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Article 2. Definitions <br />Definitions of words and phrases are as stated in Exhibit 1. To the extent that any definition contained <br />herein conflicts with any similar definition contained in any federal, state, or local law, the definition <br />herein shall prevail for the purposes of this Agreement. However, nothing contained herein shall be <br />interpreted to require Contractor to undertake any conduct that is prohibited by Applicable Law. If a word <br />is not defined herein, the definition of such word or phrase as contained in the Code of Ordinances of <br />Indian River County, Florida shall apply. <br />Article 3. Term <br />2.1 Effective and Commencement Dates <br />The Effective Date is the date the Agreement has been fully executed by both SWDD and <br />Contractor. The Commencement Date shall be October 1, 2025, the date services pursuant to <br />this Agreement shall commence. <br />2.2 Initial Term <br />The term of this Agreement shall be for a period of ten (10) years beginning at 12:00 a.m. on the <br />Commencement Date, October 1, 2025, and terminating at 11:59 p.m. on September 30, 2035. <br />2.3 Renewal Option <br />At mutual agreement, between SWDD and Contractor, this Contract may be renewed for one (1) <br />additional term often (10) years under the same terms and conditions as the initial term, including <br />amendments. The Contractor and SWDD shall mutually notify the other party no later than <br />September 30, 2033, of its intent to renew or not to renew the Agreement. If renewed, per a <br />written and executed extension agreement, the additional ten (10) year term will begin on <br />October 1, 2035, and terminate on September 30, 2045. <br />Article 4. Obligations of SWDD <br />3.1 SWDD shall do all things necessary to properly administer the terms and conditions of this <br />Contract, including but not limited to: <br />a) Examination of all products and services delivered or supplied by Contractor for <br />conformance with the terms of this Contract; and <br />b) Periodic reviews of the work of the Contractor as necessary for the completion of the <br />Contractor's services during the period of this Contract; and <br />c) Review of all Contractor documents and payment requests for approval or rejection. <br />3.2 SWDD shall not provide any services to the Contractor in connection with any claim brought on <br />behalf of or against the Contractor. <br />Article 5. Customer Convenience Centers (CCCs) Operations and Maintenance <br />5.1 Customer Convenience Centers <br />N <br />ACTIVE: 38438749.1 <br />