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DocuSign Envelope ID:5217DEC1-2EF1-4A49-AD1 F-F6CBCC3F8A9E <br /> written permission of the County. No permission for subcontracting shall create, <br /> between the County and the subcontractor, any contract or any other relationship. <br /> iv) Provider is an independent contractor of County. Any and all employees of the <br /> Provider engaged by the Provider in the performance of any work or services <br /> required of the Provider under this Agreement, shall be considered employees or <br /> agents of the Provider only and not of the County, and any and all claims that may <br /> or might arise under any workers compensation or other law or contract on behalf <br /> of said employees while so engaged shall be the sole obligation and responsibility <br /> of the Provider. <br /> v) If activities related to the performance of this Agreement require specific licenses, <br /> certifications, or related credentials Provider represents that it and/or its <br /> employees, agents and subcontractors engaged in such activities possess such <br /> licenses, certifications, or credentials and that such licenses certifications, or <br /> credentials are current, active, and not in a state of suspension or revocation. <br /> vi) In determining the basic services to be provided, should any documents be <br /> referenced in this Agreement, the terms of this Agreement shall have priority in <br /> any conflict between the terms of referenced documents and the terms of this <br /> Agreement. Should a request for proposals and a proposal be referenced the <br /> terms of the request for proposals shall have priority over the terms of any <br /> proposal. <br /> 3. Basic Services <br /> a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows: <br /> the implementation, maintenance and support of the subscription or license (as <br /> applicable) to ESO's NEMSIS v3 compliant electronic patient care reporting software <br /> and ESO's medical billing software. The electronic patient care reporting software <br /> includes a bidirectional "Health Data Exchange" component which will allow the <br /> County to transfer ePCR data digitally to participating hospitals and receive patient <br /> outcome data back from participating hospitals (at the hospital's discretion.) See the <br /> Master Subscription and License Agreement to which this Agreement is attached for <br /> further details. <br /> 4. Duration of Services <br /> a. Term. The term of this Agreement shall be from September 29, 2017 to September 29, <br /> 2018. <br /> b. Scheduling of Services. <br /> i) The Provider shall schedule and perform its activities in a timely manner. <br /> ii) Should the County determine that the Provider is behind schedule, it may require <br /> the Provider to expedite and accelerate its efforts, including providing additional <br />