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DRAFT <br />6 <br />notified, with return- receipt requested, or by delivering the same in person to an officer or <br />principal of such party. Notice deposited in the mail in the manner here in above described shall <br />be effective upon mailing. For purposes of Notice, the addresses of the parties shall, unless <br />changed as hereinafter provided, be as follows: <br />To the County: Orange County <br />c/o Housing and Community Development <br />Department <br />P.O. Box 8181 <br />Hillsborough, NC 27278 <br />ATTN: Director <br />ii. To EmPOWERment: EmPOWERment, Inc. <br />705 -A Rosemary Street <br />Carrboro, NC 27510 <br />ATTN: Executive Director <br />Either the County or EmPOWERment may change the person or address to which any future <br />Notice shall be given as herein provided. <br />e. No Assignment. No transfer or assignment of EmPOWERment interest in this <br />Agreement shall occur without the prior written consent of the County. <br />f. Binding Effect. This Agreement shall be binding upon and shall inure to the <br />benefit of the parties hereto and their respective successors and assigns. <br />g. Indemnification. To the extent legally possible, EmPOWERment shall indemnify <br />and hold County, its officers, agents, and employees, harmless from and against any and all <br />claims, actions, liabilities, costs, including attorney fees and other costs of defense, arising out of <br />or in any way related to any act or failure to act by EmPOWERment and EmPOWERment's <br />employees, agents, officers, and contractors in connection with this contract. In the event any <br />such action or claim is brought against County, EmPOWERment shall, upon County's tender, <br />defend the same at EmPOWERment's sole cost and expense, promptly satisfy any judgment <br />adverse to County or to County and EmPOWERment, jointly, and reimburse County for any <br />loss, cost, damage, or expense, including attorney fees suffered or incurred by County. <br />h. Subcontracting. EmPOWERment shall not subcontract work under this contract, <br />in whole or in part, without County's prior written approval. EmPOWERment shall require any <br />approved subcontractor to agree, as to the portion subcontracted, to comply with all applicable <br />federal, state, and local laws, rules, ordinances, and regulations at all times and in the <br />performance of the work and to comply with all obligations of EmPOWERment specified in this <br />contract. Notwithstanding County's approval of a subcontractor, EmPOWERment shall remain <br />obligated for full performance of this contract and County shall incur no obligation to any <br />subcontractor EmPOWERment shall indemnify, defend, and hold County harmless from all <br />claims of its contractors. <br />31 <br />