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8 <br /> Beginning with the completion of Phase 1, and continuing thereafter for a term of five years, Hope <br /> NC will strive to ensure a minimum of 50% of the 8 beds will be reserved for Orange County <br /> residents and eligibility for this supportive housing is limited to adults with IDD that earn at or below <br /> 30%AMI.No funding for vacancies shall be provided by either party. <br /> 3. ENTIRE AGREEMENT: This MOA constitutes the entire agreement among the Parties as of the <br /> date hereof with respect to the funding subject matter hereof and cannot be amended or terminated <br /> orally. <br /> 4. NO THIRD-PARTY BENEFICIARIES: This MOA is not intended for the benefit of any third party. <br /> The rights and obligations contained herein belong exclusively to the parties hereto and shall not <br /> confer any rights or remedies upon any person or entity other than the parties hereto. <br /> 5. SEVERABILITY: The Parties agree that if any provision of this MOA, or portion thereof, shall be <br /> adjudged by any court of competent jurisdiction to be invalid or unenforceable for any reason, such <br /> determination shall be confined to the operation of the provision at issue and shall not affect or <br /> invalidate any other provision of this MOA, and such court shall be empowered to substitute, to the <br /> extent enforceable, a provision similar thereto or other provisions so as to provide to the fullest extent <br /> permitted by applicable law the benefits intended by such provisions. <br /> 6. PARAGRAPH HEADINGS: Paragraph headings contained in this MOA are included for <br /> convenience only and do not define, limit, or describe the scope of intent of this Agreement or in any <br /> way affect this MOA. <br /> 7. APPLICABLE LAW: This MOA shall be governed by and in accordance with the laws of the State <br /> of North Carolina. All actions relating in any way to this Contract shall be brought in the General <br /> Court of Justice in the County of Orange and the State of North Carolina. <br /> 8. EXECUTION: The Parties agree to execute all documents, instruments, or further assurances as may <br /> be necessary or required to effectuate and complete all transactions contemplated by this MOA. <br /> 9. ASSIGNMENT: This MOA shall not be assigned, in whole or in part, without the prior written <br /> consent of the Parties. <br /> 10. NOTICE: Any and all notices, designations, consents, offers, acceptances, or any other <br /> communications provided for herein shall be given in writing by registered or certified mail, return <br /> receipt requested, to the respective Parties at the addresses listed below,unless each party has notified <br /> the others of a different address by means of the notification formalities described in this paragraph. <br /> If to Alliance Health: Attention: Robert Robinson, CEO <br /> 5200 West Paramount Parkway Suite 200 <br /> Morrisville,North Carolina 27560 <br /> If to Orange County: Attention: Travis Myren,County Manager <br /> 300 West Tryon Street <br /> Hillsborough,NC 27278 <br /> 2 <br />