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Attachment F CONTRACT TERMS and CONDITIONS The selected Respondent will enter into the following contract with the City of Roseville. The contract shall be effective from the date it is entered into until December 31, 2017. Firms should clearly identify any proposed devotions from the contract terms and conditions in their proposal response. Example contract Standard Agreement for Professional Services This Agreement ("Agreement") is made on the day of between the City of Roseville, a municipal corporation (hereinafter "City"), and , a (hereinafter "Consultant"). Preliminary Statement The City has adopted a policy regarding the selection and hiring of consultants to provide a variety of professional services for City projects. That policy requires that persons, firms or corporations providing such services enter into written agreements with the City. The purpose of this Agreement is to set forth the terms and conditions for the performance of professional services by the Consultant. The City and Consultant agree as follows: 1. Scope of Work Proposal. The Consultant agrees to provide the professional services shown in Exhibit "A" attached hereto ("Work") in consideration for the compensation set forth in Provision 3 below. The terms of this Agreement shall take precedence over and supersede any provisions and/or conditions in any proposal submitted by the Consultant. 2. Term. The term of this Agreement shall be from through , the date of signature by the parties notwithstanding. 3. Compensation for Services. The City agrees to pay the Consultant the compensation described in Exhibit B attached hereto for the Work, subject to the following: A. Any changes in the Work which may result in an increase to the compensation due the Consultant shall require prior written approval of the City. The City will not pay additional compensation for Work that does not have such prior written approval. B. Third party independent contractors and/or subcontractors may be retained by the Consultant when required by the complex or specialized nature of the Work when authorized in writing by the City. The Consultant shall be responsible for and shall pay all costs and expenses payable to such third party contractors unless otherwise agreed to by the parties in writing. 4. City Representative and Special Requirements: A. shall act as the City's representative with respect to the Work to be performed under this Agreement. Such representative shall have authority to transmit instructions, receive information and interpret and define the City's policies and decisions with respect to the Work to be performed under this Agreement, but shall not have the right to enter into contracts or make binding agreements on behalf of the City with Page 21