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DocuSign Envelope ID:76CF67A5-DD8E-4775-9AF0-37013D3CD9D1 <br /> ii) Should this Agreement be terminated, the Provider shall deliver to the County <br /> within seven(7)days, at no additional cost, all deliverables including any electronic data <br /> or files relating to the Project. <br /> d. Waiver. The payment of any sums by the County under this Agreement or the failure of <br /> the County to require compliance by the Provider with any provisions of this Agreement or the <br /> waiver by the County of any breach of this Agreement shall not constitute a waiver of any <br /> claim for damages by the County for any breach of this Agreement or a waiver of any other <br /> required compliance with this Agreement. <br /> e. Intentionally omitted. <br /> 11. Additional Provisions <br /> a. Limitation and Assignment. The County and the Provider each bind themselves, their <br /> successors, assigns and legal representatives to the terms of this Agreement. Neither the County <br /> nor the Provider shall assign or transfer its interest in this Agreement without the written consent <br /> of the other. <br /> b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of <br /> respective parties hereunder shall be governed by the laws of the State of North Carolina. By <br /> executing this Agreement Provider affirms that Provider and any subcontractors of Provider are <br /> and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General <br /> Statutes. By executing this Agreement Provider certifies that Provider has not been identified, <br /> and has not utilized the services of any agent or subcontractor identified, on the list created by <br /> the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider certifies <br /> that Provider has not been identified, and has not utilized the services of any agent or <br /> subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. <br /> C. Non-Discrimination. Provider shall at all times remain in compliance with all applicable <br /> local,state,and federal laws,rules,and regulations including but not limited to all state and federal <br /> non-discrimination laws, policies, rules, and regulations and the Orange County Non- <br /> Discrimination Policy and Orange County Living Wage Policy(each policy is incorporated herein <br /> by reference and may be viewed at <br /> http://www.oran eg counl nc. og v/departments/purchasing division/contracts.php.) Any violation <br /> of the Orange County Non-Discrimination Policy is a breach of this Agreement and County may <br /> immediately terminate this Agreement without further obligation on the part of the County. This <br /> paragraph is not intended to limit and does not limit the definition of breach to discrimination. <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 Agreement shall <br /> be brought in the General Court of Justice of North Carolina sitting in Orange County, North <br /> Carolina. It is agreed by the parties that no other court shall have jurisdiction or venue with <br /> respect to such suits or actions. Binding arbitration may not be initiated by either Party,however, <br /> the Parties may agree to nonbinding mediation of any dispute prior to the bringing of such suit or <br /> action. <br />