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DOH CONTRACT #: CLH18249
<br />declared ineligible for further contracts with DOH. The LHJ shall, however, be given a reasonable time in which to cure
<br />this noncompliance. Any dispute may be resolved in accordance with the "Disputes" procedure set forth herein.
<br />24. Order of Precedence
<br />In the event of an inconsistency in the terms of this Contract, or between its terms and any applicable statute or rule,
<br />the inconsistency shall be resolved by giving precedence in the following order:
<br />• Applicable state and federal statutes, and local laws, rules and regulations.
<br />• Terms and conditions of this Contract.
<br />• Statements of Work.
<br />• Any other provisions of this Contract, including other materials incorporated by reference.
<br />25. Ownership of MateriallRights in Data
<br />Records and other documents relevant to this Contract, in any medium, furnished by one party to this Contract to the
<br />other party, will remain the property of the furnishing party, unless otherwise agreed. Data which is delivered under
<br />the Contract shall be transferred to DOH with a nonexclusive, royalty-free, perpetual, irrevocable license to publish,
<br />translate, reproduce, modify, deliver, perform, dispose of, and to authorize others to do so; provided that such license
<br />shall be limited to the extent which the LHJ has a right to grant such a license. The LHJ shall exert all reasonable
<br />effort to advise DOH, at the time of delivery of data furnished under this Contract, of all known or potential invasions
<br />of privacy contained therein and of any portion of such document which was not produced in the performance of this
<br />Contract. DOH shall receive prompt written notice of each notice or claim or copyright infringement received by the
<br />LHJ with respect to any data delivered under this Contract. DOH shall have the right to modify or remove any
<br />restrictive markings placed upon the data by the LHJ, provided that if DOH modifies or removes such markings
<br />without the LHJ's approval, it assumes all liability for doing so.
<br />26. Publications
<br />Any program reports, articles, and publications that result from information gathered through use of state and federal
<br />funds must acknowledge receiving support from DOH andlor the appropriate federal agencies. Correspondingly, such
<br />documents resulting from informat~on gathered through use of local funds must acknowledge receipt of such local
<br />support .
<br />27. Responsibility for Actions
<br />Each party to this Contract shall be solely responsible for the acts and omissions of its own officers, employees, and
<br />agents in the performance of this Contract. Neither party to this Contract will be responsible for the acts and
<br />omissions of entities or individuals not party to this Contract. DOH and the LHJ shall cooperate in the defense of tort
<br />lawsuits, when possible.
<br />28. Loss or Reduction of Funding
<br />In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the
<br />effective date of this contract and prior to normal completion, DOH may elect to suspend or terminate the contract, in
<br />whole or in part, under the "Termination for Convenience" clause with a ten (10) business day notice to LHJ, to the
<br />extent possible, subject to renegotiation at DOH's discretion under those new funding limitations and conditions.
<br />29. Severability
<br />If any term or condition of this Contract is held invalid, such invalidity shall not affect the validity of the other terms
<br />or conditions of this Contract, provided, however, that the remaining terms and conditions can still fairly be given
<br />effect.
<br />30. Subcontracts
<br />The LHJ may subcontract any or all of the services or other obligations specified in this Contract. The LHJ will
<br />require the subcontractor to comply with all the applicable terms and conditions of this Contract, including all terms,
<br />conditions, certifications and assurances. The LHJ agrees it is responsible for assuring adequate performance on the
<br />part of the subcontractor.
<br />2018-2020 Consolidated Contract Page 8 of17
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