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8. FAMILIARIZATION TRIPS AND SPECIAL EVENTS <br /> THE HYLAND GROUP will, from time to time,arrange familiarization trips in <br /> which THE HYLAND GROUP visits the CLIENT with potential customers. <br /> THE HYLAND GROUP also will, from time to time, arrange special marketing <br /> events such as receptions and luncheons, etc. <br /> 9. MISCELLANEOUS <br /> a. Entire Agreement: This AGREEMENT constitutes the sole and final <br /> agreement of the parties hereto relating to the matters covered herein and <br /> correctly sets forth the rights,duties, and obligations of each to the other. Any <br /> prior agreements,promises,negotiations or representations not expressly set <br /> forth in this AGREEMENT are of no force and effect. Any modification or <br /> amendment hereto shall be of no force and effect unless made in writing and <br /> signed by each of the parties hereto. <br /> b. Waiver: No waiver of any provisions, or of any default or breach or any <br /> provisions of this AGREEMENT shall be deemed to constitute a waiver of <br /> any other provision. Such waiver shall not be construed as a waiver of any <br /> prior or subsequent breach of default. <br /> c. Changes in CLIENT'S Ownership and/or Management: Client is a local <br /> government within the State of North Carolina. <br /> d. Authority: The parties executing this AGREEMENT represent and warrant <br /> that each has full right, power and authority to enter into this AGREEMENT <br /> and that no other person, individual, or entity, need approve this <br /> AGREEMENT to render it effective and binding as intended. <br /> e. Choice of Law and Exclusive Venue: All questions concerning the validity, <br /> interpretation or performance of any of this AGREEMENT'S terms or <br /> provisions or any rights or obligations of the parties hereto shall be governed <br /> by and resolved in accordance with the substantive laws of the <br /> State of North Carolina, including any conflicts of law,rules or principle <br /> that might refer to the substantive law of another jurisdiction. <br /> f. Notice: Any notice given or request made hereunder by either party to the <br /> other shall be in writing and may be affected by registered mail, return <br /> receipt requested, addressed by such part to the other at the addresses here and <br /> above given. <br /> g. Remedies for Breach of this Agreement: Any remedy conferred by any <br /> specific provision of this AGREEMENT shall be cumulative of and in <br /> 3 <br />