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THIS ONLINE SUBSCRIPTION AGREEMENT, made and entered into this 16`x' day of <br />September, 2013 by and between Lexipol, LLC., a Delaware Limited Liability Company <br />(hereinafter "Contractor "), and the City of Santa Ana, a charter city and municipal corporation <br />organized and existing under the Constitution and laws of the State of California (hereinafter <br />"City"). <br />RECITALS <br />A. The City desires to retain a Contractor having special skill and knowledge in the field of <br />providing an online subscription to standard yet customizable law enforcement policy <br />manual along with daily training bulletins. <br />B. Contractor represents that Contractor is able and willing to provide such services to the <br />City. <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 />Contractor shall provide access to the law enforcement policy manual and daily training <br />bulletins as described in the proposal attached hereto as Exhibit "A" and pursuant to the terms <br />and conditions for use of subscription material attached hereto as Exhibit `B." <br />COMPENSATION <br />a. (1) City agrees to pay, and Contractor agrees to accept as total payment for its <br />services, the rates and charges identified in Exhibit B. The total sum to be expended under this <br />Agreement, shall be $84,350. For each year, the rates and charges are as follows: <br />(a) $17,900 subscription fee for the first year; <br />(b) $6,200 annual update fee and $27,000 daily training bulletin fee billed <br />annually beginning the second year. <br />3. TERM <br />This term of this Agreement shall be for an initial three (3) year period, unless terminated <br />earlier in accordance with Section XIII of the terms and condition set forth in the attached <br />Exhibit "A." <br />4. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in person or <br />25A -3 <br />