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000wSWn Envelope ID:0r8A1513-C801-48 000AE0 <br /> incorporated herein by reference and may be viewed at <br /> . If County's Risk <br /> &8moe8mr de<onninom additional insurance coverage is required o/oh additional insurance ubaU um)mio{ oyo/u <br /> (if no additional insurance required /oa6c N/A as being not mpp|icnbk). Provider s`u|| not continence work <br /> until such insurance is in effect and certification thereof has been received by the County's Risk Manager, <br /> 5. : The Provider agrees to defend, indemnity, and hold 6mnn|omm Onzogc County <br /> from all |ommeo` liabilities, oluinmm, dmmmuudo^ suits, costs, devnngea or maponuos (including reumuuubie <br /> attorney's fees) arising 8om bodily —injury, including death` to any person or persons or damage to or <br /> destruction of any property caused in whole or in part by any negligent or intentional act or omission on the <br /> pod of the Provider' its agents, or assigns directly or indirectly oo|o<ed to the Services to be przfbnmed <br /> pursuant k)this Agreement ou the pail of the Provider, <br /> (i This /\8rmmo)mn< may be terminated ut any time hvn>utuo| written agreement of <br /> the pat-ties o, hv the County upon written notice tothe Provider. County may suspend this Agreement upon <br /> n:oxooub|e notice hmthe Provider. <br /> 7. Entire Agreement and Signatures: The patties have read this Agreement and uAr#c to be <br /> bound by all of its 1eonm` and 8mrdher agree that it conadLu0ox the complete and exclusive statement of tile <br /> Agreement between the parties un|mau and until modified in writing and signed by the patties. This <br /> /\grnmnoot together with any amendments or noodifioo]ioon may be executed electronically. All electronic <br /> uiQnuiumo uO8xud bcn:\o evidence the intent of the Pat-ties to nmnpiy with A}1idu | |/\ and A/1in(o 40 of <br /> North Carolina General Statute Chapter 66. <br /> 8. Priorit : In determining the humio set-vices to be provided, dmuN any documents be <br /> referenced in or attached to this Agreement, the terms ofthis /\mnemnon1 m|nm|\ have priority in any conflict <br /> between the terms of referenced documents and the terms of this Agreement. <br /> 9. Both podimm agree that this AgrcmnmU mhwU be governed by the |mwa of the <br /> State of North C#ro|inn. Provider shall at all dozus rummain in compliance with all applicable |oou|' state, and <br /> fbdocu| |uwm` u/|cm, and regulations including but not limited to all nnil-diaori/o{uuhou laws. By executing <br /> this Agreement Provider affirms that Provider is and slim|| remain in compliance with /\rt1o|o 2ofChapter 64 <br /> of the North Carolina General Statutes. <br /> 10. Dispute Resolution: Any and all suits oractions to culhrcs` iu(m,p/ot, or seek damages with <br /> respect io any provision o[ or the performance or non-performance of, this Agreement xhu|| be brought in <br /> the General Court of Justice of Notili Carolina sitting in Orange County, North Carolina. |iio agreed hvthe <br /> pmiioa that no other court uhxH have jurisdiction or venue with respect to such suits or ooiionm. Binding <br /> odbi(nadoo may not be initiated 6v either Party, however, (hmPodien may agree to nonbinding mediation of <br /> any dispute prior 10 the bringing of such suit oraction. <br /> {} : Provider acknowledges that County is &mvcnnnmmuia| eudh/, and the <br /> validity of this Agreement isbased upon the availability of public ftinding under the authority of its statutory <br /> mandate, In the event that public funds are unavailable and not appropriated for the performance of County's <br /> obligations under this Agreement, then this Agreement shall autoniatically expire without penalty to County <br /> immediately upon written notice to Provider of the unavailability and tion-appropriation of public fitinds. <br /> [SIGNATURE PAGE TO FOLLOW] <br /> nwi`,d06 <br />