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the provisions of Exhibit "A" and the terms of this Agreement, the terms of this <br />Agreement shall prevail. Redwood City 2020 shall have the right to modify the scope of <br />work to delete tasks in whole or in part. <br />2. Standard of Performance. While performing the Services, Consultant will <br />exercise the reasonable professional care and skill customarily exercised by reputable <br />members of Consultant's profession practicing in the urban Northern California Area, <br />and will use reasonable diligence and best judgment while exercising its professional <br />skill and expertise. <br />3. Term. Unless earlier terminated, the term of this Agreement will commence upon <br />the date first above written and shall expire upon completion of performance of Services <br />hereunder by Consultant. <br />4. Schedule. Consultant will adhere to the schedule set forth in Exhibit "A", <br />provided, that Redwood City 2020 in its discretion may grant reasonable extensions of <br />time for the performance of such services occasioned by unusually lengthy <br />governmental reviews of Consultant's work product or other unavoidable delays <br />occasioned by circumstances; provided, further, that such unavoidable delay will not <br />include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or <br />on behalf of, Consultant's officers or employees. <br />Consultant acknowledges the importance to Redwood City 2020 of its project schedule <br />and agrees to use its best professional efforts to meet the schedule. Redwood City <br />2020 understands that Consultant's performance must be governed by sound practices. <br />5. Time is of the Essence. Time is of the essence for each and every provision of <br />this Agreement. <br />6. Compensation. City will pay Consultant for all work associated with the Services <br />described in Exhibit "A" an amount not to exceed Twenty Thousand Dollars <br />($20,000.00). No other compensation for the Services will be allowed except for items <br />covered by subsequent amendments to this Agreement. Redwood City 2020 and City <br />have the authority to withhold a 10% percent retention until Redwood City 2020 has <br />accepted all of the services specified in Exhibit "A." Incremental payments, if applicable, <br />will be made as outlined in attached Exhibit "A." <br />6.1 An application for payment form must be submitted to Redwood City 2020 <br />and/or City which shall include the following: a clear, detailed invoice reflecting work <br />being billed for, a summary sheet showing hourly rates, hours worked, percentage of <br />work completed to date, amount/percent billed to date and current status of all tasks <br />within a project; any/all backup documentation supporting the above items. Work <br />schedule updates must also be included with the payment requests. <br />6.2 Consultant shall maintain adequate records and shall permit inspection <br />and audit by Redwood City 2020 and City of Consultant's charges under this Contract. <br />REV: 12-20-19 RL <br />