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6.E. - Page 4 of 44 <br />AGREEMENT FOR SERVICES <br />Telstar Instruments <br />THIS AGREEMENT is made and entered into as of the day of <br />2020 (the "Effective Date"), by and between the CITY OF <br />REDWOOD CITY, a charter city and municipal corporation of the State of California <br />("City"), and Telstar Instruments, a California corporation ("Consultant"). <br />RECITALS <br />A. City requires the services of a consultant to provide on-call Supervisory <br />Control and Data Acquisition (SCADA) maintenance and troubleshooting services. <br />B. Consultant has the necessary experience in providing such services. <br />C. Selection of Consultant is expected to achieve the desired results in an <br />expedited fashion. <br />D. Consultant has submitted a proposal to City and has affirmed its willingness <br />and ability to perform such work. <br />NOW, THEREFORE, in consideration of these recitals and the mutual covenants <br />contained herein, the Parties agree as follows: <br />1. Scope of Work. City retains Consultant to perform, and Consultant agrees to <br />render, those services (the "Services") that are defined in attached Exhibit A, which is <br />incorporated herein by reference. City will have the right to modify the scope of work to <br />delete tasks in whole or in part. Any individuals listed as "Key Personnel" on Exhibit A will <br />perform the roles ascribed to them in Exhibit A. Consultant may not change the list of Key <br />Personnel without the prior written consent of the City. <br />Services will be authorized by City, as needed, with a task order assigned and approved <br />by the City's Public Works Superintendents — Water and Wastewater. Each task order <br />will be in substantially the same form as attached Exhibit A-1, which is incorporated herein <br />by reference. Each task order will designate a City Project Manager and will contain a <br />specific scope of work, a specific schedule of performance, and a specific compensation <br />amount. The total price of all task orders may not exceed the amount of compensation <br />set forth in Section 6 below. Consultant will only be compensated for work performed <br />under an authorized task order. <br />2. Standard of Performance. While performing the Services, Consultant will exercise <br />the reasonable professional care and skill customarily exercised by reputable members <br />of Consultant's profession practicing in the urban Northern California Area. Consultant <br />will also use reasonable diligence and best judgment while exercising its professional skill <br />and expertise. <br />REV: 12-18-19 EI <br />ATTY/AGR.2019.318/Telstar Instruments (Page 1 of. 14) 165 <br />