Providing As-Needed Occupational Health Services through a fair and open process. The contractor agrees to indemnify and hold the County harmless from any and all liabilities, claims, actions, costs and penalties which may be incurred as the result of the failure of the contractor to comply with the requirements of the Health Insurance Portability and Accountability Act (HIPAA) or any other statute or case law protecting the privacy of persons using its services. The contractor agrees to indemnify and save the County, its officers, agents and servants from any and all losses, claims, actions, costs, expenses, judgments, or other expenses, including attorney’s fees and defense costs, by reason of any real or alleged injury or damage to the person or property of others arising out of or incidental to the performance of the terms of this contract. The contractor shall not be considered in any respect an employee or agent of or for the County in the performance of this agreement, but is expressly stated and agreed to be an independent contractor. The County may terminate this agreement without prior notice where the County has cause for doing so. “Cause” shall include but not be limited to act(s) or failure(s) to act by the contractor which is clearly immoral, unethical or negligent or not in compliance with the terms and conditions of this agreement.