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Home My WebLink AboutContract 53590-R4A3DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 CSC No. 53590-R4A3 FOURTH RENEWAL AND THIRD AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 53590 BETWEEN CITY OF FORT WORTH AND SIGN IN ENTERPRISE INC. This Third Renewal and Second Amendment to Fort Worth City Secretary Contract No. 53590 is made between the City of Fort Worth ("Fort Worth" or "City"), a municipal corporation and Sign In Enterprise/Traction Guest, Inc. ("Vendor"). City and Vendor shall be referred to as a Party and collectively as the Parties. WHEREAS, City and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 53590 with the third term from February O1, 2023 to January 31, 2024 (the "Agreement"); WHEREAS, the Agreement's total compensation was an amount not to exceed $5,295.12.00; WHEREAS, the Parties wish to renew the Contract for its fourth renewal term from February O1, 2024 to January 31, 2025; and WHEREAS, the Parties also wish to further amend the contract to increase the total annual compensation from $5,295.12 to a new total not to exceed the amount of to $10,000.00, to accommodate any future increases in price. NOW THEREFORE, known by all these present, Parties, acting herein by the through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: I. AMENDMENTS The following term is hereby amended to either replace any conflicting term in the Original Agreement or shall be added to the terms and shall be binding and enforceable as if it was originally included therein and the amended agreement shall be referred to as the Contract in all future documents. 1. Compensation. City shall pay Vendor in accordance with the provisions of this Agreement and Exhibit "B," Price Schedule, on a unit-of-service basis. Total annual payments made under this Agreement by City will be based on the units of service actually requested by City and provided by Vendor and shall be in an amount not to exceed Ten Thousand Dollars ($10,000.00). 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. II. R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 1 of 6 DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 RENEWAL The Agreement is hereby renewed for its fourth renewal term beginning February O1, 2024 and ending January 31, 2025 unless otherwise terminated earlier in accordance with the terms of the Agreement. III. ALL OTHER TERMS SHALL REMAIN THE SAME All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. IV. ELECTRONIC SIGNATURE This Amendment 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. [SIGNATURE PAGE FOLLOWS] Page 2 of 6 R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth B":Valerie Was��ov�202311:11 CST) � Name: Valerie Washington Title: Assistant City Manager Date: Nov 13, 2023 Approval Recommended: BV:J s Davis (Nov 13, 2023 09:07 CST) J Name: Jim Davis Title: Fire Chief Attest: �a��eite-.S. Crr�as7aCG Jannette S. 600dall (Nov 13, 2023 11:16 CST) By. Name: Jannette Goodall Title: City Secretary VENDOR: 4F F�RT�dd a> �� d0 a°�o 9-io °°p�� ° daan aezp5aa R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. 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. BV;Br a Ray (Nov 10, 202314:08 CST) > Name: Brenda Ray Title: Fire Purchasing Manager Approved as to Form and Legality: �� By: Name: Taylor Paris Title: Assistant City Attorney Contract Authorization: OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 3 of 6 DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 Sign In Enterprises Inc. DocuSigned by: a�,s�. r��. B�1; 51832E1BFB764B6... Name: Ahsan Mian Title: General Counsel 11/10/2023 Page 4 of 6 R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 EXHIBIT B Sign In Solutions� Order Form Date:2024-01-31 Account Name: City of Fort Worth Account Address: 200 Texas Street Fort Worth, TX, 76102 United States Recurring Fees Product Start Date End Date Term (mos) Quantity Unit Price Total Annual Signln 2/1/2024 1/31/2025 12 2 USD 2,779.92 USD 5,559.84 USD 5,559.84 Enterprise - Enhanced Total Term: Total Annual: $5,559.84 $5,559.84 Pricing Information. Hardware not included unless explicitly agreed otherwise. All amounts must be paid via digital payments (ACH, EFT, Wire, International Bank Transfer IBAN and Swiftcode or Credit Card). Credit Card may only be used for amounts less than $50,000 Currency:USD Payment Terms: Net 30 Billing5chedule:100% Upfront Renewal Increase: 5% Additional Information: Purchase Order & Billing Information PO required? Y N Bill To contact: If yes, provide PO#: Fletcher Jackson Tax-exempt entity? Y N Bill To e-mail: fletcher.jackson @fortworthtexas.gov If yes, provide a copy of the exemption certificate Page 5 of 6 R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. DocuSign Envelope ID: B6CCF349-BC46-40E6-A460-8EF258EFCC80 i Sign In Solutions� Terms of Service. Negotiated Terms and Conditions This Order Form, together with the Software-as-a-Service Agreement dated February 20, 2020 (the "AgreemenY'), constitutes your entire agreement with Sign In Enterprise Inc. ("SIS") with respect to the subject of this Order Form. Except as expressly provided for in the Agreement, no modification to the Agreement shall be effective unless in writing and signed by You and SIS. Name: Signature: Title: Date Signed: This Order Form is your agreement. Page 6 of 6 R4 A3 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Sign In Enterprises, Inc. �� p��, 53590-R3A2 THIRD RENEWAL AND SECOND AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 53590 BETWEEN CITY OF FORT WORTH AND SIGN IN ENTERPRISE INC. This Third Renewal and Second Amendment to Fort Worth City Secretary Contract No. 53590 is made between the City of Fort Worth ("Fort Worth" or "City"), a municipal corporation and Sign In Enterprise/Traction Guest, Inc. ("Vendor"). City and Vendor shall be referred to as a Party and collectively as the Parties. WHEREAS, City and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 53590 with the second term from February O1, 2022 to January 31, 2023 (the "Agreement"); WHEREAS, the Agreement's original total compensation was an amount not to exceed $5,166.00 WHEREAS, the Parties wish to renew the Contract for its third renewal term from February O1, 2023 to January 31, 2024; WHEREAS, the Parties also wish to amend the Contract to change the name of the Vendor from Traction Guest, Inc. to Sign in Enterprise, Inc. ("Vendor"); and WHEREAS, the Parties also wish to further amend the contract to increase the total annual compensation from $5,166.00 to a new total not to exceed the amount of to $5,295.12. NOW THEREFORE, known by all these present, Parties, acting herein by the through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: I. AMENDMENTS The following term is hereby amended to either replace any conflicting term in the Original Agreement or shall be added to the terms and shall be binding and enforceable as if it was originally included therein and the amended agreement shall be referred to as the Contract in all future documents. 1. The Parties hereby agree to amend the Agreement to change the name of the Vendor from Traction Guest Inc. to Sign In Enterprises Inc. 2. Compensation. City shall pay Vendor in accordance with the provisions of this Agreement and E�ibit "B," Price Schedule, on a unit-of-service basis. Total annual payments made under this Agreement by City will be based on the units of service actually requested by City and provided by Vendor and shall be in an amount not to exceed Five Thousand Two Hundred Ninety-Five Dollars and Twelve Cents ($5,295.12) at the per-unit prices indicated in Exhibit B. 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 OFFICIAL RECORD CITY SECRETARY Page 1 of 5 R3 A2 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Traction Guest, Inc. FT. WORTH, TX CSC No. 52590-R3A2 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. II. RENEWAL The Agreement is hereby renewed for its third renewal term beginning February O1, 2023 and ending January 31, 2024 unless otherwise terminated earlier in accordance with the terms of the Agreement. III. ALL OTHER TERMS SHALL REMAIN THE SAME All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. IV. ELECTRONIC SIGNATURE This Amendment 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. [SIGNATURE PAGE FOLLOWS] Page 2 of 5 R3 A2 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Traction Guest, Inc. CSC: No. �2590-R3A2 Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth •Yds.NI�- • - B37�raleri�Washington (Dec 6, 202214:05 CS� Name: Valerie Washington Title: Assistant City Manager Date: �ec s, Zo22 Approval Recommended: By.J s Davis (Dec 6, 202211:32 CSn Name: Jim Davis ,p.-p.4bUj�� Title: Fire Chief aa FORr �a Attest: oF00000000 �aa ��.o ° o�� o o� �° °x 0 0 a o 0 0 ��o a �< d� ° oo ,� �000000 p 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. �� B37; Ma rk Rauscher (Dec 5, 202216:16 CST) Name: Mark Rauscher Title: Assistant Fire Director Approved as to Form and Legality: �— By: //� � Name: Taylor Paris Title: Assistant City Attorney Tanne�fe S. Gaadall �"'ana � Contract Authorization: B37: Ja n nette 5. Goodall (Dec 7, 2022 0827 CST) Name: Jannette Goodall Title: City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 3 of 5 R3 A2 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Traction Guest, Inc. CSC No. 52590-R3A2 VENDOR: Sign In Enterprises Inc. � By: Name: Shannon Ayers Title: Chief Financial Officer Page 4 of 5 R3 A2 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Traction Guest, Inc. �� , �� EXHIBIT B Effective Date: Feb 01, 2023 Legal Business Name: City of Fort Worth Business Address: 200 Texas St., Fort Worth TX 76102 United States Generated On: Oct 25, 2022 Product Traction Guest Location - Device - Enhanced Subscription Total for Traction Guest Traction Guest Order Form. Subscription Total Dates Licenses Feb 01, 2023 - Jan 31, 2024 rnncriov ruest . Monthly Cost 2 $441.26 Total 55,295.12 i5,295.12 Pricing Information. Hardware not included. All amounts must be paid via digital payments (ACH, EFT, Wire, or Credit Card�. Credit Card may only be used for amounts less than $10,000 100% Upfront Net 30 60 Day Renewal Incentive Pricing =$5,295.12 if renewal orderform signed before December 2nd 2022 �$129.12 Savings) Renewal Pricing after 60 days =$5,424.24 Purchase Order & Billing Information PO required? Y N Bill To contact: If yes, provide PO#: Bill To e-mail: Bill To mailing address (if otherthan business address): Tax-exempt entity? Y N If yes, provide a copy of the exemption certificate ` � Page 5 of 5 R3 A2 to Fort Worth City Secretary Contract No. 53590 CFW and Agreement Traction Guest, Inc. Za¢T RQRTFt ,: � F � w ��p�g�� ROUTI NG AN D TRANSM ITTAL FORM For contracts or other documents requiring ACM signature From: Dr. Maribel Martinez-Mejia, Emergency Management Coordinator, Fire Department, Office of Emergency Management Division Maribel.Martinez@fortworthtexas.�ov, 817-392-6173 Date: November 10, 2021 Subject: Contract Renewal No. Two (53590) with Traction Guest, Inc. Software for tracking guests/employees entering the facility allows staff to add screening questions for COVID, etc. Renewal Period — Feb 1, 2022 — Jan 31, 2023 Amount— Current renewal amount is $5166.00. Funded — UASI Grant Funds �_�• ..,�a�.. �a—� Contract SME Assistant EMC Amanda Everly amanda.everlv@fortworthtexas.�ov This technology also Contract Mana�er Assistant Fire Chief Raymond Hill Ravmond.hill@fortworthtexas.�ov Signature Routing Step (City) 1 Assistant Fire Chief Raymond Hill 2 Fire Chief Jim Davis 3 Assistant City Attorney Taylor Paris 4 Assistant City Manager Valerie Washington 5 City Secretary's Office 6 7 cc. Amanda Everly, Misty Davila 8 FU RT W� RT H o CSC N o. 53590-R2 CITY OF FORT WORTH CONTRACT RENEWAL NOTICE November 9, 2021 Traction Guest, Inc. 2700 Production Way, 5th floor Burnaby, BC V5A OC2 Email: sram@tractionguest.com Phone: 778.321.7449 Re: NOTICE OF CONTRACT RENEWAL Traction Guest, Inc. Contract No. CSC No. 53590 (the "Agreement") Renewal Term No. 2: February 1, 2022 to January 31, 2023 The above referenced Agreement will expire on January 31, 2022. Pursuant to the Agreement, as amended, renewals are at the sole option of the City (Customer). This letter is to inform you that the City is exercising its right to renew the Agreement for an additional one year period, which will begin immediately upon the expiration of the current term and will end on January 31, 2023. All other terms and conditions of the Agreement remain unchanged. Please submit a copy of your current insurance certificate, via email, to camillia.rvan(c�forlworthtexas.qov after acknowledging receipt of the Notice of Contract Renewal notice. Failure to provide a signed acknowledgement does not affect the renewal. Please log into the PeopleSoft Supplier Portal at http://forlworthtexas.gov/purchasing to insure that your company information is correct and up to date. If you have any questions concerning this Contract Renewal Notice, please contact me at the telephone number listed below. Sincerely, Maribel Martinez-Mejia PhD CEM Fire Department/Office of Emergency Management 817-392-6173 — Direct SIGNATURE SHEET FOLLOWS CONTRACT 53590_RENEWAL NO 2_TRACTION GUEST, INC. Re: NOTICE OF CONTRACT RENEWAL Traction Guest, Inc. Contract No. CSC No. 53590 (the "Agreement") Renewal Term No. 2: February 1, 2022 to January 31, 2023 VENDOR: I hereby acknowledge receipt of the Contract Renewal Notice for CSC No. 53590 for a one-year period ending on January 31, 2023 SuKhi Rarn Authorized Signature: S�kh°Ram�Na�la,20210928PST) Traction Guest, Inc., Corporate Council CITY OF FORT WORTH: City Attorney ��- Taylor Paris, Assistant City Attorney Date: Nov 10, 2021 M�C No. NIA te. ' Contract Compliance Manager: �Y�, dH�uMwio,zaziaasscsr) Raymond Hill, Assistant Fire Chief Recommended By: ATTEST: � oa��:(No�io,zaziia:ii[sr) James E. Davis, Fire Chief ��"" .�`"` !� `"'� Ronald P. Gonzales, Acting City Secretary V�12`i2 Warl�i�rA��r va�e��ewasnm�on�rvoen,z aw:sscsq Valerie Washington, Assistant City Manager Nov 11, 2021 Date CONTRACT 53590_RENEWAL NO 2_TRACTION GUEST, INC. Effective Date: Feb 01, 2022 � TRACTION Legal Business Name: City of Fort Worth � u eSt Business Address: 200 Texas St., Fort Worth TX 76102 United States Generated On: Oct 26, 2021 Traction Guest Order Form. Product Subscription Total Monthly Total Dates Licenses Cost Traction Guest Location - Device - Feb 01, 2022 - Jan 31, 2023 2 $215.25 $5,166.00 Enhanced Subscription Total for Traction Guest $5,166.00 Hardware not included. Information. All amounts must be paid via digital payments (ACH, EFT, Wire, or Credit Card). Credit Card may only be used for amounts less than $10,000 100% Upfront Net 30 Purchase Order & Billing Information PO required? Y N Bill To contact: If yes, provide PO#: Bill To e-mail: supplierinvoices@fortworthtexas.gov camillia.ryan@fortworthtexas.gov Bill To mailing address (if other than business address): Tax-exempt entity? Y N If yes, provide a copy of the exemption certificate �� ' � � � � ' � � Terms of Service. Master License Agreement - Terms and Conditions This Order Form, together with the Agreement signed between the two parties on Feb 20, 2020 (together the "Terms and Conditions"), constitutes your entire agreement with Traction Guest Inc. ("Traction Guest") with respect to the subject of this Order Form. By signing this Order Form, you acknowledge that you have read, understood and agree to the Terms and Conditions. No modification to this agreement shall be effective unless in writing and signed by You and Traction Guest. Name: Valerie Washington Vql2`i2 lNa�ri�rA��r Signature: �e�.,�eWa,��a�cNo�ll,= ia9ssa� Title: Assistant City Manager Date: Nov 11, 2021 This Order Form is your agreement. � � ' � � � � ' � � F�(�RT ��RTH�, CITY OF FORT WORTH CONTRACT RENEWAL NOTICE December 16, 2020 Traction Guest, Inc. 2700 Production Way, 5� floor Burnaby, BC V5A OC2 Email: sram@tractionguest.com Phone: 778.321.7449 Re: NOTICE OF CONTRACT RENEWAL Traction Guest, Inc. Contract No. CSC No. 53590 (the "Agreement") Renewal Term No. 1: February 1, 2021 to January 31, 2022 CSC No. 53590-R1 The above referenced Agreement will expire on January 31, 2021. Pursuant to the Agreement, as amended, renewals are at the sole option of the City (Customer). This letter is to inform you that the City is exercising its right to renew the Agreement for an additional one year period, which will begin immediately upon the expiration of the current term and will end on January 31, 2022. All other terms and conditions of the Agreement remain unchanged. Please submit a copy of your current insurance certificate, via email, to camillia.ryan(c�forlworthtexas.gov after acknowledging receipt of the Notice of Contract Renewal notice. Failure to provide a signed acknowledgement does not affect the renewal. Please log into the PeopleSoft Supplier Portal at http://forlworthtexas.gov/purchasing to insure that your company information is correct and up to date. If you have any questions concerning this Contract Renewal Notice, please contact me at the telephone number listed below. Sincerely, i� Maribel Martinea (Dec 17, 202016:05 C5� Maribel Martinez-Mejia PhD CEM Fire Department/Office of Emergency Management 817-392-6173 — Direct SIGNATURE SHEET FOLLOWS OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CONTRACT RENEWAL 53590_TRACTION GUEST, INC. Page 1 of 3 CITY OF FORT WORTH !�G� � G� GU /�L By. ValerieWashington(Dec30,202012.35 Name: Valerie Washington Title: Assistant City Manager APPROVAL RECOMMENDED: By. J s D�vis (Dec 22, 2020 14:05 CST) Name: James E. Davis Title: Fire Chief a� FORp�G�a� � Oo 000000000�Y�� ATTEST: a� ° 09` �vo �_ � ��(((o 0y � T� p o T F (/�� A po po ,C /�/��//��✓ I� �� aEXASa4'.� By: Name: Mary Kayser Title: City Secretary TRACTION GUEST, INC. S�Gt/��a�t By: Sukhi Ram (Dec 17, 20201620 PST) Name: Sukhi Ram Title: Corporate Counsel 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. f�o� R,vd2y'frr�iv B Homer Robertson (Dec 22, 202013:59 CST) y Name: Homer Robertson Title: Assistant Fire Chief APPROVED AS TO FORM AND LEGALITY: TB Stran By. J B Strong (Dec , 202010:12 CST) Name: John B Strong Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: N/A Date Approved: Form 1295 Certification No.: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX CONTRACT RENEWAL 53590_TRACTION GUEST, INC. Page 2 of S Effective Date: Feb 01, 2021 Legal Business Name: City of Fort Worth Business Address: 200 Texas St., Fort Worth TX 76102 United States Generated On: Dec 16, 2020 �TRACTION r u est Traction Guest Order Form. Product Subscription Total Monthly Total Dates Licenses Cost Traction Guest Location - Device - Feb 01, 2021- Jan 31, 2022 2 $205.00 $4,920.00 Enhanced Subscription Total for Traction Guest $4,920.00 Pricing Information. Hardware not included. 100% Upfront Net 30 The City of Fort Worth will be able to purchase additional licenses at $205/month per device any time during this 12 month term. Purchase Order & Bill To Information. Bill To contact: AMANDA EVERLY PO required? Y N Bi�� To e-mai�: amanda.everly@fortworthtexas.gov Bill To mailing address: If Yes, provide PO# (if not business address) Terms of Service. Master License Agreement - Terms and Conditions This Order Form, together with the Agreement signed between the two parties on Feb 20, 2020 (together the "Terms and Conditions"), constitutes your entire agreement with Traction Guest Inc. ("Traction Guest") with respect to the subject of this Order Form. By signing this Order Form, you acknowledge that you have read, understood and agree to the Terms and Conditions. No modification to this agreement shall be effective unless in writing and signed by You and Traction Guest. Name: Signature: Title: Date: This Order Form is your agreement. CONTRACT RENEWAL 53590_TRACTION GUEST, INC. Page 3 of 3 �� ' � � � CSC No. 53590-A1 !`-� � �` F 8',; �p� 2 � ;- FIRST AMENDMENT TO r,ir�, o� Fo�s; , FORT WORTH CITY SECRETARY CONTRACT NO. 53590 �; - - - � This First Amendment to Fort Worth City Secretary Contract No. 53590 ("First Amendment") is rnade between the City of Fort Worth ("Fort Worth"), a municipal corporation and Traction Guest, Inc., 1�British Columbia corporation� �"Vendor"�. WHEREAS, Fort Worth and Vendor entered into an Agreement identified as Fort Worth City Secretary Contract No. 53590 beginning February 20, 2020 (the "Agreement"); and WHEREAS, it is the collective desire of both Fort Worth and Vendor to amend the Agreement to include an annual not-to-exceed amount. NOW THEREFORE, known by all these present, Fort Worth and Vendor, acting herein by the through their duly authorized representatives, agxee to the following terms, which amend the Agreement as follows: 1. The Agreement is hereby amended by adding Section 5. Compensation, in the Agreement as follows: City shall pay Vendor an amount not to exceed $50,000.00 annually, in accordance with the provisions of the Agreement (currently $205.00 per device, per month), which is attached hereto and incorporated herein for all purposes. Upon request of additional services from City, Vendor shall submit an Order Form substantially similar to the Order Form attached hereto as Exhibit A. A Purchase Order shall be issued as City approval of purchase and authorization for payment. Vendor shall not perform any additional services for the City not specified in 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 City first approves such expenses in writing. The City agrees to pay all invoices of Vendor within thiriy (30) days of receipt of such invoice. 2. All other terms, provisions, conditions, covenants and recitals of the Agreement not expressly amended herein shall remain in full force and effect. [Signature Page Follows] O��o��.� �E��RD ��i� �ECRETe4RY � �- �p��g��' e�`'.. �`�' 'a First Amendment to Fort Worth City Secretary Contract No. 53590 Page 1 of 2 Executed effective as of the date signed by the Assistant City Manager below. FORT WORTH: City of Fort Worth �� .�� B Valerie Washington (Apr 23, 20?O) Y� Name: Valerie Washington Title: Assistant City Manager Date: Aj�l" 23� 2020 Approval Recommended: B�7; � s c rApr 14, 2L�2Q) Name: James E. Davis Title: Fire Chief Attest: By: ��l�l/ � Name: Mary Kayser Title: City Secretary VENDOR: Traction Guests, Inc. �� B}7; Sukhl#tam(Apr]Q,2020) Name: Sukhi Ram Tltle: Corporate Counsel Date: Apr 10, 2020 ��F F�� ;: .�� ` •S� ti �M .0,�.�...,.. � .. First Amendment to Fort Worth City Secretary Contract No. 53590 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 r�quirements. 9Ydlx�az ��it.f",l.�iz B Homer Robe�rlson (Apr 14, 2020) Y� Name: Homer Robertson Title: Assistant Fire Chief Approved as to Form and Legality: B JBStr`�04, 020) Y� Name: John B. Strong Title: Assistant City Attomey Comtract Authorization: Contract increase authorized by Emergency Memo approved by Department of Law and Purclaasing on March 18, 2020 _� .. - --- _� OFFICIA� itEC�R� ; CIT1f SECRE�'ARY � �T. VHORTH, �� : Page 2 of 2 EXHIBIT "A" TO FIRST AMENDMENT Dater March 18, 2020 Legal Business Name: City of Fort Worth Business Address: 200 Texas Street, Fort Worth, TX 76102 �TRACTION �uest Traction Guest Order Form. Product Effective Dates Total # of Total PO # from Fort Worth Devices Enhanced Feb 1 2020-Jan 31 2021 2 $4,920.00 CFW01-20-0071 Enhanced Mar 18 2020-Jan 312021 2 $4,305.00 FW036-0000001719 Enhanced Mar 18 2020-Jan 312021 1 $2,152.50 FW036-0000001721 Total Annual Commitment for Traction Guest $11,377.50/year Total is quoted at $205/month per device for Enhanced. Payment due net 30. Hardware not included. informationa This Order Form replaces the order form signed on February 28, 2020 between the parties. Terms of Service. This Order Form including the Special Terms attached below, together with the terms and conditions https://tractionguest.com/tos/. constitutes your entire agreement with Traction Guest Inc. ("Traction Guest") with respect to the subject of this Order Form. By signing this Order Form, you acknowledge that you have read, understood and agree to the Terms and Conditions. No modification to this agreement shall be effective unless in writing and signed by You and Traction Guest. This Order Form is your agreement. Name Signature: Title: Date: Bill To Contact: Bill To Email: � � � ' SPECIAL TERMS EXHIBIT A TO FIRST AMENDMENT 1. Limitation of Liability and Indemnity To the extent the Terms and Conditions, in any way, limits the liability of Traction Guest or requires You to indemnify or hold Traction Guest or any third party harmless from damages of any kind or character, You hereby disagree to these terms and any such terms are hereby deleted from the Terms and Conditions and shall have no force or effect. 2. Proper Law- This Agreement shall be governed by and construed in accordance with the laws of the State of New York. 3. Fiscal Funding Out In the event no funds or insufficient funds are appropriated by You in any fiscal period for any payments due hereunder, You will notify Traction Guest 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 You of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4. Renewal Unless otherwise agreed in writing, this Agreement may be renewed as many times as You may deem fit, however, it is hereby agreed by the parties that upon every renewal, a City of Fort Worth renewal letter with an attached Order Form is to be executed capturing all changes made to the Agreement or any pricing policy, if the same is applicable. .� r.1 � QATE: TO: FROM RE: MARCH 18, 2020 JOHN B. STRONG, ASSISTANTATfORNEY CYNTHIA GARCIA, ASSfSTANT FINANCE QIRECTQR JAMES E QAVIS, FIRE CHIEF • ' ' j • • • Y � • i ! i' i i' • -t « 1 1 -• � , � a •1 • � . a t. ,.• • •.� . a i i- i' il r r i a �''I Ii a, a � • •- � a � 1 ' i. •- • • i a i �r t� a i • �a -� �• • a t- -• • a • -•' •- '-r a i � +� 1 11i • a -• -• . ..• • .w• � . . . � i . . . i, � .. . r � . .. � . � . . • � i'r • . • � ' -• • r � r -�' r �- r • a �- • � who has tested positive for COVID-19; and, if they have a fever. It is imperative screening start Emmediateiy. � � # 'I. • i �. ��:' • ' C i ': i • . . � � � . . � •; • � � a s�.i.��/�f� as�.ir� : � � �f � • Tqmes D9vi5 Janxs �avis (h9ar 16, 2020) JAMES E. DAVfS, FIRE CHIEF �70% ��.�i�i�-g�i�� 'g�� Jol�n Padinjaravila Baby (Ntar 18, 2020) "^ a � . a ■ a. a : t. � � � ��: � �,: • ...% � .,. �� , � ' �' �: �• • . ...� 1 1 / � s �� i t . a i�, � DocuSign Envelope ID: 6E94B42C-5D6B-478B-8C40-D4176C3E3BB1 Date: Feb 20, 2020 Legal Business Name: City of Fort Worth Business Address: 200 Texas Street. Fort Worth. TX 76102 �TFACTION ruest� Traction Guest Order Form. Locations Effective Dates Total # of Devices Total Fort Worth Feb 1, 2020—Jan 31, 2021 2 $4,920.00 Total Annual Commitment for Traction Guest $4,920 USD/year Pricin� information. Total is quoted at $205 USD/month per device for the Enhanced plan. Payment due on receipt. Hardware not included. Unless otherwise agreed in writing, in the event this Agreement is renewed for a renewal term, provided such renewal is for the same plan and number of licenses as the previous term, Traction Guest will not increase the fees for such renewal term by greater than 5% of the fees for the orevious term. Terms of Service. Save and except the revised terms provided herein, the Order Form, together with the terms and conditions attached herein, (the "Terms and Conditions"), constitute your entire agreement ("Agreement") with Traction Guest Inc. ("Traction Guest") with respect to the subject of this Order Form. By signing this Order Form, you acknowledge that you have read, understood and agree to the Terms and Conditions. No modification to this agreement shall be effective unless in writing and signed by You and Traction Guest. In the event of conflict, the terms of provided in this Order Form shall control over the Terms and Conditions. u .� . .. .�. ..-u� To the extent the Terms and Conditions, in any way, limits the liability of Traction Guest or requires You to indemnify or hold Traction Guest or any third party harmless from damages of any kind or character, You hereby disagree to these terms and any such terms are hereby deleted from the Terms and Conditions and shall have no force or effect. • ..- .. This Agreement shall be governed by and construed in accordance with the laws of the State of New York. ��1�dR.T: � � • In the event no funds or insufficient funds are appropriated by You in any fiscal period for any payments due hereunder, You will notify Traction Guest 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 You of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. � :-.-,. Unless otherwise agreed in writing, this Agreement may be renewed as many times as You may deem fit, however, it is hereby agreed by the parties that upon every renewal, a City of Fort Worth renewal letter with an attached Order Form is to be executed capturing all changes made to the Agreement or any pricing policy, if the same is applicable. h'4cc� `�' cr . FB� t �`�:, � `jFF �,?O?,. , -' ��ysF�R�r�� 0 This Order Form is your agreement. �: � Y SECRETARY . CvS�TRACTNO. �.��1�9 � - . — __. _. --- ; � ��. ��c�� CIiY SEC�2ETARY FT. VI��RTH, TX DocuSign Envelope ID: 6E94B42C-5D6B-478B-8C40-D4176C3E3BB1 City of Fort Worth Name: Signature: Title: Date: Bill To Contact: Bill To Email: � � � � DocuSign Envelope ID: 6E94B42C-5D6B-478B-8C40-D4176C3E3BB1 ACCEPTED AND AGREED: CITY Gr r i�ic i w i�ic i ri B �'—..� � .�------ Y� Name: Kevin Gunn� Title: Assistant City Manager APPROVAL RECOMMENDED By: / '�/ _ : � Name: Roger Wrig t Title: Interim IT Solutions Director ATTEST: By: � + Name: ary J. Ka � Title: City Secretary" Traction Guest Inc. DocuSigned by: By: I j u.��,i �'aH, `-0D E 38D97034C9... Name: su�C�i� Ram �1 �� "' ��'`��, : °�.��.,a�: �- : . � , � �. ��y�, 2/20/2020 Tttle: corporate counsel 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: � Name: Mar Deboer Title: Interim Assistant Director, IT Solutions APPROVED AS TO FORM AND LEGALITY: // ( By: � Name„ J n Strong Title: Assistant City ttorney CONTRACT AUTHORIZATION: M&C: N/A Date Approved: Form 1295 Certification No.: NA �FF�C�A� R�CORD �IN SECREI'ARY FT. `�V�RTH, T�(