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INSURANCE ON FILE <br />WORK MAY PROCEED A-2016-290 <br />UNTIL INSURANCE EXPIRES <br />.`a !1.4,12 -- --Consultant Services Agreement <br />'CCR—COUNCIL <br />DATE: <br />This Consultant Services Agreement (the "Agreement') is made as of the 4th day of October, 2016 by and <br />between MuniServices, LLC, a Delaware limited liability company ("CONSULTANT') and the City of Santa <br />Ana, a charter city and municipal corporation of the State of California ("CITY'). In consideration of the mutual <br />promises herein contained and other good and valuable consideration, the adequacy and receipt of which is <br />hereby acknowledged, the parties agree as follows: <br />RECITALS <br />A. The CITY desires to retain a consultant having special skill and knowledge in the field of professional <br />services for Sales and Use Tax Recovery, Reporting, Analysis, and Legislative/State Agency Liaison and <br />Implementation Monitoring Services as specified herein. <br />B. In undertaking the performance of this Agreement, CONSULTANT represents that it possesses the <br />necessary knowledge, qualifications, skills and personnel to provide such services. CONSULTANT warrants <br />that any services performed by CONSULTANT under this Agreement will be performed in compliance with <br />such 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 <br />and conditions hereinafter set forth, the parties agree as follows: <br />CITY hereby retains CONSULTANT, and CONSULTANT hereby agrees to provide such services as <br />are set forth hereinbelow, in accordance with the terms and conditions of this Agreement, and represents and <br />warrants to CITY that CONSULTANT accepts such assignment to perform those services, subject to those <br />terms and conditions. <br />1. Scope of Services <br />a. CONSULTANT will provide CITY with the services described in EXHIBITS A and C which are attached <br />hereto and incorporated by reference. CONSULTANT shall provide said services at the time, place, <br />and in the manner specified in EXHIBITS A and C. <br />b. CONSULTANT shall furnish at its own expense all labor, materials, equipment and other items <br />necessary to carry out the terms of this Agreement. <br />2. Compensation <br />Upon execution of this Agreement, CITY will pay CONSULTANT as outlined in EXHIBITS B and D, <br />incorporated and included herein. Payment by CITY shall be made within forty-five (45) days following <br />receipt of proper invoice evidencing work performed, subject to City accounting procedures and proof of <br />insurance as set forth in section 3-9. 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 expected by CITY. <br />3. General Provisions <br />3-1. Term of the Agreement: The initial term for the provision of services for this Agreement shall be <br />for a period of one (1) year beginning January 1, 2017, with one six-month option exercisable in the <br />sole discretion of the CITY, in a writing executed by the City Manager and the City Attorney, if neither <br />party has terminated said Agreement in accordance with section 3-2. <br />