Agenda - 06-19-2012 - 5o - Laserfiche WebLink

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13 APPROVED 12/05105 (whether at law or in equity), to temporary and permanent injunctive relief without the necessity of proving actual damage or immediate or irreparable harm, or of the posting of a bond. Not- withstanding the foregoing, if a court of competent jurisdiction shall determine any of the provisions of this Section 2.5 to be unreasonable, RFP agrees to a reaffirmation of such provisions or limits to such provisions which such court finds to be reasonable. (c) The County acknowledges the Confidential Information claim of RFP contained in this Section 2.5. The County agrees, consistent with the public records law of North Carolina, to assert that claim. The County and RFP acknowledge that the County is a local government and a political subdivision of the State of North Carolina and as such is subject to the Public Records Laws of the State of North Carolina. The County's agreement contained in this Section 2.5 to protect RFP's Confidential Information does not require the County to violate any such laws and does not require the County to litigate and pay for the litigation of the right to withhold access, copies, use br confidentiality of the. Confidential Information. The County agrees to notify RFP of any claim it receives, under the Public Records Laws of North Carolina, for access,'copies or use of the Confidential Information and agrees that RFP may, at its election and expense, defend the claim in the County's name provided RFP agrees in writing, before undertaking such a defense, to indemnify and hold the County, its officials and employees, harmless from any consequence of the defense. Nothing in this section requires the County, its officials or employees, to subject itself and themselves to criminal liability and each may independently act in good faith to protect itself and themselves from criminal liability. The County is not responsible, in money damages, for the access, use, or copying of the Confidential Information that is not authorized by the County. The County agrees, in good faith, to take all reasonable steps to prevent the unauthorized use or transfer of the Confidential Information. 2.6 Central Orange Senior Center. For purposes of this Agreement, all revenues generated by the Central Orange Senior Center (the Senior Center) shall not be considered Operating Revenues hereunder. To the extent that RFP employees employed at the Facility can provide management services as.____ ...._..... ............ ....... described in Section 22 and, to the extent applicable, in Section 2.3, for the Senior Center within their normal business day, such services shall be provided without extra charges or fees. However, to the extent that RFP employees at the Facility cannot so perform or where RFP is directed by the County to hire additional staff for the Senior Center, then any and- all new wages or overtime payments incurred by the Facility in connection with (i.e. just before, during or just after) the Senior Center shall be paid for by the County outside of the Facility budget. Any other incremental (i.e. would not be incurred by the Facility but for the existence of the Senior Center) charges that are identifiable and quantifiable in connection with the Senior Center shall also be for the account of the County and not the Facility. 3. Term and Renewal. 3.1 Transition Period. From the date of this Agreement through June 30, 2006, RFP and County shall, prior to the date the County closes on the purchase of the Facility budget for the Transition 11