CC - Agendas - City Council - REGULAR - 12/2/2014

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shall Service Provider bill more than five hundred (500) billable hours per year. The Prescott City Court Administrator, or his/her duly appointed designee, shall initiate and authorize any work requested for the City Court computer system to be performed by the Service Provider. 5. In addition to the foregoing compensation, the City shall reimburse the Service Provider for any parts or equipment necessary to complete such maintenance or repairs as requested by the City, at the actual cost to the Service Provider for such parts and equipment. The City Court Administrator, or his/her duly appointed designee, must approve, in writing, all parts and equipment used by Service Provider to ensure reimbursement. 6. The term of this Agreement shall be from the date of execution of the parties to June 30, 2018. 7. For any enhancements to existing applications, or development of new applications, a Scope of Work document shall be prepared which will outline the work to be performed and the maximum amount of compensation to be paid for the work so outlined. The City Court Administrator shall sign the Scope of Work and authorize the work to commence. In the event the work cannot be completed with the funds authorized, the Service Provider shall cease work immediately and pursue additional work authorization from the City Court Administrator. 8. This Agreement does not provide exclusive rights to the Service Provider to perform the outlined services for the City. The City, at its sole discretion can obtain services from any other computer-related consultant if so desired. City will not be in breach of any provisions of this Agreement, if it hires a different computer service provider than the Service Provider that is a party to this Agreement. 9. The ownership of all documents, software programs and data pertaining to this Agreement shall be as set forth in the Memorandum of Understanding entered into by and between the parties on June 17, 1993. 10. Notwithstanding the foregoing, this Agreement may be terminated by either party upon ten (10) days written notice, with or without cause or upon completion of services. If this Agreement is terminated, the Service Provider shall be paid for authorized services satisfactorily performed to the date of the Service Provider's receipt of such termination notice. 11. Pursuant to A.R.S. Section 38-511, the City of Prescott may cancel this Agreement, without penalty or further obligation, if any person significantly involved in initiating, negotiating, securing, drafting or creating the Agreement on behalf of the City is, at any time while the Agreement or any extension of the Agreement is in effect, an employee or agent of any other party to the Agreement in any capacity or a Service Provider to any other party of the Agreement with respect to the subject matter of the Agreement. In the foregoing event, the City of Prescott further elects to recoup any fee or commission paid or due to any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of the City of Prescott from any other party to the Agreement arising as a result of this Agreement. 12. Any notices to be given by either party to the other must be in writing, and personally .4N delivered or mailed by prepaid postage, at the following addresses: Professional Services Agreement 2