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General Terms and Conditions – (06/16) Page 1 of 5 <br /> <br />ATTACHMENT A <br />GENERAL TERMS AND CONDITIONS <br /> <br />Orange County Department of Social Services <br /> <br />Relationships of the Parties <br /> <br />Independent Contractor: The Contractor is and <br />shall be deemed to be an independent contractor in <br />the performance of this contract and as such shall be <br />wholly responsible for the work to be performed and <br />for the supervision of its employees. The Contractor <br />represents that it has, or shall secure at its own <br />expense, all personnel required in performing the <br />services under this agreement. Such employees shall <br />not be employees of, or have any individual <br />contractual relationship with the County. <br /> <br />Subcontracting: The Contractor shall not <br />subcontract any of the work contemplated under this <br />contract without prior written approval from the <br />County. Any approved subcontract shall be subject <br />to all conditions of this contract. Only the <br />subcontractors specified in the contract documents <br />are to be considered approved upon award of the <br />contract. The County shall not be obligated to pay for <br />any work performed by any unapproved <br />subcontractor. The Contractor shall be responsible <br />for the performance of all of its subcontractors. <br /> <br />Assignment: No assignment of the Contractor's <br />obligations or the Contractor's right to receive <br />payment hereunder shall be permitted. However, <br />upon written request approved by the issuing <br />purchasing authority, the County may: <br />(a) Forward the Contractor's payment check(s) <br />directly to any person or entity designated by <br />the Contractor, or <br />(b) Include any person or entity designated by <br />Contractor as a joint payee on the <br />Contractor's payment check(s). <br />In no event shall such approval and action obligate <br />the County to anyone other than the Contractor and <br />the Contractor shall remain responsible for fulfillment <br />of all contract obligations. <br /> <br />Beneficiaries: Except as herein specifically provided <br />otherwise, this contract shall inure to the benefit of <br />and be binding upon the parties hereto and their <br />respective successors. It is expressly understood and <br />agreed that the enforcement of the terms and <br />conditions of this contract, and all rights of action <br />relating to such enforcement, shall be strictly <br />reserved to the County and the named Contractor. <br />Nothing contained in this document shall give or allow <br />any claim or right of action whatsoever by any other <br />third person. It is the express intention of the County <br />and Contractor that any such person or entity, other <br />than the County or the Contractor, receiving services <br />or benefits under this contract shall be deemed an <br />incidental beneficiary only. <br /> <br />Indemnity and Insurance <br /> <br />Indemnification: The Contractor agrees to <br />indemnify and hold harmless the County and any of <br />their officers, agents and employees, from any claims <br />of third parties arising out or any act or omission of <br />the Contractor in connection with the performance of <br />this contract. <br /> <br />Insurance: During the term of the contract, the <br />Contractor at its sole cost and expense shall provide <br />commercial insurance of such type and with such <br />terms and limits as may be reasonably associated <br />with the contract. As a minimum, the Contractor shall <br />provide and maintain the following coverage and <br />limits: <br />(a) Worker’s Compensation - The contractor <br />shall provide and maintain Worker’s <br />Compensation Insurance as required by the <br />laws of North Carolina, as well as employer’s <br />liability coverage with minimum limits of <br />$500,000.00, covering all of Contractor’s <br />employees who are engaged in any work <br />under the contract. If any work is sublet, the <br />Contractor shall require the subcontractor to <br />provide the same coverage for any of his <br />employees engaged in any work under the <br />contract. <br />(b) Commercial General Liability - General <br />Liability Coverage on a Comprehensive Broad <br />Form on an occurrence basis in the minimum <br />amount of $1,000,000.00 Combined Single <br />Limit. (Defense cost shall be in excess of the <br />limit of liability.) <br />(c) Automobile Liability Insurance: The <br />Contractor shall provide automobile liability <br />insurance with a combined single limit of <br />$500,000.00 for bodily injury and property <br />damage; a limit of $500,000.00 for <br />uninsured/under insured motorist coverage; <br />and a limit of $25,000.00 for medical payment <br />coverage. The Contractor shall provide this <br />insurance for all automobiles that are: <br />DocuSign Envelope ID: 80FAA64D-D4E1-4D56-8F3D-32DFBE60990E