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4 <br /> i) The Provider shall exercise reasonable care and diligence in performing services <br /> under this Agreement in accordance with the highest generally accepted standards <br /> of this type of Provider practice throughout the United States and in accordance <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 Basic <br /> Services. <br /> n) 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 /> in) 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 /> iv) 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 /> v) Should any documents, exhibits, or addenda be attached to this Agreement, the <br /> terms of this Agreement shall have priority in any conflict with or among the terms <br /> of such referenced documents, exhibits, or addenda. <br /> vi) Should this Agreement involve project designs, the construction or creation of <br /> which is to be bid out or fulfilled by other contractors, and bidding or negotiation <br /> with contractors produce prices which, when added to the other elements of the <br /> approved total project cost, produce a cost that is in excess of the approved total <br /> project cost,the Provider shall participate with the County in negotiation and design <br /> adjustments to the extent such are necessary to obtain prices within the approved <br /> total project cost. The County and Provider shall develop a mutually agreeable <br /> contract amendment to provide the required contract negotiations support to <br /> produce a cost within the approved total project cost. If negotiation and design <br /> adjustments fail to bring costs within the total project cost the County may reject <br /> all bids and Provider will redesign or reduce portions of the project in an effort to <br /> reduce the bid prices to within the total project cost and rebid the project. The <br /> County shall compensate the Provider for all redesign or alternate work required to <br /> reduce the project costs on a time and materials or fixed price basis based on a <br /> mutually agreeable contract amendment in according to the conditions of the SOW. <br /> If this second letting for bids does not produce bids that are within the approved <br /> Revised 01/24 <br /> 2 <br />