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<br />8 `' <br />ii. To The Town: Town of Chapel Hill <br />Department of Housing <br />317 Caldwell Street <br />Chapel Hill, NC 27516 <br />ATTN: Executive Director <br />Either the County or the Town may change the person or address to which any future Notice shall <br />be given as herein provided. <br />e. No Assignment. No transfer or assignment of the interest of the Town in this <br />Agreement shall occur without the prior written consent of the County; neither may the Town <br />assign. this Agreement without the prior written consent of County. <br />f. Conflict of Interest. The Town agrees to abide by the provisions of 24 CFR <br />570.611 with respect to conflicts of interest, and covenants that it presently has no financial <br />interest and shall acquire any financial interest, direct or indirect, that would conflict in any <br />manner or degree with the performance of services required under this Agreement. The Town <br />further covenants that in performance of this Agreement no person having such a financial <br />interest shall be employed or retained by the Town hereunder. These conflicts of interest <br />provisions apply to any person who is an employee, agent, consultant, or elected official or <br />appointed official of the County, or any designated public agencies or subrecipients that are <br />receiving funds under the HOME Investment Partnership Program. <br />g. Binding Effect. This Agreement shall be binding upon and shall inure to the <br />benefit of the parties hereto and there respective successors and assigns. <br />h Indemnification. To the extent legally possible, the Town shall indemnify and <br />hold County, its officers, agents, and employees, harmless from and against any and all claims, <br />actions, liabilities, costs, including attorney fees and other costs of defense, arising out of or in <br />any way related to any act or failure to act by the Town, its employees, agents, officers, and <br />contractors in connection with this contract. In the event any such action or claim is brought <br />against County, the Town shall, upon County's tender, defend the same at the Town's sole cost <br />and expense, promptly satisfy any judgment adverse to County or to County and the Town <br />jointly, and reimburse County for any loss, cost, damage, or expense, including attorney fees <br />suffered or incurred by County. <br />i. Subcontracting. The Town shall not subcontract work under this contract, in <br />whole or in part, without the County's prior written approval. The Town 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 applicable obligations of the Town specified in <br />this contract. Notwithstanding County's approval of a subcontractor, the Town shall remain <br />obligated for full performance of this contract and County shall incur no obligation to any <br />subcontractor the Town shall to the extent permitted by law, indemnify, defend, and hold County <br />harmless from all claims of its contractors. <br />