HomeMy WebLinkAboutContract 53728 CITY SECRETARY
f-ON TACT NO. 5 3`7 12 -
A�
G\c g VENDOR SERVICES AGREEMENT
ZOOBEAN,INC.
This VENDOR SERVVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH("City"),a Texas home rule municipal corporation,acting by and
through Jesus J. Chapa, its duly authorized Assistant City Manager,and ZOOBEAN,INC("Vendor"),a
corporation and acting by and through Felix Lloyd its duly authorized President,each individually referred
to as a"party"and collectively referred to as the"parties."
AGREEMENT DOCUMENTS:
The Agreement documents shall include the following:
1. This Vendor Services Agreement;
2. Exhibit A—Scope of Services;
3. Exhibit B—Price Schedule;and
4. Exhibit C—Verification of Signature Authority Form.
Exhibits A,B and C,which are attached hereto and incorporated herein,are made a part of this Agreement
for all purposes.In the event of any conflict between the terms and conditions of Exhibits A, B or C and
the terms and conditions set forth in the body ofthis Agreement,the terms and conditions ofthis Agreement
shall control.
1. SCOPE OF SERVICES.
Vendor shall provide a reading program management platform to the Fort Worth Public Library
("Library"), facilitating reading challenges through the use of Vendor's software-as-a service,Beanstack.
Exhibit"A,"-Scope of Services more specifically describes the services to be provided hereunder.
2. TERM,
This Agreement shall begin on April 1,2020("Effective Date")and shall expire on March 31,2024
("Expiration Date"), unless terminated earlier in accordance with this Agreement ("Initial Term")- City
shall have the option,in its sole discretion,to renew this Agreement under the same terms and conditions,
for unlimited one year renewal options,at City's sole discretion.
3. COMPENSATION.
City shall pay Vendor and in accordance with the provisions of this Agreement and Exhibit"B,"—
Price Schedule. Total payment made under this Agreement for the first year by City shall be in the amount
of nine thousand four hundred ninety five dollars ($9,495). Vendor shall not perform any additional
services or bill for expenses incurred for City not specified by this Agreement unless City requests and
approves in writing the additional costs for such services.City shall not be liable for any additional expenses
of Vendor not specified by this Agreement unless City first approves such expenses in writing.
4. TERMINATION.
4.1. Written Notice. City may terminate this Agreement at any time and for any reason by
providing Vendor with 90 days'written notice oftermination.Vendor may terminate this Agreement at any
time and for any reason by providing City 90 days' written notice of termination.
FOFFUAL RECORD
Vendor Services Agreement � FfrETi�R�y
rF� WORTH, TX
4.2 Non-ap rroopriation of Funds.In the event no funds or insufficient funds are appropriated
by City in any fiscal period for any payments due hereunder, City will notify Vendor of such occurrence
and this Agreement shall terminate on the last day of the fiscal period for which appropriations were
received without penalty or expense to City of any kind whatsoever, except as to the portions of the
payments herein agreed upon for which funds have been appropriated.
4.3 Duties and Obligations of the Parties.In the event that this Agreement is terminated prior
to the Expiration Date, City shall pay Vendor for services actually rendered up to the effective date of
termination and Vendor shall continue to provide City with services requested by City and in accordance
with this Agreement up to the effective date of termination. Upon termination of this Agreement for any
reason,Vendor shall provide City with copies of all completed or partially completed documents prepared
under this Agreement.In the event Vendor has received access to City Information or data as a requirement
to perform services hereunder, Vendor shall return all City provided data to City in a machine readable
format or other format deemed acceptable to City.
5. DISCLOSURE OF CONFLICTS AND CONFIDENTIAL INFORMATION.
5.1 Disclosure of Conflicts. Vendor hereby warrants to City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under this
Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Vendor hereby agrees immediately to make full disclosure to City in writing.
5.2 Confidential Information.Vendor,for itself and its officers,agents and employees,agrees
that it shall treat all information provided to it by City("City Information")as confidential and shall not
disclose any such information to a third party without the prior written approval of City.
5.3 Unauthorized Access.Vendor shall store and maintain City Information in a secure manner
and shall not allow unauthorized users to access,modify, delete or otherwise corrupt City Information in
any way.Vendor shall notify City immediately if the security or integrity of any City Information has been
compromised or is believed to have been compromised,in which event,Vendor shall,in good faith,use all
commercially reasonable efforts to cooperate with City in identifying what information has been accessed
by unauthorized means and shall fully cooperate with City to protect such City Information from further
unauthorized disclosure.
6. RIGHT TO AUDIT.
Vendor agrees that City shall,until the expiration of three(3)years after final payment under this
contract,or the final conclusion of any audit commenced during the said three years,have access to and the
right to examine at reasonable times any directly pertinent books,documents,papers and records,including,
but not limited to,all electronic records, of Vendor involving transactions relating to this Agreement at no
additional cost to City. Vendor agrees that City shall have access during normal working hours to all
necessary Vendor facilities and shall be provided adequate and appropriate work space in order to conduct
audits in compliance with the provisions of this section. City shall give Vendor reasonable advance notice
of intended audits.
This section shall survive the expiration or termination of this Agreement.
Vendor Services Agreement Page 2 of 14
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Vendor shall operate as an independent contractor as to
all rights and privileges and work performed under this Agreement, and not as agent, representative or
employee of City. Subject to and in accordance with the conditions and provisions of this Agreement,
Vendor shall have the exclusive right to control the details of its operations and activities and be solely
responsible for the acts and omissions of its officers, agents, servants, employees, consultants and
subcontractor. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between
City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants,
Vendors and subcontractors. Vendor further agrees that nothing herein shall be construed as the creation
of a partnership or joint enterprise between City and Vendor. It is further understood that City shall in no
way be considered a Co-employer or a Joint employer of Vendor or any officers, agents, servants,
employees or subcontractor of Vendor. Neither Vendor, nor any officers, agents, servants, employees or
subcontractor of Vendor shall be entitled to any employment benefits from City. Vendor shall be
responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its
officers,agents,servants,employees or subcontractor.
8. LIABILITY AND INDEMNIFICATION.
8.1 LIABILITY- VENDOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND
ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S),
MALFEASANCE OR INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS,
SERVANTS OR EMPLOYEES.
8.2 GENERALINDEAWFICATION- VENDOR HEREBYCOVENANTSANDAGREES
TO INDEMNIFY,HOLD HARMLESS AND DEFEND CITY,ITS OFFICERS,AGENTS,SERVANTS
AND EMPLOYEES,FROMAND AGAINSTANYAND ALL CLAIMS OR LAWSUITS OFANYXIND
OR CHARACTER, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR
LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO VENDOR'S BUSINESS AND ANY
RESULTING LOST PROFITS)AND/OR PERSONAL INJURY,INCLUDING DEATH, TO ANYAND
ALL PERSONS, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE
EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR MALFEASANCE OF
VENDOR,ITS OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
8.3 INTELLECTUAL PROPERTY INDEMNIFICATION — Vendor agrees to defend,
settle, or pay,at its own cost and expense, any claim or action against City for infringement of any
patent, copyright, trade mark, trade secret, or similar property right arising from City's use of the
software and/or documentation in accordance with this Agreement, it being understood that this
agreement to defend, settle or pay shall not apply if City modifies or misuses the software and/or
documentation. So long as Vendor bears the cost and expense of payment for claims or actions against
City pursuant to this section,Vendor shall have the right to conduct the defense of any such claim or
action and all negotiations for its settlement or compromise and to settle or compromise any such
claim; however, City shall have the right to fully participate in any and all such settlement,
negotiations, or lawsuit as necessary to protect City's interest, and City agrees to cooperate with
Vendor in doing so.In the event City,for whatever reason, assumes the responsibility for payment
of costs and expenses for any claim or action brought against City for infringement arising under this
Agreement,City shall have the sole right to conduct the defense of any such claim or action and all
negotiations for its settlement or compromise and to settle or compromise any such claim; however,
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Vendor shall fully participate and cooperate with City in defense of such claim or action.City agrees
to give Vendor timely written notice of any such claim or action,with copies of all papers City may
receive relating thereto. Notwithstanding the foregoing, City's assumption of payment of costs or
expenses shall not eliminate Vendor's duty to indemnify City under this Agreement.If the software
and/or documentation or any part thereof is held to infringe and the use thereof is enjoined or
restrained or,if as a result of a settlement or compromise,such use is materially adversely restricted,
Vendor shall, at its own expense and as City's sole remedy, either: (a) procure for City the right to
continue to use the software and/or documentation;or(b)modify the software and/or documentation
to make it non-infringing, provided that such modification does not materially adversely affect
City's authorized use of the software and/or documentation; or (e) replace the software and/or
documentation with equally suitable, compatible, and functionally equivalent non-infringing
software and/or documentation at no additional charge to City; or (d) if none of the foregoing
alternatives is reasonably available to Vendor terminate this Agreement,and refund all amounts paid
to Vendor by City,subsequent to which termination City may seek any and all remedies available to
City under law.
Section 8 shall survive the expiration or termination of this Agreement.
9. ASSIGNMENT AND SUBCONTRACTING.
9.1 Assignment. Vendor shall not assign or subcontract any of its duties,obligations or rights
under this Agreement without the prior written consent of City.If City grants consent to an assignment,the
assignee shall execute a written agreement with City and Vendor under which the assignee agrees to be
bound by the duties and obligations of Vendor under this Agreement.Vendor and Assignee shall be jointly
liable for all obligations of Vendor under this Agreement prior to the effective date of the assignment.
9.2 Subcontract. If City grants consent to a subcontract, sub Vendor shall execute a written
agreement with Vendor referencing this Agreement under which sub Vendor shall agree to be bound by the
duties and obligations of Vendor under this Agreement as such duties and obligations may apply. Vendor
shall provide City with a fully executed copy of any such subcontract.
10. INSURANCE.
Vendor shall provide City with certificate(s) of insurance documenting policies of the following
types and minimum coverage limits that are to be in effect prior to commencement of any work pursuant
to this Agreement:
10.1 Coverage and Limits
(a) Commercial General Liability:
$1,000,000 Each Occurrence
$2,000,000 Aggregate
(b) Automobile Liability:
$1,000,000 Each occurrence on a combined single limit basis
Vendor Services Agreement Page 4 of 14
Coverage shall be on any vehicle used by Vendor, its employees, agents,
representatives in the course of providing services under this Agreement. "Any
vehicle"shall be any vehicle owned,hired and non-owned.
(c) Worker's Compensation:
Statutory limits according to the Texas Workers' Compensation Act or any other
state workers' compensation laws where the work is being performed
Employers' liability
$100,000 Bodily Injury by accident;each accident/occurrence
$100,000 Bodily Injury by disease;each employee
$500,000 Bodily Injury by disease;policy limit
(d) Professional Liability(Errors&Omissions):
$1,000,000 Each Claim Limit
$1,000,000 Aggregate Limit
Professional Liability coverage may be provided through an endorsement to the
Commercial General Liability (CGL) policy, or a separate policy specific to
Professional E&O. Either is acceptable if coverage meets all other requirements.
Coverage shall be claims-made,and maintained for the duration of the contractual
agreement and for two (2)years following completion of services provided. An
annual certificate of insurance shall be submitted to City to evidence coverage.
10.2 General Requirements
(a) The commercial general liability and automobile liability policies shall name City
as an additional insured thereon, as its interests may appear.The term City shall
include its employees, officers, officials, agents, and volunteers in respect to the
contracted services.
(b) The workers' compensation policy shall include a Waiver of Subrogation(Right
of Recovery)in favor of City.
(c) A minimum of Thirty (30) days' notice of cancellation or reduction in limits of
coverage shall be provided to City.Ten(10)days'notice shall be acceptable in the
event of non-payment of premium.Notice shall be sent to the Risk Manager,City
of Fort Worth,200 Texas Street,Fort Worth,Texas 76102,with copies to the Fort
Worth City Attorney at the same address.
(d) The insurers for all policies must be licensed and/or approved to do business in the
State of Texas.All insurers must have a minimum rating of A-VII in the current
A.M.Best Key Rating Guide,or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management.if the rating is below that
required,written approval of Risk Management is required.
Vendor Services Agreement Page 5 of 14
(e) Any failure on the part of City to request required insurance documentation shall
not constitute a waiver of the insurance requirement.
(f) Certificates of Insurance evidencing that Vendor has obtained all required
insurance shall be delivered to the City prior to Vendor proceeding with any work
pursuant to this Agreement.
11. COMPLIANCE WITH LAWS, OItDDTANCES,RULES AND REGULATIONS.
Vendor agrees that in the performance of its obligations hereunder, it shall comply with all
applicable federal,state and local laws, ordinances,rules and regulations and that any work it produces in
connection with this Agreement will also comply with all applicable federal, state and local laws,
ordinances, rules and regulations. If City notifies Vendor of any violation of such laws, ordinances,rules
or regulations,Vendor shall immediately desist from and correct the violation.
12. NON-DISCRIMINATION COVENANT.
Vendor, for itself, its personal representatives, assigns, subcontractors and successors in interest,
as part of the consideration herein, agrees that in the performance of Vendor's duties and obligations
hereunder,it shall not discriminate in the treatment or employment of any individual or group of individuals
on any basis prohibited by law. IF ANY CLAIM ARISES FROM AN ALLEGED VIOLATION OF
THIS NON-DISCRIMINATION COVENANT BY VENDOR, ITS PERSONAL
REPRESENTATIVES, ASSIGNS, SUBCONTRACTORS OR SUCCESSORS IN INTEREST,
VENDOR AGREES TO ASSUME SUCH LIABILITY AND TO INDEMNIFY AND DEFEND CITY
AND HOLD CITY HARMLESS FROM SUCH CLAIM.
13. NOTICES.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined to
have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or
representatives,(2)delivered by facsimile with electronic confirmation of the transmission,or(3)received
by the other party by United States Mail,registered,return receipt requested,addressed as follows:
To CITY: To VENDOR:
City of Fort Worth Zoobean,Inc.
Attn:Jesus J.Chapa Assistant City Manager Attn:Felix Lloyd,President
200 Texas Street 3100 Clarendon Blvd#200
Fort Worth,TX 76102-6314 Facsimile:(202)355-6751
Facsimile:(817)392-8654
With copy to Fort Worth City Attorney's Office at
same address
14. SOLICITATION OF EMPLOYEES.
Neither City nor Vendor shall,during the term of this Agreement and additionally for a period of
one year after its termination, solicit for employment or employ, whether as employee or independent
contractor,any person who is or has been employed by the other during the term of this Agreement,without
Vendor Services Agreement Page 6 of 14
the prior written consent of the person's employer.Notwithstanding the foregoing,this provision shall not
apply to an employee of either party who responds to a general solicitation of advertisement of employment
by either party.
1S. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Agreement, City does not waive or surrender
any of its governmental powers or immunities.
16. NO WAIVER
The failure of City or Vendor to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Vendor's
respective right to insist upon appropriate performance or to assert any such right on any future occasion.
17. GOVERNING LAW/VENUE.
This Agreement shall be construed in accordance with the laws of the State of Texas.If any action,
whether real or asserted, at law or in equity,is brought pursuant to this Agreement,venue for such action
shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern
District of Texas,Fort Worth Division.
I& SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity,
legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
19. FORCE MAJEURE.
City and Vendor shall exercise their best efforts to meet their respective duties and obligations as
set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to
force majeure or other causes beyond their reasonable control,including, but not limited to, compliance
with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes,
lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,
transportation problems and/or any other similar causes.
20. HEADINGS NOT CONTROLLING.
Headings and titles used in this Agreement are for reference purposes only, shall not be deemed a
part of this Agreement,and are not intended to define or limit the scope of any provision of this Agreement.
21. REVIEW OF COUNSEL.
The parties acknowledge that each party and its counsel have reviewed and revised this Agreement
and that the normal rules of construction to the effect that any ambiguities are to be resolved against the
drafting party shall not be employed in the interpretation of this Agreement or Exhibits A,B,and C.
22. AMENDMENTS/MODIFICATIONS/EXTENSIONS.
Vendor Services Agreement Page 7 of 14
No amendment,modification,or extension of this Agreement shall be binding upon a party hereto
unless set forth in a written instrument,which is executed by an authorized representative of each party.
23. ENTIRETY OF AGREEMENT.
This Agreement, including Exhibits A,B and C,contains the entire understanding and agreement
between City and Vendor,their assigns and successors in interest,as to the matters contained herein.Any
prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict
with any provision of this Agreement.
24. COUNTERPARTS AND ELECTRONIC SIGNATURE.
This Agreement may be executed in multiple counterparts,each of which shall be an original and
all of which shall constitute one and the same instrument.A facsimile copy or computer image,such as a
PDF or tiff image,or a signature,shall be treated as and shall have the same effect as an original.
25. WARRANTY OF SERVICES.
Vendor warrants that its services will be of a high quality and conform to generally prevailing
industry standards.City must give written notice of any breach of this warranty within thirty(30)days from
the date that the services are completed. In such event, at Vendor's option, Vendor shall either (a) use
commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty,or
(b)refund the fees paid by City to Vendor for the nonconforming services.
26. IMMIGRATION NATIONALITY ACT.
Vendor shall verify the identity and employment eligibility of its employees who perform work
under this Agreement, including completing the Employment Eligibility Verification Form(I-9). Upon
request by City, Vendor shall provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Vendor shall adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Vendor employee who is not legally eligible to perform such services. VENDOR
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,
VENDOR'S EMPLOYEES,SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written
notice to Vendor, shall have the right to immediately terminate this Agreement for violations of this
provision by Vendor.
27. OWNERSHM OF DATA
City shall be the sole owner of any information that the Vendor collects from users through
Vendor's software-as-a-service, Beanstack ("Collected Information"). Upon request by the City, the
Vendor shall provide copies of all data collected through the service to the City. At the expiration of the
Agreement,or in the event the Agreement is terminated prior to expiration,Vendor shall provide a copy of
all Collected Information to City and shall destroy any remaining copies at the end of the period required
by section 6, Audit, of this Agreement. Vendor shall treat all Collected Information as confidential as
described in section.5 of this Agreement.
This section shall survive the expiration or termination of this Agreement.
Vendor Services Agreement Page 8 of 14
28. SIGNATURE AUTHORITY.
The person signing this Agreement hereby warrants that he/she has the legal authority to execute
this Agreement on behalf of the respective party,and that such binding authority has been granted by proper
order,resolution,ordinance or other authorization of the entity.This Agreement and any amendment hereto,
may be executed by any authorized representative of Vendor whose name,title and signature is affixed on
the Verification of Signature Authority Form,which is attached hereto as Exhibit"C".Each party is fully
entitled to rely on these warranties and representations in entering into this Agreement or any amendment
hereto.
29. CHANGE IN COMPANY NAME OR OWNERSHIP
Vendor shall notify City's Purchasing Manager, in writing, of a company name, ownership, or
address change for the purpose of maintaining updated City records.The president of Vendor or authorized
official must sign the letter. A letter indicating changes in a company name or ownership must be
accompanied with supporting legal documentation such as an updated W-9,documents filed with the state
indicating such change, copy of the board of director's resolution approving the action, or an executed
merger or acquisition agreement.Failure to provide the specified documentation so may adversely impact
future invoice payments.
30. PROHIBITION ON CONTRACTING WITH COMPANIES THAT BOYCOTT ISRAEL
Vendor acknowledges that in accordance with Chapter 2270 of the Texas Government Code,the
City is prohibited from entering into a contract with a company for goods or services unless the contract
contains a written verification from the company that it:(1)does not boycott Israel;and(2)will not boycott
Israel during the term of the contract. The terms"boycott Israel"and"company"shall have the meanings
ascribed to those terms in Section 808.001 ofthe Texas Government Code. By signing this contract,Vendor
certifies that Vendor's signature provides written verification to the City that Vendor:(1)does not boycott
Israel; and(2)will not boycott Israel during the term of the contract.
31. CONFIDENTIAL INFORMATION
Vendor acknowledges that CITY is a governmental entity and is subject to the Texas Public
Information Act("Act").By executing this agreement, Vendor acknowledges that this agreement will be
publicly available on the CITY's website, and Vendor is therefore waiving any claim of confidentiality,
whether based in statute or the common law,to any and all materials contained as part of this agreement
including all documents and information referenced herein or attached hereto.
(signature page follows)
Vendor Services Agreement Page 9 of 14
iN Wl[I11TI�SS W EREOF, the parties hereto have executed this Agreement in multiples this
day of ! , ,2020.
ACCEPTED AND AGREED:
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
�� responsible for the monitoring and administration of
By: this contract,including ensuring all performance and
Name: Jesus J.Chapa reporting requirements.
Title: Assistant City Manager
3-� � �a' �Timol0 Date: By: S -
APPROVAL RECOMAIE, �lDED. Name: h Shidal
ve
Title: Administrative Services Manager
APPROVED AS TO FORM AND LEGALITY:
By: 4-y-kinL.
ANDN e: &iatilyn Marvin
Title: Assistant Library Director By:
e. Jo Ann Pate
ATTEST: 'title: Assistant City Attorney
CONTRACT AUTHORIZATION:
By r �_
l i(
Name: M ys
Title: City Secre
VAS
VENDOR:
ZOOBEAN,INC. ATTEST:
By: _ By:
Na i'e: Felix Lloyd Name:
Title: President Title: � i
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Date: 26 Z-Z.o ` '` :��� s n %
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Vendor Services Agreement 1 u0 ufa� TEC®RD
CITY SECRETARY
ET. WORTH,TX
EXHIBIT A
SCOPE OF SERVICES
Vendor will perform the following functions,tasks,assignments,and other obligations in accordance with
the timetables included herein,provided that in no event shall implementation and the go-live date of the
product be any later than May 31,2020.All references to"We"in the following shall mean Vendor and
all references to"Fort Worth Public Library"shall mean City.
IMPLEMENTATION
We will provide Fort Worth Public Library with a dedicated client success manager,who begins by sending
interview questions to identify the critical components of each library program,key contacts, registration
and completion dates,and other information relevant to a smooth implementation.
We then deliver a"sandbox site,"set up to match the key elements requested.The sandbox site gives staff
the chance to test-drive the software, along with the immediate opportunity to further customize the site's
content.
Next comes a kick-off phone call from our client success team to the library's key contacts, along with a
checklist and launch booklet that helps guide each library through each step in the process.Additionally,
Zoobean provides access to an extensive library of bite-sized tutorial videos through
https://zoobean.zendesk.com/.
J
Via our BeanstackEDU training series in the fall,the Zoobean team provides multiple staff training sessions
via webinar.We demonstrate the most commonly used administrative functions for branch staff,including
helping people sign up,log their reading,and redeem incentives.The sessions are recorded and can be re-
watched any time.Additionally,your client success manager is available to conduct at least two additional
trainings,customized solely for the Fort Worth Public Library.
Once each library is ready to launch,our team will provide a"QA" {i.e.Quality Assurance)questionnaire
to confirm that the site has been setup correctly and each branch has all of the training and support required.
The launch process is best within 30-90 days of purchase.
POST-LAUNCH AND SUPPORT
After launch,the team will provide support directly through the Beanstack admin portal or via our Zendesk
ticket system here: https://zoobean.zendesk.com/hc/en-us. Administrators can also email
clientsuccess@zoobean.com or call 412-532-6267, twenty-four hours a day, seven days a week, for any
questions or needs. Client support requests are typically addressed in just a few hours during regular
business hours and no longer than one business day.
Zoobean also regularly co hosts "client spotlight" webinars, developed for clients by clients, in which
current Beanstack customers share insights and best practices.
Our team has the unique opportunity to work closely with librarians, educators, and readers across the
world. Zoobean publishes an annual report after each summer reading season with industry takeaways,
combined with insights shared by our clients. Past reports and client case studies can be found at
beanstack.com/resources.
Vendor Services Agreement—Exhibit A Page 11 of 14
TIMETABLE
BEANSTACK:
RESPOSBILITY DELIVERABLE
Kickoff Meeting Host webinar
Create custom launch worksheet and timeline for Worksheet tailored for Fort Worth Public Library;
initial program Templates for program desi mn
Further work to refine program design Ongoing support as needed
QA review Feedback to library via email
Work with Fort Worth Public Library to ensure Templates for training materials; Feedback on
internal training is successful training plan&materials
Continued support for participating libraries Manage support, send weekly updates, host best
practice webinars, host ongoing BeanstackEDU
sessions
FORT WORTH PUBLIC LIBRARY:
RESPOSBILITY DELIVERABLE
Kickoff Meeting
Fill out launch worksheet with specifics and Complete worksheets
desired features
Build out program in staff-only mode Any custom artwork&branding
Submit program for QA Completed program desi mn
Conduct internal staff trainings 1 Internal training materials,cheat sheets,etc.
Publish program too en for pre-registration Pre-season marketing
Launch Reading Program Market program
Vendor Services Agreement—Exhibit A Page 12 of 14
EXHIBIT B
PINCE SCHEDULE
Pricing options for the premium package: $9,494 annually(for 4-year license)
$9,995 annually(for 3-year-license)
$10,495 annually(for 2 year license)
$10,995 annually(for 1 year license)
The City will select the 4-year license option,which will be payable as stated in the Agreement as a four
year term with optional renewals.Pricing will remain consistent for the first four years of the agreement.
Annual services payment is required up-front at the beginning of each term.
Vendor Services Agreement—Exhibit B Page 13 of 14
KM 1MIT C
VE I[8l FICATION OF SIGNATURE AUTHORITY
ZOOBEAN,INC.
3100 CLARENDON BLVD#200
ARLINGTON,VA 22201
Vendor hereby agrees to provide City with independent audit basic financial statements, but also the fair
presentation of the financial statements of individual funds.
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals
and/or positions have the authority to legally bind Vendor and to execute any agreement, amendment or
change order on behalf of Vendor. Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Vendor.City is fully entitled to rely on the warranty and representation
set forth in this Form in entering into any agreement or amendment with Vendor.Vendor will submit an
updated Form within ten (10) business days if there are any changes to the signatory authority. City is
entitled to rely on any current executed Form until it receives a revised Form that has been properly executed
by Vendor.
1. Name:
Position:
Signature
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:Felix Lloyd
Si ature of President
Other Title: T"".l.-k
Date: �v.L etc'_ L"c-0
Vendor Services Agreement—Exhibit C Page 14 of 14