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and the affected party shall be excused from performance during the <br />occurrence of such events. Both parties shall remain responsible for all <br />payment and performance due up to the receipt of such notice, but shall have <br />no further obligation or responsibility beyond that date provided the <br />terminating party has taken all reasonable steps to complete the performance <br />of its obligations. <br /> <br />d. Compensation After Termination. <br /> <br />i. In the event of termination, the Provider shall be paid that portion of the fees and <br />expenses that it has earned to the date of termination. Upon request of the County, <br />the Provider shall submit to County all relevant documentation, including but not <br />limited to, job cost records, to support its claims for final compensation. <br /> <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 <br />electronic data or files relating to the Project. <br /> <br />e. Waiver. The payment of any sums by the County under this Agreement or the <br />failure of the County to require compliance by the Provider with any provisions <br />of this Agreement or the waiver by the County of any breach of this Agreement <br />shall not constitute a waiver of any claim for damages by the County for any <br />breach of this Agreement or a waiver of any other required compliance with <br />this Agreement. The failure of the Provider to require compliance by the <br />County with any provisions of this Agreement or the waiver by the Provider of <br />any breach of this Agreement shall not constitute a waiver of any claim for <br />damages by Provider for any breach of this Agreement or a waiver of any other <br />required compliance with this Agreement. <br /> <br /> <br />11) Additional Provisions <br /> <br />a. Wages. With respect to the Orange County Living Wage Policy, the County <br />accepts the following as acceptable and compliant with such Policy: <br />Provider’s total compensation package that an employee receives including <br />benefits and paid time off, in addition to the hourly wage exceeds the $14.95 <br />living wage rate. <br /> <br />b. Limitation and Assignment. The County and the Provider each bind <br />themselves, their successors, assigns and legal representatives to the terms of <br />this Agreement. Neither the County nor the Provider shall assign or transfer <br />its interest in this Agreement without the written consent of the other. <br /> <br />c. Governing Law. This Agreement and the duties, responsibilities, obligations <br />and rights of respective parties hereunder shall be governed by the laws of the <br />State of North Carolina. <br /> <br />d. Compliance with Laws. Provider shall at all times remain in compliance with <br />all applicable local, state, and federal laws, rules, and regulations including <br />but not limited to all state and federal anti-discrimination laws, policies, rules, <br />DocuSign Envelope ID: B04ECF89-C776-496E-B171-26200EC380B9