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i <br /> Board of Commissioners and who shall be available during working hours as often as <br /> may be reasonably required to render decisions and to furnish information . <br /> 7 . Insurance <br /> a . General Requirements . During the course of performing services under this Agreement, we <br /> agree to maintain the following levels of insurance : ( i ) Commercial General Liability of at least <br /> $ 1 , 000, 000 per occurrence and $ 2 , 000, 000 aggregate ; ( ii ) Automobile Liability of $ 1 , 000, 000 <br /> combined single limit; ( iii ) Professional Liability ( inclusive of cyber protection ) of $ 1, 000, 000 per <br /> claim and in the aggregate ; ( iv ) Workers Compensation complying with applicable statutory <br /> requirements ; and (v ) Excess/ Umbrella Liability of $ 5 , 000, 000 . We will add you as an additional <br /> insured to our Commercial General Liability and Automobile Liability policies, which will <br /> automatically add you as an additional insured to our Excess/ Umbrella Liability policy as well . <br /> We will provide you with copies of certificates of insurance upon your written request . <br /> I <br /> 8 . Indemnity <br /> a . Indemnity . To the extent authorized by North Carolina law the Provider agrees , without l <br /> limitation, to defend , indemnify and hold harmless the County from all 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 misconduct of the Provider except to the <br /> extent same are caused by the negligence or willful misconduct of the County . It is the <br /> intent of this provision to require the Provider to indemnify the County to the fullest <br /> a <br /> extent permitted under Noah Carolina law . <br /> i <br /> 3 <br /> 9 . Amendments to the Agreement <br /> a . Changes in Basic Services . Changes in the Basic Services and entitlement to additional I <br /> compensation or a change in duration of this Agreement shall be made by a written <br /> Amendment to this Agreement executed by the County and the Provider . The Provider <br /> shall proceed to perform the Services required by the Amendment only after receiving a <br /> frilly executed Amendment from the County . <br /> 10 . Termination <br /> a. Termination for Convenience of the County . This Agreement may be terminated without I <br /> cause by the County and for its convenience upon thirty ( 30) days ' prior written notice to <br /> the Provider . <br /> b . Other Termination . The Provider may terminate this Agreement based upon the County ' s <br /> material breach of this Agreement ; provided , the County has not taken all reasonable <br /> actions to remedy the breach . The Provider shall give the County thirty (30) days ' prior <br /> written notice of its intent to terminate this Agreement for cause . Subject to Section <br /> G(2 . 3 ) of Attachment 1 , either party may terminate this Agreement upon notice to the <br /> other party that obligations pursuant to this Agreement are made impractical due to <br /> declarations of emergency by Orange County or by North Carolina due to events directly <br /> impacting Orange County . Both parties shall remain responsible for all payment and <br /> performance due up to the receipt of such notice , but shall have no further obligation or <br /> i <br /> Revised 01 / 24 VENDOR EDITS v4 <br /> 4 <br />