END USER PURCHASE AGREEMENT
The execution of this purchase constitutes a contractual agreement by and between Beyond Faith Consulting LLC d/b/a Certified Homecare Consulting (“CHC”) via it’s website, www.homehealthpolicies.com and the End User (“the Agency”).
- Services. CHC shall provide business consulting services to the client to assist with obtaining a Healthcare Agency Policy Set. CHC’s services shall consist of the following:
- Obtain all necessary data from the Agency for filing purposes.
- Hiring Materials including customized documents developing all aspects of your human resource department.
- Custom operational forms and documents required to successfully operate a healthcare business in your state.
- Customized by our consultants, state specific policy and procedure manuals professionally designed and printed.
- Term. This Agreement shall commence on the purchase date and shall continue until the Agency secures its Healthcare Agency Policy Set unless earlier terminated pursuant to the terms of Section 6 hereof. No other work product shall be provided after completion of the policies produced under this Agreement.
- Fee. Payment in full is required to assure this order is initiated and developed as it was intended, with your success in mind. The Agency understands and acknowledges that payments are non-refundable.
- The Agency’s Responsibilities. The Agency, as an entity agrees to the following specific responsibilities:
- Adhere to all state regulations and laws governing proprietary agencies in the state of the Agency’s operations.
- The Agency’s President/CEO/Managing Member and other employees involved in the process shall be communicative and cooperative with all recommendations CHC makes to the Agency to assure successful, timely delivery of policies.
- Obtain and maintain adequate required insurances including general liability, and worker’s compensation insurance to assure compliance with any existing state laws.
- Only use documentation provided by or approved by CHC. The Agency shall NOT receive ongoing policy updates for any materials created or implemented by any source other than CHC, as these materials may conflict, and NOT meet licensure or operating standards.
- Relationship of the Parties. It is understood and agreed that CHC will provide the services described herein to the Agency as an independent contractor and neither CHC nor any of CHC’s Personnel shall be considered an agent or employee of the Agency. No relationship of employer/employee shall result from the execution of this Agreement or from the performance of any services hereunder. CHC acknowledges and agrees that nothing herein shall entitle or render CHC or CHC’s Personnel, eligible to participate in any benefits or privileges provided by the Agency for its employees.
- This Agreement shall terminate by its terms upon the Agency’s receipt of its Healthcare Agency Policy Set. Should any policy related deficiencies be cited in the application, CHC shall work to update the policies for state approval. No other work product shall be provided after completion of the application under this Agreement.
- The Agency shall be deemed in material breach and CHC, at its option, may terminate this Agreement, effective five (5) days after written notice of termination is sent to the Agency if Agency fails to fulfill any of its responsibilities as set forth in Section 4 and/or 6 and such breach is not cured within the five (5) day notice period.
- If any cause should exist by which the Agency cannot obtain a Healthcare Agency Policy Set due to factors beyond CHC’s control, CHC shall provide written notice of termination and the Agency shall have 30 days to correct the factors and if the factors are not corrected within this time or the factors are uncorrectable, this Agreement shall terminate and CHC shall retain all monies paid to CHC by the Agency.
- Upon termination under Section 6 (b) above, the Agency shall be required to pay all unpaid sums to CHC immediately and CHC shall have no obligation to provide any additional services to the Agency. The Agency shall be responsible for all costs and attorney’s fees and expenses incurred by CHC to obtain payment from the Agency.
- Limitations on Liability. CHC’s liability under this Agreement shall be limited to the amount of fees received by CHC under this Agreement. In no event shall CHC be liable for any special, consequential or incidental damages, including without limitation, loss of profits, revenue or data, even if apprised of the likelihood of such damages occurring.
- Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Notwithstanding the foregoing, this Agreement may not be assigned in whole or in part without the prior written consent of the other party; provided, however, this Agreement may be assigned by either party to a purchaser of all or substantially all of the assets of such party or the survivor of a merger of such party and another entity or any other such successor of such party’s business.
- Governing Law; Consent to Venue and Jurisdiction. This Agreement shall be governed by and construed in accordance with the substantive laws of the Commonwealth of Massachusetts which laws shall prevail in the event of any conflict of law. If, however, any provision, or portion hereof in any way contravenes the laws of any state or jurisdiction where this Agreement is to be performed, such provision, or portion thereof, shall be deemed to be modified to the extent necessary to conform to such laws, and still be consistent with the parties’ intent as evidenced herein. All claims shall be brought within Massachusetts in the judicial district in which CHC has its principal place of business; provided, however, with respect to any action which includes injunctive relief, CHC may bring such action in any court in any state which has jurisdiction. The Agency irrevocably submits to the jurisdiction of such courts and waives any objection it may have to either the jurisdiction or venue of such courts.
- Entire Agreement; Modification. This Agreement constitutes the entire Agreement between CHC and the Agency with respect to the subject matter hereof, and this Agreement supersedes all prior and contemporaneous oral and/or written agreements between CHC and the Agency in connection with the subject matter of this Agreement. No officer, employee or other servant or agent of CHC or the Agency is authorized to make any representation, warranty or other promise not contained in this Agreement. The Agency understands and agrees that CHC shall not be liable or obligated for any oral representations or commitments made prior to the execution of this Agreement or for claims of negligent or fraudulent misrepresentation. No change, modification, termination or attempted waiver of any of the provisions of this Agreement shall be binding upon CHC or the Agency unless in writing and signed by an authorized officer of both CHC and the Agency.
- Severability. All provisions of this Agreement are severable, and this Agreement shall be interpreted and enforced as if all completely invalid or unenforceable provisions were not contained herein, and any partially valid and enforceable provisions shall be enforced to the extent valid and enforceable. If any applicable law or rule requires a greater prior notice of the termination of this Agreement than is required hereunder, or requires the taking of some other action not required hereunder, the prior notice or other action required by such law or rule shall be substituted for the notice or other requirements hereof.
- Construction. References to “the Agency” applicable to an individual or individuals shall mean the principal owner or owners of the equity or operating control of the Agency.
- Headings. The headings to the various sections of this Agreement have been inserted for convenience only and shall not modify, define, limit or expand express provisions of this Agreement.
- Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.