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10 <br />UNC SOM #18-1751.t031 <br /> <br />c. Additional Provisions <br /> <br />a. Limitation and Assignment. The County and the Provider each bind themselves, their <br />successors, assigns and legal representatives to the terms of this Agreement. Neither the <br />County nor the Provider shall assign or transfer its interest in this Agreement without <br />the written consent of the other <br /> <br />b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights <br />of respective parties hereunder shall be governed by the laws of the State of North <br />Carolina. By executing this Agreement Provider affirms that Provider and any <br />subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter <br />64 of the North Carolina General Statutes. By executing this Agreement Provider <br />certifies that Provider has not been identified, and has not utilized the services of any <br />agent or subcontractor identified, on the list created by the State Treasurer pursuant to <br />b. G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not <br />been identified, and has not utilized the services of any agent or subcontractor <br />identified, on the list created by the State Treasurer pursuant to G.S. 147-86.81. <br /> <br />c. Anti-Discrimination. Provider shall at all times remain in compliance with all applicable <br />local, state and federal laws, rules and regulations including but not limited to all state <br />and federal anti-discrimination laws, policies, rules, and regulations. Any violation of this <br />requirement is a breach of this Agreement and County may immediately terminate this <br />Agreement without further obligation on the part of the County. This paragraph is not <br />intended to limit and does not limit the definition of breach to discrimination. <br /> <br />d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with <br />respect to any provision of, or the performance or non-performance of, this Agreement <br />shall be brought in the General Court of Justice of North Carolina sitting in Orange <br />County, North Carolina. It is agreed by the parties that no other court shall have <br />jurisdiction or venue with respect to such suits or actions. The parties may agree to <br />nonbinding mediation of any dispute prior to the bringing of such suit or action. <br /> <br />e. Entire Agreement. This Agreement represents the entire and integrated agreement <br />between the County and the Provider and supersedes all prior negotiations, <br />representations or agreements, either written or oral. This Agreement may be amended <br />only by written instrument signed by both parties. <br /> <br />f. Nondiscrimination. OCHD hereby agrees with the Provider that, in their educational <br />and/or employment practices, OCHD and the Provider will comply with such state and <br />federal non-discrimination laws as may be applicable to it in the performance of this <br />Agreement. <br /> <br />g. Conduct of Service. The Provider shall abide by pertinent rules and regulations of OCHD, <br />Orange County, and the North Carolina Department of Health and Human Services in the <br />conduct of service, provided such rules and regulations are provided to the Provider in <br />advance. <br /> <br />Docusign Envelope ID: 2A8CB1FE-65D1-4990-B026-DD79D59E34FF