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pursuant to this Agreement. Policy limits of professional malpractice coverage must be <br />no less than $1 million per occurrence and $3 million aggregate, unless the parties <br />otherwise agree in writing. Medical Group will maintain policies of general liability and <br />other insurance in amounts consistent with Medical Group practice standards. Evidence <br />of the insurance coverage required under this section will be made available to Company <br />upon request. Medical Group will give Company at least fifteen (15) days advance notice <br />of cancellation of any modification of such medical malpractice insurance. <br />6.2 NOTICE OF CLAIMS — Medical Group will notify Company immediately of the filing of <br />any claims against Medical Group or other person(s) for whose acts or omissions Medical <br />Group is responsible, filed by any Member with respect to any Member. Company will <br />promptly notify Medical Group of the initiation of legal action against Company by a <br />Member concerning or relating to services rendered by Medical Group hereunder. <br />6.3 INDEMNIFICATION — Within the limits of their respective policies of professional and <br />general liability insurance, and to the extent not otherwise inconsistent with the laws of <br />the applicable jurisdiction, each party will indemnify and hold harmless the other, its <br />appointed boards, officers, employees, agents and subagents, individually and <br />collectively, from all fines, claims, demands, suits or actions of any kind or nature arising <br />by reason of the indemnifying party's acts or omissions in the course of its performance <br />of its obligations under this Agreement. Nothing in this Agreement or in its performance <br />will be construed to result in any person being the officer, servant, agent or employee of <br />the other party when such person, absent this Agreement and its performance, would not <br />in law have had such status. <br />VII. TERM AND TERMINATION <br />7.1 TERM — This Agreement will take effect on the effective date set forth above and will <br />continue in effect unless and until terminated by either party. While termination of the <br />Agreement will terminate Medical Group's participation in all of Company's Provider <br />Networks, termination of Medical Group's participation in any one or more of Company's <br />Provider Networks may, at Company's discretion, result in the termination of Medical <br />Group's participation in other Provider Networks in which Medical Group participates. <br />7.2 TERMINATION — The parties agree that they are contracting at will. Either party may <br />terminate this Agreement or any addendum attached thereto at any time and for any <br />reason, with or without cause, upon ninety (90) days written notice to the other party. The <br />terminating party has sole discretion to determine whether a cause exists for <br />termination and whether that cause justifies termination. When the Company terminates <br />this Agreement or any addendum thereto, the Company will offer the applicable provider <br />appeals process for the Medical Group to obtain the Company's reconsideration of <br />the basis for the Company's decision, but the Company retains sole and ultimate <br />discretion to decide whether a cause exists and justifies termination. In the event of a <br />termination, the parties shall have no right to claim and do hereby waive and release any <br />claim for damages that may result from or arise out of that termination, other than any <br />claim that the parties may have for services rendered to Members prior to the <br />effective date of the notice of termination. <br />7.3 IMMEDIATE TERMINATION — Notwithstanding any other provision of this Agreement, <br />Company may terminate this Agreement immediately upon notice to Medical Group in the <br />case of any of the following: <br />7.3.1 Medical Group Provider's license to practice medicine is put on probation, <br />suspended or revoked; <br />7.3.2 Medical Group Provider's right to prescribe controlled substances is put on <br />probation, suspended or revoked; <br />7.3.3 Medical Group Provider is arrested or indicted for or convicted of a crime; <br />Asuris MGA Agreement (Rev. 05/2017) Al8816854AA Page 13 of 20 <br />