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1.21. "Third Party Applications" means online, web -based applications and <br />offline software products that are provided by third parties that may interoperate <br />with the Services, and are identified by Contractor as third -party applications. <br />1.22. "Users" means individuals who are authorized by City to use the <br />Services, and who have been supplied user identifications and passwords by City <br />(or by Contractor at City request). Users may include but are not limited to City <br />employees, contractors and agents; or third parties with which City transacts <br />business. <br />1.23. "Warranty Labor" means the cost of Contractor providing onsite labor <br />after Acceptance. <br />2. Scooe of Work. <br />Subject to the terms and conditions of this Agreement, Contractor shall provide the <br />Services and Hardware described in this Agreement and Exhibit "A" (Cleverciti response <br />to City RFP for APGS). Such Services and Hardware shall meet all requirements and <br />specifications described in Exhibit "A". The scope of work is set forth in this Section 2 <br />and includes but is not limited to installation and services of a fully integrated automated <br />hardware and software parking guidance system for the monitoring and display of parking <br />availability and data for parking in Downtown Redwood City. <br />The exhibits listed below are incorporated into and made part of this Agreement. <br />Exhibit "A" Cleverciti response to City RFP for APGS <br />Exhibit "B" Project Deliverables and Pricing <br />Exhibit "C" Service and Warranty Terms <br />Exhibit "D" Support Service Level Agreement <br />Exhibit "E" Schedule of Parking Spaces and System Components <br />3. Standard of Performance. While performing the Services, Contractor will <br />exercise the reasonable care and skill customarily exercised by reputable members of <br />Contractor's profession practicing in the urban Northern California Area under similar <br />conditions. Contractor will also use reasonable diligence and best judgment while <br />exercising its professional skill and expertise. <br />4. Term. <br />A. Initial Term. Unless terminated earlier pursuant to Section 29, the term of <br />this Agreement will begin on the Effective Date and will end three (3) years <br />from the date of Substantial Completion. ("Initial Term") <br />B. Option to Extend. City shall have the option to extend the term of the <br />Agreement for additional one (1) year increments, for a period not to exceed <br />REV: 12-10-2020 SK <br />ATN/AGR.2020.282/Cleverciti (Parking Guidance System Project) (Page 4 of 54) <br />