Orange County NC Website
Browse       Search
d . 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 /> e . 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 /> f. Ownership of Work Product . Should Provider ' s performance of this Agreement generate <br /> documents , items or things that are specific to this Project such documents , items or <br /> things shall become the property of the County and may be used on any other project <br /> without additional compensation to the Provider . The use of the documents , items or <br /> things by the County or by any person or entity for any purpose other than the Project as <br /> set forth in this Agreement shall be at the full risk of the County . <br /> g . 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 of <br /> 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 /> unavailability and non- appropriation of public funds . It is expressly agreed that County <br /> shall not activate this non- appropriation provision for its convenience or to circumvent <br /> the requirements of this Agreement, but only as an emergency fiscal measure during a <br /> substantial fiscal crisis . <br /> In the event of a change in the County ' s statutory authority, mandate and/or mandated <br /> functions , by state and/or federal legislative or regulatory action, which adversely affects <br /> County ' s authority to continue its obligations under this Agreement , then this Agreement <br /> shall automatically terminate without penalty to County upon written notice to Provider <br /> of such limitation or change in County ' s legal authority . <br /> h . Notices . Any notice required by this Agreement shall be in writing and delivered by <br /> certified or registered mail , return receipt requested to the following : <br /> Orange County Health Department Provider ' s Name : <br /> Attention : Accounts Payable UNC School of Dentistry <br /> 300 West Tryon Street Attn : Jessica Hill <br /> ,. .. . . . . . . . . . . . . . . . . .. . . ... . .. . . . ... . . <br /> Hillsborough , INC 27278 CB 745.0+ <br /> 467 B Brauer Hall <br /> IF <br /> Chapel -Ill, NC 27599-7450 <br /> i . IF <br /> Access to Records . In compliance with 42 U . S . C . 1395x (v) ( 1 ) (1) and implementing <br /> regulations , the School of Dentistry and the Health Department agree , until the <br /> expiration of four years after the services are furnished under this contract, to allow the <br /> Secretary of the Department of Health and Human Services and the Comptroller General <br /> access to this contract and to the books , documents and records of The School of <br /> Dentistry and The Health Department necessary to verify the nature and extent of this <br /> Rev . 6 / 19 <br />