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6 <br /> penalty or incurring further obligation to Provider. This section shall not be <br /> interpreted to limit the definition of breach to the failure to meet Milestone Dates. <br /> 4. Duration of Services <br /> a. Term. The term of this Agreement shall be from July 1, 2026 to June 30, 2031. <br /> b. Scheduling of Services <br /> i) The Provider shall schedule and perform its activities in a timely manner so as to <br /> meet the Milestone Dates listed in Section 3. <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 <br /> accordance with the approved project schedule at no additional cost to the <br /> County. <br /> iii) The Commencement Date for the Provider's Basic Services shall be July 1, 2026. <br /> 5. Compensation <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 <br /> amount payable for Basic Services is One Million, seven hundred thousand, thirty-eight, <br /> seven hundred, forty-four Dollars ($1,738,744). In the event the amount stated on an <br /> invoice is disputed by the County, the County may withhold payment of all or a portion <br /> of the amount stated on an invoice until the parties resolve the dispute. Payment for <br /> Basic Services shall become due and payable in direct proportion to satisfactory services <br /> performed and work accomplished. Payments will be made as Project milestones as set <br /> out in Section 3(a)(ii) are achieved up to the corresponding milestone fee. (For example, <br /> Provider may invoice for the amount listed as the milestone fee corresponding to the <br /> first milestone task upon County's acknowledgement of the satisfactory completion of <br /> Task one. Upon the County's acknowledgement that the second Task has been <br /> satisfactorily completed Provider may invoice for that corresponding milestone fee.) <br /> Milestone fees shall be the maximum amount payable for its corresponding milestone <br /> task which shall not be altered except by written amendment. <br /> b. 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 /> 6. Responsibilities of the County <br /> a. Cooperation and Coordination. The County has designated (Robert Williams) to act as <br /> the County's representative with respect to the Project who shall have the authority to <br /> render decisions within guidelines established by the County Manager or the County <br /> Revised 01/24 4 <br />