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10. Interpretation: This Agreement shall be construed and enforced under the laws of North <br /> Carolina. In the event of any dispute between the parties, venue is properly laid in <br /> Orange County, North Carolina for any state court action and in the Middle District of <br /> North Carolina for any federal court action. <br /> 11. Preference: In the event that the terms of Exhibit A are not consistent with terms of <br /> this Contract, this Contract shall have preference; provided that where either Exhibit A or <br /> this Contract establishes higher standards for performance by either party, the higher <br /> standard, wherever located, shall apply. This Contract shall be subject to and further <br /> governed by the Policies and Standards for Advertising on Chapel Hill Transit Facilities <br /> adopted Chapel Hill Town Council December 3, 2012, a copy of which is available for <br /> review at Chapel Hill Transit and the Office of the Town Clerk, Town of Chapel Hill. <br /> 12. Severability: The parties intend and agree that if any provision of this Contract or any <br /> portion thereof shall be held to be void or otherwise unenforceable, all other portions of <br /> this Contract shall remain in full force and effect. <br /> 13. Assignment: This Contract shall not be assigned without the prior written consent of the <br /> parties. <br /> 14. Entire Agreement: This Contract shall constitute the entire agreement of the parties and <br /> no other warranties, inducements, considerations, promises, or interpretations shall be <br /> implied or impressed upon this Agreement that are not expressly addressed herein. All <br /> prior agreements, understandings and discussions are hereby superseded by this Contract. <br /> 15. Term: This Contract, unless amended as provided herein, shall be in effect until <br /> December 31, 2014. <br /> oRA#(X couif-ty 146A(.-1 OEPT- 6 <br /> This Contract is between the Town of Chapel Hill and <br /> for Transit Advertising. <br /> IN WITNESS WHEREOF, the parties hereunto cause this agreement to be executed in their <br /> respective names. <br /> [SIGNATURE PAGE TO FOLLOW] <br /> Small Service Contract Format Revised 4/2013 Page 2 of 3 <br />