Common use of Provider’s Insurance Clause in Contracts

Provider’s Insurance. Provider shall, obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' compensation coverage for Provider's employed personnel (which shall be a Provider Expense) and professional and comprehensive general liability insurance covering Provider and each of the dentists Provider retains to provide Dental Care (which shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. All such insurance policies shall name Service Company as an additional insured and provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. Upon the termination of this agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section for 10 years after termination, or if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "tail" professional liability coverage, in the amounts specified in this section for an extended reporting period of 10 years. Provider shall be responsible for paying all premiums for "tail" insurance coverage. In no event shall the professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coverage.

Provider’s Insurance. (a) Provider shall, shall obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' ’ compensation coverage for Provider's ’s employed personnel (which which, with respect to dental hygienists and other non-dentist licensed dental personnel employed by Provider, shall be a Clinic Expense, and which, with respect to all other employees of Provider, including without limitation dentists, shall be a Provider Expense) and professional liability and comprehensive general liability insurance covering Provider and each of the dentists dentists, dental hygienists, and other licensed dental personnel Provider retains to provide Dental Care (which which, including any applicable deductibles, shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists dentists, dental hygienists, and other licensed dental personnel retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts and with such deductibles as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. . (b) All such insurance policies shall (a) name Service Company as an additional insured and with respect to policies provided by independent contractors under the preceding sentence, name Provider as additional insured as well, and (b) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. . (c) Provider shall enter into employment or other agreements with all dentists employed or otherwise retained by Provider which provide, among other things, that (i) upon the termination of the employment or retention of any such dentist, such dentist shall be required to (A) purchase, at such dentist’s expense, “tail” professional liability coverage meeting the requirements of this §5.6, including without limitation those relating to coverage amounts and insureds, for an unlimited extended reporting period, or (B) obtain retroactive coverage meeting the same requirements from such dentist’s new employer, and (ii) if such dentist does not provide satisfactory evidence of such coverage prior to such termination, Provider shall have the right, without limiting any other rights of Provider, to withhold the cost of the “tail” coverage described in the immediately preceding clause (i)(A) from any amounts owed to such dentist by Provider and purchase such “tail” coverage on such dentist’s behalf; provided that if Provider does not have such agreements in place with dentists employed or otherwise retained by Provider as of the date of execution of this Agreement, Provider shall not be in breach of this Agreement so long as it (1) exercises commercially reasonable efforts to enter into such agreements with the dentists currently employed or retained by Provider, and (2) enters into such agreements with all new dentists employed or retained by Provider. (d) Upon the termination of this agreement Agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section §5.6 for 10 years after termination, or or, if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "“tail" ” professional liability coverage, coverage in the amounts specified in this section §5.6 for an unlimited extended reporting period of 10 yearsperiod. Provider shall be responsible for paying all premiums for "such “tail" ” insurance coverage. Notwithstanding the foregoing, if Provider fails to obtain such “tail” insurance coverage, Service Company shall have the right, without limiting any other rights of Service Company, to purchase such coverage on Provider’s behalf out of funds otherwise owed to Provider under this Agreement. (e) In no event shall the a professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coveragethe insurance coverages described in this §5.6. (f) Each Party shall, and shall cause it employees, agents, and other representatives to, cooperate in all ways reasonably requested by the other Party in connection with the handling and disposition of claims covered by the insurance described in this §5.

Provider’s Insurance. Provider shall, obtain and shall maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' compensation coverage for Provider's employed personnel (which shall be a Provider Expense) and professional and comprehensive general liability insurance covering Provider and each of the dentists Provider retains to provide Dental Care (which shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. All such insurance policies shall (a) name Service Company as an additional insured and, with respect to policies provided by independent contractors under the preceding sentence, name Provider as an additional insured as well, and (b) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. Upon the termination of this agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section for 10 years after termination, or if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "tail" professional liability coverage, in the amounts specified in this section for an extended reporting period of 10 years. Provider shall be responsible for paying all premiums for "tail" insurance coverage. In no event shall the professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coverage.

Provider’s Insurance. (a) Provider shall, shall obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' ’ compensation coverage for Provider's ’s employed personnel (which which, with respect to dental hygienists and other non-dentist licensed dental personnel employed by Provider, shall be a Clinic Expense, and which, with respect to all other employees of Provider, including without limitation dentists, shall be a Provider Expense) and professional liability and comprehensive general liability insurance covering Provider and each of the dentists dentists, dental hygienists, and other licensed dental personnel Provider retains to provide Dental Care (which which, including any applicable deductibles, shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists dentists, dental hygienists, and other licensed dental personnel retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts and with such deductibles as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. . (b) All such insurance policies shall described in the preceding subsection (a) shall: (i) name Service Company as an additional insured and be primary to and non-contributory with insurance or self-insurance carried by Service Company, and include a waiver of subrogation in favor of Service Company, as its interest may appear with respect to this Agreement, and with respect to policies provided by independent contractors under the preceding sentence, name Provider as additional insured as well, and (ii) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. . (c) Provider shall enter into employment or other agreements with all dentists employed or otherwise retained by Provider which provide, among other things, that (i) upon the termination of the employment or retention of any such dentist, such dentist shall be required to (A) purchase, at such dentist’s expense, “tail” professional liability coverage meeting the requirements of this §5.6, including without limitation those relating to coverage amounts and insureds, for an unlimited extended reporting period, or (B) obtain retroactive coverage meeting the same requirements from such dentist’s new employer, and (ii) if such dentist does not provide satisfactory evidence of such coverage prior to such termination, Provider shall have the right, without limiting any other rights of Provider, to withhold the cost of the “tail” coverage described in the immediately preceding clause (i)(A) from any amounts owed to such dentist by Provider and purchase such “tail” coverage on such dentist’s behalf; provided that if Provider does not have such agreements in place with dentists employed or otherwise retained by Provider as of the Effective Date, Provider shall not be in breach of this Agreement so long as it (1) exercises commercially reasonable efforts to enter into such agreements with the dentists currently employed or retained by Provider, and (2) enters into such agreements upon hiring with all new dentists employed or retained by Provider. (d) Upon the termination of this agreement Agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section §5.6 for 10 years after terminationtermination and shall provide evidence of such to Service Company upon request, or or, if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "“tail" ” professional liability coverage, coverage in the amounts specified in this section §5.6 for an unlimited extended reporting period of 10 yearsperiod. Provider shall be responsible for paying all premiums for "such “tail" ” insurance coverage. Notwithstanding the foregoing, if Provider fails to obtain such “tail” insurance coverage, Service Company shall have the right, without limiting any other rights of Service Company, to purchase such coverage on Provider’s behalf out of funds otherwise owed to Provider under this Agreement. (e) In no event shall the a professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain the insurance coverages described in this §5.6. (f) Provider may elect to fulfill its obligations to obtain and maintain the insurance coverages required of Provider or its dentists as described above by participating in insurance programs arranged by Service Company or Parent, as such coverageprograms may be in effect from time to time (to the extent such programs involve insurance coverage required of Provider and its dentists). If Provider elects to participate in such programs, such election shall constitute Provider’s acknowledgement that it has reviewed such programs and found them to be acceptable, and Provider shall comply, and cause its dentists to comply, with all applicable requirements of such programs. (g) Each Party shall, and shall cause it employees, agents, and other representatives to, cooperate in all ways reasonably requested by the other Party in connection with the handling and disposition of claims covered by the insurance described in this §5.

Provider’s Insurance. Provider shall, obtain and maintain -------------------- with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' compensation coverage for Provider's employed personnel (which shall be a Provider Expense) and professional and comprehensive general liability insurance covering Provider and each of the dentists Provider retains to provide Dental Care (which shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. All such insurance policies shall (a) name Service Company as an additional insured and, with respect to policies provided by independent contractors under the preceding sentence, name Provider as an additional insured as well, and (b) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. Upon the termination of this agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section for 10 years after termination, or if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "tail" professional liability coverage, in the amounts specified in this section for an extended reporting period of 10 years. Provider shall be responsible for paying all premiums for "tail" insurance coverage. In no event shall the professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coverage.

Provider’s Insurance. Provider shall, obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' ’ compensation coverage for Provider's ’s employed personnel (which shall be a Provider Expense) and professional and comprehensive general liability insurance covering Provider and each of the dentists Provider retains to provide Dental Care (which shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. All such insurance policies shall (a) name Service Company as an additional insured and, with respect to policies provided by independent contractors under the preceding sentence, name Provider as an additional insured as well, and (b) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. Upon the termination of this agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section for 10 years after termination, or if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "“tail" ” professional liability coverage, in the amounts specified in this section for an extended reporting period of 10 years. Provider shall be responsible for paying all premiums for "“tail" ” insurance coverage. In no event shall the professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coverage.

Provider’s Insurance. (a) Provider shall, shall obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' ’ compensation coverage for Provider's ’s employed personnel (which which, with respect to dental hygienists and other non-dentist licensed dental personnel employed by Provider, shall be a Clinic Expense, and which, with respect to all other employees of Provider, including without limitation dentists, shall be a Provider Expense) and professional liability and comprehensive general liability insurance covering Provider and each of the dentists dentists, dental hygienists, and other licensed dental personnel Provider retains to provide Dental Care (which which, including any applicable deductibles, shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists dentists, dental hygienists, and other licensed dental personnel retained by Provider in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts and with such deductibles as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. . (b) All such insurance policies shall described in the preceding subsection (a) shall: (i) name Service Company as an additional insured and be primary to and non-contributory with insurance or self-insurance carried by Service Company, and include a waiver of subrogation in favor of Service Company, as its interest may appear with respect to this Agreement, and with respect to policies provided by independent contractors under the preceding sentence, name Provider as additional insured as well, and (ii) provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. . (c) Provider shall enter into employment or other agreements with all dentists employed or otherwise retained by Provider which provide, among other things, that (i) upon the termination of the employment or retention of any such dentist, such dentist shall be required to (A) purchase, at such dentist’s expense, “tail” professional liability coverage meeting the requirements of this Section 5.6, including without limitation those relating to coverage amounts and insureds, for an unlimited extended reporting period, or (B) obtain retroactive coverage meeting the same requirements from such dentist’s new employer, and (ii) to the extent permitted by applicable law, if such dentist does not provide satisfactory evidence of such coverage prior to such termination, Provider shall have the right, without limiting any other rights of Provider, to withhold the cost of the “tail” coverage described in the immediately preceding clause (i)(A) from any amounts owed to such dentist by Provider and purchase such “tail” coverage on such dentist’s behalf; provided that if Provider does not have such agreements in place with dentists employed or otherwise retained by Provider as of the Effective Date, Provider shall not be in breach of this Agreement so long as it (1) exercises commercially reasonable efforts to enter into such agreements with the dentists currently employed or retained by Provider, and (2) enters into such agreements upon hiring with all new dentists employed or retained by Provider. (d) Upon the termination of this agreement Agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section Section 5.6 for 10 years after terminationtermination and shall provide evidence of such to Service Company upon request, or or, if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "“tail" ” professional liability coverage, coverage in the amounts specified in this section Section 5.6 for an unlimited extended reporting period of 10 yearsperiod. Provider shall be responsible for paying all premiums for "such “tail" ” insurance coverage. Notwithstanding the foregoing, if Provider fails to obtain such “tail” insurance coverage, Service Company shall have the right, without limiting any other rights of Service Company, to purchase such coverage on Provider’s behalf out of funds otherwise owed to Provider under this Agreement. (e) In no event shall the a professional liability insurance carrier be replaced or changed without Service Company Consent, which shall not be unreasonably withheld. Service Company shall provide reasonable assistance to Provider to obtain the insurance coverages described in this Section 5.6; provided that Service Company shall have no obligation to purchase, obtain or solicit quotes for Provider’s required insurance coverages described in this Section 5.6. (f) Provider may elect to fulfill its obligations to obtain and maintain the insurance coverages required of Provider or its dentists as described above by participating in insurance programs arranged by Service Company or Parent, as such coverageprograms may be in effect from time to time (to the extent such programs involve insurance coverage required of Provider and its dentists). If Provider elects to participate in such programs, such election shall constitute Provider’s acknowledgement that it has reviewed such programs and found them to be acceptable, and Provider shall comply, and cause its dentists to comply, with all applicable requirements of such programs. (g) Each Party shall, and shall cause it employees, agents, and other representatives to, cooperate in all ways reasonably requested by the other Party in connection with the handling and disposition of claims covered by the insurance described in this Section 5.6. This requirement shall continue, notwithstanding any termination of this Agreement, until all such claims have been resolved.

Provider’s Insurance. Provider shall, shall obtain and maintain with -------------------- commercial carriers reasonably acceptable to Service Company or through self insurance or some combination thereof (reasonably acceptable to Service Company) appropriate workers' ’ compensation coverage for Provider's ’s employed personnel (which shall be a Provider Expense) and professional liability and comprehensive general liability insurance covering Provider and Provider, each of the dentists Provider retains to provide Dental Care, and each of the dental hygienists and other licensed dental personnel and unlicensed dental assistants Service Company retains hereunder to provide Dental Care (which which, including any applicable deductibles, shall be a Clinic Expense). All costs, expenses, and liabilities incurred by Provider or Service Company in excess of the limits of such policies shall be a Provider Expense. Provider shall actively support the participation of all dentists retained by Provider and all dental hygienists and other licensed dental personnel and unlicensed dental assistants retained by Service Company hereunder in training and continuing education programs in order to reduce the risk of exposure to and the related cost of obtaining and maintaining such coverage. The comprehensive general liability coverage and professional liability coverage shall be in such minimum amounts and with such deductibles as Service Company may establish from time to time. In addition, Provider shall cause each dentist retained by Provider as an independent contractor to obtain comparable professional and comprehensive general liability insurance coverage. All such insurance policies (including those described in the preceding sentence) shall name Service Company as an additional insured and provide for at least 30 days advance written notice to Provider and Service Company from the insurer with respect to any alteration of coverage, cancellation, or proposed cancellation for any reason. Provider shall cause to be issued to Service Company by such insurer or insurers a certificate reflecting such coverage. Upon the termination of this agreement Agreement for any reason, Provider shall continue to carry professional liability insurance in the amounts specified in this section for 10 years after termination, or or, if Provider dissolves or ceases to practice dentistry, Provider shall obtain and maintain as a Provider Expense "“tail" ” professional liability coverage, coverage in the amounts specified in this section for an extended reporting period of 10 years; provided that if such professional liability insurance is provided under an “occurrence” policy and not a “claims made” policy, such “tail” coverage shall not be required. Provider shall be responsible for paying all premiums for "such “tail" ” insurance coverage. In no event shall the professional liability insurance carrier be replaced or changed without Service Company Consent. Service Company shall provide reasonable assistance to Provider to obtain such coverage.