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7. Responsibilities of the County <br /> a. Cooperation and Coordination. The County has designated (Colleen Bridger) to act as <br /> the County's representative with respect to the Project and shall have the authority to <br /> render decisions within guidelines established by the County Manager and/or the County <br /> Board of Commissioners and shall be available during working hours as often as may be <br /> reasonably required to render decisions and to furnish information. <br /> 8. Insurance <br /> a. General Requirements. Provider shall obtain, at its sole expense, Commercial General <br /> Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, <br /> Professional Liability Insurance, and any additional insurance as may be required by <br /> Owner's Risk Manager as such insurance requirements are described in the Orange <br /> County Risk Transfer Policy and Orange County Minimum Insurance Coverage <br /> Requirements (each document is incorporated herein by reference and may be viewed at <br /> h ://oran ecountync goy/purchasing/contracts asp). If Owner's Risk Manager <br /> determines additional insurance coverage is required such additional insurance shall <br /> consist of (if no additional insurance required mark N/A as being not applicable). <br /> Provider shall not commence work until such insurance is in effect and certification <br /> thereof has been received by the Owner's Risk Manager. <br /> 9. Indemnity <br /> a. Indemnity. The Parties agree to defend, indemnify and hold harmless each other from all <br /> loss, liability, claims or expense, including attorney's fees, arising out of or related to the <br /> Project and arising from bodily injury including death or property damage to any person <br /> or persons caused in whole or in part by the negligence or misconduct of that Party, or <br /> their employee, except to the extent same are caused by the negligence or willful <br /> misconduct of the other Party. It is the intent of this provision to require the Parties to <br /> indemnify the other to the fullest extent permitted under North Carolina law. <br /> 10. Amendments to the Agreement <br /> a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional <br /> compensation or a change in duration of this Agreement shall be made by a written <br /> Amendment to this Agreement executed by the County and the Provider. The Provider <br /> shall proceed to perform the Services required by the Amendment only after receiving a <br /> fully executed Amendment from the County. <br /> 11. Termination <br /> a. Termination for Convenience of the County. This Agreement may be terminated without <br /> cause by the County and for its convenience upon seven (7) days' prior written notice to <br /> the Provider. <br /> b. Other Termination. The Provider may terminate this Agreement based upon the County's <br /> material breach of this Agreement; provided, the County has not taken all reasonable <br /> Revised 9/13 <br /> 4 <br />