2017-650-E Health - Carolinas IT to conduct HIPAA security risk analysis

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DocuSign Envelope ID:88577424-D976-4534-82EF-EEA3A41BAB2A Carolinas IT roi:iraruiw u I'(%di r (rY IVfirrr purpose of protecting Proprietary Information and shall not be construed as a teaming agreement, joint venture, or other contractual arrangement or as an obligation to enter into a contract, subcontract, or other business relationship. 14. This Agreement shall be governed by, interpreted, and enforced in accordance with the laws of the State of North Carolina, without respect to its conflicts of laws provisions. For purposes of any dispute for which resort to the courts is permitted by the terms of this Agreement the Parties consent to the jurisdiction of the Federal and State courts located in or serving Orange County,North Carolina. 15. Neither Party shall assign or transfer any of its rights or obligations hereunder without prior written consent of the other Party (except to a legally recognized successor in interest to all or substantially all of the Party's assets); any attempted assignment shall be null and void and without force and effect. 16. This Agreement, including any and all Exhibits hereto which are incorporated herein by reference, constitutes the entire agreement and understanding between the Parties hereto, and supersedes and replaces any and all previous or contemporaneous understandings, commitments, agreements,proposals or representations of any kind, whether oral or written, relating to the subject matter hereof This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the Parties to comply with Article 11A and Article 40 of the North Carolina General Statutes Chapter 66. 17. If any terms, conditions or provisions of this Agreement is held or finally determined to be void, invalid illegal, or unenforceable in any respect, in whole or in part, such term, condition or provision shall be severed from this Agreement, and the remaining terms, conditions and provisions contained herein shall continue in force and effect, and shall in no way be affected, prejudiced or disturbed thereby. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the dates appearing below. Orange County Carolinas IT DocuSigned by: r--DocuSigned by: rt561AAAA, �cuMwtt.rstui r. "'td Atousa A, By• "-'- - By:,-0134309729212412 Name: Bonnie Hammersl ey Name:R. Greg Manson Title: County Manager Title: Director of Audit and Compliance Date: 12/7/2017 Date: 11/20/2017 Non-Disclosure Agreement Page 5 of 5