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<br />Non-Professional Services Agreement between June 18, 2013 <br />City of San Leandro and Signal Perfection Limited Page 1 of 15 <br />NON-PROFESSIONAL SERVICES AGREEMENT BETWEEN <br />THE CITY OF SAN LEANDRO AND AVI-SPL, INC. <br /> <br /> THIS AGREEMENT for services for an Audiovisual Technology Enhancement to the City Council <br />Chamber is made by and between the City of San Leandro (“City”) and Signal Perfection, Ltd. <br />(“Contractor”) (together sometimes referred to as the “Parties”) as of June 18, 2013 (the “Effective Date”). <br /> <br />Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor <br />shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and <br />place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms <br />of this Agreement and Exhibit A, the Agreement shall prevail. <br /> <br />1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall <br />end no later than 6 months after the date of completion specified in Exhibit A, and <br />Contractor shall complete the work described in Exhibit A on or before that date, unless <br />the term of the Agreement is otherwise terminated or extended, as provided for in Section <br />8. The time provided to Contractor to complete the services required by this Agreement <br />shall not affect the City’s right to terminate the Agreement, as referenced in Section 8. <br /> <br />1.2 Standard of Performance. Contractor shall perform all services required pursuant to this <br />Agreement in the manner and according to the standards observed by a competent <br />practitioner of the profession in which Contractor is engaged. <br /> <br />1.3 Assignment of Personnel. Contractor shall assign only competent personnel to perform <br />services pursuant to this Agreement. In the event that City, in its sole discretion, at any <br />time during the term of this Agreement, desires the reassignment of any such persons, <br />Contractor shall, immediately upon receiving notice from City of such desire of City, <br />reassign such person or persons. <br /> <br />1.4 Time. Contractor shall devote such time to the performance of services pursuant to this <br />Agreement as may be reasonably necessary to meet the standard of performance <br />provided in Subsection 1.2 above and to satisfy Contractor’s obligations hereunder. <br /> 1.5 City of San Leandro Living Wage Rates. This contract may be covered by the City of <br />San Leandro Living Wage Ordinance (LWO). Bidder’s attention is directed to the San <br />Leandro Municipal Code, Title 1, Chapter 6, Article 6. Successful Bidder must submit <br />completed self-certification form and comply with the LWO if covered. <br /> <br />Section 2. COMPENSATION. City hereby agrees to pay Contractor a sum not to exceed <br />$391,546.14, notwithstanding any contrary indications that may be contained in Contractor’s proposal, for <br />services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict <br />between this Agreement and Contractor’s proposal, attached as Exhibit A, regarding the amount of <br />compensation, the Agreement shall prevail. City shall pay Contractor for services rendered pursuant to this <br />Agreement at the time and in the manner set forth herein. The payments specified below shall be the only <br />payments from City to Contractor for services rendered pursuant to this Agreement. Contractor shall