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Revised 12/18 <br />5 <br /> 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability <br />Insurance, Automobile Insurance, Workers’ Compensation Insurance, Professional Liability <br />Insurance, and any additional insurance as may be required by Owner’s Risk Manager as such <br />insurance requirements are described in the Orange County Risk Transfer Policy and Orange <br />County Minimum Insurance Coverage Requirements (each document is incorporated herein by <br />reference and may be viewed at <br />http://www.orangecountync.gov/departments/purchasing_division/contracts.php). If Owner’s Risk <br />Manager determines additional insurance coverage is required such additional insurance shall be <br />designated here N/A (if no additional insurance required mark N/A as being not applicable). <br />Consultant shall not commence work until such insurance is in effect and certification thereof <br />has been received by the Owner's Risk Manager. <br /> <br /> 7.2 Indemnity <br /> <br /> 7.2.1 The Consultant agrees, without limitation, to indemnify and hold harmless the <br />County from all loss, liability, claims or expense, including attorney's fees, arising out of or <br />related to the Project and arising from property damage or bodily injury including death to any <br />person or persons caused in whole or in part by the negligence or misconduct of the Consultant <br />except to the extent same are caused by the negligence or willful misconduct of the County. It is <br />the intent of this provision to require the Consultant to indemnify the County to the fullest extent <br />permitted under North Carolina law. <br /> <br />ARTICLE 8 AMENDMENTS TO THE AGREEMENT <br /> <br /> 8.1 Changes in Basic Services <br /> <br /> 8.1.1 Changes in the Basic Services and entitlement to additional compensation or a <br />change in duration of this Agreement shall be made by a written Amendment to this Agreement <br />executed by the County and the Consultant. The Consultant shall proceed to perform the <br />Services required by the Amendment only after receiving a fully executed Amendment from the <br />County. <br /> <br />ARTICLE 9 TERMINATION <br /> <br /> 9.1 Termination for Convenience of the County <br /> <br /> 9.1.1 This Agreement may be terminated without cause by the County and for its <br />convenience upon seven (7) days prior written notice to the Consultant. <br /> <br /> 9.2 Other Termination <br /> <br /> 9.2.1 The Consultant may terminate this Agreement based upon the County's material <br />breach of this Agreement; provided, the County has not taken all reasonable actions to remedy <br />the breach. The Consultant shall give the County seven (7) days' prior written notice of its intent <br />to terminate this Agreement for cause. <br /> <br /> 9.3 Compensation After Termination <br /> <br />DocuSign Envelope ID: F4802133-CA2E-4733-A8F2-9D14974D3FFE