1995 NS Health - UNC-Chapel Hill School of Medicine for the substitute contract for its Department of Community Pedriatrics

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4 7. The University will be responsible for the negligence of its employees and agents to the extent of the North Carolina Tort Claims Act.. Further,the University,in consultation as to amount with the OCHD, will provide adequate professional liability insurance for the University,its students and personnel,who provide the services described in the agreement. The insurance limits will be stated in a Certificate of Insurance submitted at the time the contract is commenced. 8. The OCHD will reimburse quarterly the University's Department of Pediatrics at an annual rate of twenty-two thousand,one hundred forty-six dollars ($22,146)for partial salaries, fringe benefits and related travel of pediatricians. 9. The University will bill the OCHD on a quarterly basis with the first bill being dated July 1, 1995 and the Orange County Health Department shall pay the University within thirty(30) days of receipt of the University's bill. Any adjustments to the billing shall be taken into account in the next succeeding bill or as soon thereafter as practicable. 10. In the event that the assigned pediatricians become unwilling or unable to perform the duties required by this Agreement,The University and OCHD shall attempt to mutually agree upon replacement. If such mutual agreement is not achieved, then this Agreement shall terminate and any payment due as of the date of termination shall be paid. 11. This agreement shall run for a period of twelve (12) months, from the first day of July 1995 to the thirtieth day of June, 1996, and shall be renewable annually thereafter upon written notice executed by both parties. 12. This Agreement or its renewals may be terminated at any time without penalty by either party provided that written notice of such termination is furnished to the other party at least ninety (90) days prior to termination. In the event of such termination any payment due shall be prorated to the date of termination. 13. The OCHD and The University hereby agree that, in their educational and/or employment practices, each will comply with such nondiscrimination lawas as may be applicable to them in the performance of this Agreement. The Department hereby agrees to abide by pertinent rules and regulations of the OCHD, Orange County and the North Carolina Department of Environment,Health and Natural Resources in the conduct of this service not inconsistent with University policies or regulations. 14. This agreement contains the entire understanding of the parties and shall not be altered, amended, or modified, except by an agreement in writing executed by the duly authorized officials of both parties. 15. The laws of North Carolina shall govern the validity and interpretation of the provisions, terms, and conditions of the Agreement.