Agmt 13 Cal Poly Research Agreement (Fixed price)

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ORIGINAL RESEARCH AGREEMENT(Fixed Price) THIS AGREEMENT befinreen the City of Redwood City ("Sponsor") a California municipality with the principal place of business at 1017 Middlefield Road, Redwood City, California 94063, and the Cal Poly Corporation ("Corporation"), a separate non-pro�t auxiliary Corporation serving the interests of the California Polytechnic State University ("University") doing business at 1 Grand Ave. San Luis Obispo, California 93407. The research project contemplated by this Agreement is of mutual interest and benefit to the University, Corporation and to the Sponsor, and will further benefit the instructional and research prog�ams of the University in a manner consistent with its status as a non-profit, tax- exempt, educational institution, and may derive benefits for the Sponsor, University, and Corporation through improvements, inventions and/or discoveries: The parties hereto agree to the following terms and conditions: 1. STATEMENT OF WORK The Research project ("Project") entitled "Redwood City Broadway Corridor Planning Study" as described in Attachment A, shall be performed on a reasonable efforts basis. 2. PRINCIPAL INVESTIGATOR AND TECHNICAL REPRESENTATIVE: The Project will be directed by Zeljka Pavlovich Howard (Principal Investigator), City and Regional Planning Department, who will be responsible for the Project. In the event the Principal Investigator becomes unable or unwilling to continue the Project, and a mutually acceptable substitute is not available, the Corporation and/or the Sponsor shall have the option to terminate the agreement. 3. PERIOD OF PERFORMANCE: The research Project shall be conducted during the period September 1, 2013—June 30, 2014. 4. FIXED PRICE: This is a fixed price Agreement. Sponsor will pay the Corporation TWENTY THOUSAND EIGHT HUNDRED AND TWENTY DOLLARS ($20,820). Since research by its nature is unpredictable and without guarantee of successful results, this Project is conducted on a "reasonable efforts" basis. No fee or profit is received on research and such work for extramural sponsors is performed on a "no-profit-no-loss" basis. For these reasons, the Corporation will not accept agreement provisions that guarantee results, impose penalties for failure to make progress against firm deadlines, or provide for withholding of payments if the sponsor is not satisfied with the results. Corporation provides no warranty of any kind, express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose. 5. ORDER OF PRECEDENCE: Any inconsistencies in this agreement shall be resolved by giving precedence in the order below: (1) This agreement (2) The Statement of Work (Attachment A hereto). (3) Addenda ta this agreement including any licenses (4) Other documents, exhibits, and attachments. 6. PAYMENT: The City of Redwood City will pay to the Corporation an fixed price of $20,820 for the performance of all the work and services described herein based on the following schedule: REV:10-04-13 VR Page 1 of 7 ATTY/AGR2013.186/Cal Poly CorporationlBroadway Corridor Planning