2011 - 04-18-2011 Reg. Meeting - Laserfiche WebLink

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Bn l c_ GENERAL PROVISIONS 1. AUTHORITY TO CONTRACT The COUNTY'S authority to contract for the service herein is authorized by North Carolina General Statute 105 -299. 2. INVOICES All invoices shall be submitted by TMA to the COUNTY TAX ASSESSOR with sufficient detail. 3. CANCELLATION This Agreement shall become effective from the date entered above and shall remain in effect for twenty -four (24) months unless otherwise extended by a written addendum signed by both parties for a period of an additional year. 4. COLLATERAL ASSIGNMENT The COUNTY acknowledges and agrees that payment due TAX MANAGEMENT ASSOCIATES, INC. under this Agreement and all other agreements with the government authority (the "Agreement ") have been collaterally assigned to Branch Banking and Trust Company (a North Carolina banking corporation, whose address is 6869 Fairview Road, Charlotte, North Carolina 28210- 3384). All payments due TAX MANAGEMENT ASSOCIATES, INC. under this the Agreement will be sent, UPON REQUEST to the Bank at that address pursuant to a financing and cash management arrangement. The Bank is authorized to receive information relating to this Agreement and payments due under the Agreement and all amendments or modifications to the Agreement from LEE COUNTY (the government authority). The Bank is authorized to rely upon the terms of the Agreement. The government authority agrees to give notice to the Bank thirty (30) days prior to termination of this Agreement. 5. INDEMNIFICATION To the fullest extent permitted by laws and regulations, TMA shall indemnify and hold harmless the COUNTY and its officials, agents, and employees from and against all claims, damages, losses and expenses, direct, indirect or consequential (including, but not limited to, fees and charges of engineers or architects, attorneys and other professionals and costs related to court action or arbitration) arising out of or resulting from the performance of this contract or the actions of TMA or its officials, employees, or contractors under this Contract or under the Contracts entered into by TMA in connection with this contract. This indemnification shall survive the termination of this Agreement.- 6. NON- DISCRIlVIINATION TMA shall not discriminate against any person on the grounds of race, color, national origin, sex, age or disability in the administration of this contract. Nor shall any person be excluded from participation in, or be denied the benefits of this contract on the grounds of race, color, national origin, sex, age or disability. 7. LAW CONTROLLING The laws of the state of North Carolina shall control and govern this contract. S. NON - ASSIGNMENT This Agreement is not assignable by either party, by operation of law or otherwise. 9. MODIFICATION This contract may be modified only by a written agreement executed by both parties hereto. 10 ENTIRE AGREEMENT This contract constitutes the entire agreement of the parties and no other agreement or modification to this contract, expressed or implied, shall be binding on either party unless same shall be in writing and signed by both parties. This Agreement may not be orally modified. Any modifications must be in writing, expressly titled a modification or addendum to this contract, attached to this contract, and signed by both parties.