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Revised 06/21 <br />3 <br /> <br /> <br /> <br />3. Basic Services <br /> <br />a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows (fully <br />describe services to be provided): Work as provided in the attached Master Service <br />Agreement (Exhibit 1). <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from April 28, 2023 to April 27, 2025. <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 April 5, 2023. <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 and in accordance with <br />the most updated version of the Time and Material Rate Sheet (“Rate Sheet”) attached <br />hereto as Exhibit “A,” and incorporated herein by this reference, unless the rates or the <br />lump sum cost for specific Services not otherwise identified on the Rate Sheet attached as <br />Exhibit “A” are included in a Work Order. Exhibit “A” shall be subject to adjustment by <br />Provider annually in February upon mutual agreement of both County and Provider. The <br />maximum amount payable for Basic Services shall not exceed twenty-five thousand <br />dollars ($25,000); if the cost exceeds $25,000; a contract amendment will be executed to <br />represent the scope of work and applicable cost (in accordance with the current updated <br />Rate Sheet) relative to the needs of a project/event. Payment for satisfactorily performed <br />Basic Services shall become due and payable within thirty (30) days of Provider properly <br />invoicing County. Payment shall be subject to provisions 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 disputed amounts stated on an invoice until the <br />parties resolve the dispute. Should Provider fail to perform its duties under the terms of <br />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 /> <br /> <br />    <br /> <br />   <br />Document Ref: N7EW3-SGCO5-ACZIS-EK5UO Page 12 of 41 <br />Docusign Envelope ID: 46E32969-D741-4B7D-842F-E8234CE75451