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6 <br /> <br />15. No provision of this Agreement may be amended or waived unless agreed to in a writing <br />signed by the parties. <br /> <br />16. Each provision of this Agreement will be considered severable, such that if any one <br />provision or clause conflicts with existing or future applicable law or may not be given <br />full effect because of such law, no other provision that can operate without the conflicting <br />provision or clause will be affected. <br /> <br /> <br />17. This Agreement and the exhibits attached to it contain the entire understanding between <br />the parties and supersede all prior agreements and understandings relating to the subject <br />matter of the Agreement. <br /> <br />18. The provisions of this Agreement will inure to the benefit of and be binding on the parties <br />and their respective representatives, successors, and assigns. <br /> <br />19. The failure of a party to enforce the provisions of this Agreement will not be a waiver of <br />any provision or the right of such party thereafter to enforce each and every provision of <br />this Agreement. <br /> <br />20. All suits or actions to enforce, interpret or seek damages with respect to any provision of, <br />or the performance or non-performance of, this Agreement shall be brought in the <br />General Court of Justice of North Carolina sitting in Orange County, North Carolina. It <br />is agreed by the parties that no other court shall have jurisdiction or venue with respect to <br />such suits or actions. Binding arbitration may not be initiated by either Party, however, <br />the Parties may agree to nonbinding mediation of any dispute prior to the bringing of <br />such suit or action. <br /> <br /> <br />21. Client will not transfer or assign this Agreement without Agency's written consent. <br /> <br />22. All notices, demands, requests or other instruments which may be or are required to be <br />given hereunder shall be in writing and sent to the addresses set forth below, by hand <br />delivery, certified mail – return receipt requested, or via overnight courier, postage <br />prepaid. <br /> <br /> <br />AGENCY: NC Alliance of Public Health Agencies, Inc. <br /> 222 N. Person Street, Ste. 208 <br />Raleigh, NC 27601 <br /> <br />CLIENT: Orange County Health Department <br /> Attn: Kimberlee Quatrone <br />300 West Tryon Street <br />Hillsborough, NC 27278 <br />Docusign Envelope ID: 0E59BF13-92BC-435C-80CC-36BE088365E0