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HomeMy WebLinkAbout2025-0129 - - Praece AMR 2025 - Praece Docusign Envelope ID: 11 CA7523-8F19-494E-9027-B9260D215F1 C Service Agreement#116556 2025 Support 1. Introduction Praece Consulting, LLC(Praece)and City of Auburn (Client) enter into this agreement for the provision of business services by Praece to Client and mutually agree to the following terms and conditions.This agreement begins on March 1, 2025, and ends February 28, 2026. 2. Services Provided by Praece Praece shall •rovide services to Client in accordance with the followin: table: Annual Support Licensing Application • App monitoring and same-day bug fix/ break fix support • Review of app and resync with licensing team prior to annual license renewals • New features(e.g. full migration to state licensing, changes to licensing workflow) proposed as separate projects Onboarding Automation • Same-day bug fix/ break fix support • Updates to Powershell and Python modules as needed • New features(e.g. automations/ integrations of additional systems) proposed as separate projects Engineering Project Management App (APET) • Log monitoring and same-day bug fix/ break fix support • Updates to Python and Django modules as needed • New features(e.g. truck tickets, new fields and business logic, new pages) proposed as separate projects Clio - City Attorney's Office • Same-day workflow support for questions and issues in Clio usage • Minor adjustments to settings and configuration as requested by the • Major workflow changes, automations or integrations proposed as separate projects 3. Rates Tables Annual Support $21,420 Hourly Rate(for optional Dev: $260 services outside of the Principal: $329 Annual Support Scope) Emergency Hours Rate Emergency hours billed at 150% of hourly rate, minimum 1 hour Emergency hours defined as outside of standard business hours Standard business hours: 8am-5pm Pacific Time 4. Hourly Rate Hourly fees for out of scope work are billed in 15 minute increments, rounded up. Praece will invoice monthly, on the final day of each month, all hours incurred during that month at the Hourly Rate or Emergency Hours Rate described in the Rates Table above.This invoice will be delivered in concert with the monthly invoice generated the following day. 5. Rate Adjustments At any time during this agreement, Praece may implement a modified hourly rate based on market changes. Praece will notify Client via email 30 days prior to the date of the rate change. If Praece chooses to implement a modified hourly rate, Client may choose to terminate this agreement without the mandatory 30 day waiting period. Docusign Envelope ID: 11 CA7523-8F19-494E-9027-B9260D215F1 C 6. Change Orders If Client desires changes to the scope of services provided under this agreement, Praece and Client must agree in writing to those changes, and the total service price change, prior to Praece beginning work on additional scope items. 7. Payment Client agrees to pay the total price as enumerated in each invoice by each invoice's due date. If Client fails to pay any invoice in its entirety by its due date, Praece shall subject the invoice's outstanding balance to a fee of 1% of that current outstanding balance, which includes any previously incurred fees.Thereafter Praece shall assess this penalty on total past-due balance at the end of every 30 day period until Praece receives full payment, including any fees assessed, for the invoice. 8. Non-Disclosure of Confidential Information For the purposes of this agreement, "Confidential Information" means all technological and business information disclosed by either party not easily discoverable by means other than working closely with the other party. Praece and Client shall not disclose to a third party any Confidential Information, unless required by the Public Records Act, while this agreement is in force, and for 12 months after agreement end date if agreement is terminated. 9. Warranties and Limitations on Liability Praece will not be bound by any implied warranty of merchantability or implied warranty for a particular purpose. Praece will not be bound by any representation either expressed by statute, common law or otherwise, or implied by statute, common law or otherwise. Praece will not be held liable for any loss of profits, loss of business, loss of use or data, interruption of business, or any other expectation or reliance damages incurred by Client as a result of performing services in accordance with this agreement. 10. Signatures By signing this agreement, I certify that I agree to the terms of this agreement, that I am authorized to enter into binding agreements for the company,that the terms of this agreement bind the company. Signer Name Signature Date Initial oo s' dny �� Nancy BackuscV' Mayor 3/12/2025 Client F91 ___ • (—Signedby: Nolan Ball NettiA, bat, 3/6/2025 Praece 111