Orange County NC Website
Browse       Search
October 2020 1.0 3 <br /> <br />8. Additional Provisions <br /> <br />a. Limitation and Assignment. The County and the Property Owner each bind themselves, <br />their successors, assigns, and legal representatives to the terms of this Agreement. Neither <br />the County nor the Property Owner shall assign or transfer its interest in this Agreement <br />without the written consent of the other. <br /> <br />b. Governing Law. This Agreement and the duties, responsibilities, obligations, and rights <br />of respective parties hereunder shall be governed by the laws of the State of North <br />Carolina. <br /> <br />c. 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 <br />shall be brought in the General Court of Justice of North Carolina sitting in Orange <br />County, North Carolina. It is agreed by the parties that no other court shall have <br />jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be <br />initiated by either Party, however, the Parties may agree to nonbinding mediation of any <br />dispute prior to the bringing of such suit or action. <br /> <br />d. Entire Agreement. This Agreement represents the entire and integrated agreement <br />between the County and the Property Owner and supersedes all prior negotiations, <br />representations or agreements, either written or oral. This Agreement may be amended <br />only by written instrument signed by both parties. Modifications may be evidenced by <br />facsimile signatures. <br /> <br />e. Severability. If any provision of this Agreement is held as a matter of law to be <br />unenforceable, the remainder of this Agreement shall be valid and binding upon the <br />Parties. <br /> <br />f. Non-Appropriation. Property Owner acknowledges that County is a governmental entity, <br />and the validity of this Agreement is based upon the availability of public funding under <br />the authority of its statutory mandate. <br /> <br />In the event that public funds are unavailable and not appropriated for the performance of <br />County’s obligations under this Agreement, then this Agreement shall automatically expire <br />without penalty to County immediately upon written notice to Property Owner of the <br />unavailability and non-appropriation of public funds. It is expressly agreed that County <br />shall not activate this non-appropriation provision for its convenience or to circumvent the <br />requirements of this Agreement, but only as an emergency fiscal measure during a <br />substantial fiscal crisis. <br /> <br />In the event of a change in the County’s statutory authority, mandate and/or mandated <br />functions, by state and/or federal legislative or regulatory action, which adversely affects <br />County’s authority to continue its obligations under this Agreement, then this Agreement <br />shall automatically terminate without penalty to County upon written notice to Property <br />Owner of such limitation or change in County’s legal authority. <br /> <br />g. Signatures. This Agreement together with any amendments or modifications may be <br />DocuSign Envelope ID: EFDE355B-9F69-40CD-B000-70AC976B9629