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7 <br /> days of Provider properly invoicing County. Payment shall be subject to provisions of <br /> Section 5(b). <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 <br /> until the parties resolve the dispute. Should Provider fail to perform its duties under the <br /> terms of this Agreement, County may, without fault or penalty, withhold any payment <br /> associated with the work to be performed until such time as said work is completed. <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 /> 6. Responsibilities of the County <br /> a. Cooperation and Coordination. The County has designated (Emergency Services <br /> Director) to act as the County's representative with respect to the Project who shall have <br /> the authority to render decisions within guidelines established by the County Manager or <br /> the County Board of Commissioners and who shall be available during working hours as <br /> often as may be reasonably required to render decisions and furnish information. <br /> b. Delivery. (1) The delivery of the chassis ordered by the County is the responsibility of <br /> the Provider; (2) Travel and expenses related to travel of the County's personnel to <br /> perform an on-site inspection of the completed project will be the responsibility of the <br /> County; (3) The County shall take delivery of the ambulance at 452 Lanier Road, <br /> Madison, Alabama 35758. ) <br /> 7. Insurance <br /> a. General Requirements. Provider shall obtain, at its sole expense, Commercial General <br /> Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any <br /> additional insurance as may be required by County's Risk Manager as such insurance <br /> requirements are described in the Orange County Risk Transfer Policy and Orange <br /> County Minimum Insurance Coverage Requirements (each document is incorporated <br /> herein by reference and may be viewed at <br /> http://www.orangecountync.gov/departments/purchasing division/contracts.php). If <br /> County's Risk Manager determines additional insurance coverage is required such <br /> additional insurance shall consist of N/A (if no additional insurance required mark N/A <br /> as being not applicable). Provider shall not commence work until such insurance is in <br /> effect and certification thereof has been received by the County's Risk Manager. <br /> 8. Indemnity <br /> a. Indemnity. To the extent authorized by North Carolina law the Provider agrees, without <br /> limitation, to defend, indemnify and hold harmless the County from all loss, liability, <br /> claims or expense, including attorney's fees, arising out of or related to the Project and <br /> arising from property damage or bodily injury including death to any person or persons <br /> caused in whole or in part by the negligence or misconduct of the Provider except to the <br /> extent same are caused by the negligence or willful misconduct of the County. It is the <br /> Revised 06/21 <br /> 4 <br />