2011-311 Aging - CNC Access for in-home health services

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Contract#68-2012 CNC/Access,Inc.d/b/a ResCare HomeCare ATTACHMENT A GENERAL TERMS AND CONDITIONS Orange County Department of Social Services Relationships of the Parties the County or the Contractor,receiving services or benefits under this contract shall be deemed an incidental Independent Contractor: The Contractor is and shall be beneficiary only. deemed to be an independent contractor in the performance of this contract and as such shall be wholly responsible for the work to be performed and for the supervision of its Indemnity and Insurance employees The Contractor represents that it has,or shall secure at its own expense, all personnel required in Indemnification: The Contractor agrees to indemnify and performing the services under this agreement. Such hold harmless the County and any of their officers,agents employees shall not be employees of, or have any and employees,from any claims of third parties arising out individual contractual relationship with the County. or any act or omission of the Contractor in connection with the performance of this contract. Subcontracting: The Contractor shall not subcontract any of the work contemplated under this contract without prior Insurance: During the term of the contract,the Contractor written approval from the County. Any approved at its sole cost and expense shall provide commercial subcontract shall be subject to all conditions of this insurance of such type and with such terms and limits as contract.Only the subcontractors specified in the contract may be reasonably associated with the contract. As a documents are to be considered approved upon award of minimum, the Contractor shall provide and maintain the the contract. The County shall not be obligated to pay for following coverage and limits: any work performed by any unapproved subcontractor. (a) Worker's Compensation -The contractor shall The Contractor shall be responsible for the performance of provide and maintain Worker's Compensation all of its subcontractors. Insurance as required by the laws of North Carolina,as well as employer's liability coverage Assignment: No assignment of the Contractor's with minimum limits of$500,000.00,covering all obligations or the Contractor's right to receive payment of Contractor's employees who are engaged in any hereunder shall be permitted. However, upon written work under the contract. If any work is sublet,the request approved by the issuing purchasing authority,the Contractor shall require the subcontractor to County may: provide the same coverage for any of his (a) Forward the Contractor's payment check(s) employees engaged in any work under the directly to any person or entity designated by the contract. Contractor,or (b) Commercial General Liability - General (b) Include any person or entity designated by Liability Coverage on a Comprehensive Broad Contractor as a joint payee on the Contractor's Form on an occurrence basis in the minimum payment check(s). amount of$1,000,000.00 Combined Single Limit. In no event shall such approval and action obligate the (Defense cost shall be in excess of the limit of County to anyone other than the Contractor and the liability.) Contractor shall remain responsible for fulfillment of all (c) Automobile-Automobile Liability Insurance,to contract obligations. include liability coverage, covering all owned, hired and non-owned vehicles used in Beneficiaries: Except as herein specifically provided performance of the contract. The minimum otherwise,this contract shall inure to the benefit of and be combined single limit shall be$500,000.00 bodily binding upon the parries hereto and their respective injury and property damage; $500,000.00 successors. It is expressly understood and agreed that the uninsured/under insured motorist;and$25,000.00 enforcement of the terms and conditions of this contract, medical payment. The Contractor shall provide and all rights of action relating to such enforcement,shall this insurance for all automobiles that are: be strictly reserved to the County and the named a. owned by the Contractor and used in the Contractor.Nothing contained in this document shall give performance of this contract; or allow any claim or right of action whatsoever by any b. hired by the Contractor and used in the other third person.It is the express intention of the County performance of this contract;and and Contractor that any such person or entity, other than General Terms and Conditions—(07/10) Page 1 of 5