Orange County NC Website
6. Indemnity. UNCH agrees to defend, indemnify and hold harmless the County <br /> from all loss, liability, claims or expense, including attorney's fees, arising out of <br /> or related to the Agreement and arising from bodily injury including death or <br /> property damage to any person or persons caused in whole or in part by the <br /> negligence or misconduct of the UNCH except to the extent same are caused by <br /> the negligence or willful misconduct of the County. It is the intent of this <br /> provision to require the UNCH to indemnify the County to the fullest extent <br /> permitted under North Carolina law. <br /> 7. Amendments or Modification. This Agreement shall not be altered, amended or <br /> modified, except by an agreement in writing executed by the duly authorized <br /> officials of both parties. <br /> 8. Subcontract or Assignment. The County shall not sub-contract out any of the <br /> services provided for in this Agreement or make any assignment of this <br /> Agreement (including rights to payments) without the prior written consent of the <br /> UNCH. <br /> 9. Relationship of the Parties. The County is an independent contractor. Neither the <br /> County nor any employee of the County shall be deemed to be an officer, <br /> employee or agent of UNCH. OCDSS personnel shall not be employees of, or <br /> have any contractual relationship with the UNCH. <br /> 10. Intent to be Bound. The parties have read this Agreement, including the Business <br /> Associates Agreement attached, and agree to be bound by all of its terms, and <br /> further agree that the documents constitute the complete and exclusive statement <br /> of the Agreement between the parties. <br /> 16. Entire Understanding. The Agreement contains the entire understanding of the <br /> parties and shall not be altered, amended or modified, except by an agreement in <br /> writing executed by the duly authorized officials of both parties. <br /> 17. Governing Law. The laws of North Carolina shall govern the validity and <br /> interpretation of the provisions, terms and conditions of this Agreement. <br /> 18. Notices. Any notice required by this Agreement shall be in writing and delivered <br /> by certified or registered mail, return receipt requested to the following: <br /> Orange County Department of Social Services UNCH <br /> Attention: Director Contact Person <br /> P.O. Box 8181 Address <br /> Hillsborough,NC 27278 <br />