CONTRACT FOR SERVICES
THIS AGREEMENT (“Agreement”) is made and entered into this day of , , by and between the CITY OF MANTECA, a municipal corporation of the State of California (hereinafter referred to as "CITY"), and ClearGov Inc Consultant
2 Mill and Main Place, Suite 630
Maynard MA 01754
MAILING ADDRESS CITY STATE ZIP
CONSULTANT’S STATE LICENSE CLASSIFICATION & NUMBER (if required) hereinafter referred to as “Consultant”.
WITNESSETH:
WHEREAS, CITY desires to enter into this Agreement for services for Consultant to continue services and provide the budget software that allows for modernization of the budget process, improve collaboration within departments and provide public transparency.
WHEREAS, CITY desires to retain CONSULTANT to provide these services by reason of its qualifications, applicable license(s), and experience for performing such services, and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.
NOW, THEREFORE, in consideration of their mutual covenants, the parties hereto agree as follows:
AGREEMENT
SCOPE OF SERVICES:
Consultant shall do all work, attend all meetings, produce all reports and carry out all activities necessary to completion of the services described in Exhibit “A”. This Contract and its exhibits shall be known as the “Contract Documents.” Terms set forth in any Contract Document shall be deemed to be incorporated in all Contract Documents as if set forth in full therein. In the event of conflict between terms contained in these Contract Documents, the more specific term shall control. If any portion of the Contract Documents shall be in conflict with any other portion, provisions contained in the Contract shall govern over conflicting provisions contained in the exhibits to the Contract. To eliminate doubt, in the case of conflict between Consultant's proposal or Consultant's attachments and the City's Contract and attachments, the City's Contract and attachments shall take precedence over Consultant's proposal and attachments.
Consultant enters into this Contract as an independent contractor and not as an employee of the City. The Consultant shall have no power or authority by this Contract to bind the City in any respect. Nothing in this Contract shall be construed to be inconsistent with this relationship or status. All employees, agents, contractors or subcontractors hired or retained by the Consultant are employees, agents, contractors or subcontractors of the Consultant and not of the City. The City shall not be obligated in any way to pay any wage claims or other claims made against Consultant by any such employees, agents, contractors or subcontractors, or any other person resulting from performance of this Contract.
The Consultant agrees it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.
TERM OF CONTRACT
The services of Consultant are to commence upon execution of this Agreement and shall be completed and this Contract terminated on Friday, June 30, 2028, unless otherwise extended in writing by the mutual agreement of both parties.
The City Manager or his or her designee may, by written instrument signed by the Parties, extend the duration of this Contract in the manner provided in Section 5.
COMPENSATION:
The Consultant shall be paid in accordance to the attached Payment Schedule in Exhibit “C”. Consultant charges separately for certain costs incurred in the representation, as well as for any disbursements to third parties made on City's behalf. Such costs and disbursements include, for example, the following: mileage (at the IRS rate in effect at the time the travel occurs), overnight delivery and messenger services. Consultant shall be reimbursed for expenses related to travel, for example (flights, hotels, meals). However, Consultant shall not make travel arrangements or incur costs on behalf of City without prior written authorization to incur said expenses and in no event shall total compensation under this Contract exceed Two Hundred Fifty Seven Thousand Fifty Five Dollars and Ninety Eight Cents ($257,055.98) without City’s prior written approval.
Said amount shall be paid upon submittal of annual billings showing completion of the tasks that month. Consultant shall furnish City with invoices for all expenses as well as for all materials authorized by this Contract.
If the work is halted at the request of the City, City shall not be eligible to receive any refund for prepaid subscription fees.
TERMINATION:
Notwithstanding any provisions of this Contract, Consultant shall not be relieved of liability to the City for damages sustained by the City by virtue of any breach of this Contract by Consultant, and the City may withhold any payments due to Consultant until such time as the exact amount of damages, if any, due the City from Consultant is determined.
In the event of termination, the Consultant shall be compensated as provided for in this Contract, except as provided in Section 4C. Upon termination, the City shall be entitled to all work, including but not limited to, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date in accordance with Section 7 hereof. City acknowledges and agrees that the Contractor’s Service, as defined in the ClearGov Service Agreements, and all intellectual property rights in the ClearGov Services are, and shall remain, the sole and exclusive property of the Contractor.
AMENDMENTS, CHANGES OR MODIFICATIONS:
Amendments, changes or modifications in the terms of this Contract may be made at any time by mutual written agreement between the parties hereto and shall be signed by the persons authorized to bind the parties hereto.
EXTENSIONS OF TIME:
Consultant may, for good cause, request extensions of time to perform the services required hereunder. Such extensions shall be authorized in advance by the City in writing and shall be incorporated in written amendments to this Contract in the manner provided in Section 5.
PROPERTY OF CITY:
It is mutually agreed that all materials prepared by the Consultant under this Contract shall become the property of the City, and the Consultant shall have no property right therein whatsoever. Immediately upon termination, the City shall be entitled to, and the Consultant shall deliver to the City, all data, drawings, specifications, reports, estimates, summaries and other such materials as may have been prepared or accumulated to date by the Consultant in performing this Contract which is not Consultant’s privileged information, as defined by law, or Consultant’s personnel information, along with all other property belonging exclusively to the City which is in the Consultant’s possession. City acknowledges and agrees that the ClearGov Service, as defined in the ClearGov Service Agreements, and all intellectual property rights in the ClearGov service are, and shall remain, the sole and exclusive property of the Contractor.
Additionally, it is agreed that the parties intend this to be a contract for services and each considers the products and results of the services to be rendered by Consultant hereunder (the “Work”) to be a work made for hire. Consultant acknowledges and agrees that the Work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of the City. City acknowledges and agrees that the ClearGov Service, as definded in the ClearGov Service Agreements, and all intellectual propery rights in the ClearGov Service are, and shall remain, the sole and exclusive property of the Contractor.
COMPLIANCE WITH ALL LAWS:
Consultant shall comply with all applicable laws, ordinances, and codes of federal, State and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Contract. It shall be City’s responsibility to obtain all rights of way and easements to enable Consultant to perform its services hereunder. Consultant shall assist City in providing the same.
Consultant warrants to the City that it is licensed by all applicable governmental bodies to perform this Contract and will remain so licensed throughout the progress of the Work, and that it has, and will have, throughout the progress of the Work, the necessary experience, skill and financial resources to enable it to perform this Contract.
WARRANTIES AND RESPONSIBILITIES - CONSULTANT:
Consultant agrees and represents that it is qualified to properly provide the services set forth in Exhibit “A” in a manner which is consistent with the generally accepted standards of Consultant’s profession.
Consultant agrees and represents that the work performed under this Contract shall be in accordance with applicable federal, State and local law in accordance with Section 17A hereof.
Consultant shall designate a project manager who at all times shall represent the Consultant before the City on all matters relating to this Contract. The project manager shall continue in such capacity unless and until he or she is removed at the request of the City, is no longer employed by Consultant, or is replaced with the written approval of the City, which approval shall not be unreasonably withheld.
Consultant shall provide corrective services without charge to the City for services which fail to meet the above professional and legal standards and which are reported to Consultant in writing within sixty (60) days of discovery. Should Consultant fail or refuse to perform promptly its obligations, the City may render or undertake performance thereof and the Consultant shall be liable for any expenses thereby incurred.
SUBCONTRACTING:
None of the services covered by this Contract shall be subcontracted without the prior written consent of the City, which will not be unreasonably withheld. Consultant shall be as fully responsible to the City for the negligent acts and omissions of its contractors and subcontractors, and of persons either directly or indirectly employed by them, as it is for the negligent acts and omissions of persons directly employed by Consultant.
ASSIGNABILITY:
Neither Party will assign this Agreement in whole or in part to any third party without the prior written consent of the other Party; provided, however, either Party may assign this Agreement without such consent to any subsidiary or parent company of such Party or to any successor by way of any merger, consolidation or other corporate reorganization of such Party or sale of all or substantially all of the assets of such Party or to an entity that assumes, by sale, license or otherwise, the business activities that are the subject of this Agreement, provided that such subsidiary or parent company or successor assumes or is otherwise fully bound by all of the obligations of the assigning Party under this Agreement.
INTEREST IN CONTRACT:
Consultant covenants that neither it, nor any of its employees, agents, contractors, subcontractors has any interest, nor shall they acquire any interest, direct or indirect, in the subject of the Contract, nor any other interest which would conflict in any manner or degree with the performance of its services hereunder. Consultant shall make all disclosures required by the City’s conflict of interest code in accordance with the category designated by the City, unless the City Manager determines in writing that Consultant’s duties are more limited in scope than is warranted by the category designated by the City code and that a narrower disclosure category should apply. Consultant also agrees to make disclosure in compliance with the City conflict of interest code if, at any time after the execution of this Contract, City determines and notifies Consultant in writing that Consultant’s duties under this Contract warrant greater disclosure by Consultant than was originally contemplated. Consultant shall make disclosures in the time, place and manner set forth in the conflict of interest code and as directed by the City.
MATERIALS CONFIDENTIAL:
All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of the City, except by court order.
LIABILITY OF CONSULTANT-NEGLIGENCE:
Consultant shall be responsible for performing the work under this Contract in a manner which is consistent with the generally-accepted standards of the Consultant’s profession and shall be liable for its own negligence and the negligent acts of its employees, agents, contractors and subcontractors. The City shall have no right of control over the manner in which the work is to be done but only as to its outcome, and shall not be charged with the responsibility of preventing risk to Consultant or its employees, agents, contractors or subcontractors.
INDEMNITY AND LITIGATION COSTS:
To the fullest extent permitted by law, Consultant shall indemnify, defend, and hold harmless the City, its officers, officials, agents, and employees against all claims, damages, demands, liability, costs, losses and expenses, including without limitation court costs and reasonable attorneys’ fees, arising from Consultant's negligent acts or negligent failure to act, errors, omissions or willful misconduct incident to the performance of this Contract except such loss or damage caused solely by the active negligence, sole negligence, or willful misconduct of the City. The provisions of this paragraph shall survive termination or suspension of this Contract.
CONSULTANT TO PROVIDE INSURANCE:
Consultant shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this Contract, the policies of insurance specified in this Section. Such insurance must have the approval of the City as to limit, form, and amount, and shall be placed with insurers with a current A.M. Best’s rating of no less than A VII (an NR rating is acceptable for Worker’s Compensation insurance written with the State Compensation Insurance Fund of California).
Prior to execution of this Contract and prior to commencement of any work, the Consultant shall furnish the City with certificates of insurance and copies of endorsements providing evidence of coverage for all policies required by the Contract. The Consultant and its contractors and subcontractors shall, at their expense, maintain in effect at all times during the performance of work under the Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers and under forms of policy satisfactory to the City. The maintenance by Consultant and its contractors and subcontractors of the following coverage and limits of insurance is a material element of this Contract. The failure of Consultant or of any of its contractors or subcontractors to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of this Contract. Approval of the insurance by the City shall not relieve or decrease any liability of Consultant.
Commercial General Liability Insurance.
Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than two million dollars ($2,000,000) per occurrence and four million dollars ($4,000,000) minimum limit for general aggregate for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. Consultant’s general liability policies shall be primary and shall not seek contribution from the City’s coverage, and be endorsed using Insurance Services Office form CG 20 10 (or equivalent) to provide that City and its officers, officials, employees, and agents shall be additional insureds under such policies. For construction projects, an endorsement providing completed operations coverage for the additional insured, ISO form CG 20 37 (or equivalent), is also required.
Any failure to comply with reporting provisions of the policies by Consultant shall not affect coverage provided the City.
Coverage shall state that Consultant insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.
Coverage shall contain a waiver of subrogation in favor of the City.
Automobile Liability. If the vehicles are brought onto city facilities, covering any auto, or of Contractor has no owned autos, hired, and non-owned autos, the Contractor shall maintain automobile liability with limits no less than one million dollars ($1,000,000) minimum limit per accident for bodily injury and property damage.
Workers’ Compensation and Employers’ Liability. Consultant shall maintain Workers’ Compensation Insurance and Employer’s Liability Insurance with limits of at least one million dollars ($1,000,000). Consultant shall submit to City, along with the certificate of insurance, a waiver of subrogation endorsement in favor of City, its officers, agents, employees, and volunteers.
Professional Liability. Consultant shall maintain professional liability insurance that insures against professional errors and omissions that may be made in performing the Services to be rendered in connection with this Agreement, in the minimum amount of two million dollars ($2,000,000) per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement, and Contractor agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement.
All Coverages.
Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, cancelled, or reduced in limits except after thirty (30) days' prior written notice has been given to the City, except that ten (10) days’ prior written notice shall apply in the event of cancellation for nonpayment of premium.
All self-insurance, self-insured retentions, and deductibles must be declared and approved by the City.
Evidence of Insurance - Prior to commencement of work, the Consultant shall furnish the City with certificates, additional insured endorsements, and waivers of subrogation evidencing compliance with the insurance requirements above. The Consultant must agree to provide complete, certified copies of all required insurance policies if requested by the City.
Acceptability of Insurers - Insurance shall be placed with insurers admitted in the State of California and with an A.M. Best rating of A- VII or higher.
Subcontractors and Consultants - A category of risk and the applicable insurance requirements will be determined on a “per subcontractor” or “per consultant” basis, considering the particular work to be done by the subcontractor or consultant and the interrelationship of that work to other work being conducted by the Consultant.
No other provision of this Agreement or any attachment thereto shall reduce the insurance or indemnity obligations imposed under this Section.
In addition to any other remedy the City may have, if Consultant fails to maintain the insurance coverage as required in this Section, the City may obtain such insurance coverage as is not being maintained, in form and amount substantially the same as is required herein, and the City may deduct the cost of such insurance from any amounts due or which may become due Consultant under this Contract.
No policy required by this Contract shall be suspended, cancelled, terminated by either party, or reduced in coverage or in limits unless Consultant has provided thirty (30) days prior written notice by certified mail, return receipt requested, to the City.
Any deductibles or self-insured retentions in excess of $10,000 must be declared to, and approved by, the City.
The requirement as to types, limits, and the City’s approval of insurance coverage to be maintained by Consultant are not intended to, and shall not in any manner, limit or qualify the liabilities and obligations assumed by Consultant under the Contract.
MISCELLANEOUS PROVISIONS:
Compliance with Laws. Consultant shall keep itself fully informed of, shall observe and comply with, and shall cause any and all persons, firms or corporations employed by it or under its control to observe and comply with, applicable federal, state, county and municipal laws, ordinances, regulations, orders and decrees which in any manner affect those engaged or employed on the work described by this Contract or the materials used or which in any way affect the conduct of the work.
Unlawful Acts. Consultant shall not engage in unlawful employment discrimination. Such unlawful employment discrimination includes, but is not limited to, employment discrimination based upon a person’s race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, gender, citizenship, or sexual orientation.
Record Retention. Consultant shall maintain and make available for inspection by the City and its auditors accurate records of all of its costs, disbursements and receipts with respect to any work under this Contract. Such inspections may be made during regular office hours at any time until six (6) months after the final payments under this Contract are made to the Consultant.
Notice. All notices that are required to be given by one party to the other under this Contract shall be in writing and shall be deemed to have been given if delivered personally or enclosed in a properly addressed envelope and deposited in a United States Post Office for delivery by registered or certified mail addressed to the parties at the following addresses:
City: Consultant:
Blanca Perry Administrative Assistant City of Manteca
1001 W. Center St. Manteca, CA 95337
ClearGov Inc.
Attn: Legal Notices
2 Mill and Main Place, Suite 630 Maynard, MA 01754
855-553-2715
[email protected]
Governing Law and Venue. This Contract shall be interpreted and governed by the laws of the State of California, and any legal action relating to this Contract shall take place in the Superior Court, County of San Joaquin.
Waiver. Waiver of any breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach or default of the same or any other provision under this Contract.
Severability. If any provision of this Contract is held to be invalid, illegal or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Contract shall continue in full force and effect.
Mediation. In the event of any controversy or claim arising out of or relating to this Agreement or the Services provided by Consultant (each referred to as a “Dispute” and all collectively referred to as the “Disputes”), the Parties shall try to resolve all Disputes through good faith, direct discussions involving the representatives of each Party who possess the necessary authority to resolve such Dispute. If direct discussions are unsuccessful in resolving a Dispute, the Parties shall endeavor to resolve the matter by mediation through and administered by JAMS or its successor in interest. JAMS shall provide the parties with the name of five () qualified mediators. Each party shall the option to strike two of the five mediators selected by JAMS, and thereafter the mediator remaining shall hear the dispute. If the dispute remains unresolved after mediation, either party may commence litigation.
Costs and Attorney' Fees. If either party commences any legal action against the other party arising out of this Agreement or the performance thereof, the prevailing party in such action may recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses, and attorneys' fees.
Entire Agreement. This Contract, including the Service Order, Exhibits and Contractor Service Agreements constitute the entire agreement between the parties relative to the services specified herein and no modification hereof shall be effective unless and until such modification is evidenced by a writing signed by both parties to this Contract. There are no understandings, agreements, conditions, representations, warranties or promises, with respect to this Contract, except those contained in or referred to in the writing.
Execution. This Contract may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy has been signed by both parties.
Authority to Enter Agreement Consultant warrants that it has all requisite power and authority to conduct its business and to execute, deliver, and perform this Contract. Each party warrants to the other that the signature to this Contract have the legal power, right, and authority to enter into this Contract and to bind each party.
CITY OF MANTECA
By: Gary Singh, Mayor
ATTEST:
By: Cassandra Candini-Tilton, City Clerk
APPROVED AS TO FORM:
By:
L. David Nefouse, City Attorney
CONSULTANT
By:
Title: President
EXHIBIT A
Scope of Work/Consultant Proposal
Service Order2 Mill & Main; Suite 630; Maynard, MA 01754Service Order2 Mill & Main; Suite 630; Maynard, MA 01754 Service Order
2 Mill & Main; Suite 630; Maynard, MA 01754
Service Order
2 Mill & Main; Suite 630; Maynard, MA 01754
Created byBrenda LuebbersContact Phone508-365-2050Contact [email protected] byBrenda LuebbersContact Phone508-365-2050Contact [email protected] DateJan 24, 2025Order valid if signed byMar 15, 2025Order DateJan 24, 2025Order valid if signed byMar 15, 2025 Created by
Brenda Luebbers
Contact Phone
508-365-2050
Contact Email
[email protected]
Created by
Brenda Luebbers
Contact Phone
508-365-2050
Contact Email
[email protected]
Order Date
Jan 24, 2025
Order valid if signed by
Mar 15, 2025
Order Date
Jan 24, 2025
Order valid if signed by
Mar 15, 2025
Customer Information
Customer
Manteca, CA - City
Contact
Lana McBroom
Billing Contact
Lana McBroom
Address
1001 W Center St
Title
Budget Manager
Title
Budget Manager
City, St, Zip
Manteca, CA 95337
Email
[email protected]
Email
[email protected]
Phone
209-456-8764
PO # (If any)
The Services you will receive and the Fees for those Services are...
Subscription Services
Tier
Service Fees
ClearGov BCM Operational Budgeting - Civic Edition
Tier 4
$ 22,454.00
ClearGov BCM Personnel Budgeting - Civic Edition
Tier 4
$ 22,454.00
ClearGov BCM Capital Budgeting - Civic Edition
Tier 4
$ 13,493.00
ClearGov BCM Digital Budget Book - Civic Edition
Tier 4
$ 13,493.00
ClearGov BCM Transparency - Civic Edition
Tier 4
$ 12,463.00
ClearGov BCM Bundle Discount: Discount for bundled BCM solutions Tier 4
$ (38,007.00)
Total ClearGov Subscription Service Fee - Billed ANNUALLY IN ADVANCE $ 46,350.00
Subscription Services
Tier
Service Fees
ClearGov ClearPlans - Civic Edition
Tier 4
$ 14,162.50
ClearGov BCM Bundle Discount: Discount for bundled BCM solutions Tier 4
$ (4,956.88)
Total ClearGov Subscription Service Fee - Billed ANNUALLY IN ADVANCE $ 9,205.63
Set up Services
Tier
Service Fees
ClearGov Setup: Includes activation, onboarding and training for ClearGov solutions Tier 4
$ 2,240.00
Total ClearGov Setup Service Fee - Billed ONE-TIME
$ 2,240.00
Subscription Services
Tier
Service Fees
ClearGov ClearForms
Tier 4
$ 17,500.00
Total ClearGov Subscription Service Fee - Billed ANNUALLY IN ADVANCE $ 17,500.00
ClearGov will provide your Services according to this schedule...
Period
Start Date
End Date
Description
Align
Start
Jan 1, 2025
Jun 30, 2025
ClearGov Subscription Services OB,PB,CB,DBB,
TR
Setup
Mar 1, 2025
Mar 1, 2025
ClearGov setup /ClearForms
Pro-Rata
Mar 1, 2025
Jun 30, 2025
ClearGov Subscription Services - ClearForms
Initial
Jul 1, 2025
Jun 30, 2028
ClearGov Subscription Services
To be clear, you will be billed as follows...
Billing Date(s)
Amount(s)
Notes
Jan 1, 2025
$ 46,350.00
12 Month Pro-Rata Subscription Fee - INV2024-15855 - Net 90 Jan 29, 2025
$ (23,175.00)
6 Month credit for Subscription Fee - OB, PB, CB, DBB, TR Mar 1, 2025
$ 2,240.00
One time set up fee
Mar 1, 2025
$ 5,833.33
4 Month Pro-Rata Subscription Fee - ClearForms
Jul 1, 2025
$ 73,055.63
Annual Subscription Fee
Jul 1, 2026
$ 75,247.30
Year 2 (Optiona) Subscription Fee
Jul 1, 2027
$ 77,504.72
Year 3 (Optional) Subscription Fee
Additional subscription years and/or renewals will be billed annually in accordance with pricing and terms set forth herein.
Billing Terms and Conditions
Valid Until
Mar 15, 2025
Pricing set forth herein is valid only if ClearGov Service Order is executed on or before this date.
Payment
Net 30
All invoices are due Net 30 days from the date of invoice.
Initial Period
Rate Increase
3% per annum
During the Initial Service Period, the Annual Subscription Service Fee shall automatically increase by this amount.
Rate Increase
6% per annum
After the Initial Service Period, the Annual Subscription Service Fee shall automatically increase by this amount.
General Terms & Conditions
Customer Satisfaction Guarantee
During the first thirty (30) days of the Service, Customer shall have the option to terminate the Service, by providing written notice. In the event that Customer exercises this customer satisfaction guarantee option, such termination shall become effective immediately and Customer shall be eligible for a full refund of the applicable Service Fees.
Statement of Work
ClearGov and Customer mutually agree to the ClearGov Service activation and onboarding process set forth in the attached Statement of Work. Please note that ClearGov will not activate and/or implement services for any Customer with outstanding balance past due over 90 days for any previous subscription services.
Taxes
The Service Fees and Billing amounts set forth above in this ClearGov Service Order DO NOT include applicable taxes. In accordance with the laws of the applicable state, in the event that sales, use or other taxes apply to this transaction, ClearGov shall include such taxes on applicable invoices and Customer is solely responsible for such taxes, unless documentation is provided to ClearGov demonstrating Customer's exemption from such taxes.
Term & Termination
Subject to the termination rights and obligations set forth in the ClearGov BCM Service Agreement, this ClearGov Service Order commences upon the Order Date set forth herein and shall continue until the completion of the Service Period(s) for the Service(s) set forth herein. Each Service shall commence upon the Start Date set forth herein and shall continue until the completion of the applicable Service Period. To be clear, Customer shall have the option to Terminate this Service Order on an annual basis by providing notice at least sixty (60) days prior to the end of the then current Annual Term.
Auto-Renewal
After the Initial Period, the Service Period for any ClearGov Annual Subscription Services shall automatically renew for successive annual periods (each an "Annual Term” ), unless either Party provides written notice of its desire not to renew at least sixty (60) days prior to the end of the then current Annual Term.
Agreement
The signature herein affirms your commitment to pay for the Service(s) ordered in accordance with the terms set forth in this ClearGov Service Order and also acknowledges that you have read and agree to the terms and conditions set forth in the ClearGov BCM Service Agreement found at the following URL: http://www.ClearGov.com/terms-and-conditions. This Service Order incorporates by reference the terms of such ClearGov BCM Service Agreement.
Original Service Order
This ClearGov Service Order supercedes the ClearGov Service Order with an Order Dates of 02/24/2023 and 12/17/2021, (the "Original Service Orders"). The Original Service Orders shall be null and void as of the execution of this ClearGov Service Order by both Parties.
To be clear, this is how Transaction and Processing Fees will be billed...
Transaction Fees
Transaction Fee
2.0% of Transaction Amount
Paid by
End User
Billing Cycle
At Transaction
Transaction Fee Terms
The Transaction Fee will be charged for each Transaction processed via the ClearGov Service. If Transaction Fees are to be paid by the End User, the Transaction Fee will be charged at the time of the Transaction. If Transaction Fees are to be paid by Customer, then Transaction Fees will be deducted from the Transaction Amount at the time of the Transaction or invoiced monthly in arrears as indicated herein.
Processing Fees
Processing Fee
Determined by Payment Provider
Paid by
End User
Payment Provider
Stripe
Processing Fee Terms
The Processing Fee will be charged for each Transaction processed via the ClearGov Service. If Processing Fees are to be paid by the End User, the Processing Fee will be charged at the time of the Transaction. If Processing Fees are to be paid by Customer, then Processing Fees will be deducted from the Transaction Amount at the time of the Transaction. Processing Fees shall be charged/deducted directly by the Payment Provider.
CustomerSignatureNameToni LundgrenTitleCity ManagerCustomerSignatureNameToni LundgrenTitleCity ManagerClearGov, Inc.SignatureNameBryan A. BurdickTitlePresidentClearGov, Inc.SignatureNameBryan A. BurdickTitlePresidentPlease e-mail signed Service Order to [email protected] or Fax to (774) 759-3045Please e-mail signed Service Order to [email protected] or Fax to (774) 759-3045 Customer
Signature
Name
Toni Lundgren
Title
City Manager
Customer
Signature
Name
Toni Lundgren
Title
City Manager
ClearGov, Inc.
Signature
Name
Bryan A. Burdick
Title
President
ClearGov, Inc.
Signature
Name
Bryan A. Burdick
Title
President
Please e-mail signed Service Order to [email protected] or Fax to (774) 759-3045 Please e-mail signed Service Order to [email protected] or Fax to (774) 759-3045 Customer Upgrades (ClearGov internal use only)
This Service Order is a Customer Upgrade
Yes
If Yes: Original Service Order Date
2/24/2023 &
12/17/2021
CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700
[Labor Code § 1861]
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.
CONSULTANTS
By: President
Payment Schedule
Payment Schedule shall be paid in accordance with the terms and conditions outlined in the Exhibit A Proposal 1010
10 10
Contract for Services ClearGov IncContract for Services ClearGov Inc Contract for Services ClearGov Inc
Contract for Services ClearGov Inc
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EXHIBIT B
EXHIBIT B
EXHIBIT CEXHIBIT C
EXHIBIT C
EXHIBIT C
EXHIBIT CEXHIBIT C
EXHIBIT C
EXHIBIT C