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ii) The Commencement Date for the County's Basic Services shall be September 1, <br />2012. <br />5. Compensation <br />a. Compensation for Basic ........Scl;yiees. Compensation for Basic Services shall include all <br />compensation due the County from the PFAPC for all services under this Agreement except <br />for any authorized Reimbursable Expenses which are defined herein. County has <br />determined the true value for these Basic Services is thirty -eight thousand five hundred <br />dollars ($38,500) per year. In order to assist PFAPC transition to self-sufficiency the <br />m.aximum amount payable for Banc Services shall not exceed nine thousand dollars <br />($9,000) for the term of this Agreement. Payment for Basic Services shall become due and <br />payable within thirty 3 days of County invoicing PFAPC. <br />b. Disputes. In the event the amount stated on are invoice is disputed by the PFAPC, PFAPC <br />shall immediately notify County. <br />e. Additional Services. County shall not be responsible for costs related to any services in <br />addition to the Basic Services performed by County unless PFAPC requests such additional <br />services in riti and such additional services are evidenced by a written amendment to <br />this Agreement. <br />6. Responsibilities of the PFAPC <br />a. Cooperation and Coordination. The PFAPC has designated (Executive Director) to act as <br />PFAPC's representative with respect to the Basic Services and shall have the authority to <br />render decisions within guidelines established by the Board of Directors of the PFAPC and <br />shall be available during working hours as often as may be reasonably required to render <br />decisions and to furnish information. <br />b. Reporting. PFAPC shall prepare and distribute to County quarterly reports of its activities. <br />Such reports shall comport with County's need to comply with applicable grant <br />requirements. Should any such report fail to comport with this need County shall notify <br />HAW and within a reasonable time PFAPC shall generate and provide to County an <br />appropriate report. <br />c. NoWrofit Status. PFAPC shall maintain its status as an IFS Code 501(c)(3) nonprofit <br />entity. Should PFAPC lose such status this Agreement shall immediately terminate at no <br />fault to County. <br />7. Indemnity <br />a. Indemnit y. The PFAPC agrees to defend, indemnify and hold harmless the County from all <br />loss, liability, claims or expense, including attorney's fees, arising out of or related to the <br />Basic Services and arising from bodily injury including death or property damage to any <br />person or persons caused in whole or in part by the negligence or misconduct of the PFAPC <br />except to the extent same are caused by the negligence or willful misconduct of the County. <br />It is the intent of this provision to require the PFAPC to indemnify the County to the fullest <br />extent permitted under North Carolina law. <br />8. Amendments to the Agreement <br />3 <br />