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NORTH CAROLINA <br />SERVICES AGREEMENT NO RFP/RFQ <br />ORANGE COUNTY <br /> <br />This Services Agreement (hereinafter “Agreement”), made and entered into this ______ day of <br />_______________ 2025, (“Effective Date”) by and between Orange County Sheriff Charles S. <br />Blackwood (“Sheriff”) and Superion, LLC, a CentralSquare Company (hereinafter, the “Provider”). <br /> <br />WITNESSETH: <br />That the Sheriff and the Provider, for the consideration named herein, do hereby agree as <br />follows: <br />1. Services <br />a. Scope of Work. <br />i. This Agreement is for services to be rendered by Provider to the Sheriff with <br />respect to: client licenses and annual maintenance fees for ONESolution <br />modules. <br />ii. By executing this Agreement, the Provider represents and agrees that <br />Provider is qualified to perform and fully capable of performing and <br />providing the services required or necessary under this Agreement in a fully <br />competent, professional, and timely manner. <br />iii. Time is of the essence with respect to this Agreement. <br />iv. The services to be performed under this Agreement consist of Basic Services, <br />as described and designated in Section 3 hereof. Compensation to the <br />Provider for Basic Services under this Agreement shall be as set forth herein. <br />2. Responsibilities of the Provider <br />a. Services to be provided. The Provider shall provide the Sheriff with all services <br />required in Section 3 to satisfactorily complete the Project within the time limitations <br />set forth herein and in accordance with the highest professional standards. <br />b. Standard of Care. <br />i. The Provider shall exercise reasonable care and diligence in performing <br />services under this Agreement in accordance with the highest generally <br />accepted standards of this type of Provider practice throughout the United <br />States and in accordance with applicable federal, state, and local laws and <br />regulations applicable to the performance of these services. Provider is solely <br />responsible for the professional quality, accuracy, and timely completion and <br />submission of all work related to the Basic Services. <br />ii. Provider shall be responsible for all errors or omissions of its agents, <br />contractors, employees, or assigns in the performance of the Agreement. <br />Provider shall correct any and all errors, omissions, discrepancies, <br />ambiguities, mistakes or conflicts at no additional cost to the Sheriff. <br />Docusign Envelope ID: 57B8CAEA-5B53-40D6-BBFB-DA6FFEBE77CDDocusign Envelope ID: 8602A585-4937-4651-A46F-B3BF57DB1E26 <br />10/6/2025