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Attachment A INFORMATION TECHNOLOGY SHARED SERVICE AGREEMENT This INFORMATION TECHNOLOGY SHARED SERVICE AGREEMENT (this "Agreement") entered into by and between the City of Roseville, a Minnesota municipal corporation ("Roseville'), and the North Suburban Access Corporation, ("NSAC'), is effective upon the execution of this Agreement by the named officers of both organizations. Roseville and NSAC are referred to individually as "Party" and collectively as the "Parties". WHEREAS: The City of Roseville and the North Suburban Access Corporation agree to work collaboratively in the areas of Information Technology and related service areas, collectively referred to as "IT", and, WHEREAS: The purpose of this Agreement is to define the terms and conditions under which services will be defined and provided by Roseville, by and through Roseville's Information Technology Division ("Roseville IT") to the North Suburban Access Corporation. NOW, THEREFORE, in consideration of the mutual covenants herein and for good and valuable consideration, receipt of which is hereby acknowledged, the Parties agree as follows; SECTION 1- DEFINITIONS As used in this Agreement, certain terms shall have the following meanings: 1.1 "Agreement" shall mean the combined terms and conditions of this Agreement and of speciiic Task Order depending on context. 1.2 "Provider" shall mean the party to this Agreement defined within a Taslc Order specified as providing the service to the other party. 1.3 "Recipient" shall mean the party to this Agreement defined within a Taslc Order specified as receiving services from or through the other party. 1.4 "Services" shall generally represent the "Scope of Services" as defined within a Task Order and may represent any combination of labor, whether provided by the Provider's employees or a third party designated by the Provider, use of facilities, equipment, software, or material goods utilized or consumed in providing the Services. 1.5 "Task Order" shall represent the terms and conditions of this Agreement that specify services, products, and other costs incurred by one party that are to be compensated by the other party. Taslc Order refers to the written speciiications for either annually renewable Services or project-based Services that are completed under accomplishment of specified deliverables or other project event. Taslc Orders are more fully defined in Section 10. 1.6 "Holidays" includes New Year's Day, Martin Luther King, Jr. Day, President's Day, Memorial Day, Independence Day, Labor Day, Veterans' Day, Thanksgiving, Christmas Eve, Christmas Day, and other days that are consistent with past practices. 1.7 "Service Hours" means, unless otherwise noted, the hours of 8 a.m. to 5 p.m. local time, Monday through Friday, excluding Holidays.