HomeMy WebLinkAboutC16-094 Autoagent Data Solutions LLCAutoagent Data Solutions, LLC 3497 Pine Haven Circle Boca Raton, FL 33431 T:773.784.0109 AGREEMENT: The lmplementation, Hosting and Maintenance of The Real Estate Tax Processing and Payment Software known as "Autoagent Software" Prepared for: EAGLE COUNW TREASURER, CO. Eagle County Commlssloners' Offlce C16-094 Autoagent Data Solutions, LLC 3497 Pine Haven Circle Boca Raton, FL 33431 T:773.784.0709 This AGREEMENT is made and entered into as of 3124120'16, by and between Autoagent Data Solutions, LLC (hereinafter, "Autoagent"), a Florida corporation, maintaining its principal place of business at3497 Pine Haven Circle, Boca Raton, FL. 33431, and EAGLE COUNTY TREASURER, CO. (hereinafter, "the Tax Collector"), a Government Agency maintaining its principal place of business at 500 BROADWAY, SUITE 106, EAGLE, CO. 81631. 1. TERM: This agreement shall be in effect for a period of one (1) year from the date of its acceptance by Tax Collector, and shall be renewed automatically for successive one year terms thereafter, subject to the right of either party to terminate anytime during the term (initial term or as extended thereafter) by providing the other party written notice of the desire to terminate at least thirty (30) days prior to the intended date of termination. 2. COMPUTER OPERATIONS: Autoagent will provide computer usage of its Autoagent software and related systems and services to the Tax Collector. There is no fee to be paid to Autoagent from the Tax Collector associated with the usage of the aforementioned software or any services related to the use of this software. The fees are paid by the end users of the software ("Payers"). These users are third party companies that are interested in paying escrow or bulk real estate taxes electronically using Autoagent software. The computer software will be available 7 days a week, 24 hours a day except time for scheduled maintenance. 3. FEE PAID BY PAYERS: The fee associated with the use of the software is set to an agreed upon per parcel fee ("Fee"). The fee is arranged between Autoagent and each payer group and is paid by the payers in its entirety. 4. INDEMNITY: Autoagent agrees to indemnify and hold harmless the Tax Collector against loss or threatened loss or expense by reason of the liability or potential liability of the Tax Collector for or arising out of any claims for damages related to the use of Autoagent's software and business practices. 5. PROGRAMMING: Autoagent will provide programming services as needed to meet the requirements of the Tax Collector in accordance with the business rules and regulations that the Tax Collector operates under in terms of collecting escrow real estate taxes. Autoagent shall have no access to any computer hardware of the Tax Collector unless the Tax Collector provides limited access to Autoagent for the sole purpose of distributing data directly related to the operation of Autoagent's software. Autoagent shall employ all necessary professional practices and take all precautions to ensure that the Tax Collector's systems are intact and free of any harm. 6. lT lS EXPRESSLY AGREED AND UNDERSTOOD THAT: The fee payable to Autoagent from the Payers hereunder includes and shall cover all of the services set forth in this agreement and there will be no additional charges whatsoever to the Tax Collector for changes to the system required by programming errors or modifications or any incidental user support. 7. NO PAYMENT: The Tax Collector shall not be liable in case of no payment to Autoagent from a Payer. The collection of use fees from Payers is strictly between Autoagent and the Payer. 8. MAINTENANCE AND HOSTING: Autoagent agrees to pay for maintenance and hosting of all computer equipment related to the smooth and normal operation of Autoagent software. The Tax Collector shall not be responsible for any expenditures that Autoagent may incur in relation with the maintenance and hosting of Autoagent's application software. 9. CONFIDENTIALITY: Autoagent agrees that it will not disclose any proprietary information, real estate data, records, addresses or any data or information related to the Tax Collector to any unauthorized third party. &, N$wN Escrow Tax Payments Made Easy Autoagent Data Solutions, LLC 3497 Pine Haven Circle Boca Raton, FL 33431 T:773.784.0709 10. OWNERSHIP AND LICENSE: All of the software developed and compiled by Autoagent pursuant to this agreement shall be the property of Autoagent. This Agreement shall be governed by the laws of the State of GOLORADO: For the Gustomer Company: Your Name: Signature: Date: Address: Autoagent Data Solutions, LLC 2O16.03.2416:.13:49 President 3/24/2016 3497 Pine Haven Circle Boca Raton. FL 33431