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J�.l\+ 1Z 6 1%t% WC required if consultant has N-2091-090 employees CONSULTANT AGREEMENT C M . Wotaar,7 THIS AGREEMENT is made and entered into this ly` day of August, 2011 by and between DOCVIEW, LLC, a limited liability company, (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of installing, maintaining, and operating an online police report distribution system for the City. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibits 1 and 2, attached herein and incorporated by reference. Of note, the City shall have full and complete control over what content is made available as part of this system, set the requirements for retrieving reports, and specify the fees to be collected. 2. COMPENSATION a. City and Consultant agree that there will be no charges to the City for the installation, licensing, upgrading, modification, enhancement, and/or maintenance of the software necessary to support the system implemented by Consultant. In addition, there will be no charges to the City for any customer service related to the system. b. Consultant will agree to accept a set fee per report, to be included within the purchase cost of the report, as detailed in Exhibit I to this Agreement. Consultant will collect the fees for all reports distributed through the system, including the amount set to be returned to the City, as detailed in Exhibits 1 and 2 to this Agreement. Within ten days (1 O) days of the end of each month, Consultant will provide to the City a report of the number of police reports distributed during that month. Consultant will provide appropriate compensation to City via check or direct deposit within forty-five (45) days of the actual download of the distributed reports.