153-22 Agreement - Montclair State University to Provide COVID-19 Vaccination Services - 2022.pdf

limits will be accepted if employer’s liability insurance is included under the umbrella insurance and the umbrella limit exceeds the employer’s liability limit requirements. ARTICLE 7: TERMINATION Either party may terminate the Agreement, with or without cause, upon thirty (30) days prior written notice to the other party. In the event of termination without cause, Company shall pay MSU for the time spent and materials used in connection with the Work through the effective date of the termination, plus reasonable time and expenses necessary to close out or deliver to the Company copies of the Work, or if the Work is billed on a time and material basis, or a pro rata portion of the fee based upon the percentage of the Work performed, if the Work is billed at a flat fee. ARTICLE 8: INDEPENDENT CONTRACTOR MSU shall remain an independent contractor in the performance of this Agreement, and all employees assigned by MSU to perform shall remain at all times the employees of MSU for all purposes and shall not be deemed to be employees of the Company. ARTICLE 9: NOTICES AND CORRESPONDENCE The Company and MSU designate the following individuals as their representatives for all matters arising under this Agreement. All notices and correspondence related to this Agreement shall be in writing and sent to these representatives at the following addresses by confirmation of delivery, and she be deemed sent on the date received: COMPANY Township of West Orange Health Department 66 Main Street West Orange, NJ 07052 MONTCLAIR STATE UNIVERSITY Vice President for Finance Montclair State University 1 Normal Avenue Montclair, NJ 07043 With a copy to University Counsel ARTICLE 10: CONFIDENTIALITY The parties shall, in accordance with applicable laws, treat as confidential, and shall not disclose to any third party, any information developed in connection with this Agreement that requires confidentiality under applicable law. ARTICLE 11: FEDERAL TERMS