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DocuSign Envelope ID:21D21D4024-951374AD4-131`913-91 E3244EA302 <br /> v) In the case of an unexpected closing or delayed opening (e.g, inclement weather) of the <br /> County Offices when providing interpretation services, the Provider shall not be paid for <br /> missed appointments When in doubt, the Provider can call 732-8181 to see if county offices <br /> are open or are on a delayed schedule When possible, the Provider is also asked to help call <br /> his/her-scheduled clients to inform them of the delay or closing <br /> 5.. Ietm.. The term of this Agreement shall be from July 1,2015 to June 30, 2016 <br /> 6 Etrors and Omissions. Providet represents and agrees that Provider is qualified to perform and fully <br /> capable of performing and providing the services required or necessary under this Agreement in a <br /> fully competent, professional and timely manner to the satisfaction of the County. Provider shall be <br /> responsible for all errors or omissions, in the performance of the Agreement Provider shall correct <br /> any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost <br /> to the County.. <br /> 7. Additional Terms and Condition. The County may have additional terms and condition that shall be <br /> provided as attachment 1, and shall be attached and are her incorporated by reference, <br /> 8.. Precedence Among Contract Documents: In the event of a conflict between or among the <br /> terms of the Contract Documents, the terms in the Contract Document with the highest <br /> rclative precedence shall prevail. The order of precedence shall be the order of documents <br /> as listed in Paragraph 1, above, with this contract document having the highest precedence <br /> then the first listed document and the last-listed document having the lowest precedence 1f' <br /> there are multiple Contract Amendments, the most recent amendment shall have the highest <br /> precedence and the oldest amendment shall have the lowest precedence. <br /> 9 Non—waiver: Failure by County at any time to requite the performance by Provider of any of the <br /> provisions hereof shall in no way waive or affeet the County's tight hereunder to enforce the same, <br /> not shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or- <br /> a waiver of this Non-Waiver Clause <br /> 10. Independent Contractor: the Provider shall operate as an independent Provider, and the County shall <br /> not be responsible for any of the Provider's acts or omissions The Provider shall not be treated as <br /> an employee with respect to the Services performed hereunder for federal or state tax,unemployment <br /> or, workers' compensation purposes. the Provider understands that neither federal, not state, nor <br /> shall payroll tax of any kind be withheld or paid by the County on behalf of the Provider or the <br /> employees of the Provider. <br /> 11 Insurance: The County recommends that Provider obtain,at its sole expense, all insurance needed to <br /> adequately insure itself during the performance of these services. <br /> 12 Indemtuty: The Provider agrees to defend, indemnify, and hold harmless Orange County from all <br /> losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's <br /> fees) arising from any injury, including death, to any person of persons of damage to or destruction <br /> of any property caused in whole at in part by any negligent or intentional act or omission on the part <br /> of the Provider <br /> 13, 1 ermination: This Agreement may be terminated at any time by mutual written agreement of the <br /> patties or by the County upon written notice to the Provider. <br /> 14 Entire Agreement: The parties have read this Agreement and agree to be bound by all of its terms, <br /> and further agree that it constitutes the complete and exclusive statement of the Agreement between <br /> 4 <br /> Revised 06115 <br />