209-25 Agreement with Montclair State University to Provide Vaccination Services - 2025.pdf

effective date of the termination, plus reasonable time and expenses necessary to close out or deliver to the Township 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. In addition, the Township and MSU acknowledge and agree that the Township is funding this agreement utilizing grants funds awarded from the New Jersey Department of Health, Office of Local Public Health (the “Grant Funds”) and that the Township’s continued access to the grant funds is a condition precedent for this Agreement. In the event that the Grant Funds are no longer accessible for the Township or the Grant Funds are cancelled, the Agreement shall terminate as of the date that the Grant Funds are no longer accessible or cancelled and MSU shall be reimbursed for its pro rata portion of the fee based upon the percentage of Work performed as of the termination date. 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 Township. ARTICLE 9: NOTICES AND CORRESPONDENCE The Township 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: TOWNSHIP Township of West Orange Health Department 66 Main Street MONTCLAIR STATE UNIVERSITY Vice President for Finance Montclair State University 1 Normal Avenue Montclair, NJ 07043 With a copy to University Counsel West Orange, NJ 07052 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