HomeMy WebLinkAboutContract 60199DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
City Secretary Contract No. 60199
FORT WORTH,
VENDOR SERVICES AGREEMENT
(Information Technology)
This Vendor Services Agreement ("Agreement") is made and entered into by and between the City
of Fort Worth, a Texas home -rule municipal corporation (the "City" or "Client") and Granicus, LLC a
Minnesota Limited Liability Company ("Vendor"). City and Vendor are each individually referred to herein
as a "party" and collectively referred to as the "parties." The term "Vendor" shall include Vendor, its
officers, agents, employees, representatives, contractors or subcontractors. The term "City" shall include its
officers, employees, agents, and representatives.
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1. This for Vendor Services Agreement;
2. Exhibit A— Proposal Order #Q300054; and
3. Exhibit B — Signature Verification Form
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In
the event of any conflict between the documents, the terms and conditions of this Agreement shall control.
The term "Vendor" or "Contractor" shall include the Vendor or Contractor, and its officers, agents,
employees, representatives, servants, contractors or subcontractors.
The term "City" shall include its officers, employees, agents, and representatives.
1. Scobe of Services. Vendor hereby agrees, with good faith and due diligence, to provide the
City with implementation, setup, configuration and training for EHQ Unlimited and Additional SMS.
Specifically, Vendor will perform all duties outlined and described in the Proposal, which is attached hereto
as Exhibit "A" and incorporated herein for all purposes, and further referred to herein as the "Services."
Vendor shall perform the Services in accordance with standards in the industry for the same or similar
services. In addition, Vendor shall perform the Services in accordance with all applicable federal, state, and
local laws, rules, and regulations. If there is any conflict between this Agreement and Exhibit A, the terms
and conditions of this Agreement shall control.
2. Vendor products and services are purchased by City as subscriptions . Vendor hereby grants
and City hereby accepts, solely for its internal use, a worldwide, revocable, non-exclusive, non-transferrable
right to use Vendor products and services during the term of this Agreement. Vendor reserves all right, title
and interest in Vendor products and services, the documentation and resulting product including all related
intellectual property rights. No implied licenses are granted to City. Vendor name, logo, and the product
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OFFICIAL RECORD
CITY SECRETARY
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names are trademarks of Vendor, and no right or license is granted to use them. City assigns to Vendor any
suggestion, enhancement, request, recommendation, correction or other feedback provided by City relating
to the use of Vendor products and services. City shall not: (i) Misuse any Vendor resources or cause any
disruption, including but not limited to, the display of adult content, advertisements, solicitations, or mass
mailings to individuals who have not agreed to be contacted; (ii) Use any process, program, or tool for
gaining unauthorized access to the systems, networks, or accounts of third parties; (iii) Use Vendor products
and services in a manner in which system or network resources are unreasonably denied to third parties;
(iv) Use the products and services as a door or signpost to another server; (v) Access or use any portion of
Vendor products and services except as expressly allowed by this Agreement; (vi) Disassemble, decompile,
or otherwise reverse engineer all or any portion of Vendor products and services; (vii) Use Vendor products
and services for any unlawful purposes; (viii) Export or allow access to Vendor products and services in
violation of U.S. laws or regulations; (ix) subcontract, disclose, rent, or lease Vendor products and services,
or any portion thereof, for third party use; or (x) Modify, adapt, or use Vendor products and services to
develop any software application intended for resale which uses Vendor products and services in whole or
in part.
Each party retains its rights in its pre-existing intellectual property.
Vendor grants City a non-exclusive, non -transferable, royalty -free, perpetual license to use the deliverables
on behalf of and for the benefit of City independently and with Vendor products. "Deliverable(s)" means
any computer software, written documentation, reports or materials developed by Vendor specifically for
City pursuant to the Scope of Services. Vendor retains all right, title and interest to the Deliverables except
for those rights expressly granted to City and reserves all rights not otherwise expressly granted herein.
3. Term. This Agreement shall commence upon the date signed by the Assistant City Manager
below ("Effective Date") and shall expire no later than September 14, 2024 ("Expiration Date"), unless
terminated earlier in accordance with the provisions of this Agreement or otherwise extended by the parties.
This Agreement may be renewed for four one-year terms at the City's option, each a "Renewal Term." The
City shall provide Vendor with written notice of its intent to renew at least thirty (30) days prior to the end
of each term.
4. Compensation. The City shall pay Vendor an amount not to exceed Fifty-seven thousand,
four hundred fifty dollars ($57,450.00) with up to a 5% annual increase through year five, in accordance
with the provisions of this Agreement and Exhibit `B," Payment Schedule, which is attached hereto and
incorporated herein for all purposes. Vendor shall not perform any additional services for the City not
specified by this Agreement unless the City requests and approves in writing the additional costs for such
services. The City shall not be liable for any additional expenses of Vendor not specified by this Agreement
unless the City first approves such expenses in writing. City agrees to pay all invoices of Vendor within
thirty (30) days of receipt of such invoice. Vendor may charge interest on late payments not to exceed one
percent (1%).
5. Termination.
5.1. Convenience. Either the City or Vendor may terminate this Agreement at any time
and for any reason by providing the other party with 90 days written notice of termination.
5.2. Breach. If either party commits a material breach of this Agreement, the
nonbreaching Party must give written notice to the breaching party that describes the breach in
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reasonable detail. The breaching party must cure the breach ten (10) 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 this Agreement, law, or equity,
immediately terminate this Agreement by giving written notice to the breaching party.
5.3. Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by
the City in any fiscal period for any payments due hereunder, the 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 the City of any kind whatsoever, except
as to the portions of the payments herein agreed upon for which funds have been appropriated.
5.4. Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, the City shall pay Vendor for services actually rendered up
to the effective date of termination and Vendor shall continue to provide the City with services
requested by the City and in accordance with this Agreement up to the effective date of termination.
City's right to access and use the products will immediately cease (except for perpetual licenses
granted under an order, which will continue to be governed by this Agreement for the duration of
the license); and the parties will return or destroy any Confidential Information of the other party
in its possession, and certify upon request to the other party of compliance with the foregoing. City
will have thirty (30) days from the expiration date of a subscription to extract or download any
content stored in the products. Vendor has no obligation to retain any content after such thirty (30)-
day period nor is Vendor responsible for extracting the data on City's behalf absent separate written
agreement and the payment of additional fees. Upon termination of this Agreement for any reason,
Vendor shall provide the 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 the
City in a machine-readable format or other format deemed acceptable to the City.
6. Disclosure of Conflicts and Confidential Information.
6.1. Disclosure of Conflicts. Vendor hereby warrants to the 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 the City in writing.
6.2. Confidential Information. The City acknowledges that Vendor may use products,
materials, or methodologies proprietary to Vendor. The City agrees that Vendor's provision of
services under this Agreement shall not be grounds for the City to have or obtain any rights in such
proprietary products, materials, or methodologies unless the parties have executed a separate
written agreement with respect thereto. It is expected that one Party may disclose to the other Party
certain information which may be considered confidential or trade secret information
("Confidential Information"). Subject to required disclosures under the Texas Public Information
Act, Confidential Information shall include: (i) non-public information if it is clearly and
conspicuously marked as "confidential" or with a similar designation at the time of disclosure; (ii)
non-public information of a Party if it is identified as confidential or proprietary before, during, or
promptly after presentation and (iii) any information that should be reasonably understood to be
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confidential or proprietary to a Party, given the nature of the information and the context in which
disclosed.
Subject to required disclosures under the Texas Public Information Act and other applicable
laws, each Party agrees to receive and hold any Confidential Information in strict confidence. Each
Party also agrees: (i) to protect and safeguard the Confidential Information against unauthorized
use, publication or disclosure; (ii) not to reveal, report, publish, disclose, transfer, copy or otherwise
use any Confidential Information except as specifically authorized by the other Party; (iii) not to
use any Confidential Information for any purpose other than for performance under this Agreement;
(iv) to restrict access to Confidential Information to those of its employees, agents, and contractors
who have a need to know, who have been advised of the confidential nature thereof, and who are
under express written obligations of confidentiality or under obligations of confidentiality imposed
by law or rule; and (v) to exercise at least the same standard of care and security to protect the
Confidential Information received by it as it protects its own confidential information. If a Party is
requested or required in a judicial, administrative, or governmental proceeding to disclose any
Confidential Information, it will notify the other Party as promptly as practicable so that such Party
may seek a protective order or waiver for that instance.
Confidential Information shall not include information which: (i) is or becomes public
knowledge through no fault of either Party; (ii) was in a Party's possession before receipt from the
other Party; (iii) is rightfully received by a Party from a third party without any duty of
confidentiality; (iv) is independently developed by a Party without use or reference to the other
Party's Confidential Information; or (v) is disclosed with the prior written consent of the Parties.
Each Party shall return or destroy the Confidential Information upon written request by the
other Party; provided, however, that each Party may retain one copy of the Confidential Information
in order to comply with applicable law. City understands and agrees that it may not always be
possible to completely remove or delete all Confidential Information from Vendor's databases
without some residual data.
Disclosing Party may be irreparably damaged if the obligations under this section are not
enforced and as such may not have an adequate remedy in the event of a breach by Receiving Party
of its obligations hereunder. The parties agree, therefore, that Disclosing Party is entitled to seek,
in addition to other available remedies, an injunction restraining any actual, threatened or further
breaches of the Receiving Party's obligations under this section or any other appropriate equitable
order or decree.
6.3. Public Information Act. 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. 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.
6.4. 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 the City within seventy-two (72) hours if the security
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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 the City in identifying what information has been accessed by unauthorized means
and shall fully cooperate with the City to protect such information from further unauthorized
disclosure.
7. Ri2ht to Audit.
7.1. Vendor agrees that the City shall, until the expiration of three (3) years after final
payment under this Agreement, have access to and the right to examine at reasonable times any
directly pertinent books, documents, papers and records of the Vendor involving transactions
relating to this Agreement at no additional cost to the City. Vendor agrees that the 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. The City shall give Vendor not less than 10 days written notice of any intended
audits.
7.2. Vendor further agrees to include in all its subcontractor agreements hereunder a
provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3)
years after final payment of the subcontract, have access to and the right to examine at reasonable
times any directly pertinent books, documents, papers and records of such subcontractor involving
transactions related to the subcontract, and further that City shall have access during normal
working hours to all subcontractor facilities and shall be provided adequate and appropriate work
space in order to conduct audits in compliance with the provisions of this paragraph. City shall give
subcontractor not less than 10 days written notice of any intended audits.
8. Independent Contractor. It is expressly understood and agreed that Vendor shall operate as
an independent contractor as to all rights and privileges granted herein, and not as agent, representative or
employee of the 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, contractors and
subcontractors. Vendor acknowledges that the doctrine of respondeat superior shall not apply as between
the City, its officers, agents, servants and employees, and Vendor, its officers, agents, employees, servants,
contractors 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 the City shall in
no way be considered a Co -employer or a Joint employer of Vendor or any officers, agents, servants,
employees or subcontractors of Vendor. Neither Vendor, nor any officers, agents, servants, employees or
subcontractors of Vendor shall be entitled to any employment benefits from the 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 subcontractors.
9. LIMITATION OF LIABILITY AND INDEMNIFICATION.
9.1. LIABILITY - NOTWITHSTANDING ANY OTHER PROVISION OF THIS
AGREEMENT, EXCEPT FOR CITY'S OBLIGATIONS TO PAY AMOUNTS DUE UNDER
EXHIBIT B, OR VENDOR'S INDEMNIFICATION OBLIGATIONS SET FORTH IN
SECTION 9.3 (INTELLECTUAL PROPERTY INDEMNITY), IN NO EVENT WILL
EITHER PARTY'S MAXIMUM AGGREGATE LIABILITY FOR ALL CLAIMS ARISING
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IN CONNECTION WITH THIS AGREEMENT (IN TORT (INCLUDING NEGLIGENCE),
CONTRACT OR OTHERWISE) EXCEED FIVE HUNDRED THOUSAND DOLLARS
($500,000 USD). VENDOR SHALL NOT BE RESPONSIBLE FOR ANY LOST PROFITS
OR OTHER DAMAGES, INCLUDING INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL OR ANY OTHER DAMAGES, HOWEVER CAUSED.
9.2. INDEMNIFICATION - VENDOR HEREBY COVENANTS AND AGREES
TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY CLAIMS OR
LAWSUITS BROUGHT BY A THIRD PARY FOR EITHER TANGIBLE PROPERTY
DAMAGE OR LOSS, PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, CAUSED BY THE NEGLIGENCE OR WILLFUL MISCONDUCT OR
OMISSIONS OF VENDOR, ITS OFFICERS, AGENTS, SUBCONTRACTORS, SERVANTS
OR EMPLOYEES.
9.3. INTELLECTUAL PROPERTY INFRINGEMENT.
9.3.1. The Vendor warrants that all Deliverables, or any part thereof,
furnished hereunder, including but not limited to: programs, documentation,
software, analyses, applications, methods, ways, and processes (in this Section each
individually referred to as a "Deliverable" and collectively as the "Deliverables,") do
not infringe upon or violate any patent, copyrights, trademarks, service marks, trade
secrets, or any intellectual property rights or other third party proprietary rights, in
the performance of services under this Agreement.
9.3.2. Vendor shall be liable and responsible for any and all third party
claims made against the City for infringement of any patent, copyright, trademark,
service mark, trade secret, or other intellectual property rights by the use of or
supplying of any Deliverable(s) in the course of performance or completion of, or in
any way connected with providing the services, or the City's continued use of the
Deliverable(s) hereunder.
9.3.3. Vendor agrees to indemnify, defend, settle, or pay, at its own cost and
expense, including the payment of attorney's fees, any claim or action against the City
for infringement of any patent, copyright, trade mark, service mark, trade secret, or
other intellectual property right arising from City's use of the Deliverable(s), or any
part thereof, in accordance with this Agreement, it being understood that this
agreement to indemnify, defend, settle or pay shall not apply if the City (i) modifies
or misuses the Deliverable(s) or Vendor's products; or (ii) City's use (or use by anyone
under City's direction or control or using logins or passwords assigned to City) of any
Vendor products and services other than in accordance with this Agreement. So long
as Vendor bears the cost and expense of payment for claims or actions against the City
pursuant to this section 9, 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 the
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 the City for infringement arising under this
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Agreement, the City 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, Vendor shall fully participate and cooperate
with the 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, the City's assumption of payment of
costs or expenses shall not eliminate Vendor's duty to indemnify the City under this
Agreement. If the Deliverable(s), 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) (a) modify the Deliverable(s) to make them/it non -infringing,
provided that such modification does not materially adversely affect City's authorized
use of the Deliverable(s); (b) replace the Deliverable(s) with equally suitable,
compatible, and functionally equivalent non -infringing Deliverable(s) at no additional
charge to City; or (c) if none of the foregoing alternatives is reasonably available to
Vendor, terminate this Agreement, and refund any prepaid amounts for the then -
remaining portion of the term of this Agreement
10. Assi2n ment and Subcontracting.
10.1. Vendor shall not assign or subcontract any of its duties, obligations or rights under
this Agreement without the prior written consent of the City. If the City grants consent to an
assignment, the assignee shall execute a written agreement with the City and the Vendor under
which the assignee agrees to be bound by the duties and obligations of Vendor under this
Agreement. The Vendor and assignee shall be jointly liable for all obligations under this Agreement
prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall execute
a written agreement with the Vendor referencing this Agreement under which the subcontractor
shall agree to be bound by the duties and obligations of the Vendor under this Agreement as such
duties and obligations may apply. The Vendor shall provide the City with a fully executed copy of
any such subcontract.
11. Insurance.
11.1. The Vendor shall carry the following insurance coverage with a company that is
licensed to do business in Texas or otherwise approved by the City:
11.1.1. Commercial General Liability:
11.1.1.1. Combined limit of not less than $2,000,000 per
occurrence; $4,000,000 aggregate; or
11.1.1.2. Combined limit of not less than $1,000,000 per
occurrence; $2,000,000 aggregate and Umbrella Coverage in the amount of
$4,000,000. Umbrella policy shall contain a follow -form provision and shall
include coverage for personal and advertising injury.
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11.1.2. Automobile Liability Insurance covering any vehicle used in providing
services under this Agreement, including non -owned, or hired vehicles, with a combined
limit of not less than $1,000,000 per accident.
11.1.3. Professional Liability (Errors & Omissions) in the amount of $1,000,000
per claim and $1,000,000 aggregate limit.
11.1.4. Statutory Workers' Compensation and Employers' Liability Insurance
requirements per the amount required by statute.
11.1.5. Technology Liability (Errors & Omissions)
11.1.5.1. Combined limit of not less than $2,000,000 per
claim; $4million aggregate or
11.1.5.2. Combined limit of not less than $1,000,000 per
occurrence; $2,000,000 aggregate and Umbrella Coverage in the amount of
$4,000,000. Umbrella policy shall contain a follow -form provision and shall
include coverage for personal and advertising injury. The umbrella policy shall
cover amounts for any claims not covered by the primary Technology Liability
policy.
11.1.5.3. Coverage shall include, but not be limited to, the
following:
10.1.5.3.1. Failure to prevent unauthorized access;
10.1.5.3.2. Unauthorized disclosure of information;
10.1.5.3.3. Implantation of malicious code or computer
virus;
10.1.5.3.4. Fraud, Dishonest or Intentional Acts with final
adjudication language;
11.1.5.3.5. Intellectual Property Infringement coverage,
specifically including coverage for intellectual property infringement
claims and for indemnification and legal defense of any claims of
intellectual property infringement, including infringement of patent,
copyright, trade mark or trade secret, brought against the City for use of
Deliverables, Software or Services provided by Vendor under this
Agreement;
11.1.5.3.6. Technology coverage may be provided through
an endorsement to the Commercial General Liability (CGL) policy, a
separate policy specific to Technology E&O, or an umbrella policy that
picks up coverage after primary coverage is exhausted. Either is acceptable
if coverage meets all other requirements. Coverage shall be claims -made,
with a retroactive or prior acts date that is on or before the effective date
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of this Agreement. Coverage shall be maintained for the duration of the
contractual agreement and for two (2) years following completion of
services provided. An annual certificate of insurance, or a full copy of the
policy if requested, shall be submitted to the City to evidence coverage;
and
11.1.5.3.7. Any other insurance as reasonably requested by
City.
11.2. General Insurance Requirements:
11.2.1. All applicable policies shall include the 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.
11.2.2. The workers' compensation policy shall include a Waiver of Subrogation
(Right of Recovery) in favor of the City of Fort Worth.
11.2.3. Vendor shall provide to the City a minimum of Thirty (30) days' notice of
cancellation or reduction in limits of coverage. 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, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City
Attorney at the same address.
11.2.4. 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.
11.2.5. Any failure on the part of the City to request required insurance
documentation shall not constitute a waiver of the insurance requirement.
11.2.6. Certificates of Insurance evidencing that the Vendor has obtained all
required insurance shall be delivered to and approved by the City's Risk Management
Division prior to execution of this Agreement.
12. Compliance with Laws, Ordinances, Rules and Regulations. Vendor agrees to comply with
all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Vendor of
any violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist from and
correct the violation.
13. 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,
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subcontractors or successors in interest, Vendor agrees to assume such liability and to indemnify and defend
the City and hold the City harmless from such claim.
14. 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 THE CITY:
City of Fort Worth
Attn: Assistant City Manager
200 Texas Street
Fort Worth TX 76102
Facsimile: (817) 392-xxxx
With Copy to the City Attorney at
same address
1021rhAZILiIIIN
Granicus, LLC
Attn: Contracts
408 St. Peter Street, Suite 600
Saint Paul, MN 55102
Facsimile: (651) 665-0943
15. Solicitation of Emplovees. Neither the 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 the prior written consent of the person's employer. This provision shall
not apply to an employee who responds to a general solicitation or advertisement of employment by either
party.
16. Governmental Powers. It is understood and agreed that by execution of this Agreement,
the City does not waive or surrender any of its governmental powers.
17. No Waiver. The failure of the 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 the
City's or Vendor's respective right to insist upon appropriate performance or to assert any such right on any
future occasion.
18. Governing Law and 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 on the basis of
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.
19. 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.
20. Force Maieure. 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 maj eure 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, epidemics or pandemics, material or labor
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restrictions by any governmental authority, transportation problems, restraints or prohibitions by any court,
board, department, commission, or agency of the United States or of any States, civil disturbances, other
national or regional emergencies, and/or any other similar cause not enumerated herein but which is beyond
the reasonable control of the Party whose performance is affected (collectively "Force Majeure Event").
The performance of any such obligation is suspended during the period of, and only to the extent of, such
prevention or hindrance, provided the affected Party provides notice of the Force Majeure Event, and an
explanation as to how it hinders the party's performance, as soon as reasonably possible, as determined in
the City's discretion, after the occurrence of the Force Majeure Event. The form of notice required by this
section shall be the same as section 13 above.
21. Headings Not Controlling. Headings and titles used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
22. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed
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 hereto.
23. Amendments. No amendment of this Agreement shall be binding upon a party hereto
unless such amendment is set forth in a written instrument, and duly executed by an authorized
representative of each party.
24. Entirety of Agreement. This Agreement, including any exhibits attached hereto and any
documents incorporated herein by reference, contains the entire understanding and agreement between the
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.
25. Counterparts. This Agreement may be executed in one or more counterparts and each
counterpart shall, for all purposes, be deemed an original, but all such counterparts shall together constitute
one and the same instrument. An executed Agreement, modification, amendment, or separate signature page
shall constitute a duplicate if it is transmitted through electronic means, such as fax or e-mail, and reflects
the signing of the document by any party. Duplicates are valid and binding even if an original paper
document bearing each party's original signature is not delivered.
26. Warranty of Services. The Services will be performed in a professional and workmanlike
manner in accordance with generally accepted industry standards for the software consulting industry.
Vendor will use reasonable commercial efforts to complete the Services in accordance with the Scope of
Services. If the Services fail to comply with this warranty during the "Warranty Period," which is the thirty
(30) day period following completion of the Services, City will promptly notify Vendor in writing
specifying in reasonable detail any alleged non -conformities in the Services. Upon receipt of notice and a
determination that the Services did fail to comply with this warranty, Vendor will, as City's sole and
exclusive remedy, promptly re -perform any such Services in accordance with the Scope of Services and
this Agreement. THE WARRANTIES SET FORTH IN THIS AGREEMENT ARE EXCLUSIVE AND
VENDOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO
THE SERVICES, INCLUDING BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, COURSE OF DEALING OR COURSE OF
PERFORMANCE.
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27. Milestone Acceptance. Vendor shall verify the quality of each deliverable before
submitting it to the City for review and approval. Upon delivery of each milestone set forth in the applicable
statement of work or milestone acceptance form, the City will review all deliverables within ten (10)
business days to determine their acceptability and signify acceptance by execution of the Milestone
Acceptance Form, which is attached hereto as Exhibit "C." If the City rejects the submission, it will notify
the Vendor in writing as soon as the determination is made listing the specific reasons for rejection. The
Vendor shall have thirty (30) days to correct any deficiencies and resubmit the corrected deliverable.
Payment to the Vendor shall not be authorized unless the City accepts the deliverable in writing in the form
attached. The City's acceptance will not be unreasonably withheld.
28. Network Access.
28.1. Citv Network Access. If Vendor, and/or any of its employees, officers, agents,
servants or subcontractors (for purposes of this section "Vendor Personnel"), requires access to the
City's computer network in order to provide the services herein, Vendor shall execute and comply
with the Network Access Agreement which is attached hereto as Exhibit "D" and incorporated
herein for all purposes.
28.2. Federal Law Enforcement Database Access. If Vendor, or any Vendor Personnel,
requires access to any federal law enforcement database or any federal criminal history record
information system, including but not limited to Fingerprint Identification Records System
("FIRS"), Interstate Identification Index System ("III System"), National Crime Information Center
("NCIC") or- National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications
Systems ("TLETS"), that is governed by and/or defined in Title 28, Code of Federal Regulations
Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of criminal
justice as defined therein on behalf of the City or the Fort Worth Police Department, under this
Agreement, Vendor shall comply with the Criminal Justice Information Services Security Policy
and CFR Part 20, as amended, and shall separately execute the Federal Bureau of Investigation
Criminal Justice Information Services Security Addendum. No changes, modifications, alterations,
or amendments shall be made to the Security Addendum. The document must be executed as is, and
as approved by the Texas Department of Public Safety and the United States Attorney General.
29. Immigration Nationalitv 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. City, upon written notice to Vendor, shall have the right to
immediately terminate this Agreement for violations of this provision by Vendor.
30. Informal Disnute Resolution. Except in the event of termination pursuant to Section 4.2,
if either City or Vendor has a claim, dispute, or other matter in question for breach of duty, obligations,
services rendered or any warranty that arises under this Agreement, the parties shall first attempt to resolve
the matter through this dispute resolution process. The disputing party shall notify the other party in writing
as soon as practicable after discovering the claim, dispute, or breach. The notice shall state the nature of
the dispute and list the parry's specific reasons for such dispute. Within ten (10) business days of receipt
of the notice, both parties shall commence the resolution process and make a good faith effort, either through
email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute,
breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties
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City Secretary Contract No.
fail to resolve the dispute within sixty (60) days of the date of receipt of the notice of the dispute, then the
parties may submit the matter to non -binding mediation in Tarrant County, Texas, upon written consent of
authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American
Arbitration Association or other applicable rules governing mediation then in effect. The mediator shall be
agreed to by the parties. Each party shall be liable for its own expenses, including attorney's fees; however,
the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through
mediation, then either party shall have the right to exercise any and all remedies available under law
regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in
accordance with this informal dispute resolution process, the parties agree to continue without delay all of
their respective duties and obligations under this Agreement not affected by the dispute. Either party may,
before or during the exercise of the informal dispute resolution process set forth herein, apply to a court
having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary
to protect its interests.
31. No Bovcott 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 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.
32. Rebortin2 Requirements.
32.1. For purposes of this section, the words below shall have the following meaning:
32.1.1. Child shall mean a person under the age of 18 years of age.
32.1.2. Child pornography means an image of a child engaging in sexual conduct
or sexual performance as defined by Section 43.25 of the Texas Penal Code.
32.1.3. Computer means an electronic, magnetic, optical, electrochemical, or
other high-speed data processing device that performs logical, arithmetic, or memory
functions by the manipulations of electronic or magnetic impulses and includes all input,
output, processing, storage, or communication facilities that are connected or related to the
device.
32.1.4. Computer technician means an individual who, in the course and scope of
employment or business, installs, repairs, or otherwise services a computer for a fee. This
shall include installation of software, hardware, and maintenance services.
32.2. Reporting Requirement. If Vendor meets the definition of Computer Technician as
defined herein, and while providing services pursuant to this Agreement, views an image on a
computer that is or appears to be child pornography, Vendor shall immediately report the discovery
of the image to the City and to a local or state law enforcement agency or the Cyber Tip Line at the
National Center for Missing and Exploited Children. The report must include the name and address
of the owner or person claiming a right to possession of the computer, if known, and as permitted
Vendor Services Agreement — Technology (Rev. 8/19)
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by law. Failure by Vendor to make the report required herein may result in criminal and/or civil
penalties.
33. Si;nature Authoritv. 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(s) 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 " E" and incorporate herein by reference. Each party is fully entitled to rely on these
warranties and representations in entering into this Agreement or any amendment hereto.
34. Survival of Provisions. The parties' duties and obligations pursuant to Section 4.4 (Duties
and Obligations), 5 (Disclosure of Conflicts and Confidential Information), Section 6 (Right to Audit), and
Section 8 (Liability and Indemnification) shall survive termination of this Agreement.
35. Prohibition on Bovcottina Enerfzv Companies. Vendor acknowledges that in
accordance with Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg.,
R.S., S.B. 13, § 2, the City is prohibited from entering into a contract for goods or services that has
a value of $100,000 or more that is to be paid wholly or partly from public funds of the City with
a company with 10 or more full-time employees unless the contract contains a written verification
from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy
companies during the term of the contract. The terms "boycott energy company" and "company"
have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as
added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2. To the extent that Chapter 2274 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Contractor's signature provides written verification to the City that Contractor: (1) does not boycott
energy companies; and (2) will not boycott energy companies during the term of this Agreement.
36. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code,
as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1, the City is prohibited from entering into a
contract for goods or services that has a value of $100,000 or more that is to be paid wholly or
partly from public funds of the City with a company with 10 or more full-time employees unless
the contract contains a written verification from the company that it: (1) does not have a practice,
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate during the term of the contract against a firearm entity or
firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade
association" have the meaning ascribed to those terms by Chapter 2274 of the Texas Government
Code, as added by Acts 2021, 87th Leg., R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the
Government Code is applicable to this Agreement, by signing this Agreement, Vendor certifies that
Contractor's signature provides written verification to the City that Contractor: (1) does not have
a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association; and (2) will not discriminate against a firearm entity or firearm trade association
during the term of this Agreement.
(signature page follows)
Vendor Services Agreement — Technology (Rev. 8/19)
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DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
ACCEPTED AND AGREED:
CITY:
CITY OF FORT WORTH
By: Valerie (Oct 2, 202313:49 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: Oct Z 2023
APPROVAL RECOMMENDED:
/---' G;,
By: /
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all
performance and reporting requirements.
By: Steven Vandever (Sep 26, 202312:21 CDT)
Name: Steven Vandever
Title: Sr. IT Solutions Manager
APPROVED AS TO FORM AND LEGALITY:
Name: Kevin Gunn
Title: Director, IT Solutions By:
dg4pORp�nn Name: Taylor Paris
o
ATTEST: Fe000000ao�°a
pP�oo 0 Title: Assistant City Attorney
�o
a. -1d
r�oo CONTRACT AUTHORIZATION:
M&C: N/A
By: UT Date Approved: N/A
Name: Jannette Goodall
Title: City Secretary Form 1295 Certification No.: N/A
VENDOR:
Granicus, LLC
DocuSigned by:
Ir1 Z91k.
By' ,ts'- 21171111a...
Name:
Title: Manager, Contracts
Date: 9/25/2023
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Vendor Services Agreement — Technology (Rev. 8/19)
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DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
vxhibit A
GG GRAN ICUS
ORDER DETAILS
Prepared By:
Phone:
Email:
Order #:
Prepared On
Expires On:
ORDER TERMS
THIS IS NOT AN INVOICE
Granicus Proposal for Fort Worth TX
David Cliff
david.cliff@granicus.com
Q-300054
30 Aug 2023
30 Sep 2023
Order Form
Prepared for
Fort Worth TX
Currency: USD
Payment Terms: Net 30 (Payments for subscriptions are due at the beginning of the period of
performance.)
Period of Performance: The term of the Agreement will commence on the date this document is
signed and will continue for 60 months.
Order #: Q-300054
Prepared: 30 Aug 202 Page 16 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRANICUS
Order Form
Fort Worth TX
PRICING SUMMARY
The pricing and terms within this Proposal are specific to the products and volumes contained within this
Proposal.
One -Time Fees
Solution
Billing
Quantity/Unit
One -Time Fee
Frequency
EHQ Standard Implementation
Up Front
1 Each
$2,500.00
EHQ Online Training Sessions
Up Front
1 Each
$0.00
SMS - Online Training
Up Front
1 Each
$750.00
SMS - Setup and Configuration
Up Front
1 Each
$10,000.00
SUBTOTAL: I
$13,250.00
New Subscription Fees
Solution
Period of
Billing
Quantity/
Annual Fee
Prorated Fee
Performance
Frequency
Unit
EHQ Unlimited
15 Sep 2023 -
Annual
1 Each
$30,000.00
$30,000.00
14 Sep 2024
Additional SMS - 300000
15 Sep 2022 -
Annual
1 Each
$7,100.00
$14,200.00
14 Sep 2024
SUBTOTAL:
$37,100.00
$44,200.00
Order #: Q-300054
Prepared: 30 Aug 2023 Page 17 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRANICUS
FUTURE YEAR PRICING
Solution(s)
EHQ Unlimited
Additional SMS - 300000
SUBTOTAL:
Period of Performance
Year 2 Year 3 Year 4
$31,500.00 $33,075.00 $34,728.75
$7,455.00 $7,827.75 $8,219.14
$38,955.00 $40,902.75 $42,947.89
Order Form
Fort Worth TX
Year 5
$36,465.19
$8, 630.09
$45,095.28
Order #: Q-300054
Prepared: 30 Aug 2023 Page 18 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRAN ICUS
Order Form
Fort Worth TX
PRODUCT DESCRIPTIONS
Solution Description
EHQ Unlimited Unlimited engagement package for teams;
• Annual subscription
• Unlimited engagement projects per year
• Three Site Administrators
• Unlimited Project Administrators
• Access to all standard tools including embeddable Surveys/polls,
Forums, Guestbook, Stories, Q&A, Ideas, Places and Newsfeed
• Customizable registration form and Participant Relationship
Manager (PRM)
• Appearance editor for homepage management, branding and
styling
• Access to reporting and analysis tools including Survey Analysis,
Text Analysis with sentiment, tool and project dashboards,
customizable PDF survey reports and downloadable excel reports
• Newsletters for project updates and project communication
• 24/7 independent moderation, in-app chat and email support,
access to Helpdesk and Granicus Community.
Additional SMS - 300000 Additional SMS/Text Messaging includes:
• Access to the selected volume of additional SMS/text messages
per year from a unique standard toll -free number within the United
States*
• Use of responsively designed sign-up pages that allow the public to
subscribe to communication updates from various devices
*International numbers are not supported. SMS/text messages not used in
the period of performance will not carry over to the following year. Client
must have explicit opt -in for all destinations sent to and adhere to all CTIA
guidelines for the duration of its use.
Order #: Q-300054
Prepared: 30 Aug 2023 Page 19 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRANICUS
Solution Description
EHQ Standard Implementation EHQ Standard Implementation for training and onboarding;
Order Form
Fort Worth TX
• Site delivery and onboarding details
• Scheduled kick-off call to discuss goals and implementation
process
• Site Admin training on EHQ platform
• Site review and quality assurance checks prior to launch
EHQ Online Training Sessions Two 90 minute online training sessions for EHQ.
SMS - Online Training Provides a balance of Product knowledge and industry best practices to a
specific audience. Sessions are delivered by product experts via
videoconferencing technology.
SMS - Setup and Configuration Covers the consultative PM/Implementation time required to get a client
fully up and running on a new instance of a Product.
GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION
Granicus Communications Suite Subscriber Information.
o Data provided by the Client and contact information gathered through the Client's own web
properties or activities will remain the property of the Client ('Direct Subscriber'), including any
and all personally identifiable information (PII). Granicus will not release the data without the
express written permission of the Client, unless required by law.
o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to
operate the Granicus Products and Services (provided that the Client hereby grants to
Granicus a perpetual, non -cancelable, worldwide, non-exclusive license to utilize any data, on
an anonymous or aggregate basis only, that arises from the use of the Granicus Products by
the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the
functionality of the Granicus Products and any other legitimate business purpose, including the
right to sublicense such data to third parties, subject to all legal restrictions regarding the use
and disclosure of such information).
Data obtained through the Granicus Advanced Network.
o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct
Subscribers recommendations to subscribe to other Granicus Client's digital communication
(the 'Advanced Network'). When a Direct Subscriber signs up through one of the
recommendations of the Advanced Network, that subscriber is a 'Network Subscriber' to the
agency it subscribed to through the Advanced Network.
o Network Subscribers are available for use while the Client is under an active subscription with
Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus
Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after
Order #: Q-300054
Prepared: 30 Aug 2023 Page 20 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRANICUS
Order Form
Fort Worth TX
termination of its Order, SOW, or Exhibit placed under this agreement. All information related to
Network Subscribers must be destroyed by the Client within 15 calendar days of the Order,
SOW, or Exhibit placed under this agreement terminating.
Opt -In. During the last 10 calendar days of the Client's subscription, the Client may send an opt -
in email to Network Subscribers that shall include an explanation of the Client's relationship with
Granicus terminating and that the Network Subscribers may visit the Client's website to
subscribe to further updates from the Client in the future. Any Network Subscriber that does not
opt -in will not be transferred with the subscriber list provided to the Client upon termination.
UPDATES TO SHARED SHORT CODES FOR SMS/TEXT MESSAGING (US CLIENTS
ONLY):
Granicus will be migrating all clients with SMS/Text Messaging Solutions using a shared short code
option to a unique standard toll -free number within the United States (International numbers not
supported). Short Codes are recommended for Text -to -Subscribe functionalities, if enabled where
available, for an additional fee.
Client must have explicit opt -in for all destinations sent to and adhere to all CTIA guidelines for the
duration of its use.
Order #: Q-300054
Prepared: 30 Aug 2023 Page 21 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRAN ICUS
Order Form
Fort Worth TX
TERMS & CONDITIONS
• This quote, and all products and services delivered hereunder are governed by the terms located at
htt s: aranicus.com/legal/licensina, including any product -specific terms included therein (the "License
Agreement"). If your organization and Granicus has entered into a separate agreement or is utilizing a contract
vehicle for this transaction, the terms of the License Agreement are incorporated into such separate agreement
or contract vehicle by reference, with any directly conflicting terms and conditions being resolved in favor of the
separate agreement or contract vehicle to the extent applicable.
• If submitting a Purchase Order, please include the following language: The pricing, terms and conditions of quote
Q-300054 dated 30 Aug 2023 are incorporated into this Purchase Order by reference and shall take precedence
over any terms and conditions included in this Purchase Order.
• This quote is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice. It
is the responsibility of Fort Worth TX to provide applicable exemption certificate(s).
• Any lapse in payment may result in suspension of service and will require the payment of a setup fee to reinstate
the subscription.
• Client will be invoiced for use of any product or service measured or capped by volume or amount of usage that
exceeds the permitted amount set forth in this Quote at the same cost or rate set forth herein.
• Updates to Shared Short Codes for SMS/Text Messaging:
Granicus will be migrating all clients with SMS/Text Messaging Solutions using a shared short code option to a
unique standard toll -free number within the United States (International numbers not supported). Short Codes
are recommended for Text -to -Subscribe functionalities, if enabled where available, for an additional fee.
Client must have explicit opt -in for all destinations sent to and adhere to all CTIA guidelines for the duration of its
use.
Order #: Q-300054
Prepared: 30 Aug 2023 Page 22 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
G GRANICUS
BILLING INFORMATION
Billing Contact:
Billing Address:
Billing Email:
Purchase Order
Required?
PO Number:
If PO required
Billing Phone:
[ ]-No
[ ] - Yes
Order Form
Fort Worth TX
If submitting a Purchase Order, please include the following language:
The pricing, terms, and conditions of quote Q-300054 dated 30 Aug 2023 are incorporated into this Purchase
Order by reference and shall take precedence over any terms and conditions included in this Purchase Order.
AGREEMENT AND ACCEPTANCE
By signing this document, the undersigned certifies they have authority to enter the agreement. The
undersigned also understands the services and terms.
Fort Worth TX
Signature:
U,JjA/1. —
Valerie Washington (Oct 2, 202313:49 CDT)
Name: Valerie Washington
Title: Assistant City Manager
Date: OU 2, 2023
Order #: Q-300054
Prepared: 30 Aug 2023 Page 23 of 23
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
GG R AN I C U S granicus.com
AUTHORIZED SIGNATORIES FOR GRANICUS CONTRACTS
The individuals listed herein are authorized to sign on behalf of Granicus per the terms
and conditions of the "Signing Authority for Granicus Contracts" delegation.
ROLE NAME
Chief Executive Officer (CEO)
Mark Hynes
Chief Financial Officer (CFO)
Raj Amin
Data Protection Officer/Senior
Dan Rhodes
Counsel
General Counsel
Monica DeNeale
Vice President of Contracts
Kelly Oliver
Contracts Manager(s)
Cale Brakke
Greg Eck
Kimberly Rosenberger
Director, Global Renewals
Jessica Yang
Manager, Renewals
Bernadette Foley
Alex Gray
Manager, Contracts
Brendan Stierman
Managing Director, ANZ
OPEN
Finance Manager, ANZ
Andrew Dutton
Managing Director, UK
Ian Roberts
Finance Manager, UK
Christina Garcia
granicus.com I info@granicus.com page 1
DocuSign Envelope ID: COB28CDA-92AF-4991-A334-4995BF9B1344
GG R AN I C U S granicus.com
Signing Authority for Granicus Contracts
By means of this letter (the Delegation"), I, Mark Hynes, the Chief Executive Officer (the
"Delegating Official") for Granicus (the "Corporation"), hereby delegates the authority
herein described to the below listed roles ("Delegates"), under the following terms and
conditions:
1. This delegation shall be effective October 21, 2022 and shall remain in effect unless
otherwise amended or revoked by the Delegating Official. This signature authority
delegation hereby supersedes, terminates and replaces all prior versions.
2. The Delegates may sign for Client Agreements, on behalf of Granicus, LLC and
Granicus, Inc., including their subsidiaries and affiliates. Client Agreements are
contracts that, subject to applicable laws, regulations and corporate guidelines then
in effect, are entered into by the Corporation in the ordinary course of its business
operations, including agreements, purchase orders, or other documents directly
related to the fulfillment of the terms of any license, product or service agreements
or any renewals thereof for any products, including nondisclosure/confidentiality
agreements, federal, state, local and municipal contracts, requests for proposals,
and vendor forms, but excluding the procurement of products or services.
3. The roles listed below are authorized to delegate any part of their authority on a
limited basis in writing to other individuals for single transactions or scheduled
absences. All delegations of signature authority should be set forth in an email and
retained with the final executed contract.
Role
Chief Executive Officer
Chief Financial Officer
General Counsel
Vice President of Contracts
Senior Counsel
Manager, Contracts
Contracts Manager
Director, Global Renewals
Manager, Renewals
Managing Director, ANZ
Finance Manager, ANZ
Managing Director, UK
Finance Manager, UK
DocuSigned by:
F
LIVU-S 1012112022
Mark Hynes, Chief Executive Officer Date
granicus.com I info@granicus.com page 1