The confidentiality clause should also be flexible enough not to hinder the working relationship. Typically the non-disclosure agreement covers trade and practice secrets that can affect either business. It can also extend to medical research and clinical practices.
The parties acknowledge and agree to a strict confidentiality code during the term of this contract and thereafter. The parties agree to hold privileged information in confidence and shall not disclose it to any third party without prior written consent. Privileged information, as defined in this contract, includes but is not limited to patient records, trade secrets, financial data, or any other information marked as confidential or that would reasonably be considered confidential under the circumstances.
The confidentiality obligation as defined in this contract is limited to (a.) information available to the receiving party before the disclosure, (b.) information made public without breaching this contract, and (c.) information required in compliance with legal or regulatory standards.
The staffing agency shall maintain comprehensive professional liability insurance coverage with reputable carriers. The client shall obtain and maintain adequate general liability and malpractice insurance coverage throughout the term of this contract. The agency is responsible for footing expenses associated with insurance coverage for the services provided.
Parties shall, in good faith, notify each other in writing in case of a claim related to this agreement. Parties further agree to cooperate in resolving any such claim and the parties’ liability for any such claim. The liability limitation as defined by this contract absolves parties' responsibility for punitive damages, including but not limited to lost profits or economic damages.
Parties agree to indemnify, defend, and hold harmless the other party and its officers, directors, employees, agents, and affiliates from and against any and all losses, damages, liabilities, claims, demands, actions, suits, proceedings, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to any actual or alleged acts, omissions, negligence, or misconduct of the healthcare professionals supplied by the staffing agency while performing services for the client, to the extent such claims are not covered by insurance.