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Ulm FWXA�L <br /> HRSA 340B database , such locations will be automatically suspended under this Agreement until such <br /> time as they are properly registered and identified as active . In the event the Agreement or any portion <br /> thereof is suspended , the parties shall document ( in an email or other written communication ) their <br /> mutual agreement to reinstate the Agreement , or portion thereof, prior to such reinstatement . <br /> 7 . 7 . Effect of Termination or Suspension . Upon termination or suspension of this Agreement , <br /> Walgreens will provide Covered Entity with an Invoice , which will include those drugs dispensed under <br /> the 340B Drug Program which have not been replenished as of the termination or suspension effective <br /> date . Covered Entity will reimburse Walgreens for those pharmaceutical products at the Inventory <br /> Replenishment Rate , and all other amounts identified on the Invoice , within thirty ( 30 ) days of receipt of <br /> the Invoice . Walgreens will remit to Covered Entity any amounts due Covered Entity identified on the <br /> Invoice following termination or suspension . Termination or suspension will have no effect upon the <br /> rights or obligations of the parties arising out of any transactions occurring prior to the effective date of <br /> such termination or suspension . <br /> 8 . GENERAL PROVISIONS <br /> 8 . 1 . Advertising . Neither party may advertise or use any trademarks , service marks , or symbols of <br /> the other party without first receiving the written consent of the party owning the mark and / or symbol <br /> with the following exceptions : ( i ) Covered Entity may use the name and the addresses of Walgreens in <br /> Covered Entity ' s informational brochures or other publications Covered Entity provides to its patients or <br /> potential patients ; and ( ii ) Walgreens may use Covered Entity ' s name , trademark, service mark , and / or <br /> symbols to inform patients and the general public that Walgreens is a pharmacy contracted for the <br /> dispensing of 340B Drugs to Eligible Patients . Any other reference to Walgreens in any Covered Entity <br /> materials must be pre - approved , in writing, by Walgreens . <br /> 8 . 2 . Assignment . Neither party may assign or otherwise transfer its rights , obligations , and / or duties <br /> under this agreement without the prior written consent of the other party ; provided that Walgreens <br /> may assign this Agreement to any direct or indirect parent , subsidiary or affiliated company or to a <br /> successor company . Any permitted assignee will assume all obligations of Walgreens under this <br /> Agreement . No assignment will relieve Walgreens of responsibility for the performance of any <br /> obligations which have already occurred . This Agreement will inure to the benefit of and be binding <br /> upon Walgreens , its respective successors and permitted assignees . Covered Entity may not assign this <br /> Agreement without the prior written consent of Walgreens . <br /> 8 . 3 . Confidentiality . The parties agree to protect the confidentiality of each other' s records and <br /> business information disclosed to them and not to use such information other than as necessary and <br /> appropriate in connection with performance of this Agreement . Each party acknowledges that <br /> disclosure of confidential information of the other would cause the other party irreparable harm and <br /> may, without limiting the remedies available for such breach , be enjoined at the instance of the harmed <br /> party . Upon termination of the Agreement , each party agrees to cease use of the other' s information <br /> and to return it , or destroy it , as appropriate . The parties further agree that : ( i ) the negotiations of the <br /> terms of this Agreement and the entire Agreement are confidential ; and ( ii ) they may disclose , on an as <br /> needed basis , the terms of this Agreement only to their employees ( including employees of affiliates ) <br /> and contractors , and as otherwise necessary and appropriate in connection with the performance of this <br /> Agreement . Nothing in this paragraph shall be construed to prevent either party from providing a copy <br /> of this Agreement to the Manufacturer or DHHS upon their request . The parties agree to adhere to <br /> North Carolina ' s Public Records Act , set forth at Chapter 132 of the North Carolina General Statutes to <br /> 12of24 <br /> MAT- 63397 OrangeCountyHD - WAG 340B 10312019 ( be ) V1 . 0 © 2019 Walgreen Co . All rights reserved . <br />