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ftc,cit/ 0 <br /> J <br /> UN <br /> DEVELOPMENT AND SERVICES AGREEMENT 00MMyN�►p <br /> 4 1 <br /> �4l � <br /> FOR pFp F[ <br /> qR�y oay <br /> City of Rancho Palo Verdes, CA FNr �h' <br /> (Project No. 1086) <br /> This Development and Services Agreement (the "Agreement") is made and entered into <br /> as of May 22, 2013 (the "Effective Date") by and between Socialmentum, LLC, a Nebraska <br /> limited liability company, d/b/a MindMixer, located at 1111 N. 13th Street, Suite 101, Omaha, <br /> NE 68102 (the "Consultant" or "MindMixer") and City of Rancho Palo Verdes, a California <br /> municipal corporation, located at 30940 Hawthorne Blvd, Rancho Palo Verdes, CA 90275 (the <br /> "Client"). <br /> WHEREAS, Consultant is in the business of developing websites capable of hosting <br /> town hall meetings and related projects promoting an exchange of information and ideas for use <br /> by governmental and other entities; <br /> WHEREAS, Client desires to engage Consultant to develop and maintain a website <br /> capable of hosting town hall meetings and related projects for promoting an exchange of <br /> information and ideas (the "Site") for use in connection with the project identified by Client (the <br /> "Project"), and to perform certain support services related thereto, and Consultant desires to <br /> accept said engagement; and <br /> WHEREAS, the parties intend this Agreement to evidence their understanding with <br /> respect to Client's engagement of Consultant to develop the Site and perform services related <br /> thereto. <br /> NOW, THEREFORE, in consideration of the foregoing recitals and mutual covenants <br /> contained herein, the parties agree as follows: <br /> 1. SCOPE OF ENGAGEMENT. <br /> A. Development Services. Consultant shall develop and maintain the Site <br /> for Client and perform and provide certain training and support services <br /> related thereto in accordance with the terms and conditions of this <br /> Agreement and the Statement of Work that is attached hereto as Exhibit <br /> A and incorporated herein by reference ("SOW'). The services described <br /> in the SOW under "Site Development Services" and "Mindmixer <br /> University Training Sessions" are referred to herein as the "Development <br /> Services". <br /> B. Support Services. Consultant shall perform and provide certain support <br /> services to Client in accordance with the terms and conditions of this <br /> Agreement and the SOW. The services described in the SOW under <br /> "Support Services" are referred to herein as the "Support Services". If <br /> Client hereafter requests additional services not described on Exhibit A, <br /> including additional training, or Support Services in excess of the amount <br /> set forth in Exhibit A ("Additional Services", and together with the Support <br /> Services and the Development Services, the "Services"), and Consultant <br /> is willing and able to provide those Additional Services, the parties shall <br /> mutually agree upon and execute, prior to the performance of such <br /> 589490.4 <br />