period of this agreement, either under the new policy or a combination of old and
<br />new policies.
<br />MFLC is responsible for its acts and the errors and omissions of its principals,
<br />agents, officers, directors, employees, licensees, and invitees or other third parties
<br />that enter MFLC premises. MFLC agrees to indemnify and hold harmless and
<br />defend the County from any act or omission of MFLC, its principals, agents,
<br />officers, directors, employees, licensees, and invitees or other third parties that
<br />enter MFLC premises, and MFLC agrees to indemnify the County from any and
<br />all losses, damages, costs and expenses (including reasonable attorney's fees)
<br />caused by or arising out of an act, omission, fault, negligence or other misconduct
<br />of MFLC, its principals, agents, officers, directors, employees, licensees, and
<br />invitees or other third parties that enter MFLC premises which occurs in
<br />connection with this agreement.
<br />F. This agreement may be terminated by either party:
<br />upon at least thirty (30) days notice by certified mail, with
<br />return receipt requested or by written notice delivered in person
<br />to, as to the County, Sharron Hinton, Orange County, P.O. Box
<br />8181, Hillsborough, North Carolina 27278, and as to MFLC,
<br />Jean McCauley, 317 S. Main, Burlington, North Carolina
<br />27215;
<br />2. at any time, for cause, in case of jeopardy to the Client or other
<br />failure to comply with the requirements of this agreement,
<br />upon notice to MFLC as provided here (the cause shall be
<br />documented in writing to MFLC detailing the grounds for
<br />termination);
<br />by mutual consent of both parties, in writing. In the event of
<br />termination in part, the parties shall continue the performance
<br />of this agreement to the extent not terminated. After receipt of
<br />a notice of termination and except as otherwise directed by the
<br />County, MFLC shall cease work under this agreement on the
<br />date, and to the extent specified in the notice of termination.
<br />The County shall pay MFLC the agreed upon amount for the
<br />delivery of services under the terms of this agreement up to the
<br />effective date of termination. Payment shall not be made for
<br />property or supplies purchased after the notice of termination is
<br />received.
<br />G. This agreement is not intended and shall not be construed to create
<br />the relationship of agent, servant, employee, partnership or joint venture between
<br />OCAS and the County, but rather is an agreement between independent
<br />contractors. OCAS is not an employee or agent of the County for any purpose
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