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Exhibit B - Consultant Fees This Exhibit B is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between InfoSend, Inc. ("Consultant") and the City of Santa Ana ("City"). This Exhibit B provides the Fees which Consultant shall bill to City in exchange for Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Section 1. Price Escalations to Consultant Fees Consultant Fees can be adjusted once every twelve (12) months to account for increases in the cost of materials, labor, and other overhead costs. Consultant reserves the right to increase Consultant Fees on a yearly basis (starting with the first anniversary of the Agreement date) not to exceed the Consumer Price Index (CPI) for the State of California, plus 1.5%. The City will be notified, in writing, at least thirty (30) days prior to such price increase. An amendment to the Agreement will not be required if the Fees are changed, unless the terms or conditions of the Agreement have otherwise changed. Postage fees can change at any time per USPS regulations and do not require an amendment to the Agreement. Consultant pricing is predicated on City representations of City and City User transactional usage. Should City's actual continuous volume and/or recurring frequency deviate by more than thirty percent (30%) from what City has represented to Consultant in Section 2 below, then Consultant reserves the right to invalidate the Fees listed in this Agreement. Should this rare situation arise then Consultant will notify City immediately and negotiate with City in good faith to pass on any increased costs to City, in line with actual City and City User transactional usage. As defined in Section 5.2(iv) of the Agreement, should Consultant and City fail to agree upon updated Fees, Consultant reserves the right to terminate this Agreement with one hundred eighty (180) days' notice. [Exhibit B continued on next page] #7832v2 25D-17