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<br />APPROVED 12/05/05 <br />(f) Any interim or appellate relief granted in such Equitable Litigation shall <br />remain in effect until any alternative dispute resolution procedures described in this Section 13.2 <br />concerning the dispute that is the subject of such Equitable Litigation result in a settlement. Any <br />such written settlement agreement shall be the final, binding determination on the merits of such <br />dispute, shall supersede and nullify any decision in the Equitable Litigation, and shall preclude <br />any subsequent litigation on such merits (except to enforce the settlement agreement), <br />notwithstanding any determination to the contrary in connection with any Equitable Litigation <br />granting or denying interim relief or any appeal therefrom. <br />(g) All applicable statutes of limitation and defenses based upon the passage <br />of time shall be tolled while the procedures specified in this Section 13.2 are pending. The <br />parties will take such action, if any, required to effectuate such tolling. <br />13.3 No A ency, Partnership or Joint Venture. <br />RFP is an independent contractor, hereunder, and is not intended to be or to act as <br />the agent of the County for purposes of the law of agency. Nothing herein contained is intended <br />or shall be construed in any way to create or establish the relationship of partners or a joint <br />venture between the County and RFP. None of the officers, agents or employees of RFP shall be <br />or be deemed to be employees or agents of the County for any purpose whatsoever. <br />13.4 Entire Agreement. <br />This Agreement contains the entire agreement between the parties with respect to <br />the subject matter hereof and supersedes all prior agreement and understandings with respect <br />thereto. No other agreements, representations, warranties or other matters, whether oral or <br />written, will be deemed to bind the parties hereto with respect to the subject matter hereof, unless <br />in writing executed by the parties after the date hereof and referring to this Agreement. <br />13.5 Written Amendments. <br />This Agreement shall not be altered, modified or amended in whole or in part, <br />except in a writing executed by each of the parties hereto. <br />13.6 Force Majeure. <br />(a) No party will be liable or responsible to the other party for any delay, <br />damage, loss, failure, or inability to perform caused by "Force Majeure" if notice is provided to <br />the other party within ten (10) days of date on which such party gains actual knowledge of the <br />event of "Force Majeure" that such party is unable to perform. The term "Force Majeure" as used <br />in this Agreement means the following: an act of God, strike, war, public rioting, lightning, fire, <br />storm, flood, inability to obtain materials or supplies due to a Force Majeure, epidemics, <br />landslides, earthquakes, civil disturbances, breakage or accident to machinery or lines of <br />equipment, temporary failure of equipment, freezing of equipment, terrorist acts, and any other <br />cause whether of the kinds specifically enumerated above or otherwise which is not reasonably <br />29 <br />