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Home My WebLink AboutContract 62360Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 Service order Or) sproutsociali CSC No. 62360 Agreement For City of Fort Worth, TX - Central Communications Billing Information Billing Street Billing Email 200 Texas St Billing City Billing Method Check Fort Worth Billing State/Province Billing Frequency Annual Texas Billing Country United States Billing Zip/Postal Code 76102 Professional Plan Unlimited Profiles Additional Users Net Terms Due on receipt Payment Portal Used? 1.00 1.00 2.00 Total Investment: USD 3,994.92 OFFICIAL RECORD CITY SECRETARY Page 1 of 3 FT. WORTH, TX Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 sproutsocial Prices shown above do not include any state and local taxes that may apply. Any such taxes are the responsibility of the Subscriber and will appear on the final invoice. Is the contracting entity exempt from sales tax? Please select Yes or No: If yes, please complete the following: Tax Exempt ID: Purchase • Is a Purchase Order (PO) required to be attached to this Service Order for the purchase or payment of the products on this Service Order? Please select Yes or No: If yes, please complete the following: PO Number: Page 2 of 3 Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 sproutsocial CA Service Order Terms and Conditions This Service Order is governed by, and the Services are provided subject to, the terms and conditions of the Terms of Service, which includes the respective Product- Specific Terms, available for review at sproutsocial.com/terms/ ("Agreement") and is expressly incorporated by reference into this Service Order. All defined terms shall have the meaning ascribed to them in the Agreement. Any terms or conditions listed on Subscriber's purchase order or other similar document that Sprout Social does not specifically and expressly accept in writing are hereby rejected. Unless otherwise set forth above or in the Agreement, Sprout Social requires payment made in advance of the subscription period. Except as otherwise expressly stated in the Agreement, all fees paid hereunder are nonrefundable and all subscriptions purchased herein are non -cancelable. All fees set forth in this Service Order do not include applicable taxes that may apply. This Service Order and the Services set forth herein, including any additional users and any other add-ons added during the subscription term, will automatically renew for additional periods equal to the length of the subscription term set forth above unless either party provides written notice to the other party at least 30 days prior to expiration. Subscriber must email its Customer Success Manager or mailto:successteamna soroutsocial.com to provide such notice. Sprout Social or its Affiliates, may use Subscriber's name or logo on its or their website(s) or in any promotional materials, press releases, investor materials, and other stockholder communications. Sprout Social and Its Affiliates, as applicable, will comply with any reasonable written logo guidelines provided by Subscriber in writing. If Professional Services (as defined in the Agreement) are delivered to Subscriber in connection with the services described above or pursuant to a Statement of Work attached to this Service Order, Subscriber agrees that it will: (1) be available for discovery call if requested; (ii) cooperate in all matters relating to the Professional Services and appoint an employee or representative of Subscriber to serve as the primary contact who will have the authority to act on behalf of Subscriber with respect to the Professional Services; (Ili) respond promptly to any request to provide direction, information, approvals, authorizations or decisions that are reasonably necessary for performance of the Professional Services; (iv) provide the information Sprout Social may reasonably request in order to carry out the Professional Services; and (v) if the Professional Services involve implementation of Listening Product, Subscriber will provide a full list of any needed keyword inclusions (branded hashtags or handles). If Sprout Social's performance of its obligations under this Service Order or the Agreement are prevented or delayed by any act or omission of Subscriber or its agents, subcontractors, consultants or employees, Sprout Social will not be deemed in breach of its obligations under this Service Order or the Agreement or otherwise liable for any costs, charges or losses sustained or incurred by Subscriber, in each case, to the extent arising directly or indirectly from such prevention or delay. Subscriber acknowledges and agrees that Sprout Social shall have the right to access its account for the purposes of onboarding, implementation, and/or Initial product training. Such services shall be completed within four (4) weeks from the Subscription Start Date unless otherwise delayed by Subscriber. All one-time service hours within this Service Order are subject to expiration after ninety (90) days from the Subscription Start Date. Name: eyne Telles Title: Chief Communications Officer Signature: #ef.,A(Q,o Reyfn�e a (Ivov 22, 202416:21 CST) Date: 11/22/2024 Name: Dinmark Abanto Title: Manager,Renewals, Mid Market Signature: �iw*ot ll�AlAZb roy�4or,no�vorrh... Date: November 18, 2024 Page 3 of 3 Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 The parties authorized signatories have duly executed this Amendment. State Government Agency Signature: `� :, . Legal Name: Print Name: ReyneTelles Title: Chief Communications Officer Date: 11/22/2024 Sprout Social ocuSlgnedby: -ll�I.IMAY�c. Signature: Print Name: i nmar alto Title: Manager,Renewals, Mid Market Effective Date: "ovemner lu, zuz4 Page 2 of 2 Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 EXHIBIT A Amendment to Sprout Social Terms of Service (Applicable to State Government Agencies) This Amendment to Sprout Social Terms of Service ('Amendment") is an agreement between Sprout Social, Inc., including its affiliates (collectively, "Sprout Social") and subscriber who is a state government agency ("State Government Agency" or "You" or "Your"), effective as of the date signed by Sprout Social. Sprout Social and State Government Agency (together, the "Parties") agree that modifications to Sprout Social's general terms of service available at www.sproutsocial.com/terms ("Agreement"), are appropriate to accommodate Your status as a public entity as a State Government Agency. Accordingly, the Agreement is hereby modified by this Amendment as it pertains to Your use of the Service. Capitalized terms that are not expressly defined in this Amendment shall have the meaning ascribed to them in the Agreement. Indemnification. All provisions of the Agreement whereby You indemnify Sprout Social shall be deemed effective only to the extent permitted by law. Governing Law and jurisdiction. Provisions in the Agreement related to governing law and arbitration are hereby deleted and shall remain silent to the extent the State Government Agency requires governing law to be the state in which State Government Agency is located. Automatic renewal of subscription. Provisions in the Agreement related to an automatic renewal of Your subscription shall be deemed to be hereby deleted and not apply. The Parties may, by written mutual agreement, agree to renew the Agreement for up to four one-year renewal terms. No Mandatory Arbitration. To the extent the Agreement requires mandatory arbitration to resolve conflicts, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. Right to Audit. Sprout Social agrees that City shall, until the expiration of three (3) years after final payment under the Agreement, have access to and the right to examine any directly pertinent books, documents, papers and records of Sprout Social involving the financial transactions relating to the Agreement. Sprout Social agrees that City shall have access during normal working hours to all necessary Sprout Social facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. Any such audits will be at the City's expense, conducted no more than once annually, and City shall give Sprout Social reasonable advance notice of intended audits. The parties shall mutually agree on reasonable timing, scope, and security controls applicable to the audit (including without limitation restricting access to Sprout Social's trade secrets and data belonging to Sprout Social's other customers). Attorneys' Fees. To the extent the attached Agreement requires City to pay attorneys' fees for any action contemplated or taken, City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. [SIGNATURE PAGE TO FOLLOW) Page 1 of 2 Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 The parties authorized signatories have duly executed this Amendment. State Government Agency Signature:«« a Legal Name: Print Name: Reyne'relles Title: Chief Communications Officer Date: 11/18/2024 Sprout Soci 1961pn,dby: Signature ViVAPA a mk6 , MrFIRM Print Name: 4°banro Title: Manager,Renewals, Mid Market Effective Date: "ovewer lu, zu<<+ Page 2 of 2 Docusign Envelope ID: E3ED2805-6579-4A13-9BE3-CE6AE95FFEB0 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Reynew22,202416:21 CST) Name: Reyne Telles Title: Chief Communications Officer Approved as to Form and Legality: By: v Name: Taylor C. Paris Title: Assistant City Attorney Contract Authorization: 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: Carmen Castro Title: Assistant Director Communications & Public Engagement City Secretary: Name: Jannette S. Goodall M&C: N/A Title: City Secretary 4.o4aoup�Il p o� FORT�aa� OVo =0 �o Pa4� nEXA?a OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX