Orange County NC Website
Exhibit I <br /> 4 <br /> <br /> <br />14.2. The parties agree that the dispute resolution process described above in this section shall precede <br />any action in a judicial or quasi-judicial tribunal. <br />15. Agreement Authorized. Licensor and Licensee have full power and authority to enter into and perform the <br />Agreement, and the person(s) signing the Agreement on behalf of each has been properly authorized and <br />empowered to enter into the Agreement. This Agreement may be executed in one or more counterparts, each <br />of which shall be deemed an original, but all of which together shall constitute one and the same instrument. <br />For the purposes hereof, a facsimile or PDF signature shall be deemed to be an original. <br />16. Miscellaneous. Licensor shall not be in default nor liable for any failure in performance or loss or damage <br />under this Agreement due to any cause beyond its control. If requested by Licensor at any time, you will <br />certify under oath that you have fully and faithfully observed all of the terms and conditions of this <br />Agreement. Licensor or its designee may at reasonable times inspect your premises and equipment to verify <br />that all of the terms and conditions of this Agreement are being observed. This Agreement shall be governed <br />by the laws of the State of North Carolina, but not including the 1980 United Nations Convention on <br />Contracts for International Sale of Goods. This Agreement shall inure to the benefit of Licensor, its <br />successors, administrators, heirs and assigns. Exclusive venue for any action under this Agreement shall be <br />Wake County, State of North Carolina. <br />17. Acknowledgement. You acknowledge that you have read this Agreement, understand it, and agree to be <br />bound by its terms and conditions. You also agree that this Agreement is the complete and exclusive <br />statement of Agreement between the parties and supersedes all proposals or prior agreements, oral or written, <br />and any other communications between the parties relating to the Software. <br />18. Third Party Software Necessary to Use Software. There may be third-party software, including other <br />software from Farragut, which is necessary or desirable to Licensee to use in connection with the Software <br />for Licensee to optimize Licensee’s use of the Software. NCACC licenses no software other than the Software <br />under this Agreement. Licensee is responsible for procuring any other software it desires. <br />19. Farragut Services Agreement. While Licensor oversees a licensing program for the Software for the benefit <br />of multiple counties in North Carolina, and acts in accordance with Section 8 above, Licensor does not itself <br />directly develop, support or maintain the Software. Licensee shall be required to contract with Farragut (or <br />any successor service provider consented to by NCACC, or notified by NCACC to Licensee in writing) to <br />receive support and maintenance for the Software or online access to the Software on Farragut’s servers, <br />except to the extent that Licensee itself self-supports the Software through its employees or hosts the Software <br />on its servers. NCACC is not a party to any agreements between Licensee and Farragut or any other provider. <br />[Signature Page Follows] <br />DocuSign Envelope ID: 3D9FDCE6-4984-4679-82C1-DCF1D71F6432