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3 <br />(6)0� the asset and liability transfer contemplated by Article II, and the transfer of operational <br />control contemplated by Article V, shall not take place until Carrboro, Chapel Hill and the <br />County have executed and delivered the Transfer Agreement, as contemplated by Sections 2.01 <br />and 2-.8& 107. <br />-Management selection of the New Solid Waste <br />Management Sit , 4e semple6en eft—he de*elepment efthe przeeess dessfibed in Sestien 3-02W <br />and the se-mo.1-4— 'Qf4ho T,,%m and the approval by the Governing Boards of Carrboro. <br />('harm) Rill anti this rnunty of a substantially final form of the Transfer Agreement are <br />referred to in this Agreement as the "Open Matters." <br />1.03. Diligent Good Faith Bargaining, The Parties shall bargain together in good <br />faith and with all due diligence, and shall use their respective best efforts, to reach final <br />ag eemeat en resolution of the Open Matters. <br />1.04. Deadline for Negotiations; This Agreement shall automatically terminate on <br />December 1, 1997, unless each PalUls Governing Board has adopted an appropriate resolution <br />referencing this Agreement and stating that the Open Matters have been resolved to such Party's <br />satisfaction. <br />ARTICLE II <br />l � � a xmir. mn, a �# <br />2.01. County's Acquisition; Consideration. In consideration for the transfer of <br />assets described in Section 2.02, and in consideration for the other undertakings of the Towns in <br />this Agreement (including the undertakings set forth in Section 2.44) 2,M, but without <br />additional monetary compensation, the County agrees to assume the liabilities described in <br />Section 2.93 2A4 and to undertake the other obligations imposed on it by this Agreement. The <br />Transfer will be consummated pursuant to a separate transfer agreement (the "Transfer <br />Agreement's to be negotiated among the County, Carrboro and Chapel Hill, which agreement <br />shall be subject to approval in its substantially final form by the respective Governing Boards <br />of those three Parties. <br />2.02. Existing System Assets. (a) Under • the Transfer Agreement, <br />Carrboro and Chapel Hill shall transfer all of their respective right, title and interest in and to all <br />of the Existing System Assets to the County. <br />(b) The Parties agree that the Greene T t dees aet-eeast4' e n. _eFt e f t1.e E*ist;.,n <br />� r o <br />System ► t fer- f this A t T4. PaAies A lb z &g t�,..t they do not <br />a- m <br />010-91.1 F-TWIN IF <br />at. I <br />(6)0� the asset and liability transfer contemplated by Article II, and the transfer of operational <br />control contemplated by Article V, shall not take place until Carrboro, Chapel Hill and the <br />County have executed and delivered the Transfer Agreement, as contemplated by Sections 2.01 <br />and 2-.8& 107. <br />-Management selection of the New Solid Waste <br />Management Sit , 4e semple6en eft—he de*elepment efthe przeeess dessfibed in Sestien 3-02W <br />and the se-mo.1-4— 'Qf4ho T,,%m and the approval by the Governing Boards of Carrboro. <br />('harm) Rill anti this rnunty of a substantially final form of the Transfer Agreement are <br />referred to in this Agreement as the "Open Matters." <br />1.03. Diligent Good Faith Bargaining, The Parties shall bargain together in good <br />faith and with all due diligence, and shall use their respective best efforts, to reach final <br />ag eemeat en resolution of the Open Matters. <br />1.04. Deadline for Negotiations; This Agreement shall automatically terminate on <br />December 1, 1997, unless each PalUls Governing Board has adopted an appropriate resolution <br />referencing this Agreement and stating that the Open Matters have been resolved to such Party's <br />satisfaction. <br />ARTICLE II <br />l � � a xmir. mn, a �# <br />2.01. County's Acquisition; Consideration. In consideration for the transfer of <br />assets described in Section 2.02, and in consideration for the other undertakings of the Towns in <br />this Agreement (including the undertakings set forth in Section 2.44) 2,M, but without <br />additional monetary compensation, the County agrees to assume the liabilities described in <br />Section 2.93 2A4 and to undertake the other obligations imposed on it by this Agreement. The <br />Transfer will be consummated pursuant to a separate transfer agreement (the "Transfer <br />Agreement's to be negotiated among the County, Carrboro and Chapel Hill, which agreement <br />shall be subject to approval in its substantially final form by the respective Governing Boards <br />of those three Parties. <br />2.02. Existing System Assets. (a) Under • the Transfer Agreement, <br />Carrboro and Chapel Hill shall transfer all of their respective right, title and interest in and to all <br />of the Existing System Assets to the County. <br />(b) The Parties agree that the Greene T t dees aet-eeast4' e n. _eFt e f t1.e E*ist;.,n <br />� r o <br />System ► t fer- f this A t T4. PaAies A lb z &g t�,..t they do not <br />a- m <br />