2020-526-E Human Rights Rel-Anderson Luba-Lucas virtual event

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Revised 07/20 2 workers' compensation purposes. The Provider und erstands that neither federal, nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. 5. Insurance: The Provider shall obtain, at its sole expense, all insurance needed to adequately insure itself during the performance of these services. 6. Indemnity: To the extent authorized by North Carolina law the Parties agrees, without limitation, to indemnify, and hold each other harmless from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the other Party in carrying out their duties and obligations related to the Services to be provided in this Agreement. It is the intent of this provision to require the Parties to indemnify themselves to the fullest extent permitted under North Carolina law. 7. Termination: This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider and Agent. County may suspend this Agreement upon reasonable notice to Provider and Agent. If County cancels this Agreement for any reason other Force Majeure, the Provider shall retain 50% of the Payment provided as a Cancellation Fee to reimburse Provider for having prepared for the presentation and having declined other opportunities in lieu of this event. 8. Force Majeure: Neither Party shall be liable to the other for any delay or failure to perform under this Agreement if the delay or failure to perform is without the fault or negligence of the Party claiming excusable delay and is due to causes beyond the control of that Party, including, but not limited to acts of God, illness, unforeseen emergency, transportation problems, war, terrorism, acts of the government, fire, floods, epidemics, quarantine restrictions, strikes, labor disputes, and work stoppages. Each Party shall promptly notify the other Party of such force majeure condition. The terms of this paragraph shall not exempt, but merely suspend any Party from its duty to perform the obligations under this Agreement until as soon as practicable after a force majeure condition ceases to exist. The non-performing party shall furnish the other party with periodic reports regarding the progress of the force majeure event. The non-performing party shall use reasonable diligence to minimize damages and to resume performance. Best efforts will be made by all parties to reschedule the Event at a mutually convenient time; however, if a new date cannot be agreed upon all monies paid to date will be refunded to County within 120 days. 9. Entire Agreement and Signatures: The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced by telefacsimile signature. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 10. Governing Law and Priority: Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws. Any violation of this requirement is a breach of this Agreement and the County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit, and does not limit, the definition of breach to discrimination. 11. Dispute Resolution: Neither party may initiate binding arbitration. The Parties must try to resolve any disputes by nonbinding mediation for at least 30 days prior to initiating litigation. If such mediation fails either party may initiate litigation to resolve the dispute. Should either party initiate litigation DocuSign Envelope ID: 0E9163BE-E9B7-4D82-9EFC-9415E041D922