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Regulatory Requirements: (i) Company and Payor, during regular business hours and upon prior notice; (ii)
<br />appropriate State and federal authorities, to the extent zuch access is necessary to oomply with Regulatory
<br />Requirements; and (rii) accreditation olganizations. Access to health information and other similar records by
<br />Company or Payor shall be iimited to records related to Covered Persons. Access to medical records for audit
<br />purposes must bo limited to only that necessary to perfonn the audit. Provider and each Contracted Provider shall
<br />provide copies of such records at no expense to any of the fotegoing that may make such request, Each Contracted
<br />Provider also shall obtain any authorization or oonsent that may be required from a Coyered Person in orderto release
<br />mEdical records and information to Company or Payor or any of their delegates. Provider and each Contraoted
<br />Provider shall cooperate in and allow on-site inspections of its, his or her facilities and records by any ComFany,
<br />Payor, their delegates, any authorized government officials, and accreditation organizations. Provider and each
<br />Contracted Provider shall compile information necessary for the expeditious completion of such on-site irspection in
<br />a timely manner. Contracted Providers may audit or examine Company or Payor's books and records of account
<br />relatecl to transactions between Company or Payor and Contracted Provider during normal business hours and upon
<br />reasonable prior notice.
<br />4.3. Record ltansfer. Subject to applicable Regulatory Requirements, each Contraoted Provider shall
<br />cooperate in the iimely transfer of Covered Persons' medical records to any other health care provider, at no charge
<br />and when required by Company,
<br />ARflCLE V - INSI]RAI$CE AND INDEMNIFICATION
<br />5.1. Insurance. During the term of this Agreerrent and for any applicable continuation period as set forth
<br />in Section 7.3 of this Agreement Provider and each Contracted Provider shall maintain policies of general and
<br />professional liability insurance and other insurance necessary to insure Provider and each Contraoted Provider,
<br />respectively; their respective employees; and any other person providing services hereunder on behalf of Providor or
<br />such Contractedlrovidq as applicable, against any claim(s) ofpersonal injuries or death alleged to havebeen caused
<br />or caused by their performance under this Agreement, Such insurance shall include, but not be limited to, any "tail"
<br />or prior acts coverage necessary to avoid any gap in coverage. Insurance shall be through a licensed carrier acceptable
<br />to Health Plan, and in a minimum amount of $1,000,000 per occurrence, and $3,000,000 in the aggregate unless a
<br />lesser amount is accepted by Health Plan or where State law mandates otherwise. Provider and each Contracted
<br />Provider will provicle Health Plan with at least 15 days' prior written notice of cancellation, non-renowal, lapse, or
<br />adverse material modification of such coverage. Upon Health Plan's request, Provider and each Contracted Provider
<br />will furnish Health Plan with evidence of such insurance.
<br />5.2. Indemnification by Provider and Contracted ProvidEr. Provider and each Contracted Provider shall
<br />indeumify and hold harmless (and at Health Plan's requast defend) Company and Payor and all of their respective
<br />officers, directors, agorts and employees from and against any and all third party claims for any loss, darrages,
<br />liability, costs, or expensss (including reasonable attomey's fees) judgments or obligations arising from or relating
<br />to any negligenoo, wtongful act or omission, or breach of this Agreerrent by Provider, a Contracted Provider, or any
<br />of their respeotive officers, direotors, agents or employees.
<br />5.3. Indemnification by Health Plan. Health Plan agrees to indemnify and hoid harmless (and at
<br />Provider's request defend) Provider, Contracted Providers, and their officers, directors, agents and enrployees fhom
<br />and against any and all third party claims for any loss, damages, liability, costs, or expenses (including reasonable
<br />attorney's fees), judgments, or obligations arising from or relating to any negligence, wrongful act or omission or
<br />breach of this Agree,rnent by Company or its directors, ofEcers, agents or anployee.
<br />ARTICLE VI -DISPUTE RESOLUTION
<br />6.1. Infonnal Dispute Res-olution. Any clispute between Provider and/or a Contracted Provider, as
<br />applicable (the "Provider Parly'), and l-Iealth Plan and/or Company, as applicable (including any Company acting as
<br />Payor) (the "Administrator Parby"), with respect to or involving the perfonrrance under, termination of or
<br />PPA WA - Kittitas County Public Health - 05.07.2025 - ICMProviderAgleement_360268 Page lt of 24
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