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 . Interpretation/Venue : 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 agreements , understandings and discussions are hereby superseded by this Contract .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 /> Small Service Contract Revised 10/2017 Page 3 of 6 <br />