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2 INSURANCE 41 ON FILE-44FC-AE18-36EE08EF3ED9 <br />>QRK MAY NOT PROCEED <br />CLERK OFCOUNCIL <br />n DATE: <br />A-2021-042 <br />p: IT /IA40.� Rgdf�l AGREEMENT WITH NOGALIS, INC TO PROVIDE <br />l / INFOR (LAWSON) ERP SYSTEM MANAGED SERVICES AND SUPPORT <br />THIS AGREEMENT is made and entered into on this 6"' day of April, 2021, by and between <br />Nogalis, Inc., a California corporation ("Consultant'), and the City of Santa Ana, a charter city <br />and municipal corporation organized and existing under the Constitution and laws of the State of <br />California ("City"). <br />RECITALS <br />A. On January 12, 2021, the City issued Request for Proposal #21-005 ("RFP") to retain a <br />Consultant having special skill and knowledge in the field of providing Infor (Lawson) <br />ERP System Managed Services and Support, including mandatory (MSP) and <br />environmental (ESP) system upgrades. The Consultant submitted a timely response to <br />the request, which was selected by the City. <br />B. Consultant represents that it is able and willing to provide such services to the City as <br />detailed in the RFP, and in its proposal of January 25, 2021, which shall be incorporated <br />by reference to this Agreement. <br />C. In undertaking the performance of this Agreement, Consultant represents that it is <br />knowledgeable in its field and that any services performed by Consultant under this <br />Agreement will be performed in compliance with such standards as may reasonably be <br />expected from a professional consulting firm in the field. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the <br />terms and conditions hereinafter set forth, the parties agree as follows: <br />1. SCOPE OF SERVICES <br />Consultant shall perform during the term of this Agreement, the tasks and obligations, <br />including all labor, materials, tools, equipment, and incidental customary work required to fully <br />and adequately complete the services described and set forth in Exhibit A, attached hereto and <br />incorporated by reference. <br />2. COMPENSATION <br />a. City agrees to pay, and Consultant agrees to accept as total payment for its services for <br />City, the rates and charges identified in Exhibit A and Exhibit B. The total amount to <br />be expended during the potential extended term of this Agreement shall not exceed <br />$900,000, which is comprised of an estimated annual amount of $150,000 during the <br />initial term of the Agreement and any extensions exercised per section 3, below. <br />b. Payment by City shall be made within forty-five (45) days following receipt of proper <br />invoice evidencing work performed, subject to City accounting procedures. Payment <br />need not be made for work which fails to meet the standards of performance set forth <br />in the Recitals which may reasonably be expected by City. <br />Page 1 of 9 <br />#1113870 <br />