Agmt 2013 Audio Visual Innovations & Signal Perfection Ltd AVI SPL

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