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—Please return this copy to — <br /> NORTH CAROLINA Clerk to the Board's office for PAF <br /> SERVICES AGREEMENT OVER $25,000.00 <br /> RFP— NO REIMBURSABLE EXPENSES <br /> ORANGE COUNTY <br /> This Services Agreement (hereinafter "Agreement"), made and entered into this 2nd day of <br /> March, 2010, ("Effective Date") by and between Orange County, North Carolina a body politic <br /> and corporate of the State of North Carolina (hereinafter, the "County") and Clarion Associates, <br /> (hereinafter, the "Provider"). <br /> WITNESSETH: <br /> That the County and Provider, for the consideration herein named, do hereby agree as <br /> follows: <br /> 1. Services <br /> a. Scope of Work. <br /> i) This Services Agreement ("Agreement") is for professional services to be <br /> rendered by Provider to County with respect to: assisting with the completion of <br /> the Orange County Unified Development Ordinance (UDO) consistent with the <br /> included scope of services and deliverables. <br /> ii) By executing this Agreement, the Provider represents and agrees that Provider is <br /> qualified to perform and fully capable of performing and providing the services <br /> required or necessary under this Agreement in a fully competent, professional and <br /> timely manner. <br /> iii) Time is of the essence with respect to this Agreement. <br /> iv) The services to be performed under this Agreement consist of Basic Services, as <br /> described and designated in Section 3 hereof. Compensation to the Provider for <br /> Basic Services under this Agreement shall be as set forth herein. <br /> 2. Responsibilities of the Provider <br /> a. Services to be provided. The Provider shall provide the County with all services <br /> required in Section 3 to satisfactorily complete the Project within the time limitations set <br /> forth herein and in accordance with the highest professional standards. <br /> b. Standard of Care. <br /> i) The Provider shall exercise reasonable care and diligence in performing services <br /> under this Agreement in accordance with the highest generally accepted standards <br /> of this type of Provider practice throughout the United States and in accordance <br /> with applicable federal, state and local laws and regulations applicable to the <br /> performance of these services. Provider is solely responsible for the professional <br />