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<br />PAGE 4 <br /> <br />XVI. NOTICES: <br />All notices, certificates or other communications shall be sufficiently given when delivered or <br />mailed, postage prepaid, to the parties at their respective places of business as set forth in the <br />preamble to this agreement or at a place designated hereafter in writing by the parties. <br /> <br />XVII. SUCCESSORS IN INTEREST: <br />The provisions of this agreement shall be binding upon and shall insure to the benefit of the <br />parties hereto, and their respective successors and assigns. <br /> <br />XVIII. INSURANCE AND LEGAL DEFENSE: <br />The attorney's fees and legal defense cost are covered by the County's liability coverage or self- <br />retention fund. The parties intend that they be represented by the same attorney whenever <br />reasonably possible and ethically permitted. <br /> <br />XIX. SEVERABILITY: <br />The parties agree that any term of provision of this contract is declared by a court of competent <br />jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and <br />provisions shall not be affected, and the rights and obligations of the parties shall be construed <br />and enforced as if the contract did not contain the particular term or provision held to be invalid. <br /> <br />Xx. WAIVER: <br />The failure of the Coalition and CCSS to enforce any provisions of this contract shall not <br />constitute a waiver by the Coalition and CCSS of that or any other provision. <br /> <br />XXI. MERGER CLAUSE: <br />The agreement constitutes the entire agreement between the parties. No waiver, consent, <br />modification or change of terms of this agreement shall bind either party unless in writing and <br />signed by both parties. Such waiver, consent, modification or change, if made, shall be effective <br />only in the specific instance and for the specific purpose given. There are no understandings, <br />agreements, or representations, oral or written, not specified herein regarding the agreement. <br />Provider, by the signature below of its authorized representative, hereby acknowledges that the <br />Provider has read this agreement, understands it and agrees to be bound by its terms and <br />conditions. <br /> <br />XXII. PROVIDER IS AN INDEPENDENT CONTRACTOR: <br />This agreement shall not be construed to represent an employer/employee relationship. The <br />Provider agrees to be responsible for any federal or state taxes applicable to this payment. <br />Provider will not be eligible for any benefits from these contract payments of federal social <br />security, unemployment insurance, or workmen's compensation, except as a self-employed <br />individual. Provider is an independent contractor. <br />