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7 <br /> <br /> <br />13. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with <br />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, <br />North Carolina. It is agreed by the parties that no other court shall have jurisdiction or <br />venue with respect to such suits or actions. Binding arbitration may not be initiated by <br />either Party, however, the Parties may agree to nonbinding mediation of any dispute prior to <br />the bringing of such suit or action. <br /> <br />14. Notice. The Parties hereto agree and understand that written notice, mailed or delivered, to <br />the last known address shall constitute sufficient notice to the County and the Provider. All <br />notices required and/or made pursuant to this Agreement to be given to the County and the <br />Provides shall be in writing and mailed to the party addressed as follows: <br /> <br /> Orange County Animal Services CLAWS, Inc. <br /> Director Executive Director <br /> Post Office Box 8181 1516 Jo Mac Rd. <br /> Hillsborough, NC 27278 Chapel Hill, NC 27516 <br /> <br />15. Entire Agreement. This Agreement, including any referenced attachments, constitutes the <br />entire Agreement between the parties and shall supersede, replace or nullify any and all prior <br />Agreements of understandings; written or oral, relating to the matters set forth herein, and <br />any such prior Agreements or understandings shall have no force or affect whatsoever on <br />this Agreement. The County and Provider have read this Agreement and agree to be bound <br />by all of its terms, and further agree that this Agreement constitutes the complete and <br />exclusive statement of the Agreement between the County and Provider. <br /> <br />16. Severability. All clauses found herein shall act independently of each other. If a clause is <br />found to be illegal or unenforceable, it shall have no effect on the other provisions of this <br />Agreement. It is understood by the parties hereto that if any part, term or provision of this <br />Agreement is by the Courts held to be illegal or in conflict with any laws of the State of <br />North Carolina or the United States, the validity of the remaining portions or provisions <br />shall not be affected, and the rights and obligations of the parties shall be construed and <br />enforced as if the Agreement did not contain the particular part, term or provision held to be <br />invalid. <br /> <br />17. Ownership of Work Product. Should Provider’s performance of this Agreement generate <br />documents, items or things that are specific to this Project such documents, items or things <br />shall become the property of the County and may be used on any other project without <br />additional compensation to the Provider. The use of the documents, items or things by the <br />County or by any person or entity for any purpose other than the Project as set forth in this <br />Agreement shall be at the full risk of the County. <br /> <br />18. Signatures. This Agreement together with any amendments or modifications may be <br />executed electronically. All electronic signatures affixed hereto evidence the intent of the <br />Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter <br />66. <br /> <br />DocuSign Envelope ID: 86B60728-3121-4331-9090-EA4C87C3C102