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11. Force Majeure: Neither party shall be deemed to be in default of its obligations hereunder if and so long as it is
<br />prevented from performing such obligations by any act of war, hostile foreign action, nuclear explosion, riot, strikes,
<br />civil insurrection, earthquake, hurricane, tornado, or other catastrophic natural event or act of God.
<br />12. Survival of Promises: All promises, requirements, terms, conditions, provisions, representations, guarantees, and
<br />warranties contained herein shall survive the contract expiration or termination date unless specifically provided
<br />otherwise herein, or unless superseded by applicable federal or State statutes of limitation.
<br />13. Copyrights and Ownership of Deliverables: All deliverable items produced pursuant to this Contract are the exclusive
<br />property of the Agency. The Grantee shall not assert a claim of copyright or other property interest in such
<br />deliverables.
<br />14. Compliance with Laws: The Grantee shall comply with all laws, ordinances, codes, rules, regulations, and licensing
<br />requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies
<br />having jurisdiction and~or authority.
<br />15. Equal Employment Opportunity: The Grantee shall comply with all federal and State laws relating to equal
<br />employment opportunity. The Grantee shall take affirmative action in complying with all Federal and State
<br />requirements concerning fair employment and employment of people with disabilities, and concerning the treatment
<br />of all employees without regard to discrimination by reason of race, color, religion, sex, national origin, or disability.
<br />16. Access to Persons and Records: The State Auditor shall have access to persons and records as a result of all contracts
<br />or grants entered into by State agencies or political subdivisions in accordance with N.C.G.S. 147-64.7. The Grantee
<br />shall retain all records for a period of five years following completion of the contract. Additionally, as the State
<br />funding authority, the Agency shall have access to persons and records as a result of all contracts or grants entered
<br />into by State agencies or political subdivisions.
<br />17. Record Retention: Records shall not be destroyed, purged or disposed of without the express written consent of the
<br />Agency. State basic records retention policy requires all grant records to be retained for a minimum of five years or
<br />until all audit exceptions have been resolved, whichever is longer. If the contract is subject to federal policy and
<br />regulations, record retention may be longer than five years since records must be retained for a period of three years
<br />following submission ofthe final Federal Financial Status Report, if applicable, orthree years following the submission
<br />of a revised final Federal Financial Status Report. Also, if any litigation, claim, negotiation, audit, disallowance action,
<br />or other action involving this Contract has been started before expiration of the five-year retention period described
<br />above, the records must be retained until completion of the action and resolution of all issues which arise from it, or
<br />until the end of the regular five-year period described above, whichever is later.
<br />18. Amendment: This Contract may not be amended orally or by performance. Any amendment must be made in written
<br />form and executed by duly authorized representatives of the Agency and the Grantee.
<br />19. Severability: In the event that a court of competent jurisdiction holds that a provision or requirement of this Contract
<br />violates any applicable law, each such provision or requirement shall continue to be enforced to the extent it is not in
<br />violation of law or is not otherwise unenforceable and all other provisions and requirements of this Contract shall
<br />remain in full force and effect.
<br />20. Headings: The Section and Paragraph headings in these General Terms and Conditions are not material parts of the
<br />agreement and should not be used to construe the meaning thereof.
<br />Gvmt Rev. 7/11 Page 5 of 9
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