Agmt 2008 Siemens Building Technologies Inc

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2.3 Standard of Workmanship and Materials. Any reference in this Agreement to materials, equipment, systems or supplies (whether such references are in lists, notes, specifications, schedules, or otherwise) shall be construed to require Siemens to furnish the same in accordance with the grades and standards indicated in this Agreement. Where this Agreement does not specify any explicit quality or standard far construction materials or workmanship, Siemens shall use only workmanship and new materials of a quality consistent with that of construction workmanship and materials specified elsewhere in the Scope of Work, and the Scope of Work is to be interpreted accordingly. 2.4 Standard of Performance. Siemens shall perform all Work and prepare all Deliverables in a manner consistent with the Standard of Care established in the Definitions. 2.5 Technical Standards and Codes. References in this Agreement to all professional and technical standards, codes and specifications are to the most recently published professional and technical standards, codes and specifications of the institute, organization, association, authority or society specified, all as in effect as of the Effective Date. 2.6 No Third-Party Rights. This Agreement is exclusively for the benefit of the City and Siemens and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other rights. 2.7 References to Days. All references to days herein are references to calendar days. 2.8 Defined Terms. The definitions set forth in the Recitals hereof shall control in the event of any conflict with any definitions used in the Agreement hereto. Section 3. SERVICES. Subject to the terms and conditions set forth in this Agreement, Siemens shall provide to City the Work and Services described in the Scope of Work and Services attached as Exhibit A, at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail. 31 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on December 31, 2024, and Siemens shall complete the Scope of Work and Services described in Exhibit A and the Performance Guarantee & Performance Assurance described in Exhibit C by that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 16. The time provided to Siemens to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section 17. 3.2 Assignment of Personnel. Siemens shall assign only competent personnel to perform Work pursuant to this Agreement. In the event that City, at any time during the term of this Agreement, desires, in good faith, the reassignment of any such persons, Siemens shall, immediately upon receiving notice ftom City of such desire of City, reassign such person or persons. WPCP Cogeneration 090808 -Page 6 of 60