Liability Indemnification/Insurance. The Mental Health Board assumes no liability for actions of the Provider or the Provider’s employees under this Agreement. The Provider shall indemnify, defend and hold harmless the Mental Health Board, and its respective agents, employees, officers, directors, successors and assigns (collectively, the “Indemnitees”) from, against in and in respect of any damages, claims, allegations, losses, charges, actions, suits, proceedings, judgments, interest, penalties amounts paid in settlement, costs, and expenses (including reasonable and verifiable attorneys’ fees) (collectively, “Losses”) which are imposed on, sustained, paid by, incurred or suffered by or asserted against any of the Indemnitees directly or indirectly related to, arising out of, or resulting from third party claims relating to (i) the acts, omissions or breach of the Provider, its agents or representatives in connection with the performance of its obligations under this Agreement, (ii) any allegations by any federal, state or local government authority that the Provider has in any way misused, misspent, improperly accounted for, or improperly disbursed any funds, including but not limited to any allegations that the Provider has violated any Medicare or Medicaid regulation, statute or ruling, or from any other violation of State or Federal laws and regulations the Provider has certified as being in compliance. During the term of this Agreement the Provider shall maintain in force policies of insurance including general liability, automobile and professional negligence covering its employees and contractors assigned to provide Services hereunder. Policy limits are subject to review and reasonable approval by the Mental Health Board. In addition and unless otherwise agreed in writing, the Mental Health Board and its members and employees shall be named as additional insured on Provider’s policies on a primary, non- contributory basis. Upon execution of this Agreement, and on specific request thereafter, the Provider shall supply to the Mental Health Board a current certificate(s) of insurance, submitted on an ACORD25 form and signed by the insurance broker/agent, reflecting the required insurance policies. The certificate(s) of insurance must reflect the policies’ declarations, including the following specific language: “The [general] [automobile] [professional negligence] liability policies shall include the Board, Board members and Board employees as additional insureds on a primary, non-contributory basis unless otherwise agreed to in writing.” The declaration certificates shall specifically require the Insurance Company to notify the Mental Health Board in writing at least 30 days prior to non-renewal, reduction or cancellation of the policy. All insurance policies shall be written through a company or companies having an AM Best rating of “A” or above. No payment will be made to the provider until proper insurance certification has been received by the Mental Health Board. This Section 18 shall survive the termination of the Agreement.
Appears in 4 contracts
Samples: Funding Agreement, Funding Agreement, Funding Agreement
Liability Indemnification/Insurance. The Mental Health Board assumes no liability for actions of the Provider or the Provider’s employees under this Agreement. The Deleted: 2 Rev – 8/23 Provider shall indemnify, defend and hold harmless the Mental Health Board, and its respective agents, employees, officers, directors, successors and assigns (collectively, the “Indemnitees”) from, against in and in respect of any damages, claims, allegations, losses, charges, actions, suitslawsuits, proceedings, judgments, interest, penalties amounts paid in settlement, costs, and expenses (including reasonable and verifiable attorneys’ fees) (collectively, “Losses”) which are imposed on, sustained, paid by, incurred or suffered by or asserted against any of the Indemnitees directly or indirectly related to, arising out of, or resulting from third party claims relating to (i) the acts, omissions or breach of the Provider, its agents or representatives in connection with the performance of its obligations under this Agreement, (ii) any allegations by any federal, state or local government authority that the Provider has in any way misused, misspent, improperly accounted for, or improperly Agency Name FY24 12 Agreement the Provider shall maintain in force policies of disbursed any funds, including but not limited to any allegations that the Provider has violated any Medicare or Medicaid regulation, statute or ruling, or from any other violation of State or Federal laws and regulations the Provider has certified as being in compliance. During the term of this Agreement the Provider shall maintain in force policies of insurance including general liability, sexual abuse and molestation coverage, automobile and professional negligence covering its employees and contractors assigned to provide Services hereunder. Policy limits are subject to review and reasonable approval by the Mental Health Board. In addition and unless otherwise agreed in writing, the Mental Health Board and its members and employees shall be named as additional insured on Provider’s policies on a primary, non- contributory basis. Upon execution of this Agreement, and on specific request thereafter, the Provider shall Upon execution of this supply to the Mental Health Board a current certificate(s) of insurance, submitted on an ACORD25 form and signed by the insurance broker/agent, reflecting the required insurance policies. The certificate(s) Certificate of insurance Insurance must reflect the policies’ declarations, including include the following specific language: “The [general] [automobile] [professional negligence] general and automobile liability policies shall include the McHenry County Mental Health Board, Board members and Board employees as additional insureds on a primary, non-non- contributory basis unless otherwise agreed to in writing.” The declaration certificates shall specifically require the Insurance Company to notify the Mental Health Board in writing at least 30 days prior to non-renewal, reduction or cancellation of the policy. All insurance policies shall be written through a company or companies having an AM Best rating of “A” or above. No payment will be made to the provider until proper insurance certification has been received by the Mental Health Board. This Section 18 shall survive Agreement to the termination of contrary, if the Agreement.Mental
Appears in 2 contracts
Samples: Funding Agreement, Funding Agreement
Liability Indemnification/Insurance. The Mental Health Board assumes no liability for actions of the Provider or the Provider’s employees under this Agreement. The Deleted: 2 Rev 8/23 Agency Name FY24 Pay for Performance Agreement Provider shall indemnify, defend and hold harmless the Mental Health Board, and its respective agents, employees, officers, directors, members, successors and assigns (collectively, the “Indemnitees”) from, against in and in respect of any damages, claims, allegations, losses, charges, actions, suitslawsuits, proceedings, judgments, interest, penalties amounts paid in settlement, costs, and expenses (including reasonable and verifiable attorneys’ fees) (collectively, “Losses”) which are imposed on, sustained, paid by, incurred or suffered by or asserted against any of the Indemnitees directly or indirectly related to, arising out of, or resulting from third party claims relating to (i) the acts, omissions or breach of the Provider, its agents or representatives in connection with the performance of its obligations under this Agreement, (ii) any allegations by any federal, state or local government authority that the Provider has in any way misused, misspent, improperly accounted for, or improperly disbursed any funds, including but not limited to any allegations that the Provider has violated any Medicare or Medicaid regulation, statute or ruling, or from any other violation of State or Federal laws and regulations the Provider has certified as being in compliance. During the term of this Agreement the Provider shall maintain in force policies of During the term of this insurance including general liability, sexual abuse and molestation coverage, automobile and professional negligence covering its employees and contractors assigned to provide Services hereunder. Policy limits are subject to review and reasonable approval by the Mental Health Board. In addition and unless otherwise agreed in writing, the Mental Health Board and its members and employees shall be named as additional insured on Provider’s policies on a primary, non- contributory basis. Upon execution of this Agreement, and on specific request thereafter, the Provider shall supply to the Mental Health Board a current certificate(s) of insuranceinsurance reflecting the required insurance policies, which must be submitted on an ACORD25 form and signed by the insurance broker/agent, reflecting the required insurance policies. The certificate(s) of insurance must reflect the policies’ declarations, including the following specific languagelanguage must be included on each Certificate of Insurance: “The [general] [automobile] [professional negligence] general and automobile liability policies shall include the McHenry County Mental Health Board, Board members and Board employees as additional insureds on a primary, non-contributory basis unless otherwise agreed to in writing.” The declaration certificates shall specifically require the Insurance Company to notify the Mental Health Board in writing at least 30 days prior to non-renewal, reduction or cancellation of the policy. All insurance policies shall be written through a company or companies having an AM Best rating of “A” or above. No payment will be made to the provider until proper insurance certification has been received by the Mental Health Board. This Section 18 shall survive the termination of the Agreement.
Appears in 1 contract
Samples: Funding Agreement
Liability Indemnification/Insurance. The Mental Health Board assumes no liability for actions of the Provider or the Provider’s employees under this Agreement. The Provider shall indemnify, defend and hold harmless the Mental Health Board, and its respective agents, employees, officers, directors, successors and assigns (collectively, the “Indemnitees”) from, against in and in respect of any damages, claims, allegations, losses, charges, actions, suits, proceedings, judgments, interest, penalties amounts paid in settlement, costs, and expenses (including reasonable and verifiable attorneys’ fees) (collectively, “Losses”) which are imposed on, sustained, paid by, incurred or suffered by or asserted against any of the Indemnitees directly or indirectly related to, arising out of, or resulting from third party claims relating to (i) Except as set forth in Section 13(b), Publisher shall defend, indemnify and save harmless Agency against [all claims and demands, including any action, cause of action or equitable proceeding, resulting from or relating in any way to advertisements or listings published in the actsDirectories, omissions from anything done or breach of the Provideromitted by Publisher, its respective agents or representatives employees in connection with this Agreement, including without limitation Publisher's failure to furnish Agency with accurate information] (collectively "Indemnifiable Claims").
(ii) Agency will not settle or compromise any Indemnifiable Claim without the performance prior written consent of Publisher.
(iii) Publisher shall pay to Agency upon request the [full amount] of any loss or damage or expense which Agency may sustain, incur or become liable for, including [court costs and a reasonable amount of attorneys' fees], arising from Indemnifiable Claims.
(i) Notwithstanding the limitation on claims allowances provided in Section 10, Agency shall indemnify and save harmless Publisher against claims and demands (including actions, causes of action, or equitable proceedings) arising from or as a result of the following acts or omissions of Agency, its agents, or employees:
(A) actual fraud;
(B) violation of credit or advertiser authorization policies agreed to by Publisher and Agency;
(C) grossly negligent or willful failure to treat an advertiser's written and timely request to cancel or change advertising;
(D) adjustments or compromises in violation of Section 13(a)(ii); and
(E) grossly negligent or willful provision of incorrect phone numbers or advertiser names.]
(ii) Within 10 days of receipt of a claim or demand described in Section 13(b)(i), Publisher shall notify Agency of such claim or demand and provide Agency a reasonable opportunity to adjust or defend the claim or demand before any settlement or payment on account thereof is made by Publisher.
(iii) Agency shall pay to Publisher, upon request, the [full amount] of liability that Publisher may sustain, incur or become liable for, including [court costs and a reasonable amount of attorneys' fees], as a result of the acts listed in Section 13(b)(i).
(c) The Parties shall carry mutually satisfactory public liability, property damage and such other insurance as may be deemed necessary to effectuate the Parties' rights and obligations under this Agreement, (ii) any allegations by any federal, state or local government authority that the Provider has in any way misused, misspent, improperly accounted for, or improperly disbursed any funds, including but not limited to any allegations that the Provider has violated any Medicare or Medicaid regulation, statute or ruling, or from any other violation of State or Federal laws and regulations the Provider has certified as being in compliance. During the term of this Agreement the Provider shall maintain in force policies of insurance including general liability, automobile and professional negligence covering its employees and contractors assigned to provide Services hereunder. Policy limits are subject to review and reasonable approval by the Mental Health Board. In addition and unless otherwise agreed in writing, the Mental Health Board and its members and employees shall be named as additional insured on Provider’s policies on a primary, non- contributory basis. Upon execution of this Agreement, and on specific request thereafter, the Provider shall supply to the Mental Health Board a current certificate(s) of insurance, submitted on an ACORD25 form and signed by the insurance broker/agent, reflecting the required insurance policies. The certificate(s) of insurance must reflect the policies’ declarations, including the following specific language: “The [general] [automobile] [professional negligence] liability policies shall include the Board, Board members and Board employees as additional insureds on a primary, non-contributory basis unless otherwise agreed to in writing.” The declaration certificates shall specifically require the Insurance Company to notify the Mental Health Board in writing at least 30 days prior to non-renewal, reduction or cancellation of the policy. All insurance policies shall be written through a company or companies having an AM Best rating of “A” or above. No payment will be made to the provider until proper insurance certification has been received by the Mental Health Board. This Section 18 shall survive the termination of the Agreement.
Appears in 1 contract
Samples: Exclusive Sales Agency Agreement (R H Donnelley Corp)
Liability Indemnification/Insurance. The Mental Health Board assumes no liability for actions of the Provider or the Provider’s employees under this Agreementcontract. The Provider shall indemnify, defend and hold harmless the Mental Health Board, and its respective agents, employees, officers, directors, members, successors and assigns (collectively, the “Indemnitees”) from, against in and in respect of any damages, claims, allegations, losses, charges, actions, law suits, proceedings, judgments, interest, penalties amounts paid in settlement, costs, and expenses (including reasonable and verifiable attorneys’ fees) (collectively, “Losses”) which are imposed on, sustained, paid by, incurred or suffered by or asserted against any of the Indemnitees directly or indirectly related to, arising out of, or resulting from third party claims relating to (i) the acts, omissions or breach of the Provider, its agents or representatives in connection with the performance of its obligations under this AgreementContract, (ii) any allegations by any federal, state or local government authority that the Provider has in any way misused, misspent, improperly accounted for, or improperly disbursed any funds, including but not limited to any allegations that the Provider has violated any Medicare or Medicaid regulation, statute or ruling, or from any other violation of State or Federal laws and regulations the Provider has certified as being in compliance. During the term of this Agreement Contract the Provider shall maintain in force policies of insurance including general liability, automobile and professional negligence covering its employees and contractors assigned to provide Services services hereunder. Policy limits are subject to review and reasonable approval by the Mental Health Board. In addition and unless otherwise agreed in writing, the Mental Health Board and its members and employees shall be named as additional insured on Provider’s policies on a primary, non- contributory basis. Upon execution of this AgreementContract, and on specific request thereafter, the Provider shall supply to the Mental Health Board a current certificate(s) of insuranceinsurance reflecting the required insurance policies, which must be submitted on an ACORD25 form and signed by the insurance broker/agent, reflecting the required insurance policies. The certificate(s) of insurance must reflect the policies’ declarations, including the following specific languagelanguage must be included on each Certificate of Insurance: “The [general] [automobile] [professional negligence] general and automobile liability policies shall include the McHenry County Mental Health Board, Board members and Board employees as additional insureds on a primary, non-contributory basis unless otherwise agreed to in writing.” The declaration certificates shall specifically require the Insurance Company to notify the Mental Health Board in writing at least 30 days prior to non-renewal, reduction or cancellation of the policy. All insurance policies shall be written through a company or companies having an AM Best rating of “A” or above. No payment will be made to the provider until proper insurance certification has been received by the Mental Health Board. This Section 18 shall survive the termination of the Agreement.
Appears in 1 contract
Samples: Funding Agreement
