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DocuSign Envelope ID: F3FC9CBB-0A47-4FED-AB10-D917A762CF64 <br /> for damages by the County for any breach of this Agreement or a waiver of any other required <br /> compliance with this Agreement. <br /> 9.5 Suspension <br /> 9.5.1 County may suspend the work at any time for County's convenience and without <br /> penalty to County upon three (3) days' notice to Consultant. Upon any suspension by County, <br /> Consultant shall discontinue the work and shall not resume the work until notified to proceed by <br /> County. <br /> ARTICLE 10 ADDITIONAL PROVISIONS <br /> 10.1 Relationship of Parties <br /> 10.1.1 Consultant is an independent contractor of the County. Neither Consultant nor <br /> any employee of the Consultant shall be deemed an officer, employee or agent of the County. <br /> Consultant's personnel shall not be employees of, or have any contractual relationship with, the <br /> County. <br /> 10.2 Limitation and Assignment <br /> 10.2.1 The County and the Consultant each bind themselves, their successors, assigns, <br /> and legal representatives to the terms of this Agreement. Neither the County nor the Consultant <br /> shall assign or transfer its interest in this Agreement without the written consent of the other. <br /> 10.3 Governing Law <br /> 10.3.1 This Agreement and the duties, responsibilities, obligations and rights of <br /> respective parties hereunder shall be governed by the laws of the State of North Carolina. <br /> Consultant shall at all times remain in compliance with all applicable local, state, and federal laws, <br /> rules, and regulations including but not limited to all state and federal anti-discrimination laws, <br /> policies,rules, and regulations and the Orange County Anti-Discrimination Policy. Any violation <br /> of this requirement is a breach of this Agreement and County may immediately terminate this <br /> Agreement without further obligation on the part of the County. This paragraph is not intended to <br /> limit the definition of breach to discrimination. By executing this Agreement Consultant affirms <br /> that Consultant and any subcontractors of Consultant are and shall remain in compliance with <br /> Article 2 of Chapter 64 of the North Carolina General Statutes. Where applicable, failure to <br /> maintain compliance with the requirements of Article 2 of Chapter 64 of the General Statutes <br /> constitutes Consultant's breach of this Agreement. By executing this Agreement Consultant <br /> affirms Consultant is in compliance with Article 2 of Chapter 64 of the North Carolina General <br /> Statutes. By executing this Agreement, Consultant certifies that Consultant has not been <br /> identified, and has not utilized the services of any agent or subcontractor, on the Iran divestment <br /> list created by the State Treasurer pursuant to G.S. 147-86.58. <br /> 10.4 Dispute Resolution <br /> 10.4.1 Any and all suits or actions to enforce, interpret or seek damages with respect to <br /> any provision of, or the performance or non-performance of, this Agreement shall be brought in <br /> the General Court of Justice of North Carolina sitting in Orange County, North Carolina and it is <br /> Revised 6/16 <br /> 5 <br />