08 - Medicare Ground Ambulanca Data Collection Survey

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- PUBLIC City of-Paris EMS 1ledicare Ground Ambulance Data Collection Services �"z�, til ri.'fl}; 9�tt31. tr� ti L The parties agree that the Disclosing Party would suffer irreparable harm hereunder if Proprietary or Confidential Information were improperly released, conveyed, or trans- ferred by a Receiving Party, and that in such situation the Disclosing Party shall be enti- tled to, in addition to any other remedies, the entry of injunctive relief and specific per- formance. g. Upon termination or expiration of this AGREEMENT, each party shall cease use of Pro- prietary or Confidential Information received from the other party. At the request of the Disclosing Party, the Receiving Party shall promptly destroy all physical copies of such information in its possession, custody, or control and shall furnish the Disclosing Party with written certification of such destruction within thirty (30) days of such request. Al- ternatively, if the Disclosing Party fails to provide such a written request to the Receiving Party within ten (10) days of the termination of this AGREEMENT, the Receiving Party shall return all such physical copies of such information to the Disclosing Party. If return is not practicable, the Receiving Party shall so notify the Disclosing Party and shall keep such information secure and confidential in perpetuity. h. The Receiving Party shall immediately notify the Disclosing Party upon discovery of any loss or unauthorized disclosure of its Proprietary or Confidential Information. Ji. The parties hereto acknowledge that PROVIDER is a governmental entity subject to the Texas Public Information Act. Should a request be made under that Act for Proprietary or Confidential information belonging to CONTRACTOR, PROVIDER will notify CON- TRACTOR and request an open records ruling from the Office of the Attorney General of the State of Texas asserting the confidential and proprietary nature of the information as required by law. j. The parties will at all times abide by the requirements of both the Health Insurance Porta- bility and Accountability Act of 1996 (HIPAA) and the Health Information Technology for Economic and Clinical Health (HITECH) Act: 12. As -Is Information and Data The parties agree and acknowledge that CONTRACTOR will receive all information and data from PROVIDER on an as -is basis. CONTRACTOR is not responsible for errors or omissions in any data that it receives from PROVIDER, nor for any inaccuracies or mistakes in the survey that result from errors or omissions in information received from PROVIDER. CONTRACTOR is not responsible for reviewing, evaluating, or verifying the accuracy or completeness of any infor- mation received by PROVIDER. CONTRACTOR is not liable for any reimbursement, refund, or contribution should PROVIDER be subject to penalties in connection with the Contracted Ser- vices. 13. Intellectual Property Each party retains all right of interest in any work product and all intellectual property that it con- ceives, devises, or develops in connection with the performance of the Contracted Services under this AGREEMENT, or that it owned prior to execution of this AGREEMENT, except as may be specifically assigned or transferred in a written contract. CONTRACTOR guarantees that its use or creation of any intellectual property under this AGREEMENT does not infringe upon the intel- lectual property rights of any third party. Notwithstanding the above, PROVIDER will have all Pace 5