6-1-20 BOC Regular Meeting - Laserfiche WebLink

Home Browse Search

GENERAL TERMS AND CONDITIONS Relationships of the Parties performance of this contract to the extent permitted by law. Independent Contractor: The Contractor is and shall be deemed to be an independent contractor in the Default and Termination performance of this contract and as such shall be wholly responsible for the work to be performed and for the Termination Without Cause: The County may terminate supervision of its employees. The Contractor represents this contract without cause by giving 30 days written that it has, or shall secure at its own expense, all notice to the Contractor. personnel required in performing the services under this agreement. Such employees shall not be employees of, Termination for Cause: If, through any cause, the or have any individual contractual relationship with, the Contractor shall fail to fulfill its obligations under this County. contract in a timely and proper manner, the County shall have the right to terminate this contract by giving written Subcontracting: The Contractor shall not subcontract notice to the Contractor and specifying the effective date any of the work contemplated under this contract without thereof. In that event, all finished or unfinished deliverable prior written approval from the County. Any approved items prepared by the Contractor under this contract shall, subcontract shall be subject to all conditions of this at the option of the County, become its property and the contract.Only the subcontractors specified in the contract Contractor shall be entitled to receive just and equitable documents are to be considered approved upon award of compensation for any satisfactory work completed on the contract.The County shall not be obligated to pay for such materials, minus any payment or compensation any work performed by any unapproved subcontractor. previously made. Notwithstanding the foregoing The Contractor shall be responsible for the performance provision,the Contractor shall not be relieved of liability to of all of its subcontractors. the County for damages sustained by the County by virtue of the Contractor's breach of this agreement, and the Assignment: No assignment of the Contractor's County may withhold any payment due the Contractor for obligations or the Contractor's right to receive payment the purpose of setoff until such time as the exact amount hereunder shall be permitted. However, upon written of damages due the County from such breach can be request approved by the issuing purchasing authority,the determined. In case of default by the Contractor,without County may:(a)Forward the Contractor's payment check limiting any other remedies for breach available to it, the directly to any person or entity designated by the County may procure the contract services from other Contractor,or(b) Include any person or entity designated sources and hold the Contractor responsible for any by Contractor as a joint payee on the Contractor's excess cost occasioned thereby.The filing of a petition for payment check. In no event shall such approval and bankruptcy by the Contractor shall be an act of default action obligate the County to anyone other than the under this contract. Contractor and the Contractor shall remain responsible for fulfillment of all contract obligations. Waiver of Default: Waiver by the County of any default or breach in compliance with the terms of this contract by Beneficiaries: Except as herein specifically provided the Contractor shall not be deemed a waiver of any otherwise,this contract shall inure to the benefit of and be subsequent default or breach and shall not be construed binding upon the parties hereto and their respective to be modification of the terms of this contract unless successors. It is expressly understood and agreed that stated to be such in writing, signed by an authorized the enforcement of the terms and conditions of this representative of the County and the Contractor and contract, and all rights of action relating to such attached to the contract. enforcement, shall be strictly reserved to the County and the named Contractor. Nothing contained in this Availability of Funds: The parties to this contract agree document shall give or allow any claim or right of action and understand that the payment of the sums specified in whatsoever by any other third person. It is the express this contract is dependent and contingent upon and intention of the County and Contractor that any such subject to the appropriation, allocation, and availability of person or entity, other than the County or the Contractor, funds for this purpose to the County. receiving services or benefits under this contract shall be deemed an incidental beneficiary only. Force Majeure: Neither party shall be deemed to be in default of its obligations hereunder if and so long as it is Indemnity and Insurance prevented from performing such obligations by any act of war, hostile foreign action, nuclear explosion, riot,strikes, Indemnification:The Contractor agrees to indemnify and civil insurrection, earthquake, hurricane, tornado, or other hold harmless the County, the State of North Carolina, catastrophic natural event or act of God. and any of their officers, agents and employees, and Federal Government from any claims of third parties Survival of Promises: All promises, requirements, arising out of any act or omission of the Contractor in terms, conditions, provisions, representations, connection with the