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copy, audit and examine all of the books, records and other documents relating to the grant and <br /> the fulfillment of this Agreement for a period of three (3) years following the completion of the <br /> Project. <br /> d. Conflict with CDBG Agreement. Notwithstanding anything herein to the <br /> contrary, the parties hereto acknowledge the due execution of a CDBG Program Agreement <br /> between the County and the N.C. Department of Commerce and agree that any conflict between <br /> the provisions, requirements, duties or obligations of this Agreement and the CDBG Agreement <br /> shall be resolved in favor of the CDBG Agreement. <br /> e. Notices. Any Notice shall be in writing and shall be given by depositing the same <br /> in the United States mail, post-paid and registered or certified, and addressed to the party to be <br /> notified, with return-receipt requested, or by delivering the same in person to an officer or <br /> principal of such party. Notice deposited in the mail in the manner here in above described shall <br /> be effective upon mailing. For purposes of Notice, the addresses of the parties shall, unless <br /> changed as hereinafter provided, be as follows: <br /> i. To the County: Orange County <br /> c/o Housing and Community Development <br /> Department <br /> P.O. Box 8181 <br /> Hillsborough,NC 27278 <br /> ATTN: Director <br /> ii. To Habitat: Habitat for Humanity of Orange Co.,NC, Inc. <br /> 200 Davis Rd. <br /> Hillsborough,NC 27278 <br /> ATTN: Executive Director <br /> Either the County or Habitat may change the person or address to which any future Notice shall <br /> be given as herein provided. <br /> f. No Assignment. No transfer or assignment of Habitat's interest in this Agreement <br /> shall occur without the prior written consent of the County. <br /> g. Binding Effect. This Agreement constitutes a legally enforceable contract and <br /> shall be governed by and construed in accordance with the laws of the State of North Carolina. <br /> h. Entire Agreement; Modification. This Agreement, with all exhibits and <br /> attachments hereto, constitutes the entire agreement between the County and Habitat. No <br /> modification or amendment to this Agreement shall be binding upon either party unless made in <br /> writing and executed by each party. <br /> 3 <br />