S Purchasing - CHCCS Establishing a Lease Agreement & Agency Agreement for Elementary School # 10

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All provisions of this Agreement relating to the lease of Contract Property shall terminate • immediately with respect to the Contract Property upon the conveyance of the Contract Property to the School Board, without the need for further action by any party. 4. Administrative and Miscellaneous Provisions a) Representations, Covenants and Warranties. The County and the School Board each represents, covenants and warrants for the other's benefit as follows: (i) Neither the execution and delivery of this Agreement, nor the fulfillment of or compliance with its terms and conditions, nor the consummation of the transactions contemplated by this Agreement, results in a breach of the terms, conditions and provisions of any agreement or instrument to which either is now a party or by which either is bound, or constitutes a default under any of the foregoing. (ii) To the knowledge of each parry, there is no litigation or other court or administrative proceeding pending or threatened against such party (or against any other person) affecting such party's rights to execute or deliver this Agreement or to comply with its obligations under this Agreement. Neither such party's execution and delivery of this Agreement, nor its compliance with its obligations under this Agreement, requires the approval of any regulatory body or any other entity the approval of which has not been obtained. b) Notices. All notices, certificates or other communications under this Agreement will be sufficiently given and will be deemed given when delivered or mailed by registered mail, postage prepaid, addressed as follows: (i) If intended for the County, to County Manager, Orange County, Attention: Notice under 2007 Interlocal Agreement for CHCCS Elementary School #10, 200 South Cameron Street, Hillsborough, North Carolina 27278 ; or (ii) If intended for the. School Board, to Superintendent, The Chapel Hill-Carrboro City Schools Board of Education, Attention: Notice under- 2007 Interlocal Agreement for CHCCS Elementary School #10, 750 S. Merritt Mill Road, Chapel Hill, NC 27516. c) Binding Effect. This Agreement will inure to the benefit of and shall be binding upon the School Board and the County, and their respective successors and assigns. d) Amendments, Changes and Modifications. This Agreement may be amended only in writing signed by both parties. e) SeverabiGty. If any provision of this Agreement, other than the requirement of the County to provide quiet enjoyment of the Contract Property, is held invalid or unenforceable by any court of competent jurisdiction, such holding will not invalidate or render unenforceable any other provision hereof. -8-