2017-417-E Co. Mgr. - Orange County Food Council for facilitation services

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DocuSign Envelope ID:88CBC710-CA3F-4432-8DEE-13C97A7823E7 ii) Should the County determine that the Provider is behind schedule, it may require the Provider to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform its services in accordance with the approved project schedule at no additional cost to the County. iii) The Commencement Date for the Provider's Basic Services shall be July 1, 2017. 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 including any authorized Reimbursable Expenses which are defined herein. The amount payable for Basic Services shall be Twenty Thousand Three Hundred Seventy-Six dollars ($20,376) and may be amended as funds are received by Orange County, but shall not exceed a maximum amount payable of Twenty Six Thousand Three Hundred Seventy-Six Dollars ($26,376). County, under separate agreement, shall serve as the fiscal agent for the Orange County Food Council and will collect and disburse other revenue earned by the Food Council pending approval by the Orange County Board of Commissioners of a budget amendment to accept the funds. Compensation shall be subject to Section 10 herein. b. 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. c. 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. d. Travel. As part of Provider's Compensation for Basic Services, Provider may be reimbursed for travel costs directly related to her performance of the Basic Services at the current Internal Revenue Service per mile rate. Travel expenses shall be included in the monthly expense invoice submitted to the County. e. Reimbursable Expenses. As part of the Provider's Compensation for Basic Services, Provider may be reimbursed for expenses for supplies and materials directly related to her performance of Basic Services. Reimbursement requests shall be included in the monthly expense invoice submitted to the County. 6. Responsibilities of the County a. Cooperation and Coordination. The County has designated (the Deputy County Manager) to act as the County's representative with respect to the Project and shall have Revised 2/17 3