Common use of Exclusion Screening and Related Requirements Clause in Contracts

Exclusion Screening and Related Requirements. Downstream Entity represents and warrants (1) that it is not itself excluded, and (2) does not (and shall not) employ or procure the services of any individual or entity that is excluded under the U.S. Department of Health and Human Services Office of Inspector General’s List of Excluded Individuals/Entities, the General Services Administration (“GSA”) exclusion list (the “GSA List”) or is otherwise excluded from participation in any Federal health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f)), or debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency (an “Excluded Individual”). Downstream Entity shall, upon request, periodically attest to the same. Upon learning that the name of any employee, contractor, agent, board of directors member or major stockholder of Downstream Entity or any Other Downstream Entity appears on the OIG, GSA or other exclusion lists (together, “Exclusion Lists”), Downstream Entity shall (a) promptly notify Delegate of such occurrence, and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure that neither it, nor any Other Downstream Entity, or their respective employees, contractor, agent, board of directors member or major stockholders, is an Excluded individual, Downstream Entity agrees that it is bound by the terms of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree to the same. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSED.

Exclusion Screening and Related Requirements. Downstream Entity represents Producer understands and warrants (1) agrees that it is not itself excludedno person or entity that provides services, and (2) does not (and shall not) employ directly or procure the services of indirectly, for any Aetna Medicare Products, may be an individual or entity excluded from participation in Medicare under Section 1128 or 1128A of the Social Security Act. Producer hereby certifies that is no such excluded person or entity will be employed by or utilized by Producer or by any of Producer’s Downstream Entities to directly or indirectly perform services under this Agreement. Producer agrees to review the U.S. Department of Health and Human Services (“HHS”) Office of Inspector General’s General List of Excluded Individuals/Entities, Individuals and Entities and the General Services Administration System for Awards Management (collectively, “GSAExclusion Lists”) exclusion list (to ensure that no persons or entities employed by or utilized by Producer or by any of Producer’s Downstream Entities are included on such Exclusion Lists. Producer agrees to review the “GSA List”) Exclusion Lists prior to initially hiring, appointing or contracting with any new employee, temporary employee or Downstream Entity and at least once per month thereafter to confirm that such persons and entities are not included on such Exclusion Lists. Producer agrees that if any such person or entity utilized by Producer to directly or indirectly to perform services under this Agreement appears on an Exclusion List and/or is otherwise excluded from participation in any Federal federally-funded health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f))program, Producer will immediately remove the employee, temporary employee or debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency (an “Excluded Individual”). Downstream Entity shallfrom any work related directly or indirectly to Aetna Medicare Products, upon requestand take all corrective actions required under applicable laws, periodically attest to rules or regulations. In the same. Upon learning that the name of event Producer or any employee, contractor, agent, board of directors member temporary employee or major stockholder of Downstream Entity of Producer that directly or indirectly performs services under this Agreement is listed in an Exclusion List after the Effective Date, Company shall have the right, in its sole discretion and judgment, to terminate Producer’s provision of services to Aetna Medicare Products in accordance with the Agreement or to disqualify any Other Downstream Entity such person or entity on the Exclusion List from providing any part of the services under this Agreement. In addition, Producer shall, and shall cause each individual or entity with whom it contracts or to whom it delegates any obligations under the (09/19) Agreement to review the Specially Designated Nationals and Blocked Persons list published by the Office of Foreign Assets Control of the U.S. Department of Treasury prior to the initial hiring of any employee or engagement of any subcontractor (including any agent) to furnish services to Company, and monthly thereafter, and to promptly notify Company of discovering any employee’s or subcontractor’s name on such list. Upon such discovery by Producer or Company, Company reserves the right to block payments to Producer, and/or take any other actions which may be required to comply with law. In the case an agent appears on the OIGSpecially Designated Nationals and Blocked Persons list, GSA or other exclusion lists (togetherCompany, “Exclusion Lists”)in its sole discretion, Downstream Entity shall (a) promptly notify Delegate may terminate the appointment of such occurrence, agent and/or any agreement between Company and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure that neither it, nor any Other Downstream Entity, or their respective employees, contractor, agent, board of directors member or major stockholders, is an Excluded individual, Downstream Entity agrees that it is bound by the terms of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree to the same. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSED.

Exclusion Screening and Related Requirements. Downstream Entity represents Upline understands and warrants (1) agrees that it is not itself excludedno person or entity that provides services, and (2) does not (and shall not) employ directly or procure the services of indirectly, for any EGWP Products, may be an individual or entity excluded from participation in Medicare under Section 1128 or 1128A of the Social Security Act. Upline hereby certifies that is no such excluded person or entity will be employed by or utilized by Upline or by any of Upline’s Downstream Entities to directly or indirectly perform services under this Agreement. Upline agrees to review the U.S. Department of Health and Human Services (“HHS”) Office of Inspector General’s General List of Excluded Individuals/Entities, Individuals and Entities and the General Services Administration System for Awards Management (collectively, “GSAExclusion Lists”) exclusion list (to ensure that no persons or entities employed by or utilized by Upline or by any of Upline’s Downstream Entities are included on such Exclusion Lists. Upline agrees to review the “GSA List”) Exclusion Lists prior to initially hiring, appointing or contracting with any new employee, temporary employee or Downstream Entity and at least once per month thereafter to confirm that such persons and entities are not included on such Exclusion Lists. Upline agrees that if any such person or entity utilized by Upline to directly or indirectly to perform services under this Agreement appears on an Exclusion List and/or is otherwise excluded from participation in any Federal federally-funded health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f))program, Upline will immediately remove the employee, temporary employee or debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency (an “Excluded Individual”). Downstream Entity shallfrom any work related directly or indirectly to EGWP Products, upon requestand take all corrective actions required under Laws, periodically attest to rules or regulations. In the same. Upon learning that the name of event Upline or any employee, contractor, agent, board of directors member temporary employee or major stockholder of Downstream Entity of Upline that directly or indirectly performs services under this Agreement is listed in an Exclusion List after the Effective Date, Aetna shall have the right, in its sole discretion and judgment, to terminate Upline’s provision of services to EGWP Products in accordance with the Agreement or to disqualify any Other Downstream Entity such person or entity on the Exclusion List from providing any part of the services under this Agreement. In addition, Upline shall, and shall cause each individual or entity with whom it contracts or to whom it delegates any obligations under the Agreement to review the Specially Designated Nationals and Blocked Persons list published by the Office of Foreign Assets Control of the U.S. Department of Treasury prior to the initial hiring of any employee or engagement of any subcontractor (including any agent) to furnish services to Aetna, and monthly thereafter, and to promptly notify Aetna of discovering any employee’s or subcontractor’s name on such list. Upon such discovery by Upline or Aetna, Aetna reserves the right to block payments to Upline, and/or take any other actions which may be required to comply with law. In the case an Agent appears on the OIGSpecially Designated Nationals and Blocked Persons list, GSA or other exclusion lists (togetherAetna, “Exclusion Lists”)in its sole discretion, Downstream Entity shall (a) promptly notify Delegate may terminate the appointment of such occurrenceAgent and/or any agreement between Aetna and such Agent. Pursuant to 17 CFR 240.24b-2, confidential information has been omitted in places marked “[***]” and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to has been filed separately with the Securities and Exchange Commission pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review Confidential Treatment Application filed with the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure that neither it, nor any Other Downstream Entity, or their respective employees, contractor, agent, board of directors member or major stockholders, is an Excluded individual, Downstream Entity agrees that it is bound by the terms of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree to the same. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSEDCommission.

Exclusion Screening and Related Requirements. Downstream Entity Upline represents and warrants (1) that it is not itself excluded, and (2) does not (and shall not) employ or procure the services of any individual or entity that is excluded under the U.S. Department of Health and Human Services HHS Office of Inspector General’s List of Excluded Individuals/Entities, the General Services Administration Entities (“GSA”) exclusion list (the “GSA OIG List”) or is the U.S. General Service Administrative System for Award Management’s (XXX) Excluded Parties List System (“XXX List System”) otherwise excluded from participation in any Federal Medicare or other federal health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f))programs, or are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal federal department or agency (an “Excluded IndividualIndividuals”). Further, Upline shall not employ or contract with, and shall ensure that its Downstream Entity Entities do not employ or contract with Excluded Individuals. Upline shall, upon request, periodically attest to the same. Upon learning that the name of any employee, contractor, agent, board of directors member or major stockholder of and shall cause its Downstream Entity or any Other Downstream Entity appears on the OIG, GSA or other exclusion lists (together, “Exclusion Lists”), Downstream Entity shall Entities to: (a) promptly notify Delegate review the OIG List and the XXX List System prior to the initial hiring of such occurrenceany employee or the engagement of any Downstream Entity to furnish services to Aetna’s Medicare Program, and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure compliance with this paragraph; (b) provide documentation, upon written request by Aetna, of such Exclusion Screening and related requirements; (c) promptly notify Aetna upon discovering that neither it, nor or any Other of its employees or Downstream EntityEntities, has furnished Medicare program related services to Aetna under the Agreement as or their respective employees, contractor, agent, board of directors member or major stockholders, is through an Excluded individualIndividual or that a person or entity furnishing services under this Agreement has been convicted of a criminal felony that could serve as the basis of federal health care program exclusion; and (d) promptly remove an Excluded Individual from any work related, Downstream Entity agrees that directly or indirectly, to services furnished under the Agreement and use Reasonable Efforts to take other appropriate corrective action reasonably requested by Aetna based on the above notification. In addition, Upline shall, and shall cause each individual or entity with whom it is bound contracts or to whom it delegates any obligations under the Agreement to review the Specially Designated Nationals and Blocked Persons list published by the terms Office of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree Foreign Assets Control of the U.S. Department of Treasury prior to the sameinitial hiring of any employee or engagement of any subcontractor (including any agent) to furnish services to Aetna, and monthly thereafter, and to promptly notify Aetna of discovering any employee’s or subcontractor’s name on such list. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTUpon such discovery by Upline or Aetna, MARKED BY [*]Aetna reserves the right to block payments to Upline, HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIXand/or take any other actions which may be required to comply with law. In the case an Agent appears on the Specially Designated Nationals and Blocked Persons list, INCAetna, in its sole discretion, may terminate the appointment of such Agent and/or any agreement between Aetna and such Agent. IF PUBLICLY DISCLOSED.Upline Agreement 2015 46

Exclusion Screening and Related Requirements. Downstream Entity Upline represents and warrants (1) that it is not itself excluded, and (2) does not (and shall not) employ or procure the services of any individual or entity that is excluded under the U.S. Department of Health and Human Services HHS Office of Inspector General’s List of Excluded Individuals/Entities, the General Services Administration Entities (“GSA”) exclusion list (the “GSA OIG List”) or is the U.S. General Service Administrative System for Award Management’s (SXX) Excluded Parties List System (“SXX List System”) otherwise excluded from participation in any Federal Medicare or other federal health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f))programs, or are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal federal department or agency (an “Excluded IndividualIndividuals”). Further, Upline shall not employ or contract with, and shall ensure that its Downstream Entity Entities do not employ or contract with Excluded Individuals. Upline shall, upon request, periodically attest to the same. Upon learning that the name of any employee, contractor, agent, board of directors member or major stockholder of and shall cause its Downstream Entity or any Other Downstream Entity appears on the OIG, GSA or other exclusion lists (together, “Exclusion Lists”), Downstream Entity shall Entities to: (a) promptly notify Delegate review the OIG List and the SXX List System prior to the initial hiring of such occurrenceany employee or the engagement of any Downstream Entity to furnish services to Aetna’s Medicare Program, and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure compliance with this paragraph; (b) provide documentation, upon written request by Aetna, of such Exclusion Screening and related requirements; (c) promptly notify Aetna upon discovering that neither it, nor or any Other of its employees or Downstream EntityEntities, has furnished Medicare program related services to Aetna under the Agreement as or their respective employees, contractor, agent, board of directors member or major stockholders, is through an Excluded individualIndividual or that a person or entity furnishing services under this Agreement has been convicted of a criminal felony that could serve as the basis of federal health care program exclusion; and (d) promptly remove an Excluded Individual from any work related, Downstream Entity agrees that directly or indirectly, to services furnished under the Agreement and use Reasonable Efforts to take other appropriate corrective action reasonably requested by Aetna based on the above notification. In addition, Upline shall, and shall cause each individual or entity with whom it is bound contracts or to whom it delegates any obligations under the Agreement to review the Specially Designated Nationals and Blocked Persons list published by the terms Office of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree Foreign Assets Control of the U.S. Department of Treasury prior to the sameinitial hiring of any employee or engagement of any subcontractor (including any agent) to furnish services to Aetna, and monthly thereafter, and to promptly notify Aetna of discovering any employee’s or subcontractor’s name on such list. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENTUpon such discovery by Upline or Aetna, MARKED BY [*]Aetna reserves the right to block payments to Upline, HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIXand/or take any other actions which may be required to comply with law. In the case an Agent appears on the Specially Designated Nationals and Blocked Persons list, INC. IF PUBLICLY DISCLOSEDAetna, in its sole discretion, may terminate the appointment of such Agent and/or any agreement between Aetna and such Agent.

Exclusion Screening and Related Requirements. Downstream Entity represents Producer understands and warrants (1) agrees that it is not itself excludedno person or entity that provides services, and (2) does not (and shall not) employ directly or procure the services of indirectly, for any Aetna Medicare Products, may be an individual or entity excluded from participation in Medicare under Section 1128 or 1128A of the Social Security Act. Producer hereby certifies that is no such excluded person or entity will be employed by or utilized by Producer or by any of Producer’s Downstream Entities to directly or indirectly perform services under this Agreement. Producer agrees to review the U.S. Department of Health and Human Services (“HHS”) Office of Inspector General’s General List of Excluded Individuals/Entities, Individuals and Entities and the General Services Administration System for Awards Management (collectively, “GSAExclusion Lists”) exclusion list (to ensure that no persons or entities employed by or utilized by Producer or by any of Producer’s Downstream Entities are included on such Exclusion Lists. Producer agrees to review the “GSA List”) Exclusion Lists prior to initially hiring, appointing or contracting with any new employee, temporary employee or Downstream Entity and at least once per month thereafter to confirm that such persons and entities are not included on such Exclusion Lists. Producer agrees that if any such person or entity utilized by Producer to directly or indirectly to perform services under this Agreement appears on an Exclusion List and/or is otherwise excluded from participation in any Federal federally-funded health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f))program, Producer will immediately remove the employee, temporary employee or debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency (an “Excluded Individual”). Downstream Entity shallfrom any work related directly or indirectly to Aetna Medicare Products, upon requestand take all corrective actions required under applicable laws, periodically attest to rules or regulations. In the same. Upon learning that the name of event Producer or any employee, contractor, agent, board of directors member temporary employee or major stockholder of Downstream Entity of Producer that directly or indirectly performs services under this Agreement is listed in an Exclusion List after the Effective Date, Company shall have the right, in its sole discretion and judgment, to terminate Producer’s provision of services to Aetna Medicare Products in accordance with the Agreement or to disqualify any Other Downstream Entity such person or entity on the Exclusion List from providing any part of the services under this Agreement. In addition, Producer shall, and shall cause each individual or entity with whom it contracts or to whom it delegates any obligations under the Agreement to review the Specially Designated Nationals and Blocked Persons list published by the Office of Foreign Assets Control of the U.S. Department of Treasury prior to the initial hiring of any employee or engagement of any subcontractor (including any agent) to furnish services to Company, and monthly thereafter, and to promptly notify Company of discovering any employee’s or subcontractor’s name on such list. Upon such discovery by Producer or Company, Company reserves the right to block payments to Producer, and/or take any other actions which may be required to comply with law. In the case an agent appears on the OIGSpecially Designated Nationals and Blocked Persons list, GSA or other exclusion lists (togetherCompany, “Exclusion Lists”)in its sole discretion, Downstream Entity shall (a) promptly notify Delegate may terminate the appointment of such occurrence, agent and/or any agreement between Company and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis thereafter, to ensure that neither it, nor any Other Downstream Entity, or their respective employees, contractor, agent, board of directors member or major stockholders, is an Excluded individual, Downstream Entity agrees that it is bound by the terms of C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree to the same. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSED.

Exclusion Screening and Related Requirements. Downstream Entity represents and warrants (1) that it is not itself excluded, and (2) does not (and shall not) employ or procure the services of any individual or entity that is excluded under the U.S. Department of Health and Human Services Office of Inspector General’s List of Excluded Individuals/Entities, the General Services Administration (“GSA”) exclusion list (the “GSA List”) or is otherwise excluded from participation in any Federal health care program (as such term is defined in 42 U.S.C. § 1320a-7b(f)), or debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded by any Federal department or agency (an “Excluded Individual”). Downstream Entity shall, upon request, periodically attest to the same. Upon learning that the name of any employee, contractor, agent, board of directors member or major stockholder of Downstream Entity or any Other Downstream Entity appears on the OIG, GSA or other exclusion lists (together, “Exclusion Lists”), Downstream Entity shall (a) promptly notify Delegate of such occurrence, and (b) take immediate steps to remove such person from direct or indirect responsibility for, or involvement in, services provided to pursuant to this Medicare Advantage Addendum. For purposes of this Medicare Advantage Addendum, a “major stockholder” shall mean an individual or entity that has a direct or indirect ownership or control interest of five percent or more in an entity. Downstream Entity shall review the relevant Exclusion Lists lists (and cause Other Downstream Entities to review such Exclusion Lists) prior to contracting, and on a monthly oasis basis thereafter, to ensure that neither it, nor any Other Downstream Entity, or their respective employees, contractorcontract or, agent, board of directors member or major stockholders, is an Excluded individual, Individual. Downstream Entity agrees that it is bound by the terms of 2 C.F.R. 376, relating to non-procurement, debarment and suspension and shall require that Other Downstream Entities agree to the same. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [*], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO AUGMEDIX, INC. IF PUBLICLY DISCLOSED.