Term: Initial term is 12 months with subsequent 12 month terms to automatically renew, unless either party provides written notice of non renewal to the other party at least thirty (30) days to the expiration of the then-current initial or renewal term, as applicable.
Client Obligations: Client’s use of the Services shall comply with all applicable federal, state, and local laws and regulations, Client agrees not to resell or redistribute (whether for a fee or otherwise) the Services, or any portion thereof, or make any use of the Services other than for Client’s internal business purposes. Client shall ensure that its End Users’ use of the Services, if any, shall comply with all applicable federal, state, and local laws and regulations and any applicable Terms of Use. “Terms of Use” means this Master Agreement, as may be modified from time to time by Copper Penny Consulting.
Classes: Copper Penny Consulting maintains the ability to provide Continuing Education Units nationally as well as in California for specific courses. Names and license numbers will be verified to ensure active licenses. Units will be issued in half hour increments, worth 0.5 units. Names and license numbers will be provided to Copper Penny Consulting, and certificates will be issued within one week.
Classes start on time. Attendees that are more than 10 minutes late may be required to reschedule or attend a make up class. All team members, including Doctors and part time team members are required to attend the entirety of classes.
Payments: For each proposal, Client agrees to pay Copper Penny Consulting all recurring and non-recurring charges, fees and taxes. Automatic recurring payment transactions will occur via credit card on the 27th of each month. A late fee of 10% may be assessed for any amounts which are not paid when due.
Indemnification: Client agrees to defend, indemnify and hold harmless Copper Penny Consulting, its affiliates, its service providers and suppliers and their respective officers, directors, employees and agents, from and against all liabilities, losses, costs, damages and expenses, including reasonable attorneys’ and other professionals’ fees, arising out of any third party claim arising out of or relating to (a) the use of the Service, including but not limited to a breach of confidentiality, data, or individually identifiable health information; or (b) personal injury, death, property damage, or tort from any cause, including but not limited to claims by Client’s employees, agents, tenants or invitees, arising out of this Agreement; or to the extent of the negligence or willful misconduct of Client or its employees, agents, tenants or invitees. Client agrees that the materials provided are “as is” and contain information provided by client on their safety and compliance programs within their practice(s), without warranties of any any kind, either express or implied.
Regulatory Environments: Client understands that there are certain requirements for HIPAA Covered Entities, Federal OSHA requirements, and state government and healthcare specific board education requirements, and engaging Copper Penny Consulting for proactive programs does not automatically make Client “Compliant” with such regulation, but rather, the services offered in this Agreement help support the Client’s compliance and safety programs.
Miscellaneous: This Agreement shall be governed and construed in accordance with the laws of the State of California exclusively and without reference to principles of conflict of laws. Any action or claim to enforce this Agreement shall be help and resolved in the forum of the State of California.