Healthcare Boards Addendum

HEALTHCARE BOARDS ADDENDUM

Parties and Effective Date

This Addendum is entered into by and between Board Member Name: and Healthcare Entity Name: (collectively, the Parties), effective as of .

Recitals

WHEREAS, the Board Member has been appointed or nominated to serve on one or more governing or advisory boards, committees, or panels of the Healthcare Entity; and

WHEREAS, the Parties desire to document certain additional obligations and acknowledgments relating to confidentiality, access to protected health information, conflicts of interest, and governance expectations.

Term; Appointment Details

This Addendum shall commence on the Effective Date and remain in effect for a term of or until earlier termination in accordance with this Addendum.

Duties and Expectations

The Board Member agrees to perform the duties and responsibilities customary to membership on the assigned board or committee, including but not limited to attendance at meetings, preparation of materials, participation in deliberations, and adherence to established bylaws, policies, and codes of conduct.

Confidentiality; Protected Health Information (PHI)

The Board Member acknowledges that, in the performance of duties, the Board Member may have access to confidential information, including Protected Health Information as defined by applicable law. The Board Member shall maintain the confidentiality of all such information and shall comply with all federal and state privacy laws, regulations, and Healthcare Entity policies governing use, disclosure, storage, and transmission of PHI.

I acknowledge that I have received or will receive required privacy and security training prior to or upon access to PHI and will comply with applicable policies and procedures.

Conflicts of Interest; Disclosures

The Board Member shall promptly disclose any actual, potential, or perceived conflicts of interest, financial relationships, affiliations, or outside engagements that may affect independence or objectivity in board matters. Disclosure must be made in writing to the Chair or Governance Office.

I certify that I have no conflicts to disclose at this time.

Meetings; Attendance and Participation

The Board Member agrees to make reasonable efforts to attend scheduled meetings in person or via approved remote means. The Board Member shall notify the Chair in advance of any anticipated absence and comply with quorum and proxy requirements set forth in the bylaws.

Compensation; Expense Reimbursement

Indemnification; Insurance

To the fullest extent permitted by applicable law and the Healthcare Entity's governing documents, the Healthcare Entity shall indemnify and hold harmless the Board Member against liabilities, expenses, and costs arising from actions taken in good faith within the scope of board duties. The Healthcare Entity's obligation to indemnify is subject to the Entity's policies and applicable law.

Termination

This Addendum may be terminated by either Party for cause upon written notice where cause includes breach of confidentiality, failure to disclose conflicts, willful misconduct, or other material breach. Termination shall not relieve the Board Member of obligations that by their nature survive termination, including confidentiality and records retention.

Notices

Representations; Certifications

The Board Member represents and certifies that all information provided in connection with appointment and disclosure is true and complete to the best of the Board Member's knowledge. The Board Member further certifies that they will comply with applicable laws, regulations, and the Entity's policies while serving in the appointed role.

Acknowledgment

By signing below, the Parties acknowledge and agree that this Addendum modifies or supplements any prior appointment documents to the extent set forth herein and is governed by the laws applicable to the Healthcare Entity. The Parties acknowledge receipt of a copy of this Addendum.

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