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<br />8. COMPLIANCE WITH THE LOCAL GOVERNMENT BUDGET AND FISCAL CONTROL
<br />ACT OF NORTH CAROLINA GENERAL STATUTES
<br />All appropriations and expenditures pursuant to this Agreement shall be subject to the provisions
<br />of the Local Government Budget and Fiscal Control Act of the North Carolina General Statutes
<br />for cities and counties and shall be listed in the annual report submitted to the Local Government
<br />Commission by the County.
<br />9. GOVERNING LAWS & FORUM
<br />This Agreement shall be governed and construed by the Laws of the State of North Carolina.
<br />Any action brought to enforce or contest any term or provision of this Agreement shall be
<br />brought in the North Carolina General Court of Justice sitting in Orange County, North
<br />Carolina. The Parties hereto stipulate to the jurisdiction of said court.
<br />10. INDEMNIFICATION
<br />The Company hereby agrees to indemnify, protect and save the County and its officers,
<br />directors, and employees harmless from all liability, obligations, losses, claims, damages,
<br />actions, suits, proceedings, costs and expenses, including reasonable attorneys' fees, arising
<br />out of, connected with, or resulting directly or indirectly from the business, construction,
<br />maintenance, or operations of the Company or the Company's Mebane Facility or the
<br />transactions contemplated by or relating to this Agreement, including without limitation, the
<br />possession, condition, construction or use thereof, insofar as such matters relate to events
<br />subject to the control of the Company and not the County. The County hereby agrees to
<br />indemnify, protect and save the Company and its officers, directors, and employees
<br />harmless from all liability, obligations, losses, claims, damages, actions, suits, proceedings,
<br />costs and expenses, including reasonable attorneys' fees, arising out of, connected with, or
<br />resulting directly or indirectly from the performance of this Agreement attributable to the
<br />negligence or misconduct of the County, its officers or employees. The indemnification
<br />arising under this Article shall survive the Agreement's termination.
<br />11. TERMINATION
<br />A. COMPANY: Upon Company's meeting its Employment and Investment obligations asset
<br />out in Section 2 above and upon Company's certification to such and certification of the
<br />payment of all real and personal property taxes, as set out in Section 5 above, then upon the
<br />occurrence of any of the following events, the Company shall have the option of terminating
<br />this Agreement: Failure of the County, to provide the initial inducement installment as
<br />provided in Section 3 of this Agreement; or, under the same circumstances, failure of the
<br />County to make future inducement installments, as provided for in Section 3 of this
<br />Agreement. Should the Company exercise its option to terminate this Agreement, pursuant to
<br />this Section for failure by the County, the Company shall be entitled to retain all funds paid to or
<br />for the benefit of the Company pursuant to this Agreement. On the other hand, should the
<br />Company terminate this Agreement for any reason other than the default by the County to
<br />provide for any inducement installment to the Company, the Company shall repay to the
<br />County all funds paid to or for the benefit of the Company pursuant to this Agreement.
<br />Thereafter, the County shall have no further obligation to make inducement installments
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