HomeMy WebLinkAboutContract 45850 CITY SECRETAW, ,
CONTRACT NO,2L_a
Civic Industries,LLC
Civic Insight Order Form
This Order Form is placed by the undersigned customer("Custamer")with Civic Industries,LLC("Civic
Industries")for the products and services identified in and in accordance with the Scope of Services set forth
in Exhibit A and the Civic Insight Terms and Conditions set forth in Exhibit B. This Order Form,along with the
attached exhibits,are referred to collectively as the"Agreement," By signing this Order Form,Customer
agrees to the Terms and Conditions set forth in Exhibit B. This Agreement will be effective on the date set
forth below('Effective Date"),,
The service will include Civic Industries'web-based application as further described in the Scope of Services,
including any updates and upgrades made available to Customer by Civic Industries("Service"). As part of
the Service,if indicated in the Scope of Services,Civic Industries will provide Customer with integration and
technical support services as described in the Scope of Services,
IN WITNESS WHEREOF,the parties have caused this Agreement to be executed by duly authorized
representatives of the parties as of the Effective Date.
Effective Date:August 2014
CUSTOMER Civic 1NDvsTRj*.,s.LLC
QTY OF FORT OR
By: By:
Si A� ture Signature
Name: ,r �4
Name:
Print or Type Print or Type
Title: _ Title:,
DateDate: ...... ...... ....... Z"L .....°°................
Address: 1000Throckmorton St. Address. 155 9th St
Port Worth,"rexas 76102 San Francisco,CA 94103
APPROVE AS TO FORM
AND LEG I
By:
Jessica San svang As,ista CityAttcorney
Contract Authorizatiom Qf F 20
MSC: 000 a r
ATTEST-' %0
By- 0
00
Mary J.ICayse m �
City Secretary'
As OFFICIAL Mono
�4b67 C'ITY SERRETARY
AWrement Between C'Mc,Industries,11C,and City of Fort Wonh h> ,
Pri WORTI�q 11 TX
Excaifion Copy 8f7/14 M
RECEIVED AUG
Exhibit A
Scope of Services
Hosted Services
• The hosted software application known as Civic Insight that provides real-time government data
about properties and includes the following features:
• Easy to use search interface with advanced options
1® Search by an exactor partial address spelling
2. Search for properties by street names
3® Perform queries based on multiple criteria
4. Integration with official address list
• Detailed property pages provide in-depth view of agency data in an easy-to-use interface
• Support for a live connection to agency data and a local cache for backup and performance
• Support for unlimited registered users and ability to"watch"'properties
• Support for an automatic email notification system to alert users of recent changes to data
• Site analytics and detailed reporting on usage
• Data analytics dashboard with up to five custornized graphs to provide high-level insights
• Infrastructure powered by Heroku (which. runs on to of Amazon AWS), a reliable, secure
and scalable service that automatically handles:
L operating system upgrades, kernel patches, and infrastructure software (e.g.
Apache,PostGIS,ssh,OpenSSL)updates to fix security vulnerabilities;
2® instant fixes in the case of failure of underlying hardware.
• Civic!Lisiglht ill e ae available to cover the following cit ; Fort tA�orth,TX
Integration,Services
• The one time integration fee (detailed in the "Fees" section below) which covers the integration of
the Civic Insight application with the following data management system:
o Socrata Open Data Portal
Technica!AyppRrt Services
• Civic Industries will provide up to 40 hours per year via phone and email to answer questions or
provide support necessary to keep the Services operable.
................ ...............
Initial,Subscription Term
• One year,commencing upon the go-live date,which will be mutually agreed upon by Customer and
Civic Industries.
• After the initial subscription term, Civic Industries will cease providing the Service and Customer
may not continue to use the Service unless Customer purchases an annual subscription to the
Se iced
Fees
• As part of a promotion made possible by Accela, Inc., this Agreement is entered into at no cost to
Customer and all regular fees associated with the first year of service will not be charged to
Customer(Accela is paying these fees on Customer's behalf),which include the following fees:
* The initial subscription term of the Civic Insight product;
* The one-time integration between Civic Insight and Customer's Accela solution;and
* Standard technical Luoort s ervices,
Agreement Between Civic Industries,LLC and City of Fort Worth 2 of
Execution Copy 8/7/14
• Any additional fees or costs for services requested by Customer to be provided by Civic Industries
in addition to or in excess of the services specified above will be negotiated between Customer and
Civic Industries (prior to the performance of such services) and will be set forth in a new
agreement and/or purchase order.
Agreement Between Civic Industries,LLC and City of Fort Worth 3 of 8
Execution Copy 8/7/14
Exhibit B
Civic Insight Terms and Conditions
1. Subscription Service. Subject to the terms and 7. Service Terms
conditions of the Agreement, Civic Industries will make the 7,1 Terms of Use and Privacy Policy. Customer agrees
Service available to Customer and its users on a hosted basis that access to and use of the Services by its users is subject to
during the Term.Civic Industries may update the functionality Civic Industries' privacy policy and terms of use set forth on
and user interface of the Service from time to time in its sole the Civic Industries website.
discretion as part of its continuing efforts to improve the
Service; however, any update will be implemented so as to 7.2 Customer Data Management Systems. Customer
minimize any disruptions to the Customer's service. acknowledges that it is Customer's responsibility to maintain
and operate (or have maintained and operated) the Customer
2. Restrictions. Customer will not: (a) copy, modify, or data management systems. As between the parties,Customer
reverse engineer all or any part of the Service or(b)upload or will be responsible for all costs or expenses that are incurred
transmit to or through the Service any customer data, to maintain and operate Customer's data management
information or any other material that contains viruses, systems.
malicious code or is intended to damage or interfere with the
Service. 8. Suspension,Termination,Dispute Resolution
3. Integration Services and Technical Support. Civic 8.1 Termination for Convenience. The Customer may
Industries will use commercially reasonable efforts to perform terminate this Agreement at any time and for any reason
the integration and technical support services described in the during the Initial Term,by providing Civic Industries with 30
Scope of Services. days'written notice of termination.
8.2 Termination for Cause. Either party may terminate this
4. Term. This Agreement will commence on the Effective Agreement upon written notice to the other party if the other
Date and will last for the duration of the initial subscription party materially breaches this Agreement and fails to correct
term set forth in the Order Form, unless earlier terminated such breach within thirty (30) days following written notice
pursuant to Section 8("Term"). The Term and this Agreement specifying such breach.
may be renewed only with the mutual consent of the parties
along with the written approval of Customer of the purchase of 8.3 Effect of Termination. Upon the expiration or earlier
the Service. termination of this Agreement, all rights and licenses granted
to Customer hereunder will terminate,Customer will cease all
5. Fees and Payment Term. Customer will pay Civic use of and access to the Service. Either party's termination of
Industries the fees (if any) as set forth in the Order Form this Agreement will be without prejudice to any other
("Fees"). Payment of any invoice is due within thirty(30)days remedies that it may have at law or in equity, and will not
from the receipt of invoice unless otherwise agreed by the relieve either party of liability arising prior to the effective date
parties. of termination. Sections 6, 0, Error! Reference source not
6. Proprietary Rights found., 10.4, 11 and 12 will survive any expiration or
6.1 Customer Materials.Customer grants Civic Industries a termination of this Agreement.
limited, royalty-free, non-exclusive license to use the data, 9. LIABILITY AND INDEMNIFICATION.
materials and information that it provides(or has provided)to 9.1 LIABILITX-CIVIC INDUSTRIES SHALL BE LIABLE AND
Civic Industries ("Customer Materials') for the purposes of RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS,
performing the Services and improving its products and PROPERTY DAMAGE AND/OR PERSONAL INJURY,
services and developing and creating new products and INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY
services. Subject to the foregoing, Customer owns and will KIND OR CHARACTER,WHETHER REAL OR ASSERTED,TO
retain all right, title and interest (including all intellectual THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR
property rights)in and to any Customer Materials. OMISSION(S), MALFEASANCE OR INTENTIONAL
6.2 Civic Industries Rights. Except for the limited right to MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS,
access and use the Service during the Term as expressly SERVANTS OR EMPLOYEES IN PROVIDING THE SERVICE.
granted to Customer in this Agreement,Civic Industries owns 9.2 INDEMNIFICATION - CIVIC INDUSTRIES HEREBY
and will retain all right, title and interest (including all COVENANTS AND AGREES TO INDEMNIFY, HOLD
intellectual property rights)in and to the Service and any data HARMLESS AND DEFEND THE CUSTOMER, ITS OFFICERS,
and information generated through use of the Service. Any AGENTS,SERVANTS AND EMPLOYEES,FROM AND AGAINST
rights not expressly granted herein are reserved by Civic ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR
Industries. In addition, if Customer makes any suggestions, CHARACTER,WHETHER REAL OR ASSERTED,FOR EITHER
enhancement requests, or recommendations, or provides any PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED
other feedback relating to the Service,then Civic Industries will DAMAGE OR LOSS TO CIVIC INDUSTRIES'S BUSINESS AND
have the right to freely use and otherwise exploit such ANY RESULTING LOST PROFITS) AND/OR PERSONAL
feedback in connection with the Service and Civic Industries' INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS,
other products and services without restriction. ARISING OUT OF OR IN CONNECTION WITH THIS
6.3 Use of Customer's Logo. The Customer's logo is AGREEMENT,TO THE EXTENT CAUSED BY THE NEGLIGENT
trademarked and may be used by Civic Industries only ACTS OR OMISSIONS OR MALFEASANCE OF CIVIC
pursuant to this Agreement. Customer hereby grants to Civic INDUSTRIES, ITS OFFICERS, AGENTS, SERVANTS OR
Industries,during the Term,a non-exclusive,non-transferable EMPLOYEES IN PROVIDING THE SERVICE.
license to display the Customer's name and logo designated by 9.3 COPYRIGHT INFRINGEMENT-Civic Industries agrees
Customer in providing design and hosting services pursuant to to defend,settle,or pay,at its own cost and expense,any
this Agreement. Civic Industries will use such Customer logo claim or action against the Customer for infringement of
in accordance with Customer's then-current logo usage any United States patent, copyright, trade secret, or
guidelines, if any, provided by Customer to Civic Industries similar property right arising from Customer's use of the
from time to time during the Term. hosted software and/or documentation in accordance with
Agreement Between Civic Industries,LLC and City of Fort Worth 4 of 8
Execution Copy 8/7/14
this agreement.Civic Industries shall have the sole right to INDUSTRIES WILL NOT BE LIABLE FOR ANY INDIRECT,
conduct the defense of any such claim or action and all SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE
negotiations for its settlement or compromise and to settle DAMAGES OF ANY KIND, HOWEVER CAUSED, EVEN IF CIVIC
or compromise any such claim, and Customer agrees to INDUSTRIES HAS BEEN ADVISED OF THE POSSIBILITY OF
cooperate with it in doing so.Customer agrees to give Civic SUCH DAMAGES.
Industries timely written notice of any such claim or 12. General Provisions.
action, with copies of all papers Customer may receive
relating thereto.If the software and/or documentation or 12.1 Notices.Notices required pursuant to the provisions of
any part thereof is held to infringe and the use thereof is this Agreement shall be conclusively determined to have been
enjoined or restrained or,if as a result of a settlement or delivered when (1) hand-delivered to the other party, its
compromise, such use is materially adversely restricted, agents, employees, servants or representatives, (2) delivered
Civic Industries shall, at its own expense and as by facsimile with electronic confirmation of the transmission,
Customer's sole remedy,either: (a)procure for Customer or (3) received by the other party by United States Mail,
the right to continue to use the software and/or registered,return receipt requested,addressed as follows:
documentation; or (b) modify the software and/or City of Fort Worth
documentation to make it non-infringing, provided that Attn:Assistant City Manager
such modification does not materially adversely affect 1000 Throckmorton
Customer's authorized use of the software and/or Fort Worth TX 76102-6311
documentation; or (c) replace the software and/or Facsimile:(817)392-8654
documentation with equally suitable, compatible, and With Copy to the City Attorney
functionally equivalent non-infringing software and/or At same address
documentation at no additional charge to Customer;or(d)
if none of the foregoing alternatives is reasonably Civic Industries
available to Civic Industries,terminate this agreement. Attn:Alex Pandel
10. Warranties 155 9th St
10.1 Service Warranty. Civic Industries warrants that the San Francisco,CA 94103
Services will be functional and available for access and use by 12.2 Assignment. This Agreement may not be assigned, in
Customer and its users during the Term. Customer's sole and whole or part, whether voluntarily, by operation of law or
exclusive remedy for Civic Industries'breach of this warranty otherwise, by Customer without the prior written consent of
will be to have Civic Industries use commercially reasonable Civic Industries. Any attempted assignment other than in
efforts to repair the Service to achieve the functionality accordance with this Section will be null and void. Civic
described in the Scope of Services, provided that if Civic Industries may only assign this Agreement (in whole or in
Industries is unable to restore any material functionality part) with the prior written consent of Customer. Subject to
within thirty (30) days of Customer's notification of the the foregoing,the rights and liabilities of the parties hereto will
problem, Customer may terminate the Agreement. Civic bind, and inure to the benefit of, the parties and their
Industries will have no obligation with respect to a warranty respective successors and permitted assigns.
claim unless notified of such claim within thirty (30) days of
the first instance of the applicable problem.The warranties set 12.3 Governing Law. This Agreement shall be construed in
forth in this Agreement are made to and for the benefit of accordance with the laws of the State of Texas. If any action,
Customer only.Such warranties will not apply if Customer has whether real or asserted, at law or in equity, is brought
used the Service other than in accordance with Civic pursuant to this Agreement,venue for such action shall lie in
Industries'instructions,this Agreement and applicable law. state courts located in Tarrant County, Texas or the United
States District Court for the Northern District of Texas, Fort
10.2 Integration and Technical Support Services. Civic Worth Division.
Industries warrants that the integration and technical support 12.4 Force Majeure. The Customer and Civic Industries shall
services will be performed in a professional manner in exercise commercially reasonable efforts to meet their
accordance with industry standards. respective duties and obligations as set forth in this
10.3 No Responsibility for Data Management Systems. Agreement, but shall not be held liable for any delay or
Customer acknowledges that the availability of the Services is omission in performance due to force majeure or other causes
dependent upon Customer's data management systems and beyond their reasonable control,including, but not limited to,
that Civic Industries has no control over the operation or compliance with any government law,ordinance or regulation,
maintenance of such data management systems. Accordingly, acts of God, acts of the public enemy, fires, strikes, lockouts,
Civic Industries will not be responsible, and Civic Industries natural disasters,wars,riots,material or labor restrictions by
disclaims any liability, for the loss of any functionality or any governmental authority, transportation problems and/or
availability of the Services that is due to Customer's data any other similar causes.
management systems. 12.5 Insurance.
10.4 Disclaimer of Warranties.THE WARRANTIES STATED
IN SECTIONS 10.1,AND 10.2 ARE THE SOLE AND EXCLUSIVE Civic Industries shall provide the Customer with certificate(s)
WARRANTIES OFFERED BY CIVIC INDUSTRIES. CIVIC of insurance documenting policies of the following minimum
INDUSTRIES MAKES NO, AND EXPRESSLY DISCLAIMS ALL, coverage limits that are to be in effect prior to
OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR commencement of any work pursuant to this Agreement:
IMPLIED. 12.5.1 Coverage and Limits.
11. Limitation of Liability.TO THE EXTENT ALLOWED BY (a) Commercial General Liability
APPLICABLE LAW, IN NO EVENT WILL CIVIC INDUSTRIES' $1,000,000 Each Occurrence
ENTIRE LIABILITY ARISING FROM A BREACH OF THIS $1,000,000 Aggregate
AGREEMENT EXCEED THE TOTAL FEES PAID BY CUSTOMER
UNDER THIS AGREEMENT FOR THE TWELVE (12) MONTH (b) Worker's Compensation-Statutory limits
PERIOD IMMEDIATELY PRECEDING THE CLAIM. CIVIC
Agreement Between Civic Industries,LLC and City of Fort Worth 5 of
Execution Copy 8/7/14
Employer's liability solvency to the satisfaction of Risk Management If
$100,000 Each accident/occurrence the rating is below that required,written approval
$100,000 Disease-per each employee
of Risk Management is required.
(e) Any failure on the part of the Customer to request
$500,000 Disease-policy limit required insurance documentation shall not
This coverage may be written as follows: constitute a waiver of the insurance requirement
Workers' Compensation and Employers' Liability (f) Certificates of Insurance evidencing that Civic
coverage with limits consistent with statutory Industries has obtained all required insurance shall
benefits outlined in the Texas workers' be delivered to the Customer prior to Civic
Compensation Act(Art.8308-1.01 et seq. Tex.Rev. Industries proceeding with any work pursuant to
Civ.Stat)and minimum policy limits for Employers' this Agreement
Liability of $100,000 each accident/occurrence, 12.6 Disclosure of Conflicts and Confidential Information.
$500,000 bodily injury disease policy limit and
$100,000 per disease per employee 12.6.1 Disclosure of Conflicts. Civic Industries hereby
warrants to the Customer that Civic Industries has made full
(c) Professional Liability(E&d) disclosure in writing of any existing or potential conflicts of
$1,000,000 Each Claim Limit interest related to Civic Industries' services under this
$1,000,000 Aggregate Limit Agreement In the event that any conflicts of interest arise
after the Effective Date of this Agreement, Civic Industries
Coverage shall include,but not be limited to,the hereby agrees immediately to make full disclosure to the
following: Customer in writing.
(i)Failure to prevent unauthorized access 12.6.2 Confidential Information. Civic Industries, for
(ii)Unauthorized disclosure of itself and its officers, agents and employees, agrees that it
information shall treat all non-public information provided to it by the
(iii)Implantation of malicious code or Customer as confidential and shall not disclose any such
computer virus information to a third party without the prior written
(iv)Fraud,Dishonest or Intentional Acts approval of the Customer.
with final adjudication language 12.6.3 Unauthorized Access. Civic Industries shall store and
Coverage may be provided through an endorsement maintain Customer Information in a secure manner and shall
not allow unauthorized users to access, modify, delete or
to the Commercial General Liability onal policy,or otherwise corrupt Customer Information in any way. Civic
a separate policy specific to Professional meets all other Industries shall notify the Customer immediately if the security
requirements.Either s. acceptable if coverage meets all other or integrity of any Customer information has been
requirements. Any deductible will be the sole compromised or is believed to have been compromised, in
responsibility of the Prime Vendor and may not which event, Civic Industries shall, in good faith, use all
exceed$50,000 without the written approval of the commercially reasonable efforts to cooperate with the
Customer. Coverage shall be claims-made, with a Customer in identifying what information has been accessed by
retroactive or prior acts date that is on or before the unauthorized means and shall fully cooperate with the
effective date of this Contract Coverage shall be Customer to protect such information from further
maintained for the duration of the contractual unauthorized disclosure.
agreement and for two (2) years following
completion of services provided. An annual 12.7 Right to Audit. Civic Industries agrees that the Customer
certificate of insurance shall be submitted to the City shall,until the expiration of three(3)years after final payment
to evidence coverage, under this contract, or the final conclusion of any audit
12.5.2 General Requirements. commenced during the said three years,have access to and the
right to examine at reasonable times any directly pertinent
(a) The commercial general liability and automobile books, documents, papers and records of Civic Industries
liability policies shall name the City of Fort Worth as involving transactions relating to this Contract at no additional
an additional insured thereon, as its interests may cost to the Customer. Civic Industries agrees that the
appear. The term City shall include its employees, Customer shall have access during normal working hours to all
officers,officials,agents,and volunteers in respect to necessary Civic Industries facilities and shall be provided
the contracted services. adequate and appropriate work space in order to conduct
(b) The workers' compensation policy shall include a audits in compliance with the provisions of this section. The
Waiver of Subrogation (Right of Recovery) in favor Customer shall give Civic Industries reasonable advance notice
of the City of Fort Worth. of intended audits.
(c) A minimum of Thirty (30) days notice of Civic Industries further agrees to include in all its
cancellation or reduction in limits of coverage shall subcontractor agreements hereunder a provision to the effect
be provided to the City. Ten (10) days notice shall that the subcontractor agrees that the Customer shall, until
be acceptable in the event of non-payment of expiration of three (3) years after final payment of the
premium. Notice shall be sent to the Risk Manager, subcontract, or the final conclusion of any audit commenced
City of Fort Worth,1000 Throckmorton,Fort Worth, during the said three years have access to and the right to
Texas 76102,with copies to the City Attorney at the examine at reasonable times any directly pertinent books,
same address. documents, papers and records of such subcontractor
(d) The insurers for all policies must be licensed and/or involving transactions related to the subcontract, and further
approved to do business in the State of Texas. All that Customer shall have access during normal working hours
insurers must have a minimum rating of A-VII in the to all subcontractor facilities and shall be provided adequate
current A.M. Best Key Rating Guide, or have and appropriate work space in order to conduct audits in
reasonably equivalent financial strength and
Agreement Between Civic Industries,LLC and City of Fort Worth 6 of 8
Execution Copy 8/7/14
compliance with the provisions of this paragraph. Customer 12.14 Headings Not Controlling. Headings and titles used in
shall give subcontractor reasonable notice of intended audits. this Agreement are for reference purposes only, shall not be
12.8 Independent Contractor. It is expressly understood deemed a part of this Agreement, and are not intended to
and agreed that Civic Industries shall operate as an define or limit the scope of any provision of this Agreement
independent contractor as to all rights and privileges and work 12.15 Review of Counsel. The parties acknowledge that each
performed under this agreement, and not as agent, party and its counsel have reviewed and revised this
representative or employee of the Customer.Subject to and in Agreement and that the normal rules of construction to the
accordance with the conditions and provisions of this effect that any ambiguities are to be resolved against the
Agreement, Civic Industries shall have the exclusive right to drafting party shall not be employed in the interpretation of
control the details of its operations and activities and be solely this Agreement or exhibits hereto.
responsible for the acts and omissions of its officers, agents, 12.16 Amendments. No amendment of this Agreement shall
servants, employees, contractors and subcontractors. Civic be binding upon a party hereto unless such amendment is set
Industries acknowledges that the doctrine of respondeat forth in a written instrument, which is executed by an
superior shall not apply as between the Customer,its officers, authorized representative of each party.
agents, servants and employees, and Consultant, its officers,
agents, employees, servants, contractors and subcontractors, 12.17 Entirety of Agreement. This Agreement,including the
Civic Industries further agrees that nothing herein shall be schedule of exhibits attached hereto and any documents
construed as the creation of a partnership or joint enterprise incorporated herein by reference, contains the entire
between Customer and Civic Industries. It is further understanding and agreement between the Customer and Civic
understood that the Customer shall in no way be considered a Industries, their assigns and successors in interest, as to the
Co-employer or a joint employer of Civic Industries or any matters contained herein.Any prior or contemporaneous oral
officers,agents,servants,employees or subcontractors of Civic or written agreement is hereby declared null and void to the
Industries. Neither Civic Industries, nor any officers, agents, extent in conflict with any provision of this Agreement
servants, employees or subcontractors of Consultant shall be 12.18 Counterparts. This Agreement may be executed in one
entitled to any employment benefits from the Customer.Civic or more counterparts and each counterpart shall, for all
Industries shall be responsible and liable for any and all purposes, be deemed an original, but all such counterparts
payment and reporting of taxes on behalf of itself,and any of shall together constitute one and the same instrument
its officers,agents,servants,employees or subcontractors. 12.19 Immigration Nationality Act. The City of Fort Worth
12.9 Compliance with Laws, Ordinances, Rules and actively supports the Immigration & Nationality Act (INA)
Regulations. Civic Industries agrees that in the performance which includes provisions addressing employment eligibility,
of its obligations hereunder,it will comply with all applicable employment verification, and nondiscrimination. Civic
federal,state and local laws,ordinances,rules and regulations Industries shall verify the identity and employment eligibility
and that any work it produces in connection with this of all employees who perform work under this Agreement
agreement will also comply with all applicable federal, state Civic Industries shall complete the Employment Eligibility
and local laws, ordinances, rules and regulations. If the Verification Form(1-9),maintain photocopies of all supporting
Customer notifies Civic Industries of any violation of such laws, employment eligibility and identity documentation for all
ordinances, rules or regulations, Civic Industries shall employees,and upon request,provide Customer with copies of
immediately desist from and correct the violation. all 1-9 forms and supporting eligibility documentation for each
12.10 Non-Discrimination Covenant. Civic Industries, for employee who performs work under this Agreement Civic
itself,its personal representatives,assigns,subcontractors and Industries shall establish appropriate procedures and controls
successors in interest, as part of the consideration herein, so that no services will be performed by any employee who is
agrees that in the performance of Civic Industries' duties and not legally eligible to perform such services. Civic Industries
obligations hereunder, it shall not discriminate in the shall provide Customer with a certification letter that it has
treatment or employment of any individual or group of complied with the verification requirements required by this
individuals on any basis prohibited by law. If any claim arises Agreement. Civic Industries shall indemnify Customer from
from an alleged violation of this non-discrimination covenant any penalties or liabilities due to violations of this provision.
by Civic Industries, its personal representatives, assigns, Customer shall have the right to immediately terminate this
subcontractors or successors in interest, Civic Industries Agreement for violations of this provision by Civic Industries.
agrees to assume such liability and to indemnify and defend 12.20 Signature Authority. The person signing this
the Customer and hold the Customer harmless from such agreement hereby warrants that he/she has the legal authority
claim. to execute this agreement on behalf of the respective party,
12.11 Governmental Powers/Immunities. It is understood and that such binding authority has been granted by proper
and agreed that by execution of this Agreement,the Customer order, resolution, ordinance or other authorization of the
does not waive or surrender any of its governmental powers or entity.This Agreement,and any amendment(s)hereto,may be
immunities. executed by any authorized representative of Civic Industries
whose name,title and signature is affixed on the Verification of
12.12 No Waiver. The failure of the Customer or Civic Signature Authority Form,which is attached hereto as Exhibit
Industries to insist upon the performance of any term or "C" and incorporate herein by reference. Each party is fully
provision of this Agreement or to exercise any right granted entitled to rely on these warranties and representations in
herein shall not constitute a waiver of the Customer's or Civic entering into this Agreement or any amendment hereto.
Industries' respective right to insist upon appropriate
performance or to assert any such right on any future occasion.
12.13 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.
Agreement Between Civic Industries,LLC and City of Fort Worth 7 of
Execution Copy 8/7/14
EXHIBIT
VERIFICATION OF SIGNATURE AUTHORITY
Full Legal Name nfCompany: Civic Industries,LLC
Legal Address: l55 9th 3t
San Francisco,CA94lQ3
Services tobeprovided: Civic lndumtriex'web-basedapplication
Execution of this Signature Verification Form ("Form") hereby coct\hem that the following individuals
and/or positions have the authority to legally bind the Company and to execute any agreement,amendment
or change order on behalf of Company.Such binding authority has been granted by proper order, resolution,
ordinance or other authorization of Company. The City is h/Uy cndUmd to rely on the warranty and
representation set forth in this Form in entering into any agreement or amendment with Company.Company
will submit an updated Form within ten (lO) business day, if there are any changes to the signatory
authority.The City iuentitled to rely on any current executed Form until it receives a revised Pncm that has
been properly executed by the Company.
1. Name: HeribertoATejecla
Posit CEO
Z. Name: A|exandnaPande|
Position:
Signature
3. Name:
Position:
Signature
a IT
Signature uy President/CE0
Other Title: CEO
Date: Au.iust 11 2014
Agreement Between Civic Industries,uc and 000t'FmWorth xux
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