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GENERAL CONDITIONS 1. Scope ofCont ractor's Services Contractor agrees to provide to the County services and any materials setforth in the project narrative identified in Exhibit "A" during theAgreement period. No material, labor, orfacilities will be furnished by the County, unless otherwise provided for in the Agreement. 2 rmance of Work Contractor shall perform work in accordance with, and shall comply with, all of the provisions of this Agreement. All work shall comply with applicable codes and ordinances. 3. Schedule of Performance: Unless directed otherwise by the County, Contractor shall perform the work in accordance with any schedules made a part of this Agreement. 4. Definitions 4.1 4.2 4.3 "Additional lnsureds" means the County, its successors and assigns, and the respective directors, officers, employees, agents and representatives of the County and its successors and assigns. "Support" means the following: Contractor's directors, officers, employees, agents and representatives; and sub-Contractors of any tier; the respective directors, officers, employees, agents and representatives of these sub- Contractors of any tier; and any other person or entity acting under the direction or control of, or on behalf of, Contractor or any Contractor's sub- Contractors of any tier in connection with or incident to the performance of the Work or this Agreement. The "Work" means all of the duties listed in Exhibit A and the performance of all other obligations, under this Agreement by Contractor or its Support. 5.Accountino and Pavme for Contractor Services Payment to the Contractor for services rendered under this Agreement shall be made as follows: 50% upon execution of this agreement and 50% upon receipt of the final project report. 6. Assiqnment and Subcontractinq: No portion of this Agreement may be assigned or subcontracted to any other individual, firm or entity without the express and prior written approval of the County. 7. lndependent Co ntractor: The Contractor's services shall be furnished by the Contractor as an independent Contractor and nothing herein contained shall be construed to create a relationship of employer- employee or master-servant, but all payments made hereunder and all services performed shall be made and performed pursuant to this Agreement by the Contractor as an independent Contractor. Professional Services Agreement (3 I 12l2O2O) Page 3 of 17