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Rev. 07/2024 Governmental 4 of 8
<br />12.Survival of Promises: All promises, requirements, terms, conditions, provisions, representations, guarantees,
<br />and warranties contained herein shall survive the Contract expiration or termination date unless specifically
<br />provided otherwise herein, or unless superseded by applicable Federal or State statutes of limitation.
<br />13.Copyrights, Ownership and Licensing of Deliverables: All deliverable items produced pursuant to this Contract
<br />shall be the exclusive property of the Grantee, including all rights, title and interest in the deliverable items,
<br />whether they arise in intellectual property or otherwise.
<br />Notwithstanding the foregoing, the Grantee agrees to grant to the Agency, at no charge to the Agency, a non-
<br />exclusive, royalty-free, non-transferable, non-assignable license to use, publish, distribute, reproduce, and make
<br />derivative works from all deliverable items produced pursuant to this Contract throughout the world, an
<br />unlimited number of times, and in any and all media or format, now known or hereafter invented, for any use
<br />the Agency deems appropriate and in keeping with the intention of the grant, including, but not limited to,
<br />advertising and promotion.
<br />This license is not to be construed as a conveyance or surrender of copyright, trademark, or any other right or
<br />interest, based in intellectual property or otherwise, that is or may be vested in the Grantee’s ownership of the
<br />deliverable items.
<br />Furthermore, the Grantee warrants and represents that the Grantee is the sole owner of all rights, title and
<br />interest in all deliverable items produced pursuant to this Contract, including but not limited to, copyright,
<br />trademark and any other intellectual property rights, and that this Contract and the rights licensed herein do
<br />not violate any other party's rights or interests in intellectual property or otherwise.
<br />In addition, the Grantee agrees not to use the deliverable items in any manner that could be perceived as
<br />inflammatory, discriminatory, or violently or sexually suggestive, or to suggest speech on the part of the Agency
<br />or the State of North Carolina which would be unlawful by a government agency.
<br />14.Compliance with Laws: The Grantee shall comply with all laws, ordinances, codes, rules, regulations, and
<br />licensing requirements that are applicable to the conduct of its business, including those of Federal, State, and
<br />local agencies having jurisdiction and/or authority.
<br />15.Equal Employment Opportunity: The Grantee shall comply with all federal and state laws relating to equal
<br />employment opportunity. The Grantee shall take affirmative action in complying with all federal and state
<br />requirements concerning fair employment and employment of people with disabilities and concerning the
<br />treatment of all employees without regard to discrimination by reason of race, color, religion, sex, national
<br />origin, or disability. By signing this Agreement, the Grantee certifies its compliance with Title VI Civil Rights laws,
<br />and that it will cooperate in demonstrating compliance as may be required by the US Treasury. Further
<br />information on North Carolina’s duties may be found in Treasury’s implementing regulations, 31 CFR part 22,
<br />and the Department of Justice (DOJ) regulations, Coordination of Non-discrimination in Federally Assisted
<br />Programs, 28 CFR part 42, provide for the collection of data and information from recipients (see 28 CFR 42.406).
<br />16.Access to Persons and Records: The State Auditor shall have access to persons and records as a result of all
<br />contracts or grants entered into by State agencies or political subdivisions in accordance with N.C.G.S. 147-64.7.
<br />The Grantee shall retain all records for a period of five years following completion of the contract. Additionally,
<br />the Agency and the North Carolina Office of State Budget and Management shall have access to persons and
<br />records as a result of all contracts or grants entered into by State agencies or political subdivisions.
<br />Docusign Envelope ID: 58385E6A-CCB2-4965-9AFB-30E53E96EF0E
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