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Revised 04/23 <br />3 <br /> <br />a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows <br />(fully describe services to be provided): Provider will facilitate two (2) full-day training <br />sessions on the "DEI from the Inside-Out" & "Diversity 3M Framework Coaching" and <br />three (3) one-hour virtual coaching sessions on "DEI from the Inside Out". <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from 6/23/23 to 6/30/24. <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 accordance <br />with the approved project schedule at no additional cost to the County. <br /> <br />iii) The Commencement Date for the Provider's Basic Services shall be 6/23/23. <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 amount <br />payable for Basic Services shall not exceed Twelve Thousand Dollars ($12,000). Payment <br />for satisfactorily performed Basic Services shall become due and payable within thirty <br />(30) days of Provider properly invoicing County. Payment shall be subject to provisions <br />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 until <br />the parties resolve the dispute. Should Provider fail to perform its duties under the terms <br />of this Agreement, County may, without fault or penalty, withhold any payment associated <br />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 />a. Cooperation and Coordination. The County has designated (Dr. Shameka Y. Fairbanks) <br />to act as the County's representative with respect to the Project who shall have the <br />authority to render decisions within guidelines established by the County Manager or the <br />County Board of Commissioners and who shall be available during working hours as often <br />as may be reasonably required to render decisions and to furnish information. <br /> <br />DocuSign Envelope ID: F3811745-D000-4B02-9337-0DB2C0C5261A