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DocuSign Envelope ID:F6D4D28D-1 E29-4905-AB38-673A41 BB7F34 <br /> 7. Relationship of the Parties. Provider is an independent contractor of the County. Provider <br /> represents that they have or will secure, at his own expense, all personnel required in <br /> performing the services under this Agreement. Such personnel shall not be employees or have <br /> any contractual relationship with the County. All personnel engaged in work under this <br /> Agreement shall be fully qualified and shall be authorized and permitted under federal, state <br /> and local law to perform such services. <br /> 8. Compliance with all Laws. The Provider, at its sole expense, shall comply with all laws, <br /> ordinances, orders and regulations of the federal, state or local governments, as well as their <br /> respective departments, commissions, boards, and officers, which are in effect at the time of <br /> execution of this Agreement or are adopted at any time following execution of this agreement. <br /> 9. Subcontract. The County and Provider deem the services provided under this Agreement to be <br /> personal in nature and Provider may not subcontract any rights or duties under this Agreement <br /> to any other party without prior written consent from the County. <br /> 10. Assignment. The Provider shall not assign this Agreement, including the rights to payment, to <br /> any other party without the prior written consent of the County. <br /> 11. Indemnification. Each party shall hold the other harmless from all loss, liability, claims or <br /> expense arising from bodily injury, including death or property damage, to any person or <br /> persons caused in whole or in part by its own employees functioning under this Memorandum <br /> of Agreement and shall bear responsibility for liability, claims or expenses arising from the acts <br /> or omissions of the party's own personnel to the extent provided by North Carolina law. <br /> Nothing in this section is intended to affect or abrogate the either Party's sovereign immunity <br /> defenses. <br /> 12. Non-Appropriation. This Agreement is subject to the availability of funds to purchase the <br /> specified services and may be terminated at any time if such funds become unavailable. <br /> 13. Non-Discrimination. Provider agrees as part of consideration of the granting of funds by <br /> Orange County the parties hereto for themselves,their agents, officials, employees and servants <br /> agree not to discriminate in any manner of these basis of race, color, gender, national origin, <br /> age, handicap, religion, sexual orientation, familial status or veterans status with reference to <br /> any activities carried out by the grantee, no matter how remote. The parties hereto further <br /> agree in all respects to conform to the provision and intent of Orange County Civil Rights <br /> Ordinance, as amended. This provision is enforced by action for specific performance, <br /> injunctive relief, or other remedy as by law provided; this provision shall be binding on the <br /> grantees, the successors and assigns of the parties hereto with reference to the above subject <br /> manner. <br /> 14. Living Wage. Orange County is committed to providing its employees with a living wage and <br /> encourages agencies if funds to pursue the same goal. The County's living wage is $12.76 per <br /> hour. To the extent possible, Orange County recommends that Provider provide a living wage <br /> to its employees. <br /> 15. Notice. The Parties hereto agree and understand that written notice, mailed or delivered, to the <br /> last known address shall constitute sufficient notice to the County and the Provider. All notices <br /> required and/or made pursuant to this Agreement to be given to the County and the Provides <br /> shall be in writing and mailed to the party addressed as follows: <br /> Page 4 of 6 <br /> Revised 6/2016 <br />