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4892-4116-9314, v. 6
<br />F. Conflict of Interest. Community Housing Partners shall be aware of and observe the
<br />requirements of the Orange County 2023-24 Capital Investment Plan Program Funds
<br />which provides that no member of the Orange County Board of Commissioners shall
<br />be admitted to any share or part of this Agreement or to any benefit to arise from the
<br />same. The Owner shall also be aware of and observe the requirements which states that
<br />no member, officer, or employee of Orange County or its designees or agents, no
<br />member of the governing body of the locality who exercised any functions or
<br />responsibilities with respect to the program during his/her tenure or for one year
<br />thereafter, shall have any private interest, direct or indirect, in this contract or any
<br />subcontract, or the proceeds thereof, for work to be performed in connection with the
<br />program assisted under the agreement.
<br />
<br />G. Binding Effect. This Agreement shall be binding upon and shall inure to the benefit
<br />of the parties hereto and their respective successors and assigns.
<br />
<br />H. Indemnification. To the extent legally possible, Community Housing Partners shall
<br />cause the Owner to indemnify and hold County, its officers, agents, and employees,
<br />harmless from and against any and all claims, actions, liabilities, costs, including
<br />attorney fees and other costs of defense, arising out of or in any way related to any act
<br />or failure to act by the Owner, its employees, agents, officers, and contractors in
<br />connection with this contract. In the event any such action or claim is brought against
<br />County, the Owner shall, upon County's tender, defend the same at the Owner’s sole
<br />cost and expense, promptly satisfy any judgment adverse to County or to County and
<br />the Owner jointly, and reimburse County for any loss, cost, damage, or expense,
<br />including attorney fees suffered or incurred by County.
<br />
<br />I. Subcontracting. Community Housing Partners shall cause the Owner to require any
<br />approved subcontractor to agree, as to the portion subcontracted, to comply with all
<br />applicable federal, state, and local laws, rules, ordinances, and regulations at all times
<br />and in the performance of the work and to comply with all applicable obligations of the
<br />Owner specified in this contract. The Owner shall remain obligated for full
<br />performance of subcontracts and County shall incur no obligation to any subcontractor,
<br />and the Owner shall indemnify, defend, and hold County harmless from all claims of
<br />its contractors.
<br />
<br />J. No Joint Venture or Agency. The County and Community Housing Partners each
<br />agree and acknowledge that nothing contained herein or otherwise, including, without
<br />limitation, any act of the County or the Owner under this Agreement, shall be deemed
<br />or construed to create any relationship of joint venture, partnership or agency between
<br />the parties.
<br />
<br />K. Effect of Waiver or Forbearance. No failure by the County to insist upon the strict
<br />performance of any term or condition of this Agreement, or to exercise any right or
<br />remedy upon the breach by the Owner of any of its obligations, agreements, or
<br />covenants hereunder, shall be a waiver of such affected term or condition or of such
<br />breach; nor shall any forbearance by the County to seek a remedy for any breach by the
<br />DocuSign Envelope ID: 6723EB43-5934-4E1A-A173-E46F70EADEBB
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