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Revised 11/19 1 <br />[Departmental Use Only] <br />TITLE <br />FY <br />NORTH CAROLINA <br />SERVICES AGREEMENT NO RFP/RFQ <br />ORANGE COUNTY <br /> This Services Agreement (hereinafter “Agreement”), made and entered into this 29th day of <br />May, 2020, (“Effective Date”) by and between Orange County, North Carolina a political <br />subdivision of the State of North Carolina (hereinafter, the "County") and MetaSource, LLC, <br />(hereinafter, the "Provider"). <br />WITNESSETH: <br /> That the County and Provider, for the consideration herein named, do hereby agree as <br />follows: <br />1. Services <br />a.Scope of Work. <br />i)This Agreement is for services to be rendered by Provider to County with respect <br />to (insert type of project): Upgrade of the Application Xtender (AX) software to <br />version 16.3 or latest release. <br />ii)By executing this Agreement, the Provider represents and agrees that Provider is <br />qualified to perform and fully capable of performing and providing the services <br />required or necessary under this Agreement in a fully competent, professional and <br />timely manner. <br />iii) Time is of the essence with respect to this Agreement. <br />iv)The services to be performed under this Agreement consist of Basic Services, as <br />described and designated in Section 3 hereof. Compensation to the Provider for <br />Basic Services under this Agreement shall be as set forth herein. <br />2.Responsibilities of the Provider <br />a.Services to be provided. The Provider shall provide the County with all services <br />required in Section 3 to satisfactorily complete the Project within the time limitations set <br />forth herein and in accordance with the highest professional standards. <br />b. Standard of Care. <br />i)The Provider shall exercise reasonable care and diligence in performing services <br />under this Agreement in accordance with the highest generally accepted standards <br />of this type of Provider practice throughout the United States and in accordance <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 />DocuSign Envelope ID: 903F6B48-F142-435C-93A4-C45D85234C2C