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Revised 04/23 VENDOR REQ v1 2 <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 />quality, accuracy and timely completion and submission of all work related to the <br />Basic Services. <br /> <br />ii) Provider shall be responsible for all errors or omissions of its agents, contractors, <br />employees, or assigns in the performance of the Agreement. Provider shall <br />correct any and all errors, omissions, discrepancies, ambiguities, mistakes or <br />conflicts at no additional cost to the County. <br /> <br />iii) The Provider shall not, except as otherwise provided for in this Agreement, <br />subcontract the performance of any work under this Agreement without prior <br />written permission of the County. No permission for subcontracting shall create, <br />between the County and the subcontractor, any contract or any other relationship. <br /> <br />iv) Provider is an independent contractor of County. Any and all employees of the <br />Provider engaged by the Provider in the performance of any work or services <br />required of the Provider under this Agreement, shall be considered employees or <br />agents of the Provider only and not of the County, and any and all claims that may <br />or might arise under any workers compensation or other law or contract on behalf <br />of said employees while so engaged shall be the sole obligation and responsibility <br />of the Provider. <br /> <br />v) If activities related to the performance of this Agreement require specific licenses, <br />certifications, or related credentials Provider represents that it or its employees, <br />agents and subcontractors engaged in such activities possess such licenses, <br />certifications, or credentials and that such licenses certifications, or credentials are <br />current, active, and not in a state of suspension or revocation. <br /> <br />3. Basic Services <br /> <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-OC 5378 for “Request for <br />Proposals to Develop a Comprehensive Land Use Plan” issued February 6, 2023, <br />and the Provider’s proposal, which are fully incorporated and integrated herein by <br />reference together with Attachments A - Deliverable and Fee Schedule (designate <br />all attachments). In the event a term or condition in any referenced document or <br />attachment conflicts with a term or condition of this Agreement the term or <br />condition in this Agreement shall control. Should such conflict arise the priority <br />of documents shall be as follows: This Agreement, the County’s RFP together <br />with attachments, Provider’s Proposal together with attachments. <br /> <br />ii) The Basic Services will be performed by the Provider in accordance with the <br />schedule established in Attachment A. <br /> <br />4. Duration of Services <br />DocuSign Envelope ID: 22D0BF22-BF98-4108-ADE4-6A61C59DB4DA