Orange County NC Website
Browse       Search
17 <br /> <br />the County. It is the intent of this provision to require the Subrecipient to indemnify the County <br />to the fullest extent permitted under North Carolina law. <br /> <br />11. Amendments to the Agreement. Changes in the Scope of Services and entitlement to <br />additional compensation or a change in duration of this Agreement shall be made by a written <br />Amendment to this Agreement executed by the County and the Subrecipient. The Subrecipient <br />shall proceed to perform the services required by the Amendment only after receiving a fully <br />executed Amendment from the County. <br /> <br />12. General Provisions <br /> <br />a. Limitation and Assignment. The County and the Subrecipient each bind themselves, <br />their successors, assigns and legal representatives to the terms of this Agreement. <br />Neither the County nor the Subrecipient shall assign or transfer its interest in this <br />Agreement, including rights to payment, without the written consent of the other. <br /> <br />b. Governing Law. This Agreement and the duties, responsibilities, obligations and <br />rights of respective parties hereunder shall be governed by the laws of the State of <br />North Carolina. By executing this Agreement Subrecipient affirms that Subrecipient <br />and any subcontractors of Subrecipient are and shall remain in compliance with <br />Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this <br />Agreement Subrecipient certifies that Subrecipient has not been identified, and has <br />not utilized the services of any agent or subcontractor identified, on the list created by <br />the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement <br />Subrecipient certifies that Subrecipient has not been identified, and has not utilized <br />the services of any agent or subcontractor identified, on the list created by the State <br />Treasurer pursuant to G.S. 147-86.81. <br /> <br />c. Non-Discrimination. Subrecipient shall at all times remain in compliance with all <br />applicable local, state, and federal laws, rules, and regulations including but not limited <br />to all state and federal non-discrimination laws, policies, rules, and regulations and the <br />Orange County Non-Discrimination Policy and Orange County Living Wage Policy <br />(each policy is incorporated herein by reference and may be viewed at <br />http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) <br />Any violation of the Orange County Non-Discrimination Policy is a breach of this <br />Agreement and County may immediately terminate this Agreement without further <br />obligation on the part of the County. This paragraph is not intended to limit and does <br />not limit the definition of breach to discrimination. <br /> <br />d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages <br />with respect to any provision of, or the performance or non-performance of, this <br />Agreement shall be brought in the General Court of Justice of North Carolina sitting in <br />Orange County, North Carolina. It is agreed by the parties that no other court shall <br />have jurisdiction or venue with respect to such suits or actions. Binding arbitration <br />may not be initiated by either Party, however, the Parties may agree to nonbinding <br />mediation of any dispute prior to the bringing of such suit or action. <br /> <br />e. Relationship of the Parties. Subrecipient is an independent contractor of the County. <br />Subrecipient represents that they have or will secure, at its own expense, all personnel <br />DocuSign Envelope ID: E9696229-2C10-4E21-876A-3D5C1D00DF70