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8. University Policies. County agrees to comply with all applicable UNC policies, <br /> including,without limitation, UNC's No Smoking Policy. <br /> 9. Condition of Premises. The County shall, during the term of this Agreement and <br /> any renewal or extension hereof, at its sole expense, cause the property to be kept <br /> clean and in a manner satisfactory to UNC and shall surrender the premises in the <br /> good order and repair in which such property now is, ordinary wear and excepted, <br /> and shall remove all its property therefrom so that UNC can repossess the property <br /> no later than Noon on the day upon which this Agreement ends. <br /> 10. Right of Entry. UNC or its agent shall with twenty-four (24) hours notice have the <br /> right to enter the property at reasonable times in order to examine it, or to make <br /> such decorations, repairs, alterations, improvements or additions as UNC deems <br /> necessary or desirable; provided that UNC may enter premises on less than twenty- <br /> four (24) hours notice for emergency purposes or if invited or permitted by County. <br /> If the County or its employees shall not be personally present to permit entry at any <br /> time when an entry therein shall be immediately necessary, as herein provided, UNC <br /> may enter the premises by such means as may be appropriate, including by use of an <br /> access card maintained by UNC or by forcible entry,without rendering UNC or such <br /> agents liable therefore (if during such entry the UNC or his agents shall accord <br /> reasonable care to the County's property), and without in any manner affecting the <br /> obligations and covenants of this Agreement. <br /> 11. Exoneration from Liability. Neither UNC nor the County shall be liable to the <br /> other for any property damage sustained by the other, personal injury to the other or <br /> to its officers, agents and employees, or to any other occupant of any part of the <br /> property, irrespective of how such injury or damage may be caused, whether from <br /> action of the elements or acts of negligence of the occupants of adjacent properties, <br /> or any other persons; provided that nothing contained herein shall relieve the either <br /> UNC or the County of the consequences of its own negligence. <br /> 12. Amendments. Any amendments or revisions to this Agreement must be approved in <br /> writing by the Parties and attached to this Agreement. <br /> 13. Insurance. UNC shall maintain fire insurance on the building in which the premises <br /> is located. The County shall maintain fire and casualty insurance covering the <br /> County's equipment and other property located in the premises. In addition, the <br /> County shall keep the premises insured, at its sole cost and expense, against claims <br /> for personal injury or property damage to the extent allowed by law. <br /> 14. Relationship of the Parties. The County is an independent contractor of UNC. The <br /> County represents that they have or will secure, at their own expense, all personnel <br /> required in performing the services under this Agreement. Such personnel shall not <br /> be employees or have any contractual relationship with UNC. All personnel engaged <br /> in work under this Agreement shall be fully qualified and shall be authorized and <br /> permitted under federal, state and local law to perform such services. <br /> Orange County-UNC Emergency Substation Agreement {00042638.DOC 81 <br /> Page 4 of 7 <br />