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C O M <br />This is a Support Agreement (the “Application Support Agreement”) dated 12/6/2024 by and between Timmons Group, a Virginia <br />corporation having its principal place of business at 1001 Boulders Parkway, Suite 300, Richmond, Virginia 23225 (“TIMMONS”) and <br />City of Everett, WA (“CUSTOMER”) with an address of 2930 Wetmore Avenue, Everett, WA 98201. <br />This software support agreement is for the following software, (the “Software”) in this agreement: <br />Cityworks AMS Configuration and associated applications <br />The CUSTOMER would receive annual support for the maintenance and support of Cityworks AMS configuration and supporting <br />applications developed by TIMMONS for the CUSTOMER. <br />Support as defined in this Scope of Work will conclude at a time when all contracted hours have been completed or December <br />31, 2026, whichever comes first. <br />The following are the terms and conditions under which TIMMONS provides Maintenance and Support (the “Support”) for the Softw are <br />indicated above. <br />1.Support <br />A.Hours of Support Availability. Payment of the standard Support Charges (as defined in Section 5) entitles <br />CUSTOMER to Support during the Principal Period of Maintenance (“PPM”). The PPM is an ten hour continuous <br />daily time period between the hours of 8:00 AM and 6:00 PM, EST, Monday through Friday, excluding holidays or <br />such holidays as observed locally by TIMMONS. All Support subsequently added shall have the same PPM. <br />Requests made by the CUSTOMER outside of the PPM will be given all reasonable efforts to be completed by <br />TIMMONS, with the understanding that availability should be planned ahead of time between TIMMONS and <br />CUSTOMER if at all possible if work is needed outside of PPM hours. <br />B.Scope of Support. Support includes the response to and resolution of CUSTOMER-encountered problems with <br />the Software relating to TIMMONS configuration as reported to TIMMONS by the CUSTOMER. Resolution of <br />CUSTOMER-encountered problems shall consist of (1) support provided through electronic support; or (2) <br />correction of any defect in the Software program resulting from TIMMONS configuration or development that <br />materially and adversely affects the use of the Software; or (3) delivery of workarounds limited to the current or <br />immediate prior Software release. TIMMONS will use commercially reasonable efforts to respond to CUSTOMER <br />requests according to the priority level of the request. TIMMONS will resolve the CUSTOMER’s request as <br />described in the request. Any rendering of supplemental maintenance Support by TIMMONS, including extended <br />coverage, support, workarounds, or fixes that exceed the allotted contractual limit of hours, and upgrade of Software <br />releases and consulting will be performed at TIMMONS discre tion upon receipt of a Work Order or appropriate <br />payment, and, if performed, will be charged to CUSTOMER at current prices and terms then in effect. The <br />CUSTOMER will be proactively informed if the supplemental maintenance described above will exceed the N ot to <br />Exceed (NTE) amount described below and have an opportunity to decline the supplemental maintenance. <br />C.Support Limitations. Any Support is dependent upon the use by CUSTOMER of unmodified Software (except as <br />authorized by TIMMONS pursuant to a Professional Services Agreement) operated in accordance with TIMMONS’ <br />documentation. <br />2.CUSTOMER’s Responsibilities. <br />A.CUSTOMER is responsible for performing data and software back-ups in accordance with published <br />documentation. <br />B.CUSTOMER shall notify TIMMONS of any Software failure and shall allow TIMMONS reasonable access to the <br />Software for performing Support. CUSTOMER must provide TIMMONS with secure access to the Software to <br />perform remote support. <br />C.CUSTOMER will designate no more than three (3) Authorized Contacts as trained System Administrators trained <br />in the server architecture / environment, database, and supporting products installed, and familiar with the <br />TIMMONS tools and applications purchased by the CUSTOMER. Support requests must be placed to TIMMONS <br />by an Authorized TIMMONS contact. <br />D.CUSTOMER will contact TIMMONS through the TIMMONS Support Portal: Teamwork. <br />i.i. CUSTOMER will have the ability to request that TIMMONS place an hourly estimation for Support <br />requests. CUSTOMER can approve Support requests at that time and TIMMONS will begin Support <br />remediation with the understanding that requests may require more t ime than estimated. <br />ii.CUSTOMER approved Support requests placed to TIMMONS through Teamwork may incur a minimum <br />usage of two (2) support hours by the CUSTOMER regardless of the outcome of said request to account <br />for investigation by TIMMONS. <br />3.Limit of Liability. TIMMONS will not be responsible to CUSTOMER for loss of use of the Software or data or for any <br />other liabilities arising from the use, alterations, additions, adjustments or repairs which are made to the Software by <br />third parties other than authorized representatives of TIMMONS, or at the direction of TIMMONS. <br />4.Term and Applicability to Other Agreements. The initial term of this Agreement shall commence upon acceptance <br />of agreement and shall commence until all hours are used or December 31, 2026, whichever comes first. Thereafter, <br />this Agreement shall not be renewed unless CUSTOMER notifies TIMMONS in writing at least thirty (30) days in