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DRAFT <br /> 6 <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 EmPOWERment: EmPOWERment, Inc. <br /> 705-A Rosemary Street <br /> Carrboro, NC 27510 <br /> ATTN: Executive Director <br /> Either the County or EmPOWERment may change the person or address to which any future <br /> Notice shall be given as herein provided. <br /> e. No Assignment. No transfer or assignment of EmPOWERment interest in this <br /> Agreement shall occur without the prior written consent of the County. <br /> f, Binding Effect. This Agreement shall be binding upon and shall inure to the <br /> benefit of the parties hereto and their respective successors and assigns. <br /> 9- Indemnification.To the extent legally possible, EmPOWERment shall indemnify <br /> and hold County, its officers, agents, and employees, harmless from and against any and all <br /> claims, actions, liabilities, costs, including attorney fees and other costs of defense, arising out of <br /> or in any way related to any act or failure to act by EmPOWERment and EmPOWERmenfs <br /> employees, agents, officers, and contractors in connection with this contract. In the event any <br /> such action or claim is brought against County, EmPOWERment shall, upon County's tender, <br /> defend the same at EmPOWERmenf s sole cost and expense, promptly satisfy any judgment <br /> adverse to County or to County and EmPOWERment, jointly, and reimburse County for any <br /> loss, cost, damage,or expense,including attorney fees suffered or incurred by County. <br /> h. Subcontracting. EmPOWERment shall not subcontract work under this contract, <br /> in whole or in part,without County's prior written approval. EmPOWERment 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 obligations of EmPOWERment specified in this <br /> contract. Notwithstanding County's approval of a subcontractor, EmPOWERment shall remain <br /> obligated for full performance of this contract and County shall incur no obligation to any <br /> subcontractor EmPOWERment shall indemnify, defend, and hold County harmless from all <br /> claims of its contractors. <br /> 6 <br />