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d. Notices. Any Notice shall be in writing and shall be given by depositing the same <br />in the United States mail, post-paid and registered or certified, and addressed to the party to be <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 />i. 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 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 />Page 6 <br />