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122 <br />iii) The Commencement Date for the Provider's Basic Services shall be prior to June <br />30, 2014 bu no sooner than June 2, 2014. <br />5. Compensation <br />a. Compensation for Basic Services. Compensation for Basic Services shall include all <br />compensation due the Provider from the County for all services under this Agreement. <br />The maximum amount payable for Basic Services is Dollars ($ ). In the <br />event the amount stated on an invoice is disputed by the County, the County may <br />withhold payment of all or a portion of the amount stated on an invoice until the parties <br />resolve the dispute. Payment for Basic Services shall become due and payable in direct <br />proportion to satisfactory services performed and work accomplished. Payments will be <br />made as percentages of the whole as Project milestones as set out in Section 3(a)(ii) are <br />achieved. (For example, if there are 10 Project Tasks with Milestone Dates then <br />Provider may invoice for the first 10% of the whole upon County's acknowledgement of <br />the satisfactory completion of Task one. Upon the County's acknowledgement that the <br />second Task has been satisfactorily completed Provider may invoice for the next 10% of <br />the whole.) <br />b. Additional Services. County shall not be responsible for costs related to any services in <br />addition to the Basic Services performed by Provider unless County requests such <br />additional services in writing and such additional services are evidenced by a written <br />amendment to this Agreement. <br />6. Responsibilities of the County <br />a. Cooperation and Coordination. The County has designated the (Recycling Programs <br />Manager) to act as the County's representative with respect to the Project and shall have <br />the authority to render decisions within guidelines established by the County Manager <br />and /or the County Board of Commissioners and shall be available during working hours <br />as often as may be reasonably required to render decisions and to furnish information. <br />7. Insurance <br />a. General Requirements. Provider shall obtain, at its sole expense, Commercial General <br />Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any <br />additional insurance as may be required by Owner's Risk Manager as such insurance <br />requirements are described in the Orange County Risk Transfer Policy and Orange <br />County Minimum Insurance Coverage Requirements (each document is incorporated <br />herein by reference and may be viewed at <br />htip:Horan eg countync .gov/purchasingZcontracts.asp). If Owner's Risk Manager <br />determines additional insurance coverage is required such additional insurance shall <br />consist of (if no additional insurance required mark N/A as being not applicable). <br />Provider shall not commence work until such insurance is in effect and certification <br />thereof has been received by the Owner's Risk Manager. <br />8. Indemnity <br />a. Indemnity. The Provider agrees to defend, indemnify and hold harmless the County <br />from all loss, liability, claims or expense, including attorney's fees, arising out of or <br />Revised 9/13 4 <br />