Key Staff The Contractor shall employ the key staff members listed below. The State requires the Contractor to have key staff members dedicated full-time to the Contractor’s Indiana Medicaid product lines. In some instances key staff must be dedicated to Hoosier Healthwise. Contractor must employ sufficient staff to achieve compliance with contractual requirements and performance metrics. The Contractor shall have an office in the State of Indiana from which, at a minimum, key staff members physically perform the majority of their daily duties and responsibilities, and a major portion of the Contractor’s operations take place. The Contractor shall be responsible for all costs related to securing and maintaining the facility for interim start-up support and the subsequent operational facility. Upon award of the Contract, the Contractor shall deliver the final staffing plan within thirty (30) calendar days after notice of award; such plan will include a resume for each proposed key staff person outlined below for acceptance by FSSA. FSSA reserves the right to approve or disapprove all initial and replacement key staff prior to their assignment to Hoosier Healthwise FSSA shall have the right to require that the Contractor remove any individual (whether or not key staff) from assignment to the program. The Contractor shall ensure the location of any staff or operational functions outside of the State of Indiana does not compromise the delivery of integrated services and the seamless experience for members and providers. The Contractor shall be responsible for ensuring all staff functions conducted outside of the State of Indiana are readily reportable to OMPP at all times to ensure such locations does not hinder the State’s ability to monitor the Contractor’s performance and compliance with Contract requirements. Indiana-based staff shall maintain a full understanding of the operations conducted outside of the State of Indiana, and must be prepared to discuss these operations with OMPP upon request, including during unannounced OMPP site visits. Except in the circumstance of the unforeseeable loss of a key staff member’s services, the Contractor shall provide written notification to OMPP of anticipated vacancies of key staff within five (5) business days of receiving the key staff person’s notice to terminate employment or five (5) business days before the vacancy occurs, whichever occurs first. At that time, the Contractor shall present OMPP with an interim plan to cover the responsibilities created by the key staff vacancy. Likewise, the Contractor shall notify OMPP in writing within five (5) business days after a candidate’s acceptance to fill a key staff position or five (5) business days prior to the candidate’s start date, whichever occurs first. In addition to attendance at vendor meetings, all key staff must be accessible to OMPP and its other program subcontractors via telephone, voicemail and electronic mail systems. As part of its annual and quarterly reporting, the Contractor must submit to OMPP an updated organizational chart including e- mail addresses and phone numbers for key staff. OMPP reserves the right to interview any prospective candidate and/or approve or deny the individuals filling the key staff positions set forth below. OMPP also reserves the right to require a change in key staff as part of a corrective action plan should performance concerns be identified. The key staff positions include, but are not limited to:
Non-Fiduciary Status The Fund hereby acknowledges and agrees that the Custodian is not a fiduciary by virtue of accepting and carrying out its obligations under this Agreement, is not acting as a collateral agent and has not accepted any fiduciary duties, responsibilities or liabilities with respect to its services hereunder.
PRELIMINARY STATEMENT The Company intends to sell certain mortgage asset-backed pass-through certificates (collectively, the "Certificates"), to be issued under the Agreement in multiple classes, which in the aggregate will evidence the entire beneficial ownership interest in the Mortgage Loans. In consideration of the mutual agreements herein contained, the Company, the Master Servicer and the Trustee agree as follows:
Support Staff The College shall designate a clerical person on each campus whose primary responsibility will be to perform clerical duties related to workload assignments for Employees. Faculty assignments to the clerical person shall be given priority over non- faculty assignments. Any conflicts shall be reported to the Chief Academic Officer or to an academic officer of the College who holds the rank of Campus Director or higher. Employees will be notified of the identity of this person and the clerical person will be notified.
Member Access to Vendor Proposal Notwithstanding any other information provided in this solicitation or Vendor designation of certain documentation as confidential or proprietary, Vendor’s acceptance of this TIPS Contract constitutes Vendor’s consent to the disclosure of Vendor’s comprehensive proposal, including any information deemed confidential or proprietary, to TIPS Members. The proposing Vendor agrees that TIPS shall not be responsible or liable for any use or distribution of information or documentation by TIPS Members or any other party. By submitting this proposal, Vendor certifies the foregoing. If the vendor is awarded a contract with TIPS under this solicitation, the vendor agrees to make any Choice of Law clauses in any contract or agreement entered into between the awarded vendor and with a TIPS member entity to read as follows: "Choice of law shall be the laws of the state where the customer resides" or words to that effect. Agreed In the event of litigation or use of any dispute resolution model when resolving disputes with a TIPS member entity as a result of a transaction between the vendor and TIPS or the TIPS member entity, the Venue for any litigation or other agreed upon model shall be in the state and county where the customer resides unless otherwise agreed by the parties at the time the dispute resolution model is decided by the parties. Agreed Texas and other states restrict by law or state Constitution the ability of a governmental entity to indemnify others. TIPS requires that any contract entered into between a vendor and TIPS or a TIPS Member as a result of an award under this Solicitation limit the requirement that the Customer indemnify the Vendor by either eliminating any such indemnity requirement clauses in any agreements, contracts or other binding documents OR by prefacing all indemnity clauses required of TIPS or the TIPS Member entity with the following: "To the extent permitted by the laws or the Constitution of the state where the customer resides, ". Agreed