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executing this Agreement Provider affirms that Provider and any subcontractors of <br /> Provider are and shall remain in compliance with Article 2 of Chapter 64 of the North <br /> Carolina General Statutes . By executing this Agreement Provider certifies that Provider <br /> has not 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 . 58 . By <br /> executing this Agreement Provider certifies that Provider has not been identified, and has <br /> not utilized the services of any agent or subcontractor identified, on the list created by the <br /> State Treasurer pursuant to G. S . 147 - 86 . 81 . (Rev. 5 -6 -25 ) <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 . Binding arbitration may not be <br /> initiated by either Party, however, the Parties may agree to nonbinding mediation of any <br /> dispute prior to the bringing of a suit or action . <br /> e . Entire Agreement. This Agreement, together with the RFP and its attachments and the <br /> Proposal and its attachments, represents the entire and integrated agreement between the <br /> County and the Provider and supersedes all prior negotiations , representations or <br /> agreements , either written or oral . This Agreement may be amended only by written <br /> instrument signed by both parties . Modifications may be evidenced by facsimile <br /> signatures . <br /> f. Severability . If any provision of this Agreement is held as a matter of law to be <br /> unenforceable, the remainder of this Agreement shall be valid and binding upon the <br /> Parties . <br /> g. Ownership of Work Product. Should Provider ' s performance of this Agreement generate <br /> documents , items or things that are specific to this Project such documents , items or things <br /> shall become the property of the County and may be used on any other project without <br /> additional compensation to the Provider. The use of the documents , items or things by the <br /> County or by any person or entity for any purpose other than the Project as set forth in this <br /> Agreement shall be at the full risk of the County. <br /> h . Non-Appropriation and Government Action . Provider acknowledges that County is a <br /> governmental entity, and the validity of this Agreement is based upon the availability of <br /> public funding under the authority of its statutory mandate . <br /> In the event that public funds are unavailable or not appropriated for the performance of <br /> County ' s obligations under this Agreement, then this Agreement shall automatically <br /> expire without penalty to County immediately upon written notice to Provider of the <br /> unavailability or non-appropriation of public funds . It is expressly agreed that County shall <br /> not activate this non-appropriation provision for its convenience or to circumvent the <br /> requirements of this Agreement . <br /> In the event of a change in the County ' s statutory authority, mandate or mandated <br /> functions, by state or federal legislative or regulatory action, which adversely affects <br /> County ' s authority to continue its obligations under this Agreement, then this Agreement <br /> Revised O1 / 24 7 <br />