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11. Bankruptcy If any bankruptcy or insolvency proceedings are commenced against Contractor and
<br />are not dismissed within sixty (60) days after service of such proceeding on Contractor, or if Contractor shall file a
<br />petition in bankruptcy or for reorganization or to effect a plan or other arrangement with creditors, or be
<br />adjudicated bankrupt or make an assignment for the benefit of creditors, or be dissolved or liquidated, or shall
<br />admit in writing its inability to pay its debts generally as they become due, or a receiver, trustee or liquidator of
<br />Contractor or if all or substantially all of the property of Contractor is appointed in any proceeding brought by
<br />Contractor, or if any such receiver, trustee, or liquidator is appointed in any proceeding against Contractor, and any
<br />such receiver, trustee or liquidator is not discharged within sixty (60) days after service of such appointment on
<br />Contractor, this Contract at the sole option of County, shall be null and void.
<br />12. Miscellaneous
<br />(a) Choice of Law or Forum. This Contract shall be deemed made in Cabarrus County, North
<br />Carolina. This Contract shall be governed by and construed in accordance with the laws of North Carolina. The
<br />exclusive forum and venue for all actions arising out of this Contact shall be the appropriate division of the North
<br />Carolina General Court of Justice in Cabarrus County. Such actions shall neither be commenced in nor removed to
<br />federal court.
<br />(b) Waiver No action or failure to act by the County shall constitute a waiver of any of its
<br />rights or remedies that arise out of this Contract, nor shall such action or failure to act constitute approval of or
<br />acquiescence in a breach of this Contract, except as may be specifically agreed in writing.
<br />(c) Performance of Government Functions Nothing contained in this Contract shall be
<br />deemed or construed so as to in any way estop, limit, or impair the County from exercising or performing any
<br />regulatory, policing, legislative, governmental, or other powers of functions.
<br />(d) Severability If any provision of this Contract shall be unenforceable, the remainder of this
<br />Contract shall be enforceable to the extent permitted by law.
<br />(e) Assignment, Successors and Assigns Without the Countl's written consent, the
<br />Contractor shall not assign (which includes to delegate) any of its rights (including the right to payment) or duties
<br />that arise out of this Contract. Unless the County otherwise agrees in writing, the Contractor and all assigns shall be
<br />subject to all of the County's defenses and shall be liable for all of the Contractor's duties that arise from this
<br />Contract and all of the County's claims that arise from this Contract. Without granting the Contractor the right to
<br />assign, it is agreed that the duties of the Contractor that arise from this Contract shall be binding upon it and its
<br />heirs, personal representatives, successors, and assigns.
<br />(f) Compliance with Law In performing all of the Services, the Contractor shall comply
<br />with all applicable law.
<br />follows:
<br />(g) EEO Provisions During the performance of this Contract the Contractor agrees as
<br />(1) The Contractor shall not discriminate against any employee or applicant for employment because of race,
<br />color, religion, sex, national origin, political affiliation or belief, age, or handicap. The Contractor shall take
<br />affirmative action to insure that applicants are employed and that employees are treated equally during employment,
<br />without regard to race, color, religion, sex, national origin, political affiliation or belief, age, or handicap. The
<br />Contractor shall post in conspicuous places available to employees and applicants for employment, notices setting
<br />forth these EEO provisions. (2) The Contractor in all solicitations or advertisements for employees placed by or on
<br />behalf of the Contractor, shall state qualified applicants will receive consideration for employment without regard to
<br />race, color, religion, sex, national origin, political affiliation or belief, age or handicap.
<br />3
<br />Attachment number 3
<br />F -5 Page 113
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