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DocuSign Envelope ID:24E74F61-7B98-4FA9-92A7-F4F76B27FD1B
<br /> subcontractors,complies with the requirements of Article
<br /> Record Retention: Records shall not be destroyed, of Chapter 64 of the NC General Statutes.
<br /> purged or disposed of without the express written consent
<br /> of the Division. State basic records retention policy Miscellaneous
<br /> requires all grant records to be retained for a minimum of
<br /> five years or until all audit exceptions have been resolved, Choice of Law: The validity of this contract and any of i
<br /> whichever is longer. If the contract is subject to federal terms or provisions, as well as the rights and duties of th-
<br /> policy and regulations,record retention may be longer than parties to this contract, are governed by the laws of Nort
<br /> five years since records must be retained for a period of Carolina. The Contractor, by signing this contract,agree.
<br /> three years following submission of the final Federal and submits,solely for matters concerning this Contract,t.
<br /> Financial Status Report, if applicable, or three years the exclusive jurisdiction of the courts of North Carotin,.
<br /> following the submission of a revised final Federal and agrees, solely for such purpose, that the exclusivl
<br /> Financial Status Report. Also, if any litigation, claim, venue for any legal proceedings shall be Orange Count ,
<br /> negotiation, audit, disallowance action, or other action North Carolina. The place of this contract and a ll
<br /> involving this Contract has been started before expiration transactions and agreements relating to it, and their situ.
<br /> of the five-year retention period described above, the and forum,shall be Orange County,North Carolina,wherl
<br /> records must be retained until completion of the action and all matters,whether sounding in contract or tort,relating ti
<br /> resolution of all issues which arise from it,or until the end the validity,construction, interpretation, and enforceme t
<br /> of the regular five-year period described above,whichever shall be determined,
<br /> is later. The record retention period for Temporary
<br /> Assistance for Needy Families (TANF) and MEDICAID Amendment: This contract may not be amended orally
<br /> and Medical Assistance grants and programs must be by perfoi mance. Any amendment must be made in writte
<br /> retained for a minimum of ten years. form and executed by duly authorized representatives •f
<br /> the County and the Contractor.
<br /> Warranties and Certifications
<br /> Severability: In the event that a court of compete t
<br /> Date and Time Warranty: The Contractor warrants that jurisdiction holds that a provision or requirement of this
<br /> the product(s) and service(s) furnished pursuant to this contract violates any applicable law, each such provisio
<br /> contract("product"includes,without limitation,any piece or requirement shall continue to be enforced to the extent t
<br /> of equipment,hardware,firmware,middleware,custom or is not in violation of law or is not otherwise unenforceabl
<br /> commercial software,or internal components,subroutines, and all other provisions and requirements of this contra't
<br /> and interfaces therein) that perfol111 any date and/or time shall remain in full force and effect.
<br /> data recognition function, calculation, or sequencing will
<br /> support a four digit year format and will provide accurate Headings: The Section and Paragraph headings in thes-
<br /> date/time data and leap year calculations. This warranty General Terms and Conditions are not material parts of th-
<br /> shall survive the termination or expiration of this contract. agreement and should not be used to construe the meanint
<br /> thereof.
<br /> Certification Regarding Collection of Taxes: G.S. 143-
<br /> 59.1 bars the Secretary of Administration from entering Time of the Essence: Time is of the essence in tfr
<br /> into contracts with vendors that meet one of the conditions performance of this contract.
<br /> of G.S. 105-164.8(b)and yet refuse to collect use taxes on
<br /> sales of tangible personal property to purchasers in North Key Personnel: The Contractor shall not replace any af
<br /> Carolina. The conditions include: (a) maintenance of a the key personnel assigned to the performance of th's
<br /> retail establishment or office; (b) presence of contract without the prior written approval of the Coun
<br /> representatives in the State that solicit sales or transact The term "key personnel" includes any and all perso
<br /> business on behalf of the vendor; and (c) systematic identified as such in the contract documents and any other
<br /> exploitation of the market by media-assisted, media- persons subsequently identified as key personnel by th
<br /> ,
<br /> facilitated, or media-solicited means. The Contractor written agreement of the parties.
<br /> certifies that it and all of its affiliates (if any) collect all
<br /> required taxes. Care of Property: The Contractor agrees that it shall b-
<br /> responsible for for the proper custody and care of any prope
<br /> E-Verify furnished to it for use in connection with the performancH
<br /> of this contract and will reimburse the County for loss o ,
<br /> Pursuant to G.S. 143-48.5,the undersigned hereby certifies or damage to, such property. At the termination of th's
<br /> that the Contractor named below, and the Contractor's contract, the Contractor shall contact the County f r
<br /> General Terms and Conditions—(06/16) Page 4 of
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