Orange County NC Website
DocuSign Envelope ID: BCBF3214- OCEA- 41A3- 96E1- A7CEF7529B79 <br />Provider is solely responsible for the professional quality, accuracy and timely completion <br />and/or submission of all work related to the Basic Services. <br />i. 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 correct any and <br />all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost <br />to the County. <br />i. iii) The Provider may subcontract the performance of any work under this Agreement <br />without prior written permission of the County. No such subcontracting shall create, <br />between the County and the subcontractor, any contract or any other relationship. <br />i. 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 required of <br />the Provider under this Agreement, shall be considered employees or agents of the Provider <br />only and not of the County, and any and all claims that may or might arise under any <br />workers compensation or other law or contract on behalf of said employees while so <br />engaged shall be the sole obligation and responsibility of the Provider. <br />i. 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 employees, agents <br />and subcontractors engaged in such activities possess such licenses, certifications, or <br />credentials and that such licenses certifications, or credentials are current, active, and not <br />in a state of suspension or revocation. <br />i. vi) In determining the basic services to be provided, should any documents be <br />referenced in this Agreement, the terms of this Agreement shall have priority in any conflict <br />between the terms of referenced documents and the terms of this Agreement. Should a <br />request for proposals and a proposal be referenced the terms of the request for proposals <br />shall have priority over the terms of any proposal. <br />i. 3. Basic Services <br />a. a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows <br />(fully describe services to be provided): Professional services regarding the provision, setup and <br />implementation of Spatialest by Spatialest Inc, Comper by Spatialest, Comper for Citizen and <br />PRC by Spatialest Inc. Specific expectations of each product can be found in Exhibit 1. <br />a. 4. Duration of Services <br />a. a. Term. The term of this Agreement shall be from April 13, 2018 to April 12, 2019. In <br />order to maximize the effectiveness of the services and products provided to County pursuant to <br />this Agreement it is expected this Agreement will be renewed for additional one year terms. <br />Should such renewals be approved costs for the Basic Services shall be as reflected in Section E <br />"Subsequent Years" and Section F of Exhibit 1. Any such renewal must be in writing and <br />approved by both parties. <br />