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DocuSign Envelope ID:CBD177B3-19C5-4070-AC8E-AOE1E843F2D0 <br /> with applicable federal, state and local laws and regulations applicable to the <br /> performance of these services. Provider is solely responsible for the professional <br /> quality, accuracy and timely completion and/or submission of all work related to <br /> 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 /> 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 /> 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 <br /> any conflict between the terms of referenced documents and the terms of this <br /> Agreement. <br /> vii) Should this Agreement involve project designs, the construction or creation of <br /> which is to be bid out and/or fulfilled by other contractors, and bidding or <br /> negotiation with contractors produce prices which, when added to the other <br /> elements of the approved total project cost, produce a cost that is in excess of the <br /> approved total project cost, the Provider shall participate with the County in <br /> negotiation and design adjustments to the extent such are necessary to obtain <br /> prices within the approved total project cost. All activity of the Provider with <br /> respect to these matters shall constitute Basic Services and shall be performed by <br /> the Provider without additional compensation. If negotiation and design <br /> adjustments fail to bring costs within the total project cost the County may reject <br /> all bids and Provider will redesign and/or reduce portions of the project in an <br /> effort to reduce the bid prices to within the total project cost and rebid the project. <br /> One such redesign is included within Basic Services. If this second letting for <br /> bids does not produce bids that are within the approved total project cost initially <br /> or after negotiations with the contractor the cost is not reduced to an amount <br /> Revised 11/19 <br /> 2 <br />