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Exhibit / AGREEMENT TO PROVIDE INFORMATION TECHNOLOGY PROFESSIONAL SERVICES ON AN ON -CALL BASIS THIS AGREEMENT is made and entered into this 7th day of February, 2017 by The Comdyn Group, Inc., a California corporation. ( "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ( "City "), RECITALS A. On November 15, 2016, the City issued Request for Proposal No. 16 -140, by which it sought consultants to fiimish information technology ( "IT ") professional services on an on -call basis. B. Consultant submitted a responsive proposal that was among seven selected by the City. Consultant represents that it is able and willing to provide the services described in the scope of work that was included in RFP No. 16 -140 and attached herein as Exhibit A. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES On an as- needed basis, and at the sole discretion of City, Consultant shall furnish IT professional consulting services as described in Exhibit A to this Agreement. Consultant's proposal is incorporated by reference as though fully set forth herein. When the need for a temporary technology service arises, the City may contact any or all of the Consultants selected for an agreement under RFP 16 -140 through the Order Process outlined in Section 2 below. 2. . ORDER PROCESS When the need for a temporary technology service arises; the City may contact any or all of the Consultants awarded an agreement pursuant to R_FP No. 16 -140. City will provide the assignment details and necessary qualifications to the Consultant and a point -of- contact for the assignment. a. The City's point -of- contact is available to answer any questions Consultant(s) may have on the assignment, the qualifications, experience /skill level needed, desired pay rate, etc. b. The Consultant(s) will conduct a search (if necessary), match and qualify process skills (including technology assessment, personality assessment, reference checks, etc.) to identify qualified potential candidates. c. The Consultant(s) will provide the City's point -of- contact with resumes of qualified potential candidates. d. The Consultant(s) will provide the City's agreement manager with the proposed bill rate for each potential candidate. e. From the candidates offered by the Consultant(s), the City may elect a telephone or in- person interview with one or more of the potential candidate(s). The City's point -of- contact will get in touch with the Consultant(s) to work out arrangements. 29E -5