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constitute a waiver of any claim for damages by the Sheriff for any breach of this <br />Agreement or a waiver of any other required compliance with this Agreement. <br /> <br />e. Suspension. The Sheriff may suspend the Basic Services and this Agreement at any <br />time for the Sheriff’s convenience and without penalty to Sheriff upon three (3) days’ <br />notice to Provider. Upon any suspension by the Sheriff, Provider shall discontinue <br />work on the Basic Services until notified to proceed by the Sheriff. <br /> <br />11. Additional Provisions <br /> <br />a. Limitation and Assignment. The Sheriff and the Provider each bind themselves, their <br />successors, assigns, and legal representatives to the terms of this Agreement. Neither <br />the Sheriff nor the Provider 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 <br />rights of respective parties hereunder shall be governed by the laws of the State of <br />North Carolina. By executing this Agreement, Provider affirms Provider is and shall <br />remain in compliance with Article 2 of Chapter 64 of the North Carolina General <br />Statutes. By executing this Agreement, Provider certifies that Provider has not been <br />identified, and has not utilized the services of any agent or subcontractor identified, <br />on the list created by the State Treasurer pursuant to G.S. 147-86.58. By executing <br />this Agreement, Provider certifies that Provider has not been identified, and has not <br />utilized the services of any agent or subcontractor identified, on the list created by the <br />State Treasurer pursuant to G.S. 147-86.81. <br /> <br />c. Non-Discrimination. Provider 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 anti-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 this requirement is a breach of this Agreement, and the Sheriff may <br />immediately terminate this Agreement without further obligation on the part of the <br />Sheriff. <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 <br />in 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 />DocuSign Envelope ID: 435B9F22-AD6A-4E82-BE31-B40A22E058E6