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InterAgency Agreement For 6 Collaborative Technology Services 4.5 If Provider terminates a Scheduled Service, the notice of termination to a Subscriber shall provide for a 12 month Transition Period ( "Transition Period "). This twelve month Transition Period is intended to provide Subscriber with adequate time to procure and establish an equal replacement service for the Scheduled Service being terminated by Provider. The Provider shall pay the costs of the replacement service. A II equipment shall be returned to the Participant who transferred it. Article V General Obligations and Relationship of the Parties \5.1 The Parties agree to appoint representatives to a GovEd Technology Infrastructure Team (GET -IT) in order to align information technology infrastructure investments with Cabarrus County Government, Cabarrus County School District and Kannapolis City School District strategic and business line objectives to ensure that funds for technology are directed toward member agencies enterprise priorities. The GovEd Technology Team will implement IT strategies, resource allocations, and strategic projects for their value to the return on investment and enterprise infrastructure. 5.2 Each Provider acknowledges and agrees that all Services are being provided to all Participants in their "as is" physical condition without any representations or warranties of any kind or nature, express or implied, except as expressly and specifically described in provision 5.2 . 5.3 Each Provider agrees that it shall at all times maintain its Services in good repair so as not to unreasonably prohibit Participant's use of such Services. 5.4 Each Subscriber agrees to provide its Provider with necessary access to Subscriber systems as required to perform Services requested in a duly executed Schedule between them, in accordance with the applicable laws and policies governing the Subscriber. 5.5 Each Provider warrants that it has all the skills, experience, and professional licenses necessary to perform the Services provided under this Agreement. 5.6 The relationship of a Provider and a Subscriber under this Agreement and any applicable Schedule is and will continue to be that of an independent contractor. No liability or benefits, such as workers' compensation, pension rights, or insurance rights, arising out of, or related to a contract for hire or employer /employee relationship accrues to either Participant or either Participant's agent, subcontractor or employee as a result of this Agreement. No relationship, other than that of independent contractor will be implied between the parties, or either Participant's agent, employee, or subcontractor. 5.7 When a Subscriber's equipment is located at a Provider's facility, the Provider shall insure the equipment for the benefit of the Subscriber. 5.8 When doing work under this Agreement, each Participant and its employees, agents, and contractors will follow the laws and policies applicable to each Participant. The Participants understand and agree that highly sensitive and confidential information is maintained on each Participants information technology, and that this confidentially will be strictly observed and enforced. Al Attachment number 1 F -9 Page 147