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CnitTJpce U9Ii.M <br />(a) The Board shall maintain copies of all records created or received by the Board in the performance of the <br />work under this Agreement as required by Ohio's public records law. Any records created or received as <br />a part of this Agreement shall be made available to the City upon request subject to exceptions listed <br />below. <br />(b) Any non -private health information in confidential records or information in the records created by the <br />Board or that come into the possession of the Board under this Agreement shall, if provided to the City, <br />be kept confidential by the City. <br />(c) The Board is prohibited by State and Federal law from sharing protected health information and said <br />records will not be shared with the City unless there is compliance with the proper method for release of <br />said information. <br />5. REPORTS. <br />The Board shall provide semi-annual written reports to the City regarding the work conducted and services provided <br />on behalf of the City under this Agreement. Such Reports shall be in a form as is provided to all political subdivisions <br />for which the Board provides Agreement services. <br />6. NO ASSIGNMENT, TRANSFER, OR SUBAGREEMENT. <br />In performing the services specified under the terms of this Agreement, the Board shall not assign, transfer, or <br />delegate any of the work or services, nor subcontract the work out to any other entity, nor shall any subcontractor <br />commence performance of any part of the work or services included in this Agreement, unless such subcontracting <br />is specified in this Agreement or its Exhibits, or unless prior written consent is provided by the City. <br />7. INDEPENDENT AGREEMENTOR. <br />(a) The Board hereby acknowledges that it is an independent contractor and neither it nor its employees or <br />agents are employees of the City. The Board shall be responsible for the payment or withholding of any <br />federal, state or local taxes, including, but not limited to, income, unemployment, and workers' <br />compensation for its employees, and the City will not provide, or contribute to any plan which provides <br />for benefits, including but not limited to unemployment insurance, workers' compensation, retirement <br />benefits, liability insurance or health insurance. All individuals employed by the Board provide personal <br />services to the City are not public employees of the City under Ohio state law. <br />(b) No agency, employment, joint venture or partnership has been or will be created between the parties <br />pursuant to the terms and conditions of this Agreement. Inasmuch as the City is interested in the Board's <br />end product, the City does not control the manner in which the Board performs this Agreement. <br />8. NOTICES. <br />All notices, invoices and correspondence which may be necessary or proper for either party shall be addressed as <br />follows: <br />TO THE BOARD: <br />Cuyahoga County Board of Health <br />Attention: Terry Allan, Health Commissioner <br />5550 Venture Drive <br />Parma Ohio 44130 <br />Page 3 of 7 <br />