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12 <br />quality, accuracy and timely completion and/or submission of all work related to <br />the Basic Services. <br />ii) Provider shall be responsible for all errors or omissions, in the performance of the <br />Agreement. Provider shall correct any and all errors, omissions, discrepancies, <br />ambiguities, mistakes or conflicts at no additional cost to the County. <br />iii) The Provider shall not, except as otherwise provided for in this Agreement, <br />subcontract the performance of any work under this Agreement without prior <br />between the Corunty and theosubcontractor; any oo it act o any othergielationsh'pe <br />iv) Provider is an independent contractor of County. Any and all employees of the <br />Provider engaged by the Provider in the performance of any work or services <br />required of the Provider under this Agreement, shall be considered employees or <br />agents of the Provider only and not of the County, and any and all claims that may <br />or might arise under any workers compensation or other law or contract on behalf <br />of said employees while so engaged shall be the sole obligation and responsibility <br />of the Provider. <br />v) Provider agrees that Provider, its employees, agents and its subcontractors, if any, <br />shall be required to comply with all federal, state and local antidiscrimination <br />laws, regulations and policies that relate to the performance of Provider's services <br />under this Agreement. <br />vi) If activities related to the performance of this Agreement require specific licenses, <br />certifications, or related credentials Provider represents that it and/or its <br />employees, agents and subcontractors engaged in such activities possess such <br />licenses, certifications, or credentials and that such licenses certifications, or <br />credentials are current, active, and not in a state of suspension or revocation. <br />3. Basic Services <br />a. Basic_ S___ eraices• <br />i) The Provider shall perform as Basic Services the work and services described <br />herein and as specified in the County's Request for Proposals (the "RFP") "RFP <br />Number 09-001 for "Orange County Unified Development Ordinance (UDO)" <br />issued October 23, 2009, and the Provider's proposal, which are fully <br />incorporated and integrated herein by reference together with Attachments One <br />(Scope of Services) and Two (Clarion Associates 1ZFP Response). In the event a <br />term or condition in any document or attachment conflicts with a term or <br />condition of this Agreement the term or condition in this Agreement shall control. <br />Should such conflict arise the priority of documents shall be as follows: This <br />Agreement, the County's RFP together with attachments, Provider's Proposal <br />together with attachments. <br />ii) The Basic Services will be performed by the Provider in accordance with the <br />following schedule: (Insert task list and milestone dates) <br />Revised February 2010 <br />