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Revised 3/18/2020 1 2 3 Standard Agreement for Professional Services 4 5 6 7 8 9 10This Agreement is made on the 23rdday of March, 2020, between the City 11of Roseville, amunicipal corporation , and Morris Leatherman Company, 12(hereinafter . 13 14Preliminary Statement 15 16The City has adopted a policy regarding the selection and hiring of consultants to provide a variety 17of professional services for City projects. That policy requires that persons, firms or corporations 18providing suchservices enter into written agreements with the City. The purpose of this 19Agreement is to set forth the terms and conditions for the performance of professional services by 20theConsultant. 21 22The City and Consultant agree as follows: 23 241.Scope of Work Proposal.The Consultant agrees to provide the professional services 25 26forth in Provision 3 below.The terms of this Agreement shall take precedence over and 27supersede any provisions and/or conditions in any proposal submitted by the Consultant. 28 292.Term.The term of this Agreement shall be from April 1, 2020through July 27, 2020,the 30date of signature by the parties notwithstanding. 31 323.Compensation for Services.The City agrees to pay the Consultant the compensation 33described in Exhibit B attached hereto for the Work, subject to the following: 34 35A.Any changes in the Workwhich may result in an increase to the compensation due the 36Consultant shall require prior written approval of the City. The City will not pay 37additional compensation for Work that does not have such prior written approval. 38 39B.Third party independent contractors and/or subcontractors may be retained by the 40Consultant when required by the complex orspecialized nature of the Work when 41authorized in writing by the City.The Consultant shall be responsible for and shall pay 42all costs and expenses payable to such third party contractorsunless otherwise agreed 43to by the parties in writing. 44