2011-297 HR - GovernmentJobs.com dba NeoGov for automation

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understood and agreed that each local entity will establish its own contract with NEOGOV,be invoiced therefrom and make its own payments to NEOGOV in accordance with the terms of the contract established between the new governmental entity and NEOGOV. It is also hereby mutually understood and agreed that Customer is not a legally bound party to any contractual agreement made between NEOGOV and any entity other than Customer. 13. Miscellaneous.Either party may not assign its rights or obligations under this Agreement without the prior written consent of the other party. This Agreement may not be modified or amended(and no rights hereunder maybe waived) except through a written instrument signed by the party to be bound. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and shall be governed by and construed in accordance with the laws of the State of North Carolina ,without giving effect to conflict of law rules. Customer acknowledges and agrees that this Agreement is not intended to be and shall not be construed to be a franchise or business opportunity. 14. Governing Law. This Agreement and the duties, responsibilities,obli ations and rights of respective parties hereunder shall be governed by the laws of the State of North Carolina. Any an I all suits or actions to enforce,interpret or seek damages with respect to any provision of,or the performance or non-performance of,this Agreement shall be brought in the General Court of Justice of North Carolina sitting in Orange Couity,North Carolina and it is agreed by the parties that no other court shal I have jurisdiction or venue with respect to such spits or actions. The Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or action. SIGNATURE PAGE TO FOLLOW i i NEOGOV, Inc. Proprietary and Confidential Page 5 of 10