2013-082 DSS - IFC Emergency Solutions Grant Program Award Grant #2012-016 Signed Contract

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Contract#68-5000 Inter-Faith Council for Social Service,Inc. ATTACHMENT A GENERAL TERMS AND CONDITIONS Orange County Department of Social Services Relationships of the Parties respective successors. It is expressly understood and agreed that the enforcement of the terms and Independent Contractor: The Contractor is and conditions of this contract, and all rights of action shall be deemed to be an independent contractor in the relating to such enforcement,shall be strictly reserved performance of this contract and as such shall be to the County and the named Contractor. Nothing wholly responsible for the work to be performed and contained in this document shall give or allow any for the supervision of its employees. The Contractor claim or right of action whatsoever by any other third represents that it has, or shall secure at its own person. It is the express intention of the County and expense, all personnel required in performing the Contractor that any such person or entity, other than services under this agreement. Such employees shall the County or the Contractor, receiving services or not be employees of, or have any individual benefits under this contract shall be deemed an contractual relationship with the County. incidental beneficiary only. Subcontracting: The Contractor shall not subcontract any of the work contemplated under this Indemnity and Insurance contract without prior written approval from the County. Any approved subcontract shall be subject to Indemnification: The Contractor agrees to all conditions of this contract.Only the subcontractors indemnify and hold harmless the County and any of specified in the contract documents are to be their officers,agents and employees,from any claims considered approved upon award of the contract. The of third parties arising out or any act or omission of County shall not be obligated to pay for any work the Contractor in connection with the performance of performed by any unapproved subcontractor. The this contract. Contractor shall be responsible for the performance of all of its subcontractors. Insurance: During the term of the contract, the Contractor at its sole cost and expense shall provide Assignment: No assignment of the Contractor's commercial insurance of such type and with such obligations or the Contractor's right to receive terms and limits as may be reasonably associated with payment hereunder shall be permitted.However,upon the contract. As a minimum, the Contractor shall written request approved by the issuing purchasing provide and maintain the following coverage and authority,the County may: limits: (a) Forward the Contractor's payment check(s) (a) Worker's Compensation - The contractor directly to any person or entity designated by shall provide and maintain Worker's the Contractor, or Compensation Insurance as required by the (b) Include any person or entity designated by laws ofNorth Carolina,as well as employer's Contractor as ajoint payee on the Contractor's liability coverage with minimum limits of payment check(s). $500,000.00, covering all of Contractor's In no event shall such approval and action obligate the employees who are engaged in any work County to anyone other than the Contractor and the under the contract. If any work is sublet,the Contractor shall remain responsible for fulfillment of Contractor shall require the subcontractor to all contract obligations. provide the same coverage for any of his employees engaged in any work under the Beneficiaries: Except as herein specifically provided contract. otherwise, this contract shall inure to the benefit of (b) Commercial General Liability - General and be binding upon the parties hereto and their Liability Coverage on a Comprehensive Broad General Terms and Conditions—(06/04) Page I of 5