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REV: 03-26-2020 VR AGREEMENT FOR SERVICES [PenTV] THIS AGREEMENT is made and entered into as of the _____ day of __________________, 2020 (the “Effective Date”), by and between the CITY OF REDWOOD CITY, a charter city and municipal corporation of the State of California (“City”), and Peninsula Television Inc., a 501c3 organization, (“Contractor”). RECITALS A. City requires the services of a local media services. B. Contractor has the necessary experience in providing such services. C. Selection of Contractor is expected to achieve the desired results in an expedited fashion. D. Contractor 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 Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in attached Exhibit A, which is incorporated herein by reference. City will have the right to modify the scope of work to delete tasks in whole or in part. Any individuals listed; as “Key Personnel” on Exhibit A will perform, the roles ascribed to them in Exhibit A. Contractor may not change the list of Key Personnel without the prior written consent of the City. 2. Standard of Performance. While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the urban Northern California Area. Contractor will also use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. Term. Unless terminated earlier pursuant to Section 21, the term of this Agreement will begin on the Effective Date and will end when Contractor has performed the Services completely. ATTY/AGR.2020.058/PenTV (Page 1 of 11) 26th MARCH