Agreement with Application Software Inc.

C24-0454 
PROFESSIONAL SERVICES AGREEMENT 
with APPLICATION SOFTWARE, INC. 
for Health Flex Spending, Dependent Care Assistance, COBRA 
Billing, Retiree Billing and Direct Bill Services (RFP 24-21) 
This Professional Services Agreement ("Agreement") is entered into and effective between CITY OF GLENDALE, 
an Arizona municipal corporation ("City") and APPLICATION SOFIWARE, INC., a Missouri Corporation, 
authorized to do business in the State of Arizona, ("Consultant") as of the _
_
 
day of ________ _, 2024 
("Effective Date"). 
RECITALS 
A.
City intends to undertake a project for the benefit of the public and with public funds that is more fully set
forth in Exhibit A, Scope of Work (the "SOW");
B.
City desires to retain the professional services of Consultant to develop, create, make, generate, supply,
deliver, provide and/ or perform the specific benefits, services, tasks, activities, expertise, etc. as set forth in
the Scope of Work; and
C.
City and Consultant desire to memorialize their agreement with this document.
AGREEMENT 
The parties hereby agree as follows: 
1.
Key Personnel; Other Consultants and Subcontractors.
1.1 
Professional Services. Consultant will provide all Services necessary to assure all portions, tasks, 
activities and specifications of the SOW (the "Services") are completed timely and efficiently 
consistent with the SOW's requirements, including, but not limited to, working in close interaction 
and interfacing with City and its designated employees, and working closely with others, including 
other consultants or contractors, retained by City. 
1.2 
Project Team. 
a.
Project Manager.
(1)
Consultant will designate an employee as Project Manager with sufficient training,
knowledge, and experience to, in the City's opinion, complete the project and
handle all aspects of the SOW such that the work produced by Consultant is
consistent with applicable standards as detailed in this Agreement; and
(2)
The City must approve the designated Project Manager.
b.
Project Team.
(1)
The Project Manager and all other employees assigned to the perform the SOW by
Consultant will comprise the "Project Team."
(2)
Project Manager will have responsibility for and will supervise all other employees
assigned to the perform the SOW by Consultant.
c.
Discharge, Reassign, Replacement.
(1)
Consultant acknowledges the Project Team is comprised of the same persons and
roles for each as may have been identified in Exhibit A.
(2)
Consultant will not discharge, reassign, replace or diminish the responsibilities of
any of the employees assigned to perform the SOW who have been approved by
City without City's prior written consent unless that person leaves the employment
10/05/2023 
1st
July