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1 of 2 <br />ASSIGNMENT OF CONTRACT <br />This Assignment Agreement is between: <br />Highland Mapping, Inc., a North Carolina corporation (“Highland”); <br />Orange County, North Carolina (“County”); and <br />Avineon, Inc., a Delaware corporation (“Avineon”). <br /> WHEREAS, Highland and the County entered into that certain professional services <br />agreement effective May 1, 2020 (“Contract”); and <br /> WHEREAS, Highland, as Assignor herein, desires to assign its rights and interests in the <br />Contract to Avineon; and <br /> WHEREAS, Highland requests the written consent of the County in order to assign its <br />rights and interests under the Contract; and <br /> WHEREAS, the County agrees to the assignment of the Contract as desired by <br />Highland; and <br /> WHEREAS, Avineon agrees to the assignment pursuant to a purchase and sale <br />agreement effective March 1, 2022; <br /> NOW THEREFORE, in consideration of the foregoing recitals and other good and <br />valuable consideration, the receipt of which is hereby acknowledged, the parties to this <br />Assignment hereby agree as follows: <br />1. Highland, as Assignor, hereby transfers, sets over and assigns, all of its right and interest in <br />and to the Contract to Avineon, as Assignee herein, whereupon Avineon shall acquire and <br />assume all rights, duties and obligations of Highland as set forth in the Contract, subject to <br />the covenants, terms, conditions and payments set forth therein, and that Avineon is hereby <br />authorized, upon its performance of all covenants, terms, and conditions required therein, to <br />demand and receive of the County the consideration covenanted to be given by the County in <br />the Contract hereby assigned, in the same manner and with the same effect as entitled by <br />Highland, notwithstanding this assignment. <br />2. Avineon, as Assignee, warrants that it is a Delaware corporation, duly formed and currently <br />registered with the state of Delaware; and pursuant to this Assignment, hereby acquires and <br />assumes all rights, duties, and obligations of Highland as set forth in the Contract, subject to <br />the covenants, terms, and conditions set forth therein. <br />3. The County hereby agrees to the assignment as set forth herein. <br />4. This Assignment Agreement is effective as of the 1st day of March 2022 (the “Effective <br />Date”). <br />DocuSign Envelope ID: 63EB2BD9-5FF0-4432-BCAD-E819D4BD0C07