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4 <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 <br /> Basic Services. <br /> ii) Provider shall be responsible for all errors or omissions of its agents, contractors, <br /> employees, or assigns in the performance of the Agreement. Provider shall correct <br /> any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at <br /> no additional cost to the County. <br /> iii) 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 /> Provider's use of third party vendors used in its customary business operations shall <br /> not be a subcontract or assignment of the work hereunder. <br /> iv) 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 /> v) 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 /> 3. Basic Services <br /> a. Basic Services. <br /> i) The Provider shall perform as Basic Services the work and services described <br /> herein and as specified in the County's Request for Proposals or Request for <br /> Qualifications (the "RFP") "RFP Number RFP367-005469 for"An Evaluation of <br /> the Reappraisal and Tax Assessment Process in Orange County" issued December <br /> 19, 2025, and the Provider's proposal, which are fully incorporated and integrated <br /> herein by reference together with Attachments A - Milestone Payment Schedule <br /> (designate all attachments). In the event a term or condition in any referenced <br /> document or attachment conflicts with a term or condition of this Agreement the <br /> term or condition in this Agreement shall control. Should such conflict arise the <br /> priority of documents shall be as follows: This Agreement, the County's RFP <br /> together with attachments, Provider's Proposal together with attachments. <br /> Revised 01/24 2 <br />