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j <br /> AGREEMENT TO PURCHASE PARKING METER <br /> EQUIPMENT AND RELATED SERVICES <br /> This Agreement To Purc s . e Parking Meter Equipment And Related Services ("Agreement") <br /> is made effective ,'s _ i di the "Effective Date"), by and between Redwood City a municipal <br /> corporation (the "City" r and ' S GROUP, INC., a Pennsylvania corporation ("IPS" or "Contractor"), with <br /> reference to the following: <br /> RECITALS <br /> A. City is a municipal corporation duly organized and validly existing under the laws of the State of <br /> Cali fornia. <br /> B. IPS is a Pennsylvania corporation that is qualified to do business, and is doing business, in the State of <br /> California. IPS markets and supports a certain web-based system and operating system software <br /> known as the IPS Data Management System (the "DMS"). <br /> C. City seeks to purchase a smart parking meters system for use by the City's Parking Operations <br /> pursuant to the City's RFP and IPS's response to the City RFP. <br /> D. City and IPS desire to enter into this Agreement for IPS to deliver and install its Multi Pay Stations, <br /> Single Space Meters and related equipment (the "Equipment") in conjunction with the IPS Data <br /> Management System (DMS) (collectively, "IPS Equipment and Software") to the CIient upon the terms <br /> and conditions set forth below. <br /> Now, therefore, the parties agree as follows: <br /> TERMS AND CONDITIONS <br /> 1. Term of Agreement. <br /> 1.1. Initial Term. The term of the Agreement means the period from the Effective Date above and <br /> will be in effect for a period of five (5) years ("Initial Term"). <br /> 1.2. Option to Extend. City shall have the option to extend the term of the Agreement for additional <br /> one (1) year increments, for a period not to exceed five (5) years. City shall notify the <br /> Contractor of its intention to exercise the option to extend the Agreement at least ninety (90) <br /> days prior to the end of each such term. <br /> 2. IPS Services. <br /> 2.1. Scope of Work. Subject to the terms and conditions of this Agreement, Contractor shall <br /> provide the services, hardware and software described in this Agreement and Exhibit A ("City <br /> RFP, IPS Response to IRP"), which is incorporated herein by reference. Such services, hardware, <br /> and software shall meet all the requirements and specifications described in Exhibit A. In <br /> summary, the scope of work includes but is not limited to installation of a fully integrated <br /> automated hardware and software parking meter system for controlling revenue for surface lot <br /> and on-street parking locations in Downtown Redwood City. <br /> REV: 05-05-16 JS <br /> Page 1 of 177 <br /> ATTY/AGR.2016.094/IPS Group <br />