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Docusign Envelope ID : 177AA06A-30B442FF-A85A-78B5A7C51 DBE <br /> subsequent defaults . Every right and remedy given by this Agreement to the parties may be <br /> exercised from "time to time " and as often as may be deemed expedient by those parties . <br /> 13 . 12 Applicable Law . This Agreement and its execution , interpretation , and <br /> performance shall in all respects be controlled and governed by the laws of the State of <br /> North Carolina . Any civil action or legal proceeding arising out of or relating to this <br /> Agreement shall be brought in the General Court of Justice sitting in Orange County , North <br /> Carolina . Each party consents to the sole and proper jurisdiction of such court in any such <br /> civil action or legal proceeding and waives any objection to the laying of venue of any such <br /> civil action or legal proceeding in such court . Binding arbitration may not be initiated by <br /> either party , however , the parties may agree to nonbinding mediation of any dispute prior to <br /> the bringing of a suit or action . <br /> 13 . 13 Acknowledgement . The parties hereto acknowledge that they have been <br /> provided with a copy of this Agreement for review prior to signing it , that they have been <br /> given the opportunity to review it prior to signing it , that they have been given the opportunity <br /> to have this Agreement reviewed by their attorney prior to signing it , and that they understand <br /> the purposes and effect of this Agreement . <br /> 13 . 14 Severability . If any provision or provisions of this Agreement shall be held <br /> to be invalid or unenforceable , such invalidity or unenforceability shall not affect any other <br /> provisions of this Agreement , and this Agreement shall be construed and enforced as if <br /> such provision or provisions had not been included . <br /> 13 . 15 Intellectual Property . Owner acknowledges that Manager has certain <br /> intellectual property , trade secrets , and proprietary business techniques ( " Intellectual <br /> Property" ) that it will use on behalf of Owner to meet its obligations under this Agreement . <br /> Owner acknowledges that it obtains no ownership rights whatsoever in any Intellectual <br /> Property of Manager existing prior to the Effective Date and , upon termination of this <br /> Agreement , Manager shall retain all rights to such Intellectual Property and remove such <br /> Intellectual Property from the Facility and its operations . For purposes of this Agreement , <br /> the term Intellectual Property shall include , without limitation , analytical tools and <br /> documented procedures for forecasting , performance tracking , operational and marketing <br /> systems that are unique to Manager's approach , staff training programs , program curriculum <br /> and agendas , rights to certain discounts or programs that Manager has negotiated for <br /> Manager-operated facilities , and other intellectual property which Manager has previously <br /> introduced to the Facility and of which Manager is an author . The term Intellectual Property <br /> also includes anything Manager makes , creates , or has made or created that is Facility- <br /> specific including and not limited to photos , drawings , plans , specifications , and media the <br /> ownership of all of which shall be and remain with Owner upon any termination of expiration <br /> of this Agreement . <br /> 13 . 16 Youth Sports . All Orange County recreation facilities are operated <br /> primarily to benefit Orange County residents at reasonable and affordable costs . Manager <br /> may offer adult sports leagues and teams at the Facility . Additionally , the Manager shall <br /> offer non -travel house/recreational level youth sports teams , leagues , matches , and access <br />