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Attachment A
<br />Availability of Funds: The parties to this
<br />contract agree and understand that the payment
<br />of the SUMS specified in this contract is
<br />dependent and contingent upon and subject to
<br />the appropriation,, allocation, and availability of
<br />funds for this purpose to the Contractor from
<br />federal, state and local Sources,
<br />Force Majeu!re: Neither party shall be deemed
<br />to be in default of its obligations hereunder if and
<br />so long as it is prevented from performing such
<br />obiligiations by any act of war, hostile foreign
<br />action, nuclear explosion, riot, strikes, civil
<br />insurrection, earthquake, hurricane, tornado, or
<br />other catastrophic natural event or act of God.
<br />Survival of Promises- All promises,
<br />requirements, terms, conditions, provisions,
<br />representations, guarantees, and warranties
<br />contained herein shall survive the contract
<br />expiration or termination date Unless specifically
<br />provided" otherwise herein, or unless superseded
<br />by applicable Federal or State statutes of
<br />limitation,
<br />Copyrights and Ownership of Defiverables:
<br />All deliverable items produced pursuant to this
<br />contract are the exclusive property of the
<br />Contractor. The subcontractor shall not assert a
<br />claim of copyright or other property interest !in
<br />Such deliverables.
<br />Federal Intellectual Property Bankruptcy
<br />Protection Act. The Parties agree that the
<br />Contractor shall be entitled to all rights and
<br />benefits of the Federal intellectual Property
<br />Bankruptcy Protection Act, Public Law 1,00-506,
<br />codified at 11 US.C, 365 (n) and':
<br />any
<br />amendments thereto,
<br />1 111111
<br />Compliance with Laws: The Subcontractor
<br />shall) comply with all laws, ordinances, codes,
<br />rules, regulations, and licensing' requirements
<br />that are applicable to the conduct of its
<br />business, including those of federal, state, and
<br />local agencies having jurisdiction andlor
<br />authority,
<br />Eqival Ernployment Opportunity, The
<br />Subcontractor shall comply with all federal and
<br />State laws relating to equal employment
<br />Opportunity.
<br />Health Insurance Portability and
<br />Accountability Act (HIPAA),, The
<br />Subcontractor agrees that, if the Contractor
<br />determines that some or all of the activities
<br />within the scope of this contract are subject to
<br />the Health linsurance, Portability and
<br />Accountability Act of Il 996, P. L, 104 -51, as
<br />amended ("HIPAK), or its implementing
<br />regulations, it will comply with the H'IIPAA
<br />requirements and will execute such agreements
<br />and ) practices as the Contractor may require to
<br />ensure compliance.
<br />Confidentiality
<br />Confidentiality, Any information, data,
<br />instruments, dOCUrnents, studies or reports given
<br />to or prepared or assembled by the
<br />Subcontractor under this agreement shall be
<br />kept as confidential and not divulged or made
<br />available to any Individual or organization
<br />without the prior written approval of the
<br />Contractor, The Subcontractor acknowledges
<br />that in receiving, storing, processing or
<br />otherwise dealing with any confidential
<br />information it will safeguard and not further
<br />disclose the information except as otherwise
<br />provided in this contract.
<br />93=
<br />Access to Persons and: Records: The
<br />Contractor, County, Area Agency on Aging,
<br />Divlslon of Aging and Adult Services, other
<br />authorized officials of the Contractor, funding
<br />authorities,, the North Carolina State Auditor,
<br />and/or applicable federal agencies shall have
<br />access to persons and records as a result of all
<br />contracts or grants entered into by State
<br />agencies or political subdivisions in accordance
<br />with General Statute 147-64.7. Additionally, as
<br />a State funding authority, the Department of
<br />Health and Human Services shall have access,
<br />to persons and records as a result of all
<br />contracts or grants entered' into by State
<br />agencies or political subdivisions.
<br />Record' Retention: Records shall] not be
<br />destroyed, purged or disposed of without the
<br />express written consent of the Contractor. State
<br />basic records retention policy requires all grant
<br />records to be retained for a minimurn of five
<br />years or until all audit exceptions have been
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