Orange County NC Website
DocuSign Envelope ID:49BCBA8C-0E7D-4617-A6F3-1388 E01 DA708F <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: Both parties agree that this Agreement shall be governed by the laws of the <br /> State of North Carolina. Provider shall at all times remain in compliance with all applicable local, state, and <br /> federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, <br /> policies, rules, and regulations and the Orange County Anti-Discrimination Policy. Any violation of this <br /> requirement is a breach of this Agreement and County may immediately terminate this Agreement without <br /> further obligation on the part of the County. This paragraph is not intended to limit and does not limit the <br /> definition of breach to discrimination. By executing this Agreement Provider affirms that Provider is and <br /> shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By <br /> executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the <br /> services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147-86.58. <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 /> 12. Priority: In determining the basic services to be provided, should any documents be <br /> referenced in this Agreement, the terms herein shall have priority in any conflict between the terms <br /> of referenced documents and the terms of this Agreement, except the Business Associate <br /> Agreement. <br /> IN WITNESS WHEREOF, Orange County and the Provider have signed this Agreement, effective <br /> as of the day first written above. r��1� <br /> O GEsf�,.OI NTY P iod d by: <br /> f�otA utic, tka"murstt,i rol,txt f. Pvpu.is <br /> By 0647-9-94B-73&E4-7--7.. By. AA4588559EDA444... <br /> Bonnie Hammersley., 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 6/16 3 <br />