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CONTRACT 5728 Vender AgreementPLANIT SCHEDULE Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES WEB APPLICATION SERVICE AND HOSTING AGREEMENT This Web Application Services and Hosting Agreement ("Agreement") is effective as of 7/1/2019 ("Effective Date") between RagnaSoft, Inc., a Pennsylvania corporation doing business as P1anIt Schedule ("P1anIt") and the customer identified on Schedule A ("Customer"). For good and valuable consideration, the receipt and sufficiency of which is acknowledged, P1anIt and Customer agree: 1. SERVICE. I.I. Provision of Service. P1anIt shall provide the Service to Customer consistent with the terms of this Agreement. The Service shall perform materially in accordance with Planit's User Guide. At no time during the term of this Agreement will the Service be materially decreased from the Service available as of the Effective Date. 1.2. Planit Responsibilities,. P1anIt shall: (i) provide up to two (2) hours per month of telephone and unlimited online standard support to Customer; (ii) provide up to ten Gigabytes (10 GB) of storage space for Customer's use of the Service; (iii) maintain the security and integrity of the Service and the Customer Data; and (iv) use commercially reasonable efforts to make the Service generally available 99.5% of the calendar month twenty-four (24) hours a day, seven (7) days a week, except for planned downtime or downtime caused by Extraordinary Circumstances beyond P1anIt's control. P1anIt will use its best efforts to notify Customer of any planned downtime at least forty-eight (48) hours in advance and to schedule such downtime during the weekend hours from 9:00 P.M. EST Friday to 6:00 A.M. EST Monday. 2. FEES & PAYMENT. 2.1. User Fees. Customer agrees to pay the yearly license fees as defined in Schedule B based on the highest number of Users registered on the system. Customer acknowledges that it controls the number of Users with access to the Service. Fees for Users added in a contract period may be prorated based upon the closest month. 2.2. lnvoicina & Pa rte. Customer agrees to pay P1anIt 100% of the Total Upfront Fees as detailed in Schedule B upon execution of this Agreement. Customer will be invoiced yearly in advance for the Service based upon the number of Users. Invoicing will begin fourteen (14) days after Commencement of Service, unless otherwise stated in Schedule B and fees are due upon receipt of invoice. All payments made under this Agreement shall be in United States dollars. 2.3. OverdGle Pavrnents. Any payment not received from Customer when due will accrue interest at the rate of 1.5% of the outstanding balance per month (18% per annum), or the maximum rate permitted by law, whichever is lower. P1anIt shall be entitled to recover all costs of collection for overdue payments, including attorney's fees and costs of suit. 2.4. SLrsrr�rension of Service. If Customer's account is thirty (30) days or more overdue, P1anIt may provide Customer with written notice that it intends to suspend Customer's service until such amounts are paid in full. At any time seven (7) days or more after such written notice is provided, P1anIt may suspend the Service until all outstanding balances are paid without further notice and without any liability to Customer. 2.5. Taxes. Unless otherwise stated, P1anIt's fees include no local, state, federal or foreign taxes, levies or duties of any nature ("Taxes"). If Planit has the legal obligation to pay or collect Taxes for which Customer is responsible, the appropriate amount shall be invoiced to and paid by Customer unless Customer provides P1anIt with a valid tax exemption certificate authorized by the appropriate taxing authority. 2.6. Billing and Contact Information. Customer shall maintain complete and accurate billing and contact information on the Service. 3. TERM & TERMINATION. 3.1. Term. This initial term of this Agreement begins on the Effective Date and ends one (1) year later. In the event P1anIt and Customer mutually agree to continue their relationship, expressly or by their conduct, the terms of this Agreement shall continue to be effective 01031491-2 Page 1 of 10 PLANIT SCHEDULE until terminated by PlanIt or Customer upon delivery of written notice to the other at least thirty (30) days before the effective date of such notice. 3.2. Termination for Cause. A party may terminate this Agreement for cause: (i) upon thirty (30) days written notice of a material breach to the other party if such breach remains uncured at the expiration of such period; or (ii) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 3.3. Return of Customer Data. Upon request by Customer, PlanIt will provide to Customer a file of Customer Data in exchange for the fees described in Schedule B or as agreed upon by PlanIt and Customer. After thirty (30) days following expiration or termination of this Agreement PlanIt shall have no obligation to maintain or provide any Customer Data, except that PlanIt shall notify Customer at least thirty (30) days prior to the destruction of Customer's Data. 3.4. Survivinv Provisions. Section 5, Section 6 and Customer's obligations to pay for service shall survive the termination or expiration of this Agreement. 4. USE OF THE SERVICE 4.1. Customer Responsibilities. Customer is responsible for all activities that occur under Customer's User accounts. Customer shall: (i) have sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data; (ii) use commercially reasonable efforts to prevent unauthorized access to, or use of, the Service, and notify PlanIt promptly of any such unauthorized use; and (iii) comply with all local, state, federal, and foreign laws when using the Service. 4.2. Use Guidelines. Customer shall use the Service solely for its internal business purposes as contemplated by this Agreement and shall not: (i) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party, other than as contemplated by this Agreement; (ii) send spam or otherwise duplicative or unsolicited messages in violation of laws; (iii) send or store infringing, obscene, threatening, libelous, or Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES otherwise unlawful or tortious material, including material harmful to children or that violates third party privacy rights; (iv) knowingly send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (v) interfere with or disrupt the integrity or performance of the Service or the data contained therein; or (vi) attempt to gain unauthorized access to the Service or its related systems or networks. 4.3. Third -Party Providers.. Certain third -party providers, some of which may be listed on pages within P1anIt's website, offer products and services related to the Service, including implementation, customization and other consulting services related to customers' use of the Service and applications (both offline and online) that work with the Service, such as by exchanging data with the Service or by offering additional functionality within the user interface of the Service through the Service's application programming interface. PlanIt does not warrant any such third -party providers or any of their products or services, whether or not such products or services are designated by PlanIt as "certified," "validated" or otherwise. Any exchange of data or other interaction between Customer and a third -party provider, and any purchase by Customer of any product or service offered by such third -party provider, is solely between Customer and such third -party provider. 5. PROPRIETARY RIGHTS. 5.1. Reservation of Rip -lits. Customer acknowledges that in providing the Service, PlanIt utilizes (i) the PlanIt name, the PlanIt logo, the PlanIt domain name, the product and service names associated with the Service, and other trademarks and service marks; (ii) certain audio and visual information, documents, software and other works of authorship; and (iii) other technology, software, hardware, products, processes, algorithms, user interfaces, know-how and other trade secrets, techniques, designs, inventions and other tangible or intangible technical material or information (collectively, "PlanIt Technology") and that the PlanIt Technology is covered by intellectual property rights owned or licensed by Planit (collectively, "Planit IP Rights"). Other than as set forth in this Agreement, no license or other rights in or to the PlanIt Technology or 01031491-2 Page 2 of 10 PLANIT SCHEDULE P1anIt IP Rights are granted to Customer, and all such licenses and rights are expressly reserved. 5.2. License Grant. P1anIt grants Customer and Customer's Users a non-exclusive, non -transferable (except in connection with a permitted assignment of this Agreement), non-sublicenseable right to access and use the Service under the terms of this Agreement. 5.3. Restrictions. Customer shall not (i) modify, copy or create derivative works based on the Service or P1anIt Technology; (ii) create Internet "links" to or from the Service, or "frame" or "mirror" any content forming part of the Service, other than on Customers' own intranets or otherwise for its own internal business purposes; or (iii) disassemble, reverse engineer, or decompile the Service or P1anIt Technology, or access it in order to (a) build a competitive product or service, (b) build a product or service using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service. 5.4. Customer Data. All Customer Data is owned exclusively by Customer. Customer Data shall be Confidential Information subject to this Agreement. PlanIt may access Customer's User accounts, including Customer Data, solely to respond to service or technical problems or at Customer's request. 5.5. Suggestions. P1anIt shall have a royalty -free, worldwide, perpetual license to use or incorporate into the Service any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer relating to the Service. Any implementation by PlanIt shall become part of the P1anIt Technology and P1anIt IP Rights. 6. CONFIDENTIALITY. 6.1. Confidentiality,. The Receiving Party shall not disclose or use any Confidential Information of the Disclosing Party for any purpose outside the scope of this Agreement, except with the Disclosing Party's prior written permission. 6.2. protection. Each party agrees to protect the Confidential Information as it protects the confidentiality of its own proprietary and confidential information of like kind, except that neither party will Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES exercise less than reasonable care in protecting the Confidential Information. 6.3. Coni oelled Disclosure. If the Receiving Party is compelled by law to disclose the Confidential Information of the Disclosing Party, it shall provide the Disclosing Party with prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at Disclosing Party's cost, if the Disclosing Party wishes to contest the disclosure. 6.4. Remedies. If the Receiving Party discloses or uses (or threatens to disclose or use) any Confidential Information of the Disclosing Party in breach of this Section, the Disclosing Party shall have the right, besides any other remedies available to it, to seek injunctive relief to enjoin such acts, it being specifically acknowledged by the parties that any other remedies are inadequate. 6.5. Press Releases. P1anIt may not issue press releases relating to this Agreement or Customer's use of the Service without Customer's written consent. 7. WARRANTIES & DISCLAIMERS. 7.1. Warranties. P1anIt represents and warrants that (i) it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof; (ii) it owns or otherwise has sufficient rights to the Service and the P1anIt Technology to grant the rights and licenses granted; and (iii) the Service and P1anIt Technology infringe no intellectual property rights of any third party. 7.2. Disclaimer. EXCEPT AS EXPRESSLY PROVIDED HEREIN, PLANIT MAKES NO WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. PLANIT HEREBY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 8. LIMITATION OF LIABILITY. 8.1. Limitation of Liability. IN NO EVENT SHALL PLANIT' S AGGREGATE LIABILITY ARISING 01031491-2 Page 3 of 10 PLANIT SCHEDULE OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNTS ACTUALLY PAID BY CUSTOMER HEREUNDER. 8.2. Exclusion of Consequential Damavr�s. IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS, LOSS OF USE, COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, DATA LOSS, DOWNTIME, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES HOWEVER CAUSED AND, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. 8.3. Limitation of Action. Except for actions for non- payment or breach of either party's intellectual property rights, no action arising out of this Agreement may be commenced more than two (2) years after the cause of action has accrued. 9. DEFINITIONS. "Commencement of Service" means the date when P1anIt has contacted the Customer and started the setup process. "Confidential Information" means all confidential and proprietary information of a party ("Disclosing Party") disclosed to the other party ("Receiving Party"), that is designated as confidential or that reasonably should be understood to be confidential given the information and the circumstances of disclosure, including the terms of this Agreement (including pricing and the Schedules), the Customer Data, the Service, the P1anIt Technology, business and marketing plans, technology and technical information, product designs, and business processes. Confidential Information shall not include any information that: (i) is or becomes generally known to the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (iii) was independently Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES developed by the Receiving Party without breach of any obligation owed to the Disclosing Party; or (iv) is received from a third party without breach of any obligation owed to the Disclosing Party. "Customer Data" means all electronic data or information submitted by Customer to the Service. "Extraordinary Circumstances" means including acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems not involving that party's employees, computer or telecommunications failures or delays involving hardware or software not within that party's possession or reasonable control, and network intrusions or denial of service attacks. "User Guide" means the online documentation for the Service, accessible, as updated from time to time. "Users" means Customer's employees, consultants, contractors or agents authorized to use the Service and have been supplied user identifications and passwords by Customer (or by P1anIt at Customer's request). 10. GENERAL PROVISIONS. 10.1. Relationshit) ol'the Parties. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. 10.2. No Bereft to Others. The representations, warranties, covenants, and agreements contained in this Agreement are solely to benefit the parties and are not to be construed as conferring any rights on any other persons. 10.3. Notices. All notices under this Agreement shall be in writing delivered to the addresses in Schedule A. Notice shall be deemed to have been given upon: (i) personal delivery; (ii) the second business day after mailing; (iii) 48 hours after sending by confirmed facsimile; or (iv) 48 hours after sending by email. 10.4. Waiver and Cumulative Remedies. No failure or delay in exercising any right under this Agreement shall constitute a waiver of that right. The remedies provided are in addition to, and not exclusive of, any other remedies of a party at law or in equity. 01031491.2 Page 4 of 10 PLANIT SCHEDULE 10.5. Severabilitv. If any provision of this Agreement is declared to be illegal, void, or unenforceable, such provision shall be enforced to the maximum extent possible to give effect to the intent of the parties and all the remaining terms of this Agreement shall remain in full force and effect. 10.6. Assienment. Neither party may assign any of its rights or obligations, whether by operation of law or otherwise, without the prior express written consent of the other party. Notwithstanding the foregoing, the parties shall not unreasonably withhold their consent to an assignment in connection with a merger, acquisition, corporate reorganization or sale of substantially all of its assets. Any attempt to assign rights under this Agreement in violation of this section shall be void. 10.7. Governina Law. This Agreement shall be governed exclusively by, and construed exclusively under, the laws of the United States and the State of California, without regard to its conflicts of law provisions. 10.8. Venue. The state and federal courts have jurisdiction over Los Angeles County, California shall Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES have exclusive jurisdiction to adjudicate any dispute relating to this Agreement. Each party consents to the jurisdiction of such courts and waives any right it may otherwise have to challenge the appropriateness of such forums, whether based on the doctrine of forum non conveniens or otherwise. Each party also waives any right to jury trial in any action or litigation arising out of or related to this Agreement. 10.9. Entire Aureennent. This Agreement, along with all Schedules, constitutes the entire agreement between the parties as to its subject, and supersedes all previous agreements, discussions, proposals or representations, written or oral, about the subject of this Agreement. No modification, amendment, or waiver of any provision of this Agreement shall be effective unless in writing and signed by the party against whom the modification, amendment, or waiver is to be asserted. 10.10. Execution. Each party represents and warrants it has the legal power to sign this Agreement and that this Agreement, and any later agreements between the parties, may be executed in counterparts, including electronically signed or electronically delivered counterparts, which taken together shall form one legal instrument. IN WITNESS WHEREOF, the parties' authorized signatories have duly executed this Agreement as of the Effective Date: CITY OF EL SEGUNDO Name: Bill Whalen Title: Chief of Police Date: % - 3 ' 7.0k Q1, Schedules: A — Contact Information B — Client Profile and Deliverables APPOV T FORM: 01031491-2 CITY ATTORNEY RAGNASOFT, INC. d/b/a PLANIT SCHEDULE By: Name: Christian Yecker Title: President Date: 6/28/2019 UY Clerk gj� 9f 4 $@gundo Agreement No. 5728 PLANIT_ SCHEDULE PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES Schedule A - Contact Information Notices: Official Notices provided pursuant to this Agreement shall be sent to the following parties as set forth in Section 11.3: If to RAGNASOFT: Christian Yecker President RagnaSoft Incorporated PO Box 4903 Lancaster PA, 17604-4903 If to Customer: Bill Whalen Chief of Police bwhalen@elsegundo.org City of El Segundo 350 Main Street El Segundo, CA 90245 Contact Person: The name of the person appearing below has been designated by Customer as the main contact person and shall have full authority to act on behalf of Customer in all matters pertaining to this Agreement. This person shall be the primary point of contact between the parties: Billing Information: The person/department appearing below has been designated by Customer as the main billing contact, where RAGNASOFT shall direct all invoicing: Page 6 of 10 PLANIT SCHEDULE Customer Data: Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES Schedule B - Client Profile and Deliverables Company Name: City of El Segundo Street Address: 350 Main Street City, State, ZIP: El Segundo, CA 90245 Phone Number: Fax Number: URL: M ........................ Contact Name: Aaron Corkins Contact Title: Q Lt. l Contact Phone Number: Contact E-mail: 1 Corkins, Aaron (Lieutenant) ;acorkins(4,elsegundo.org> Type of Database Required: ® Blank with Default Settings (New Client) ❑ Set Up Temporary Demo Data Base Special Database Requirements Start Date: u ❑ VAR with Demo Data..m................................ F-1VARwith Default Settings End Date: Dates: Date of Sale: 6/28/2019 Planned Implementation Date: 7/19/2019 Sold by: ® RagnaSoft Sales or Channel Sales Rep Name: I Christian Yeeker ❑ Reseller Sales Rep: Phone: ( 866.471.2001 xl M ❑ Referral Partner: ......... E-mail: ":ii r" iei!n1 aiiitsa:hedii1c.coin Page 7 of 10 PLANIT_ SCHEDULE Products and Services: Licenses: Number of Registered Users: 100 Soft User Limit (plus): 10 Features at Startup: ® Scheduling (Core) ® Employee Self Service ❑ Integrated Time Clock ❑ Biometric Time Clock/s X ......_0 ® Schedule Export for Payroll ® Notifications/Basic SMS Additional Installation, Integration and Project Description Notes: Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES Professional Services: ® Set Up ® Import Employee List from Excel ® Create Unit and Base/Employee Templates ® One 2 -3 -hour Admin Training Session ® One 1 -hour follow-up Q&A Session ❑ Consulting (Attach Statement(s) of Work) Page 8 of 10 Agreement No. 5728 ADDITIONAL TERMS FOR PLANIT AGREEMENT:, 1. INDEMNIFICATION. PLANIT agrees to the following: A. PLANIT indemnifies and holds Customer harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from Customer's sole negligence or willful misconduct. Should Customer be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, PLANIT will defend Customer (at Customer's request and with counsel satisfactory to Customer) and will indemnify Customer for any judgment rendered against it or any sums paid out in settlement or otherwise. B. Intellectual Property Infringement. Notwithstanding any provision to the contrary, PLANIT will, at its own expense, indemnify and defend Customer against any claim that PLANIT's services or work product furnished under this Agreement infringes a patent or copyright in the United States or Puerto Rico. In such event, PLANIT will pay all costs damages and attorney's fees that a court finally awards as a result of such claim. To qualify for such defense and payment, Customer must (a) give PLANIT prompt written notice of any such claim; and (b) allow PLANIT to control, and fully cooperate with PLANIT in the defense and all related settlement negotiations. Customer agrees that if the use of PLANIT's services or work product becomes, or PLANIT believes is likely to become, the subject of such an intellectual property claim, Customer will permit PLANIT, at its option and expense, either to secure the right for Customer to continue using PLANIT's services and work product or to replace it with comparable services and work product. C. For purposes of this section "Customer" includes the City of El Segundo and its elected and appointed officials, officers, employees, and volunteers. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. 2. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, PLANIT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Tyre of Insurance, Limits Commercial general liability: $1,000,000 Agreement No. 5728 Professional liability $1,000,000 Workers compensation Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO -CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name Customer, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by Customer will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to Customer. C. Each such liability policy shall name the City as an Additional Insured for such liability of the City, and each such first -party shall name the City as a Loss Payee. PLANIT will furnish to Customer duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by Customer from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." D. Should PLANIT, for any reason, fail to obtain and maintain the insurance required by this Agreement, Customer may obtain such coverage at PLANIT's expense and deduct the cost of such insurance from payments due to PLANIT under this Agreement or terminate. RAGNASOFr, INC. d/b/a PLANIT SCHEDULE r By: Name: Christian Yecker Title: President Date:6/28/2019 PLANIT SCHEDULE Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES Hosted Solution Proposal City of EI Segundo The Complete Scheduling & Communication Solution Designed Specifically for Law Enforcement RagnaSoft Incorporated PO Box 4903 Lancaster, PA 17604-4903 866.471.2001 x1 sales(�i)l)laiiitscliedule.coiii www.planitschedule.com PLANIT SCHEDULE Agreement No. 5728 PERSONNEL SCHEDULING SOFTWARE FOR PUBLIC SAFETY SERVICES P1anIt Scheduling Proposal for City of E1 Segundo Proposal Date: 6/21/2019 Valid until: 11/1/2019 Planit Scheduling Yearly Subscription 100 Members plus 10 flex licenses Core Scheduling Employee Self Service Notifications w/Basic SMS Hosting at a secure, high speed, backed up facility Technical Support Application Updates Internet Based Training Data Import of Employee Information Schedule Template Setup Additional Configuration Feature Total $3040 First Year Subscription Estimated Subscription Renewal for Year 2* Continued Technical Support/Updates/Hosting/Backups To be evaluated 30 days prior to expiration of subscription. Estimated Subscription Renewal for Year 2 *Based on initial number of employees and requirements remaining comparable. $3040 $3040