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False Alarm Management-Outsource Services <br />Contract Agreement Page 1 of 18 <br /> <br />CONTRACT FOR FALSE ALARM MANAGEMENT SERVICES <br /> <br />THIS CONTRACT FOR FALSE ALARM MANAGEMENT SERVICES (“Contract”) made and <br />entered into as of the date of last signature below (the “Effective Date”) by and between the City of <br />Everett, WA (“CITY”), and CentralSquare Technologies, (“CST” or “CONTRACTOR”), a Delaware Limited <br />Liability Company having offices at 1000 Business Center Drive, Lake Mary, Florida 32746, each, a <br />“Party”, and together, the “Parties”. <br /> <br />W I T N E S S E T H: <br /> <br /> <br />Whereas, the Everett City Council has enacted ordinances related to alarm systems and false <br />alarms codified at chapter 9.10 EMC and elsewhere in the Everett Municipal Code (collectively, <br />"Alarm Ordinance"), as amended; and <br />Whereas, the CITY issued a competitive Request for Proposals (“RFP”) #2024-070 for False Alarm <br />Management Services for the CITY and CONTRACTOR submitted a proposal for Alarm Management <br />Services dated August 15, 2024.; and <br />Whereas, the CONTRACTOR created and markets the proprietary and patented (U.S. Patent <br />No. 6,856,246) software system called CryWolf (“Software”), an integrated suite of software <br />applications operating in a Windows-based environment designed to assist false alarm reduction <br />managers and planners in government agencies and industry in accessing information relevant to <br />false alarms, and which has been developed at CONTRACTOR’s private expense for the <br />commercial marketplace and is not in the public domain; and <br />Whereas, CITY desires to engage the CONTRACTOR to provide the full-service False Alarm <br />Management Services (“Services”) described in Attachment A; and <br />Whereas, the CONTRACTOR desires to accept such engagement. <br />Now, Therefore, the Parties agree as follows: <br /> <br />1. Term. <br />The term of this Contract shall commence upon the Effective Date and shall continue for a period <br />of Five (5) years following the Effective Date. This Contract may be extended for one additional <br />five (5) year period at the sole discretion of the CITY by written notice to the CONTRACTOR from <br />the City’s Procurement Department. <br /> <br />2. Contract Documents and Order of Precedence. <br />The Contract documents consist of the following Attachments which are incorporated into the <br />Contract by this reference: <br />A. Attachment A, describes the Statement of Work to be provided by the CONTRACTOR <br />and outlines the CITY’s operational responsibilities, and Attachment B, Pricing and <br />Payment Terms. <br />B. The Order of Precedence shall be as follows: (1) this Contract; (2) Attachment A and (3) <br />Attachment B.