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DocuSign Envelope ID: D21DFDE8-B7C1-4E75-A803-A1EBD9C48D25 <br /> additional resources and working overtime, as necessary, to perform his services in accordance <br /> with the approved project schedule at no additional cost to the County. <br /> 4.1.3 The Commencement Date for the Consultant's Basic Services shall be July 2, 2019. <br /> ARTICLE 5 COMPENSATION <br /> 5.1 Compensation for Basic Services <br /> 5.1.1 Compensation for Basic Services shall include all compensation due the <br /> Consultant from the County for all services under this Agreement except for any authorized <br /> Reimbursable Expenses which are defined herein. The maximum amount payable for Basic <br /> Services is Twenty-Five Thousand Dollars ($25,000.00 ). Payment for Basic Services shall <br /> become due and payable in direct proportion to satisfactory services performed and work <br /> accomplished. <br /> ARTICLE 6 RESPONSIBILITIES OF THE COUNTY <br /> 6.1 Cooperation and Coordination <br /> 6.1.1 The County has designated Ferguson Transit Solutions, LLC to act as the County's <br /> representative with respect to the Project and shall have the authority to render decisions within <br /> guidelines established by the County Manager and the County Board of Commissioners and shall <br /> be available during working hours as often as may be reasonably required to render decisions <br /> and to furnish information. <br /> 6.1.2 The County shall be solely responsible for determining whether Consultant as <br /> satisfactorily completed Tasks. It is agreed that County shall not unreasonably withhold its <br /> determination of satisfactory completion of any Task. In the event the amount of an invoice is <br /> disputed County may withhold payment until the dispute is resolved by the parties. County may <br /> also withhold payment on an invoice until the satisfactory completion of a Task by Consultant. <br /> ARTICLE 7 INSURANCE AND INDEMNITY <br /> 7.1 General Requirements <br /> 7.1.1 Consultant shall obtain, at its sole expense, Commercial General Liability <br /> Insurance, Automobile Insurance, Workers' Compensation Insurance, Professional Liability <br /> Insurance, and any additional insurance as may be required by Owner's Risk Manager as such <br /> insurance requirements are described in the Orange County Risk Transfer Policy and Orange <br /> County Minimum Insurance Coverage Requirements (each document is incorporated herein by <br /> reference and may be viewed at <br /> http://www.orangecountync.gov/departments/purchasing division/contracts.php). If Owner's <br /> Risk Manager determines additional insurance coverage is required such additional insurance <br /> shall be designated here (if no additional insurance required mark N/A as being not <br /> applicable). Consultant shall not commence work until such insurance is in effect and <br /> certification thereof has been received by the Owner's Risk Manager. <br /> 7.2 Indemnity <br /> Revised 12/18 <br /> 3 <br />