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DocuSign Envelope ID: 7D9491 BE-DD6D-4897-B77A-CD2FD6CC19A7 <br /> 6. Indemnity: The Provider agrees to defend, indemnify, and hold harmless Orange County <br /> from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable <br /> attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or <br /> destruction of any property caused in whole or in part by any negligent or intentional act or omission on the <br /> part of the Provider. <br /> 7. Termination: This Agreement may be terminated at any time without cause by either Party <br /> upon sixty(60) days written notice. This agreement may be terminated with cause at any time by either <br /> party upon at least 30 days prior written notice to the other party upon default of one or more of its <br /> obligations hereunder, unless such default is cured within 30 days of the notice of termination. <br /> 8. Entire Agreement: The parties have read this Agreement and agree to be bound by all of its <br /> terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between <br /> the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced <br /> by telefacsimile signature. <br /> 9. Governing Law: This Agreement and the duties, responsibilities, obligations and rights of <br /> respective parties hereunder shall be governed by the laws of the State of North Carolina. Consultant shall at <br /> all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations <br /> including but not limited to all anti-discrimination laws. Pursuant to the terms of North Carolina General <br /> Statute 153A-449(b) no county may enter into a contract with a contractor unless the contractor and the <br /> contractor's subcontractors comply with the requirements of Article 2 of Chapter 64 of the North Carolina <br /> General Statutes. Where applicable, failure to maintain compliance with the requirements of Article 2 of <br /> Chapter 64 of the General Statutes constitutes Consultant's breach of this Agreement. By executing this <br /> Agreement Consultant affirms Consultant is in compliance with Article 2 of Chapter 64 of the North <br /> Carolina General Statutes. <br /> 10. Non Appropriation: Provider acknowledges that County is a governmental entity, and the <br /> validity of this Agreement is based upon the availability of public funding under the authority of its statutory <br /> mandate. In the event that public funds are unavailable and not appropriated for the performance of County's <br /> obligations under this Agreement, then this Agreement shall automatically expire without penalty to County <br /> immediately upon written notice to Provider of the unavailability and non-appropriation of public funds. <br /> 11. Signature: This Agreement together with any amendments or modifications may be <br /> executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply <br /> with Article 11A and Article 40 of North Carolina General Statute Chapter 66. <br /> IN WITNESS WHEREOF, Orange County and the Provider have signed this Agreement, effective <br /> as of the 7d�ay/'first written above. �77��ii�� <br /> O 9k"b9�i,'OkNTY PR 1bDF$U,ed by: <br /> �] I2o�� <br /> By: .1 BJ' DOd5@ZL1_ _nAyn <br /> Bonnieammersley., County Manager Robert E. Dupuis,Pharm.D, BCPS <br /> 200 S. Cameron St. 205 Kenilworth Place <br /> P.O. Box 8181 Chapel Hill NC, 27516 <br /> Hillsborough,NC 27278 <br /> Revised July 2015 3 <br />