Common use of Transition Services and Disposition of Content Clause in Contracts

Transition Services and Disposition of Content. Upon expiration or termination of the SaaS Services under this Agreement: a. FIRST PARTY may immediately discontinue the SaaS Services and City shall immediately cease accessing the SaaS Application and Services. FIRST PARTY shall within five (5) calendar days of the expiration or termination of the SaaS Services return City’s data in an agreed-upon machine readable format. This provision shall also apply to all City Data that is in the possession of subcontractors, agents or auditors of FIRST PARTY. Such data transfer shall be done at no cost to the City. Once FIRST PARTY has received written confirmation from City that City’s Data has been successfully transferred to City, FIRST PARTY shall within thirty (30) calendar days purge or physically destroy all City Data from its hosted servers or files and provide City with written certification within five (5) calendar days that such purge and/or physical destruction has occurred. Secure disposal shall be accomplished by “purging” or “physical destruction,” in accordance with National Institute of Standards and Technology (NIST) Special Publication 80088 or most current industry standard. b. FIRST PARTY shall provide to City and/or Successor Service Provider assistance requested by City to effect the orderly transition of the SaaS Services, in whole or in part, to City or to Successor Service Provider. During the transition period, SaaS and City Data access shall continue to be made available to City without alteration. Such Transition Services shall be provided on a time and materials basis if the City opts to return to its own servers or City chooses a Successor Service Provider. Transition costs may include: (a) developing a plan for the orderly transition of the terminated SaaS Services from FIRST PARTY to Successor Service Provider; (b) if required, transferring the City Data to Successor Service Provider; (c) using commercially reasonable efforts to assist City in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by FIRST PARTY in connection with the Services; (d) using commercially reasonable efforts to make available to City, pursuant to mutually agreeable terms and conditions, any third-party services then being used by FIRST PARTY in connection with the SaaS Services; and, (e) such other activities upon which the Parties may agree. Notwithstanding the foregoing, should City terminate this Agreement due to FIRST PARTY’S material breach, City may elect to use the Services for a period of no greater than six (6) months from the date of termination at a reduced rate of twenty (20%) percent off of the then-current Services Fees for the terminated Services. All applicable terms and conditions of this Agreement shall apply to the Transition Services. This Section shall survive the termination of this Agreement. Innovative eProcurement Solutions 00000 Xxxxxxx Xxxx., Xxxxx 000 • Xxxxxx Xxxx, XX, 00000 • (818) 992–1771 PB System™ SUPPORT SERVICES AGREEMENT EXHIBIT A-1 This SUPPORT SERVICES AGREEMENT (“Agreement”), which describes the terms and conditions applicable to your use of the PlanetBids Online Support Services, is made and entered as of into the 9th day of June 2020, by and between PLANETBIDS, INC., a California corporation, (“PlanetBids”) and the following customer (“Customer”) for the period from 07-01-20 to 06-30-23: Customer Name: City of Menlo Park Street Address 000 Xxxxxx Xxxxxx Xxxx, Xxxxx XXX Xxxxx Xxxx, XX 00000 Department: Public Works Principal Contact: Xxxx Xxxxxx Title: Business Manager Phone & Email: 000.000.0000, xxxxxxx@xxxxxxxxx.xxx Method of Payment: Net 30 days THEREFORE, PlanetBids and the Customer agree as follows:

Transition Services and Disposition of Content. Upon expiration or termination of the SaaS Services under this Agreement: a. FIRST PARTY may immediately discontinue the SaaS Services and City shall immediately cease accessing the SaaS Application and Services. FIRST PARTY shall within five (5) calendar days of the expiration or termination of the SaaS Services return City’s data in an agreed-upon machine readable format. This provision shall also apply to all City Data that is in the possession of subcontractors, agents or auditors of FIRST PARTY. Such data transfer shall be done at no cost to the City. Once FIRST PARTY has received written confirmation from City that City’s Data has been successfully transferred to City, FIRST PARTY shall within thirty (30) calendar days purge or physically destroy all City Data from its hosted servers or files and provide City with written certification within five (5) calendar days that such purge and/or physical destruction has occurred. Secure disposal shall be accomplished by “purging” or “physical destruction,” in accordance with National Institute of Standards and Technology (NIST) Special Publication 80088 or most current industry standard. b. FIRST PARTY shall provide to City and/or Successor Service Provider assistance requested by City to effect the orderly transition of the SaaS Services, in whole or in part, to City or to Successor Service Provider. During the transition period, SaaS and City Data access shall continue to be made available to City without alteration. Such Transition Services shall be provided on a time and materials basis if the City opts to return to its own servers or City chooses a Successor Service Provider. Transition costs may include: (a) developing a plan for the orderly transition of the terminated SaaS Services from FIRST PARTY to Successor Service Provider; (b) if required, transferring the City Data to Successor Service Provider; (c) using commercially reasonable efforts to assist City in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by FIRST PARTY in connection with the Services; (d) using commercially reasonable efforts to make available to City, pursuant to mutually agreeable terms and conditions, any third-party services then being used by FIRST PARTY in connection with the SaaS Services; and, (e) such other activities upon which the Parties may agree. Notwithstanding the foregoing, should City terminate this Agreement due to FIRST PARTY’S material breach, City may elect to use the Services for a period of no greater than six (6) months from the date of termination at a reduced rate of twenty (20%) percent off of the then-current Services Fees for the terminated Services. All applicable terms and conditions of this Agreement shall apply to the Transition Services. This Section shall survive the termination of this Agreement. Innovative eProcurement Solutions 00000 Xxxxxxx XxxxAll data and information contained herein and provided by FRM is considered confidential and proprietary. Quote is subject to change based on SOW and project outlined services. METER READING SERVICES MENLO PARK, CA DocuSign Envelope ID: AA38E3C9-C429-4B83-8BB5-CE8F6D0565CE DocuSign Envelope ID: AA38E3C9-C429-4B83-8BB5-CE8F6D0565CE QTY DESCRIPTION SERIES PRICE PER METER MONTHLY EXTENDED XXXXX EXTENDED 4,352 Accurately obtain meter readings for monthly billing Monthly $ 2.10 $ 9,139.20 $ 109,670.40 - Complete Billing Field Investigations Included - Complete Scheduled Vacant Account Reactivations Included - Complete Final Bills Included - Obtain Meter Re-Reads Upon Customer Request Included - Investigate Vacant Account Usage Included - Perform Disconnects Included - Door Hanger Delivery Included - Emergency Work Orders (as agreed between City & FRM) Included - Perform Scheduled Reconnects Included 3 License to Field Management/Asset Application Included 500 Printed Disconnect Door Hangers – Notices Included 1 Year Total $ 109,670.40 • 3% increase will be added each extended year to compensate for adjusted cost of living expenses and resources., Xxxxx 000 • Xxxxxx Xxxx, XX, 00000 • (818) 992–1771 PB System™ SUPPORT SERVICES AGREEMENT EXHIBIT A-1 This SUPPORT SERVICES AGREEMENT (“Agreement”), which describes the terms and conditions applicable to your use of the PlanetBids Online Support Services, is made and entered as of into the 9th day of June 2020, by and between PLANETBIDS, INC., a California corporation, (“PlanetBids”) and the following customer (“Customer”) for the period from 07-01-20 to 06-30-23: Customer Name: City of Menlo Park Street Address 000 Xxxxxx Xxxxxx Xxxx, Xxxxx XXX Xxxxx Xxxx, XX 00000 Department: Public Works Principal Contact: Xxxx Xxxxxx Title: Business Manager Phone & Email: 000.000.0000, xxxxxxx@xxxxxxxxx.xxx Method of Payment: Net 30 days THEREFORE, PlanetBids and the Customer agree as follows:

Transition Services and Disposition of Content. Upon expiration or termination of the SaaS Services under this Agreement: a. FIRST PARTY may immediately discontinue the SaaS Services and City CITY shall immediately cease accessing the SaaS Application and Services. FIRST PARTY shall within five (5) calendar days of the expiration or termination of the SaaS Services return CityCITY’s data in an agreed-upon machine readable format. This provision shall also apply to all City CITY Data that is in the possession of subcontractors, agents or auditors of FIRST PARTY. Such data transfer shall be done at no cost to the CityCITY. Once FIRST PARTY has received written confirmation from City CITY that CityCITY’s Data has been successfully transferred to CityCITY, FIRST PARTY shall within thirty (30) calendar days purge or physically destroy all City CITY Data from its hosted servers or files and provide City CITY with written certification within five (5) calendar days that such purge and/or physical destruction has occurred. Secure disposal shall be accomplished by “purging” or “physical destruction,” in accordance with National Institute of Standards and Technology (NIST) Special Publication 80088 or most current industry standard. b. FIRST PARTY shall provide to City CITY and/or Successor Service Provider assistance requested by City CITY to effect the orderly transition of the SaaS Services, in whole or in part, to City CITY or to Successor Service Provider. During the transition period, SaaS and City CITY Data access shall continue to be made available to City CITY without alteration. Such Transition Services shall be provided on a time and materials basis if the City CITY opts to return to its own servers or City CITY chooses a Successor Service Provider. Transition costs may include: (a) developing a plan for the orderly transition of the terminated SaaS Services from FIRST PARTY to Successor Service Provider; (b) if required, transferring the City CITY Data to Successor Service Provider; (c) using commercially reasonable efforts to assist City CITY in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by FIRST PARTY in connection with the Services; (d) using commercially reasonable efforts to make available to CityCITY, pursuant to mutually agreeable terms and conditions, any third-party services then being used by FIRST PARTY in connection with the SaaS Services; and, (e) such other activities upon which the Parties may agree. Notwithstanding the foregoing, should City CITY terminate this Agreement due to FIRST PARTY’S material breach, City CITY may elect to use the Services for a period of no greater than six (6) months from the date of termination at a reduced rate of twenty (20%) percent off of the then-current Services Fees for the terminated Services. All applicable terms and conditions of this Agreement shall apply to the Transition Services. This Section shall survive the termination of this Agreement. Innovative eProcurement Solutions 00000 Xxxxxxx Xxxx., Xxxxx 000 • Xxxxxx Xxxx, XX, 00000 • (818) 992–1771 PB System™ SUPPORT SERVICES AGREEMENT EXHIBIT A-1 This SUPPORT SERVICES AGREEMENT (“Agreement”), which describes the terms and conditions applicable to your use of the PlanetBids Online Support Services, is made and entered as of into the 9th day of June 2020, by and between PLANETBIDS, INC., a California corporation, (“PlanetBids”) and the following customer (“Customer”) for the period from 07-01-20 to 06-30-23: Customer Name: City of Menlo Park Street Address 000 Xxxxxx Xxxxxx Xxxx, Xxxxx XXX Xxxxx Xxxx, XX 00000 Department: Public Works Principal Contact: Xxxx Xxxxxx Title: Business Manager Phone & Email: 000.000.0000, xxxxxxx@xxxxxxxxx.xxx Method of Payment: Net 30 days THEREFORE, PlanetBids and the Customer agree as follows:

Transition Services and Disposition of Content. Upon expiration or termination of the SaaS Services under this Agreement: a. FIRST PARTY may immediately discontinue the SaaS Services and City shall immediately cease accessing the SaaS Application and Services. FIRST PARTY shall within five (5) calendar days of the expiration or termination of the SaaS Services return City’s data in an agreed-upon machine readable format. This provision shall also apply to all City Data that is in the possession of subcontractors, agents or auditors of FIRST PARTY. Such data transfer shall be done at no cost to the City. Once FIRST PARTY has received written confirmation from City that City’s Data has been successfully transferred to City, FIRST PARTY shall within thirty (30) calendar days purge or physically destroy all City Data from its hosted servers or files and provide City with written certification within five (5) calendar days that such purge and/or physical destruction has occurred. Secure disposal shall be accomplished by “purging” or “physical destruction,” in accordance with National Institute of Standards and Technology (NIST) Special Publication 80088 or most current industry standard. b. FIRST PARTY shall provide to City and/or Successor Service Provider assistance requested by City to effect the orderly transition of the SaaS Services, in whole or in part, to City or to Successor Service Provider. During the transition period, SaaS and City Data access shall continue to be made available to City without alteration. Such Transition Services shall be provided on a time and materials basis if the City opts to return to its own servers or City chooses a Successor Service Provider. Transition costs may include: (a) developing a plan for the orderly transition of the terminated SaaS Services from FIRST PARTY to Successor Service Provider; (b) if required, transferring the City Data to Successor Service Provider; (c) using commercially reasonable efforts to assist City in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by FIRST PARTY in connection with the Services; (d) using commercially reasonable efforts to make available to City, pursuant to mutually agreeable terms and conditions, any third-party services then being used by FIRST PARTY in connection with the SaaS Services; and, (e) such other activities upon which the Parties may agree. Notwithstanding the foregoing, should City terminate this Agreement due to FIRST PARTY’S material breach, City may elect to use the Services for a period of no greater than six (6) months from the date of termination at a reduced rate of twenty (20%) percent off of the then-current Services Fees for the terminated Services. All applicable terms and conditions of this Agreement shall apply to the Transition Services. This Section shall survive the termination of this Agreement. Innovative eProcurement Solutions 00000 Xxxxxxx Xxxx.FIRST PARTY agrees to provide all labor, Xxxxx 000 • Xxxxxx Xxxxmaterial, XXtools and equipment required to complete all meter reading and work order performance activities. FIRST PARTY will provide local staffing to perform the described services, 00000 • (818) 992–1771 PB System™ SUPPORT SERVICES AGREEMENT EXHIBIT A-1 This SUPPORT SERVICES AGREEMENT (“Agreement”)and services will be required daily, which describes Monday through Friday between 8:00 am and 5:00 pm, with the terms exception of any holidays. FIRST PARTY staff shall wear a FRM-issued shirt and conditions applicable to your use of the PlanetBids Online Support Services, is made and entered as of into the 9th day of June 2020, by and between PLANETBIDS, INC., a California corporation, (“PlanetBids”) and the following customer (“Customer”) for the period from 07-01-20 to 06-30-23: Customer Name: City of Menlo Park Street Address 000 Xxxxxx Xxxxxx Xxxx, Xxxxx XXX Xxxxx Xxxx, XX 00000 Department: Public Works Principal Contact: Xxxx Xxxxxx Title: Business Manager Phone & Email: 000.000.0000, xxxxxxx@xxxxxxxxx.xxx Method of Payment: Net 30 days THEREFORE, PlanetBids and the Customer agree as follows:carry proper identification. Meter Reading

Transition Services and Disposition of Content. Upon expiration or termination of the SaaS Services under this Agreement: a. FIRST PARTY may immediately discontinue the SaaS Services and City CITY shall immediately cease accessing the SaaS Application and Services. FIRST PARTY shall within five (5) calendar days of the expiration or termination of the SaaS Services return CityCITY’s data in an agreed-upon machine readable format. This provision shall also apply to all City CITY Data that is in the possession of subcontractors, agents or auditors of FIRST PARTY. Such data transfer shall be done at no cost to the CityCITY. Once FIRST PARTY has received written confirmation from City CITY that CityCITY’s Data has been successfully transferred to CityCITY, FIRST PARTY shall within thirty (30) calendar days purge or physically destroy all City CITY Data from its hosted servers or files and provide City CITY with written certification within five (5) calendar days that such purge and/or physical destruction has occurred. Secure disposal shall be accomplished by “purging” or “physical destruction,” in accordance with National Institute of Standards and Technology (NIST) Special Publication 80088 or most current industry standard. b. FIRST PARTY shall provide to City CITY and/or Successor Service Provider assistance requested by City CITY to effect the orderly transition of the SaaS Services, in whole or in part, to City CITY or to Successor Service Provider. During the transition period, SaaS and City CITY Data access shall continue to be made available to City CITY without alteration. Such Transition Services shall be provided on a time and materials basis if the City CITY opts to return to its own servers or City CITY chooses a Successor Service Provider. Transition costs may include: (a) developing a plan for the orderly transition of the terminated SaaS Services from FIRST PARTY to Successor Service Provider; (b) if required, transferring the City CITY Data to Successor Service Provider; (c) using commercially reasonable efforts to assist City CITY in acquiring any necessary rights to legally and physically access and use any third-party technologies and documentation then being used by FIRST PARTY in connection with the Services; (d) using commercially reasonable efforts to make available to CityCITY, pursuant to mutually agreeable terms and conditions, any third-party services then being used by FIRST PARTY in connection with the SaaS Services; and, (e) such other activities upon which the Parties may agree. Notwithstanding the foregoing, should City CITY terminate this Agreement due to FIRST PARTY’S material breach, City CITY may elect to use the Services for a period of no greater than six (6) months from the date of termination at a reduced rate of twenty (20%) percent off of the then-current Services Fees for the terminated Services. All applicable terms and conditions of this Agreement shall apply to the Transition Services. This Section shall survive the termination of this Agreement. Innovative eProcurement Solutions 00000 Xxxxxxx Xxxx.Exhibit A-1 Scope, Xxxxx 000 • Xxxxxx Xxxx, XX, 00000 • Compensation and Schedule of Work SCOPE FIRST PARTY agrees to provide Software as a Service (818SaaS) 992–1771 PB System™ SUPPORT SERVICES AGREEMENT EXHIBIT A-1 This SUPPORT SERVICES AGREEMENT (“Agreement”), which describes on the terms and conditions applicable to your use of the PlanetBids Online Support Services, is made and entered as of into the 9th day of June 2020, by and between PLANETBIDS, INC., a California corporation, (“PlanetBids”) and Hiago cloud platform that includes the following customer (“Customer”) for the period from 07-01-20 to 06-30-23: Customer Name: City of Menlo Park Street Address 000 Xxxxxx Xxxxxx Xxxx, Xxxxx XXX Xxxxx Xxxx, XX 00000 Department: Public Works Principal Contact: Xxxx Xxxxxx Title: Business Manager Phone & Email: 000.000.0000, xxxxxxx@xxxxxxxxx.xxx Method of Payment: Net 30 days THEREFORE, PlanetBids and the Customer agree Professional Services tasks as follows:set forth in detail below.