4.6 SR 12-02-2024 - Laserfiche WebLink

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MASTER SERVICES AGREEMENT THIS MASTER SERVICES AGREEMENT (“Agreement”),dated December 1st,2024 (“Effective Date”),is between Life Safety Inspection Vault LLC,an Idaho limited liability company (“LIV”),and Elk River Fire Department,a municipal corporation of the State of Minnesota,with a principal place of business at 13073 Orono Pkwy NW,Elk River,MN 55330 (“Client”).The term “Agreement”means,collectively,this Agreement,the applicable Registration Form(s),the applicable SOW(s),and any operating rules,policies,and procedures that LIV may publish from time to time.LIV and Client agree as follows: SECTION 1.ENGAGEMENT;SERVICES;DUTIES 1.1 Engagement.Subject to the terms and conditions of this Agreement,Client engages LIV to provide Client with web-based management of the Client ’s fire safety system permitting (collectively,the “Services”).LIV will provide the Services through LIV ’s proprietary web-based application that will allow the Client to track and drive code compliance,reduce false alarm activity,and provide a safer community (the “Vault”).The Vault provides a secure cloud environment in which third party contractors that inspect,test,and maintain fire protections systems can submit their reports via LIV’s web application directly to the Client,facilitating a more efficient review,tracking,and follow-up process with occupants to correct deficiencies and maintain systems.As part of the Services,LIV provides a proactive service,in addition to the Vault,that includes hard and soft copy notifications sent to building owners and follow up phone calls to help increase testing and maintenance activity within the jurisdiction.Client will specify the Services it wishes LIV to provide by executing a Statement of Work (“SOW”)substantially in the form attached as Exhibit A to this Agreement.If LIV agrees to provide those Services,LIV will countersign that SOW and will provide the indicated Services to Client under the terms and conditions of this Agreement.The term “Services”includes those items described above as well as any other items described on each SOW. 1.2 Designation of Key Personnel.LIV’s “Representative”is Cole Harding,phone: 855-225-4822,e-mail:Cole.harding@livsafe.com.The Client ’s “Representative”is Mark Dickinson,phone:(763)350-1105,e-mail:mdickinson@elkrivermn.gov.Client and LIV will each use best efforts to keep the same key personnel assigned to this engagement throughout the Term.If it becomes necessary for LIV to replace any key personnel,the replacement will be an individual having equivalent experience and competence in executing projects such as the one described in this Agreement. 1.3 LIV’s Responsibilities.LIV shall fully and timely provide all deliverables described in this Agreement and in each SOW in material compliance with the terms,covenants,and conditions of the Agreement and all applicable Federal,State,and local laws,rules,and regulations (collectively,“Laws”).LIV will provide all technical and professional expertise, knowledge,management,and other resources required for accomplishing all aspects of the tasks and associated activities identified in each accepted SOW.If the need arises for LIV to perform services beyond those stated in a particular SOW,LIV and the Client shall negotiate mutually agreeable terms and compensation for completing the additional services.LIV shall coordinate Page 120 of 211