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Exhibit C— Professional Services This Exhibit C is an integral part of and is subject to the terms and conditions of the Master Service Agreement (the "Agreement") between Info5end, Inc. ("Consultant") and the City of Santa Ana ("City"). This Exhibit C provides Consultant's Professional Services Fees which Consultant shall bill to City 1n exchange for Professional Services. To the extent that any term is not expressly defined herein, it shall have the meaning set forth in the Agreement. Consultant Professional Services Fees can be adjusted once every twelve (12) months to account for increases to the cost of providing these services. Consultant reserves the right to increase Professional Services Fees on an annual basis, starting with the first anniversary of the Agreement date, if needed. 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 Professional Services Fees are changed, unless the terms or conditions of the Agreement have changed, Section 2. Definition of Professional Services Consultant Professional Services are the technical services that are required to perform the initial setup of the Consultant Primary Services defined in Exhibit A and the technical services required to make changes to these Primary Services after the initial setup is complete. Once any Primary Service is live and operational Professional Services will not be required unless City requests a change or makes changes to its data file format or business rules which necessitates a change to Consultant's system configuration or programming. Examples of Consultant Professional Services: • Project requirements gathering and analysis hours • Project management and/or consulting hours • Software development and system configuration hours related to the processing of City's data • Software development and system configuration hours related to document design, web portal setup, business rule configuration, or any other applicable technical services • Application testing and deployment hours Section 3. Professional Services Fee and Process for Approval and Payment of Fee The current Professional Services Fee is $150.00 per hour, In the event that a project will incur billable Professional Services hours, City will be informed before work begins. Consultant and City will execute a Statement of Work for project that City wants Consultant to undertake. The payment terms for the project depend on the size and scope of the project. The Statement of Work can include payment terms that are different than the terms listed in this Agreement for Consultant Fees, otherwise these terms will apply and the project fees will be invoiced upon project completion. Small projects that incur less than five (5) hours of Professional Services can be initiated without a Statement of Work if City accepts and executes a Programming Quote for this work. #7832v2 25D-23