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c. Anti-Discrimination. Provider shall at all times remain in compliance with all applicable <br /> local, state, and federal laws, rules, and regulations including but not limited to all state <br /> and federal anti-discrimination laws, policies, rules, regulations and the UNC-CH Anti- <br /> Discrimination Policies. Any violation of this requirement is a breach of this Agreement <br /> and County may immediately terminate this Agreement without further obligation on the <br /> part of the County. This paragraph is not intended to limit and does not limit the <br /> definition of breach to discrimination. <br /> d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages <br /> with respect to any provision of, or the performance or non-performance of, this <br /> Agreement shall be brought in the General Court of Justice of North Carolina sitting in <br /> Orange County, North Carolina. It is agreed by the parties that no other court shall <br /> have jurisdiction or venue with respect to such suits or actions. The Parties may agree <br /> to nonbinding mediation of any dispute prior to the bringing of such suit or action. <br /> e. Entire Agreement. This Agreement represents the entire and integrated agreement <br /> between the County and the Provider and supersedes all prior negotiations, <br /> representations or agreements, either written or oral. This Agreement may be amended <br /> only by written instrument signed by both parties. Modifications may be evidenced by <br /> facsimile signatures. <br /> f. Nondiscrimination. OCHD hereby agrees with the University that, in their educational <br /> and/or employment practices, OCHD and the University will comply with such state <br /> and federal non-discrimination laws as may be applicable to it in the performance of <br /> this agreement. <br /> g. Conduct of Service. The Department shall abide by pertinent rules and regulations of <br /> OCHD, Orange County, and the North Carolina Department of Health and Human <br /> Services in the conduct of service. <br /> h. Confidentiality. The University, the Department and OCHD shall comply with such <br /> confidentiality laws as may be applicable in the performance of this agreement and <br /> acknowledge that in receiving, storing, processing or otherwise dealing with any <br /> confidential information, they will safeguard and not further disclose the information <br /> except as permitted by the Health Insurance Portability and Accountability Act of 1996, <br /> Public Law 104-191, as amended, and the provisions of the Business Associate <br /> Agreement which is attached hereto and incorporated herein by reference. <br /> i. Severability. If any provision of this Agreement is held as a matter of law to be <br /> unenforceable, the remainder of this Agreement shall be valid and binding upon the <br /> Parties. <br /> j. Non-Appropriation. Provider acknowledges that County is a governmental entity, and <br /> the validity of this Agreement is based upon the availability of public funding under the <br /> authority of its statutory mandate. <br /> In the event that public funds are unavailable and not appropriated for the performance <br /> of County's obligations under this Agreement, then this Agreement shall automatically <br /> expire without penalty to County immediately upon written notice to Provider of the <br /> 10 <br /> Rev 6/16 <br />