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DocuSign Envelope ID:84B40D2F-A65A-4CE1-9724-E039FC7EF416 <br /> 6. Indemnity. The Grant Recipient agrees to indemnify and hold harmless the County, the <br /> Arts Commission, it's officers and employees from any and all claims or actual injury, <br /> damage or loss to a person, or real or personal property that results from or is in any way <br /> connected to the use of the grant funds. <br /> 7. Independent Contractor. The Grant Recipient is an independent contractor and not an <br /> employee, agent or other representative of the County and/or the Arts Commission. <br /> Nothing contained in this Agreement shall be construed to create the relationship of <br /> principal and agent, or employer and employee, between Grant Recipient and Arts <br /> Commission or Orange County Government. Grant Recipient understands and agrees <br /> that he/she is not authorized to incur any expenses or any liability whatsoever on behalf <br /> of the County or the Arts Commission and has no authority, expressed or implied, to <br /> obligate or make representations on behalf of the County or the Arts Commission. In <br /> addition, Grant Recipient agrees to maintain his or her own worker's compensation <br /> insurance for himself/herself and his or her employees for the duration of the art work's <br /> installation. <br /> 8. Termination <br /> A. In the event of any of the circumstances set forth below (hereinafter referred to as <br /> "default"), the Arts Commission may immediately terminate this Agreement: <br /> (i) Any fraudulent representation in any verification required to obtain <br /> payment under this Agreement or other dishonesty on a material matter <br /> relating to the performance of services under this Agreement. <br /> (ii) Nonperformance, incomplete service or performance, or failure to <br /> satisfactorily perform any part of the Project or to comply with any <br /> provision of this Agreement, as determined by the Arts Commission in its <br /> sole discretion. <br /> (iii) Failure to adhere to the terms of applicable county, state or federal laws, <br /> regulations, or stated public policy. <br /> B. In the event of default by the Grant Recipient, the Arts Commission has the <br /> discretion to elect to terminate this Agreement, in whole or in part and/or require <br /> the Grant Recipient to repay the grant funds within seven (7) from written notice <br /> of default or allow the grant recipient the opportunity to cure the default. This <br /> clause shall not be interpreted to limit the County's or the Arts Commission's <br /> remedies in law or in equity. <br /> 9. Miscellaneous. <br /> A. Entire Agreement. This Agreement and the attachments contain the final and <br /> entire understanding of the parties with respect to the subject matter of this <br /> Agreement. All modifications and amendments to this Agreement shall be in <br /> 3 <br /> Revised October 2020 <br />