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DocuSign Envelope ID:OEB6675A-A6D7-4838-849E-08BFF1564421 <br /> a. Compensation for Services. Compensation for the Services shall include all <br /> compensation due the Provider from the County for all services under this <br /> Agreement, The maximum amount payable for the Services is Three Million and <br /> Nine Hundred Thousand Dollars ($3,900,000). Provider will invoice the County <br /> on a monthly basis based on the number of carts at the rates reflected in Provider's <br /> Proposal, which rates may be subject to an annual adjustment on July 1 of each <br /> year beginning July 1, 2015 in the same amount as the percentage change in the <br /> Bureau of Labor Statistics Consumer Price Index for All Urban Consumers: US <br /> City Average, Expenditure category Garbage and Trash, measured for the most <br /> recently available 12 month period average preceding the adjustment date. <br /> Payment will he due from the County to Provider within 30 days following <br /> issuance of the invoice that includes the required monthly data report. In the event <br /> the amount stated on an invoice is disputed by the County, the County may <br /> withhold payment of the disputed portion of the amount stated on an invoice until <br /> the parties resolve the dispute. <br /> b. Additional Services. County shall not be responsible for costs related to any <br /> services in addition to the Basic Services performed by Provider unless County <br /> requests such additional services in writing and such additional services are <br /> evidenced by a written amendment to this Agreement. <br /> 5. Responsibilities of the County <br /> a. Cooperation and Coordination. The County has designated the (Recycling <br /> Programs Manager) to act as the County's representative with respect to the <br /> Services and shall have the authority to render decisions within guidelines <br /> established by the County Manager and/or the County Board of Commissioners <br /> and shall be available during working hours as often as may be reasonably <br /> required to render decisions and to finnish information. <br /> 7. Insurance <br /> a. General Requirements. Provider shall obtain, at its sole expense, Commercial <br /> General Liability Insurance, Automobile Insurance, Workers' Compensation <br /> h <br /> Insurance, and any additional insurance as may be required by Owner's Risk E <br /> Manager as such insurance requirements are described in the Orange County Risk <br /> Transfer Policy and Orange County Minimum Insurance Coverage Requirements <br /> (each document is incorporated herein by reference and may be viewed at <br /> h :/loran ecouiityiie.goy/iurchasin coittracts.as ). Provider shall not <br /> commence work until such insurance is in effect and certification thereof has been <br /> received by the Owner's Risk Manager. <br /> S, Indemnity <br /> a. IgLomnijy. The Provider agrees to defend, indemnify and hold harmless the <br /> County from all loss,liability, claims or expense,including attorney's fees,arising r <br /> out of or related to(i)Provider's negligence or willful misconduct in performance <br /> of the Services required hereunder, (ii) Provider's breach of this Agreement, and - <br /> (iii) bodily injury including death or property damage to any person or persons <br /> I <br />