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3 <br />Unless otherwise terminated as provided herein, the Parties may, by mutual, written consent <br />provided not less than 180-days prior to the last day of the expiring term, renew this Agreement <br />on the same terms and conditions for one (1) additional term of five (5) years.] <br />b. Scheduling of Services. <br />i. The Contractor shall schedule and perform its activities in a timely manner as described <br />in Exhibit B Scope of Work. <br />ii. Should the County determine that the Contractor is behind schedule, it may require the <br />Contractor to expedite and accelerate its efforts, including providing additional <br />resources and working overtime, as necessary, to perform its services in accordance <br />with the approved project schedule at no additional cost to the County. <br />iii. Should the Parties mutually determine that the County is behind schedule for reasons <br />other than as a result of a Force Majeure Event, as defined herein, the Parties agree that <br />the Launch Date defined in Exhibit B Scope of Work shall automatically be extended <br />for the number of days associated with the Agency-caused delay, however, Transaction <br />Fees, also defined in Exhibit B Scope of Work, shall accrue from the original Launch <br />Date. <br />iv. The Commencement Date for the Contractor's Basic Equipment and Services shall be <br />on or after the Effective Date. . <br />5. Compensation <br />a. Compensation for Basic Equipment and Services. Compensation for Basic Equipment and <br />Services shall include all compensation due the Contractor from the County for all services <br />satisfactorily (as determined by the County) performed pursuant to this Agreement. The <br />maximum amount payable for Basic Equipment and Services shall not exceed Seventy-Nine <br />Thousand, One Hundred Seventy-Six Dollars ($79,176.00). Payments for Basic Equipment <br />and Services shall become due and payable within thirty (30) days of County’s receipt of <br />Contractor’s properly submitted invoice. Payment shall be subject to provisions of Section <br />5(b). <br />b. Disputes. In the event the amount stated on an invoice is disputed by the County, the County <br />may withhold payment of all or a portion of the amount stated on an invoice until the parties <br />resolve the dispute. Should Contractor fail to perform its duties under the terms of this <br />Agreement, County may, without fault or penalty, withhold any payment associated with the <br />work to be performed until such time as said work is completed. <br />c. Additional Services. County shall not be responsible for costs related to any services in addition <br />to the Basic Equipment and Services performed by Contractor unless County requests such <br />additional services in writing and such additional services are evidenced by a written <br />amendment to this Agreement. <br />6. Responsibilities of the County <br />DocuSign Envelope ID: 000FC59A-58C3-40A5-B7DA-3677E8179B51