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13 . 9 Counterparts . This Agreement may be executed in counterparts which , when taken <br /> together, shall constitute one and the same instrument . <br /> 13 . 10 Force Majeure . Neither party shall be liable hereunder by reason of any failure or <br /> delay in the performance of its obligations hereunder (except for the payment of <br /> money) on account of strikes , shortages , riots , insurrection , fires , flood, storm, <br /> explosions , acts of God , war, terrorism, governmental action, labor conditions , <br /> earthquakes , material shortages , or any other cause (whether or not similar to any of <br /> the foregoing) beyond the reasonable control of such party (each a "Force Maj eure <br /> Event") . Upon the occurrence of a Force Majeure Event, the non-performing party <br /> will be excused from any further performance of its obligations effected by the <br /> Force Maj eure event for so long as the Force Maj eure event continues and such <br /> party continues to sue commercially reasonable efforts to recommence <br /> performance . Either party has the right to terminate this Agreement if a force <br /> majeure event suspends performance of its obligations under this Agreement for <br /> ninety ( 90 ) days or more . <br /> Governing Law and Forum . This Agreement and all claims related to it, its <br /> execution or the performance of the parties under it, shall be construed and <br /> governed in all respects according to the laws of the State of North Carolina, <br /> without regard to the conflict of law provisions thereof. Any dispute arising <br /> hereunder which cannot be informally resolved shall be brought solely and <br /> exclusively in the federal or state courts sitting in the State of North Carolina, and <br /> each party hereby consents to the sole and exclusive jurisdiction and venue of such <br /> courts with regard to such actions . UNCHCS shall at all times remain in compliance <br /> with all applicable local , state , and federal laws , rules , and regulations including but <br /> not limited to all state and federal anti - discrimination laws , policies , rules , and <br /> regulations and the Orange County Non- Discrimination Policy and the Orange <br /> County Living Wage Policy (each policy is incorporated by reference and may be <br /> viewed at <br /> http : //www . orangecountync . gov/departments/purchasing- division/contracts . php) . <br /> Any violation of this requirement is a breach of the Agreement, and CLIENT may <br /> immediately terminate this Agreement without further obligation on part of <br /> CLIENT . By executing this Agreement, UNCHCS affirms that UNCHCS is and <br /> shall remain in compliance with Article 2 of Chapter 64 of the North Carolina <br /> General Statutes . By executing this Agreement, UNCHCS certifies that UNCHCS <br /> has not been identified and has not utilized the services of any agent or <br /> subcontractor on the list created by the State Treasurer pursuant to G . S . 147 - 86 . 58 . <br /> 15 <br />