2018-440-E Finance - Chapel Hill Carrboro Meals on Wheels outside agency agreement

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DocuSign Envelope ID: E1573D55- 1DC0 -4F4C- 9784- 749E3E95640B County: Finance & Administrative Services Orange County Post Office Box 8181 Hillsborough, NC 27278 Provider: Chapel Hill - Carrboro Meals on Wheels 1712 Willow Drive Chapel Hill, NC 27514 16. Entire Agreement. This Agreement, including any referenced attachments, constitutes the entire Agreement between the parties and shall supersede, replace or nullify any and all prior Agreements of understandings; written or oral, relating to the matters set forth herein, and any such prior Agreements or understandings shall have no force or affect whatsoever on this Agreement. The County and Provider have read this Agreement and agree to be bound by all of its terms, and further agree that this Agreement constitutes the complete and exclusive statement of the Agreement between the County and Provider. 17. Severability. All clauses found herein shall act independently of each other. If a clause is found to be illegal or unenforceable, it shall have no effect on the other provisions of this Agreement. It is understood by the parties hereto that if any part, term or provision of this Agreement is by the Courts held to be illegal or in conflict with any laws of the State of North Carolina or the United States, the validity of the remaining portions or provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular part, term or provision held to be invalid. a. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. By executing this Agreement Provider affirms that Provider and any subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147 - 86.58. 18. Signatures. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. IN WITNESS WHEREOF, the Orange County and the Provider have signed this Agreement, effective on the last date this Agreement is signed by both parties as indicated by the dates set forth under signatures below. For OocuSigned by:' _ S6kt 24BA22F68 70A4A5... — For oocusigned try:" County Government bin Vi tf, RA*mtY sL" OG3799d6755E477... Bonnie Hammersley, County Manager (Chapel Hill- Carrboro Meals on Wheels) Orange County Outside Agency Performance Agreement Rev. 7118 8/16/2018 Date 8/18/2018 Date Page S of 9