Common use of Insurance, Indemnification and Liability Clause in Contracts

Insurance, Indemnification and Liability. 1. Throughout the term of this Agreement, Practitioner shall maintain, at his or her expense, general and professional liability coverage in a form and amount acceptable to OhioHealthy. Unless otherwise determined OhioHealthy, the minimum limits for both coverages shall be $1 million per occurrence /$3 million in the aggregate. Upon request, Practitioner shall provide certificates evidencing such coverage. In the event Practitioner has a "claims made" policy, and changes professional liability insurance carriers during the term of this Agreement, such party shall either acquire appropriate "tail" insurance from the prior carrier or "prior acts" coverage from the new carrier, and shall provide OhioHealthy or it’s designee with a certificate or other appropriate evidence of such continuous coverage, upon request. 2. Each party agrees to indemnify and hold harmless the other party and its directors, managers, officers, employees and agents from any and all actions, causes of actions, claims, damages or losses of any kind, including reasonable attorney's fees, incurred by such other party to the extent resulting from the intentional, reckless, or negligent acts or omissions of the indemnifying party and its employees and agents. For purposes of this paragraph 2, a party, its employees, and agents shall not be considered agents of the other party. 3. OhioHealthy, and affiliate of OhioHealthy, and a manager, officer, committee member, employee, or agent of OhioHealthy, or an OhioHealthy affiliate (collectively, “ OhioHealthy Persons”) shall not be liable to Practitioner for damages resulting from any action taken or recommendation made by any of the OhioHealthy Persons within the scope of the functions of such OhioHealthy Person’s position with OhioHealthy or an OhioHealthy affiliate, if such OhioHealthy Person acts without malice, and in the belief that such action or recommendation is warranted by the facts known to such OhioHealthy Person.