2013-395 Health - UNC Family of Medicine Service Agreement $145,416

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i) The Provider shall schedule and perform his activities in a timely manner. ii) OCHD Outpatient Clinics are operational during the normal business hours of 8:00 A.M. to 5:00 P.M., Monday through Friday. On Wednesday, the clinics operate from 10 AM — 5 PM. In addition, one weekday per site (Tuesday - Hillsborough; Thursday - Chapel Hill) the Outpatient Clinics operate on a flexible evening schedule (i.e. 9:30 AM — 6:30 PM) to provide greater access to care. Outpatient Clinics may run beyond their scheduled time. In addition to the above- described activities during the after-hours program, the Department is responsible for medical activities conducted in the Outpatient Clinics in accordance with this agreement during the entirety of the hours specified in this paragraph. iii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate his efforts, including providing additional resources and working overtime, as necessary, to perform his services in accordance with the approved project schedule at no additional cost to the County. iv) The Commencement Date for the Provider's Basic Services shall be July 1, 2013. 5. Compensation a. Compensation for Basic Services. Compensation for Basic Services shall include all compensation due the Provider from the County for all services under this Agreement except for any authorized Reimbursable Expenses which are defined herein. The maximum amount payable for Basic Services shall not exceed one hundred forty-five thousand, four hundred and sixteen Dollars ($145,416), and shall be payable in equally monthly installments of Twelve Thousand One Hundred Eighteen dollars ($12,118). b. The University shall invoice OCHD on a monthly basis with the first invoice being dated July 1,2013. c. Payment for Basic Services shall become due and payable within thirty (30) days of University properly invoicing the County. Any adjustments to the invoice shall be taken into account in the next invoice or as soon thereafter as reasonably practicable. d. Payment for Basic Services shall become due and payable within thirty (30) days of Provider properly invoicing County. Payment shall be subject to provisions of Section 5(e). e. Disputes. In the event the amount stated on an invoice is disputed by the County, the County may withhold payment of all or a portion of the amount stated on an invoice until the parties resolve the dispute. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed. f. Additional Services. County shall not be responsible for costs related to any services in addition to the Basic Services performed by Provider unless County requests such additional services in writing and such additional services are evidenced by a written amendment to this Agreement. 7