Finance Committee

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performed or to be performed hereunder or relating in any way thereto shall be brought in the New Hampshire
Superior Court for the Southern District of Hilisboraugh County or in the New Hampshire 9" Circuit Court situate in
Nashua, New Hampshire and not elsewhere.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement under seal by their duly authorized
representatives as of the day and year first written below

Interware Developinent Company, Inc. The City of Nashua
er gf

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6.7 Ownership - IDC shall retain: all rights in all materials developed by IDC and any inventions, creations and
improvements whether or not patentable or copyrightable, conceived or made in connection with the performance
of its obligations hereunder, even if modifications or enhancements are paid for by the Client: Any and all software
or other intellectual property required to be delivered to Client hereunder shall be subject to IDC Standard License
Agreement a copy of which is attached hereto. as Appendix D

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5. CHARGES

All charges for services provided by IDC related to this Agreement other than charges for Change Orders, which
are set forth in Appandix C are shown in the Fee Schedule attached hereto as Appendix A (the “Professional
Services Proposal’). Any changes to the Fee Schedule must be in writing and mutually approved by IDC and
Client.

6. GENERAL TERMS AND CONDITIONS

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Professional Service Agreement

This Agreement (the “Agreernent’) dated as of this day of September 2018 (ine “Effective Date’) is made
and entered into by and between Intenware Development Company, inc,™ (hereinafter referred to ag “IDC") a
corporation with an address at 199 Route 101; Building 7A; POB 6240 Amherst, NH 03031. and The City of
Nashua located at 229 Main Street, Nashua, NH 03060 (hereinafter referred to as “Client’).

Table of Contents

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Appendix A.- Professional Services Proposal «0... eceeee
CLERK WORKS® Application Software Guin

PO Box 6240

For billing inquiries dial 603-673-7155

Amherst, NH 03031

Owner Name:

Nashua, City of

Attn: Accounts Payable/Ann Surwell

229 Main Street
Nashua, NH 03060

Bruce Codagonone

Bill to

No: 9495

Date: 9/11/2018
Due Date: 9/11/2018
Page: 1

PO Number:
Terms: 50% /50%

Nashua, City of

Attn: Accounts Payable/Ann Surwell

229 Main Street

Nashua

Bruce Codagonone

03060

433

270

233

275

434

275

480

) THE CITY OF NASHUA “the Cate City’

Information Technology Division

September 12, 2018

TO: MAYOR Donchess
FINANCE COMMITTEE

SUBJECT: Clerk Works Software

The City Clerk’s dog Registration/Licensing utility currently resides on a legacy application that has reached end of life. This
system is in critical need of retirement.

THE CITY OF NASHUA “the Gate City"

Financial Services

Purchasing Department

September 27, 2018
Memo #19-072

TO: MAYOR DONCHESS
FINANCE COMMITTEE

SUBJECT: PURCHASE OF CLERK WORKS SOFTWARE FOR CITY CLERK (VALUE: $11,175)
DEPARTMENT: 122 INFORMATION TECHNOLOGY; FUND: BONDS

Please see the attached communication from Bruce Codagnone, CIO/IT Division Director, dated September 12,
2018 for information related to this contract.

BRASCO INTERNATIONAL, INC.

Brasco international, Inc. (“Brasco”) Standard Terms and Conditions of Sale

Limitation of Liability: