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Revised 06/21 <br />EDITED BY <br />VENDOR <br />1 <br />[Departmental Use Only] <br />TITLE Central Square <br />FY 24 <br />NORTH CAROLINA <br />CENTRALSQUARE SERVICES AGREEMENT <br />ORANGE COUNTY <br /> <br />This Services Agreement (hereinafter “Agreement”), made and entered into this 22nd day of <br />June, 2023, (“Effective Date”) by and between Orange County, North Carolina a political <br />subdivision of the State of North Carolina (hereinafter, the "County") and CentralSquare <br />Technologies, LLC, (hereinafter, the "Provider"). <br /> <br />WITNESSETH: <br /> <br />That the County and Provider, for the consideration herein named, do hereby agree as <br />follows: <br /> <br />1. Services <br /> <br />a. Scope of Work. <br /> <br />i) This Agreement is for services to be rendered by Provider to County with respect <br />to Software maintenance and technical support for the ONESolution software <br />modules for the benefit of Sheriff's Office and Orange County, NC Emergency <br />Services. In the event of a discrepancy between this Agreement and Attachment A, <br />this Agreement shall prevail related to the relevant licenses and services, which shall <br />be memorialized by signatures of both parties to Attachment A (CentralSquare <br />Solutions Agreement) incorporated herein by reference. <br /> <br />ii) By executing this Agreement, the Provider represents and agrees that Provider is <br />qualified to perform and fully capable of performing and providing the services <br />required or necessary under this Agreement in a fully competent, professional and <br />timely manner. <br /> <br />iii) Time is of the essence with respect to this Agreement. <br /> <br />iv) The services to be performed under this Agreement consist of Basic Services, as <br />described and designated in Section 3 hereof. Compensation to the Provider for <br />Basic Services under this Agreement shall be as set forth herein. <br /> <br />2. Responsibilities of the Provider <br /> <br />a. Services to be provided. The Provider shall provide the County with all services required <br />in Section 3 to satisfactorily complete the Project within the time limitations set forth <br />herein and in accordance with the highest professional standards. <br />b. Standard of Care. <br /> <br />i) The Provider shall exercise reasonable care and diligence in performing services <br />DocuSign Envelope ID: 6AD3FC72-1379-49D2-81C9-A007D8F3B667