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General Terms and Conditions – (06/16) Page 2 of 5 <br />(a) owned by the Contractor and used in <br />the performance of this contract; <br />(b) hired by the Contractor and used in <br />the performance of this contract; and <br />(c) Owned by Contractor’s employees <br />and used in performance of this <br />contract (“non-owned vehicle <br />insurance”). Non-owned vehicle <br />insurance protects employers when <br />employees use their personal vehicles <br />for work purposes. Non-owned vehicle <br />insurance supplements, but does not <br />replace, the car-owner’s liability <br />insurance. <br /> <br />The Contractor is not required to provide and <br />maintain automobile liability insurance on any <br />vehicle – owned, hired, or non-owned -- unless the <br />vehicle is used in the performance of this contract. <br />(d) The insurance coverage minimums specified in <br />subparagraph (a) are exclusive of defense costs. <br />(e) The Contractor understands and agrees that the <br />insurance coverage minimums specified in <br />subparagraph (a) are not limits, or caps, on the <br />Contractor’s liability or obligations under this <br />contract. <br />(f) The Contractor may obtain a waiver of any one or <br />more of the requirements in subparagraph (a) by <br />demonstrating that it has insurance that provides <br />protection that is equal to or greater than the <br />coverage and limits specified in subparagraph <br />(a). The County shall be the sole judge of <br />whether such a waiver should be granted. <br />(g) The Contractor may obtain a waiver of any one or <br />more of the requirements in paragraph (a) by <br />demonstrating that it is self-insured and that its <br />self-insurance provides protection that is equal to <br />or greater than the coverage and limits specified <br />in subparagraph (a). The County shall be the <br />sole judge of whether such a waiver should be <br />granted. <br />(h) Providing and maintaining the types and amounts <br />of insurance or self-insurance specified in this <br />paragraph is a material obligation of the <br />Contractor and is of the essence of this contract. <br />(i) The Contractor shall only obtain insurance from <br />companies that are authorized to provide such <br />coverage and that are authorized by the <br />Commissioner of Insurance to do business in the <br />State of North Carolina. All such insurance shall <br />meet all laws of the State of North Carolina. <br />(j) The Contractor shall comply at all times with all <br />lawful terms and conditions of its insurance <br />policies and all lawful requirements of its insurer. <br />(k) The Contractor shall require its subcontractors to <br />comply with the requirements of this paragraph. <br />(l) The Contractor shall demonstrate its compliance <br />with the requirements of this paragraph by <br />submitting certificates of insurance to the County <br />before the Contractor begins work under this <br />contract. <br /> <br />Transportation of Clients by Contractor: The <br />contractor will maintain Insurance requirements if <br />required as noted under Article 7 Rule R2-36 of the <br />North Carolina Utilities Commission. <br /> <br />Default and Termination <br /> <br />Termination Without Cause: The County may <br />terminate this contract without cause by giving 30 <br />days written notice to the Contractor. <br /> <br />Termination for Cause: If, through any cause, the <br />Contractor shall fail to fulfill its obligations under this <br />contract in a timely and proper manner, the County <br />shall have the right to terminate this contract by <br />giving written notice to the Contractor and specifying <br />the effective date thereof. In that event, all finished or <br />unfinished deliverable items prepared by the <br />Contractor under this contract shall, at the option of <br />the County, become its property and the Contractor <br />shall be entitled to receive just and equitable <br />compensation for any satisfactory work completed on <br />such materials, minus any payment or compensation <br />previously made. Notwithstanding the foregoing <br />provision, the Contractor shall not be relieved of <br />liability to the County for damages sustained by the <br />County by virtue of the Contractor’s breach of this <br />agreement, and the County may withhold any <br />payment due the Contractor for the purpose of setoff <br />until such time as the exact amount of damages due <br />the County from such breach can be determined. In <br />case of default by the Contractor, without limiting any <br />other remedies for breach available to it, the County <br />may procure the contract services from other sources <br />and hold the Contractor responsible for any excess <br />cost occasioned thereby. The filing of a petition for <br />bankruptcy by the Contractor shall be an act of <br />default under this contract. <br /> <br />Waiver of Default: Waiver by the County of any <br />default or breach in compliance with the terms of this <br />contract by the Provider shall not be deemed a <br />waiver of any subsequent default or breach and shall <br />not be construed to be modification of the terms of <br />this contract unless stated to be such in writing, <br />signed by an authorized representative of the County <br />and the Contractor and attached to the contract. <br /> <br />Availability of Funds: The parties to this contract <br />agree and understand that the payment of the sums <br />DocuSign Envelope ID: 80FAA64D-D4E1-4D56-8F3D-32DFBE60990E