2015-481-E Housing - Lesly Penick for Spanish interpreter services

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DocuSign Envelope ID:3CFBBB39-06B3-4306-ADD8-CBC8E2B91CA9 (i) Independent Contractor None of the provisions of this Agreement are intended to create, not will they be deemed to create any relationship between the Parties other than that of independent parties contracting with each other solely fox the purposes of effecting the provisions of this Agreement and any other agreements between the Parties evidencing their business relationship. This Agreement will be governed by the laws of the State of North Carolina. No change, waiver or discharge of any liability or obligation hereunder on any one or more occasions shall be deemed a waiver of performance of any continuing or other obligation, or shall prohibit enforcement of any obligation, on any other, occasion (j) Regulatory References A reference in this Agreement to a section in HIPAA, HIIECH or the HIPAA Regulations means the section as it currently is in effect oar as amended. (k) Interpretation. Any ambiguity in this Agreement shall be resolved in favor of a meaning that permits Coveted Entity to comply with the HIPAA Regulations. the parties agree that, in the event that any documentation of the arrangement pursuant to which Business Associate provides services to Covered Entity contains provisions relating to the use or disclosure of Protected Health.Information that are more restrictive than the provisions of this Agreement, the more restrictive provisions will control The provisions of this Agreement are intended to establish the minimum requirements regarding Business Associate's use and disclosure of'Protected Health Information (1) Severability In the event any part or parts of this Agreement are held to be unenforceable, the remainder of'this Agreement will continue in effect. In addition, in the event a party believes in good faith that any provision of this Agreement fails to comply with the then-current requirements of the HIPAA Security and Privacy Rule, such party shall notify the other party in writing For a period of up to (30) thirty days,the parties shall address in good faith such concern and amend the terms of this Agreement, if necessary to bring it into compliance If, after such thirty-day period, a party believes in good faith that the Agreement fails to comply with the HIPAA Security and Privacy Rule, then either party has the right to terminate upon written notice to the other party (m) Notices and Communications. All instructions, notices, consents, demands, or other communications required or contemplated by this Agreement shall be in writing and shall be delivered to the Patty at the address below: For Coveted Entity: For Business Associate Orange County Housing, Human Rights & Community Development Lesly Veronica Penick AKIN: Marlyn Valeiko 221 Adams Street 300 W. Ityon Street Cary,NC 27513 Hillsborough NC, 27278 (n) Strict compliance No failure by any Party to insist upon strict compliance with any terms or provisions of this Agreement, to exercise any option,to enforce any right, or to seek any remedy upon any default of any other Party shall affect, or constitute a waiver of', any Party's right to insist upon such strict compliance, exercise that option, enforce that tight, or seek that remedy with respect to that default or any prior, or contemporaneous, or subsequent default. No custom or practice of the Parties at variance with any provisions of this Agreement shall affect, or constitute a waiver of, any Party's right to demand strict compliance with all provisions of this Agreement (o) Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of'North Carolina except to the extent that North Carolina laws have been pre-empted by HIPAA and without giving effect to principals of conflicts of law Iurisdiction shall be Orange County, North Carolina, for purposes of litigation resulting from disagreements of the Parties for purposes of this Agreement and the Service Agreement(s) 8 October 2013