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Attachment 1 <br /> Central Pines Regional Council <br /> 4307 Emperor Blvd . , Suite 110 <br /> Durham , NC 27703 <br /> 13 . Representations and Warranties : <br /> The Parties each represent , covenant and warrant for the other' s benefit as follows : <br /> A . Each Party has all necessary power and authority to enter into this Agreement <br /> and to carry out the transactions contemplated by this Agreement , and the <br /> individuals signing this Agreement have the right and power to do so . This <br /> Agreement is a valid and binding obligation of each Party . <br /> B . To the knowledge of each Party , neither the execution and delivery of this <br /> Agreement , nor the fulfillment of or compliance with its terms and conditions , nor the <br /> consummation of the transactions contemplated by this Agreement , results in a <br /> breach of the terms , conditions and provisions of any agreement or instrument to <br /> which a Party is bound or constitutes a default under any of the foregoing . <br /> C . To the knowledge of each Party , there is no litigation or other court or <br /> administrative proceeding pending or threatened against such Party ( or against any <br /> other person ) affecting such Party ' s rights to execute or deliver this Agreement or to <br /> comply with its obligations under this Agreement . Neither such Party ' s execution <br /> and delivery of this Agreement , nor its compliance with its obligations under this <br /> Agreement , requires the approval of any regulatory body or any other entity the <br /> approval of which has not been obtained . <br /> D . The Parties agree to work together in good faith and with all due diligence to provide <br /> for and carry out the purpose of this Operating Agreement . <br /> 14 . Merger and Precedence : <br /> The provisions of this Agreement , including all Exhibits and attachments , constitute the <br /> entire agreement by and between the Parties hereto and shall supersede all previous <br /> communications , representations or agreements , either oral or written between the Parties <br /> hereto with respect to the subject matter hereof. <br /> Notwithstanding the foregoing , in the event of any inconsistency or conflict between this <br /> Agreement and the Participation Agreement or the Governance ILA , the terms of the <br /> Participation Agreement and Governance ILA have precedence . <br /> 15 . Dispute Resolution : <br /> ff <br /> In the event of conflict or default that might arise for matters associated with this Agreement , <br /> the Parties agree to informally communicate to resolve the conflict . If any such dispute <br /> cannot be informally resolved , then such dispute , or any other matter arising under this <br /> 8 <br /> Global Operating Agreement for Operations and Administration <br /> Orange County, FY2025 <br /> Contract # MXXX <br />