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Attachment 1 <br />CITY OF ROSEVILLE <br />PROFESSIONALSERVICESAGREEMENT <br />This Professional Services Agreement (“Agreement”) is made on the__ day of <br />_____________2025, between the City of Roseville, a Minnesota municipal corporation (the <br />“City”), and TheAxtell Group, LLC, a Minnesota limitedliability company (the “Contractor”, <br />each a “Party” and together the “Parties”). <br />1.Scope of Work. The Contractor agrees to provide the professional services described in <br />Exhibit A(“Work”)whichis attached to this Agreement and incorporated by this <br />reference. All Work provided by Contractor under this Agreement shall be provided in a <br />manner consistent with the level of care and skill ordinarily exercised by professional <br />consultants currently providing similar services. <br />2.Term and Termination. The term of this Agreement will commence on January 7, 2025. <br />Unlessextended by written agreement of the Parties,this Agreement will terminate no later <br />than December 31, 2026, or upon completion of the Work, whichever occurs first. This <br />Agreement may be terminated earlier bythe City with or without cause, bydelivering, a <br />written notice at least thirty (30) days prior to the date of such termination to Contractor. <br />The date of termination shall be stated in the notice. Upon termination the Contractor shall <br />be paid for services rendered by the Contractor through and until the date of termination. <br />If the City terminates this Agreement for cause, the notice shall so-state, and no further <br />payment shall be due to the Contractor following the delivery of the termination notice. <br />3.Compensation for Work. The Cityagreesto compensate Contractor $220,000.00 which <br />is inclusive of all costs and expenses. Thecompensationwill be paid according to the <br />following schedule: $27,500.00 per quarter. <br />4.Method of Payment. Contractor must submit an invoice for payment. Paymentwill be <br />madewithin thirty (30) days of receipt of the invoice. <br />5.Representatives and Notices. The below-named individuals will act as the representatives <br />of the Parties with respect to the Work to be performed under this Agreement.Any <br />termination notice issued under this Agreement shall be either hand delivered orsent by <br />U.S. Mail to the below-named individuals: <br />To City: To Contractor: <br />City ofRoseville The Axtell Group, LLC <br />2660 CivicCenter Drive576 Warwick Street <br />Roseville, MN 55113 Saint Paul, MN 55116 <br />Attn:Erika Scheider, Chief of Police Attn: Todd Axtell, President and CEO <br />6.Assignment orSubcontracting. Unless noted otherwise in Exhibit A, the Contractor <br />shall not assign or enter into subcontracts forservices provided under this Agreement <br />without the written consent of the City. If subcontracts are approved and entered into, the <br />1 <br />RS160\\9\\1015876.v1 <br />Qbhf!91!pg!231 <br /> <br />