Minutes - 3-17-14 Reg. Meeting - Laserfiche WebLink

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BK:00026 PG - 0384 the County, each annual payment shall be made by Duke Energy to the County during the month of January. The Parties acknowledge and agree that the foregoing compensation covers on- going, routine costs that are associated with the County's provision of offsite assistance and does not cover expenditures for the procurement of capital items (each, a "Capital Procurement "). In the event that the County believes a Capital Procurement needs to be made and such Capital Procurement should be paid for by Duke Energy, the County shall provide written notice of such fact, which shall include a description of, and justification for, such Capital Procurement, as well as the estimated cost of such Capital Procurement. If the Duke Energy agrees with the County, Duke Energy shall, at its election, (i) make the Capital Procurement for the County or (ii) have the County make the Capital Procurement and reimburse the County for the actual and documented expenses incurred by the County with respect to such Capital Procurement. If Duke Energy does not agree with the County, the Parties shall use commercially reasonable efforts to resolve the matter; provided however that, if the Parties are unable to resolve the matter despite the use of commercially reasonable efforts, such failure shall in no way be construed to terminate the County's obligation to provide offsite assistance as provided for in this MOU. 3. Term This MOU shall be effective as of the Effective Date and shall remain in effect for three (3) years; provided, however that this MOU may be terminated by either Party upon at least six (6) months written notice to the other Party. This MOU should be reviewed by the Parties annually to verify that the County remains capable of providing assistance to support the Nuclear Plant's Emergency Plan. 4. Entire MOU This MOU, including Exhibit A, constitutes the entire agreement between the Parties and supersedes, terminates and replaces all prior oral or written agreements between the Parties with respect to the subject matter hereof. 5. Severability If any provision of this MOU is found to be invalid, illegal or unenforceable then, notwithstanding such invalidity, illegality or unenforceability, this MOU shall remain in full force and effect and there shall be substituted for such illegal or unenforceable provision a like but legal and enforceable provision which most nearly implements the intention of the Parties. If a like but legal and enforceable provision cannot be substituted under the laws of a particular jurisdiction, then the illegal or unenforceable provision shall be deemed to be deleted and the remaining provisions shall continue in full force and effect. 6. Counterparts This MOU may be executed in any number of counterparts, each of which will be deemed an original, but all of which taken together shall constitute one single agreement between the Parties. [Signature page follows]