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6 <br /> <br />d. Nothing in this section is intended to affect or abrogate the County’s sovereign <br />immunity defenses. <br /> <br />7. Indemnification. Provider agrees to defend, indemnify, and hold harmless the County, for <br />all loss, liability, claims or expense (including reasonable attorney's fees) arising from bodily <br />injury, including death or property damage, to any person or persons caused in whole or in <br />part by the negligence or willful misconduct of the Provider, except to the extent same are <br />caused by the negligence or willful misconduct of the County. It is the intent of this section <br />to require Provider to indemnify the County to the extent permitted under North Carolina <br />law. Nothing in this section is intended to affect or abrogate the County’s sovereign <br />immunity defenses. <br /> <br />8. Relationship of the Parties. Provider is an independent contractor of the County. Provider <br />represents that they have or will secure, at his own expense, all personnel required in <br />performing the services under this Agreement. Such personnel shall not be employees or <br />have any contractual relationship with the County. Provider is permitted under federal and <br />state law to rehabilitate wildlife. <br /> <br />9. Subcontract. The County and Provider deem the services provided under this Agreement to <br />be personal in nature and Provider may not subcontract any rights or duties under this <br />Agreement to any other party without prior written consent from the County. <br /> <br />10. Limitation and Assignment. The County and the Provider each bind themselves, their <br />successors, assigns and legal representatives to the terms of this Agreement. Neither the <br />County nor the Provider shall assign or transfer its interest in this Agreement without the <br />written consent of the other <br /> <br />11. Governing Law. This Agreement and the duties, responsibilities, obligations and rights of <br />respective parties hereunder shall be governed by the laws of the State of North Carolina. By <br />executing this Agreement Provider affirms that Provider and any subcontractors of Provider <br />are and shall remain in compliance with Article 2 of Chapte r 64 of the North Carolina <br />General Statutes. By executing this Agreement Provider certifies that Provider has not been <br />identified, and has not utilized the services of any agent or subcontractor, on the list created <br />by the State Treasurer pursuant to G.S. 147-86.58. By executing this Agreement Provider <br />certifies that Provider has not been identified, and has not utilized the services of any agent <br />or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147- <br />86.81. <br /> <br />12. Non-Discrimination. Provider shall at all times remain in compliance with all applicable <br />local, state, and federal laws, rules, and regulations including but not limited to all state and <br />federal non-discrimination laws, policies, rules, and regulations and the Orange County Non- <br />Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated <br />herein by reference and may be viewed at <br />http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any <br />violation of the Orange County Non-Discrimination Policy is a breach of this Agreement <br />and County may immediately terminate this Agreement without further obligation on the <br />part of the County. This paragraph is not intended to limit and does not limit the definition <br />of breach to discrimination. <br />DocuSign Envelope ID: 86B60728-3121-4331-9090-EA4C87C3C102