Orange County NC Website
DocuSign Envelope ID:874D086C-148C-418A-B140-732EE045A830 <br /> performing the services under this agreement. Such employees shall not be employees <br /> of, or have any individual contractual relationship with the County. <br /> c. Governing Law: Both parties agree that this Agreement shall be governed by the laws of <br /> the State of North Carolina. Provider shall at all times remain in compliance with all <br /> applicable local, state, and federal laws,rules, and regulations including but not limited <br /> to all state and federal anti-discrimination laws, policies, rules, and regulations and the <br /> Orange County Anti-Discrimination Policy. Any violation of this requirement is a <br /> breach of this Agreement and County may immediately terminate this Agreement <br /> without further obligation on the part of the County. This paragraph is not intended to <br /> limit and does not limit the definition of breach to discrimination. By executing this <br /> Agreement Provider affirms that Provider is and shall remain in compliance with Article <br /> 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement <br /> Provider certifies that Provider has not been identified, and has not utilized the services <br /> of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. <br /> 147-86.58. <br /> d. Dispute Resolution: Any and all suits or actions to enforce, interpret, or seek damages <br /> with respect to any provision of, or the performance or non-performance of, this <br /> Agreement shall be brought in the General Court of Justice of North Carolina sitting in <br /> Orange County,North Carolina. It is agreed by the parties that no other court shall have <br /> jurisdiction or venue with respect to such suits or actions. Binding arbitration may not <br /> be initiated by either Party, however, the Parties may agree to nonbinding mediation of <br /> any dispute prior to the bringing of such suit or action. <br /> e. Entire Agreement and Signatures: The parties have read this Agreement and agree to be <br /> bound by all of its terms, and further agree that it constitutes the complete and exclusive <br /> statement of the Agreement between the parties unless and until modified in writing and <br /> signed by the parties. This Agreement together with any amendments or modifications <br /> may be executed electronically. All electronic signatures affixed hereto evidence the <br /> intent of the Parties to comply with Article 11A and Article 40 of North Carolina <br /> General Statute Chapter 66. <br /> f. Severability. If any provision of this Agreement is held as a matter of law to be <br /> unenforceable, the remainder of this Agreement shall be valid and binding upon the <br /> Parties. <br /> g. Ownership of Work Product. Should Provider's performance of this Agreement <br /> generate documents, items or things that are specific to this Project such documents, <br /> items or things shall become the property of the County and may be used on any other <br /> project without additional compensation to the Provider. The use of the documents, <br /> items or things by the County or by any person or entity for any purpose other than the <br /> Project as set forth in this Agreement shall be at the full risk of the County. <br /> h. Additional Terms and Condition. The County may have additional' terms and <br /> conditions that shall be provided as an attachment(s) and is (are) hereby incorporated by <br /> reference. <br /> i. Precedence Among Contract Documents: In the event of a conflict between or among <br /> the terms of the Contract Documents, the terms in the Contract Document with the <br /> highest relative precedence shall prevail. The order of precedence shall be the order of <br /> documents as listed in Section A above, with this contract document having the highest <br /> precedence then the first listed document and the last-listed document having the lowest <br /> precedence. If there are multiple Contract Amendments, the most recent amendment <br /> Revised 10/16 <br /> 6 <br />