AG 2010 08 16 - Laserfiche WebLink

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G. Strict Compliance. The County may at any time insist upon strict compliance with these terms and conditions notwithstanding any previous course of dealing or course of performance between the parties to the contrary. H. Bankruptcy. If any bankruptcy or insolvency proceedings are commenced against EDC and are not dismissed within sixty (60) days after service of such proceeding on EDC, or if EDC shall file a petition in bankruptcy or for reorganization or to effect a plan or other arrangement with creditors, or be adjudicated bankrupt or make an assignment for the benefit of creditors, or be dissolved or liquidated, or shall admit in writing its inability to pay its debts generally as they become due, or a receiver, trustee or liquidator of EDC or of all or substantially all of the property of EDC is appointed in any proceeding brought by EDC, or if any such receiver, trustee, or liquidator is appointed in any proceeding against EDC, and any such receiver, trustee or liquidator is not discharged within sixty (60) days after service of such appointment on EDC, this agreement, at the sole option of County, shall be null and void. Severability. In the event that any provision herein shall be deemed invalid or unenforceable, the other provisions hereof shall remain in full force and effect, and binding upon the parties hereto. J. Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating responsibility or liability between the County and the EDC shall survive the completion of the services and the termination of this Agreement. K. Governing Law. This Agreement shall be governed in all respects by the laws of the State of North Carolina. All suits at law or in equity for any breach of the agreement or for default in payment shall be instituted and maintained in any court of competent jurisdiction in Cabarrus County, North Carolina. L. Assignment. No assignment of this Agreement or any of the rights, benefits and /or duties under this Agreement is permitted except by the written Agreement approved by both the Cabarrus County Board of Commissioners and the Board of Directors of the EDC. M. Entire Agreement. This Agreement represents the entire understanding and agreement between the parties hereto relating to the services, except modifications and clarifications noted in the Attachment, and supersedes any and all prior agreements whether written or oral that may exist between the parties regarding it. This Agreement shall not be assigned by either the EDC or the County without the other's permission. Attachment number 1 F_2 Page 44