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Revised 01/24 <br />3 <br />3. Basic Services <br /> <br />a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows <br />(fully describe services to be provided): Purchase and Installation of transit service <br />software plus nineteen months of service (See Attached) <br /> <br />4. Duration of Services <br /> <br />a. Term. The term of this Agreement shall be from December 15, 2025 to June 30, 2027 . <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 unless the <br />County causes the delay. (Contract Specific Revision 11/13/25) <br /> <br />iii) The Commencement Date for the Provider's Basic Services shall be December 15, <br />2025. <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. The maximum amount <br />payable for Basic Services shall not exceed Three Hundred Four Thousand Twenty <br />Dollars ($304,020). Payment for satisfactorily performed Basic Services shall become <br />due and payable within thirty (30) days of Provider properly invoicing County. Payment <br />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 the disputed amount stated on an invoice until the parties <br />resolve the dispute. Should Provider fail to perform its duties under the terms of this <br />Agreement, County may, without fault or penalty, withhold any payment associated with <br />the work to be performed until such time as said work is completed. (Contract Specific <br />Revision 11/13/25) <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 />6. Responsibilities of the County <br /> <br />a. Cooperation and Coordination. The County has designated (Jamael Wiley) to act as the <br />County's representative with respect to the Project who shall have the authority to render <br />decisions within guidelines established by the County Manager or the County Board of <br />Docusign Envelope ID: 2F0A6F2B-A88D-43A2-97AA-4CF0CF9C3EE6