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1. ORIGINAL <br /> AGREEMENT FOR PROFESSIONAL SERVICES <br /> (DLT &V) <br /> TH S AGREEMENT is made and entered into as of the day of <br /> , 2014, by and between the CITY OF REDWOOD C i TY, a charter <br /> city and m ni4a1 corporation of the State of California ( "City "), and DLT &V <br /> ( "Consultant "). <br /> RECITALS <br /> A. City requires the professional services of a consulting systems <br /> engineering firm. <br /> B. Consultant has the necessary experience in providing professional <br /> services and advice. <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 <br /> willingness 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. In the event of a conflict between the provisions of <br /> Exhibit "A" and the terms of this Agreement, the terms of this Agreement shall prevail. <br /> City shall have the right to modify the scope of 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 City in its discretion may grant reasonable extensions of time for the <br /> performance of such services occasioned by unusually lengthy governmental reviews of <br /> Consultant's work product or other unavoidable delays occasioned by circumstances; <br /> provided, further, that such unavoidable delay will not include strikes, lockouts, work <br /> ATTY /AGR/2011.012 /DLTV <br /> 021511 <br /> 1 <br />