2016-409-E DSS - Holcomb and Cabe for legal services

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DocuSign Envelope ID:8F6AD7AB-CE9D-40C4-B5FA-6FCBA99F62F3 vehicle insurance protects employers when employees use their personal vehicles for Termination Without Cause: The County may termina work purposes. Non-owned vehicle this contract without cause by giving 30 days writte insurance supplements, but does not notice to the Contractor. replace,the car-owner's liability insurance. Termination for Cause: lf, through any cause, th The Contractor is not required to provide and maintain Contractor shall fail to fulfill its obligations under thi. automobile liability insurance on any vehicle----owned, contract in a timely and proper manner, the County shal hired, or non-owned -- unless the vehicle is used in the have the right to terminate this contract by giving writte performance of this contract. notice to the Contractor and specifying the effective dat (d) The insurance coverage minimums specified in thereof. In that event,all finished or unfinished deliverabl subparagraph(a) are exclusive of defense costs. items prepared by the Contractor under this contract shal , (e) The Contractor understands and agrees that the at the option of the County, become its property and th- insurance coverage minimums specified in Contractor shall be entitled to receive just and equitabl subparagraph (a) are not limits, or caps, on the compensation for any satisfactory work completed on sue Contractor's liability or obligations under this contract. materials,minus any payment or compensation previousl, (f) The Contractor may obtain a waiver of any one or more made. Notwithstanding the foregoing provision, th of the requirements in subparagraph (a) by Contractor shall not be relieved of liability to the Coun' demonstrating that it has insurance that provides for damages sustained by the County by virtue of th protection that is equal to or greater than the coverage Contractor's breach of this agreement,and the County ma, and limits specified in subparagraph (a). The County withhold any payment due the Contractor for the purpos- shall be the sole judge of whether such a waiver of setoff until such time as the exact amount of damage. should be granted. due the County from such breach can be determined. I (g) The Contractor may obtain a waiver of any one or more case of default by the Contractor, without limiting an, of the requirements in paragraph(a)by demonstrating other remedies for breach available to it,the County ma that it is self-insured and that its self-insurance procure the contract services from other sources and hol provides protection that is equal to or greater than the the Contractor responsible for any excess cost occasione, coverage and limits specified in subparagraph(a). The thereby. The filing of a petition for bankruptcy by th County shall be the sole judge of whether such a Contractor shall be an act of default under this contract. waiver should be granted. (h) Providing and maintaining the types and amounts of Waiver of Default: Waiver by the County of any defau0 insurance or self-insurance specified in this paragraph or breach in compliance with the terms of this contract b is a material obligation of the Contractor and is of the the Provider shall not be deemed a waiver of an essence of this contract. subsequent default or breach and shall not be construed t+ (i) The Contractor shall only obtain insurance from be modification of the terms of this contract unless state, companies that are authorized to provide such to be such in writing, signed by an authorize+ coverage and that are authorized by the Commissioner representative of the County and the Contractor mil of Insurance to do business in the State of North attached to the contract. Carolina.All such insurance shall meet all laws of the State of North Carolina. Availability of Funds: The parties to this contract agre, (j) The Contractor shall comply at all times with all lawful and understand that the payment of the sums specified i terms and conditions of its insurance policies and all this contract is dependent and contingent upon and subjec lawful requirements of its insurer, to the appropriation, allocation, and availability of fund. (k) The Contractor shall require its subcontractors to for this purpose to the County. comply with the requirements of this paragraph. (1) The Contractor shall demonstrate its compliance with Force Majeure: Neither party shall be deemed to be Ii the requirements of this paragraph by submitting default of its obligations hereunder if and so long as it certificates of insurance to the County before the prevented from performing such obligations by any act o Contractor begins work under this contract. war,hostile foreign action,nuclear explosion,riot,strike , civil insurrection,earthquake, hurricane,tornado,or othe Transportation of Clients by Contractor: catastrophic natural event or act of God. The contractor will maintain Insurance requirements if required as noted under Article 7 Rule R2-36 of the North Survival of Promises: All promises,requirements,term.:, Carolina Utilities Commission. conditions, provisions, representations, guarantees, and warranties contained herein shall survive the contra Default and Termination expiration or termination date unless specifically provideo General Terms and Conditions--(06/16) Page 2 of