2020-880-E Arts Commission - Hidden Voices arts grant

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DocuSign Envelope ID:08D0248F-805E-457D-A5AE-255A3B862Dl7 6. Indemnity. The Grant Recipient agrees to indemnify and hold harmless the County, the Arts Commission, it's officers and employees from any and all claims or actual injury, damage or loss to a person, or real or personal property that results from or is in any way connected to the use of the grant funds. 7. Independent Contractor. The Grant Recipient is an independent contractor and not an employee, agent or other representative of the County and/or the Arts Commission. Nothing contained in this Agreement shall be construed to create the relationship of principal and agent, or employer and employee, between Grant Recipient and Arts Commission or Orange County Government. Grant Recipient understands and agrees that he/she is not authorized to incur any expenses or any liability whatsoever on behalf of the County or the Arts Commission and has no authority, expressed or implied, to obligate or make representations on behalf of the County or the Arts Commission. In addition, Grant Recipient agrees to maintain his or her own worker's compensation insurance for himself/herself and his or her employees for the duration of the art work's installation. 8. Termination A. In the event of any of the circumstances set forth below (hereinafter referred to as "default"), the Arts Commission may immediately terminate this Agreement: (i) Any fraudulent representation in any verification required to obtain payment under this Agreement or other dishonesty on a material matter relating to the performance of services under this Agreement. (ii) Nonperformance, incomplete service or performance, or failure to satisfactorily perform any part of the Project or to comply with any provision of this Agreement, as determined by the Arts Commission in its sole discretion. (iii) Failure to adhere to the terms of applicable county, state or federal laws, regulations, or stated public policy. B. In the event of default by the Grant Recipient, the Arts Commission has the discretion to elect to terminate this Agreement, in whole or in part and/or require the Grant Recipient to repay the grant funds within seven (7) from written notice of default or allow the grant recipient the opportunity to cure the default. This clause shall not be interpreted to limit the County's or the Arts Commission's remedies in law or in equity. 9. Miscellaneous. A. Entire Agreement. This Agreement and the attachments contain the final and entire understanding of the parties with respect to the subject matter of this Agreement. All modifications and amendments to this Agreement shall be in 3 Revised October 2020