279-25 NJMS GTBI.West Orange TB Service Agreement RBHS-05105.docx (003).pdf

EXECUTION VERSION 9 NJMS – Essex County Municipality – RBHS-05105 CY2025 Memorandum of Agreement – Global TB Institute (b) Notwithstanding anything to the contrary herein, all payments associated with this Agreement are intended to comply with the requirements of applicable New Jersey state laws, such as the Codey Law, N.J.S.A. § 45:9-22.4 et seq. (as it may be amended from time to time) and the regulations promulgated thereunder. (c) Each Party represents and warrants that it will not violate the Anti-Kickback Statute or the Stark Law, with respect to the performance of its obligations under this Agreement. (d) To the extent that the compliance office of a Party to this Agreement receives a report or otherwise has knowledge that an employee of the other Party has or probably has violated the Anti-Kickback Statute, the Stark Law or the Federal False Claims Act with respect to the performance of its obligations under this Agreement, and the Party believes such information to be reasonably credible, such Party will report the probable violation to the compliance office of the other Party. VII. Miscellaneous. A. Independent Contractor. None of the provisions of this Agreement are intended to create nor shall be deemed or construed to create any relationship between the Parties other than that of independent entities contracting with each other solely for the purposes of effecting the provisions of this Agreement. Neither of the Parties, nor any of their respective officers, trustees, governors, directors, or employees, shall be construed to be the agent, employee, or the representative of the other. B. Entire Agreement. The Parties agree that they are not relying upon any promises, understandings, warranties, circumstances, conduct, negotiations, expectations, representations, or agreements, oral or written, express or implied, other than those expressly set forth herein; that this Agreement is a complete integration and constitutes the entire Agreement of the Parties with respect to the subject matter hereof; that no amendments or other modifications of this Agreement shall be valid unless in writing and signed by an authorized officer of each Party hereto; that this entire Agreement has been bargained for and negotiated; and the Parties have read, understood, and approved this Agreement in its entirety. C. Resolution of Disputes. All claims or disputes

that this entire Agreement has been bargained for and negotiated; and the Parties have read, understood, and approved this Agreement in its entirety. C. Resolution of Disputes. All claims or disputes between the Parties arising out of or relating to this Agreement shall be mutually resolved, if possible, through good faith negotiation between the Parties. The Parties agree that if any claim or dispute is not resolved by mutual agreement within sixty (60) days of the commencement of such good faith negotiations they will, prior to initiating any legal action, engage a mutually acceptableDocusign Envelope ID: 77D43CF0-E0B2-4E8B-998E-ADDA677D4897