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<br /> Manager will be entitled, as its sole remedy whether at law or in equity, to temporary and
<br /> permanent injunctive relief without the necessity of proving actual damage or immediate or
<br /> irreparable harm, or of the posting of a bond. Notwithstanding the foregoing, if a court of
<br /> competent jurisdiction shall determine any of the provisions of this section to be
<br /> unreasonable, Manager agrees to such provisions will be of no effect.
<br /> e. The Owner acknowledges the Confidential Information claim of Manager
<br /> contained in this section. If a public records request seeks Confidential Information the
<br /> Owner agrees, consistent with the public records law of North Carolina, to assert that claim.
<br /> The Owner and Manager acknowledge that the Owner is a local government and a political
<br /> subdivision of the State of North Carolina and as such is subject to the Public Records Laws
<br /> of the State of North Carolina. The Owner's agreement contained in this section to assert
<br /> this claim does not require the Owner to violate any such laws and does not require the
<br /> Owner to litigate and pay for the litigation of the right to withhold access to or copies of such
<br /> claimed Confidential Information. The Owner agrees to notify Manager of any such request
<br /> it receives under the Public Records Laws of North Carolina for access, copies, or use of
<br /> the Confidential Information and agrees that Manager may, at its election and expense,
<br /> direct its attorneys to defend the claim in the Owner's name provided Manager agrees in
<br /> writing, before undertaking such a defense, to indemnify and hold the Owner, its officials,
<br /> officers, and employees, harmless from any consequence of the defense. Nothing in this
<br /> section requires the Owner, its officials, officers, or employees, to subject itself and
<br /> themselves to criminal or civil liability and each may independently act in good faith to
<br /> protect itself and themselves from criminal and civil liability. The Manager is fully and solely
<br /> responsible for all money damages, litigation fees and costs, and legal fees and costs
<br /> resulting from the defense against producing Confidential Information. The Owner agrees,
<br /> in good faith, to take all reasonable steps to prevent the unauthorized access, use, or
<br /> transfer of the Confidential Information.
<br /> 13.25 Entire Agreement. This Agreement, including any specified attachments
<br /> or exhibits, constitutes the entire agreement between Owner and Manager with respect to
<br /> the management and operation of the Facility and supersedes and replaces any previous
<br /> management agreements entered into or negotiated between Owner and Manager relating
<br /> to the Facility covered by this Agreement. Except as otherwise provided herein, no change
<br /> to this Agreement shall be valid unless made by supplemental written agreement executed
<br /> and approved by Owner and Manager. Except as otherwise provided herein, any
<br /> amendments, additions, or deletions to this Agreement shall be null and void unless
<br /> approved by Owner and Manager in writing. Each party to this Agreement hereby
<br /> acknowledges and agrees that the other party has made no warranties, representations,
<br /> covenants, or agreements, express or implied, to such party, other than those expressly set
<br /> forth herein, and that each party, in entering into and executing this Agreement, has relied
<br /> upon no warranties, representations, covenants, or agreements, express or implied, to such
<br /> party, other than those expressly set forth herein.
<br /> IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
<br />
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