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<br />E.In undertaking the performance of this Master Renewal Agreement, CONSULTANT <br />represents that it is knowledgeable in its field and that any services performed by <br />CONSULTANT under this Master Renewal Agreement will be performed in compliance with <br />such standards as may reasonably be expected from a professional consulting firm in the field. <br />NOW THEREFORE, in consideration of the mutual respective promises, and subject to the terms <br />and conditions hereinafter set forth, the PARTIES agree as follows: <br />1.SCOPE OF SERVICES <br />CONSULTANT shall during the Term of this Master Renewal Agreement, including any <br />extensions thereto exercised by CITY, perform the tasks and obligations attached hereto designated <br />in CONSULTANT's “Santa Ana EMV – Additional Request for Service – EMV PayConex <br />Implementation”, and CONSULTANT's “Santa Ana Budgetary Quote (Optional Clariti-CivicPlus- <br />Centaman-3Di Systems + Peripheral Bundle for Additional Cashier Workstations)”which are both <br />hereby fully incorporated herein by reference as EXHIBIT A as follows: <br />EXHIBIT A <br />1. “Santa Ana EMV – Additional Request for Service – EMV PayConex <br />Implementation” <br />a.iNovah – EMV PayConex Solution Overview <br />b. PCI DSS v3.2.1 Attestation of Compliance for Onsite Assessments – Service <br />Providers, Rev. 1.0 <br />2. “Santa Ana Budgetary Quote (Optional Clariti-CivicPlus-Centaman-3Di Systems + <br />Peripheral Bundle for Additional Cashier Workstations)” <br />CONSULTANT's “Santa Ana EMV – Additional Request for Service – EMV PayConex <br />Implementation” together with CONSULTANT's “Support and Maintenance Agreement” shall be <br />subject to the terms and conditions of this Master Renewal Agreement. In the event of conflict <br />between this Master Renewal Agreement and CONSULTANT's Statement of Work/Proposal(s) or <br />any attachment thereto and CONSULTANT's Support and Maintenance Agreement, the terms of this <br />Master Renewal Agreement or any duly executed Change Order entered into under this Agreement <br />shall prevail. <br />2.COMPENSATION <br />CITY agrees to pay, and CONSULTANT agrees to accept as total payment for its services as <br />described in EXHIBIT A, the fees as set-out respectively by reference in subsection (a) and (b) below, <br />in an aggregate base amount of $202,780, with a further aggregate contingency amount of $562,252, <br />for a total combined not to exceed amount of $765,032 as set-out in EXHIBIT B (Maximum Fiscal Year <br />Compensation Table) which is hereby fully incorporated herein by reference. <br />(a) Scope of Work (including) <br />i.Exhibit A <br />(b) Fees. In consideration of providing the Services, CITY agrees to pay the fees, including <br />Custom Support or Development fees set out in any applicable Statement of Work/Proposal <br />2