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INSURANCE NOT REQUIRED N-2016-077 WORK MAY PROCEED CLERK Of COUNCIL DAM MAY 2 0 2015 4. Flys Cla mobile ate." PARKING SERVICES AGREEMENT TIIIS PARKING SERVICES AGREEMENT (thio Agicetngnt") is made and entered inter as of this 4th day of May, 201 5 (the "_P,_,a2ective I),4te"), by and among PARKit?ICIIJILE, MC. a Delaware limited liability company { `Parkmobtic"), and City of Santa Arra, to charter city and municipal corporation organised and existing under the Constitution and laws of the State ofCalifornta RECITALS: WHEREAS. Parkmobilc is engaged in the business of providing integrated solutions for the manageinen of all parking -related matters, including providing a :system for the payment of street parking by mobile telephone; and WIIEREAS, Parkmobile and Client desire to enter into it mutually beneficial arrangeinem. pursuant to which Parkmobile will provide mobile parking services to Client, upon the terms and subject to the Conditions contained herein. NOW, THEREFORE, in consideration of the terms, conditions, covenants and agreements contained herein, and oilier good and valuable consideration, the receipt and sufficiency of which arc hereby acknowledged by the parting hereto, and in order to effectuate the above arrangement, the parties hereto agree its follows: AR'TIC'LE; I SERVICES 1.1 Services Provided Iry Parkmobile. During the `furan (as defined herein). ParkmebRe shall direct its personnel to perform the sorvices for Client as described on'Sched, tlt_e I hereof (as amended, modified or supplemented front time to time upon the nsutnai written agreement of the parties, tineScfyices, Partcmobile shall render the Services faithfully and to the best of its ability and in compliance with all applicable law, regulation, legal or regulatory process or government agency, rales or regulations (eollectively, "Law"), devoting such bane as is reasonably necessary to provide the Services- The precise Hailes and manner or the pwrfornnane,,c of Services shall be as reasonably requested by ('.hent, consistent with a schedules to be reasonably agreed upon from time to time by Parkmobile and (lient. In connection with Patkmobile's per€ormance of the: Services, Parkmobile shall be subject to, and agrees to abide by, such policies, procedures. directions and restrictions as Client may reasonably establish from time to time. If Client requiresadditional work that is not included in this AgrecAncra, Parkmobile and Client shall negotiate the additional work, mutually agree on the amount of additional compensation, and memorialize the tones in either a separate written contract or an amendment to this Agreement. 1.2 Belly Stud Su))tort. Parkmobile agrees to use its reasonable efforts to assist Client with any technical support that. Client may reasonably require in relation to using the Services. In furtherance of the foregoing, Parkmobile agrees to provide Client with preventative maintenance, corrective maintenance, adaptive maintenance and online, on-site and telephone support with respect to the Services. Each of Parkmobile and Client shall promptly notit"y the other of any errors or interruptions that arise during Client's use of Parkniobile's software or the Services hereunder. 1.3 Error Corrections. to the event of any errors or interruptions in the Services. Parkinobile's sole and exclusive obligation shall be to use reasonable efforts to repair or restore that portion ofthe. Services as promptly as possible. Repair may take the form, at the option of Parkniobile, as the case may be, of: