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R10-138 I 1 RESOLUTION NO. R 10 - 1"38 2 3 4 A RESOLUTION OF THE CITY COMMISSION OF 5 THE CITY OF BOYNTON BEACH, FLORIDA, 6 AUTHORIZING THE CITY MANAGER TO EXECUTE 7 A CONDUITS SERVICE AGREEMENT BETWEEN 8 THE CITY OF BOYNTON BEACH AND NET ASSETS 9 CORPORATION FOR THE IMPLEMENT A TION, 10 MAINTENANCE AND CUSTOMER SUPPORT AND 11 HOSTING OF THE CONDUITS REPORTING 12 SERVICE; AND PROVIDING AN EFFECTIVE DATE. 13 14 15 WHEREAS, The City Clerk's office recommends entering into this Agreement with 16 Net Assets, the creator and manufacturer of the Conduits System to provide municipal lien 17 searches for title companies and attorney's offices involved in property sales; and 1 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the 1 recommendation of staff, deems it to be in the best interests of the City residents to enter into a Conduit Service Agreement with NetAssets Corporation. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF BOYNTON BEACH, FLORIDA, THAT: Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof. Section 2. The City Commission of the City of Boynton Beach, Florida does hereby authorize and direct the City Manager to execute a Conduit Service Agreement between the City of Boynton Beach and Net Assets Corporation for the implementation, maintenance, customer service support and hosting of the Conduits reporting service, a copy of said Agreement is attached hereto as Exhibit "A." S:\CA\RESO\Agreements\Reso - NetAssets Service Agmt 092110.doc I I I I' I 1 Section 3. This Resolution shall become effective immediately upon passage. 2 -+'11 3 PASSED AND ADOPTED this ~ day of Oc-lvh,"*- 2010. 4 CITY OF BOYNTON BEACH, FLORIDA 5 6 7 8 -.....-,..,.. 9 10 11 12 13 14 15 16 17 ~"""~'-' 18 19 ATTEST: ---..-..".~ 20 21 22 23 t M. Prainito, MMC 24 ty Clerk 25 26 27 (Corporate Seal) 28 S:\CA\RESO\Agreements\Reso - NetAssets Service Agmt 092110.doc KIO-l"38 ,'I Conduits™ Service Agreement EFFECTIVE DATE: fO-(I).-IO PARTIES: NET ASSETS CORPORATION ("NET ASSETS") 109 River Ave, Eugene, Oregon 97404 City of Boynton Beach ("ORGANIZATION") 1 00 East Boynton Beach Blvd Boynton Beach, FL 33435 AGREEMENT This Agreement is made as of the date stated above, (the "Effective Date") and sets forth the terms and conditions under which the online web application known as Conduits™ will be used by ORGANIZATION, and made available for use by NETASSETS. 1. Definitions: 1.1 "Conduits TM" shall mean the software application used for publication of the ORGANIZATION'S interests in property via the World Wide Web as created by NETASSETS, including web pages, graphics, data formats, and server components. 1.2 "Intellectual Property Rights" shall mean any and all now known or hereafter known tangible and intangible, and in any media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed, (a) rights associated with works of authorship throughout the universe, including but not limited to copyrights, moral rights, and mask-works, (b) trademark and trade name rights and similar rights, (c) trade secret rights, (d) patents, designs, algorithms and other industrial property rights, (e) all other intellectual and industrial property rights (of every kind and nature throughout the universe and however designated) (including logos, "rental" rights and rights to remuneration), whether arising by operation oflaw, contract, license, or otherwise, and (f) all registrations, initial applications, renewals, extensions, continuations, divisions or reissues hereof now or hereafter in force (including any rights in any of the foregoing). 1.3 "Search Transaction(s)" shall mean any search request initiated by an End-user for data related to interest against an individual property. 1.4 "End-user(s)" shall mean any individual or entity that is given access to Conduits™ by ORGANIZATION, excluding ORGANIZATION. 2. Payment Ll :2 Wd C I d3S Ol 3:JiJ.:W S.>H:l.31J AIIJ H:JV'38 NOINAoe jO All: Page 1 of 6 Conduits ™ Service Agreement 2. ] Search Fees. ORGANI/AIION agrees to pa~ NI'.I\SS!;TS a ICe lor cadl Search Transaction by an End-user Ihe Search l.cl.:' \" ill ht: i!; 1 () rer Search Iransaction hy an End-llser J J Payment Method. NETASSETS will invoice ORGANI/A nON monthly at its address noted on page I of this Agreement or at such other address as ORGANIZATION ma~ designate through the information entered into Conduits. Payment will be due within fifteen (15) days of the invoice date. Payments shall be made at NETASSETS' address noted on page 1 of this Agreement or at such other address as NFTASSFTS may designate by written notice to ORGANI/A nON. J " Startup Fee. ORGANIZATION agrees to pay NETASSETS an initial startup fee of -.-' $500. Payment shall be made upon ORGANI1ATION '" execution of this agreement. 3. Use of Conduits™ 3.1 Prohibited Actions. ORGANIZATION shall not adopt. translate. copy or modify Conduits™. or disassemble. decompile. reverse engineer. reverse compile. cross compile or otherwise attempt to derive source code from Conduits™. ORGANIZATION shall not create accounts for internal use ofConduits™ for any person or entity outside of ORGANIZATION. " '1 Transmission of Data. ORGANIZATION shall be solely responsible for the timely and -'.... accurate update and transmission of information or other data entered for access via the Conduits™ application system. and shall promptly report any problems encountered by ORGANIZA nON or End-users in operation of or access to the Conduits ™ application. ORGANIZATION shall transmit all data to NETASSETS in the format(s) as mutually agreed upon in writing during the term of this agreement. 3.3 Ownership Rights. Ownership of all Intellectual Property Rights in Conduits™ will at all times remain the property of NET ASSETS. ORGANIZATION agrees not to remove or obliterate any copyright, trademark or proprietary rights notices of N ET ASSETS or NET ASSETS's suppliers from Conduits™ 4. Term of Agreement/Termination 4.1 Term. This agreement is effective from the Effective Date. until the date of termination under this Section 4. 4.2 Termination by ORGANIZATION. ORGANI1ATION may terminate this Agreement: 4.2.1 At any time. with or without cause. effective upon sixty (60) days prior written notice to NET ASSETS. or Page 2 of 6 Conduits ™ Service Agreement 4.2.2 Thirty (30) days after delivery of written notice to NET ASSETS by ORGANIZATION that NET ASSETS has breached any provision of this Agreement, if NET ASSETS has not cured such breach within the thirty (30) day period. 4.3 Termination by NETASSETS. NETAS SETS may terminate this Agreement: 4.3.1 At any time, with or without cause, effective upon sixty (60) days prior written notice to ORGANIZATION; or 4.3.2 Immediately upon written notice to ORGANIZA nON in the event of any breach of Sections 2, 3.1 or 3.3; or 4.3.3 Thirty (30) days after delivery of written notice to ORGANIZATION that ORGANIZAnON has breached any provision of this Agreement other than Sections 2, 3.1 or 3.3, and has not cured such breach within the thirty (30) day period. 4.4 Actions Upon Termination. 4.4.1 ORGANIZAnON 'S Actions. Upon termination ORGANIZAnON shall immediately discontinue use of Conduits TM. 4.4.2. NET ASSETS' Actions. Upon termination NET ASSETS shall cease to make available on Conduits TM, via the World Wide Web or otherwise, any data related to ORGANIZATION's use of Conduits. NETAS SETS shall have no obligation to return or retransmit any data to ORGANIZATION, and after termination may archive data solely for NET ASSETS' business purposes. 5. Limitation of Liability and Indemnification 5.2 Maximum Monetary Liability for Breach of Agreement. Notwithstanding anything herein to the contrary, the maximum aggregate amount of money damages for which NET ASSETS may be liable to ORGANIZATION under this Agreement, resulting from any cause whatsoever, shall be limited to the amounts actually paid by ORGANIZA nON to NET ASSETS under this Agreement during the ninety (90) days immediately preceding the date NET ASSETS is notified in writing of a claim by ORGANIZATION for breach of agreement. 5.3 Third Party Providers. ORGANIZA nON acknowledges that in connection with Conduits TM, information will be transmitted over local exchange, interexchange and internet backbone carrier lines and through routers, switches and other devices owned, maintained and serviced by third party local exchange and long distance carriers, utilities, internet service providers and others, all of which are beyond the control of NETAS SETS. Accordingly, Page 3 of 6 Conduits ™ Service Agreement NET ASSETS assumes no liability for or relating to the delay, failure, interruption or corruption of any data or other information transmitted in connection with use of Conduits TM. 5.4 Indemnification with Respect to End-users. NET ASSETS has no contractual relationship or other legal duty to End-user(s) and it assumes no liability with respect to the use ofConduits™ by End-user(s). Accordingly, to the extent permitted by law, including, but not limited to section 768.28 of Florida statutes, ORGANIZATION agrees to defend, indemnify, and hold NET ASSETS harmless for any losses, costs, claims, or other liabilities arising out of the misuse of Conduits ™ by End-users. 6. Support and Maintenance 6.1 General Support. NETAS SETS shall provide to ORGANIZATION the maintenance and support services as set forth in Appendix A: Service Level. 6.2 End-User Support. NET ASSETS agrees to provide all initial support to End-Users of Conduits. Any support issues relating to ORGANIZATION policy or data that cannot be dealt with by NET ASSETS will be forwarded to ORGANIZA nON to provide support. 7. Miscellaneous Provisions 7.1 No Assignment. Neither this Agreement nor any rights hereunder, in whole or in part, shall be assignable or otherwise transferable by either party and any purported assignment or transfer shall be null and void. 7.2 Severability. If any term or provision of this Agreement shall be found to be illegal or unenforceable, then, notwithstanding, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this Agreement will not be affected. It is expressly understood and agreed that each and every provision of this Agreement which provides for a limitation of liability is intended by the parties to be severable and independent of any other provision and to be enforced as such. 7.3 Entire Agreement/Modification. This Agreement and its attachments constitute the entire agreement between the parties concerning Conduits™ and supersede all prior agreements, whether written or verbal, between the parties. No purchase order, other ordering document or any other document which purports to modify or supplement this Agreement or any attachment hereto shall add to or vary the terms and conditions of this Agreement, unless executed by both NET ASSETS and ORGANIZATION and expressly identified therein as a modification to this Agreement. No amendment shall be considered to have been made to this Agreement unless it is in writing and is executed by both parties. 7.4 Force Majeure. Neither party shall be liable or deemed to be in default for any delay or failure in performance under this Agreement or interruption of service resulting directly or indirectly from acts of God, or any causes beyond the reasonable control of such party, including Page 4 of 6 Conduits ™ Service Agreement without limitation interruption of power or communications facilities or failure of data storage hardware or software that is not caused solely by the party's acts or omission. 7.5 Governing Law, Venue, Jurisdiction. The parties agree that this Agreement shall be governed and construed by the laws of the State of Florida. The parties hereby submit to the jurisdiction and venue of the Circuit Court of the State of Florida for Palm Beach County or, if appropriate, the federal courts of the District of Oregon. 7.6 Attorney Fees. In the event action is instituted to enforce any term of this Agreement, the prevailing party shall recover from the losing party reasonable attorney fees incurred in such action as set by the trial court and, in the event of appeal, as set by the appellate courts. 7.7 Notices. Any notice or other communication required or permitted to be given under this Agreement will be in writing, will be delivered personally or by mail or express delivery, postage prepaid, and will be deemed given upon actual delivery or, if mailed by registered or certified mail, on the third business day following deposit in the mails, addressed to the appropriate party at the address first set forth above. Either party may, by written notice, designate a different address for purposes of this Agreement. Net Assets Corporation: By: ~c---'-~ _~~- David J. Gater President ::YOfBOynl~ Printed Name: KURT BRESSNER CITY MANAGER Title: BOYNTON BEACH, Fl Page 5of6 Conduits ™ Service Agreement Appendix A: Service Level 1. Conduits™ will be available 99.9% of the time during ORGANIZA TION's normal business hours. Any individual outage in excess of 20 minutes or 4 outages exceeding 5 minutes each will constitute a violation. J 80% of Conduits ™ transactions will exhibit 1 0 seconds or less response time, defined as the interval from the time the server receives a transaction request to the time a response is generated and sent back. Missing the metric for business transactions measured over any business week will constitute a violation. 3. Net Assets will respond to service incidents that affect multiple users within 24 hours. resolve the problem within 48 hours. and update status every 12 hours. Missing any of these metrics on an incident will constitute a violation. 4. Net Assets will respond to service incidents that affect individual users within 24 hours. resolve the problem within 72 hours, and update status every 12 hours. Missing any of these metrics on an incident will constitute a violation 5. Net Assets will respond to non-critical inquiries within 48 hours and deliver an answer within 72 hours. Missing any of these metrics on an incident will constitute a violation. Page 6 of 6 Conduits ™ Service Agreement R 10 - ~ 38 ,'1 Conduits™ Service Agreement EFFEcnVE DATE: 10-11).-/0 PARnES: NET ASSETS CORPORATION ("NET ASSETS ") 109 River Ave, Eugene, Oregon 97404 City of Boynton Beach ("ORGANIZATION") 1 00 East Boynton Beach Blvd Boynton Beach, FL 33435 AGREEMENT This Agreement is made as of the date stated above, (the "Effective Date") and sets forth the terms and conditions under which the online web application known as Conduits™ will be used by ORGANIZA nON, and made available for use by NET ASSETS. 1. Definitions: 1.1 "Conduits TM" shall mean the software application used for publication of the ORGANIZA nON'S interests in property via the World Wide Web as created by NETASSETS, including web pages, graphics, data formats, and server components. 1.2 "Intellectual Property Rights" shall mean any and all now known or hereafter known tangible and intangible, and in any media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed, (a) rights associated with works of authorship throughout the universe, including but not limited to copyrights, moral rights, and mask-works, (b) trademark and trade name rights and similar rights, (c) trade secret rights, (d) patents, designs, algorithms and other industrial property rights, (e) all other intellectual and industrial property rights (of every kind and nature throughout the universe and however designated) (including logos, "rental" rights and rights to remuneration), whether arising by operation oflaw, contract, license, or otherwise, and (f) all registrations, initial applications, renewals, extensions, continuations, divisions or reissues hereof now or hereafter in force (including any rights in any of the foregoing). 1.3 "Search Transaction(s)" shall mean any search request initiated by an End-user for data related to interest against an individual property. 1.4 "End-user(s)" shall mean any individual or entity that is given access to Conduits™ by ORGANIZATION, excluding ORGANIZAnON. 2. Payment ez :Z Wd 8' d3S 0 L H JJIJ.:lO S.>f~31J All3 3\t38 IW1NAOS .:10 ^ll~ Page 1 of 6 Conduits ™ Service Agreement 2.1 Search hes. ORCiANIIA lION agrees to pay NI'.I ASSl: IS a le~t()r t:adJ Search Transaction hv an End-us~r The Search F~~ \" i II he Ii.; I () reI' Search Iransactioll by all End-l1ser '1 '") Payment Method. NETASSrTS will invoice ORGANIIA nON monthly at its addres~ .;......... noted on page I of this Agreement or at such other addr~ss as ORGANIZATION may designate through the information entered into Conduits. Payment will be due within tifteen ( 15) days of the invoice date. Payments shall be made at NET ASSETS' addres~ noted on page I of this Agreement or at such other address as N ETAS SETS may designate by written notice to OR(iANIlATlON. '1 " Startup Fee. ORGANIZATION agrees to pay NETASSETS an initial startup fee of ~.-' $500. Payment shall be made upon ORGANIZATION's execution of this agreement. 3. Use of Conduits ™ 3.1 Prohibited Actions. ORGANIZATION shall not adopt. translate. copy or modif~ Conduits™. or disassemble, decompile. reverse engineer, reverse compile. cross compile or otherwise attempt to derive source code from Conduits™. ORUANIZA TION shall not create accounts tor internal use of Conduits™ for any person or entity outside ofORGANIZA TION. " J Transmission of Data. ORGANIZATION shall be solely responsible for the timely and -'.... accurate update and transmission of inf()[mation or other data entered tor access", ia the Conduits™ application system. and shall promptly report any problems encountered by ORGANIZA TION or End-users in operation of or access to the Conduits™ application. ORGANIZA TION shall transmit all data to NET ASSETS in the format(s) as mutually agreed upon in writing during the term of this agreement. " " Ownership Rights. Ownership of all Intellectual Property Rights in Conduits™ will at all -' ._1 times remain the property of NET ASSETS. ORGANIZATION agrees not to remove or obliterate any copyright. trademark or proprietary rights notices of NET ASSETS or NET ASSETS's suppliers from Conduits™ 4. Term of Agreement/Termination 4.1 Term. This agreement is effective from the Effective Date, until the date of termination under this Section 4. 4.2 Termination by ORGANIZATION. ORGANIZATION may terminate this Agreement: 4.2.1 At any time. with or without cause. effective upon sixty (60) days prior written notice to NET ASSETS. or Page 2 of 6 Conduits ™ Service Agreement 4.2.2 Thirty (30) days after delivery of written notice to NET ASSETS by ORGANIZAnON that NETAS SETS has breached any provision of this Agreement, if NET ASSETS has not cured such breach within the thirty (30) day period. 4.3 Termination by NET ASSETS. NET ASSETS may terminate this Agreement: 4.3.1 At any time, with or without cause, effective upon sixty (60) days prior written notice to ORGANIZATION; or 4.3.2 Immediately upon written notice to ORGANIZATION in the event of any breach of Sections 2,3.1 or 3.3; or 4.3.3 Thirty (30) days after delivery of written notice to ORGANIZATION that ORGANIZATION has breached any provision of this Agreement other than Sections 2,3.1 or 3.3, and has not cured such breach within the thirty (30) day period. 4.4 Actions Upon Termination. 4.4.1 ORGANIZA nON'S Actions. Upon termination ORGANIZA nON shall immediately discontinue use of Conduits TM. 4.4.2. NET ASSETS' Actions. Upon termination NET ASSETS shall cease to make available on Conduits TM, via the World Wide Web or otherwise, any data related to ORGANIZAnON's use of Conduits. NETAS SETS shall have no obligation to return or retransmit any data to ORGANIZATION, and after termination may archive data solely for NET ASSETS' business purposes. 5. Limitation of Liability and Indemnification 5.2 Maximum Monetary Liability for Breach of Agreement. Notwithstanding anything herein to the contrary, the maximum aggregate amount of money damages for which NET ASSETS may be liable to ORGANIZATION under this Agreement, resulting from any cause whatsoever, shall be limited to the amounts actually paid by ORGANIZA nON to NET ASSETS under this Agreement during the ninety (90) days immediately preceding the date NET ASSETS is notified in writing of a claim by ORGANIZA nON for breach of agreement. 5.3 Third Party Providers. ORGANIZATION acknowledges that in connection with Conduits™, information will be transmitted over local exchange, interexchange and internet backbone carrier lines and through routers, switches and other devices owned, maintained and serviced by third party local exchange and long distance carriers, utilities, internet service providers and others, all of which are beyond the control of NET ASSETS. Accordingly, Page 3 of 6 Conduits ™ Service Agreement NETASSETS assumes no liability lor or relating to the delay. failure. inten'uptioll nr corruptio! of any data or other information transmitted in connection \\ith use of< onduits'NI 5.4 Indemnification with Respect to End-users.. N FI/\SSI' TS has llO contractual relationship or other legal duty to End-user(s) and it assumes no liability \vitb respect to the use ofConduits™ by End-user( s). Accordingly. to the extent permitted oy Im\. including. but not I imited to secti\lJ1 768.28 of Florida statutes. ORGAN17ATION agrees to detend. indemnify. and hold NET ASSETS harmless for any losses. costs. claims. or other liaoilities arising out of the misuse of Conduits ™ bv End-users. 6. Support and Maintenance 6.1 General Support. NETAS SETS shall provide to ORGANIZATION the maintenance and support services as set forth in Appendix A: Service Level. 6.2 End-User Support. NETASSETS agrees to provide all initial support to End-Users of Conduits. Any support issues relating to ORGANIZA TION policy or data that cannot be dealt with by NET ASSETS will be forwarded to ORGANIZA nON to provide support. 7. Miscellaneous Provisions 7.1 No Assignment. Neither this Agreement nor any rights hereunder, in whole or in part. shall be assignable or otherwise transferable by either party and any purported assignment or transfer shall be null and void. 7.2 Severability. Ifany term or provision of this Agreement shall be found to be illegal or unenforceable. then, notwithstanding, it will be enforced to the maximum extent permissible, and the legality and enforceability of the other provisions of this Agreement will not be affected. It is expressly understood and agreed that each and every provision of this Agreement which provides for a limitation of liability is intended by the parties to be severable and independent of any other provision and to be enforced as such. 7.3 Entire Agreement/Modification. This Agreement and its attachments constitute the entire agreement between the parties concerning Conduits™ and supersede all prior agreements. whether written or verbal. between the parties. No purchase order. other ordering document or any other document which purports to modify or supplement this Agreement or any attachment hereto shall add to or vary the terms and conditions of this Agreement. unless executed by both NET ASSETS and ORGANIZATION and expressly identified therein as a modification to this Agreement. No amendment shall be considered to have been made to this Agreement unless it is in writing and is executed by both parties. 7.4 Force Majeure. Neither party shall be liable or deemed to be in default for any delay or failure in performance under this Agreement or interruption of service resulting directly or indirectly from acts of God. or any causes beyond the reasonable control of such party. including Page 4 of 6 Conduits ™ Service Agreement without limitation interruption of power or communications facilities or failure of data storage hardware or software that is not caused solely by the party's acts or omission. 7.5 Governing Law, Venue, Jurisdiction. The parties agree that this Agreement shall be governed and construed by the laws of the State of Florida. The parties hereby submit to the jurisdiction and venue ofthe Circuit Court of the State of Florida for Palm Beach County or, if appropriate, the federal courts of the District of Oregon. 7.6 Attorney Fees. In the event action is instituted to enforce any term of this Agreement, the prevailing party shall recover from the losing party reasonable attorney fees incurred in such action as set by the trial court and, in the event of appeal, as set by the appellate courts. 7.7 Notices. Any notice or other communication required or permitted to be given under this Agreement will be in writing, will be delivered personally or by mail or express delivery, postage prepaid, and will be deemed given upon actual delivery or, if mailed by registered or certified mail, on the third business day following deposit in the mails, addressed to the appropriate party at the address first set forth above. Either party may, by written notice, designate a different address for purposes of this Agreement. Net Assets Corporation: By:~ /~- David J. Gate~resident City OfBOyn~ By: ~ Printed Name: KURT BRESSNER CllY MANA(jtK Title: BOYNTON BEACH, FL Appendix A: Service Level 1. Conduits™ will be available 99.9% of the time during ORGANIZATION's normal business hours. Any individual outage in excess of 20 minutes or 4 outages exceeding 5 minutes each will constitute a violation. 2. 80% of Conduits ™ transactions will exhibit 1 0 seconds or less response time, defined as the interval from the time the server receives a transaction request to the time a response is generated and sent back. Missing the metric for business transactions measured over any business week will constitute a violation. Page 5 of 6 Conduits ™ Service Agreement " Net Assets \-vill respond to sen Ie\.' incidents that aftel'll1lultipk users \vithll1 .24 hours. , resolve the problem within 48 hours. and update status c\cn ] 2 hours. Missing any oj these metrics on an incident v.ill Ctmstitute a \ io]atllHi 4. Net Assets will respond to service incidents that affect individual users within 24 hours. resolve the problem within n hours. and update status every 12 hours. Missing any of these metrics on an incident \vi II constitute a violation 5. Net Assets will respond to non-critical inquiries within 48 hours and deliver an answer within n hours. Missing any of these metrics on an incident will constitute a violation. Page 6 of 6 Conduits ™ Service Agreement -----_.._~~_.__.. ~..._._._-~~-~~-~---, \ \......,~ ":','~,j,~',~~L\.0'--"3'-J"~,""",;~;;."',~ '" '-,,,," '>H:;:;;,~_;,~;" .n..:....' ...a connected company R rO-I~B Friday, September 10, 2010 Janet Prainito City of Boynton Beach 100 East Boynton Beach Blvd Boynton Beach, FL 33435 Janet, This letter is in regards to the forthcoming adoption of the Conduits service for the City of Boynton Beach. As one of the first 5 municipalities adopting the service in the State of Florida, the $500 Startup fee as identified in the Service Agreement is waived. Also, you are eligible to utilize the original rate for the Conduits service of $8 per report until April of 2011, at which time the rate will become the standard $10 per report. Sincerely, ~/ /d~- David J. Gates President, CEO Net Assets Corporation dgates@nassets.com (541) 485-8876 Bl :2 Wd C I d3S 0 L 33U.:l0 S.>1d31J AlIJ H:JV38 NOHuoa :10 A I ,~ Net Assets . 109 River Ave, Eugene, OR 97404 . (541) 485-8876 . info@nassetscom ~ .----.---------.-...,--.-.-. .G.--D,li.6~~T:bL' -' -..e::~_...-.:.._'"~',:.~___ ...a connected company RIO - l-~ R' Friday, September 10, 2010 Carlos Aiken City of Boynton Beach 100 East Boynton Beach Blvd Boynton Beach, FL 33435 Carlos, The letter is in regards to your inquiry about Net Assets Corporation being a sole source provider of the Conduits service for the City of Boynton Beach. Net Assets currently provides two services; Conduits ™ and Constructer™ Both services are trademarks of Net Assets Corporation and are only provided and serviced by Net Assets Corporation. Sincerely, ~~ :/' L ~ David J. Gates President, CEO Net Assets Corporation dgates@nassets.com (541) 485-8876 Net Assets. 109 River Ave, Eugene. OR 97404 . (541) 485-8876 . info@nassetscom The City of Boynton Beach City Clerk's Office 100 E BOYNTON BEACH BLVD BOYNTON BEACH FL 33435 (561) 742-6060 FAX: (561) 742-6090 e-mail: prainitoj@bbfl.us www.boynton-beach.org October 12, 2010 Mr. David J. Gates President, CEO Net Assets Corporation 109 River Avenue Eugene, OR 97404 Re: Resolution Rl0-138 Conduits Service Aqreements Dear Mr. Gates: Attached for your files are two copies of the executed agreements mentioned above. Since the documents have been executed, I have retained the originals for our Central File. If I can be of any additional service, please do not hesitate to contact me. Very truly yours, CITY OF BOYNTON BEACH CZ::: 'tn. p~ net M. Prainito, MMC City Clerk Attachment (Copies of Executed Agreements) CC: Carlos Aiken Central Files S:\CC\WP\AFTER COMMISSJON\Other Transmittal Letters After Commission\2010\R10-138 Net Assets Corporation. doc America's Gateway to the Gulfttream