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PROFESSIONAL SERVICES AGREEMENT <br />THIS AGREEMENT is made and entered into this 17th day of November, 2015 by and between <br />Chapman University, a private educational institution, (hereinafter "University "), and the City of <br />Santa Ana, a charter city and municipal corporation organized and existing under the <br />Constitution and laws of the State of California (hereinafter "City "). <br />RECITALS <br />A. The City desires to retain a University having special skill and knowledge in the field of <br />Research and Academic Studies. <br />B. University represents that University is able and willing to provide such services to the <br />City. <br />C. In undertaking the performance of this Agreement, University represents that it is <br />knowledgeable in its field and that any services performed by University under this <br />Agreement will be performed in compliance with such standards as may reasonably be <br />expected from a professional consultant in 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 />1. SCOPE OF SERVICES <br />University shall perform those services as set forth in Exhibit A to this Agreement. <br />2. COMPENSATION <br />a. City agrees to pay, and University agrees to accept as total payment for its <br />services, the rates and charges identified in Exhibit B. The total sum to be <br />expended under this Agreement shall not exceed $30,600 during the term of this <br />Agreement. <br />b. Payment by City shall be made within forty -five (45) days following receipt of <br />proper invoice evidencing work performed, subject to City accounting <br />procedures. Payment need not be made for work which fails to meet the <br />standards of performance set forth in the Recitals which may reasonably be <br />expected by City. <br />3. TERM <br />This Agreement shall commence on the date first written above and terminate on June <br />30, 2016, unless terminated earlier in accordance with Section 15, below. The term of this <br />Agreement may be extended upon a writing executed by the City Manager and the City <br />Attorney. <br />25E -3 <br />