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VII. Compliance with Law <br />Both parties, in the performance of this MOA, shall comply with all applicable federal, state, <br />and local laws and ordinances, including regulations for licensing, certification and operation of <br />facilities, programs and accreditation, and licensing of individuals, and any other standards or <br />criteria as described in this MOA. <br />VIII. Non Discrimination <br />Both parties will not discriminate in their provision of services under this MOA on the grounds <br />of an individual's race, creed, color, national origin, sex, sexual orientation, marital status, age, or <br />the presence of any sensory, mental or physical disability. <br />IX. Relationship of Parties <br />Both parties are independent contractors and no joint venture, partnership, employment, agency, <br />or other relationship is created by this MOA. Neither party is authorized to speak for or bind the <br />other party unless specifically authorized by the other party to do so. Neither of the parties hereto, <br />nor any of their respective officers, agents, or employees shall be construed to be the officer, <br />agent, or employee of the other party. <br />X. Termination <br />1. Termination without cause. Either party may terminate this MOA without cause, in <br />whole or in part, at any time, upon at least sixty (60) days written notice to the other <br />party. <br />2. Termination with cause. Either party may immediately terminate this MOA upon the <br />occurrence of any of the following: <br />a. A party's violation of law or regulation pertinent to this MOA. <br />b. Any act or conduct for which any of a party's licenses, certifications or <br />accreditations necessary to provide the contracted services may be revoked or <br />suspended, or for which a party's ability to provide contracted services in <br />accordance with this MOA isotherwise materially impaired. <br />C. A party's misrepresentation or fraud. <br />d. A party's failure to maintain insurance in accordance with this MOA. <br />e. A party becomes an Ineligible Entity, as defined in Section I(C)(10). <br />f. A party's material breach of any term of this MOA, subject to a thirty (30) day <br />opportunity to cure and a failure to cure by the end of the thirty (30) day period. <br />3. MOA Renewal. The MOA will renew automatically except and under the conditions above. An <br />annual review of the scope of the MOA will be done to ensure it continues to meet the needs of <br />both parties. <br />H&S MOA KCJ Page 7 <br />