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SS <br /> RESEARCH. - <br /> F <br /> toy GRANT AWARD AGREEMENT <br /> 4P <br /> b <br /> OPPORTUti1FY <br /> 8. Applicable Law: This Agreement shall be construed, and the legal relations between <br /> the parties shall be determined under the laws of the State of North Carolina with <br /> jurisdiction in the State and Federal Courts of North Carolina. <br /> 9. Other Consulting: Nothing in this Agreement shall be deemed to interfere with the <br /> Grantee's right to engage in consulting with other parties. <br /> 10.Termination: Either party may terminate this Agreement without cause by giving the <br /> other party 30 days written notice. Either party may terminate this Agreement <br /> immediately for nonperformance or a material breach of Agreement. Upon <br /> termination, the Corporation shall be entitled to receive all completed and <br /> uncompleted designs, plans, suggestions, ideas, and all other information and <br /> documents which the Grantee and its employees or agents have made or developed <br /> hereunder up to the termination date. Payment will be made for work completed up <br /> to the termination date, provided the work is completed to the sole satisfaction of the <br /> Corporation. No payment will be made for work completed after notice of <br /> termination unless otherwise agreed in writing by the parties. Furthermore, upon <br /> termination of this Agreement, the Grantee shall immediately return to the <br /> Corporation any or all advanced moneys unexpended at the time of termination. <br /> Any provision or obligation of this contract, which shall need to or be deemed to <br /> survive termination or expiration of this contract in order to give full effect hereunder, <br /> shall so survive the termination or expiration of this contract. <br /> 11.Independent Contractor: Nothing in this Agreement shall be construed to create an <br /> employer/employee relationship between the parties, and Grantee shall be deemed <br /> to be at all times an independent contractor. Grantee shall not be considered an <br /> employee of the Corporation under any of the Corporation's employee benefit <br /> programs or for purposes of federal income tax withholding, the Federal Insurance <br /> Contributions Act, the Social Security Act, or the Federal Unemployment Tax Act. <br /> Grantee shall not represent that he/she is an employee of the Corporation. <br /> 12.Taxes: If Grantee or Grantee's organization is not incorporated, the Corporation will <br /> inform Grantee of the total amount of payments made to Grantee on a calendar year <br /> basis during January of the following year and report such payments to the Internal <br /> Revenue Service as required by law. It will be Grantee's responsibility to comply <br /> with federal, state, and local self-employment and income tax laws. <br /> 13.Government Officials: Federal law prohibits the Corporation from paying honoraria <br /> to certain governmental officials as defined by the Internal Revenue Code. <br /> University employees are not considered government employees/officials for <br /> purposes of this Agreement. This Agreement is entered into the mutual <br /> understanding that Grantee is not a government official. Grantee must immediately <br /> notify the Corporation of any change in status which might make the Grantee qualify <br /> VITA Agreement 4 of 6 <br />