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6 <br />11. This Agreement shall run for a period of one year, from the 1st day of July, <br />2009 to the 30th day of June, 2010, and shall be renewable, upon the mutual <br />written agreement of the parties. <br />12. This Agreement or its renewals may be terminated at any time and as provided <br />in paragraph 4, without penalty by either party provided that written notice of <br />such termination is furnished to the other party at least 90 days prior to <br />termination. In the event of such termination any payment due shall be prorated <br />to the date of termination. If either parry defaults in its obligations and does not <br />cure such default within ten (10) days of receipt of notice of such default, the <br />non-defaulting party may immediately terminate the Contract. . <br />13. Independent Contractor. The services rendered by the University and the they <br />physicians appointed medical director pursuant to this Agreement are those of <br />an independent contractor with respect to Orange County Government. For all <br />purposes, the medical director is an employee of The University and not an <br />employee of Orange County Government. Nothing contained in this Agreement <br />shall be construed to create the relationship of principal and agent, or employer <br />and employee, between The University and Orange County Government. <br />14. The University shall be responsible for the negligence of its employees and <br />agents to the extent of the North Carolina Tort Claims Act. Further, the <br />University, in consultation as to amount with the County, shall provide adequate <br />professional liability insurance for the University personnel who provide the <br />services described in this Contract. The insurance limits will be stated in a <br />Certificate of Insurance or other written evidence of insurance submitted to the <br />County at the time the Contract is commenced. <br />15. No transfer or assumption of liability for the acts of the employees or agents of <br />either party is intended by the parties to this Contract. <br />16. The University and the County hereby agree that, in their educational and/or <br />employment practices, each will comply with such non- discrimination laws as <br />may be applicable to them in the performance of this Contract. <br />17. This Contract contains the entire understanding of the parties and shall not be <br />altered, amended, or modified, except by an agreement in writing executed by <br />the duly authorized officials of both parties. <br />18. The laws of North Carolina shall govern the validity and interpretation of the <br />provisions, terms, and conditions of the Contract. <br />19. No provision of this Agreement shall be construed or interpreted as creating a <br />pledge of the faith and credit of the Orange County within the meaning of any <br />constitutional debt limitation. No provision of this Agreement shall be <br />construed or interpreted as creating a delegation of governmental powers nor as <br />