Master Services Agreement - Stantec Consulting Services, Inc.

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N1z STANTEC CONTRACT MASTER SERVICES AGREEMENT This agreement ("Agreement"), with an effective date of�, 2017, is by and between Board of Public Works, City of South Bend, Indiana ("CLIENT") and Stantec Consulting Services Inc. ("CONSULTANT"). In consideration of the mutual covenants and promises contained herein, the parties agree as follows: SCOPE OF SERVICES 1.1 The services to be performed by CONSULTANT under this Agreement ("Services") shall be set forth in individual task orders using the general format set forth in Attachment A ("Task Order"), attached hereto and incorporated herein by reference. 2 TASK ORDER PROCESS 2.1 Upon the request of CLIENT, CONSULTANT shall prepare a Task Order containing an identification of the project ("Project"), description of the Services, compensation to be paid to CONSULTANT for the performance of the Services ("Compensation"), and a proposed schedule for the performance ("Project Schedule") for the Services. 2.2 Upon mutual agreement of the parties, the Task Order shall be finalized and executed by the parties. The effective date of the task order will be as set forth in the individual Task Order. 2.3 Changes to the Task Order shall be made in writing and signed by both parties. 3 INVOICING AND PAYMENT 3.1 CONSULTANT shall submit its standard monthly invoice describing the Services performed and expenses incurred during the preceding month. CLIENT shall make payment of all undisputed portions of such invoice and provide written justification for the withholding of any disputed portions to CONSULTANT within thirty (30) calendar days from the date of CONSULTANT's monthly invoice. 3.2 Payment of all Compensation due CONSULTANT pursuant to this Agreement shall be a condition precedent to CLIENT's use or reliance upon any of CONSULTANT's professional services or work products furnished under this Agreement. 4 PERIOD OF PERFORMANCE 4.1 This Agreement shall have an effective date as set forth above and shall remain in effect until December 31, 2018 unless terminated earlier pursuant to this Agreement. 4.2 The period of performance for the Services under each Task Order shall be as set forth in the applicable Task Order.