1996 RES R-122-96 - Laserfiche WebLink

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Contract No. 1150 PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT is made this 5th day of November, 1996, between HENWOOD ENERGY SERVICES, INC., a California corporation, (hereinafter referred to as "Consultant") and the City of Colton Electric Department, (hereinafter referred to as "Client"). Client and Consultant are hereinafter referred to individually as "Party" and jointly as "Parties". Article 1. Services to be Performed by Consultant Section 1.01. Consultant agrees to perform the services described in Exhibit A. Upon request of the Client and mutual agreement of the Parties, which agreement shall be documented by Consultant, additional tasks and services shall be performed by Consultant. Section 1.02. Consistent with industry practice and in conjunction with Client and Client's other contractors (if any), Consultant will determine the method, details and means of performing the above-described services. Section 1.03. Consultant shall not discuss the subject matter of this Agreement with any party without prior approval of Client. Article 2. Term of Agreement Section 2.01. This Agreement shall become effective when executed and shall remain in effect until terminated as provided herein, but shall not remain in effect beyond June 30, 1997. This Agreement may be terminated by either party on sixty (60) days written notice. In the event that Client terminates this Agreement, Consultant agrees to use reasonable efforts to mitigate its expenses and obligations hereunder. Client shall pay for all services performed by Consultant and services and/or equipment procured by Consultant, on behalf of the Client, prior to termination of this Agreement. Section 2.02. Should Client fail to pay Consultant all or any part of the compensation set forth in Article 3 of this Agreement on the date due, Consultant, at Consultant's option, may terminate this Agreement if the failure to pay is not remedied by Client within ten (10) days from the date notice is given to Client that payment is past due. Article 3. Compensation Section 3.01. In consideration for the services to be performed by Consultant, Client shall pay Consultant for its labor hours pursuant to the rate schedule which is attached as Exhibit B, or its successor which shall be applicable after calendar year 1996. Section 3.02. Client shall also pay, pursuant to Exhibit B or its successor, any and all reasonable and necessary expenses incurred by Consultant on behalf of Client in connection with the services described in Exhibit A of this Agreement. Such expenses include, but are not limited to, travel, telephone, reproduction, licensing fees, and rental of specialized equipment. Such expenses will also include the professional fees and expenses billed to Consultant by its Page 1