Business HCO Form

Business HCO Form

Parties and Identifying Information

Client Entity Type: Individual Corporation LLC Other

Provider Entity Type: Individual Corporation LLC Other

Recitals

WHEREAS, Client Name: desires to engage the HCO Provider to perform certain professional services as set forth below; and

WHEREAS, HCO Provider Name: represents that it has the experience, personnel, and resources necessary to perform such services in accordance with applicable laws and industry standards; and

WHEREAS, the parties desire to set forth the terms and conditions of their agreement in writing.

Scope of Work

HCO Provider shall perform the services described below. Services shall include, without limitation, compliance oversight, policy review, staff training, risk assessments, and any deliverables specifically identified in this form.

Payment Terms

Compensation for services rendered under this Agreement shall be as set forth below. All fees are exclusive of applicable taxes unless otherwise stated. Client shall pay HCO Provider in accordance with the schedule and conditions set forth in this section.

Invoices shall be submitted to Client at Client Address: and payment shall be due within days of invoice date. Disputed amounts must be notified in writing within ten (10) days; undisputed amounts must still be paid.

Term and Termination

This Agreement shall commence on Start Date: and shall continue until End Date: unless earlier terminated in accordance with this section.

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to termination. Either party may also terminate for material breach if the breaching party fails to cure the breach within thirty (30) days after written notice of such breach. Termination shall not relieve Client of its obligation to pay for services performed and expenses incurred prior to the effective date of termination.

Confidentiality

For purposes of this Agreement, "Confidential Information" means information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure, including business plans, clinical and operational data, personally identifiable information, and non-public financial information.

Each party shall: (a) hold the other party's Confidential Information in strict confidence; (b) use Confidential Information solely to perform its obligations under this Agreement; and (c) not disclose Confidential Information to any third party except to its employees, contractors, or advisors who need to know and who are bound by confidentiality obligations no less restrictive than those herein. Confidential Information does not include information that: (i) is or becomes publicly known through no breach of this Agreement; (ii) was known to the receiving party prior to disclosure; (iii) is received from a third party free to disclose it; or (iv) is independently developed without use of the disclosing party's Confidential Information.

Upon termination or at the disclosing party's request, the receiving party shall promptly return or certify destruction of Confidential Information, except where retention is required by law or internal recordkeeping policies, in which case the receiving party shall continue to protect retained Confidential Information in accordance with this Agreement.

Insurance, Indemnity, and Compliance

HCO Provider shall maintain insurance coverage customary for the services performed, including professional liability and general liability insurance. Each party shall comply with all applicable laws, regulations, and rules in performing its obligations under this Agreement. HCO Provider shall indemnify and hold harmless Client from third-party claims to the extent caused by HCO Provider's negligent acts or omissions, subject to applicable limitations under law.

Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the State of without regard to conflict of laws principles. The parties shall attempt in good faith to resolve disputes promptly by negotiation between executive representatives. If unresolved, disputes shall be resolved exclusively in the state or federal courts located within the selected state.

Entire Agreement; Amendment

This Agreement, including any attachments and instruments incorporated by reference, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, understandings, and negotiations, whether written or oral. Any amendment or modification to this Agreement must be in writing and signed by authorized representatives of both parties.

Representations and Certifications

Each party represents and warrants that it has the authority to enter into this Agreement and that the individual signing on its behalf is authorized to bind the party. Each party further certifies that the performance of its obligations will comply with all applicable laws, including privacy and data protection requirements.

Notices

Notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other address as either party may designate in writing. Notices are effective upon receipt.

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