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FOUNTAIN MAINTENANCE AGREEMENT <br />THIS AGREEMENT, made and entered into this 7"' day of November, 2011 by Service First Contractors <br />Network dba Service 1St, a California corporation (hereinafter "Contractor"), 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 California (hereinafter <br />"C its,"). <br />RECITALS <br />A. The City desires to retain a Contractor having special skill and knowledge in the provision of fountain <br />maintenance and repair services. <br />B. Contractor represents that Contractor is able and willing to provide such services to the City. <br />C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and <br />that any services performed by Contractor under this Agreement will be performed in compliance with such <br />standards as may reasonably be expected from a professional consulting firm in the field. <br />NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions <br />hereinafter set forth, the parties agree as follows: <br />1. SCOPE OF SERVICES <br />Contractor shall perform fountain maintenance and repair services for City owned fountains in Downtown Santa <br />Ana and the Civic Center, as set in City Specifications, attached hereto as Exhibit A. All Exhibits to this Agreement are <br />incorporated by this reference. <br />2. COMPENSATION <br />a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges <br />identified in Contractor's Proposal, attached hereto as Exhibit B. The total sum to be expended under this Agreement shall <br />not exceed $30,690.00, which includes a ten percent (10%) contingency for unanticipated work required during the term of <br />this Agreement. <br />b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work <br />performed during the prior month, subject to City accounting procedures. Payment need not be made for work which fails <br />to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. <br />TERM <br />This Agreement shall commence on November 14, 201 land terminate December 31, 2013, unless terminated <br />earlier in accordance with Section 12, below. The term may be extended for up to two additional two-year periods on the <br />mutual consent of the parties. The City may terminate this Agreement if the Santa Ana City Council fails to approve <br />funding for the Agreement for any fiscal year covered herein. <br />5. INDEPENDENT CONTRACTOR <br />Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an <br />employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee <br />relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner <br />in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be <br />provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing <br />25H-3