02-27-2023 Council Packet - Laserfiche WebLink

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replacement and repair of said equipment as needed. Spring Park waives any claim it may have against Orono for damage to its equipment. 7. Cooperation and Assistance. Spring Park shall provide full cooperation and assistance to Orono, its agents, and employees in rendering of these services. 8. Duration of Contract. The initial term of this agreement shall be five(5)years commencing on September 1,2021,and the Agreement shall automatically be extended for additional five(5)year terms without any action of the parties. The parties acknowledge that they must follow the termination procedure in paragraph 9 if they wish to avoid the automatic renewal of this Agreement. 9. Termination of Agreement. This Agreement shall be in full force and will automatically continue unless terminated by either party. In order to terminate this Agreement, a party must provide written notice to the other party at least one(1)year in advance of termination.If notice of termination is properly given,this Agreement shall terminate as of the date set forth in the notice,which shall not in any event be less than one(1)year from the date of said notice.Any amounts due to Orono shall become immediately due and payable on the date this Agreement terminates.If Spring Park terminates this Agreement before the conclusion of any five-year term, then Spring Park shall be responsible for any unemployment claims that arise from the termination of this agreement for a period of two(2)years from the termination date. If Orono provides notice to terminate this Agreement at the end of a five-year term, Orono shall be responsible for any unemployment claims that arise from the termination. 10. Cost to Spring Park.For and in consideration of the rendition of the services, Spring Park shall make payments to Orono as follows: a. Baseline Public Works Services Cost. $191,000.00 per year. The amount will be paid in twelve 12)monthly installments. This annual rate shall be adjusted annually based on the COLA rate change per the Orono Public Works Collective bargaining agreement. b. Pass through costs. Any supplies or materials will be passed through for Spring Park to pay directly or will be billed to Spring Park at cost. Any overtime beyond the 100 hours per year included in the baseline rate will be billed directly to Spring Park as it occurs at the current overtime rates. Applicable rates will be provided to Spring Park on an annual basis as the Orono fee schedule is approved. c. Software Costs. Cost associated with maintaining the software licenses,database management for asset management,and GIS will be passed through to Spring Park at cost. d. Cost Review. One year after the effective date of this Agreement,an audit of actual expenses associated with the Baseline Public Works Services Cost will be reviewed. Upon agreement by both parties,the Baseline Public Works Services Cost may be adjusted. The adjustment shall be no more than 7%and said adjustment shall cover Orono's expenses and administrative costs. If the parties are unable to reach a mutual agreement regarding an adjustment of the Baseline Public Works Services Cost,then the Baseline Public Works Services Cost shall remain the same. e. Implementation Costs. Spring Park shall reimburse Orono for the cost associated with training and familiarizing Orono Staff with Spring Park infrastructure. These costs shall not exceed$9,000. 2