Convergeone, Inc. CSA 20230627 - Laserfiche WebLink

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Consulting Services Agreement between City of San Leandro and Last revised 06/27/2023 ConvergeOne for Infrastructure Managed Services Page 4 of 18 shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment. 2.3 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed the amounts shown on the compensation schedule attached hereto as Exhibit B. 2.4 Reimbursable Expenses. Reimbursable expenses are specified in Exhibit B. Expenses not listed in Exhibit B are not chargeable to City. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shall not be exceeded. 2.5 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. 2.6 Payment upon Termination. In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant as follows: Product. If City cancels a product order, all product must be returned in resalable condition which means it is undamaged, factory sealed in the original manufacturers’ packaging, and is complete with all manuals, cables, etc. Prior to returning the product, City must request a Return Material Authorization (“RMA’”) through Consultant’s customer service department. City is responsible for shipping the product(s) back to Consultant. If after receiving and inspecting the product, Consultant finds it meets the requirements above, Consultant will credit City account the applicable value of the returned product less a restocking fee of fifteen percent (15%). Restocking fee shall not be charged if product was deficient and not in proper working order. If Consultant determines that the product is not resalable, Consultant will send the product back to City and no credit will apply. If product is sub-standard and not in proper working order, Consultant shall keep product and credit the City for the deficient product. Licenses and all other special order items are non- returnable. Services. City agrees to pay for time and material Services rendered up to and through the effective date of cancellation as per section 8.1. City may terminate installation, implementation and/or professional services upon ten (10) days advance written notification sent to Consultant’s address in section 10.10 and payment of the fees specified in Exhibit B for such service(s) up to and through the effective date of termination plus all non-refundable out-of-pocket expenses. Maintenance. If City purchases Maintenance Services, the termination charge to cancel the order before the term is over is an amount equal to the payments for the remaining term, therefore City would not be entitled to a refund of any pre-paid amounts. DocuSign Envelope ID: EA0A1203-02DA-42E0-9D8C-A7B9368C06F7