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Affiliation Agreement # 11205 Page 4 of 7 <br />4. Cancellation for Lack of Funding. If the University’s performance under this Agreement depends <br />upon the appropriation of funds by the Arizona Legislature, and if the Legislature fails to <br />appropriate the funds necessary for performance, then the University may provide written notice <br />of this to the Facility and cancel this Agreement without further obligation of the University. <br />Appropriation is a legislative act and is beyond the control of the University. <br />5. Student Educational Records. Student educational records are protected by the U.S. Family <br />Educational Rights and Privacy Act, 20 U.S.C. § 1232g and its implementing regulations (“FERPA”). <br />The Facility will not require any University students or employees to waive any privacy rights <br />(including FERPA or the European Union’s General Data Protection Regulation (“GDPR”)) as a <br />condition for receipt of any educational services, and any attempt to do so will be void. The Facility <br />will comply with FERPA and will not access or make any disclosures of student educational records <br />to third parties without prior notice to and consent from the student or as otherwise provided by <br />law. If this Agreement requires or permits the Facility to access or release any student records, <br />then for the purposes of this Agreement only, the University designates the Facility as a “school <br />official” for the University under FERPA, as that term is used in FERPA. <br />6. Representations Regarding Relationship and Use of University Marks. Except as otherwise agreed <br />in writing, the parties acknowledge that the relationship created by this Agreement is limited to <br />the student educational experience or placement program contemplated herein. Neither party <br />shall make any representations stating or implying that the parties engage in broader transactions <br />or that a party is otherwise associated with the other party without first obtaining express written <br />permission from the other party. In addition, neither party shall use any trade name, trademark, <br />service mark, logo, domain name, nor any other distinctive brand feature owned or used by the <br />other party without prior written authorization from the other party. <br />7. Inspection and Audit. All books, accounts, reports, files and other records relating to this <br />Agreement shall be subject at all reasonable times to inspection and audit by the University, or the <br />Auditor General of the State of Arizona, or their agents for five (5) years after the completion of <br />this Agreement. Such records shall be provided at Northern Arizona University, Flagstaff, Arizona, <br />or such other location as designated by the University, upon reasonable notice to the Facility. <br />8. Arizona Public Records Laws. The Facility acknowledges that the University is a public entity <br />subject to the provisions of the Arizona Public Record Laws, A.R.S. §§ 39-121, et seq. <br /> <br /> <br />VII. MISCELLANEOUS <br /> <br />1. Neither party shall assign this Agreement without the prior written consent of the other party. <br />2. Each party to this Agreement shall be responsible for each party’s own costs for performance of <br />its respective obligations. The parties do not currently anticipate the need for a budget but will <br />create one should the need arise. <br />3. This Agreement constitutes the entire agreement and understanding of the parties with respect to <br />its subject matter. No prior or contemporaneous agreement or understanding will be effective. <br />This Agreement may not be modified or amended except by written instrument signed by both <br />parties.