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.r.rrrrr`r---- n..nrirrrirrrrw.rir.��+■. .. <br /> may direct Consultant to perform particular Off-Site Services either under the te�s of this <br /> Agreement or uuder the teims of a Task Order that has been executed by Consultant and City <br /> pursuant to the procedures set forth in Exhibit A,which is attached hereto and incarporated herein <br /> by this reference. <br /> 2. Standard of Performance. While performing the Services, Consultant shall exercise the <br /> reasonable professional care and skill customarily exercised by reputable members of Consultant's <br /> profession practicing in the urban Northem California Area, and shall use reasonable diligence <br /> and best judgment while exercising its professional skill and expertise. <br /> Consultant shall furnish City with every reasonable opporhwity for City to ascertain that the <br /> Services of Consultant are being performed in accordance with the requirements and intentions of <br /> this Agreement. All work done and all materials furnished, if any, shall be subject to the City's <br /> inspection and approval. The inspection of such work shall not relieve Consultant of any of its <br /> obligations to fulfill the Agreement as prescribed. <br /> 3. Term. The term of this Agreement became effective on Au�ust 12,2015 and shall continue <br /> until June 30, 2017 unless terminated earlier as provided for herein. Extensions shall be based <br /> upon a satisfactory review of Consultant's perfoimance,City needs,and appropriation of funds by <br /> the City.The parties shall prepare a written amendment indicating the effective date and length of <br /> the extended Agreement. <br /> - 4. Time of Perfoimance. The Services of Consultant are to commence upon receipt of a <br /> written notice to proceed&om City,but in no event prior to receiving a fully executed agreement <br /> from City and obtaining and delivering the required insurance coverage,and satisfactory evidence <br /> thereof, to City. Where applicable, Consultant shall perform its Services in accordance with the <br /> schedule provided by the Project Administrator or attached to the Task Order authorizing said <br /> Services. <br /> City in its discretion may approve in writing reasonable extensions of time for the performance of <br /> such Services occasioned by unusually lengthy govern�ental reviews of Consultant's wo�c <br /> product or other unavoidable delays occasioned by circumstances; provided, fiuther, that such <br /> unavoidable delay shall not include strikes,lockouts,work stoppages,or other labor disturbances <br /> conducted by,or on behalf of,Consultant's officers or employees. <br /> Consultant acicnowledges the importance to City of City's project schedule and agrees to use its <br /> best professional efforts to meet the schedule. City understands that ConsultanYs performance <br /> must be governed by sound practices. <br /> 5. Time is of the Essence. Time is of the essence for each and every provision of this <br /> Agreement. <br /> 6. Compeensation and Method of Pavment. <br /> . 6.1 Compensation. The compensation to be paid to Consultant, including both <br /> payment for professional services and reimbursable expenses, shall be at the rate and schedules <br /> more particulazly described in Exhibit B(Fee Schedule),which is attached hereto and incoiporated <br /> ATTY/AGR/2016/AMENDMENTS/AMEND NO.1 CSG <br /> REV:042&16 RL <br /> Page 2 of 19 <br />