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11 <br /> This Agreement shall be effective upon the full execution of the Contracts and <br /> shall continue until completion of the Project unless earlier terminated as provided herein. <br /> This Agreement shall terminate: (i) at any time by either party within forty five (45) <br /> days after the design professional has confirmed to the parties in writing that the Schematic <br /> Design for the building and parking deck on the Property is substantially completed as set forth <br /> in Article IV.A above, (ii) at any other time by mutual agreement of the Parties; or (iii) <br /> by the Town , upon the material breach by County of any provision contained herein which <br /> material breach remains uncured by County after the Town provides thirty (30) days advance <br /> written notice of said material breach to County, or (iv) by County, upon the material breach <br /> by the Town of any provision contained herein which material breach remains uncured by the <br /> Town after County provides thirty (30) days advance written notice of said material breach to <br /> the Town. <br /> ARTICLE VI <br /> Conditions Precedent And Contingencies <br /> The Parties understand and agree that there are a number of conditions precedent and <br /> contingencies that will impact their ability to enter into the Contracts for the Project. At a <br /> minimum, the Parties understand and agree that the following must be resolved to the <br /> County's and the Town's satisfaction: <br /> A. The Town obtaining all Permits, including zoning, conditional/special use <br /> permits, variances, subdivision plats, approvals, permits, easements and licenses <br /> for the Project and the Town grants all necessary Permits which allow for the <br /> County's proposed use of the Property. <br /> B. The County and the Town secure all necessary approvals from their respective <br /> governing Boards or Managers as delegated by their <br /> respective Boards to proceed with the Project at mutually agreed, <br /> predefined points during the project (for example: sizing and elements of <br /> exclusive, shared, and common area spaces, the selection of Designer, schematic <br /> design, construction method, etc.) <br /> C. The Town and the County are able to procure suitable financing for their <br /> respective components of the Project. The parties contemplate that upon <br /> completion of construction, the parties may divide the Facilities, or parts thereof, <br /> into condominium units to be owned by the County and the Town, respectively. <br /> The parties acknowledge that these contemplated financing agreements and <br /> transactions may be altered by mutual agreement of the Parties and are or may be <br /> subject to approval of the North Carolina Treasurer, Local Government <br /> Commission. <br /> D. The mutual negotiation and execution of an Environmental Indemnification <br /> Agreement whereby the Town will indemnify the County for any and all <br /> 9 <br />