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Revised 07/20 <br />4 <br /> <br /> <br /> <br />b. Disputes. In the event the amount stated on an invoice is disputed by the County in good <br />faith, the County may withhold payment of all or a portion of the amount stated on <br />an invoice until the parties resolve the dispute. <br /> <br />c. Additional Services. County shall not be responsible for costs related to any services in <br />addition to the Basic Services performed by Provider unless County requests such <br />additional services in writing and such additional services are evidenced by a written <br />amendment to this Agreement. <br /> <br />6. Responsibilities of the County <br /> <br />a. Cooperation and Coordination. The County has designated (Laura Jensen) to act as the <br />County's representative with respect to the Project who shall have the authority to render <br />decisions within guidelines established by the County Manager or the County Board <br />of Commissioners and who shall be available during working hours as often as may <br />be reasonably required to render decisions and to furnish information. <br /> <br />7. Insurance <br /> <br />a. General Requirements. Provider shall obtain, at its sole expense, Commercial General <br />Liability Insurance, Automobile Insurance, Workers’ Compensation Insurance, and <br />any additional insurance as may be required by County’s Risk Manager as such <br />insurance requirements are described in the Orange County Risk Transfer Policy and <br />Orange County Minimum Insurance Coverage Requirements (each document is <br />incorporated herein by reference and may be viewed at <br />http://www.orangecountync.gov/departments/purchasing_division/contracts.php ). <br />Provider shall not commence work until such insurance is in effect and certification <br />thereof has been received by the County's Risk Manager. <br /> <br />8. Indemnity <br /> <br />a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, to <br />defend, indemnify and hold harmless the County from all third party loss, liability, <br />claims or expense, including attorney's fees, arising out of or related to the Project and <br />arising from property damage or bodily injury including death to any person or persons <br />caused in whole or in part by the negligence or willful misconduct of the Provider <br />except to the extent same are caused by the negligence or willful misconduct of the <br />County. It is the intent of this provision to require the Provider to indemnify the County <br />to the fullest extent permitted under North Carolina law. NOTWITHSTANDING ANY <br />OTHER PROVISION OF THIS AGREEMENT, IN NO INSTANCE SHALL EITHER <br />PARTY’S LIABILITY TO THE OTHER PARTY FOR DIRECT DAMAGES UNDER <br />THIS AGREEMENT (WHETHER IN CONTRACT OR TORT OR OTHERWISE) <br />EXCEED THE FEES PAID BY COUNTY FOR THE PROVIDER PRODUCTS AND <br />SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE <br />DATE THE DAMAGED PARTY NOTIFIES THE OTHER PARTY IN WRITING OF <br />DocuSign Envelope ID: 3E449D1B-F914-4359-8659-2A169DFA08FADocuSign Envelope ID: D14FB770-D6FF-4670-8FA6-82E3D2314360