96-22 Professional Services Agreement - West Orange and Essex Regional Health Commission COVID-Generalist Contract - 2022.pdf

4. Termination. Either PROVIDER or RECIPIENT may terminate the Agreement upon thirty (30) days written notice to the other party to the Agreement. 5. Indemnification. ERHC and WEST ORANGE agree to hold each other harmless from any and all obligations, penalties, fees, liabilities, judgments, claims and demands which may arise out of this Agreement and further agrees to save and hold harmless each other and to defend at its own cost and expense any such claim or lawsuit instituted by third parties against the other party. Nothing contained herein shall relieve ERHC or WEST ORANGE from liability for negligence or other wrong doing of its agents, servants and/or employees. 6. Insurance. a. General Requirements. PROVIDER shall maintain for the duration of the Agreement, at its cost and expense, insurance against claims for injuries to persons or damages to property, including contractual liability, which may arise from or in connection with the performance of the work by PROVIDER, its agents, employees, representatives, assigns or subcontractors. This insurance shall cover such claims as may be caused by any negligent act or omission and shall be in the amounts of $1,000,000 per occurrence and $2,000,000 aggregate. b. Primary Insurance. PROVIDER’s insurance coverage shall be primary insurance with respect to WEST ORANGE, its officers, officials, employees and volunteers shall apply separately to each project or location. Any insurance or self-insurance maintained by the WEST ORANGE, its officers, officials, employees or volunteers shall be excess of PROVIDER’s insurance and shall not contribute with it. c. Additional Insured Status. The Township of West Orange is to be listed as additional insured for liability arising out of activities performed by or on behalf of PROVIDER. d. Certificate of Insurance/Endorsements. A certificate of insurance from an insurer with a Best’s rating of no less than A- indicating compliance with the required coverages, must be supplied to WEST ORANGE. ERHC must notify WEST ORANGE immediately of any material changes to insurance coverage, such as changes in limits, coverages, status of policy, etc. WEST ORANGE reserves the right to require complete copies of insurance policies at all times. e. Workers Compensation Insurance. PROVIDER shall procure and maintain during the life of the Agreement workers’ compensation insurance in the

quire complete copies of insurance policies at all times. e. Workers Compensation Insurance. PROVIDER shall procure and maintain during the life of the Agreement workers’ compensation insurance in the statutory amounts, pursuant to N.J.S.A. 34:15-1 et seq. ($500,000 each accident/$500,000 policy limit). f. Amounts. All insurance shall be written for up to the following limits of liability: Bodily Injury Liability Insurance $1,000,000.00 each person $2,000,000.00 each occurrence