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DocuSign Envelope ID:2D4F9426-4542-4C8B-8119-E035F9A99D35 <br /> vehicle insurance protects employers when <br /> employees use their personal vehicles for Termination Without Cause: The County may terminate <br /> work purposes. Non-owned vehicle this,contract without cause by giving 30 days written <br /> insurance supplements, but does not notice to the Contractor. <br /> replace,the car-owner's liability insurance. <br /> Termination for Cause: If, through any cause, the <br /> The Contractor is not required to provide and maintain Contractor shall fail to fulfill its obligations under this <br /> automobile liability insurance on any vehicle—owned, contract in a timely and proper manner,the County shall <br /> hired, or non-owned--unless the vehicle is used in the have the right to terminate this contract by giving written <br /> performance of this contract. notice to the Contractor and specifying the effective date <br /> (d) The insurance coverage minimums specified in thereof. In that event,all finished or unfmished deliverable <br /> subparagraph(a) are exclusive of defense costs. items prepared by the Contractor under this contract shall, <br /> (e) The Contractor understands and agrees that the at the option of the County, become its property and the <br /> insurance coverage minimums specified in Contractor shall be entitled to receive just and equitable <br /> subparagraph (a) are not limits, or caps, on the compensation for any satisfactory work completed on such <br /> Contractor's liability or obligations under this contract. materials,minus any payment or compensation previously <br /> (f) The Contractor may obtain a waiver of any one or more made. Notwithstanding the foregoing provision, the <br /> of the requirements in subparagraph (a) by Contractor shall not be relieved of liability to the County <br /> demonstrating that it has insurance that provides for damages sustained by the County by virtue of the <br /> protection that is equal to or greater than the coverage Contractor's breach of this agreement,and the County may <br /> and limits specified in subparagraph(a). The County withhold any payment due the Contractor for the purpose <br /> shall be the sole judge of whether such a waiver of setoff until such time as the exact amount of damages <br /> should be granted. due the County from such breach can be determined. In <br /> (g) The Contractor may obtain a waiver of any one or more case of default by the Contractor, without limiting any <br /> of the requirements in paragraph(a)by demonstrating other remedies for breach available to it,the County may <br /> that it is self-insured and that its self-insurance procure the contract services from other sources and hold <br /> provides protection that is equal to or greater than the the Contractor responsible for any excess cost occasioned <br /> coverage and limits specified in subparagraph(a). The thereby. The filing of a petition for bankruptcy by the <br /> County shall be the sole judge of whether such a Contractor shall be an act of default under this contract. <br /> waiver should be granted. <br /> (h) Providing and maintaining the types and amounts of Waiver of Default: Waiver by the County of any default <br /> insurance or self-insurance specified in this paragraph or breach in compliance with the terms of this contract by <br /> is a material obligation of the Contractor and is of the the Provider shall not be deemed a waiver of any <br /> essence of this contract. subsequent default or breach and shall not be construed to <br /> (i) The Contractor shall only obtain insurance from be modification of the terms of this contract unless stated <br /> companies that are authorized to provide such to be such in writing, signed by an authorized <br /> coverage and that are authorized by the Commissioner representative of the County and the Contractor and <br /> of Insurance to do business in the State of North attached to the contract. <br /> Carolina.All such insurance shall meet all laws of the <br /> State of North Carolina. Availability of Funds: The parties to this contract agree <br /> (j) The Contractor shall comply at all times with all lawful and understand that the payment of the sums specified in <br /> terms and conditions of its insurance policies and all this contract is dependent and contingent upon and subject <br /> lawful requirements of its insurer. to the appropriation, allocation, and availability of funds <br /> (k) The Contractor shall require its subcontractors to for this purpose to the County. <br /> comply with the requirements of this paragraph. <br /> (1) The Contractor shall demonstrate its compliance with Force Majeure: Neither party shall be deemed to be in <br /> the requirements of this paragraph by submitting default of its obligations hereunder if and so long as it is <br /> certificates of insurance to the County before the prevented from performing such obligations by any act of <br /> Contractor begins work under this contract. war,hostile foreign action,nuclear explosion,riot,strikes, <br /> civil insurrection,earthquake,hurricane,tornado,or other <br /> Transportation of Clients by Contractor:The contractor catastrophic natural event or act of God. <br /> will maintain Insurance requirements if required as noted <br /> under Article 7 Rule R2-36 of the North Carolina Utilities Survival of Promises: All promises,requirements,terms, <br /> Commission. conditions, provisions, representations, guarantees, and <br /> warranties contained herein shall survive the contract <br /> Default and Termination expiration or termination date unless specifically provided <br /> General Terms and Conditions—(06/16) Page 2 of 5 <br />