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solely to County for payment for services hereunder. The Contractor agrees that the <br /> foregoing provision shall be inserted into any contracts between Contractor and any <br /> subcontractors, material providers, laborers, and or suppliers under this Agreement. <br /> 5. FEE/COMPENSATION: TIME OF COMPLETION.. <br /> 5.1. The bid submitted by Contractor containing billing rates and other applicable fee <br /> schedules is set forth in Exhibit "C" attached to this Agreement and made a part hereof by <br /> this reference. The County shall pay to the Contractor a fee that is specifically set forth in <br /> each Work Order issued under this Agreement and based on the rates and fee schedules <br /> set forth in Exhibit C for all work included and completed in accordance with this <br /> Agreement. <br /> 5.2. The time for completion of each Service included within any Work Order shall be set <br /> forth within the Work Order. The Contractor acknowledges and agrees that is the intention <br /> of the County, to the maximum extent possible, to pay Contractor at the closing, i.e., <br /> acquisition of the home for which the Services were performed. If the home does not <br /> proceed to closing i.e., acquisition, payment shall be made as set forth in paragraph 5.4 of <br /> this Agreement. Time is of the essence in the completion of each Work Order under this <br /> Agreement. <br /> 5.3. All Services performed under this Agreement shall be done to the satisfaction of the <br /> County, who shall in all cases determine the amount, quality, fitness, and acceptability of <br /> the Services to be paid hereunder, and shall decide all questions which may arise as to <br /> fulfillment of the Agreement on the part of Contractor, and the County's decision thereon <br /> shall be final and conclusive; and such determination and decision, in case any question <br /> shall arise, shall be a condition precedent to the right of Contractor to receive any money <br /> hereunder. <br /> 5.4. Proper Invoices shall be submitted to the County's Finance Department in detail <br /> sufficient for proper prepayment and post payment audit. All payments for services shall <br /> be made to the Contractor by the County in accordance with the Local Government <br /> Prompt Payment Act(2009), Florida Statutes Section 218,70 et seq. <br /> 6. INSURANCE, The Contractor shall not commence to perform the Services under <br /> this Agreement until it has obtained all the insurance required under this Agreement as set <br /> forth in Exhibit "D" attached hereto and incorporated herein by this reference in its entirety, <br /> and such certificates of insurance have been approved by the County's Risk Manager. <br /> The cost of such insurance shall be included in the Contractor's fee. <br /> 7. TERM. This Agreement shall remain in effect for one hundred and twenty (120) <br /> days after the expiration of the County's NSP CDBG grant agreement with the Florida <br /> Department of Community Affairs, subject to sooner termination as provided herein. The <br /> duration of the County's NSP CDBG grant agreement is anticipated to be approximately 2 <br /> years. <br /> 8. TERMINATION. <br /> 8.1.. This Agreement may be terminated: (a) by the County, for any reason, upon at least <br /> thirty (30) days' prior written notice to the Contractor; (b) by the Contractor, for any reason, <br /> upon at least thirty (30) days' prior written notice to the County; (c) by the mutual <br /> agreement of the parties; or (d) as may otherwise be provided below. In the event of the <br /> termination of this Agreement, any liability of one party to the other arising out of any <br /> 3 <br /> SmeadSoft Reprint Date:Friday,March 11,2016-13:45:21-OfficialDocument5:6484,Attachment Id 1,Page 3 <br />