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County Minimum Insurance Coverage Requirements (each document is incorporated <br /> herein by reference and may be viewed at <br /> http : //orangecountync . gov./purchasing/contracts . asp) . If Owner ' s Risk Manager <br /> determines additional insurance coverage is required such additional insurance shall <br /> consist of N/A (if no additional insurance required mark N/A as being not applicable) . <br /> Provider shall not commence work until such insurance is in effect and certification <br /> thereof has been received by the Owner ' s Risk Manager , <br /> 8 . Indemnity <br /> i <br /> r <br /> a . Indemnity . The Provider agrees to defend, indemnify and hold harmless the County <br /> from all loss , liability, claims or expense , including attorney' s fees , arising out of or <br /> related to the Project and arising from bodily injury including death or property damage <br /> to any person or persons caused in whole or in part by the negligence or misconduct of <br /> the Provider except to the extent same are caused by the negligence or willful C <br /> misconduct of the County . It is the intent of this provision to require the Provider to <br /> indemnify the County to the fullest extent permitted under North Carolina law. j <br /> 9 . Amendments to the Agreement f <br /> i <br /> a. Changes in Basic Services . Changes in the Basic Services and entitlement to additional <br /> compensation or a change in duration of this Agreement shall be made by a written <br /> Amendment to this Agreement executed by the County and the Provider . The Provider <br /> shall proceed to perform the Services required by the Amendment only after receiving a ' <br /> fully executed Amendment from the County . <br /> 10 . Termination <br /> a . Termination for Convenience of the County . This Agreement may be terminated without <br /> cause by the County and for its convenience upon sixty (60 ) days prior written notice to I <br /> the Provider . <br /> rr <br /> i <br /> b . Other Termination . The Provider may terminate this Agreement based upon the County' s <br /> material breach of this Agreements provided, the County has not taken all reasonable <br /> actions to remedy the breach . The Provider shall give the County sixty ( 60) days ' prior <br /> written notice of its intent to terminate this Agreement for cause . <br /> C . Compensation After Termination . <br /> i) In the event of termination, the Provider shall be paid that portion of the fees and <br /> expenses that it has earned to the date of termination, less any costs or expenses <br /> incurred or anticipated to be incurred by the County due to errors or omissions of <br /> the Provider . <br /> Should this Agreement be terminated, the Provider shall deliver to the County <br /> within seven (7) days , at no additional cost, all deliverables including any <br /> electronic data or files relating to the Project . <br /> Revised 9/ 13 5 <br />