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DocuSign Envelope ID:6CF1 E40B-425F-4576-929B-95D36E51572B <br /> standards of this type of Provider practice throughout the United States and in <br /> accordance with applicable federal, state and local laws and regulations <br /> applicable to the performance of these services. Provider is solely responsible for <br /> the professional quality, accuracy and timely completion and/or submission of all <br /> work related to the Basic Services. <br /> ii) Provider shall be responsible for all errors or omissions of its agents, contractors, <br /> employees, or assigns in the performance of the Agreement. Provider shall <br /> correct any and all errors, omissions, discrepancies, ambiguities, mistakes or <br /> conflicts at no additional cost to the County. <br /> iii) The Provider shall not, except as otherwise provided for in this Agreement, <br /> subcontract the performance of any work under this Agreement without prior <br /> written permission of the County. No permission for subcontracting shall create, <br /> between the County and the subcontractor, any contract or any other relationship; <br /> except, however, if the County fails to pay Provider subcontractor fees and charges <br /> incurred by Provider that have been approved by the County, then the <br /> subcontractor under the principle of sequential liability may seek recourse for <br /> payment from the County. <br /> iv) Provider is an independent contractor of County. Any and all employees of the <br /> Provider engaged by the Provider in the performance of any work or services <br /> required of the Provider under this Agreement, shall be considered employees or <br /> agents of the Provider only and not of the County, and any and all claims that may <br /> or might arise under any workers compensation or other law or contract on behalf <br /> of said employees while so engaged shall be the sole obligation and responsibility <br /> of the Provider. <br /> v) If activities related to the performance of this Agreement require specific licenses, <br /> certifications, or related credentials Provider represents that it and/or its <br /> employees, agents and subcontractors engaged in such activities possess such <br /> licenses, certifications, or credentials and that such licenses certifications, or <br /> credentials are current, active, and not in a state of suspension or revocation. <br /> 3. Basic Services <br /> a. Basic Services. <br /> i) The Provider shall perform as Basic Services the work and services described <br /> herein and as specified in the County's Request for Proposals or Request for <br /> Qualifications (the "RFP") "RFP Number 5233 for "Tourism Marketing " issued <br /> March 24, 2017, and the Provider's proposal, which are fully incorporated and <br /> integrated herein by reference together with Attachments N/A (designate all <br /> attachments). <br /> i i) In the event a term or condition in any document or attachment conflicts with a <br /> terra or condition of this Agreement the term or condition in this Agreement shall <br /> control. Should such conflict arise the priority of documents shall be as follows: <br /> This Agreement, the County's RFP together with attachments, Provider's Proposal <br /> together with attachments. <br /> Revised 2/17 2 <br />