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Revised 12/18 3 <br /> 4. <br /> 5. <br /> 6. <br /> 7. <br /> 8. <br /> 9. <br /> 10. <br /> <br />iii) Should County reasonably determine that Provider has not met the Milestone <br />Dates established in Section 3(a)(ii), County shall notify Provider of the failure to <br />meet the Milestone Date. The County, at its discretion may provide the Provider <br />seven (7) days to cure the breach. County may withhold the accompanying <br />payment without penalty until such time as Provider cures the breach. In the <br />alternative, upon Provider’s failure to meet any Milestone Date the County may <br />modify the Milestone Date schedule. Should Provider or its representatives fail to <br />cure the breach within seven (7) days, or fail to reasonably agree to such modified <br />schedule, County may immediately terminate this Agreement in writing, without <br />penalty or incurring further obligation to Provider. This section shall not be <br />interpreted to limit the definition of breach to the failure to meet Milestone Dates. <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from to . <br /> <br />b. Scheduling of Services <br />i) The Provider shall schedule and perform its activities in a timely manner so as to <br />meet the Milestone Dates listed in Section 3. <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 . <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 under this Agreement. <br />The maximum amount payable for Basic Services is Dollars ($ ). In the <br />event the amount stated on an invoice is disputed by the County, the County may <br />withhold payment of all or a portion of the amount stated on an invoice until the parties <br />resolve the dispute. Payment for Basic Services shall become due and payable in direct <br />proportion to satisfactory services performed and work accomplished. Payments will be <br />made as percentages of the whole as Project milestones as set out in Section 3(a)(ii) are <br />achieved. (For example, if there are 10 Project Tasks with Milestone Dates then <br />Provider may invoice for the first 10% of the whole upon County’s acknowledgement of <br />the satisfactory completion of Task one. Upon the County’s acknowledgement that the <br />DocuSign Envelope ID: 5FA4B1AC-B897-4C32-A1E4-4B4A8885A341DocuSign Envelope ID: E66BEF63-568B-4F97-8211-2EDDC90D1A2C