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enforce its rules, policies, regulations, ordinances, antl the terms of this
<br />Agreement by seeking an injunction to compel compliance with the terms of this
<br />Agreement. Zn the event that Developer or any user on the subject property
<br />violates the rules, policies, regulations or ordinances of Cabarrus County or
<br />violates the terms of this Agreement, Cabarrus County may, without seeking an
<br />injunction and after ten (10) days' notice to correct the violation, take such
<br />actions as shall be deemed appropriate under law until such conditions have
<br />been honored by the Developer. Cabarras Couttty shall be free from any liability
<br />arising out of the exercise of its rights under this paragraph.
<br />9.8 No Waiver. Failure of a party hereto to exercise a~y right hereunder
<br />shall not be deemed a waiver of any such right and shall not affect the right
<br />of such party to exercise at some future time said right or any other right it
<br />may have hereunder. No officer, o£ficial or age~t o£ Cabarrus County has the
<br />power to amend, modify or alter this Agreement or waive any of its conditions
<br />as to bind Cabarrus County by making any promise or representation not
<br />contained herein.
<br />9.9 Entire Agreement. This Agreement constitutes the entire agreement
<br />between the parties and supersedes all prioz agreements, whether oral or
<br />written, covering the same subject matter. This Agreement may not be modified
<br />or amended except in writing mutually aqreetl to and accepted by both parties to
<br />this Agreement.
<br />4.10 Attorneys Fees. Should any party hereto employ an attorney for the
<br />purpose of enforcing this Agreement, or any judgment based on this Agreement,
<br />for any reason or in any legal proceeding whatsoever, inc2uding insolvency,
<br />bankruptcy, arbitration, declaratory relief or other litigation, including
<br />appeals or rehearinqs, and whether or not an action has actually commenced,
<br />each party shall be responsible for their own attorneys' fees and all costs and
<br />expenses, unless any judgment or final order be issued in that proceeding,
<br />specifying otherwise.
<br />4.11 Notices. All notices hereunder shall be given in writing by certified
<br />mail, postage prepaid, at the following addresses:
<br />Cabarrus County, P,O. Box 707, Concord, North Carolina 28026-0707
<br />Developer: Crosswinds At Rocky River, LLC c/o Grace Development
<br />Corporation, LLC, 7719 Matthew-Mint Hill Road, Charlotte, North
<br />Carolina, 28227
<br />4.12 Applicable Law. This Aqreement is entered into under and pursuant to,
<br />and is to be construed and enforceable in accordance with, the laws of the
<br />State of North Carolina.
<br />9.13 Execution of Aqreement. This Agreement may be executed in multiple parts
<br />as oriqinals or by facsimile copies o£ exewted originals; provided, however,
<br />if executed and evidence of execution is made by facsimile copy, then an
<br />original shall be provided to the other party within seven (7) days of receipt
<br />of said facsimile copy.
<br />9.19 Hold Harmless. Developer agrees to and shall hold Cabarrus County, its,
<br />officers, agents, employees, consultants, special counsel and representatives
<br />harmless from liability: (1) for damages, just compensation, restitution
<br />judicial or equitable relief arising out of claims for petsonal injury,
<br />includinq health, and claims £or property damage which may arise from the
<br />direct or indirect operations of the Oeveloper or their contractors,
<br />subcontractors, agents, employees or other persons acting on their behalf which
<br />relates to the project; and (2) from any claim that damages, just compensation,
<br />restitution, judicial or equitable relief is due by reason of the terms of or
<br />effects arising from this Agreement. Developer agrees to pay all costs for the
<br />defense of Cabarrus County and its officers, agents, employees, consultants,
<br />special counsel and representatives regarding any action for damages, just
<br />compensation, restitution, judicial or equitable relief caused or alleged to
<br />have been caused by reason of Developer's actions in connection with the
<br />Project or any claims arising out of this Agreement. This hold harmless
<br />Agreement applies to all claims for damages, just compensation, restitution,
<br />judicial or equitable relie£ suffered or alleged to have been suffered by
<br />reason of the events referred to in this paragraph or due by reason of the
<br />terms of, or effects, arising from this Agreement regardless of whether or not
<br />the County prepared, svpplied or approved this Agreement, plans or
<br />specifications, or both, for the Project. The developer farther agrees to
<br />indemnify, hold harmless, and pay all costs for the defense of the Coanty,
<br />including fees and costs for special counsel to 6e selected by Cabarrus County,
<br />regarding any action by a third party challenging the validity of this
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