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ii. To EmPOWERment: EmPOWUment, Inc.
<br />109 N. Graham Street, Suite 200
<br />Chapel Hill, NC 27516
<br />ATfN: 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 the interest of EmPOWERment in
<br />this Agreement shall occur without the prior written consent of the County; neither may
<br />EmPOWERment assign this Agreement without the prior written consent of 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 />g. Indemnification. To the extent legally possible, EmPOWERment shall
<br />indemnify and hold County, its officers, agents, and employees, harmless from and against any
<br />and all claims, actions, liabilities, costs, including attorney fees and other costs of defense,
<br />arising out of or in any way related to any act or failure to act by EmPOWERment, its
<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 EmPOWERment's sole cost and expense, promptly satisfy any judgment
<br />adverse to County or to County and EmPOWERment jointly, and reimburse County for ariy loss,
<br />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. EmPOWERmont 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 bold County harmless from all
<br />claims of its contractors.
<br />L No Joint Venture or Agency. The County and EmPOWERment each agree and
<br />acknowledge that nothing contained herein or otherwise, including, without limitation, any act of
<br />the County or EmPOWERment under this Agreement, shall be deemed or construed to create
<br />any relationship of joint venture, partnership or agency between the parties,
<br />j. Effect of Waiver or ;Forbearance, No failure by the County to insist upon the
<br />strict performance of any term or condition of this Agreement, or to exercise any right or remedy
<br />upon the breach by EmPOWERment of any of its obligations, agreements, or covenants
<br />hereunder, shall be a waiver of such affected terns or condition or of such breach; nor shall any
<br />forbearance by the County to seek a remedy for any breach by EmPOWERment be a waiver by
<br />the County of its rights and remedies with respect to that or any other breach.
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