Common use of Required Not required Clause in Contracts

Required Not required. Professional Liability insurance covering any damages caused by an error, omission or any negligent acts related to the services to be provided under the Provider Contract by the Provider and Provider’s subcontractors, agents, officers or employees in an amount not less than $1,000,000 per claim. Annual aggregate limit shall not be less than $2,000,000. If coverage is on a claims made basis, then either an extended reporting period of not less than 24 months shall be included in the Professional Liability insurance coverage, or the Provider shall provide Tail Coverage as stated below. PHYSICAL ABUSE AND MOLESTATION INSURANCE COVERAGE Abuse and Molestation Insurance in a form and with coverage that are satisfactory to the Agency covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, investigation, reporting to proper authorities, and retention of any person for whom the Provider is responsible including but not limited to Provider and Provider’s employees and volunteers. Policy endorsement’s definition of an insured shall include the Provider, and the Provider’s employees and volunteers. Coverage shall be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Any annual aggregate limit shall not be less than $3,000,000. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The limits shall be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, shall be treated as a separate occurrence for each victim. Coverage shall include the cost of defense and the cost of defense shall be provided outside the coverage limit. EXCESS/UMBRELLA INSURANCE A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance. ADDITIONAL COVERAGE REQUIREMENTS Provider’s insurance shall be primary and non-contributory with any other insurance. Provider shall pay for all deductibles, self-insured retention and self-insurance, if any. ADDITIONAL INSURED All liability insurance, except for Workers’ Compensation, Professional Liability, and Network Security and Privacy Liability (if applicable), required under the Provider Contract must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Provider's activities to be performed under the Provider Contract. Coverage shall be primary and non- contributory with any other insurance and self-insurance. The Additional Insured endorsement with respect to liability arising out of Provider’s ongoing operations must be on ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on ISO form CG 20 37 07 04 or equivalent. WAIVER OF SUBROGATION Provider shall waive rights of subrogation which Provider or any insurer of Provider may acquire against the Agency or State of Oregon by virtue of the payment of any loss. Provider will obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Agency has received a waiver of subrogation endorsement form from the Provider or the Provider’s insurer(s). TAIL COVERAGE If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, Provider shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of the Provider Contract, for a minimum of 24 months following the later of (i) Provider’s completion and County’s acceptance of all Services required under the Provider Contract, or, (ii) County’s or Provider’s termination of contract; or

Required Not required. Provider shall provide Professional Liability insurance covering any damages caused by an error, omission or any negligent acts related to the services to be provided under the Provider Contract this Agreement by the Provider and Provider’s subcontractors, agents, officers or employees in an amount not less than $1,000,000 1,000,000.00 per claim. Annual aggregate limit shall claim and not be less than $2,000,0002,000,000.00 annual aggregate limit. If coverage is provided on a claims made basis, then either an extended reporting period of not less than 24 months shall be included in the Professional Liability insurance coverage, or the Provider and Provider’s subcontractors shall provide Tail Coverage continuous claims made coverage as stated below. PHYSICAL ABUSE AND MOLESTATION INSURANCE COVERAGE Provider shall provide Abuse and Molestation Insurance in a form and with coverage that are satisfactory to the Agency covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, training, investigation, reporting to proper authorities, and retention of any person for whom the Provider is responsible including but not limited to Provider and Provider’s employees and volunteers. Policy endorsement’s definition of an insured shall include the Provider, and the Provider’s employees and volunteers. Coverage shall be written on an occurrence basis in an amount of not less than $1,000,000 1,000,000.00 per occurrence. Any annual aggregate limit shall occurrence and not be less than $3,000,0003,000,000.00 annual aggregate. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The These limits shall be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, shall be treated as a separate occurrence for each victim. Coverage shall include the cost of defense and the cost of defense shall be provided outside the coverage limit. EXCESS/UMBRELLA INSURANCE A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance. When used, all of the primary and umbrella or excess policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non- contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The umbrella or excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Provider’s primary and excess liability policies are exhausted. If excess/umbrella insurance is used to meet the minimum insurance requirement, the Certificate of Insurance must include a list of all policies that fall under the excess/umbrella insurance. ADDITIONAL COVERAGE REQUIREMENTS Provider’s insurance shall be primary and non-contributory with any other insurance. Provider shall pay for all deductibles, self-insured retention and self-insurance, if any. ADDITIONAL INSURED All liability insurance, except for Workers’ Compensation, Professional Liability, Pollution Liability and Network Security and Privacy Liability (if applicable), required under the Provider Contract must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Provider's activities to be performed under the Provider Contractthis Agreement. Coverage shall be primary and non- non-contributory with any other insurance and self-insurance. Regarding Additional Insured status under the General Liability policy, we require additional insured status with respect to liability arising out of ongoing operations and completed operations. The Additional Insured endorsement with respect to liability arising out of Provider’s your ongoing operations must be on or at least as broad as ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on or at least as broad as ISO form CG 20 37 07 04 or equivalent37. WAIVER OF SUBROGATION SUBROGATION: Provider shall waive rights of subrogation which Provider or any insurer of Provider may acquire against the Agency or State of Oregon by virtue of the payment of any loss. Provider will obtain any endorsement that may be necessary to effect affect this waiver of subrogation, but this provision applies regardless of whether or not the Agency has received a waiver of subrogation endorsement form from the Provider or the Provider’s insurer(s). TAIL CONTINUOUS CLAIMS MADE COVERAGE If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, then Provider shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of the Provider Contractthis Agreement, for a minimum of 24 months following the later of (i) Provider’s completion and County’s acceptance of all Services required under the Provider Contract, or, (ii) County’s or Provider’s termination of contract; orof:

Required Not required. Commercial general liability insurance covering bodily injury and property damage in a form and with coverage that are satisfactory to Agency. This insurance must include personal and advertising injury liability, products and completed operations, contractual liability coverage for the indemnity provided under this Grant, and have no limitation of coverage to designated premises, project or operation. Coverage must be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Annual aggregate limit may not be less than $2,000,000. Automobile liability insurance covering Grantee’s business use including coverage for all owned, non- owned, or hired vehicles with a combined single limit of not less than $1,000,000 for bodily injury and property damage. This coverage may be written in combination with the commercial general liability insurance (with separate limits for commercial general liability and automobile liability). Use of personal automobile liability insurance coverage may be acceptable if evidence that the policy includes a business use endorsement is provided. Required Not required (REQUIRED IF GRANTEE EMPLOYS LICENSED PROFESSIONALS) Professional Liability liability insurance covering any damages caused by an error, omission or any negligent acts related to the services to be provided activities performed under the Provider Contract this Grant by the Provider Grantee and ProviderGrantee’s subcontractorscontractors, subgrantees, agents, officers or employees in an amount not less than $1,000,000 per claim. Annual aggregate limit shall may not be less than $2,000,000. If coverage is on a claims made basis, then either an extended reporting period of not less than 24 months shall must be included in the Professional Liability professional liability insurance coverage, or the Provider shall Grantee must provide Tail Coverage tail coverage as stated below. Grantee must provide network security and privacy liability insurance for the duration of the Grant and for the period of time in which Grantee (or its business associates, contractors, or subgrantees) maintains, possesses, stores or has access to Agency or client data, whichever is longer, with a combined single limit of no less than $1,000,000 per claim or incident. This insurance must include coverage for third party claims and for losses, thefts, unauthorized disclosures, access or use of Agency or client data (which may include, but is not limited to, Personally Identifiable Information (“PII”), payment card data and Protected Health Information (“PHI”)) in any format, including coverage for accidental loss, theft, unauthorized disclosure access or use of Agency data. Directors, officers and organization liability insurance covering the Grantee’s organization, directors, officers, and trustees actual or alleged errors, omissions, negligent, or wrongful acts, including improper governance, employment practices and financial oversight - including improper oversight and/or use of Grant Funds and donor contributions - with a combined single limit of no less than $1,000,000 per claim. Employee dishonesty or fidelity bond covering loss of money, securities and property caused by dishonest acts of Grantee’s employees. Coverage limits may not be less than $ . PHYSICAL ABUSE AND MOLESTATION INSURANCE COVERAGE (REQUIRED IF GRANTEE PROVIDES DIRECT SERVICES TO YOUTH) Abuse and Molestation Insurance molestation insurance in a form and with coverage that are satisfactory to the Agency State covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, investigation, reporting to proper authorities, and retention of any person for whom the Provider Grantee, its contractors, subcontractors or subgrantees (“Covered Entity”) is responsible including but not limited to Provider and Providerany Covered Entity’s employees and volunteers. Policy endorsement’s definition of an insured shall must include the Provider, Covered Entity and the Provider’s its employees and volunteers. Coverage shall must be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Any annual aggregate limit shall may not be less than $3,000,0002,000,000. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The limits shall must be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, shall must be treated as a separate occurrence for each victim. Coverage shall must include the cost of defense and the cost of defense shall must be provided outside the coverage limit. EXCESS/UMBRELLA INSURANCE A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance. ADDITIONAL COVERAGE REQUIREMENTS Provider’s insurance shall be primary and non-contributory with any other insurance. Provider shall pay for all deductibles, self-insured retention and self-insurance, if any. ADDITIONAL INSURED All liability insurance, except for Workersworkers’ Compensationcompensation, Professional Liabilityprofessional liability, and Network Security network security and Privacy Liability privacy liability (if applicable), required under the Provider Contract this Grant must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Provider's Grantee’s activities to be performed under the Provider Contractthis Grant. Coverage shall must be primary and non- non-contributory with any other insurance and self-insurance. The Additional Insured endorsement with respect to liability arising out of ProviderGrantee’s ongoing operations must be on ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on ISO form CG 20 37 07 04 13 or equivalent. WAIVER OF SUBROGATION Provider shall waive Grantee waives, and must require its first tier contractors and subgrantees waive, rights of subrogation which Provider Grantee, Grantee’s first tier contractors and subgrantees, if any, or any insurer of Provider Grantee may acquire against the Agency or State of Oregon by virtue of the payment of any loss. Provider will obtain Grantee must obtain, and require its first tier contractors and subgrantees to obtain, any endorsement that may be necessary to effect affect this waiver of subrogation, but this provision applies regardless of whether or not the Agency has received a waiver of subrogation endorsement form from the Provider Grantee or the ProviderGrantee’s insurer(s). TAIL COVERAGE If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, Provider shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of the Provider Contract, for a minimum of 24 months following the later of (i) Provider’s completion and County’s acceptance of all Services required under the Provider Contract, or, (ii) County’s or Provider’s termination of contract; or.

Required Not required. Professional Liability insurance covering any damages caused by an error, omission or any negligent acts related to the services to be provided under the Provider Contract by the Provider and Provider’s subcontractors, agents, officers or employees in an amount not less than $1,000,000 per claim. Annual aggregate limit shall not be less than $2,000,000. If coverage is on a claims made basis, then either an extended reporting period of not less than 24 months shall be included in the Professional Liability insurance coverage, or the Provider shall provide Tail Coverage as stated below. PHYSICAL ABUSE AND MOLESTATION INSURANCE COVERAGE Abuse and Molestation Insurance in a form and with coverage that are satisfactory to the Agency covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, investigation, reporting to proper authorities, and retention of any person for whom the Provider is responsible including but not limited to Provider and Provider’s employees and volunteers. Policy endorsement’s definition of an insured shall include the Provider, and the Provider’s employees and volunteers. Coverage shall be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Any annual aggregate limit shall not be less than $3,000,000. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The limits shall be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, shall be treated as a separate occurrence for each victim. Coverage shall include the cost of defense and the cost of defense shall be provided outside the coverage limit. EXCESS/UMBRELLA INSURANCE A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance. ADDITIONAL COVERAGE REQUIREMENTS Provider’s insurance shall be primary and non-contributory with any other insurance. Provider shall pay for all deductibles, self-insured retention and self-insurance, if any. ADDITIONAL INSURED All liability insurance, except for Workers’ Compensation, Professional Liability, and Network Security and Privacy Liability (if applicable), required under the Provider Contract must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Provider's activities to be performed under the Provider Contract. Coverage shall be primary and non- non-contributory with any other insurance and self-insurance. The Additional Insured endorsement with respect to liability arising out of Provider’s ongoing operations must be on ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on ISO form CG 20 37 07 04 or equivalent. WAIVER OF SUBROGATION Provider shall waive rights of subrogation which Provider or any insurer of Provider may acquire against the Agency or State of Oregon by virtue of the payment of any loss. Provider will obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the Agency has received a waiver of subrogation endorsement form from the Provider or the Provider’s insurer(s). TAIL COVERAGE If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, Provider shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of the Provider Contract, for a minimum of 24 months following the later of (i) Provider’s completion and County’s acceptance of all Services required under the Provider Contract, or, (ii) ) County’s or Provider’s termination of contract; oror (iii) The expiration of all warranty periods provided under the Provider Contract. CERTIFICATE(S) AND PROOF OF INSURANCE County shall obtain from the Provider a Certificate(s) of Insurance for all required insurance before delivering any Goods and performing any Services required under this Contract. The Certificate(s) shall list the State of Oregon, its officers, employees and agents as a Certificate holder and as an endorsed Additional Insured. The Certificate(s) shall also include all required endorsements or copies of the applicable policy language effective coverage required by this Contract. If excess/umbrella insurance is used to meet the minimum insurance requirement, the Certificate of Insurance must include a list of all policies that fall under the excess/umbrella insurance. As proof of insurance Agency has the right to request copies of insurance policies and endorsements relating to the insurance requirements in this Contract. NOTICE OF CHANGE OR CANCELLATION The Provider or its insurer must provide at least 30 days’ written notice to County before cancellation of, material change to, potential exhaustion of aggregate limits of, or non-renewal of the required insurance coverage(s). INSURANCE REQUIREMENT REVIEW Provider agrees to periodic review of insurance requirements by Agency under this Agreement and to provide updated requirements as mutually agreed upon by Provider and County. STATE ACCEPTANCE All insurance providers are subject to Agency acceptance. If requested by Agency, Provider shall provide complete copies of insurance policies, endorsements, self-insurance documents and related insurance documents to Agency’s representatives responsible for verification of the insurance coverages required under this Exhibit D. DIVERSION $440,769.00 JCP BASIC $519,329.00 GRAND TOTAL $960,098.00 The amounts indicated as the Grand Total above represents the maximum amount that OYA may pay to County under this Agreement. This amount is not a firm, fixed amount unconditionally guaranteed to be provided to County, but is a not-to-exceed amount expected to be available for allowable payments to County for performing the Services set forth in the Service Plan and other provisions of this Agreement. The specific amounts allocated for Diversion Services and JCP Basic Services above are not firm, fixed amounts, but are subject to change as provided in Sections 11 and 20 of Exhibit B and Section 6 of Exhibit C. Changes to the amounts allocated for Diversion Services and JCP Basic Services made pursuant to Section 6 of Exhibit C shall not alter the not-to- exceed amount of the Grand Total listed above.

Required Not required. Professional Liability liability insurance covering any damages caused by an error, omission or any negligent acts related to the services to be provided activities performed under the Provider Contract this Grant by the Provider Grantee and ProviderGrantee’s subcontractorscontractors, subgrantees, agents, officers or employees in an amount not less than $1,000,000 per claim. Annual aggregate limit shall may not be less than $2,000,000. If coverage is on a claims made basis, then either an extended reporting period of not less than 24 months shall must be included in the Professional Liability professional liability insurance coverage, or the Provider shall Grantee must provide Tail Coverage tail coverage as stated below. PHYSICAL ABUSE AND MOLESTATION INSURANCE COVERAGE Directors, officers and organization liability insurance covering the Grantee’s organization, directors, officers, and trustees actual or alleged errors, omissions, negligent, or wrongful acts, including improper governance, employment practices and financial oversight - including improper oversight and/or use of Grant Funds and donor contributions - with a combined single limit of no less than $ per claim. Employee dishonesty or fidelity bond covering loss of money, securities and property caused by dishonest acts of Grantee’s employees. Coverage limits may not be less than $ . Home-Based Grantees Abuse and Molestation Insurance molestation insurance in a form and with coverage that are satisfactory to the Agency State covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, training, investigation, reporting to proper authorities, and retention of any person for whom the Provider Grantee, its contractors, subcontractors or subgrantees (“Covered Entity”) is responsible including but not limited to Provider and Providerany Covered Entity’s employees and volunteers. Policy endorsement’s definition of an insured shall must include the Provider, Covered Entity and the Provider’s its employees and volunteers. Coverage shall must be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Any annual aggregate limit shall must not be less than $3,000,0001,000,000. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The limits shall must be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, shall must be treated as a separate occurrence for each victim. Coverage shall must include the cost of defense and the cost of defense shall must be provided outside the coverage limit. EXCESS/UMBRELLA INSURANCE All Other Grantees Abuse and molestation insurance in a form and with coverage satisfactory to the State covering damages arising out of actual or threatened physical abuse, mental injury, sexual molestation, negligent: hiring, employment, supervision, training investigation, reporting to proper authorities, and retention of any person for whom the Grantee, its contractors, subcontractors or subgrantees (“Covered Entity”) is responsible including but not limited to any Covered Entity’s employees and volunteers. Policy endorsement’s definition of an insured must include the Covered Entity and its employees and volunteers. Coverage must be written on an occurrence basis in an amount of not less than $1,000,000 per occurrence. Any annual aggregate limit must not be less than $2,000,000. Coverage can be provided by a separate policy or as an endorsement to the commercial general liability or professional liability policies. The limits must be exclusive to this required coverage. Incidents related to or arising out of physical abuse, mental injury, or sexual molestation, whether committed by one or more individuals, and irrespective of the number of incidents or injuries or the time period or area over which the incidents or injuries occur, must be treated as a separate occurrence for each victim. Coverage must include the cost of defense and the cost of defense must be provided outside the coverage limit. A combination of primary and excess/umbrella insurance may be used to meet the required limits of insurance. ADDITIONAL COVERAGE REQUIREMENTS Provider’s insurance shall be primary and non-contributory with any other insurance. Provider shall pay for all deductibles, self-insured retention and self-insurance, if any. ADDITIONAL INSURED All liability insurance, except for Workersworkers’ Compensationcompensation, Professional Liabilityprofessional liability, and Network Security network security and Privacy Liability privacy liability (if applicable), and personal automobile liability insurance (when such coverage is required by Agency), required under the Provider Contract this Grant must include an additional insured endorsement specifying the State of Oregon, its officers, employees and agents as Additional Insureds, including additional insured status with respect to liability arising out of ongoing operations and completed operations, but only with respect to Provider's Grantee’s activities to be performed under the Provider Contractthis Grant. Coverage shall must be primary and non- non-contributory with any other insurance and self-insurance. The Additional Insured endorsement with respect to liability arising out of ProviderGrantee’s ongoing operations must be on ISO Form CG 20 10 07 04 or equivalent and the Additional Insured endorsement with respect to completed operations must be on ISO form CG 20 37 07 04 13 or equivalent. WAIVER OF SUBROGATION Provider shall waive Grantee waives, and must require its first tier contractors and subgrantees waive, rights of subrogation which Provider Grantee, Grantee’s first tier contractors and subgrantees, if any, or any insurer of Provider Grantee may acquire against the Agency or State of Oregon by virtue of the payment of any loss. Provider will obtain Grantee must obtain, and require its first tier contractors and subgrantees to obtain, any endorsement that may be necessary to effect affect this waiver of subrogation, but this provision applies regardless of whether or not the Agency has received a waiver of subrogation endorsement form from the Provider Grantee or the ProviderGrantee’s insurer(s). TAIL COVERAGE If any of the required insurance is on a claims made basis and does not include an extended reporting period of at least 24 months, Provider shall maintain either tail coverage or continuous claims made liability coverage, provided the effective date of the continuous claims made coverage is on or before the effective date of the Provider Contract, for a minimum of 24 months following the later of (i) Provider’s completion and County’s acceptance of all Services required under the Provider Contract, or, (ii) County’s or Provider’s termination of contract; or.