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In Process <br />Consulting Services Agreement between City of San Leandro and HdL Last revised [10/06/2021] <br /> Page 2 of 17 <br /> <br />contained in Consultant’s proposal, for services to be performed and reimbursable costs incurred under this <br />Agreement. In the event of a conflict between this Agreement and Consultant’s proposal, attached as Exhibit <br />B, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services <br />rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified <br />below shall be the only payments from City to Consultant for services rendered pursuant to this Agreement. <br />Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized <br />by City in writing, Consultant shall not bill City for duplicate services performed by more than one person. <br /> <br />Consultant and City acknowledge and agree that compensation paid by City to Consultant under this <br />Agreement is based upon Consultant’s estimated costs of providing the services required hereunder, <br />including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties <br />further agree that compensation hereunder is intended to include the costs of contributions to any pensions <br />and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City <br />therefore has no responsibility for such contributions beyond compensation required under this Agreement. <br /> <br />2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the <br />term of this Agreement, based on the cost for services performed and reimbursable costs <br />incurred prior to the invoice date. Invoices shall contain the following information: <br /> <br />▪ The beginning and ending dates of the billing period; <br /> <br />▪ The Consultant’s signature; <br /> <br />2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for <br />services satisfactorily performed, and for authorized reimbursable costs incurred. City shall <br />have 30 days from the receipt of an invoice that complies with all of the requirements above <br />to pay Consultant. <br /> <br />2.3 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to <br />this Agreement. City shall not pay any additional sum for any expense or cost whatsoever <br />incurred by Consultant in rendering services pursuant to this Agreement. City shall make <br />no payment for any extra, further, or additional service pursuant to this Agreement. <br /> <br />In no event shall Consultant submit any invoice for an amount in excess of the maximum <br />amount of compensation provided above either for a task or for the entire Agreement, unless <br />the Agreement is modified prior to the submission of such an invoice by a properly executed <br />change order or amendment. <br /> <br />2.5 Reimbursable Expenses. Reimbursable expenses are not included in the total amount of <br />compensation provided under this Agreement that shall not be exceeded. <br /> <br />2.6 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes <br />incurred under this Agreement and any similar federal or state taxes. <br /> <br />DocuSign Envelope ID: BCD08FE9-787B-40EF-808D-44E4B85F65EF