2023-047 - Laserfiche WebLink

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maintain, based on mutual agreement with Client, all necessary equipment, furniture, fixtures, and supplies listed in Exhibit D. All such items shall be the property of Client except for the data - creating and data -hosting equipment and telecommunications equipment described in Section 3.5(a) which shall be retained by Everside. Client shall act in good faith upon any reasonable recommendation by Everside for equipment repair or replacement. Everside shall invoice Client on a monthly basis for the above. 4.3 Confidentiality. Unless otherwise required by law, Client shall not disclose any privileged or Confidential Information which it either obtains or learns as a result of this Agreement. Without limiting the generality of the foregoing, CIient, as well as Client's principals, officers, employees, contractors, agents or assigns, shall maintain the confidentiality of any information defined as "Confidential Information" as well as any business or financial records, matters of practice of the other to which either shall have access or knowledge, unless such disclosure is required by law. This Section 4.3 shall survive the termination of this Agreement. 4.4 Health Plan Responsibilities. Client shall execute the necessary documents, amendments, disclosures, and reported requirements by state and federal law to facilitate the integration of the Everside Health Center into the client's health plan. 4.5 General Liability and Workers Compensation. Client shall maintain the following insurances in amounts that are appropriate to businesses or other organizations which are similar in size or services to Client: (a) Applicable Federal and State Worker's compensation acts, covering employer's liability and third -party actions against Everside arising out of operations under this Agreement. (b) Standard comprehensive general liability insurance. (c) General property casualty insurance on the Everside Health Center premises and its contents, in amounts consistent with similarly situated health centers. Client shall provide a certificate of insurance, prior to execution of the contract, evidencing the insurance required under this section and shall provide 30 days' notice to Everside of cancellation, termination or revision of coverage. 4.6 Eli 'bili . Client shall be responsible for determining eligibility to receive Everside Services. In the absence of an agreement by the Parties to the contrary, Client shall ensure that an Eligibility File is transferred to Everside on a monthly basis. The Parties agree that Client may provide Everside with updates to an Eligibility File on a more frequent basis. Client shall provide an initial Eligibility File to Everside at least 45 days prior to the Health Center Opening Date. Client shall be responsible for ensuring that Eligible Members are not enrolled in a state or federal healthcare program (e.g., Medicare, Medicaid) as their primary coverage, except to the extent that Client has elected to be fully responsible for all Medicare Part B Primary patients' costs. 4.7 Data and Communication (a) Eligibility Mechanism: i' 2022 F%ctside Ilealth, LLC All iidhts icscncd. Cunlidcntial. 9