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19 <br /> C. TIME: Time is of the essence in this Agreement and each and all of its provisions. <br /> D. CONSTRUCTION: Nothing in this Agreement shall be construed to the effect that the <br /> County has any right to influence the Company's business decisions or to receive business <br /> information from the Company(except as expressly provided in Section 2.A., 2.B., and Section <br /> 5 hereof). <br /> E. SIGNATURES: This Agreement together with any amendments or modifications may be <br /> executed electronically. All electronic signatures affixed hereto evidence the intent of the <br /> Parties to comply with Article 11 A and Article 40 of North Carolina General Statute Chapter 66. <br /> F. AUTHORITY: The Parties and each person executing this Agreement on behalf thereof <br /> represent and warrant that they have the full right and authority to enter into this Agreement, <br /> which is binding, and to sign on behalf of the Party indicated, and are acting on behalf of <br /> themselves, the constituent members and the successors and assigns of each of them. The Parties <br /> shall reasonably assist one another and cooperate in the defense(should any defense ever be <br /> necessary) of this Agreement and the incentives granted hereunder, so as to support and in no <br /> way undercut the same. <br /> G. FORCE MAJEURE: Subject to the provisions of Section 6 neither Party shall be liable <br /> towards the other Party for non-compliance with its contractual obligations hereunder, if and to <br /> the extent such non-compliance is directly attributable to events of force majeure. Events of <br /> force majeure are events or causes which are not under a Party's reasonable control and render <br /> the execution of a Party's obligations impossible. Each Party shall forthwith inform the other <br /> Parties of the occurrence of a force majeure event preventing such Party from complying with its <br /> contractual obligations. Force Majeure does not include failure of the Company to secure <br /> permitting necessary for the project to commence, continue, or proceed. <br /> 15. COMPLIANCE WITH LAW <br /> A. NON-DISCRIMINATION: Company shall at all times remain in compliance with all <br /> applicable local, state, and federal laws,rules, and regulations including but not limited to all <br /> state and federal anti-discrimination laws,policies,rules, and regulations and the Orange County <br /> Non-Discrimination Policy. Company shall not discriminate against any person based on age <br /> (as defined in the Orange County Civil Rights Ordinance),race, ethnicity, color,national origin, <br /> religion, creed, sex, gender, gender identity, gender expression,marital status, familial status, <br /> source of income, disability,political affiliation, veteran status, disabled veteran status. Any <br /> violation of this requirement is a breach of this Agreement and County may immediately <br /> terminate this Agreement without further obligation on the part of the County. This Section is <br /> not intended to limit and does not limit the definition of breach to discrimination. <br /> B. E-VERIFY, ISRAEL BOYCOTT,AND IRAN DIVESTMENT: By executing this <br /> Agreement Company affirms that Company, and any North Carolina Affiliates of Company, is <br /> and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General <br /> Statutes. By executing this Agreement Company certifies that Company, and any North <br /> Carolina Affiliates of Company,have not been identified, and have not utilized the services of <br /> any agent or subcontractor, on the list created by the North Carolina State Treasurer pursuant to <br /> Articles 6E and 6G of Chapter 147 of the North Carolina General Statutes. <br /> Revised 2023 Page 10 of 18 <br /> 4863-5202-3475.v5 <br />