Common use of Task Orders Clause in Contracts

Task Orders. 6.1 The Project will be divided into “Tasks.” 6.2 Task Orders shall be jointly prepared by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documents; and 6.3.2 Assisting CITY with litigation support services arising from the planning, development, or construction. 6.4 Prior to initiating the performance of any services under this Agreement, CONSULTANT must receive a written Notice to Proceed / Purchase Order from the CITY. The CONSULTANT must receive the approval of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights in the possession of the work and shall forfeit the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANT.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard Consultant Agreement, Appendix Three Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may include, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsservices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One Additional Legal Terms (Appendix One), and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project As described herein some tasks and services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared by the CITY Orders. After said tasks and CONSULTANT defining the detailed scope of services to be provided for performed pursuant to this Agreement are identified and communicated to Consultant by the particular Project. Each District Project Manager, the Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements(See Appendix Three to the Standard Consultant Agreement—Task Order Template.) The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more A. Description of the following special services. These services may include, at including deliverables; B. The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; C. Proposed staff that will be assigned to complete the services, including resumes if not previously provided to the following items:District's Project Manager; 6.3.1 Providing additional copies D. Estimated cost of reportseach other direct cost and reimbursable expense, contract drawings and documentsincluding any applicable fees; E. Time schedule for completing the services; and 6.3.2 Assisting CITY with litigation support services arising from F. Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to the District. 6.4 Prior I. The Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both the District’s authorized representative referenced in Appendix One to initiating the Standard Consultant Agreement, Additional Legal Terms (Appendix One) and the Consultant’s authorized representative. II. The Consultant must not commence performance of work or services on a Task Order until it has been approved by the District’s authorized representative and notice to proceed has been issued by the District’s Project Manager. No payment will be made for any services under this Agreement, CONSULTANT must receive a written Notice performed prior to Proceed / Purchase Order from approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by the work and shall forfeit District for an individual Task Order will not exceed the amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 A. All tasks and Services may be assigned to Consultant through issuance of Task Orders. The Valley Water Project Manager will be divided into “Tasks.” 6.2 Task Orders shall be jointly prepared by identify and communicate the CITY applicable tasks and CONSULTANT defining services based on the detailed scope menu of services tasks listed in the Scope of Services to be provided for to the particular ProjectConsultant. Each After the tasks and Services are identified and communicated to Consultant by Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.request (see Standard On-Call Consultant Agreement, Appendix Three, Task Order Template). The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may includeServices, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion Services, including estimated number of hours per assigned staff to complete the CITYServices; 3) Proposed staff that will be assigned to complete the Services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningServices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard On- Call Consultant Agreement, Appendix One, Additional Legal Terms and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. All tasks and Services will be divided into “Tasks.” 6.2 assigned to Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard On-Call Consultant Agreement, Appendix Three Task Order Template). The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may include, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsservices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard On- Call Consultant Agreement, Appendix One Additional Legal Terms (Appendix One) and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard Consultant Agreement, Appendix Three, Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may includeServices, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion Services, including estimated number of hours per assigned staff to complete the CITYServices; 3) Proposed staff that will be assigned to complete the Services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningServices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One, Additional Legal Terms, and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed has been issued by Valley Water Project Manager. No payment will be made Construction Management Services for Coyote Creek Flood Management Measures and Flood Protection Projects Agreement No. A4751A / Purchase Order from PB File No. VW0197 Standard Consultant Agreement-Capital Ver.: 4/5/23 Page 21 of 90 DocuSign Envelope ID: E2D7051F-F716-44BD-A720-FC0D0CE504A2 for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project will be divided into “Tasks.” 6.2 1. All Task Orders shall be jointly prepared by issued hereunder are subject to the CITY terms and CONSULTANT defining the detailed scope conditions of services to be provided for the particular Project. Each Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documents; and 6.3.2 Assisting CITY with litigation support services arising from the planning, development, or construction. 6.4 Prior to initiating the performance of any services under this Agreement, CONSULTANT must receive a written Notice to Proceed / Purchase Order from the CITY. The CONSULTANT must receive the approval of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If2. Task Orders will be issued under the provisions of this Agreement and will contain, at a minimum, the following: a. The task order description and number; b. A total cost designated for the task order; c. A task order statement of work in the opinion sufficient detail to allow for proper and expeditious performance of the CITYtask order; d. Start and end dates for the task order; e. Expected deliverables and delivery dates; f. Key personnel assigned to the task order; g. Security classification, if applicable; h. A list of any data rights assertions specific to the task order as applicable; i. A list of any government furnished property or material; j. Applicable distribution statement; and k. Other terms and conditions and/or federal regulations as applicable to the task order. 3. The Subcontractor may not incur any cost prior to the authorized start date of each fully executed Task Order. 4. The Task Order is subject to modification as may be required to meet the objectives of the Prime Contract. When such modifications require a change in funding or schedule, the CONSULTANT is improperly performing Subcontractor shall notify the services under a specific Contractor in writing. The total cost for each Task Order may not be exceeded unless authorized by an amendment to the Task Order, or if . 5. If at any time the CITY shall be Subcontractor has reason to believe the Total Cost which will accrue in the performance of a Task Order, when added to all other payments previously accrued, will exceed seventy-five percent (75%) of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon timethen current total authorized funding, the CITY Subcontractor shall notify the CONSULTANT in writingContractor to that effect, advising the estimate of additional funds required for the period specified. The CONSULTANT has within ten (10) working days thereafter Subcontractor shall be under no obligation to take such measures as willperform any work hereunder, and Contractor shall not be obligated to reimburse Subcontractor for any work performed, if in the judgment of the CITYperformance, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working daysthereof, the CITY may notify the CONSULTANT funding then allotted to discontinue all work Subcontractor will be exceeded. 6. It is understood and agreed that Contractor has no obligation under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights in the possession terms of the work and shall forfeit the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, this Agreement to issue a new any Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrders.

Task Orders. 6.1 A. Some tasks and Services may be assigned to the Consultant through issuance of Task Orders. After the tasks and Services are identified and communicated to the Consultant by Valley Water Project Manager, Consultant will prepare a proposed Task Order (see Standard Consultant Agreement, Appendix Three, Task Order Template). The Project proposed Task must identify the following: 1) Description of the Services, including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the services, including estimated number of hours per assigned staff to complete the Services; 3) Proposed staff that will be divided into “Tasks.”assigned to complete the Services, including resumes if not previously provided to Valley Water's Project Manager; 6.2 Task Orders shall be jointly prepared by 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One, Additional Legal Terms, and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard Consultant Agreement, Appendix Three Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special supplemental services. These services may include, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to Valley Water's Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentssupplemental services; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One Additional Legal Terms (Appendix One), and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. All tasks and Services will be divided into “Tasks.” 6.2 assigned to Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this (see Standard On-Call Consultant Agreement, Appendix Three, Task Order Template). On-Call Independent Cost Estimating & Constructability Agreement and all applicable CITY code requirements.No. A4704A / PB File No. VW0019 Review Services Standard On-Call Consultant Agreement-Capital Ver. 5/30/2023 The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special Services, including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the Services, including estimated number of hours per assigned staff to complete the services. These services may include; 3) Proposed staff that will be assigned to complete the Services, at including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningServices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard On- Call Consultant Agreement, Appendix One, Additional Legal Terms, and Consultant’s authorized representative. C. Consultant must not commence performance of any services under this Agreement, CONSULTANT must receive work or Services on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any Services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 A. All tasks and Services may be assigned to Consultant through issuance of Task Orders. The Valley Water Project Manager will be divided into “Tasks.” 6.2 Task Orders shall be jointly prepared by identify and communicate the CITY applicable tasks and CONSULTANT defining services based on the detailed scope menu of services tasks listed in the Scope of Services to be provided for to the particular ProjectConsultant. Each After the tasks and Services are identified and communicated to Consultant by Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.proposal (see Standard On-Call Consultant Agreement, Appendix Three, Task Order Template). The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may includeServices, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion Services, including estimated number of hours per assigned staff to complete the CITYServices; 3) Proposed staff that will be assigned to complete the Services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningServices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard On- Call Consultant Agreement, Appendix One, Additional Legal Terms and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project 1. Supplemental Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall Orders. After Supplemental Services to be jointly prepared performed under this Agreement are identified and communicated to Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITYDistrict Project Manager, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documents; and 6.3.2 Assisting CITY with litigation support services arising from the planning, development, or construction. 6.4 Prior to initiating the performance of any services under this Agreement, CONSULTANT must receive Consultant will prepare a written Notice to Proceed / Purchase Order from the CITY. The CONSULTANT must receive the approval of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified proposed Task Order. The CONSULTANT shall immediately respect said proposed Task Order must identify the following: a. Description of the services, including deliverables. b. The total not-to-exceed amount for Consultant to complete the services, including estimated number of hours per assigned staff to complete the services. c. Proposed staff that will be assigned to complete the services, including resumes if not previously provided to the District Project Manager. d. Estimated cost of each reimbursable expense, including any applicable fees. e. Time schedule for completing the services. f. Copies of applicable state, federal, and local permits required to complete the services, unless previously provided to the District Project Manager. 2. Consultant agrees that the not-to-exceed amount specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by authorized representatives of both Parties. 3. Consultant must not commence performance of services on a Task Order until it has been approved by authorized representatives of both Parties and notice and stop said work and cease to have proceed has been issued by the District. No payment will be made for any rights services performed prior to approval or after the period of performance of the Task Order. The period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by the work and shall forfeit District for an individual Task Order will not exceed the amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining District Project Manager, the detailed scope of services to be provided for the particular Project. Each Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this (See the Standard On-Call Consultant Agreement and all applicable CITY code requirements.Appendix Three Task Order Template). The proposed Task Order must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may include, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to the following items:District’s Project Manager; 6.3.1 Providing additional copies 4) Estimated cost of reportseach other direct cost and reimbursable expense, contract drawings and documentsincluding any applicable fees; 5) Schedule for completing the services; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to the District. 6.4 Prior to initiating B. The Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both the District’s authorized representative referenced in the Standard On- Call Consultant Agreement, Appendix One Additional Legal Terms (Appendix One) and the Consultant’s authorized representative. C. The Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by the District’s authorized representative and Notice to Proceed / Purchase Order from has been issued by the CITYDistrict’s Project Manager. The CONSULTANT must receive No payment will be made for any services performed prior to approval or after the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by the work and shall forfeit District for an individual Task Order will not exceed the amount agreed to in the Task Order Order. All changes to the scope of services, not to exceed dollar amount, and schedule related to any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTwill become effective only when a written amendment is executed by authorized representatives of both Parties.

Task Orders. 6.1 The Project will Proposals for new projects under the Task Order section of this agreement shall be divided into “Tasks.” 6.2 submitted to the Contractor by the State. All Task Order’s under this contract shall be specific to the creation and addition of dedicated phone lines and associated scripts specific to Health Care Reform efforts. Task Orders shall be jointly prepared not increase the contract maximum amount or alter the contract term. The terms and conditions of Attachment C, Attachment A and Attachment B of the Contract, in that order, shall take precedence and supersede Task Orders in the event of any ambiguity, conflict or inconsistency with the provisions. Upon consideration of the proposal, the State and Contractor must complete the Task Order Form (Appendix I). The Contractor has the right to submit modifications or deny any Task Order submitted by the CITY State. The final Task Order document shall receive approval by the State, and CONSULTANT defining be signed by the detailed scope Contractor, the State Authorized Representative, the Contract Administrator, the Finance Director, and the Assistant Attorney General. The Task Order must indicate: scope, source of services to be provided for the particular Projectfunds, payment provisions, points of contact, ownership of data and any applicable data use agreement, and project specifics. Each Task Order must clearly define payment either by rate per hour or deliverable received and approved. Each Task Order must be pre-approved before any work shall be separately numbered and begin. The State will not pay for services that are not previously approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documents; and 6.3.2 Assisting CITY with litigation support services arising from the planning, development, or construction. 6.4 Prior to initiating the performance of any services under this Agreement, CONSULTANT must receive a written Notice to Proceed / Purchase Order from the CITY. The CONSULTANT must receive the approval of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice State Authorized Representative and stop said work and cease to the DVHA Business Office have any rights in the possession of the work and shall forfeit the final authority over whether or not a Task Order is initiated under this agreement. A Task Order may assign a Project Manager, who will act as the Authorized State Representative, solely per that task and any remaining moniesup to the maximum amount per that task. The CITY may then decide, after City Commission approval, Project Manager assigned to issue a specific Task Order is to sole person to assign work under to the Contractor under that particular Task Order. Changes to a Task Order shall be accomplished by written modification as agreed to by both parties and will be reflected in a new Task Order for Order. Task Orders must be approved by: ▇▇▇▇▇ ▇▇▇▇▇▇▇, Contracts and Grants Administrator Department of Vermont Health Access ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇.▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇.▇▇ ▇▇▇▇▇ ▇▇▇▇▇, Finance Director Department of Vermont Health Access ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇.▇▇▇▇▇@▇▇▇▇▇.▇▇.▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇, Assistant Attorney General Office of the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANTAttorney General ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, as the original CONSULTANT▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇▇▇▇▇▇▇@▇▇▇.▇▇▇▇▇.▇▇.▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇, Project Director Department of Vermont Health Access ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇.▇▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇.▇▇

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining District Project Manager, the detailed scope of services to be provided for the particular Project. Each Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(See Appendix Three to the Standard Consultant Agreement—Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more (1) Description of the following special services. These services may include, at including deliverables; (2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; (3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to the following items:District’s Project Manager; 6.3.1 Providing additional copies (4) Estimated cost of reportseach other direct cost and reimbursable expense, contract drawings and documentsincluding any applicable fees; (5) Schedule for completing the services; and 6.3.2 Assisting CITY with litigation support services arising from (6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to the District. 6.4 Prior B. The Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both the District’s authorized representative referenced in Appendix One to initiating the Standard Consultant Agreement, Additional Legal Terms (Appendix One) and the Consultant’s authorized representative. C. The Consultant must not commence performance of work or services on a Task Order until it has been approved by the District’s authorized representative and notice to proceed has been issued by the District Project Manager. No payment will be made for any services under this Agreement, CONSULTANT must receive a written Notice performed prior to Proceed / Purchase Order from approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by the work and shall forfeit District for an individual Task Order will not exceed the amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard Consultant Agreement, Appendix Three, Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may includeServices, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion Services, including estimated number of hours per assigned staff to complete the CITYServices; 3) Proposed staff that will be assigned to complete the Services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsServices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One, Additional Legal Terms, and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order Order. DocuSign Envelope ID: 7C96397F-277F-4DBD-8B9C-99C3AE2BD028 D. Prevailing Wage Requirements: [NOT USED] The Scope of Services may be considered by Valley Water to be “Public Works” requiring the payment of prevailing wages. See the Standard Consultant Agreement, Section Four, Fees and any remaining moniesPayments, subsection 3. The CITY may then decidePrevailing Wages, after City Commission approvaland Appendix Three, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTTemplate.

Task Orders. 6.1 The Project will be divided into “Tasks.” 6.2 1. All Task Orders shall be jointly prepared by issued hereunder are subject to the CITY terms and CONSULTANT defining the detailed scope conditions of services to be provided for the particular Project. Each Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements. 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more of the following special services. These services may include, at the discretion of the CITY, the following items: 6.3.1 Providing additional copies of reports, contract drawings and documents; and 6.3.2 Assisting CITY with litigation support services arising from the planning, development, or construction. 6.4 Prior to initiating the performance of any services under this Agreement, CONSULTANT must receive a written Notice to Proceed / Purchase Order from the CITY. The CONSULTANT must receive the approval of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If2. Task Orders will be issued under the provisions and clauses of this Agreement and will contain, at a minimum, the following: a. The Task Order description and number; b. A total cost/price designated for the task order; c. A Task Order statement of work in the opinion sufficient detail to allow for proper and expeditious performance of the CITYtask order; d. Period of performance start and end dates for the Task Order; e. Required deliverables and delivery dates; f. Key personnel assigned to the Task Order; g. Security classification, if applicable; h. A list of any data rights assertions specific to the Task Order as applicable; i. A list of any government furnished property or material; j. Applicable distribution statement; and k. Other terms and conditions and/or federal regulations as applicable to the Task Order. 3. The Subcontractor may not incur any cost prior to the authorized start date of each fully executed Task Order. 4. The Task Order is subject to modification as may be required to meet the objectives of the Prime Contract. When such modifications require a change in funding or schedule, the CONSULTANT is improperly performing Subcontractor shall notify the services under Contractor in writing. The total cost or price for each Task Order may not be exceeded unless authorized by a specific modification to the Task Order, or if . 5. If at any time the CITY shall be Subcontractor has reason to believe the Total Cost incurred in the performance of a Task Order, when added to all other payments previously accrued, will exceed seventy-five percent (75%) of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon timethen current total authorized funding, the CITY Subcontractor shall notify the CONSULTANT in writingContractor to that effect, and provide an estimate of additional funds required for the period specified. The CONSULTANT has within ten (10) working days thereafter Subcontractor shall be under no obligation to take such measures as willperform any work hereunder, and Contractor shall not be obligated to reimburse Subcontractor for any work performed, if in the judgment of the CITYperformance, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working daysthereof, the CITY may notify the CONSULTANT funding then allotted to discontinue all work Subcontractor will be exceeded. 6. It is understood and agreed that Contractor has no obligation under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights in the possession terms of the work and shall forfeit the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, this Agreement to issue a new any Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrders.

Task Orders. 6.1 The Project A. Some tasks and Services will be divided into “Tasks.” 6.2 assigned to the Consultant through issuance of Task Orders shall be jointly prepared Orders. After the tasks and Services are identified and communicated to the Consultant by the CITY and CONSULTANT defining the detailed scope of services to be provided for the particular Project. Each Valley Water Project Manager, Consultant will prepare a proposed Task Order shall be separately numbered and approved in accordance with this Agreement and all applicable CITY code requirements.(see Standard Consultant Agreement, Appendix Three Task Order Template). The proposed Task must identify the following: 6.3 Under all Task Orders and Projects, CITY may require the CONSULTANT, by specific written authorization, and for mutually agreed upon additional compensation, to provide or assist in obtaining one or more 1) Description of the following special services. These services may include, at including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the discretion services, including estimated number of hours per assigned staff to complete the CITYservices; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the following items: 6.3.1 Providing additional copies of reports, contract drawings and documentsservices; and 6.3.2 Assisting CITY with litigation support services arising from 6) Copies of applicable state and federal permits required to complete the planningservices, development, or constructionunless previously provided to Valley Water. 6.4 Prior to initiating B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One Additional Legal Terms, and Consultant’s authorized representative. C. Consultant must not commence performance of any work or services under this Agreement, CONSULTANT must receive on a written Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed / Purchase Order from has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the CITY. The CONSULTANT must receive the approval period of performance of the Contract Administrator or his designee in writing prior to beginning the performance of services in any subsequent Task Order under this Agreement. 6.5 If, in the opinion of the CITY, the CONSULTANT is improperly performing the services under a specific Task Order, or if at any time the CITY shall be of the opinion that said Task Order is being unnecessarily delayed and will not be completed within the agreed upon time, the CITY shall notify the CONSULTANT in writing. The CONSULTANT has within ten (10) working days thereafter to take such measures as will, in the judgment of the CITY, ensure satisfactory performance and completion of the work. If the CONSULTANT fails to cure within the ten (10) working days, the CITY may notify the CONSULTANT to discontinue all work under the specified Task Order. The CONSULTANT shall immediately respect said notice and stop said work and cease to have any rights period of performance for Task Orders will be in accordance with dates specified in the possession Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the work and shall forfeit amount agreed to in the Task Order and any remaining monies. The CITY may then decide, after City Commission approval, to issue a new Task Order for the uncompleted work to another consultant using the remaining funds. Any excess costs arising therefrom over and above the original Task Order price shall be charged against CONSULTANT, as the original CONSULTANTOrder.