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d . The Parties agree that the Term shall be extended by mandatory amendment though <br /> the final maturity dates of any debt issued and payable from Orange County Transit Tax <br /> Revenues seventeen ( 17 ) year initial term . <br /> 4 . 02 Termination . <br /> a . Material Breach . If any Party violates a responsibility, duty, or assumption stated in <br /> Article V, the other Party ( ies ) shall give written notice of the breach and request to cure . <br /> If such breach is not cured within thirty ( 30 ) days of written notice thereof, any non - <br /> breaching Party may, without further notice or demand , in addition to all other rights <br /> and remedies provided in this Agreement, at law or in equity, terminate this Agreement <br /> and recover any damages to which it is entitles because of said breach . In the event of a <br /> non - material breach of the Agreement, the termination procedure set forth in 4 . 02 ( b ) <br /> shall apply . <br /> b . Termination upon one ( 1 ) year' s notice . Any Party may terminate its participation in this <br /> Agreement with or without breach by giving written notice to each other Party of intent <br /> to terminate , as well as reasons for terminating ( which shall be in the sole discretion of <br /> the terminating party ) , at least one ( 1 ) year prior to the effective termination date . <br /> c . Bankruptcy/ Insolvency Special Provisions . If any Party applies for or consents to the <br /> appointment of a receiver, trustee or similar officer for it or any substantial part of its <br /> property or assets, or any such appointment is made without such application or <br /> consent by such Party and remains discharged for sixty ( 60 ) days, or files a petition in <br /> bankruptcy or makes a general assignment for the benefit of creditors, then such action <br /> shall constitute a material breach of this Agreement not requiring notice and <br /> opportunity to cure and the other Party ( ies ) may terminate effective immediately . <br /> d . Cooperation Provisions . In the event of termination pursuant to any subsection <br /> hereunder, the terminating Party shall not be relieved of any existing and <br /> underperformed obligations up until the effective date of termination , and the <br /> Agreement shall remain in effect as to the non -withdrawing Parties . The non - <br /> withdrawing Parties, beginning at the time of notice of termination is received , shall <br /> work together in good faith to determine if the intent and purpose of the Agreement <br /> can be accomplished by executing any Amendments deemed necessary and /or adding <br /> any parties deemed necessary to perform the executory obligations of the withdrawing <br /> Party . <br /> e . Non - Exclusive Remedies . No remedy provided in this Agreement shall be considered <br /> exclusive of any other remedy in law or in equity . <br /> f. Repeal and Dissolution . Nothing herein shall be construed to restrict Orange County' s <br /> ability to repeal any transit tax previously enacted and consideration will be given by the <br /> County to any transit taxes levied in support of debt service in support of the Orange <br /> County Transit Annual Work Program . Nothing herein shall be construed to restrict <br /> Orange County' s ability to request dissolution of the special tax district in accordance <br /> with N . C . G . S . 105 - 509 . 1 and N . C . G . S . 105473 ( a ) . <br /> g . Notice . Any written or electronic notice required by this section shall be delivered to the <br /> Parties at the following addresses . <br /> For Orange County : <br />