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VIL COMPREHENSIVE and KCJ mutually agree: <br />A) To maintain an open line of communication between KCJ staff and COMPREHENSIVE <br />staff for sharing pertinent information about inmates' behavior. <br />B) To have a schedule that is flexible and consistent with KCJ operations, and maintain their <br />credentialed status as described in Exhibit C. <br />C) COMPREHENSIVE and KCJ shall comply with their established regulations regarding <br />confidentiality including federal HIPAA regulations. The parties shall sign and incorporate <br />the "Business Associate Agreement" pertaining to HIPAA compliance as an integral portion <br />of renewal of this agreement and before engaging in performance of this agreement. <br />D) To acknowledge that inmates may refuse COMPREHENSIVE services except to any extent <br />mandated by law including court order. <br />E) That the COMPREHENSIVE MHC's activities will not go beyond those duties as approved <br />by KCJ and COMPREHENSIVE except as otherwise provided by law. <br />F) COMPREHENSIVE agrees to remove any MHC provided to KCJ immediately upon written <br />request by KCJ. <br />G) COMPREHENSIVE will bill KCJ on a quarterly basis for the services. <br />H) Not to recruit hr employment nor initiate contracts with employees of the other party during <br />the period of this contract. <br />I) Specific services may be cancelled or rescheduled for good cause by either party without <br />incurring any cost under this agreement. "Good cause" includes security or safety concems, <br />including unforeseen staffing shortages, that may impact the safe operations of the KCJ in <br />the judgement of the authorized KCJ personnel. <br />VI[I. Hold Harmless and Indemnification: <br />COMPREHENSIVE agrees to hold harmless, indemnifu and defend Kittitas County, its officers, <br />agents, and employees, from and against any and all claims, tosses, or tiability, for injuries, <br />sickness or death of person, or damage to property, arising out of any willful misconduct or <br />negligent act, error, or omission of COMPREHENSIVE, its officers, agents, or employees, in <br />connection with the services required by the Agreement, provided, however, that: <br />(l) COMPREHENSIVE's obligations to indemnifo, defend and hold harmless shall not extend <br />to injuries, sickness, death or damage caused by or resulting from the sole willful misconduct <br />or negligence of Kittitas County, its officers, agents or employees or sub-consultants; and <br />(2) COMPREHENSIVE's obligations to indemnifu, defend and hold harmless for injuries, <br />sickness, death or damage caused by or resulting from the concurrent negligence or willful <br />misconduct of COMPREHENSIVE and Kittitas County or of COMPREHENSIVE and a <br />third party other than an officer, agent or employee f COMPREHENSIVE, shall apply only <br />to the extent of the negligence or willful misconduct of coMpREHENSIVE. <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, and <br />it shall be given a fair and reasonable interpretation in accordance with its words, without <br />consideration or weight given to its being drafted by any party or its counsel. All words used in <br />3