Prior Acts Coverage. If the insurance coverage acquired under Subsection 2.14.1 above is claims made, and not occurrence coverage, then upon the termination of this Agreement for any reason whatsoever, the P.A. shall secure and maintain in effect for its benefit, the benefit of the Physicians, and Ambergris, prior acts coverage (tail insurance coverage) for a period of seven (7) years after the date of termination, in the amount of malpractice insurance coverage then in effect at the time of the termination of this Agreement for any acts of malpractice alleged to have been committed by the P.A. or any Physician during the term of this Agreement. The P.A. shall promptly provide, upon the request of Ambergris, a certificate of such insurance.
Prior Acts Coverage. Prior to the Closing, PC Seller shall use best efforts to obtain the malpractice polices and loss run reports for the Transferred Providers, including those insured by “slotted” policies. After review by Acquirors of the policies and reports submitted by PC Seller, PC Buyer shall have the right to require, after consultation with Selling Group, the Transferred Provider in question to (a) change insurance carriers (if not insured by an admitted carrier in the State of New York), (b) obtain prior acts coverage to the extent that the Transferred Provider in question does not have coverage for a period of time at least as long as the statute of limitations for medical malpractice in the State of New York for an adult patient, or (c) obtain increased medical malpractice coverage with limits up to One Million Three Hundred Thousand Dollars ($1,300,000) per occurrence and Three Million Nine Hundred Thousand Dollars ($3,900,000) in the annual aggregate, as applicable. In the event Acquirors determine in good faith that either of the foregoing options is not commercially reasonable, Acquirors shall have the right, upon consultation with Selling Group, to terminate the employment of the Transferred Provider in question. The foregoing obligations of Selling Group and the costs associated with actions taken under subsections (a), (b), and (c) herein, shall hereinafter be defined as “Selling Group’s Prior Acts Liabilities”. To the extent permitted by such individual based policy(ies), each Provider shall appoint PC Buyer, or an employee of PC Buyer or an Affiliate of PC Buyer, as his or her program administrator.
Prior Acts Coverage. The Company shall ensure that Xxxxx retains his rights to coverage under the Company’s director and officer insurance policies, and to indemnification under the Company’s charter documents, in each case in connection with his prior services as a director of the Company, for a period of at least five years after the Effective Date.
Prior Acts Coverage. Physician represents and warrants that Physician has purchased or otherwise arranged for adequate tail insurance coverage or otherwise extinguished liability for occurrences before the Effective Date. Confidentiality. Physician acknowledges that during Physician’s employment by Company, Physician may be brought into contact with Company's or Hospital’s confidential patient records, business plans, methods of operations, compensation methods and formulas, performance standards, pricing policies, marketing strategies, records, trade secrets and other information about Company and Hospital’s operations and business of a confidential nature (“Confidential Information”). Therefore, during the term of this Agreement and thereafter, Physician shall not in any manner, directly or indirectly, disclose or divulge to any person or other entity whatsoever, whether directly or indirectly in competition with Company or Hospital, or use for any purpose any Confidential Information, except as required by law or expressly authorized in writing by Company. Upon the expiration or termination of this Agreement for any reason, Physician shall immediately return to Company any and all Confidential Information in Physician’s possession or control, including, but not limited to, any originals or copies of, or computer discs containing policies, procedures, patient medical records, operation or employment materials, xxxxxxxx or billing information. Physician shall not retain any Confidential Information in any form (e.g., computer hard drive, microfilm, etc.) upon the expiration or termination of this Agreement.
Prior Acts Coverage. Physician represents and warrants that Physician has purchased or otherwise arranged for adequate tail insurance coverage or otherwise extinguished liability for occurrences before the Effective Date.
