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DOH CONTRACT #: CLH31015
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<br />2022-2024 Consolidated Contract Page 8 of 16
<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, the
<br />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.
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<br />25. Ownership of Material/Rights 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, u nless 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 other s 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 effort
<br />to advise DOH, at the time of delivery of data furnished under this Contract, of all known o r potential invasions of
<br />privacy contained therein and of any portion of su ch 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 restrictive
<br />markings placed upon the data by the LHJ, provided that if DOH modifies or removes such markings without the LHJ’s
<br />approval, it assumes all liability for doing so.
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<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 and/or the appropriate federal agencies. Cor respondingly, such
<br />documents resulting from information gathered through use of local funds must acknowledge receipt of such local
<br />support.
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<br />27. Responsibility for Actions
<br />Each party to this Contract shall be solely responsible for the acts and omissions of it s own officers, employees, and
<br />agents in the performance of this Contract. Neither party to this Contract will be responsible for the acts and omissions
<br />of entities or individuals not party to this Contract. DOH and the LHJ shall cooperate in the defense of tort lawsuits,
<br />when possible.
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<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 effective
<br />date of this contract and prior to normal completion, DOH may elect to suspend or terminate the contract, in whole or
<br />in part, under the "Termination for Convenience" clause with a ten (10) business day notice to LHJ, to the extent
<br />possible, subject to renegotiation at DOH’s discretion under those new funding limitations and conditions.
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<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 or
<br />conditions of this Contract, provided, however, that the remaining terms and conditions can still f airly be given effect.
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<br />30. Subcontracts
<br />Unless specifically noted as not allowable within a Statement of Work, the LHJ may subcontract any or all of the
<br />services or other obligations specified in this Contract. The LHJ will require the subcontractor to compl y with all the
<br />applicable terms and conditions of this Contract, including all terms, conditions, certifications and assurances. The LHJ
<br />agrees it is responsible for assuring adequate performance on the part of the subcontractor.
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<br />The parties agree that all subcontractors must be responsible for any liabilities created by their actions or omissions. In
<br />the event DOH, LHJ, and subcontractor are found by a jury or trier of fact to be jointly and severally liable for personal
<br />injury damages arising from any act or omission, then each entity shall be responsible for its proportionate share.
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