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DocuSign Envelope ID:218BDE7F-0473-4740-91 FB-B8ACB26A75F7 <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 7.32-8181 to see if county offices <br /> are open or are on a delayed schedule. When possible, the Pr-ovidei is also asked to help call <br /> his/her scheduled clients to inform them of the delay or closing. <br /> 5 Ierm. The term of this Agreement shall be from.July 1,2015 to.June 30, 2016 <br /> 6. Errors and Omissions. Provider 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 hereby 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 /> relative precedence shall prevail The order of precedence shall be the older 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. If <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 require the performance by Provider of any of the <br /> provisions hereof shall in no way waive or affect the County's right hereunder to enfbtce the same, <br /> nor 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-Waivet 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 fot federal or state tax,unemployment <br /> or workers' compensation purposes The Provider understands that neither federal, not state, not <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 petformance ofthese services <br /> 12 Indemnity: 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 or persons or damage to or destruction <br /> of any property caused in whole or in part by any negligent or intentional act or omission on the part <br /> of the Provider.. <br /> 13 Termination: This Agreement may be terminated at any time by mutual written agreement of the <br /> parties or by the County upon written notice to the Provider <br /> 14 Entire Agreement: the parties have lead 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 />