HomeMy WebLinkAboutContract 54402 CSC No.54402
Cellebrite Inc.
7 Campus Drive ;� Digital intelligence
Suite210 000 Cellebrite fora safer world
Parsippany New Jersey 07054
United States
Tel.+1 800 942 3415
Fax.+1 201 848 9982 Quote
Tax ID#:22-3770059
DUNS:033095568
CAGE:4C9Q7 Quote# Q-149511-1
Company Website:hdp://www.cellebdte.com Date: Jun 02,2020
Bill To Ship To
Fort Worth Police Department Fort Worth Police Department
715 Texas St. 505 W Felix Street
Fort Worth,Texas 76102 Fort Worth,TX 76115
United States United States
Contact: Contact:
Phone: Phone:
End Customer:Fort Worth Police Department
Customer ID Good Through Payment Terms Currency Sales Rep
SF-00025688 Jul 02,2020 Net 30 USD Lynn Barousse
Product Code Product Name Qty Start Date End Date Serial Number Net Price\Unit Net Price
A-SOW-07-023 UFED Touch Ultimate SW 1 Aug 30,2020 Aug 29,2021 7209300 USD 3,700.00 USD 3,700.00
Renewal
UFED Touch Ultimate SW Renewal
A-SOW-11-003 UFED 4PC Ultimate SW 4 Aug 30,2020 Aug 29,2021 2137406265, USD 3,700.00 USD 14,800.00
Renewal 546254557,
226498000,
16335501
UFED 4PC Ultimate SW Renewal
SubTotal USD 18,500.00
Shipping&Handling USD 0.00
Sales Tax(0.00%) USD 0.00
Total USD 18,500.00
Comments:
Billing Schedule Details:
For further information please email Matthew Schwartz at matthew.schwartz@cellebrite.com or call+1 (973)206-7746
Terms and conditions:
-Payment terms:Net 30;1.5%per month interest on late payment
-Shipping:FCA,Parsippany,NJ,USA:Limited Warranty:Hardware:12 Months;Software:60 days;Touch Screen:30 days
Cellebrite has two different terms of sale.
Any purchase of unlocking services are governed by
http://le//legal.cellebrite.com/CB-us-us/index.htm I.
Any other purchases of products or services,including training,are governed by
http://le//Iegal.cellebrite.com/us/index.htm I.
In addition to these terms,software is licensed by Cellebrite in accordance with an end user license agreement available at
hftp://Iecial.cellebrite.com/End-User-License-Acireement.htm.
In the event of any dispute as to which terms apply,Cellebrite shall have the right to reasonably determine which terms apply to a given
purchase order.
OFFICIAL RECORD
Quote Number:Q-149511-1 CITY SECRETARY
Prepared by Matthew Schwartz FT.WORTH, TX
Page 1 of 2
Customer acknowledges and agrees that Cellebrite may,at any time and in its sole discretion,announce end-of-life("EOL")and cease
provision of any support,updates and/or upgrades with respect to its UFED Touch2 units and any related accessories.Additional details
shall be set forth in the end-of-life notice,which will be published at least eighteen(18)months prior to the EOL date.If the UFED Touch2
product is declared EOL,Cellebrite customers will be encouraged to migrate(at Customer's expense)to Cellebrite's next generation
product,in which case the license term to the UFED Touch2 product will be transferred to the next generation product.Orders for UFED
Touch2 units(including software renewals for such UFED Touch2 units)are non-cancelable and non-refundable.
"SALES TAX DISCLAIMER:Cellebrite Inc.is required to collect Sales and Use Tax for purchases made from the following certain U.S.
States.Orders are accepted with the understanding that such taxes and charges shall be added,as required by law.Where applicable,
Cellebrite Inc.will charge sales tax unless you have a valid sales tax exemption certificate on file with Cellebrite Inc.Cellebrite Inc.will not
refund tax amounts collected in the event a valid sales tax certificate is not provided. If you are exempt from sales tax,you must provide us
with your sales tax exempt number and fax a copy of your sales tax exempt certificate to Cellebrite Inc.
Please include the following information on your PO for Cellebrite UFED purchase:
-Please include the ORGINAL QUOTE NUMBER(For example-Q-XXXXX)on your PO
-CONTACT NAME&NUMBER of individual purchasing and bill to address
-E-MAIL ADDRESS of END USER for monthly software update as this is critical for future functionality
Quote Number:Q-149511-1
Prepared by Matthew Schwartz
Page 2 of 2
Cellebrite Inc.
7 Campus Drive
Suite 210 +
Parsippany New Jersey 07054 Digital intelligence
United States •'. Cellebrite for a safer world
Tel.+1 800 942 3415
Fax.+1 201 848 9982
Tax ID#:22-3770059 Quote
DUNS:033095568
CAGE:4C9Q7
Company Website: Quote# Q-155840-1
http://www.cellebrite.com Date: JUI 20, 2020
Bill To Ship To
Fort Worth Police Department Fort Worth Police Department
715 Texas St. 505 W Felix Street
Fort Worth,Texas 76102 Fort Worth,TX 76115
United States United States
Contact: Contact:Troy Lawrence
Phone: Phone:8173924552
Customer ID Good Through Payment Terms Currency Sales Rep
SF-00025688 Aug 19,2020 Net 30 USD Larry Reed
Product Code Product Name Qty Start Date End Date Serial Number Net Price\Unit Net Price
S-BLB-02-001 BlackLight SW 1 Aug 28,2020 Aug 27,2021 07072932A8D7D019 USD 995.00 USD 995.00
Renewal
BlackLight SW Renewal
SubTotal USD 995.00
Shipping&Handling USD 0.00
Sales Tax(0.00%) USD 0.00
Total USD 995.00
Comments:
Billing Schedule Details:
Click here to process with Credit Card payment
For further information please email Larry Reed at larry.reed@cellebrite.com or call
Terms and conditions:
Payment terms:Net 30; 1.5%per month interest on late payment
Shipping: FCA, Parsippany, NJ,USA:Limited Warranty: Hardware: 12 Months;Software:60 days;Touch Screen:30 days
Cellebrite has two different terms of sale.
Any purchase of unlocking services are governed by
http://legal.cellebrite.com/CB-us-us/index.html.
Any other purchases of products or services,including training,are governed by
http://legal.cellebrite.com/us/index.html.
In addition to these terms,software is licensed by Cellebrite in accordance with an end user license agreement available at
http://Ieqal.cellebrite.com/End-User-License-Acreement.htm.
In the event of any dispute as to which terms apply,Cellebrite shall have the right to reasonably determine which terms apply to a given
purchase order.
*SALES TAX DISCLAIMER:Cellebrite Inc.is required to collect Sales and Use Tax for purchases made from the following certain U.S.
States.Orders are accepted with the understanding that such taxes and charges shall be added,as required by law.Where applicable,
Cellebrite Inc.will charge sales tax unless you have a valid sales tax exemption certificate on file with Cellebrite Inc.Cellebrite Inc.will not
Quote Number:Q-155840-1
Prepared by Larry Reed
Page 1 of 2
refund tax amounts collected in the event a valid sales tax certificate is not provided.If you are exempt from sales tax,you must provide us
with your sales tax exempt number and fax a copy of your sales tax exempt certificate to Cellebrite Inc.
Please include the following information on your PO for Cellebrite UFED purchase:
Please include the ORGINAL QUOTE NUMBER(For example-Q-XXXXX)on your PO
CONTACT NAME&NUMBER of individual purchasing and bill to address
E-MAIL ADDRESS of END USER for monthly software update as this is critical for future functionality
Quote Number:Q-155840-1
Prepared by Larry Reed
Page 2 of 2
Executed effective as of the date signed by the Assistant City Manager below.
FORT WORTH:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the
person responsible for the monitoring and
y/°��'L�!�,/�(/ administration of this contract, including
By: valedewashington(Sep 2,2020 09:59 CDT) ensuring all performance and reporting
Name: Valerie Washington requirements.
Title: Assistant City Manager
Date: Sep 2,2020
Troy`awrenae
By. Troy Lawrence(Sep 1,2020 09:58 CDT)
Approval Recommended: Name: Troy Lawrence
Title: Sergeant
K � Approved as to Form and Legality:
By:
Name: Kevin Gunn
Title: Director, IT Solutions t2d
g4oaanq� By. trong(Sep 2,2020 08:3 T)
Attest: -of FORT°a
a .oad Name: John B. Strong
a�0° o9.,d Title: Assistant City Attorney
Ovo 0
° ° d
U °Qn Tezvsaap Contract Authorization:
By: °ana44 M&C: NA
Name: Mary J. Kayser Date Approved: NA
Title: City Secretary
VENDOR:
Cellebrite,Inc.
By:
Name: Hagit Reuven
Title: Vice President North America Sales
Operations
Date: 08/31/2020
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
ADDENDUM TO QUOTES # Q-
149511-1 #Q-155840-1 BETWEEN
THE CITY OF FORT WORTH
AND
CELLEBRITE INC.
This Addendum to quote Q-149511-1 dated June 2,2020 and quote Q-155840-1 dated July
20,2020("Addendum")is entered into by and between the Cellebrite, Inc. ("Vendor")and the City
of Fort Worth("City"), collectively the "parties", for a purchase of licenses.
The Contract documents shall include the following:
1. The Quote 149511-1, including the terms and conditions referenced within the Quote; and
2. The Quote 15580-1, including the terms and conditions reference within the Quote; and
3. This Addendum.
Notwithstanding any language to the contrary in the attached Quote 149511-1 and 155840-
1 (the "Agreement"), the Parties hereby stipulate by evidence of execution of this Addendum
below by a representative of each party duly authorized to bind the parties hereto, that the parties
hereby agree that the provisions in this Addendum below shall be applicable to the Agreement as
follows:
1. Term. The Agreement shall become effective upon the signing of the Agreement
by an Assistant City Manager of the City(the"Effective Date") and shall expire one (1)year after
the Effective Date (the Expiration Date"), unless terminated earlier in accordance with the
provisions of the Agreement or otherwise extended by the parties. The Agreement may be renewed
for four(4) one year options at City's option according to Vendor's then-current list prices, each a
"Renewal Term."City shall provide Vendor with written notice of its intent to renew at least thirty
(30) days prior to the end of each term.
2. Termination.
a Breach. If either party commits a material breach of the Agreement,the non-
breaching Party must give written notice to the breaching party that describes the breach in
reasonable detail. The breaching party must cure the breach thirty(30) calendar days after
receipt of notice from the non-breaching party, or other time frame as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time, the
non-breaching party may, in its sole discretion, and without prejudice to any other right
under the Agreement, law, or equity, immediately terminate this Agreement by giving
written notice to the breaching party.
b. Fiscal Funding Out. 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 the Agreement shall terminate on the last day of the fiscal
period for which appropriations were received without penalty or expense to the City of
OFFICIAL RECORD
Addendum CITY SECRETARY Page 1 of 5
FT.WORTH, TX
any kind whatsoever, except as to the portions of the payments herein agreed upon for
which funds have been appropriated.
c. Duties and Obligations of the Parties. In the event that the 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 the Agreement up to the effective
date of termination. Upon termination of the Agreement for any reason, Vendor shall
provide City with copies of all completed or partially completed documents prepared under
the 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.
3. Attorneys' Fees, Penalties, and Liquidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken, or penalties
or liquidated damages in any amount, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
4. Law and Venue. The Agreement and the rights and obligations of the parties hereto
shall be governed by, and construed in accordance with the laws of the United States and state of
Texas, exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County,Texas. To the extent the Agreement
is required to be governed by any state law other than Texas or venue in Tarrant County, City
objects to such terms and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
5. Linked Terms and Conditions. If the Agreement contains a website link to terms
and conditions, the linked terms and conditions located at that website link as of the effective date
of the Agreement shall be the linked terms and conditions referred to in the Agreement. To the
extent that the linked terms and conditions conflict with anyprovision of either this Addendum or
the Agreement, the provisions contained within this Addendum and the Agreement shall control.
If any changes are made to the linked terms and conditions after the date of the Agreement, such
changes are hereby deleted and void. Further, if Vendor cannot clearly and sufficiently
demonstrate the exact terms and conditions as of the effective date of the Agreement, all of the
linked terms and conditions are hereby deleted and void.
6. Insurance. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance, City objects to any such provision, the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self-insured status as
requested by Vendor.
Addendum Page 2 of 5
7. Sovereign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
8. Indemnity by City. To the extent the Agreement, in any way, requires City to
indemnify or hold Vendor or any third party harmless from damages of any kind or character, City
objects to these terms and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
9. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable, City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
10. Confidential Information. City is a government entity under the laws of the State of
Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. To the extent the Agreement requires that City maintain records in
violation of the Act, City hereby objects to such provisions and such provisions are hereby deleted
from the Agreement and shall have no force or effect. In the event there is a request for information
marked Confidential or Proprietary, City shall promptly notify Vendor. It will be the responsibility
of Vendor to submit reasons objecting to disclosure. A determination on whether such reasons are
sufficient will not be decided by City, but by the Office of the Attorney General of the State of
Texas or by a court of competent jurisdiction.
11. Addendum Controlling. If any provisions of the attached Agreement, conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
12. 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). 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.
13. No Boycott of Israel. If Vendor has fewer than 10 employees or the Agreement is
for less than $100,000, this section does not apply. Vendor acknowledges that in accordance with
Chapter 2270 of the Texas Government Code, 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
Addendum Page 3 of 5
contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those
terms in Section 808.001 of the Texas Government Code. By signing this Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1) does not
boycott Israel; and(2) will not boycott Israel during the term of the Agreement.
14. Right to Audit. Vendor agrees that City shall, until final payment under the
Agreement, once per year, at the City's expense and at Vendor's standard place of business, have
access to and the right to examine any directly pertinent books, documents,papers and records of
Vendor involving the Agreement. Vendor agrees that for purposes of this Audit, City shall have
access during normal working hours to all necessary Vendor facilities and shall be provided
adequate and appropriate workspace in order to conduct audits in compliance with the provisions
of this section. City shall give Vendor a minimum of sixty days' advance notice of intended audits.
(Signature page follows)
Addendum Page 4 of 5
Executed effective as of the date signed by the ssistant City Manager below.
FORT WORTH:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and
V4 t administration of this contract, including
By. Valerie washington(Sep 2,2020 09:59 CDT) ensuring all performance and reporting
Name: Valerie Washington requirements.
Title: Assistant City Manager
Date: Sep 2, 2020
Trav 1-gwrenoe
By: Troy Lawrence(Sep 1,2020 09:58 CDT)
Approval Recommended: Name: Troy Lawrence
Title: Sergeant
Approved as to Form and Legality:
By:
Name: Kevin Gunn
Title: Director, IT Solutions
By: trong(Sep 2,2020 08:3 T)
Attest: 4 1:onq�
�boF F�Rr�yaa Name: ohn B. Strong
p_ "'V Title: Assistant City Attorney
Ov° °=d
II�nEXASoti Contract Authorization:
By: �U M&C: NA
Name: Mary J. Kayser Date Approved: NA
Title: City Secretary
VENDOR:
Cellebrite,Inc.
By:
Name: Hagit Reuven
Title: Vice President North America
Sales Operations
Date: 08/31/2020
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Addendum Page 5 of 5