2005 NS Purchasing - Jeff Thompson through LEDAHF, Inc for Construction Services for Southern Orange Senior Center

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Southern Orange Senior Center Agreement: Orange County/LEDAHF 4 5. Costs and Expenses. Client shall reimburse the Project Manager for its direct costs incurred to only include reproduction expenses, presentation expenses, and mileage at the rate current being used by Orange County for employee mileage reimbursement (currently $0.40 per mile). Telephone expenses will be the responsibility of the Project Manager. All reimbursement expense reports must by approved by Orange County Staff. Orange County will provide office space and support when LEDAHF working in Orange County on the Project. All reimbursement requests will be combined and diluted with all other Project work contracted between the Client and LEDAHF (i.e. the Triangle Sportsplex and the Central Orange Senior Center Project). 6. Termination of Services. Client may terminate this Agreement if the Project Manager is in breach of its obligations contained in this Agreement. The Project Manager may terminate this Agreement if Client is in breach of its obligations contained in this Agreement. Orange County may terminate this Agreement at any time subject to Client's obligation to pay Project Manager for services rendered (to the date of termination) pursuant to this Agreement. 7. Independent Contractor. Each party is, and shall remain, an independent contractor with respect to all services performed under this Agreement. Nothing is intended or should be construed in any manner as creating or establishing the relationship of co-partners between the parties or as constituting either party as the agent, representative, or employee of the other for any purpose or in any manner whatsoever. Each party represents that it has or will secure at its own expense all personnel required in performing their respective services under this Agreement. Any and all personnel of either party or other persons engaged in the performance of any work or services under this Agreement shall have no contractual relationship with the other party, and shall not be considered an employee of any other party. Any and all claims that might arise under the Unemployment Compensation Act, the Workers' Compensation Act of the State of North Carolina, or any other applicable Federal or State law, rule, or regulation on behalf of said personnel, arising out of employment or alleged employment, including, without limitation, claims of discrimination against either party, its officers, agents, contractors, or employees shall in no way be the responsibility of the other party. To the extent permitted by law, each party shall defend, indemnify, and hold the other party, its officers, agents, and employees harmless from any and all such claims. Such personnel or other persons shall neither require nor be entitled to any compensation, rights, or benefits of any kind whatsoever from the other party, including, without limitation, tenure rights, medical and hospital care, sick and vacation leave, Workers' Compensation, Re-Employment Insurance, disability, severance pay, or PERA. (Jeff, PERA is a new term to me...what does the acronym stand for'?) 8. Notices. Any notice under this Agreement shall be effectively given upon deposit in the United States mail, postage prepaid, by facsimile, or by recognized overnight delivery service addressed as follows: Client: Orange County C/O Pam Jones, Director of Purchasing 129 East King Street PO Box 8181 Hillsborough, NC 27278 (919) 245-2652 (919) 644-3001 (fax)