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Home My WebLink AboutContract 51506 DocuSign Envelope ID:OC111572-A6F7-48A1-8538-9DCE4CDC8A70 r-!TY SECRETARY 4k GQ`w q'RACT N0._ 515ou RECEIVED �Clv .R CITYOFFORTWORTH ADDENDUM TO QUOTE#Q-52183-1- DATED AUGUST 30,2018 CITY SECRETARY This is an addendum to quote #Q-52183-1 dated August 30, 2018 (the "Addendum") and is effective as of August 1, 2018 (the "Effective Date"), and is by and between the City of Fort Worth (the "City"), located at 200 Texas Street, Fort Worth, Texas 76102 and Cellebrite Inc. ("Cellebrite"), located at 7 Campus Drive, Suite 210, Parsippany,New Jersey 07054. 1. Inapplicable Terms and Provisions. To the extent that any term or provision of the Quote, Exhibit A, or any of the applicable URL's set forth in the Quote, is considered void ab initio, or is otherwise unenforceable against the City pursuant to applicable Texas state law, then such term or provision shall be struck and the remaining language shall remain in full force and effect pursuant to Section 18 in the Cellebrite's Terms and Conditions of Sale and Service document located at: http://legal.cellebrite.com/us/index.html (the "Cellebrite's T&C's"), or Section 15 of CellebriWs End User License Agreement located at: http://legal.cellebrite.com/us/Cellebrite-EULA.pdf(the "EULA"), as applicable. 2. The Addendum,the Cellebrite T&C's,the EULA,and the Quote shall be construed and enforced under the laws of the state of Texas. The courts and the authorities of the state of Texas and shall have exclusive jurisdiction over all controversies between the parties which may arise under or in relation to the Addendum, the Cellebrite T&C's, the EULA, and/or the Quote. 3. Conflicting- Documents. In the case of any conflict between this Addendum, the Cellebrite T&C's, the EULA, and/or the Quote, the terms and conditions of this Addendum, the Cellebrite T&C's, the EULA, and the Quote, in that order, shall control and prevail. The Quote shall control only the pricing and license term. 4. Immigration Nationality Act. City actively supports the Immigration &Nationality Act(INA)which includes provisions addressing employment eligibility,employment verification, and nondiscrimination. Cellebrite shall verify the identity and employment eligibility of all employees who perform work under the Agreement. Cellebrite shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees, and upon request,provide City with copies of all I- 9 forms and supporting eligibility documentation for each employee who performs work under the Agreement. Cellebrite shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services.Cellebrite shall provide City with a certification letter that it has complied with the verification requirements required by the Agreement. Cellebrite shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate the Agreement for violations of this provision by Cellebrite. 5. No Boycott of Israel. Cellebrite 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 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, Cellebrite v�rtifaes that Cellebrite's signature provides written verification to City thCellebrite: -do—es RcC�� OFFICIAL RECORD N0� 3 ZD18 CITY pf�SECRETARY� GIN OF FOgT ndum Mr. OFf ,t I X DocuSign Envelope ID:OC111572-A6F7-48A1-8538-9DCE4CDCSA70 not boycott Israel;and(2) will not boycott Israel during the term of the Agreement. 6. Right to Audit. Cellebrite agrees that City shall, until the expiration of three (3) years after final payment under the Agreement,have access to and the right to examine any directly pertinent books,documents,papers and records of Cellebrite involving transactions relating to the Agreement. Cellebrite agrees that City shall have access during normal working hours to all necessary Cellebrite 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 Cellebrite reasonable advance notice of intended audits. 7. 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. (Signature page follows) Addendum Page 2 of 3 DocuSign Envelope ID:OC111572-A6F7-48A1-8538-9DCE4CDC8A70 Executed in multiples this the��day o ,2018. ACCEPTED AND AGREED: CITY: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration _ of this contract, including ensuring all By: performance and reporting requirements. Name: Jay Chapa Title: Assistant City Manager Date: I/` ` By: Name: Troy e APPROVAL RECOMMENDED: Title: Sergeant APPROVED AS TO FORM AND LEGALITY: By: Name: Joel T. Fitzgerald Title: Chief of Police By: Name: J B. Strop ATTEST: Title: Assistant City Att ey L . SRTCONTRACT AUTHORIZATION: !� ��' M&C: N/A By: I ' Pate Approved: Name K er 4' Title: Fes- Cit etary �; orm 1295 Certification No.: CONSULTANT: Cellebrite Inc. DocuSigned by: , Wmt,s on By: Name: JD&ffrY Title: 6L eQWg l QCcljtnqj�j Date: 10/29/2018 8:59:03 AM PDT OFFICIAL RECORD CITY SECRETARY Addendum FT. W Ro Cellebrite Inc. 7 Campus Drive so• Suite 210 Cellebrite otrgitala saferworlddce . a, Parsippany New Jersey 07054 United States Tel. +1 201 848 8552 Fax.+1 201 848 9982 Quote Tax ID#:22-3770059 DUNS:033095568 CAGE:4C9Q7 Quote# Q-52183-1 Company Website:hftp://www.cellebrite.com Date: Aug 30,2018 Bill To Ship To Fort Worth Police Department Fort Worth Police Department 1000 Calvert Street 1000 Calvert Street Fort Worth,Texas 76107 Fort Worth,Texas 76107 United States United States Contact: Troy Lawrence Contact:Troy Lawrence Phone: 8173924552 Phone: 8173924552 Customer ID Good Through Payment Terms Currency Sales Rep SF-00025687 Sep 29,2018 Net 30 USD Nick Piacenza Product f Start - urclber IetF1[ ?66 Nare *- \ .. 5 i 7 A-SOW-07-023 UFED Touch Ultimate SW 1 Aug 31,2018 Aug 30,2019 7209300, USD 3,400.00 USD 3,400.00 0.00 renewal 1862203518 UFED Touch Ultimate SW renewal A-SOW-11-003 UFED 4PC ultimate SW 4 Jul 31,2018 Jul 30,2019 5941151 , USD 3,700.00 USD 14,800.00 0.00 renewal 2137406265, 5938526, 546254557, 5906733, 226498000, 5906578, 16335501 UFED 4PC ultimate SW renewal SubTotal USD 18,200.00 Shipping 8 Handling USD 0.00 Sales Tax(0.00%) USD 0.00 Total USD 18,200.00 Comments: For further information please email Nick Piacenza at nick.piacenza@cellebrite.com or call 973.206.7751 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 -12 months software support included in initial purchase.The next support period purchased begins immediately at the end of the 12 months,i.e.,no gaps in support period are allowed. 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 purchase of UFED Premium are governed by http://lecial.cellebrite.com/home/usa-ufed-use-a.greement-0 1 292018.pdf. Any other purchases of products or services,including training,are governed by http://leaal.cellebri te.com/u sr i nd ex.html. In addition to these terms,software is licensed by Cellebrite in accordance with an end user license agreement available at Quote Number:Q-52183-1 Prepared by Nick Piacenza Pano 1 of 9 http:/Ileqal.cellebrite.com/End-User-License-Agreement.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 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-52183-1 Prepared by Nick Piacenza Pana 9 of 9