Agmt15 ELS Architecture and Urban Design (2)

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� ' , , , • ��:� DESIGN PROFESSIONAL AGREEMENT (ELS Architecture and Urban Design) THIS AGREEMENT is made and entered into as of the � day of , 2015, by and between the CITY OF REDWOOD CITY, a charter city and mun' ipal corporation of the State of California ("City"), the YMCA of Silicon Valley("YMCA") and ELS Architecture and Urban Design ("Consultant"). RECITALS A. City requires the professional services of an architectural design firm with public process consulting experience. B. Consultant has the necessary experience in providing professional services and advice. C. Selection of Consultant is expe�ted to achieve the desired results in an expedited fashion. D. Consultant has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, the Parties agree as follows: 1. Scope of Work. City retains Consultant to perform, and Consultant agrees to render, those services (the "Services") that are referenced in attached Exhibit "A" as "Scope of Services" which is incorporated herein by reference. In the event of a conflict befinreen the provisions of Exhibit "A" and the terms of this Agreement, the terms of this Agreement shall prevail. City shall have the right to modify the scope of work to delete tasks in whole or in part. 2. Standard of PerFormance. While performing the Services, Consultant will exercise the reasonable professional care and skill customarily exercised by reputable members of Consultant's profession practicing in the urban Northern Califomia Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. Term. Unless earlier terminated, the term of this Agreement will commence upon the date first above written and shall expire upon completion of performance of Services hereunder by Consultant, which shall be completed no later than October 1, 2015. 4. Schedule. Consultant will adhere to the schedule set forth in Exhibit"A", provided, that City in its discretion may grant reasonable extensions of time for the perFormance of such services occasioned by unusually lengthy governmental reviews of ConsultanYs work product or other unavoidable delays occasioned by circumstances; provided, further, that such unavoidable delay will not include strikes, lockouts, work stoppages, or ATTY/AGR/2015.148/ELS ARCHITECTURE AND DESIGN REV:07-28-15 MLG Page 1 of 9