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<br />September 2021 v0.1 <br />obligate or make representations on behalf of the County or the Arts Commission. In <br />addition, Grant Recipient agrees to maintain their own worker's compensation insurance <br />for themselves and their employees. <br /> <br />9. Termination <br /> <br />A. In the event of any of the circumstances set forth below (hereinafter referred to as <br />“default”), the Arts Commission or County may immediately terminate this <br />Agreement: <br /> <br />(i) Any fraudulent representation in any verification required to obtain <br />payment under this Agreement or other dishonesty on a material matter <br />relating to the performance of services under this Agreement. <br />(ii) Nonperformance, incomplete service or performance, or failure to <br />satisfactorily comply with any provision of this Agreement, as determined <br />by the County in its sole discretion. <br />(iii) Failure to adhere to the terms of applicable county, state or federal laws, <br />regulations, or stated public policy. <br /> <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) days from written <br />notice of default or allow the grant recipient the opportunity to cure the default. <br />This clause shall not be interpreted to limit the County’s or the Arts <br />Commission’s remedies in law or in equity. <br /> <br />10. Miscellaneous. <br /> <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 /> <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 />http://www.orangecountync.gov/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 />DocuSign Envelope ID: B028461D-0E0E-4A6F-813C-EBF4CEE2496B