or divulgence or unless disclosure is required Corpus Christi Fire Department 0512 712 02 5 Page 7 of 10 Coastal Bend Blood Center r.04111/2025 by law. Each party shall comply with the applicable federal and state laws and regulations governing the confidentiality of all patient medical records. In the event either party receives a request or demand from a third parry for the disclosure of Confidential Information records pertaining to blood product usage,the requesting party shall provide written notice to the other party within a reasonable amount of time after receipt of such request or demand of such request or demand, including a copy of any written document of such request or demand. Upon termination of this Agreement, neither party shall take nor retain Confidential Information of any kind. 16. HIPAA a. The parties understand and agree that this Agreement is subject to the Administrative Simplification Provisions of the Health Insurance Portability and Accountability Act of 1996 and the Privacy Regulations, 45 C.F.R. Parts 160 and 164 ("HIPAA"). The parties agree to comply with HIPAA and the regulations issued under HIPAA and to execute any documents that may be required by HIPAA. In its provision of services to the TAS, the Blood Center is considered a "Business Associate" to the TAS or "Covered Entity," as defined by HIPAA, as such; a form of Protected Health Information Sharing Business Associate Agreement is attached hereto and incorporated herein as Exhibit"D". Furthermore, the TAS, the Blood Center and other health care providers or "Covered Entities" will be sharing "Protected Health Information," as defined by HIPAA, in the treatment of patients, and as referenced in the Protected Health Information Sharing Business Associate Agreement incorporated herein as Exhibit"D". 17. Insurance a. Each parry agrees to obtain and maintain in force during the term hereof, general and/or professional liability insurance with limits not less than $1,000,000 per occurrence and $3,000,000 aggregate with a reputable and financially viable insurance carrier and/or Texas Municipal League Intergovernmental Risk Pool a governmental self-insurance fund. Upon request,each party shall provide the other with proof of such insurance. Each party shall immediately notify the other in the event of cancellation or material modification of such coverage. 18. Indemnification a. Blood Center shall reimburse, indemnify, defend (at TAS's election), and hold harmless TAS for, from, and against any and all Losses resulting from, relating to, or arising out of, the acts or omissions of Blood Center or Blood Center's employees in connection with Blood Center's performance of Blood Center's duties under this Agreement. Corpus Christi Fire Department 0512112025 Page 8 of 10 Coastal Bend Blood Center r.04/11/2025 Coastal Bend Blood Center By: Administration Name: R. Corey Survant Title: President& CEO Corpus Christi Fire Department By: Administration Name: Brandon Wade Title: CCFD Fire Chief Medical Director By: Name: Michae Simmons Title: CCFD Medical Director Carpus Christi Fire Department 0512112025 Page 9 of 10 Coastal Bend Blood Center r.0 411 1/20 2 5 sue.), I Coastal Bend Blood Center Giving so that others may live 209 North Padre Island Drive a Corpus Christi,Texas 78406 a P 361,855,4943 + F 361.855.2641 a Toll Free 1.800.299.4943 EXHIBIT "A" TO BLOOD AND BLOOD PRODUCTS SERVICE AGREEMENT BILLING, DELIVERY AND NOTICE ADDRESSES TAS Billing Address TAS Delivery Address Address: 2406 Leopard St.. Ste. #300 Address: 2406 Leopard St., Ste. #300 Corpus Christi, TX 78408 Corpus Christi, TX 78408 Attn: Brandon Wade Attn: Brandon Wade Phone Number: 361.826.3932 Phone Number: 361.826.3932 Fax Number: NIA Fax Number: N/A Notification to Notification to Coastal Bend Blood Center TAS Address: 209 North Padre Island Drive Address: 2406 Leopard St., Ste. #300 Corpus Christi, TX 78406 Corpus Christi, TX 78408 Attn: R. Corey Survant Attn: Andrew Cortez President and CEO CCFD EMS Director/Battalion Chief Phone Number: 361.855.4943 Phone Number: 361.826.3941 Fax Number: 361.855.2641 Fax Number: N/A All Notices shall be deemed given when received by the party to who sent or five (5) days after being deposited in the U.S.snail,whichever first occurs.Either party hereto may change its address for notice and/or billing purposes by giving written notice thereof to the other party as provided herein. Corpus Christi Fire Department 05/21/2025 Coastal Bend Blood Center Revisiort: 04/11/2025 Coastal Bend Blood Center Giving so that others may live 209 NoY6 Padre Island Drive • Corpus Christi,Texas 78406 s P 361.855.4943 6 F 361.855.2641 + Toll Free 1.800.299.4943 EXHIBIT "B" TO BLOOD AND BLOOD PRODUCTS SERVICE AGREEMENT PRE-HOSPITAL 1. Low Titer O+Whole Blood,Leukocytc Reduced Red Blood Cells and Liquid Plasma must have at least seven (7) full days of shelf life to be eligible for return and for credit (if the product(s) meet required criteria),unless the Blood Center has requested that the TAS accept the product(s) without penalty for expiration. 2. A re-stocking fee applies to any returned unit (Reference Exhibit Q. 3. Defective products are accepted for credit as long as the product has not been altered or defaced. Defective products must be reported to the Blood Center through the appropriate Blood Center form for reimbursement. 4. Any situation not covered in 1, 2, and/or 3 may be accepted at the sole discretion of the Blood Center depending upon community needs. 5. Blood Products may not be returned if the TAS performs any subsequent processing (e.g., irradiation) or if the Product containers or seals have been opened, damaged or altered in such a way that the Blood Product cannot be re-issued to another health care provider, except that if a Blood Product container is opened for use and TAS discovers that the Blood Product does not meet TAS's product standards, then TAS shall be entitled to return the Blood Product and receive a full refund for that Product only. b. Credit will not be issued for any unit, service or item not suitable for re-issue to another health care provider, including any unit with a defaced product label obscuring any valid information, or missing the original, attached unit number or fewer than three (3) segments remain. 7. The amount of the credit which TAS shall be entitled to receive from Blood Center for any qualified unit return by TAS shall be limited to the basic Product fee charged to the TAS with respect to such blood product and shall not include the amount of any separate delivery, laboratory, handling, specialized service fees, or other fees or charges paid or incurred by TAS in connection with or by reason of its acquisition or return of such blood product. S. TAS agrees to complete any necessary paperwork in a timely manner relative to the return of any blood product. The Blood Center agrees to issue credit on units accepted for credit in a timely manner. 9. Any in-date non-transfused product requested by the Blood Center for return due to a Market Withdrawal or Recall may be returned and credited, as invoiced. Corpus Christi Fire Department 0512112025 Coastal Bend Biood Center Revision: 04/11/2025 .!` . Coastal Bend Blood Center Giving so that others may live 209 North Padre Island Chive • Corpus Christi,Texas 78406 • P 361.853.4943 e F 361,855,2641 + Toll Free 1.800.299.4943 EXHIBIT "C" TO BLOOD AND BLOOD PRODUCTS SERVICE AGREEMENT FEE SCHEDULE `SEE ATTACHED' Corpus Christi Fire Department 0512112025 Coastal Bend Blood Center Revision: 04/11t2025 -AS Coastal Bend Blood enter e�— Giving so that others may live 209 North Padre Island Drive • Corpus Christi,Texas 78406 P 361.855.4943 • F 361.855.2641 • Toll Free i.800.299.4W Blood Product Service Fee Schedule 1 (invoice) Name Fees Whole Blood Whole Blood(Non-Leukoreduced) Low Titer WB NLR LOW TITER $675.00 Red Blood Cell Containing Products Red Blood Cells Leukocytes Reduced RED BLOOD CELL LR $302.81 Apheresis Red Blood Cells Leukocytes Reduced APH RBC LR $302.81 Plasma Products Liquid Plasma LP $81.90 Blood and Blood Product Related Services After Hours Delivery Fee AFTR HOUR DLVRY CHRG $81.47 (Between the hours of 10 P.M. to 6 A.M.) Re-Stocking Fee RE-STOCKING CHRG $75.00 Disclaimer: The codes listed in this fee schedule represent possible coding options. It is always the provider's responsibility to determine and submit appropriate codes, charges and modifiers for services that were rendered. Any determination about whether and how to seek reimbursement should be made solely by the appropriate members of the TAS's or billing staff in consultation with the physician and in light of the procedure performed on a particular patient and supported by the patient's medical record. The Coastal Bend Blood Center does not enforce the use of any particular diagnosis or procedure code(s). It is also important to note that codes can change without notice. Corpus Christi Fire Department 051211202E Coastal Bend Blood Center Revision: 04/11/2025 : Coastal Bend Blood Center Giving so that others may line 209 North Padre Island Drive • Corpus Christi,Texas 78406 ► P 361.955.4943 ► F 361.855.2641 ► Toll Free 1.800.299.4943 EXHIBIT "D" TO BLOOD AND BLOOD PRODUCTS SERVICE AGREEMENT BUSINESS ASSOCIATE AGREEMENT This Business Associate Agreement ("Agreement") dated below ("Effective Date"), is entered into by and between is entered into by Corpus Christi Fire Department, having its principal place of business at 2406 Leopard St. Ste. #300, Corpus Christi, Texas 78408, (hereinafter referred to as "TAS"),"and the entity identified in the text box below("Vendor"), for the purpose of setting forth Business Associate Agreement terms for TAS and for any TAS affiliates (each an "Affiliate," and collectively, "Affiliates") that elect to obtain services under Business Arrangements(as defined below)from Vendor. TAS and Vendor each are referred to as a "Party" and collectively as the "Parties." Capitalized terms contained in the text box below ("Text Box") shall have the meaning specified in the Text Box. This Agreement shall commence on the Effective Date; if no date is set forth in the Text Box, then the Effective Date shall be the date the Agreement is signed by the Parties. Effective Date: M Legal Name: Coastal Aend Blood Center d/b/a: N/A Address: 209 North Padre Island Drive City, State, Zip: Corpus Christi, Texas 78406 Contact Name and Title: R. Corey Survant, President & CEO Phone Number: 361.855.4943 Fax Number: 361.855.2641 Email: esurvant(cr�,coastalbendbloodcenter.org State of Incorporation: Texas Authorized Signer's Name and Title: R. Corey Survant, President& CEO Authorized Signer's Email: csurvant@coastalbendbloodeenter.org Authorized Signer's Phone Number: 361.855.4943 WHEREAS, Affiliates own, operate, manage, perform services for, otherwise are affiliated with, or are themselves covered entities ("Covered Entities") as defined in the federal regulations at 45 C.F.R. Parts 160 and 164(the"Privacy Standards")promulgated pursuant to the Health Insurance Portability and Accountability Act of 1996("HIPAA")and the Health Information Technology for Economic and Clinical Health Act of 2009 ("HITECH"); WHEREAS,pursuant to HIPAA and HITECH,the U.S. Department of Health&Human Services ("HHS") promulgated the Privacy Standards and the security standards at 45 C.F.R. Parts 160 and 164(the "Security Standards")and the breach notification standards at 45 C.F.R. Part 164,Subpart D(the"Breach Notification Standards")requiring certain individuals and entities subject to these standards to protect the privacy and security of certain individually identifiable health information ("Protected Health Information"or"PHI"), including electronic protected health information ("EPHI")• Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—0512112025 Page 1 of If Coastal Bend Blood Center r.0411112025 WHEREAS, the Parties wish to comply with Privacy Standards, Security Standards, and Breach Notification Standards as such may be revised or amended by HHS from time to time; WHEREAS, in connection with Vendor's performance under its agreement(s) or other documented arrangements between Vendor and TAS and/or Affiliates,whether in effect as of the Effective Date or which become effective at any time during the term of this Agreement (collectively `Business Arrangements"), Vendor may provide services for, or on behalf of, TAS and/or its Affiliates that require Vendor to use,disclose,receive,access,create,maintain and/or transmit health information that is protected by state and/or federal law; and WHEREAS, Vendor, TAS and its Affiliates desire that Vendor obtain access to PHI and EPHI in accordance with the terms specified herein; NOW,THEREFORE,in consideration of the mutual promises set forth in this Agreement and the Business Arrangements, and other good and valuable consideration, the sufficiency and receipt of which are hereby severally acknowledged, the Parties agree as follows: I. Business Associate Obligations. In accordance with this Agreement and the Business Arrangements, Vendor may use, disclose, access,create, maintain,transmit and/or receive on behalf of TAS and/or Affiliates health information that is protected under applicable state and/or federal law, including without limitation, PHI and EPHI. Vendor acknowledges and agrees it meets the definition of a "business associate" at 45 C.F.R. §160.103. All capitalized terms not otherwise defined in this Agreement or in the Text Box shall have the meanings set forth in the regulations promulgated by HHS in accordance with HIPAA and HITECH, including the Privacy Standards, Security Standards, and Breach Notification Standards as applicable and as may be amended from time to time(collectively referred to hereinafter as the"Confidentiality Requirements"). All references to PHI herein shall be construed to include EPHI. PHI shall mean only that PHI Vendor uses, discloses,accesses,creates,maintains,transmits and/or receives for or on behalf of TAS and/or a disclosing Affiliate("Disclosing Affiliate")pursuant to the Business Arrangements. The Parties hereby acknowledge that the definition of PHI includes"Genetic Information"as set forth at 45 C.F.R. §160.103. To the extent the Vendor is to carry out an obligation of TAS and/or a Disclosing Affiliate under the Confidentiality Requirements, the Vendor shall comply with the provision(s) of the Confidentiality Requirements that would apply to TAS and/or the Disclosing Affiliate(as applicable)in the performance of such obligation(s). 2. Use of PHI. Except as otherwise required by law,Vendor shall use PHI in compliance with this Agreement and 45 C.F.R. §164.504(e). Vendor agrees not to use(or permit the use of) PHI in a manner that would violate the Confidentiality Requirements if the PHI were used by TAS or the Disclosing Affiliate in the same manner. Furthermore, Vendor shall use PHI: (1)solely for the benefit of TAS and the Disclosing Affiliate and only for the purpose of performing services for, or on behalf of, TAS and the Disclosing Affiliate as such services are defined in the Business Arrangements; and (ii) as necessary for the proper management and administration of Vendor or to carry out its legal responsibilities; provided that such uses are permitted under federal and applicable state law. TAS and each Disclosing Affiliate shall retain all rights in the PHI not granted herein. Except as necessary to perform services for TAS or Disclosing Affiliate under the Business Arrangements, Vendor may not de-identify PHI or other identifiable data without the express written authorization of TAS. All de-identification of PHI must be performed in accordance with the Confidentiality Requirements, specifically, 45 C.F.R. §164.514(b). Carpus Christi Fire Department-PHI Sharing Business Associate Agreement—0512112025 Page 2 of 11 Coastal Bend Blood Center r.0411112025 3. Disclosure of PHI. 3.1 Subject to any limitations in this Agreement, Vendor may disclose PHI to any third party as necessary to perform its obligations under the Business Arrangements and as permitted or required by applicable law. Vendor agrees not to disclose (or permit the disclosure of) PHI in a manner that would violate the Confidentiality Requirements if the PHI was disclosed by the Disclosing Affiliate in the same manner. Further, Vendor may disclose PHI for the proper management and administration of Vendor; provided that: (i)such disclosures are required by law; or(ii)Vendor: (a)obtains reasonable assurances from any third party to whom the PHI is disclosed that the PHI will be held confidential and used and disclosed only as required by law or for the purpose for which it was disclosed to the third party; and (b) requires the third party to agree to immediately notify Vendor of any instances of which it is aware that PHI is being used or disclosed for a purpose that is not otherwise provided for in this Agreement or for a purpose not expressly permitted by the Confidentiality Requirements. Vendor shall report to TAS and the applicable Disclosing Affiliates any use or disclosure of PHI not permitted by this Agreement of which it becomes aware. Such report shall be made within five(5)business days of Vendor becoming aware of such use or disclosure. 3.2 If Vendor uses or contracts with any agent, including a subcontractor (collectively "Subcontractors")that uses, discloses, accesses, creates, receives, maintains or transmits PHI on behalf of the Vendor, Vendor shall require all Subcontractors to agree in writing to the same restrictions and conditions that apply to Vendor under this Agreement; specifically, Vendor agrees to enter into business associate agreements with its Subcontractors that meet the requirements of the Confidentiality Requirements; including, but not limited to, 45 C.F.R. §§164.314, 164.410, 164.502 and 164.504(e). In addition to Vendor's obligations under Section 9, Vendor agrees to mitigate, to the extent practical and unless otherwise requested by the applicable Disclosing Affiliate in writing, any harmful effect that is known to Vendor and is the result of a use or disclosure of PHI by Vendor or any Subcontractor in violation of this Agreement. Additionally, Vendor shall ensure that all disclosures of PHI by Vendor and its Subcontractors comply with the principle of "minimum necessary use and disclosure," (i.e., in accordance with 45 C.F.R. §164.502(b), only the minimum PHI that is necessary to accomplish the intended purpose may be disclosed). 4. Individual Rights Resardine Designated Record Sets. If Vendor maintains a Designated Record Set on behalf of TAS or any Disclosing Affiliate,Vendor shall: (i) provide access to and permit inspection and copying of PHI by TAS and/or the applicable Disclosing Affiliate under conditions and limitations required under 45 C.F.R. §164.524, as it may be amended from time to time; and (ii) amend PHI maintained by Vendor as requested by TAS and/or the applicable Disclosing Affiliate. Vendor shall respond to any request from TAS or any Disclosing Affiliate for access by an Individual within five (5) business days of such request and shall make any amendment requested by TAS or any Disclosing Affiliate within ten (10) business days of such request. Any information requested tinder this Section 4 shall be provided in th®form or fbrinat requested, if it is readily producible in such form or format. Vendor may charge a reasonable fee based upon Vendor's labor costs in responding to a request for electronic information(or a cost-based fee for the production of non-electronic media copies). Vendor shall notify the applicable party(i.e., TAS and/or Disclosing Affiliate) within five (5) business days of receipt of any request from an Individual for access or amendment, and reasonably cooperate with Disclosing Affiliate in responding to such request. Division and/or Disclosing Affiliate, not Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—0512112025 Page 3 of 11 Coastal Bend Blood Center r.0411112025 Vendor, shall be responsible for determining whether to grant or deny any access to,or amendment of,PHI requested by an Individual,provided that nothing in this Agreement shall restrict Vendor's ability to provide access or a copy of PHI as provided for by Section 13405(e) of HITECH, as amended, or any regulations promulgated pursuant to such provision, in compliance with the Confidentiality Requirements. Vendor shall have a process in place for receiving requests for amendments and for appending such requests to the Designated Record Set when requested by TAS or a Disclosing Affiliate. 5. Accountine of Disclosures. Vendor shall make available to TAS and/or the applicable Disclosing Affiliate(s) within twenty (20) business days of a request by TAS and/or the Disclosing Affiliate the information required for an accounting of disclosures of PHI in accordance with 45 C.F.R. §164.528 (or such shorter time as may be required by state or federal law). Such accounting must be provided without cost if it is the first accounting requested within any twelve (12) month period. For subsequent accountings within the same twelve (12) month period, Vendor may charge a reasonable fee based upon Vendor's labor costs in responding to a request for electronic information (or a cost-based fee for the production of non-electronic media copies) only after Vendor informs TAS and/or Disclosing Affiliate and TAS and/or Disclosing Affiliate informs the Individual in advance of the fee, and the Individual is afforded an opportunity to withdraw or modify the request. Such accounting obligations shall survive termination or expiration of this Agreement and with respect to any disclosure, whether on or before the termination of this Agreement, shall continue for a minimum of seven (7)years following the date of such disclosure. 6. Withdrawal of Authorization. If the use or disclosure of PHI under this Agreement is based upon an Individual's specific authorization regarding the use of his or her PHI, and: (i) the Individual revokes such authorization in writing; (ii) the effective date of such authorization has expired; or (iii) the authorization is found to be defective in any manner that renders it invalid for whatever reason, then Vendor agrees, if it has received notice from TAS, a Disclosing Affiliate or otherwise regarding such revocation or invalidity,to cease the use and disclosure of any such Individual's PHI except to the extent Vendor has relied on such use or disclosure,or where an exception under the Confidentiality Requirements expressly applies. 7. Records and Audit. Vendor shall make available to HHS or its agents its internal practices,books, and records relating to the compliance of Vendor, TAS and/or any Disclosing Affiliate with the Confidentiality Requirements, such internal practices, books and records to be provided in the time and manner designated by HHS or its agents. Except to the extent prohibited by law,Vendor agrees to notify TAS and the applicable Disclosing Affiliate immediately upon receipt by Vendor of any and all requests by or on behalf of any and all federal, state, and local government authorities served upon Vendor requesting PHI or investigating compliance with the Confidentiality Requirements. 8. Implementation of Security Standards; Notice of Security Incidents. Vendor will comply with the Security Standards and, by way of example and not limitation, use appropriate safeguards to prevent the use or disclosure of PHI other than as expressly permitted under this Agreement. In accordance with the Security Standards, Vendor will implement administrative, physical, and technical safeguards that protect the confidentiality, integrity and availability of the PHI that it uses, discloses, accesses, creates, receives, maintains or transmits. To the extent feasible, Vendor will use commercially reasonable efforts to ensure that the technology safeguards used by Vendor to secure PHI Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—0512112025 Page 4 of 11 Coastal Bend Blood Center r.04/11/2025 will render such PHI unusable, unreadable and indecipherable to individuals unauthorized to acquire or otherwise have access to such PHI in accordance with HHS Guidance published at 74 Federal Register 19006(April 17,2009)or such later regulations or guidance promulgated by HHS or issued by the National Institute for Standards and Technology ("NIST") concerning the protection of identifiable data such as PHI. Vendor will promptly report to TAS and the applicable Disclosing Affiliate any Security Incident of which it becomes aware;provided,however,that TAS and the applicable Disclosing Affiliate acknowledge and shall be deemed to have received notice from Vendor that there are routine occurrences of: (i) unsuccessful attempts to penetrate computer networks or services maintained by Vendor; and (ii) immaterial incidents such as "pinging" or "denial of services" attacks. At the request of TAS and/or a Disclosing Affiliate, Vendor shall identify: the date of the Security Incident, the scope of the Security Incident, Vendor's response to the Security Incident, and to the extent permitted by law,the identification of the party responsible for causing the Security Incident, if known. 9. Data Breach Notification and Mitigation. 9.1 HIPAA Data Breach Notification and Mitigation. Vendor agrees to implement reasonable systems for the discovery and prompt reporting of any "breach" of"unsecured PHI" as those terms are defined by 45 C.F.R. §164.402 ("HIPAA Breach"). The Parties acknowledge and agree that 45 C.F.R. §§164.404 and 164.410, as described below in this Section 9.1, govern the determination of the date of a HIPAA Breach. In the event of any conflict between this Section 9.1 and the Confidentiality Requirements, the more stringent requirements shall govern. Following the discovery of a HIPAA Breach, Vendor will notify TAS and the applicable Disclosing Affiliates immediately and in no event later than five(5)business days after Vendor discovers such HIPAA Breach unless Vendor is prevented from doing so by 45 C.F.R. §164.412 concerning law enforcement investigations. For purposes of reporting a HIPAA Breach to TAS and any Disclosing Affiliate,the discovery of a HIPAA Breach shall occur as of the first day on which such HIPAA Breach is known to Vendor or, by exercising reasonable diligence, would have been known to Vendor. Vendor will be considered to have had knowledge of a HIPAA Breach if the HIPAA Breach is known, or by exercising reasonable diligence would have been known,to any person(other than the person committing the HIPAA Breach)who is an employee,officer or other agent of Vendor. No later than seven (7) business days following a HIPAA Breach, Vendor shall provide Disclosing Affiliate with sufficient information to permit Disclosing Affiliate to comply with the HIPAA Breach notification requirements set forth at 45 C.F.R. §164.400 et seq. Specifically, if the following information is known to (or can be reasonably obtained by)Vendor,Vendor will provide TAS and the applicable Disclosing Affiliate with: (i) contact information for Individuals who were,or who may have been,impacted by the HIPAA Breach(e.g., first and last name, mailing address, street address, phone number, email address); (ii) a brief description of the circumstances of the HIPAA Breach, including the date of the HIPAA Breach and date of discovery; (iii)a description of the types of unsecured PHI involved in the HIPAA Breach (e.g., names, social security number, date of birth, address(es), account numbers of any type, disability codes, diagnostic and/or billing codes and similar information); (iv) a brief description of what Vendor has done or is doing to investigate the HIPAA Breach, mitigate harm to the Individual impacted by the HIPAA Breach, and protect against future HIPAA Breaches; and (v) appoint a liaison and provide contact information for same so that Disclosing Affiliate may ask questions or learn additional information concerning the HIPAA Breach. Following a HIPAA Breach, Vendor will have a continuing duty to inform the TAS and the applicable Disclosing Affiliate(s) of new information learned by Vendor regarding the HIPAA Breach; including, but not limited to,the information described in items(i)through (v) above. This Section 9.1 shall survive the expiration or termination of this Agreement and shall remain in effect for so long as Vendor maintains PHI. Corpus Christi Fire Department-PHI Sharing Business Associate Agreement--05/21/2025 Page S of 11 Coastal Bend Blood Center r.0417112025 9.2 Data Breach Notification and Mitigation Under Other Laws. In addition to the requirements of Section 9.1,Vendor agrees to implement reasonable systems for the discovery and prompt reporting of any breach of individually identifiable information (including, but not limited to, PHI and. referred to hereinafter as "Individually Identifiable Information") that, if misused, disclosed, lost or stolen, would trigger an obligation under one or more State data breach notification laws (each a "State Breach")to notify the individuals who are the subject of the information. Vendor agrees that in the event any Individually Identifiable Information is lost, stolen, used or disclosed in violation of one or more State data breach notification laws,Vendor shall promptly: (i)notify TAS and the applicable Disclosing Affiliates within five(5)business days of such misuse, disclosure, loss or theft;(ii) cooperate and assist TAS and the applicable Disclosing Affiliate with any investigation into any State Breach or alleged State Breach; (iii) cooperate and assist TAS and the applicable Disclosing Affiliate with any investigation into any State Breach or alleged State Breach conducted by any State Attorney General or State Consumer Affairs Department (or their respective agents); (iv) cooperate with TAS and the applicable Disclosing Affiliate regarding the obligations of TAS, the Disclosing Affiliate(s) and/or Vendor to mitigate to the extent practicable any potential harm to the individuals impacted by the State Breach; and (v) assist with the implementation of any decision by any State agency, including any State Attorney General or State Consumer Affairs Department (or their respective agents), to notify individuals impacted or potentially impacted by a State Breach. This Section 9.2 shall survive the expiration or termination of this Agreement and shall remain in effect for so long as Vendor maintains PHI or Individually Identifiable Information. 9.3 Breach Indemnification. Vendor shall indemnify, defend and hold TAS, Disclosing Affiliates and each of their respective officers, directors, employees, agents, successors and assigns harmless from and against any and all losses, claims, actions, demands, liabilities, damages, costs and expenses (including costs of judgments, settlements, court costs and reasonable attorneys' fees actually incurred) (collectively "Information Disclosure Claims") arising from or related to: (i) the use or disclosure of Individually Identifiable Information (including PHI) in violation of the terms of this Agreement or applicable law; and (ii) whether in oral, paper or electronic media, any HIPAA Breach of unsecured PHI and/or State Breach of Individually Identifiable Information. If Vendor assumes the defense of an Information Disclosure Claim. TAS and Disclosing Affiliate(s) shall each have the right, at its expense, to participate in the defense of such Information Disclosure Claim. Vendor shall not take any final action with respect to any Information Disclosure Claim without the prior written consent of TAS and the applicable Disclosing Affiliate, if it is a party to the Information Disclosure Claim. To the extent permitted by law,Vendor shall be fully liable to TAS and the applicable Disclosing Affiliates for any acts, failures or omissions of Subcontractors in furnishing the services as if they were Vendor's own acts,failures or omissions. For purposes of this Section 9.3,PHI and Individually Identifiable Information shall refer to PHI and Individually Identifiable Information used, disclosed, accessed, created, maintained, received or transmitted by and/or under the direction or control of,Vendor and/or its Subcontractors at the time of any HIPAA Breach and/or State Breach. This Section 9.3 shall survive the expiration or termination of this Agreement and shall remain in effect for so long as Vendor maintains PHI or Individually Identifiable Information. 10. Term and Termination. 10.1 Termination. This Agreement shall remain in effect until terminated in accordance with the terms of this Section 10; provided,however, that termination shall not affect the respective obligations or rights of the Parties arising under this Agreement prior to the effective date of termination, all of which shall continue in accordance with their terms. Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—05/21/2025 Page 6 of 11 Coastal Bend Blood Center r.04171.12025 10.2 Termination without Cause. Any Disclosing Affiliate shall have the right to decline participation under this Agreement, or to terminate its participation under this Agreement to the extent it applies to such Disclosing Affiliate, Such Disclosing Affiliate shall provide written notice to both TAS and Vendor that after thirty (30) calendar days such Disclosing Affiliate shall have no further obligations to Vendor hereunder for any reason. Such termination shall not impact in any way the effectiveness of this Agreement with regard to TAS or any other Disclosing Affiliate. 10.3 Termination for Cause. TAS and any Disclosing Affiliate, respectively, may immediately terminate this Agreement as set forth in this Section 10.3 (but in the case of a terminating Disclosing Affiliate, such termination shall apply only with regard to the relationship between Vendor and the terminating Disclosing Affiliate). Upon termination by TAS or any Disclosing Affiliate, the terminating party shall have no further obligations to Vendor hereunder if either of the following events have occurred and are continuing to occur with respect to PHI received from or on behalf of TAS or the terminating Disclosing Affiliate: a. Vendor fails to observe or perform any material covenant or obligation contained in this Agreement for ten (10)business days after written notice of such failure has been given to Vendor by TAS or the terminating Disclosing Affiliate; or b. Vendor violates any provision of the Confidentiality Requirements or applicable federal or state privacy law relating to the obligations of Vendor under this Agreement. 10.4 TAS Mgy Terminate Business Arrangements in Event of for Cause Termination. Termination of this Agreement for either of the two reasons set forth in Section 10.3 above shall be cause for TAS to immediately terminate for cause any Business Arrangement pursuant to which Vendor uses, discloses, accesses, receives, creates, or transmits PHI for or on behalf of TAS and/or any Disclosing Affiliate. 10.5 Termination Upon Conclusion_ of Business Arrangements. Upon the expiration or termination of all Business Arrangements, either TAS or Vendor may terminate this Agreement by providing written notice to the other Party. 10.6 Return of PHI Upon Termination. Upon termination of this Agreement for any reason with respect to TAS or any Disclosing Affiliate, Vendor agrees either to return all PHI to the appropriate party (e.g., TAS and/or the applicable Disclosing Affiliates)or to destroy all PHI received from TAS and/or the applicable Disclosing Affiliates that is in the possession or control of Vendor or its Subcontractors. In the case of PHI for which it is not feasible to return or destroy, Vendor shall extend the protections of this Agreement to such PHI and limit further uses and disclosures of such PHI to those purposes that make the return or destruction infeasible,for so long as Vendor maintains such PHI. Vendor shall comply with other applicable state or federal law, which may require a specific period of retention, redaction, or other treatment of such PHI. This Section 10.6 shall survive the expiration or termination of this Agreement and shall remain in effect for so long as Vendor maintains PHI. 11. No Warranty. PHI IS PROVIDED TO VENDOR SOLELY ON AN "AS IS" BASIS. TAS AND THE DISCLOSING AFFILIATES DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—05/21/2025 Page 7 of I I Coastal Bend Blood Center r.0411112025 12, lneliaible Persons. Vendor represents and warrants to TAS and each Disclosing Affiliate that Vendor and its directors, officers, and key employees; (i)are not currently excluded, debarred, or otherwise ineligible to participate in the federal health care programs as defined in 42 U.S.C. § 1320a-7b(f) or any state healthcare program (collectively, the "Healthcare Programs"); (ii) have not been convicted of a criminal offense related to the provision of healthcare items or services but have not yet been excluded,debarred,or otherwise declared ineligible to participate in the I Iealthcare Programs;and(iii)are not under investigation or otherwise aware of any circumstances which may result in Vendor being excluded from participation in the Healthcare Programs (collectively, the "Warranty of Non-exclusion"). Vendor's representations and warranties underlying the Warranty of Non-exclusion shall be ongoing during the term,and Vendor shall immediately notify TAS and each Disclosing Affiliate of any change in the status of the representations and warranties set forth in this Section 12. Any breach of this Section 12 shall give TAS the right to terminate this Agreement immediately for cause. 13. Waiver. No provision of this Agreement or any breach thereof shall be deemed waived unless such waiver is in writing and signed by the Party claimed to have waived such provision or breach. No waiver of a breach shall constitute a waiver of or excuse any different or subsequent breach. 14. Assienment. Neither Party may assign (whether by operation of law or otherwise) any of its rights or delegate or subcontract any of its obligations under this Agreement without the prior written consent of the other Party. Notwithstanding the foregoing, TAS shall have the right to assign its rights and obligations hereunder to any entity that is an affiliate or successor of TAS, whether by merger, acquisition, change in control, or other transaction involving the sale of all or substantially all of TAS's assets, without the prior approval of Vendor. 15. Severability. Any provision of this Agreement that is determined to be invalid or unenforceable will be ineffective to the extent of such determination without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such remaining provisions. 16. Governin€Law. This Agreement shall be governed by, and interpreted in accordance with, the laws of the state of Texas, excluding its conflicts of laws provisions. Jurisdiction and Venue for any dispute relating to this Agreement shall exclusively rest with the state and federal courts in Texas,Nueces County, Texas 17, Equitable Relief. Vendor understands and acknowledges that any disclosure or misappropriation of any PHI in violation of this Agreement will cause TAS and the applicable Disclosing Affiliate(s) irreparable harm,the amount of which may be difficult to ascertain,and therefore agrees that TAS and the applicable Disclosing Affiliate(s)shall have the right to apply to a court of competent jurisdiction for specific performance and/or an order restraining and enjoining any such further disclosure or breach and for such other relief as TAS Corpus Christi Fire Department-PHI Sharing Business Associate Agreement-05/27/2025 Page 8 of 11 Coastal Bend Blood Center r.0411112025 and the applicable Disclosing Affiliatc(s) shall deem appropriate. Such right of TAS and the Disclosing Affiliate(s)are to be in addition to the remedies otherwise available to TAS and the Disclosing Affiliate(s) at law or in equity. Vendor expressly waives the defense that a remedy in damages will be adequate and further waives any requirement in an action for specific performance or injunction for the posting of a bond by TAS or the Disclosing Affiliate. 18. Nature of Agreement; Independent Contractor. Nothing in this Agreement shall be construed to create:(i)a partnership,joint venture or other joint business relationship between the Parties or any of their affiliates; or (ii) a relationship of employer and employee between the Parties. Vendor is an independent contractor and not an agent of the TAS or any Disclosing Affiliate. This Agreement does not express or imply any commitment to purchase or sell goods or services. 19. Counterparts; Execution. This Agreement and any amendments hereto may be executed by the Parties individually or in any combination, in one or more counterparts,each of which shall be an original and all of which shall together constitute one and the same agreement. Execution and delivery of this Agreement and any amendments by the Parties shall be legally valid and effective through: (i) executing and delivering the paper copy of the document,(ii)transmitting the executed paper copy of the document by facsimile transmission or electronic mail in "portable document format" (".pdf') or other electronically scanned format, or (iii) creating, generating, sending, receiving or storing by electronic means this Agreement and any amendments, the execution of which is accomplished through use of an electronic process and executed or adopted by a Party with the intent to execute this Agreement (i.e., "electronic signature" through a process such as DocuSign®). 20. Entire Agreement. This Agreente►t constitutes the complete agreement between Vendor and TAS relating to the matters specified in this Agreement and supersedes all prior representations or agreements, whether oral or written,with respect to such matters. This Agreement constitutes the complete agreement between Vendor, TAS and the Disclosing Affiliates relating to the matters specified in this Agreement and supersedes all prior representations or agreements, whether oral or written, with respect to such matters. In the event of any conflict between the terms of this Agreement and the terms of the Business Arrangements or any such later agreement(s), the terms of this Agreement shall control unless the terms of such Business Arrangements are more strict with respect to PHI and comply with the Confidentiality Requirements, or the Parties specifically otherwise agree in writing. No oral modification or waiver of any of the provisions of this Agreement shall be binding on either Party to this Agreement or on any Disclosing Affiliate;provided, however,that upon the enactment of any law,regulation,court decision or relevant government publication and/or interpretive guidance or policy that TAS believes in good faith will adversely impact the use or disclosure of PHI under this Agreement, TAS may amend the Agreement to comply with such law, regulation,court decision or government publication,guidance or policy by delivering a written amendment to Vendor which shall be effective thirty(30)calendar days after receipt. No obligation on either Party or any Disclosing Affiliate to enter into any transaction is to be implied from the execution or delivery of this Agreement. This Agreement is for the benefit of, and shall be binding upon,the Disclosing Affiliates, the Parties,their affiliates and respective successors and assigns. Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—0512112025 Page 9 of I I Coastal Bend Blood Center r.0411112025 21. Schedule. The Parties understand and agree that: (i)Schedule A is considered a"live" Schedule,and shall not be construed to be limited to the entities and facilities set forth therein; and (ii)that Schedule A is intended to include all present and future Affiliates operated by the TAS as appropriate and necessary to comply with the Confidentiality requirements applicable to the Business Arrangements between the Parties 22. Notice. All notices,requests,demands and other communications required or permitted to be given or made under this Agreement shall be in writing, shall be effective upon receipt or attempted delivery, and shall be sent by: (i) personal delivery; (ii) certified or registered United States mail, return receipt requested; (iii) overnight delivery service with proof of delivery; or (iv) facsimile with return facsimile acknowledging receipt. Notices shall be sent to the addresses below and to the applicable Disclosing Affiliate. No Party to this Agreement shall refuse delivery of any notice hereunder. Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—05/27/2025 Page 10 of 11 Coastal Bend Blood Center r.04/77/2025 TAS: Corpus Christi Fire Department VENDOR: Coastal Bend Blood Center Attention: Brandon Wade Attention: R. Corey Survant, Fire Chief President & CEO Tel. No: 361.826.3932 Tel. No: 361.855.4943 Fax No: NIA Fax No: 361.855.2641 Copy to: NIA Copy to: NIA Attention: Attention: Tel. No: Tel. No: Fax No: Fax No: IN WITNESS WHEREOF,the Parties have executed this Agreement as of the Effective Date. TAS: Corpus Christi Fire Department VENDOR: Coastal Bend Blood Center By: By: Brandon Wade R. Corey urvant (Print or Type Name) (Print or Type Name) Fire Chief President & CEO (Title) (Title) Date: ` Date: ,�` 2/ Carpus Christi Fire Department-PHI Sharing Business Associate Agreement—05i21l2025 Page 11 of 11 Coastal Bend Blood Center r.04/1U2025 EXHIBIT A DISCLOSING AFFILIATES) TAS: Corpus Christi Fire Department 2406 Leopard St. Ste. #300 Corpus Christi, Texas 78408 TAS Locations- Corpus Christi Fire Department, 2406 Leopard St. Ste. 4300, Corpus Christi, TX 78408 Corpus Christi Fire Department, 1525 Morgan Avenue, Corpus Christi, TX 78404 Corpus Christi Fire Department-PHI Sharing Business Associate Agreement—05121/2025 Coastal Bend Blood Center r.0411112025