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Revised 06/21 3 <br />a. Basic Services. <br /> <br />i) The Provider shall perform as Basic Services the work and services described <br />herein and as specified in the County’s Request for Proposals or Request for <br />Qualifications (the “RFP”) “RFP Number 367-OC5349 for “LR CAMA System” <br />issued March 25, 2022, and the Provider’s proposal, which are fully incorporated <br />and integrated herein by reference together with Attachments Exhibit I - Farragut <br />Master Services Agreement and Statement of Work, Exhibit II - Farragut NCPTS <br />Software Maintenance and Support Agreement, and Exhibit III - Farragut Software <br />License and Support Agreement (designate all attachments). In the event a term or <br />condition in any referenced document or attachment conflicts with a term or <br />condition of this Agreement the term or condition in this Agreement shall control. <br />Should such conflict arise the priority of documents shall be as follows: This <br />Agreement, the County’s RFP together with attachments, Provider’s Proposal <br />together with attachments. <br /> <br />ii) The Basic Services will be performed by the Provider in accordance with the <br />following schedule: (Insert milestones task list, dates and fees. If milestones <br />are not established mark N/A under Milestone Task 1.) <br /> <br />Milestone Task Milestone Date Milestone Fee <br /> 1. See attached EXHIBIT I, "ATTACHMENT A - PROJECT PLANS" starting <br /> on page 11 of EXHIBIT I <br /> 2. <br /> 3. <br /> 4. <br /> 5. <br /> 6. <br /> 7. <br /> 8. <br /> 9. <br /> 10. <br /> <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 February 23, 2023 to June 30, 2024. <br />DocuSign Envelope ID: 7DCC2B8A-E44C-4172-BF52-8A8B6D647BED