Orange County NC Website
Browse       Search
(g) The purchase of the Equipment is essential to the proper, efficient and <br />economical operation of the County .and the delivery of its service and the Equipment <br />will provide an essential use and permit the County to carry out public functions that it is <br />authorized by law to perform; <br />(h) The security interest granted by the County to the Bank in the Equipment <br />shall have been duly perfected and shall constitute a first lien security interest in the <br />Equipment; and <br />SECTION 9. INDEMNIFICATION <br />To the extent permitted by applicable law, the County hereby agrees to indemnify <br />protect and save the Bank, the Escrow Agent and the members and employees of each of the <br />foregoing harmless from all liability, obligations, losses, claims, damages, actions, suits, <br />proceedings, costs and expenses, including attorneys fees, arising out of, connected with, or <br />resulting- directly or indirectly from the Equipment, including without limitation, the <br />possession, condition or use thereof. The indemnification arising under this section shall <br />continue in full force and effect notwithstanding the payment in full of all obligations under <br />this Contract. <br />SECTION 10. DISCLAIMER OF WARRANTIES <br />10.1. No Representations by the Bank. The County acknowledges that it has <br />inspected the Equipment and found the Equipment to be satisfactory and acknowledges <br />and agrees that it has selected the Equipment based upon its own judgment and disclaims <br />any reliance upon any statements or representations made by the Bank with respect <br />thereto. <br />10.2. Disclaimer By the Bank. THE BANK MAKES NO WARRANTIES OR <br />REPRESENTATIONS, EXPRESS OR IMPLIED, AS TO THE CONDITION, <br />MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE <br />EQUIPMENT OR ANY OTHER REPRESENTATION OR WARRANTY WITH <br />RESPECT TO THE EQUIPMENT. <br />SECTION 11. DEFAULT AND REMEDIES <br />11.1. Definition of Event of Default. The County shall be deemed to be in <br />default hereunder upon the happening of any of the following events of default (each, an <br />"Event of Default"): <br />(a) The County shall fail to make any Installment Payment or fail to pay any <br />other sum hereunder when due, in either case within ten (10) days after receipt of written <br />notice of such failure; or <br />(b) The County shall fail to perform or observe any term, condition or <br />covenant of this Contract or shall breach any warranty by the County herein or therein <br />contained; or <br />10 <br />