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{00122980.DOCX} <br />STATE OF NORTH CAROLINA <br />COUNTY OF ORANGE <br /> <br /> <br />SERVICES AGREEMENT BETWEEN <br />THE UNIVERSITY OF NORTH CAROLINA AT CHAPEL HILL <br />PARTNERSHIPS IN AGING PROGRAM <br />AND <br />ORANGE COUNTY DEPARTMENT ON AGING <br /> <br /> THIS SERVICES AGREEMENT (“Agreement”) made effective July 1, 2021, by and between <br />The University of North Carolina at Chapel Hill for its Partnerships in Aging Program, (the “UNCPIAP”), <br />and Orange County, a local political subdivision of the State of North Carolina, by and through its <br />Department on Aging (“OCDOA”). <br /> <br /> WHEREAS, the University employs a Program Director, Cherie Rosemond, PhD, (“Dr. <br />Rosemond” or “University Personnel”) with expertise in aging, health services, research methods, health <br />behavior, and clinical geriatrics; and <br /> <br /> WHEREAS, OCDOA desires to engage Dr. Rosemond to advise OCDOA on process, <br />development, implementation and evaluation of Orange County’s Master Aging Plan (the “Services”); and <br /> <br /> WHEREAS, consistent with the goals and purposes of the University, University wishes to provide <br />the OCDOA the Services of University Personnel; and <br /> <br />WHEREAS, the University and the OCDOA from time to time enter into agreements to provide <br />personnel, services, and budgetary support for many programs for the joint benefit and interest of the <br />parties; and <br /> <br /> WHEREAS, performance of the activity described herein is consistent with the parties’ goals of <br />program development, research, teaching, education, and public service. <br /> <br /> NOW, THEREFORE in consideration of the following mutual promises, covenants, and <br />conditions, the OCDOA and the University agree as follows: <br /> <br />1. The University will assign Dr. Rosemond to provide the Services to OCDOA as set forth <br />herein at a level commensurate with approximately thirty six and a half percent (36.5%) full-time equivalent <br />effort (0.365 FTE) time during the academic year 2021-2022. <br /> <br />2. In return for the Services, OCDOA agrees to pay the University an amount consistent with <br />thirty six and a half percent (36.5%) of the salary and benefit expense associated with Dr. Rosemond which <br />is not to exceed $57,000. OCDOA will pay the University quarterly upon receipt of invoice from the <br />University for actual expenses (as set forth above) incurred during the immediately preceding quarter. <br /> <br />3. The parties agree that the compensation provided herein has been determined in arm’s <br />length bargaining, is consistent with fair market value in arm’s-length transactions, and is paid pursuant to <br />an agreement that is commercially reasonable and for identifiable services . Furthermore, the University’s <br />compensation is not and has not been determined in a manner that takes into account the volume or value <br />of any referrals or business otherwise generated for or with respect to OCDOA or between the parties for <br />which payment may be made in whole or in part under Medicare, or any state health care program, or under <br />any other payor program. <br /> <br />DocuSign Envelope ID: AC9B48F5-4512-4ED5-99FA-2EDE03FD5112