2023-004 Resolution - Laserfiche WebLink

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activity that violates any state nr !ederal law: (if) the I.i mutation on Cenuio 1'Irvsiden Referrals. also referred In as the 'Stark Lata (42 1) S C. 1395nto and (iii) federal and .state privacy laws- Accordingly, no part of any consideration paid hereunder is a prohibited payment Ibr the tecommcndw L, or arranging for the referral ofbusiness or the ordering of items or services: notate the payments intended to induce illegal referrals of business. In theevent that any part ofthia Contract is determined to violate federal, state_ or local laws, rules, or regulations, the parties agree to negotiate in good faith evisions to the provision or provisions which arc in violation. In the event the parties arc unable to agree to new or modified terms as required to bring the entire Contract into compliance. either party may terminate Ihis Contract on sissy (60) days written notice to the other party_ Additionally. each party shall obtain and maintain at its osm expense all licenses and permits to conduct h kiness pursuant to this Contract front the federal government State of Ohio ur rnunidpalhies when Icga!Iv required and maintain same in full force and effect during the tern of this ( ontract. SECTION 10: INSURANCE A) Vehicle Insu¢mce. 'Ihe Contractor shall obtain and maintain during the terns of this automobile liahility insurance coverage in Ire amount of at least $1.000,000 per person/$ 3,000.000 per occurrence. The Contractor shall supply the Recipient with a copy ore certificate of insurance showing such minimum liahility insurance coverage prior to the Gme this Contract is esecutcd and on each rmcoal date. B) General Liability Insurance Contractor shall ohtain Comprehensive General Liability insuranu> lir $1,000,000, Said coverage shall be "broad form" and shall specifically cover euntracmal liabilities including the hold harmless provisions of Ihis Contract. Prior to the start of service ender this Contract, the Contractor shall provide the Recipient a certificate of insurance, specit}ing coverage as required in this paragraph. Said policy shall contain a provision that the R cIpicm shall be given thirty (30) days written notice of cancellation. SECTION It: INDEMNIFICATION/LIMITS OF LIABILFI V to the lull extent of the available insurance under Section 11, ouly, the Contractor gill defend. indemnify, and hold Recipient and its employees and agents harmless Gom and against all claims, liabilities. losses. damages tines, penalties, pi costs, and expenses caused by and reaching Irom (i ) the negligent or intentional misconduct of the Contractor or its employees and agents, or (it) any violation of applicable laws or regulations by the Contractor or its employees and agents. lO THE FULLFS I EXTENT PFRMITTLD BY LAW', IN NO EVENT SHALL. EITHER PARTY BE LIABLE, TO 1 IF O"hHER FOR ANY CLAIM FOR ANY INDIRI I, WILLFUL, PIINITIVE, N( DI FXEMPIARY, SPF( IA I. OR CONSIiOI 11 NI Al. DAMAGLS. POR LOSS Of GOODWIII_ FOR LOSS OI BUSINESS PROH IS, OR DAMAGLS FOR LOSS OI' BUSINESS, OR 1OSS OR INAC'(IJRACY OI DATA OF ANY KIND, OR OTHER INDIRECT ECONOMIC DAMAGES. WHEIIIF:R BASED ON CONTRACT_ NFGI.IGENCE. TORI' (IN(L(1DING STRICT LIAMI.ITY) OR ANY OTHER LLGAL THEORY, OVEN IF SUCH 1!ARIY HAS BI'IN ADVISFD OR HAD REASON 'FO KNOW OI- II IE POSSIBILITY OF SUCH IN IN ADVANCE. SECTION 12: RECORDS The parties shall maintain such financial and otherrccon s ptiainingto Ihis Contract as may [I ypc here]