Agenda - 02-21-2006-5f - Laserfiche WebLink

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any legal or equitable claim, right or remedy This Agreement is intended for the sole arld exclusive benefit of the parties hereto Ihis Agreement is not made for Che benefit of arty third person or persons No third patty may enforce any part of this Agreement or shall have any rights hereunder. Ihis Agreement does not create, and shall not be conshued as creating, any rights enforceable by any person not a party to this Agreement (b) Except as otherwise provided in subparagraph (c) below, the RECIPIENT/ SUBGRANTEE shall be solely responsible to patties with whom it shall deal 111 carrying out the terms of this agreement, and shall save the AGENCY/GRANTEE harmless against all claims of whatever nahu'e by third parties arising out of the performance of wotic render this agreement For purposes of this agreement, RECIPIENT/SUBGRANTEE agrees that it is not an employee or agent of the AGENCY/GRANTEE, but is an independent contractor (c) RECIPIENT/SUBGRANTEE who is a state agency or subdivision, agrees to be fully responsible for its own negligent acts or omissions or tortious acts. Nothing herein is intended to serve as a waiver of sovereign irnnnmity by any RECIPIENT/ SUBGRANTEE to which sovereign iuummity applies Nothing herein shall be construed as consent by a state agency or subdivision of the State of North Carolina to be sued by third patties in any matter arising out of any contract (11) llJuFAITLT: RI;MT;DIES: TERMINATION (a) If any of the following events occur ("Events of Default"), all obligations on the part of the AGENCY/GRANTEE to make any further payment of funds heretmder shall, if the AGENCY/ GRANTEE so elects, terminate, and the AGENCY/GRANTEE may at its optimr exercise any of its remedies set forth herein, but the AGENCY/GRANTEE may make any payments or paits ofpayments after the happening of any Events of Default without thereby waiving fire right Co exercise such remedies, and without becoming liable to make any fiuther payment: I# any warranty or representation made by the RECIPIENT/ SUBGRANTEE in this Agreement or any previous Agreement with the AGENCY/GRANIEE shall at any time be fitlse or nusleading in any respect, or if the RECIPIENT/STJBGRANTEE shall fail to keep, observe or perform any of the terms or covenants contained in this Agreement or any previous agreement with the AGENCY/GRANTEE and has not cured such in timely fashion, of is unable or mlwilling to meet its obligations thereunder; 2 1f arty material adverse change shall occur in the financial condition FlazarJ Mitlgation Page 7 RLMA-nR-1490-0005 Orange County Grant Agruement