Orange County NC Website
13. Amendment: This Contract may be amended in writing by mutual agreement of the Town <br /> and Contractor. <br /> 14. Termination:Either party may terminate this Contract at any time by giving the other party <br /> thirty (30) days written notice of termination prior to the end of the term as described <br /> herein. <br /> 15. InterpretationNenue: This Contract shall be construed and enforced under the laws of <br /> North Carolina. The courts and the authorities of the State of North Carolina shall have <br /> exclusive jurisdiction over all controversies between the parties which may arise under or <br /> in relation to this Contract. In the event of any dispute between the parties, venue is <br /> properly laid in Orange County,North Carolina for any state court action and in the Middle <br /> District of North Carolina for any federal court action. Contrary to any provision that may <br /> be contained in any exhibit attached hereto the Town shall not consent to 1) resolving any <br /> dispute by means of arbitration and/or 2)waiver of a trial by jury. <br /> 16. Preference: In the event that the terms of any exhibit attached hereto are not consistent with <br /> the terms of this Contract, this Contract shall have preference; provided that where either <br /> any exhibit attached hereto or this Contract establishes higher standards for performance <br /> by either party,the higher standard,wherever located, shall apply. <br /> 17. Severability: The parties intend and agree that if any provision of this Contract or any <br /> portion thereof shall be held to be void or otherwise unenforceable, all other portions of <br /> this Contract shall remain in full force and effect. <br /> 18. Assignment: This Contract shall not be assigned without the prior written consent of the <br /> parties. <br /> 19. Entire Agreement: This Contract shall constitute the entire agreement of the parties and no <br /> other warranties,inducements,considerations,promises,or interpretations shall be implied <br /> or impressed upon this Contract that are not expressly addressed herein. All prior <br /> agreements, understandings and discussions are hereby superseded by this Contract. <br /> 20. Construction Project Related Sales Tax: If applicable, the Contractor shall furnish the <br /> Town certified statements setting forth, the cost of all materials purchased from each <br /> vendor and the amount of North Carolina sales and use taxes paid thereon. In the event the <br /> Contractor makes several purchases from the same vendor, the Contractor's certified <br /> statement shall indicate the invoice number, the inclusive dates of the invoices, the total <br /> amount of the invoices, and the North Carolina sales and use taxes paid thereon. The <br /> Contractor's certified statement shall also include the cost of any tangible personal property <br /> withdrawn from the Contractor's warehouse stock and the amount of North Carolina sales <br /> or use tax paid thereon by the Contractor. The Contractor shall furnish such additional <br /> information as the Commissioner of Revenue of the State of North Carolina may require <br /> to substantiate a refund claim by the Town for sales or use taxes. The Contractor shall <br /> obtain and furnish to the Town similar certified statements by the subcontractors. The <br /> certified statements to be furnished shall be in the form of the standard CONTRACTOR'S <br /> Small Service Contract Revised 10/2017 Page 3 of 6 <br />