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<br />Website Development, Hosting and Maintenance Services
<br />Terms and Conditions
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<br />1. These Terms and Conditions, and any attachment signed by the parties attached hereto, represent the complete
<br />agreement and understanding (“Agreement”) between Revize LLC, a Mi chigan corporation ("Contractor"), and Mounds View, MN
<br />("City"), and supersedes any other written or oral agreement with regard to the website development services provided for her ein.
<br />Any modification of this Agreement is valid only if the modification i s in writing and signed by both Parties. City and Contractor
<br />are sometimes individually referred to as “Party” and collectively as “Parties.”
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<br />2. Contractor will provide the following services to City in exchange for payment of fees and compliance with t he Terms
<br />and Conditions of this Agreement. This Agreement, City activities and all discussions regarding City website development sha ll
<br />be treated as confidential and shall not be disclosed to parties other than representatives of Contractor and the autho rized
<br />representatives of City. It is agreed that a designee of City, Brian Beeman, will be project manager, with decision making authority
<br />on behalf of City, for purposes of this Agreement.
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<br />3. Contractor agrees to perform Website Development as described in the Revize Proposal dated 7-20-16 at a price of
<br />$14,515.00.
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<br />(a) City agrees to pay Contractor as follows:
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<br />(i) An initial payment equal to 34% of the total cost to secure the software, website development tools,
<br />and development server space to create a test website on the Contractor’s server;
<br />(ii) A payment equal to 33% of the total cost upon delivery of homepage and inner page design and City
<br />approval;
<br />(iii) A payment equal to 33% of the total cost upon implementation of the Revize Content Management
<br />Tool and upon completion of the website site map and City approval
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<br /> 4. Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license
<br />for City to use, or modify for its own use, any and all copyrights, designs, and other intellectual property embodied in this website,
<br />which are prepared or caused to be prepared by Contractor under this Agreement (“Document s & Data”), to which Contractor
<br />retains ownership of all intellectual property rights. City understands and agrees that Contractor shall retain all right, t itle, and
<br />interest to the Revize Content Management Tool (also known as the Revize CMS).
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<br />5. Contractor shall provide for annual website hosting on a shared server (“Hosting”) for a period of five years
<br />commencing on the date of the website project kick off meeting. Hosting will be billed to City at the rate of $2,400 per year (“Initial
<br />Term”). With respect to the Initial Term, unless one party has given written notice to the other party of its intent not to renew this
<br />Agreement at least thirty (30) days prior to expiration of the five-year contract, this Agreement will continue in effect on a year-to-
<br />year basis thereafter until one party gives written notice to the other of its intent not to renew this Agreement at least thi rty (30)
<br />days prior to the expiration of any renewal term. If the Term of this Agreement is extended or renewed in accordance with the
<br />foregoing, all of the terms and conditions of this Agreement shall continue, unmodified, in full force and effect, until the end of the
<br />last applicable renewal or extension Term, except that all rates, fees, charges, and compensation payable to Contrac tor hereunder
<br />shall be increased by five percent (5%) per year, for each annual renewal period extending the term hereof.
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<br />6. Additional services not covered in this Agreement and extra hours will be presented to City for written approval prior
<br />to commencement of work (“Extra Work”). Extra Work will be billed at Contractor’s prevailing hourly rates, which are $100/hour, and
<br />fees to any third party vendors if applicable.
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<br />7. City shall supply all information to Contractor in digital format including without limitation copy, text, audio files, v ideo
<br />files, pdf files, photographs, artwork and preexisting graphics.
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<br />8. City understands and agrees that Contractor will develop website frontend to be compatible with current version
<br />popular Internet browsers such as Internet Explorer, Google Chrome, and Firefox.
<br />City understands and agrees that the website frontend will be designed to be compliant with Section 508 guidelines on
<br />accessibility. Content migrated into the website by Contractor will also be compliant. City understands and agrees that websi te
<br />backend and third party tools may not be Section 508 compliant.
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<br />9. Limited Warranty: Contractor does warrant that all of the deliverables included in this Agreement will be conveyed to
<br />City. All programming code developed by Contractor within the project is warranted for a period of twelve (12) months from the
<br />date of the completion of the website ("Completion"). Contractor will create a backup of the website on the date of Completion. If
<br />any warranted problem arises while City or its designee is maintaining the website, Contractor will restore the website back to its
<br />condition as it existed at Completion. If Contractor is maintaining and hosting the website, Contractor shall restore the website
<br />back to its condition as it existed at the day of the most recent backup. Contractor shall only be responsible for any costs associated
<br />with correcting any unmodified programming code during this twelve (12) month period following the Completion.
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