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<br />ORANGE COUNTY HEALTH DEPARTMENT <br /> <br />Attention: Kimberlee Quatrone <br />300 W. Tyron Street <br />Hillsborough, NC 27278 <br /> <br /> ALAMANCE COUNTY HEALTH DEPARTMENT <br />Attention: Tony LoGiudice <br />319 N Graham Hopedale Rd. <br />Suite B <br />Burlington, NC 27217 <br /> <br />9. INDEPENDENT CONTRACTOR – The parties shall operate as independent contractors for all <br />purposes. Without waiving sovereign immunity, the parties agree to each be solely responsible for <br />their own acts or omissions in the performance of each of their individual duties hereunder, and shall <br />be financially and legally responsible for all damages proximately cause by their individual acts or <br />omissions. <br /> <br />10. WAIVER - No party’s failure to insist on enforcement of any rights under this Agreement at any time <br />or for any period of time shall be deemed waiver of those rights. The waiver by any party of a breach <br />of any provision hereof shall not operate or be construed as a waiver of any subsequent breach. <br /> <br />11. HEADINGS - The headings set forth are for convenience only and shall not in any way affect the <br />substance of any provisions contained in this Agreement. <br /> <br />12. SEVERABILITY - The provisions are independent of and separable from each other, and no provision <br />shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other <br />provision or other provisions may be invalid or unenforceable in whole or in part. <br /> <br />13. GOVERNING LAW AND VENUE – This Contract shall be governed by the laws of the State of <br />North Carolina. Venue shall be proper and shall lie exclusively in the Superior Court of Alamance <br />County North Carolina. <br /> <br />14. ENTIRE CONTRACT - This Agreement, including Exhibit A, sets forth the entire Agreement <br />between the parties with respect to the subject matter hereof. All prior conversations or agreements, <br />whether written or oral among the parties hereto or their representatives are merged within and <br />extinguished. Except as provided herein, no modification hereof shall be binding upon the parties <br />unless the same is in writing and signed by all. <br /> <br /> <br /> <br />DocuSign Envelope ID: C8C03791-7B8B-41B1-826C-BAD3FA9334B9