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STANDARD CONTRACTUAL SERVICES AGREEMENT THIS AGREEMENT is made at San Leandro, California, as of September 4 ,20 02, by and between the CITY OF SAN LEANDRO, a municipal corporation("City"), and Winresources,("Contractor"),who agree as follows: 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A. Contractor shall provide said services and software licensing at the time,place and in the manner specified in Exhibit A. 2. PAYMENT. City shall pay Contractor for services rendered pursuant to this Agreement at the time and in the manner set forth in Exhibit B. The payments specified in Exhibit B shall be the only payments to be made to Contractor for services rendered pursuant to this Agreement. Contractor shall submit all billings for said services to City in the manner specified in Exhibit B; or, if no manner be specified in Exhibit B, then according to the usual and customary procedures and practices which Contractor uses for billing clients similar to City. 3. FACILITIES AND EQUIPMENT. Except as set forth in Exhibit C, Contractor shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement. City shall furnish to Contractor only the facilities and equipment listed in Exhibit C according to the terms and conditions set forth in Exhibit C. 4. GENERAL PROVISIONS. The general provisions set forth in Exhibit D are part of this Agreement. In the event of any inconsistency between said general provisions and any other terms or conditions of this Agreement, the other term or condition shall control insofar as it is inconsistent with the general provisions. Standard Contractual Services Agreement Page 1 of 2 6/12/95 - Word 6.0 AGRE\STANDARD.DOC