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DocuSign Envelope ID:A686328E-C3D0-4B83-AC3C-DD49A9CD49F0 <br /> (iii) Failure to adhere to the terms of applicable county, state or federal laws, <br /> regulations, or stated public policy. <br /> B. In the event of default by the Grant Recipient, the Arts Commission has the <br /> discretion to elect to terminate this Agreement, in whole or in part and/or require <br /> the Grant Recipient to repay the grant funds within seven (7) from written notice <br /> of default or allow the grant recipient the opportunity to cure the default. This <br /> clause shall not be interpreted to limit the County's or the Arts Commission's <br /> remedies in law or in equity. <br /> 10. Miscellaneous. <br /> A. Entire Agreement. This Agreement and the attachments contain the final and <br /> entire understanding of the parties with respect to the subject matter of this <br /> Agreement. All modifications and amendments to this Agreement shall be in <br /> writing. This Agreement shall be binding upon the parties, their heirs, successors <br /> and assigns. <br /> B. Governing Law. Governing Law and Priority Both parties agree that this <br /> Agreement shall be governed by the laws of the State of North Carolina and <br /> Orange County. Grant Recipient shall at all times remain in compliance with all <br /> applicable local, state, and federal laws, rules, and regulations including but not <br /> limited to all state and federal anti-discrimination laws, policies, rules, and <br /> regulations and the Orange County Non-Discrimination Policy and Orange <br /> County Living Wage Policy (each policy is incorporated herein by reference and <br /> may be viewed at <br /> htW://www.oran_eg counl nc. ov�/departments/purchasing division/contracts.php.). <br /> Any violation of this requirement is a breach of this Agreement and Arts <br /> Commission may immediately terminate this Agreement without further <br /> obligation on the part of the Arts Commission. This paragraph is not intended to <br /> limit and does not limit the definition of breach to discrimination. By executing <br /> this Agreement the Grant Recipient certifies that they has not been identified, and <br /> has not utilized the services of any agent or subcontractor identified, on the list <br /> created by the State Treasurer pursuant to G.S. 147-86.58. By executing this <br /> Agreement the Grant Recipient certifies that they has not been identified, and has <br /> not utilized the services of any agent or subcontractor identified, on the list <br /> created by the State Treasurer pursuant to G.S. 147-86.81. By executing this <br /> Agreement Grant Recipient affirms they are and shall remain in compliance with <br /> Article 2 of Chapter 64 of the North Carolina General Statutes. In determining <br /> the basic services to be provided, should any documents be referenced in or <br /> attached to this Agreement, the terms herein shall have priority in any conflict <br /> between the terms of referenced documents and the terms of this Agreement. <br /> C. Dispute Resolution: Neither party may initiate binding arbitration. Any disputes <br /> shall be resolved by nonbinding mediation. If such mediation fails either party <br /> may initiate litigation to resolve the dispute. Should either parry initiate litigation <br /> to settle any dispute involving the terms of this Agreement such litigation shall be <br /> 4 <br /> Revised July 2018 <br />