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Revised 07/20 <br />3 <br />with the contractor the cost is not reduced to an amount within the total project <br />cost, the Provider is not obligated to engage in further redesign. <br /> <br />3. Basic Services <br /> <br />a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows <br />(fully describe services to be provided): Facilitation services outlined in Exhibit A - <br />Memorandum of Agreement between Orange County and Dispute Settlement Center <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from September 1, 2020 to September 1, <br />2021. <br /> <br />b. Scheduling of Services. <br />i) The Provider shall schedule and perform its activities in a timely manner. <br /> <br />ii) Should the County determine that the Provider is behind schedule, it may require <br />the Provider to expedite and accelerate its efforts, including providing additional <br />resources and working overtime, as necessary, to perform its services in <br />accordance with the approved project schedule at no additional cost to the <br />County. <br /> <br />iii) The Commencement Date for the Provider's Basic Services shall be September 1, <br />2020. <br /> <br />5. Compensation <br /> <br />a. Compensation for Basic Services. Compensation for Basic Services shall include all <br />compensation due the Provider from the County for all services satisfactorily (as <br />determined by the County) performed pursuant to this Agreement. The maximum <br />amount payable for Basic Services shall not exceed five thousand four hundred Dollars <br />($5,400). Payment for satisfactorily performed Basic Services shall become due and <br />payable within thirty (30) days of Provider properly invoicing County. Payment shall be <br />subject to provisions of Section 5(b). <br /> <br />b. Disputes. In the event the amount stated on an invoice is disputed by the County, the <br />County may withhold payment of all or a portion of the amount stated on an invoice <br />until the parties resolve the dispute. Should Provider fail to perform its duties under the <br />terms of this Agreement, County may, without fault or penalty, withhold any payment <br />associated with the work to be performed until such time as said work is completed. <br /> <br />c. Additional Services. County shall not be responsible for costs related to any services in <br />addition to the Basic Services performed by Provider unless County requests such <br />additional services in writing and such additional services are evidenced by a written <br />amendment to this Agreement. <br /> <br />6. Responsibilities of the County <br /> <br />DocuSign Envelope ID: 010D91E2-5C66-4610-B0AF-F96D7E61B6C5