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PROFESSIONAL SERVICES AGREEMENT <br />CITY OF SANTA ANA <br />THIS AGREEMENT is made and entered into this I" day of September 2015 by and between <br />Larry Walker Associates (hereinafter "Consultant ") and the City of Santa Ana, a charter city and <br />municipal corporation organized and existing under the Constitution and laws of the State of California <br />(hereinafter "City "). <br />RECITALS <br />A. The City desires to retain a consultant having special skill and knowledge in the field of NPDES and <br />environmental program fee study. <br />B. Consultant represents that Consultant is able and willing to provide such services to the City. <br />C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in <br />its field and that any services performed by Consultant under this Agreement will be performed in <br />compliance with such standards as may reasonably be expected from a professional consulting firm in <br />the field. <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 />TERMS <br />This Agreement shall commence on September 1, 2015 for a one (1) year term with the option for <br />the City to grant up to one one -year renewal option exercisable by the City Manager and the City <br />Attorney, unless terminated earlier in accordance with Section 15, below. <br />1. SCOPE OF SERVICES <br />Consultant agrees to perform during the term of this Agreement, the tasks and obligations <br />including all labor, materials, tools, equipment, and incidental customary work required to fully and <br />adequately complete the services described and set forth in the City's Scope of Services as attached hereto <br />Exhibit A - Request for Proposals. Additional Agreement provisions are attached to and incorporated <br />into this Agreement as Exhibit E — Larry Walker Associates Proposal for NPDES and <br />Environmental Program Fee Study (RFP No. 14 -069). <br />2. SCHEDULE OF SERVICES <br />Upon Notice to Proceed issued by the City, Consultant shall complete services and shall perform <br />and deliver them to the City as described and detailed in Exhibit B - Schedule of Services, as attached <br />hereto and incorporated into this Agreement by reference. Consultant shall meet the work deliverables <br />within the schedule and compensation approved herein. <br />3. COMPENSATION <br />City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the <br />25M -3 <br />