Agenda - 06-26-2007-4dd - Laserfiche WebLink

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SECTION 12. Notices. All notices and statements required or permitted by tlus Agreement to be given to the parties or to either of them shall be deemed sufficiently given and delivered when made in writing and personally delivered to the parties or delivered by next day courier service {i.e. FedEx, UPS, etc.), or delivered by the United States Postal Service via certified mail, return receipt requested, postage prepaid anti addressed to the appropriate party(ies) at the following address(es): If to Seller: Telesis Construction IVlanagement, LLC 1000 Coi7~orate Drive, Suite 109 Hillsborough, NC 27278 Attention: George A. Horton, III If to Purchaser: Orange County, North Carolina P.O. Bax 8181 Hillsborough, NC 27278 Attention: Pam Jones, Director of Purchasing and Central Services Any such notice or statement delivered by personal delivery shall be deemed delivered and received as of the date of personal delivery. Any notice or statement delivered by next day courier service or United States certified mail as prodded above shall be deemed delivered when delivered to the next day courier service or deposited in the United States mail, and the delivery confirmation or return receipt therefrom, as applicable, shall be deemed prima facie evidence that such notice or statement was received on the date stated on such delivery confirmation or return receipt. SECTION 13. Remedies. In the event this transaction fails to close by reason of Purchaser's failure to perform its obligations under this Agreement, Seller shall have the right to pursue any and all rights and remedies available to it at law or in equity far Seller's breach, including, without limitation, the right, to the extent permitted by law, to sue for specific performance. In the event Seller fails or refuses to convey the Property to Purchaser in accordance with the terms of this Agreement or otherwise perform its obligations hereunder, then Purchaser shall have the right to pursue any and all rights and remedies available to it at law or inequity for Seller's breach, including, without limitation, the right to sue for specific performance. SECTION 14. ~~aiver. No term, condition or covenant contained in this Agreement shall be deemed waived by any act, omission or forbearance, or any series of same, by either Purchaser or Seller. The only waivers that shall be effective under tlus Agreement shall be those which are in writing and signed by the party to be cha bed. No prior notice of non-waiver need be given by a party who has previously forborne from exercising a right hereunder. SECTION 1S. Complete And Exclusive Agreement. Seller and Purchaser agree and understand that all prior negotiations, representations, understandings and agreements pertaining to the subject matter of this Agreement and the transactions contemplated herein are merged into and do not sure°ive the execution of this Agreement. The parties expressly agree that this written Agreement, including exhibits, is the sole, complete and exclusive statement of the terms of the parties' agreement, and that no other negotiations, representations, understandings, or agreements exist, except as may appear herein. Furthermore, the parties agree that this written Agreement, being the sole, complete and exclusive statement of the terms of the parties' agreement, is exclusive of any course of performance, course of dealing or usage of trade. SECTION lb. No Joint ~~enture. Nothing in this Agreement shall constitute or be construed to constitute a joint venture between Purchaser and Seller. -9-