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Home My WebLink AboutTouchPhrase Development, LLC dba Julota/CPD/$13,992.50/Software as a Service License AgreementSoftware as a Service (SaaS) License Agreement CzTfshfzHsfdivlijobu:;56bn-Kbo36-3134 EXHIBIT A Statement of Work No. 2 Service and Fees This Statement of Work No. 2December 15, 2022 City of Carmel, Indiana the terms and conditions of the agreement between Julota and Customer dated December15, 2021 incorporated herein by reference. Any capitalized term used but not defined in this SOW shall have the meaning first assigned to it in the Agreement. A.Term: The term of this SOW is set forth in Appendix 1 to this SOW. B.License and Deliverables: 1.Services: Julota will license to Customer access to a web-based and mobile integrated software for tracking services provided to Help Seekers on the Platform, which is called "Julota Reach." Customer and its authorized users may access the Services for the purpose of providing long-term Health Seeker contact, tracking, monitoring and care. Customer will, through the administration panel of Julota Reach, create and authorize new authorized users. Julota Reach software will allow Customer and its authorized users to communicate action steps necessary to integrate and coordinate the care of Help Seekers. 2.Authorized users: Authorized users may be individuals from Customer'sorganization or Care Teams and their employees. Customer may authorize an unlimited number of authorized users to access Julota Reach through Customer'slicense. 3.Usage and Storage: The amount of usage of the Hosted Services (not including enrollments) and data storage is unlimited. 4.Excess Hosted Service Usage Fee: $0 5.Service Levels: Julota will provide general support for Julota Reach as provided forin the SLA attached as C.Fees and Expenses: 1.Fees and expenses will be as provided in Appendix 1 to this Statement of Work. 2.Payment: All payments are due by 30 days from the date on the invoice. Payments should be made via ACH or wire. Please contact us for ACH/wire instructions. If ACH is unavailable, payment via check made payable to Julota will be accepted at the following address: Julota Attention: Accounting Department 102 S. Tejon St., Suite 1100 Colorado Springs, CO 80903 Contact: billing@julota.com page 1of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 Julota SaaS Agreement Julota may change the payment method provided it does so in writing to Customer. Payments not paid within 30 days of the date on the invoice will be charged at the lower of one and ahalf percent (1.5%) of the outstanding balance per month (being 18% per annum), or the maximum rate permitted by law, from the date such payment is due until the date paid, whichever is lower. Customer shall also pay all sums expended (including, without limitation, reasonable legal fees) in collecting overdue payments. D. Service Changes: Julota reserves the right, in its sole discretion, to make any changes to the Services that it deems necessary or useful to: 1. maintain or enhance (i) the quality or delivery of the Services for its customers, (ii) the competitive strength of 2. to comply with applicable Law. Notwithstanding the foregoing, in no event will such Julota initiated changes result in increased cost to Customer during the term of this SOW. Customer understands that daily and weekly Julota initiated changes may occur without advance notice and such changes are for the purpose of bug fixes and minor improvements. During the term of this SOW, Julota shall provide to Customer at no additional charge the following: 1. any and all changes that it develops with respect to the Services, unless such changes are considered optional to the Customer and bear additional costs to Julota outside of costs for Julota initiated implementation and development; 2. any and all changes required by federal or state governmental, or professional regulatory mandates related to 3. the Documentation associated with any changes. Without limiting the foregoing, Customer may, at any time during the Term, request in writing changes to the Services. The Parties shall evaluate the requested changes and, if agreed, implement all such requested changes in accordance with a mutually agreed change order. No requested changes will be effective unless and until memorialized in awritten change order signed by both Parties. E. Subcontractors: Julota may from time to time in its discretion engage third parties to perfo F. On-Site Resources: use of, and conduct within such facilities. Customer will provide copies of such policies to Julota upon request. G. Customer Acknowledgments: Customer shall be responsible for purchasing, acquiring and installing all hardware associated with the Agreement and this SOW. Customer shall also be responsible for all training. Julota has no responsibility related to any of the hardware, including, but not limited to, in-store hardware (iPads, cables, cases, etc.). Julota may advise Customer regarding proper deployment of Services, but such advice is without warranty and pr page 2 of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 Julota SaaS Agreement H. Definitions: 1. 2. Each party hereto has caused this Statement of Work to be executed by its authorized representative as of the Effective Date. TouchPhrase Development, LLC d/b/a Julota City of Carmel, Indiana By: By and through its Board of Public Works and Safety Name: Scott Cravens BY: Title: CEO Date: Name, Title: Date: Name, Title: Date: Name, Title: Date: ATTEST: Name, Title: Date: page 3 of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 BPW Members, City of Carmel Mary Ann Burke 2/1/2023 Lori Watson Not Present 2/1/2023 Clerk, City of Carmel James Brainard BPW Members, City of Carmel 2/1/2023 Mayor, City of Carmel Sue Wolfgang Julota SaaS Agreement Appendix 1to the Statement of Work No. 2 This Appendix 1 to the Statement of Work No. 2 the terms of the Agreement and the SOW. Any capitalized term used but not defined in this Appendix shall have the meaning first assigned to it in the SOW and, to the extent not defined in the SOW, then the meaning assigned to it in the Agreement. The terms for Julota will provide the Services according to the following: 1. Term: year from the Effective Date and ending 11:59:59 p.m. MT on December 14, 2023 -year periods, not to exceed four (4) years (each, a "Renewal Term"), or until such time as either party elects not to renew this SOW by providing written notice of non-renewal to the other party at least 60 days prior to the expiration of the Initial Term or the current Renewal Term. 2. Fees (the following fees do not include applicable taxes): Recurring Annual Fees Schedule (non-refundable): Units: Unit Price Price: Base Platform License $ 12,740 Services up to three workflows each LEAD 0 $ 365 $ 0 EMS Superulitizer 4 $ 365 $ 1,460 Fall Prevention 0 $ 365 $ 0 Co-Responder 1 $ 365 $ 365 Care Coordination 0 $ 365 $ 0 Standard Hub 0 $ 5,600 $ 0 EMS / Social Services Hub 4 $ 3,150 $ 12,600 Support Hub 1 $ 3,150 $ 3,150 1 Directional Interface (ESO) 4 $ 1,250 $ 5,000 2 Directional Interface 0 $ 2,500 $ 0 Collaboration Partner 0 $ 1,050 $ 0 Community Resource Organizations 25 $ 0 $ 0 Trusted Partner Organizations (Aspire) 1 $ 105 $ 105 Monthly Active Clients (annualized) 1440 $ 5 $ 7,200 Advanced Interface 0 $ 9,900 $ 0 ModuleClient Notification 4 $ 1,250 $ 5,000 ModuleSurveys 4 $ 950 $ 3,800 ModuleEnrollments 0 $ 900 $ 0 ModuleClinical 4 $ 950 $ 3,800 Compliant Workflows SAMHSA 42 CFR part 2 1 $ 5,000 $ 5,000 Criminal Justice Information System (CJIS) 1 $ 5,000 $ 5,000 Custom Report Package up to 20 fields 0 $ 1,200 $ 0 Data Extraction 0 $ 1,200 $ 0 Embedded Tableau 0 $ 3,000 $ 0 Custom Report (up to 20 fields) 0 $ 1,250 $ 0 Custom Report (21-40 fields) 0 $ 3,150 $ 0 Data Extraction 0 $ 1,250 $ 0 page 4 of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 Julota SaaS Agreement SUBTOTAL $ 65,220 Essential Account Management Service 4 $ 5,000 $ 20,000 SUBTOTAL $ 85,220 Proposal Error 1 $ -20,000 $ -20,000 Support Hub 2023 Discount 1 $ - 3,150 $ - 3,150 Champion Discount 1 $ - 6,000 $ - 6,000 Yearly Loyalty Discount 1 $ - 100 $ - 100 Hamilton County Total Yearly Fees $ 55,970 Yearly fees per one (1) of four (4) hubs $ 13,992.50 Total for City of Carmel, Indiana: $ 13,992.50 3. the name of the data fields in the old system, the definition of each data field, and the name of the field it is being moved 4. If Customer exceeds the estimated number of Monthly Active Clients during a year, it will not be charged for additional Monthly Active Clients, but Julota reserves the right to adjust the fee for Monthly Active Clients in the following year. 5. At the end of the Initial Term and each Renewal Term, Julota may increase the charges set forth in this SOW. Julota agrees to notify Customer in writing at least sixty (60) days prior to any such price increase. 6. Additional services listed above may be purchased at any time by Customer by providing written notice to Julota ordered during the Term for Non-Recurring Term subscriptions and during the Initial Term for Auto-Renew Term subscriptions. Thereafter, the rates will be at the then current rates set by Julota. 7. then based on anticipated or actual usage for any additional years following the first year of the Term. Each party hereto approves of and accepts the terms of this Appendix. TouchPhrase Development, LLC d/b/a Julota City of Carmel, Indiana By: By and through its Board of Public Works and Safety Name: Scott Cravens BY: Title: CEO Date: Name, Title: Date: Continued on next page) page 5 of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 Mayor, City of Carmel Not Present James Brainard Julota SaaS Agreement Name, Title: Date: Name, Title: Date: ATTEST: Name, Title: Date: page 6 of 6 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 Mary Ann Burke Lori Watson Sue Wolfgang 2/1/2023 Clerk, City of Carmel BPW Members, City of Carmel 2/1/2023 2/1/2023 BPW Members, City of Carmel Dfsujgjdbuf!Pg!Dpnqmfujpo Envelope Id: 8C5F185A0210425EAAB9B99B2DD05779Status: Completed Subject: Urgent - Sign JulotaRenewal SOW Cityof Carmel Source Envelope: Document Pages: 6Signatures: 2Envelope Originator: Certificate Pages: 1Initials: 0Alison Henry AutoNav: Enabled102 S Tejon St, Suite 1100 EnvelopeId Stamping: EnabledColorado Springs, CO 80903 Time Zone: (UTC-07:00) Mountain Time (US & Canada)Alison.Henry@Julota.com IPAddress: 73.229.115.126 Sfdpse!Usbdljoh Status: OriginalHolder: Alison HenryLocation: DocuSign 1/18/2023 9:48:29PM Alison.Henry@Julota.com Tjhofs!FwfoutTjhobuvsfUjnftubnq Scott A. CravensSent: 1/18/2023 9:50:07 PM scott.cravens@julota.comViewed: 1/19/2023 6:47:23 AM CEOSigned: 1/19/2023 6:47:40 AM Julota Signature Adoption: Uploaded Signature ImageSecurityLevel: Email, Account Authentication Using IPAddress: 45.132.115.72None) Fmfduspojd!Sfdpse!boe!Tjhobuvsf!Ejtdmptvsf;! NotOffered viaDocuSign Jo!Qfstpo!Tjhofs!FwfoutTjhobuvsfUjnftubnq Fejups!Efmjwfsz!FwfoutTubuvtUjnftubnq Bhfou!Efmjwfsz!FwfoutTubuvtUjnftubnq Joufsnfejbsz!Efmjwfsz!FwfoutTubuvtUjnftubnq Dfsujgjfe!Efmjwfsz!FwfoutTubuvtUjnftubnq Dbscpo!Dpqz!FwfoutTubuvtUjnftubnq Xjuoftt!FwfoutTjhobuvsfUjnftubnq Opubsz!FwfoutTjhobuvsfUjnftubnq Fowfmpqf!Tvnnbsz!FwfoutTubuvtUjnftubnqt Envelope SentHashed/Encrypted1/18/2023 9:50:07 PM Certified DeliveredSecurity Checked1/19/2023 6:47:23 AM Signing CompleteSecurity Checked1/19/2023 6:47:40 AM CompletedSecurity Checked1/19/2023 6:47:40 AM Qbznfou!FwfoutTubuvtUjnftubnqt DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8 DocuSign Envelope ID: DA831258-B752-4D2A-A665-0FAD844E92A8