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2 <br /> <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 /> <br /> <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 /> <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 /> <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 /> <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 /> <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 /> <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 /> <br /> <br />9. ASSIGNMENT: This MOA shall not be assigned, in whole or in part, without the prior written <br />consent of the Parties. <br /> <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 /> <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 /> <br />Docusign Envelope ID: A8728DB8-270C-8684-8279-DBBCFE23A293