Professional Services Rate Card (Alabama)

PROFESSIONAL SERVICES RATE CARD

STATE OF ALABAMA

DOCUMENT INFORMATION

1. STANDARD HOURLY RATES

1.1 Personnel Categories

*Premium rates apply to work performed outside standard business hours, on weekends, or on Alabama state holidays.

1.2 Alabama State Holidays

If the associated agreement adopts Alabama's official state-holiday calendar for premium billing, premium rates apply on the following holidays under Ala. Code § 1-3-8:

• New Year's Day
• Martin Luther King, Jr.'s birthday and Robert E. Lee's birthday (third Monday in January)
• George Washington's birthday and Thomas Jefferson's birthday (third Monday in February)
• Confederate Memorial Day (fourth Monday in April)
• Memorial Day (last Monday in May)
• Jefferson Davis' birthday (first Monday in June)
• Juneteenth (June 19)
• Independence Day
• Labor Day (first Monday in September)
• Columbus Day, Fraternal Day, and American Indian Heritage Day (second Monday in October)
• Veterans' Day (November 11)
• Thanksgiving Day, as designated by the Governor
• Christmas Day (December 25)

ALABAMA PRACTICE NOTE — OBSERVED DAYS: Under Ala. Code § 1-3-8(b), a holiday falling on Sunday is observed the following day, and a holiday falling on Saturday is observed the preceding day. The parties should state whether premium billing follows the statutory observed day, the calendar date, or both. The day after Thanksgiving is not included in the current statutory list and should be added only as a separately negotiated premium day.

2. SERVICE CATEGORIES AND RATES

2.1 Implementation Services

2.2 Consulting Services

2.3 Training Services

2.4 Support Services

3. VOLUME DISCOUNTS

3.1 Hourly Volume Discounts

3.2 Annual Commitment Discounts

4. TRAVEL AND EXPENSES

4.1 Travel Policy

4.2 Alabama-Specific Travel Considerations

4.3 Expense Reimbursement

• Expenses reimbursed at cost with receipts
• Expenses over $[AMOUNT] require pre-approval
• Expense reports submitted [weekly/monthly]
• Reimbursement within [30] days of approved submission

5. BILLING TERMS

5.1 Time Tracking

5.2 Invoicing

5.3 Rate Adjustments

6. PROJECT-BASED PRICING OPTIONS

6.1 Fixed-Price Engagements

☐ Available for well-defined scope
☐ Change order process applies for scope changes
☐ Pricing based on estimated effort plus [X]% contingency

6.2 Retainer Arrangements

• Unused retainer hours: ☐ Expire ☐ Roll over (up to [X] hours)
• Overage rate: Standard rates apply

6.3 Milestone-Based Pricing

Available for projects with clearly defined deliverables. Payment schedule tied to milestone acceptance.

7. TERMS AND CONDITIONS

7.1 Rate Card Validity

• This Rate Card is valid from the Effective Date through the expiration date specified above.
• Rates are subject to the terms of the associated Master Services Agreement or Professional Services Agreement.

7.2 Applicability

• Rates apply to services performed in or for clients located in Alabama.
• For multi-state engagements, rates may be blended or the applicable state rate card applies.

7.3 Taxes

• All rates are exclusive of applicable taxes.
• Customer is responsible for Alabama sales/use taxes if applicable to services.
• Provider will collect and remit taxes as required by Alabama law.

7.4 Confidentiality

• This Rate Card is confidential and proprietary.
• Customer shall not disclose rates to third parties without Provider's consent.

7.5 Governing Law

• This Rate Card is governed by Alabama law.
• Disputes resolved per the associated MSA/PSA.

8. INTELLECTUAL PROPERTY AND WORK PRODUCT

Ownership of Work Product:

☐ Option 1 — Client Owns Work Product (Work Made for Hire):
All deliverables, reports, analyses, designs, documentation, and other materials created by Provider specifically for Client under this Rate Card ("Work Product") shall be considered works made for hire to the extent permitted by applicable law. To the extent any Work Product does not qualify as a work made for hire, Provider hereby irrevocably assigns to Client all right, title, and interest in and to such Work Product, including all intellectual property rights therein.

☐ Option 2 — Provider Retains Ownership; Client Receives License:
Provider retains all right, title, and interest in Work Product. Upon payment in full, Provider grants Client a non-exclusive, perpetual, irrevocable, royalty-free license to use, reproduce, modify, and display the Work Product for Client's internal business purposes.

☐ Option 3 — Joint Ownership:
Work Product shall be jointly owned by both parties. Each party may use Work Product without accounting to the other, subject to confidentiality obligations.

ALABAMA PRACTICE NOTE: Under federal copyright law (17 U.S.C. § 101), a "work made for hire" by an independent contractor (as distinguished from an employee) qualifies only when the commissioned work falls within one of the nine statutory categories and the parties expressly agree in a signed writing; a separate written assignment can transfer ownership but does not make the work a "work made for hire". Alabama follows the federal framework and has no state-level statute overriding or restricting invention or work-product assignment agreements. Because most professional services deliverables created by independent contractors do not automatically qualify as works for hire, a written assignment clause is strongly recommended to ensure the client obtains ownership. See Community for Creative Non-Violence v. Reid, 490 U.S. 730 (1989). Unlike states such as California, Delaware, Illinois, and Minnesota, Alabama does not have a statute limiting employer claims to employee inventions created on personal time or without employer resources.

Provider Pre-Existing IP:
Provider's pre-existing intellectual property, tools, methodologies, templates, and know-how ("Provider IP") remain the sole property of Provider. To the extent Provider IP is incorporated into any Work Product, Provider grants Client a non-exclusive, perpetual, irrevocable, royalty-free license to use such Provider IP solely as embedded in the Work Product.

Client Materials:
All materials, data, and intellectual property provided by Client to Provider ("Client Materials") remain the sole property of Client. Provider shall use Client Materials only for performing services under this Rate Card and shall return or destroy all Client Materials upon request or termination.

9. DATA PROTECTION AND PRIVACY

Applicability:

☐ Provider will access, process, or store personal data in connection with services under this Rate Card
☐ Provider will NOT access, process, or store personal data (remainder of this Section 9 does not apply)

Data Handling Obligations:
Where Provider accesses, processes, or stores personal data on behalf of Client, Provider shall:

1. Process personal data only as necessary to perform services and in accordance with Client's written instructions
2. Implement and maintain reasonable administrative, technical, and physical safeguards to protect personal data from unauthorized access, disclosure, alteration, or destruction
3. Not sell, rent, or otherwise disclose personal data to third parties except as necessary to perform services or as required by law
4. Promptly notify Client (within [____] hours of discovery) of any actual or reasonably suspected data breach affecting personal data
5. Cooperate with Client in investigating and remediating any data breach, including providing timely information necessary for Client to comply with applicable breach notification laws
6. Upon termination of services or Client's written request, return or securely destroy all personal data in Provider's possession within [____] days
7. Permit Client to audit Provider's data protection practices upon [____] days written notice, no more than [____] time(s) per calendar year

Subprocessors:
Provider shall not engage subprocessors to process personal data without Client's prior written consent. Provider remains responsible for any subprocessor's compliance with this section.

Compliance with Applicable Law:
Each party shall comply with all applicable data protection and privacy laws, including but not limited to:

• Alabama Data Breach Notification Act of 2018 (Ala. Code § 8-38-1 et seq.)
• Alabama Digital Crime Act (Ala. Code § 13A-8-110 et seq.)
• Federal regulations applicable to Client's industry (e.g., HIPAA, GLBA, FERPA)
• Any comprehensive state privacy law applicable to Client's operations (e.g., if Client operates in CA, TX, VA, CO, CT, or other states with enacted consumer privacy statutes)

ALABAMA PRACTICE NOTE: The Alabama Data Breach Notification Act applies to the Act's defined sensitive personally identifying information, not automatically to every item the parties call personal data. A third-party agent must notify the covered entity as expeditiously as possible and no later than 10 days after determining that a breach occurred or having reason to believe it occurred. A covered entity's resident-notice duty is triggered only after the investigation and substantial-harm determinations required by Ala. Code §§ 8-38-4 and 8-38-5; the outside 45-day period runs from that determination or receipt of the third-party agent's notice. Attorney General notice is required when the number of individuals the covered entity is required to notify exceeds 1,000. The contractual [____]-hour client-notice period may be shorter and broader, but it does not replace either party's statutory role analysis.

10. ELECTRONIC SIGNATURES

The Parties may sign this Rate Card and related documents using an authenticated method that records signer identity, intent, document version, timestamps, delivery, and completion evidence, subject to transaction-specific consent, attribution, record, notarial, filing, and retention requirements.

11. SPECIAL TERMS

11.1 Government/Public Sector Rates

☐ GSA Schedule rates available: [CONTRACT NUMBER]
☐ State of Alabama contract rates available: [CONTRACT NUMBER]
☐ Special rates for Alabama state agencies and municipalities

11.2 Nonprofit/Education Rates

☐ [X]% discount available for qualified nonprofits and educational institutions

11.3 Startup/Small Business Rates

☐ Special rates available for qualified startups and small businesses

12. CONTACT INFORMATION

Sources and References

• Ala. Code § 1-3-8
• Ala. Code § 8-8-1
• Ala. Code §§ 8-38-2 through 8-38-10

13. ACKNOWLEDGMENT

By referencing this Rate Card in a Statement of Work or Order, Customer acknowledges and agrees to the rates, terms, and conditions herein.

This Rate Card is an exhibit to and governed by the terms of the Master Services Agreement or Professional Services Agreement between the parties. In the event of conflict, the MSA/PSA controls unless this Rate Card explicitly states otherwise.