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A) I'o maintain an open line of cornnrunication berween KCj sraff and COIVIPREFIENSIVE <br />staff lor sharing pcrrinent inflormation about inmates' behavior. <br />B) 1'o have a schedule that is flexible and consistent rvith KCJ opcrations, and nraintain their <br />credentialed statrls as described in Exhibit C. <br />O COMPREHENSIVE and KCJ shall cornply with their establishcd regulations regarding <br />confidentiality including fedcral HIPAA regulations. The partics sha'il sign andi,.,.orporat" <br />the "Business Associate Agreement' pertaining to HIPAA compliancc aian integrai [o.tionof renewalof this agreement and before eng.ging in performance of this ugr""*Jnt. '' <br />D) To acknowledge that inmates may refuse coMPREtiENSIvE services "*i"pt to any extent <br />mandated by law including court order. <br />E) 'Ihat the COMPREHENSIVE MHC's activities will not go beyond those duties as approved <br />by KCJ and coMPREHENSivE except as othenvise provided by law.F) COMPREIIENSIVE agrees to rernove any MHC prouid.d to rcit immediately upon written <br />request by KCJ. <br />G) coMPREI'IENSIVE rvill bill KCJ on a quarterly basis for rhe services,[{) Not to recruit for ernployment nor initiate contracts rvith employees of the other party during <br />the period of this contract.I) Specific services may be cancelled or rescheduled fbr good cause by either party witho't <br />incurring any cost under this agreement. "Good cause" includes security or safeiy concerns, <br />including unforeseen staffing shortages, that may impact the safe op"rriions of the KCJ in <br />the j udgement of rhe authorized KCJ personnel. <br />VIII. Hold llarmless anrl Inclemnification: <br />C:oMPREl{ENSIVE agrees to hold harmless, indcmnifo and clefend Kirtitas Counry, irs officers, <br />agents, and employecs, from and against any and all claims, losses, or liability, for inluries, <br />sickness or death of person, or dantage to property, arising out of any rvilliul misconauct ornegligent act, error, or omission of cOMpREHENSIVE, its officers, agents, or employees, inconnection rvith the services required by the Agrecment, provided, holvever, that: <br />(l) COMPREHENSIVE's obligations to indemnify, defend and hold harmless shall not extendto injuries, sickness, death or damage caused by or resulting from the sole willful misconductor negligence of Kittitas County, its officers, agents ot <br />"rnploy"es or sub-consultants; and(2) CoMPREI{ENSIVE's obligations to indemni[, defend ana irolo harmtess for injuries, <br />sickness, death or damage caused by or resulting from the concurrent negligence-or wiilful <br />misconduct of COMPREHENSIVE and KittitasCounry or of COMpREHENSIVg and athird party other than an officer, agent or employee rcbvpREHENSlvE, shall applf onlyto the extent of the negligence or wiilful misconduct of coMpREHENslvE. <br />(3) The parties agree to cooperate to the greatest extent possible in the defense ofany and all <br />claims that may implicate this Section. <br />IX. Interpretation <br />This Agreement has been submitted to the scrutiny of all parties and their counsel, if desired, andit shall be given a fair and reasonable interpretation in aciordance with its words, rvithout <br />consideration orweight given to its being drafted by any party or its counsel. All words used inthe singular shall include theplural; the present tense shail intlude the future tense; and the <br />masculine gender shall include the feminine gender. <br />3