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HomeMy WebLinkAbout21-177 - CivicPlus, LLC - SeeClickFix: Citizen Request and Work Order Management SolutionCity of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Agreement Number: 21-177(b) Council Approval N/A CONTRACT FOR SERVICES Amendment # 002 Between the City of Tukwila and Civic Plus That portion of Contract No. 21-177(b) between the City of Tukwila and Civic Plus is hereby amended as follows: Section 01: Scope and Schedule of Services to be Performed by Contractor Amend language in this section to include: "The Contractor shall perform those services described on Statement of Work Q-51345-1. The work shall commence on signing of this amendment." Section 02: Compensation and Method of Payment Amend language in this section to include: "Pro -rated annual add-on rate for Scope of Work Q-51345-1 $549.32 is payable upon signing this Agreement." All other provisions of the contract shall remain in full force and effect. Dated this 10 day of October , 2023_ CA Reviewed May 2020 Page 1 of 2 City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Agreement Number: 21-177(b) CITY OF TUKWILA CONTRACTOR: DocuSigned by: CAW tor/ 1F88FE09132B402... Allan Ekberg, Mayor 10/31/2023 1 9:38 AM PDT APPROVED AS TO FORM BY CITY ATTORNEY 10/09/23 APPROVAL ON FILE. CA Reviewed May 2020 By: ; ?iGr(1)/40.,"t Printed Name: Amy Vikander Title: Senior VP of Customer Success Page 2 of 2 11111 ' 1111111 111111 poi 111 Ciivi1CP0us 302 South 4th St. Suite 500 Manhattan, KS 66502 us Client: TUKWILA, WASHINGTON Quote #: Date: Expires On: Bill To: Statement of Work Q-51345-1 9/28/2023 6:20 PM 12/27/2023 SALESPERSON Phone EMAIL DELIVERY METHOD PAYMENT METHOD Cierra Salzano Feature Service within ArcGIS to display your request data in internal reports, public maps and Open Data Portals cierra.salzano@civicplus.com Net 30 QTY PRODUCT NAME DESCRIPTION PRODUCT TYPE 1.00 SeeClickFix Connector for ArcGIS (1 -way) Feature Service within ArcGIS to display your request data in internal reports, public maps and Open Data Portals Renewable Total Investment - Prorated Year 1 USD 549.32 Annual Recurring Services (Subject to Uplift) USD 1,500.00 Total Days of Quote:135 Initial Term Invoice Schedule 100% Invoiced upon Signature Date Annual Uplift As agreed to in the Agreement The Annual Recurring Services subscription fee for the Products (as described above) included in this SOW are prorated and co -termed to align with the Client's current SeeClickFix billing schedule and the Annual Recurring Services amount will subsequently be added to Client's Term and regularly scheduled annual invoices under the terms of the Agreement. This Statement of Work ("SOW") shall be subject to the terms and conditions of Master Services Agreement signed by and between the Parties and the applicable Solutions and Services Terms and Conditions located at: https:// wwwecivicplusehelp/hc/en-us/sections/11726451593367-Solutions-and-Services-Terms-and-Conditions (collective, the "Agreement"). By signing this SOW, Client expressly agrees to the terms and conditions of the Agreement, as though set forth herein. V. PD 06.01.2015-0048 Page 1 of 2 Acceptance The undersigned has read and agrees to the following Binding Terms, which are incorporated into this SOW, and have caused this SOW to be executed as of the date signed by the Customer which will be the Effective Date: For CivicPlus Billing Information, please visit htts://wwwecivicusecom/verif,/ Authorized Client Signature rBy: DocuSigned by: tyl 1F89FE09132B402 Name: Allan Ekberg Docusigned by: 1353B75946D140A_.. Title: Mayor CivicPlus By: /' j (144;.. ).4/ ' 7 Name: Amy Vikander Title: Senior Vice President of Customer Success Date: 10/31/2023 I 9:38 AM PDT Date: Organization Legal Name: City of Tukwila Billing Contact: T Eberle Title: TIS Project Analyst Billing Phone Number: Billing Email: tharris@tukwilawa.gov Billing Address: 6200 Southcenter Blvd, Tukwila, WA 98188. Mailing Address: (If different from above) 10/16/2023 PO Number: (Info needed on Invoice (PO or Job#) if required) V. PD 06.01.2015-0048 Page 2 of 2 JB City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Agreement Number: 21-177(a) Council Approval N/A CONTRACT FOR SERVICES Amendment #001 Between the City of Tukwila and Civic Plus That portion of Contract No. 21-177 between the City of Tukwila and Civic Plus is hereby amended as follows: Section 02: Compensation and Method of Payment Replacing "$15,689.25, including tax," .with "$16,473.72, including tax" Section 4: Duration of Agreement • Amend all language in the section as follows: "This Agreement shall be in full force and effect for a period commencing 2/28/23, and ending 2/28/24, unless sooner terminated under the provisions hereinafter specified." All other provisions of the contract shall remain in full force and effect. Dated this 20th day of January , 20 23 CITY OF TUKVVILA CONTRACTOR 621,50 SeamiessUocs.com 0(1arte/,g K 4 707 f 412 4 0 0 4 51206140 Allan Ekberg, Mayor 01-26-2023 ATTEST/AUTHENTICATED eagnecl SeamlessC/cos.c2m ehtzdr,g 067(a/-&-ytty Christy O'Flaherty, MMC, City Clerk CA Reviewed May 2020 1119 6-1/eceafletet 01-23-2023 Amy Vikander, Vice President of Client Services APPROVED AS TO FORM eSIgnecl SeamlessDocs.com cI ce. isartee Office of the City Attorney Page 1 of 1 PUS CivicPIus LLC NEW REMITTANCE ADDRESS (FOR PAYMENTS ONLY) CivicPIus PO Box 1572 Manhattan KS 66505 Bill To Tukwila WA - SCF 6300 Southcenter Blvd #202 Tukwila WA 98188 Terms Net3O Qty 1 1 Due Date 3/30/2023 Item, TOTAL DUE PO # Custom IdP integration Annual Fee Unlimited gov user licenses for citizen relationship management with service request and work order management and a multi -channel communications inbox. SeeClickFix-hosted integration with Lucity (CentralSqua re Technologies). Requires Lucity Citizen Portal REST API. Invoice #250809 2/28/2023 PO # $16 473.72 Due Date: 3/30/2023 Approving Authority Start Date 2/28/2023 2/28/2023 2/28/2023 Total Tax Due Please submit payment via ACH using the details below. Please send notification of ACH transmission via email to accounting©civicplus.com. Bank Name KS State BankCivicPIus Account Name LLC Account Number 1046292 CivicRlus 302 5 4th St. Suite 500 Manhattan KS 66502 End Date 2/27/2024 2/27/2024 2/27/2024 $14,962.50 $1,511.22 $16,473.72 Routing Number 101101536 0044 6,44 P4? City of Tukwila 6200 Southcenter Boulevard, Tukwila WA98188 CONTRACT FOR SERVICES Contract Number: 21-177 Council Approval N/A This Agreement is entered into by and between the City of Tukwila, Washington, a non -charter optional municipal code city hereinafter referred to as "the City," or "Client" and CivicPlus, LLC , hereinafter referred to as "the Contractor," or "CivicPlus" whose principal office is located at 302 S 4th Street Suite 500, Manhattan KS 66502 . WHEREAS, the City has determined the need to have certain services performed for its citizens but does not have the manpower or expertise to perform such services; and WHEREAS, the City desires to have the Contractor perform such services pursuant to certain terms and conditions; now, therefore, IN CONSIDERATION OF the mutual benefits and conditions hereinafter contained, the parties hereto agree as follows: 1. Scope and Schedule of Services to be Performed by Contractor. The Contractor shall perform those services described on Exhibit A attached hereto and incorporated herein by this reference as if fully set forth. In performing such services, the Contractor shall at all times comply with all Federal, State, and local statutes, rules and ordinances applicable to the performance of such services and the handling of any funds used in connection therewith. The Contractor shall request and obtain prior written approval from the City if the scope or schedule is to be modified in any way. 2. Compensation and Method of Payment. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit A. The total amount to be paid shall not exceed $15,689.25 including tax, at a rate of one annual payment due upon signing. 3. Contractor Budaet. The Contractor shall apply the funds received under this Agreement within the maximum limits set forth in this Agreement. The Contractor shall request prior approval from the City whenever the Contractor desires to amend its budget in any way. 4. Duration of Agreement. This Agreement shall be in full force and effect for a period commencing on the date of signing, and ending after a period of fifteen months from the date of signing, unless sooner terminated under the provisions hereinafter specified. The Agreement may be renewed in accordance with Exhibit A. 5. Independent Contractor. Contractor and City agree that Contractor is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Contractor nor any employee of Contractor shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to the Contractor, or any employee of the Contractor. 6. Indemnification. The Contractor shall defend, indemnify and hold the Public Entity, its officers, officials, employees and volunteers harmless from any and all third party claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the extent of the Contractor's CA Revised May 2020 Page 1 of 9 negligence, malicious actions or omissions during the performance of this Agreement, except for injuries and damages caused by the extent of the negligence of the Public Entity. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the Public Entity, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 7. Insurance. The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. Contractor's maintenance of insurance, its scope of coverage and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance. Contractor shall obtain insurance of the types and with the limits described below: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. Automobile liability insurance shall cover all owned, non -owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate and $2,000,000 products -completed operations aggregate limit. Commercial General Liability insurance shall be as least at broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products -completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide a per project general aggregate limit using ISO form CG 25 03 05 09 or an equivalent endorsement. There shall be no exclusion for liability arising from explosion, collapse or underground property damage. The City shall be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured -Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing at least as broad coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Public Entity Full Availability of Contractor Limits. If the Contractor maintains higher insurance limits than the minimums shown above, the Public Entity shall be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Contractor, irrespective of whether such limits maintained by the Contractor are greater than those required by this Contract or whether any certificate of insurance furnished to the Public Entity evidences limits of liability lower than those maintained by the Contractor. C. Other Insurance Provision. The Contractor's Automobile Liability and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. CA Revised May 2020 Page 2 of 9 D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VII. E. Verification of Coverage. Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. Upon request by the City, the Contractor shall furnish certified copies of all required insurance policies, including endorsements, required in this Agreement and evidence of all subcontractors' coverage. F. Subcontractors. The Contractor shall cause each and every Subcontractor to provide insurance coverage that complies with all applicable requirements of the Contractor -provided insurance as set forth herein, except the Contractor shall have sole responsibility for determining the limits of coverage required to be obtained by Subcontractors. The Contractor shall ensure that the Public Entity is an additional insured on each and every Subcontractor's Commercial General liability insurance policy using an endorsement as least as broad as ISO CG 20 10 10 01 for ongoing operations and CG 20 37 10 01 for completed operations. G. Notice of Cancellation. The Contractor shall provide the City and all Additional Insureds for this work with written notice of any policy cancellation, within seven business days of their receipt of such notice. H. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five thirty business days notice to the Contractor to correct the breach, immediately terminate the contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Contractor from the City. 8. Record Keeping and Reporting. A. The Contractor shall maintain accounts and records, including personnel, property, financial and programmatic records which sufficiently and properly reflect all direct and indirect costs of any nature expended and services performed in the performance of this Agreement and other such records as may be deemed necessary by the City to ensure the performance of this Agreement. B. These records shall be maintained for a period of six (6) years after termination hereof unless permission to destroy them is granted by the office of the archivist in accordance with RCW Chapter 40.14 and by the City. 9. Audits and Inspections. The records and documents with respect to all matters covered by this Agreement shall be subject at all times to inspection, review or audit by law during the performance of this Agreement. 10. Termination. This Agreement may at any time be terminated by Either Party giving to the other Party sixty (60) days written notice of the its intention to terminate the same. Failure to provide products on schedule may result in contract termination. If the Contractor's insurance coverage is canceled for any reason, the City shall have the right to terminate this Agreement immediately. 11. Discrimination Prohibited. The Consultant, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin, age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation, the presence of any disability, or any other protected class status under state or federal law, in the selection and retention of employees or procurement of materials or supplies. 12. Assianment and Subcontract. The Contractor shall not assign or subcontract any portion of the services contemplated by this Agreement without the written consent of the City. Notwithstanding the foregoing, Contractor may assign and transfer all of its rights under this Agreement by a sale of all of its assets or merger. 13. Entire Agreement: Modification. This Agreement, together with attachments or addenda, represents CA Revised May 2020 Page 3 of 9 the entire and integrated Agreement between the City and the Contractor and supersedes all prior negotiations, representations, or agreements written or oral. No amendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. 14. Severability and Survival. If any term, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Agreement, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 15. Notices. Notices to the City of Tukwila shall be sent to the following address: City Clerk, City of Tukwila 6200 Southcenter Blvd. Tukwila, Washington 98188 Notices to the Contractor shall be sent to the address provided by the Contractor below: Legal Department CivicPlus, LLC 302 S 4th St Suite 500 Manhattan, KS 66502 16. Applicable Law: Venue: Attorney's Fees. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be properly laid in King County, Washington. The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit. 17. Intellectual Property and Ownership. Upon full and complete payment of amounts owed for Project Development under the applicable Statement of Work ("SOW'), Client will own the website graphic designs, webpage or services content, module content, importable/exportable data, and archived information ("Client Content") created by CivicPlus on behalf of Client pursuant to this Agreement. "Client Content" also includes any elements of text, graphics, images, photos, designs, artworks, logos, trademarks, services marks, and other materials or content which Client provides or inputs into any website, software or module in connection with any Services. Client Content excludes any content in the public domain; and any content owned or licensed by CivicPlus, whether in connection with providing Services or otherwise. Upon completion of the Project Development, Client will assume full responsibility for Client Content maintenance and administration. Client, not CivicPlus, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Client Content. Client hereby grants CivicPlus a worldwide, non-exclusive right and license to reproduce, distribute and display the Client Content as necessary solely to provide access to proprietary community engagement and government content management software solutions, platforms and associated services (the "Services"). Client represents and warrants that Client owns all Client Content or that Client has permission from the rightful owner to use each of the elements of Client Content; and that Client has all rights necessary for CivicPlus to use the Client Content in connection with providing the Services. At any time during the term of the applicable SOW, and for a period of ninety (90) days following termination of the Services, Client will have the ability to download the Client Content and export the Client data through the Services. Client may request CivicPlus to perform the export of Client data and provide the Client data to Client in a commonly used format at any time, for a fee to be quoted at time of request and approved by Client. Upon termination, of the applicable SOW for any reason, whether or not Client has retrieved or requested the Client data, CivicPlus reserves the right to permanently and definitively delete the Client Content and Client data held in the Services one -hundred eighty (180) CA Revised May 2020 Page 4 of 9 days following termination of the applicable SOW. During the ninety day period following termination of the SOW, regardless of the reason for its termination, Client will not have access to the Services, other than to download the Client Content and export the data as described herein. Intellectual Property in the software or other original works created by or licensed to CivicPlus, including all source code, documents, and materials used in the Services ("CivicPlus Property") will remain the property of CivicPlus. CivicPlus Property specifically excludes Client Content. Client shall not (i) license, sublicense, sell, resell, reproduce, transfer, assign, distribute or otherwise commercially exploit or make available to any third party any CivicPlus Property in any way, except as specifically provided in the applicable SOW; (ii) adapt, alter, modify or make derivative works based upon any CivicPlus Property; (iii) create internet "links" to the CivicPlus Property software or "frame" or "mirror" any CivicPlus Property administrative access on any other server or wireless or internet-based device that may allow third party entities, other than Client, to use the Services; (iv) reverse engineer, decompile, disassemble or otherwise attempt to obtain the source code to all or any portion of the Services; or (v) access any CivicPlus Property in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of any CivicPlus Property, or (c) copy any ideas, features, functions or graphics of any CivicPlus Property. The CivicPlus name, the CivicPlus logo, and the product and module names associated with any CivicPlus Property are trademarks of CivicPlus, and no right or license is granted to use them outside of the licenses set forth in this Agreement. Provided Client complies with the terms and conditions herein, the relevant SOW, and license restrictions set forth in this section, CivicPlus hereby grants Client a limited, nontransferable, nonexclusive, license to access and use the CivicPlus Property associated with any valid and effective SOW, for the term of the respective SOW. 18. Responsibilities. CivicPlus passes through sales tax in those jurisdictions where such tax is required. If the Client is tax-exempt, the Client must provide CivicPlus proof of their tax-exempt status, within fifteen (15) days of contract signing, and the fees owned by Client under this Agreement will not be taxed. If the Client's state taxation laws change, the Client will begin to be charged sales tax in accordance with their jurisdiction's tax requirements and CivicPlus has the right to collect payment from the Client for past due taxes. CivicPlus will not be liable for any act, omission of act, negligence, or defect in the quality of service of any underlying carrier, licensor or other third -party service provider whose facilities or services are used in furnishing any portion of the Service received by the Client. CivicPlus will not be liable for any failure of performance that is caused by or the result of any act or omission by Client or any entity employed/contracted on the Client's behalf. During Project Development, Client will be responsive and cooperative with CivicPlus to ensure the Project Development is completed in a timely manner. CivicPlus will provide the Services and manage the Client data and content in compliance with the SeeClickFix Data Retention Policy, https://legal.seeclickfix.com/docs/data-retention-policy.pdf, and Terms of Use, https://legal.seeclickfix.com/terms-of-use/. Client understands and agrees that it has sole discretion over the solicitation, collection, storage or other use of end-users' personally identifiable information, including sharing with third parties, on any of the Services provided by CivicPlus and CivicPlus discourages the solicitation and collection of any end user personally identifiable information. Client further understands and agrees that Client is solely responsible for the use or storage of end- users' personally identifiable information in connection with the Services or the consequences of the solicitation, collection, storage, or other use by the Client or by any third party of personally identifiable information. CivicPlus will provide, on a hosted, software -as -a -service basis, access to the Services described in the SOW, via mobile applications, internet, and an embeddable interactive widget for public reporting, alerts on discussing non -emergency issues ("the Software"). Users will be able to interact with the CA Revised May 2020 Page 5 of 9 Software and post various content including words, photos and videos ("User Content"). While the content of users of the Software is governed by CivicPlus's published Terms of Use and Privacy Policy, CivicPlus may not be able to control the exact nature of the User Content. CivicPlus reserves the right, not the obligation, to edit User Content. Although CivicPlus may from time to time make enhancements or bug fixes to the Software, it is under no obligation to make any particular modifications, enhancements or bug fixes. To the extent it may apply to any of the Services or deliverables of the SOW, user logins are for designated individuals chosen by Client ("Users") and cannot be shared or used by more than one User. Client will be responsible for the confidentiality and use of User's passwords and usernames. Client will also be responsible for all electronic communications, including those containing business information, account registration, account holder information, financial information, Client data, and all other data of any kind contained within emails or otherwise entered electronically through the Services, CivicPlus Materials, or under Client's account. Client shall use commercially reasonable efforts to prevent unauthorized access to or use of the Services and CivicPlus Materials and shall promptly notify CivicPlus of any unauthorized access or use of the Services and/or CivicPlus Materials and any loss or theft or unauthorized use of any User's password or username and/or personal information. CivicPlus warrants that the Services will perform substantially in accordance with documentation and marketing proposals, and free of any material defect. CivicPlus warrants to the Client that, upon notice given to CivicPlus of any defect in design or fault or improper workmanship, CivicPlus will remedy any such defect. CivicPlus makes no warranty regarding, and will have no responsibility for, any claim arising out of: (i) a modification of the Services made by anyone other than CivicPlus, even in a situation where CivicPlus approves of such modification in writing; or (ii) use of the Services in combination with a third party service, web hosting service, or server not authorized by CivicPlus. CA Revised May 2020 Page 6 of 9 19. Security Incident / Data Breach. 19.1 Security Contact. The individuals identified below shall serve as each party's designated Security Contact for security issues under this Agreement. City of Tukwila Security Contact: Name: Bao Trinh Address: City of Tukwila 6300 Southcenter Blvd #202 Tukwila, WA 98188 Email: bao.trinh@tukwilawa.gov Contractor Security Contact: Name: Jim Flynn Address: 302 S Lith St Suite 500 Manhattan KS 66502 Email: flynn@civicplus.com 19.2 Requirements. Contractor will take commercially reasonable actions to ensure that City of Tukwila is protected against any and all reasonably anticipated Security Incidents, including but not limited to: I. Contractor's systems are continually monitored to detect evidence of a Security Incident II. Contractor has a Security Incident response process to manage and to take corrective action for any suspected or realized Security Incident III. Upon request Contractor will provide City of Tukwila with a copy of its Security Incident policies and procedures. If a Security Incident affecting City of Tukwila occurs, Contractor, in accordance with applicable Information Protection Laws, will immediately take action to prevent the continuation of the Security Incident. CA Revised May 2020 Page 7 of 9 19.3 Notification. Within forty-eight hours of Contractor's initial awareness of an actual Security Incident or other mutually agreed upon time period, Contractor will notify City of Tukwila of the incident by calling by phone the City of Tukwila Security Contact(s) listed above. 19.4 Investigation and Remediation. Upon Contractor's notification to City of Tukwila of a Security Incident, the parties will coordinate to investigate the Security Incident. in the event breach is caused by the sole negligence, malicious actions, error or omission, or misconduct of Contractor, Contractor shall be responsible for leading the investigation of the Security Incident, but shall cooperate with City of Tukwila to the extent City of Tukwila requires involvement in the investigation. Contractor shall involve law enforcement in the investigation if requested by City of Tukwila. Depending upon the type and scope of the Security Incident, City of Tukwila personnel may participate in: (i) interviews with Contractor's employees and subcontractors involved in the incident; and (ii) review of all relevant records, logs, files, reporting data, systems, Contractor devices, and other materials as otherwise required by City of Tukwila. In the event breach is caused by the sole negligence, malicious actions, omissions, or misconduct of Contractor, Contractor will: 1) cooperate, at its expense, with City of Tukwila in any litigation or investigation deemed reasonably necessary by City of Tukwila to protect its rights relating to the use, disclosure, protection and maintenance of Confidential Information; 2) reimburse City of Tukwila for actual costs incurred by City of Tukwila in responding to, and mitigating damages caused by any Security Incident, including all costs of notice and remediation reasonably necessary to protect such affected individuals in light of the risks posed by the Security Incident; 3) at Contractor's own expense, provide City of Tukwila with all information necessary for City of Tukwila to comply with data breach recordkeeping, reporting and notification requirements pursuant to Information Protection Laws. Contractor will use reasonable efforts to prevent a recurrence of any such Security Incident. 19.5 Reporting. Contractor will provide City of Tukwila with a final written incident report within thirty business days after resolution of a Security Incident or upon determination that the Security Incident cannot be sufficiently resolved. CA Revised May 2020 Page 8 of 9 DATED this •Inth day of November 2021L_ CITY OF TUKWILA CONTRACTOR Joel Bush, CTO APPROVED AS TO FORM: Key: 131,61 SaelsfSeEllselsIsaf,Sa7200669,3 Office of the City Attorney By: (' i CPthe tdeA- Printed Name and Title: Amy Vikander Vice President of Client Services Address: 302 S 4th St Suite 500 Manhattan, KS 66502 CA Revised May 2020 Page 9 of 9 Prepared for: Niesha Fort -Brooks Tukwila WA - SCF 6200 South Center Blvd Tukwila, Washington, 98188 niesha.fort-brooks@tukwilawa.gov (206) 454-7564 Prepared by: Colton Kidd colton.kidd@civicplus.com (785) 706-9156 NNrygq�HIINN �II�OIuIIuI�I or 111111111111111111111 IuUUNB@1, �'00011111111111 11111111111111111111 VVVV11AA1NNNNNN11 Issue Date: 11/30/2021 Pricing Expires: 12/1/2021 Product Name DESCRIPTION QTY TOTAL SeeClickFix Pro Unlimited goy user licenses for citizen relationship management with service request and work order management and a multi -channel communications inbox. 1.00 USD 13,465.29 SeeClickFix Year 1 Annual Fee Discount Year 1 Annual Fee Discount 1.00 USD -2,000.00 SeeClickFix Connector for Lucity SeeClickFix-hosted integration with Lucity (CentralSquare Technologies). Requires Lucity Citizen Portal REST API. 1.00 USD 3,305.86 SeeClickFix Year 1 Annual Fee Discount Year 1 Annual Fee Discount 1.00 USD -1,000.00 SeeClickFix Account Config SeeClickFix Account Configuration 1.00 USD 0.00 SeeClickFix Virtual Training SeeClickFix Virtual Training 1.00 USD 0.00 SCF Custom IdP Integration Package Custom IdP Integration Package 1.00 USD 0.00 SeeClickFix Custom IdP Integration Annual Fee Custom IdP Integration Annual Fee 1.00 USD 1,041.34 SeeClickFix Year 1 Annual Fee Discount Year 1 Annual Fee Discount 1.00 USD -562.49 SeeClickFix Custom IdP Integration Implementation Fee Custom IdP Integration Implementation Fee 1.00 USD 0.00 TOTAL: USD 14,250.00 List Pricc Ycar 1 Total USD 35,251.04 Total Investment - Year 1 USD 14,250.00 Annual Recurring Costs - Year 2 USD 14,962.50 *Annual Recurring Costs are subject to 5% annual technology uplift beginning in year 2 of service. Total Days of Quote:455 1. This Statement of Work ("SOW") shall be subject to the terms and conditions of the CivicPlus Master Services Agreement located at https://legaleseeclickfixecom/terms-and-conditions-cp/ ("MSA"), to which this SOW is hereby attached as the SeeClickFix Statement of Work. By signing this SOW, Client expressly agrees to the terms and conditions of the MSA throughout the Term of this SOW. V. PD 06.01.2015-0048 Page 1 of 4 2. This SOW shall remain in effect for an initial term equal to 455 days from the date of signing ("Initial Term"). In the event that neither party gives 90 days' notice to terminate prior to the end of the Initial Term or any subsequent Renewal Term, this SOW will automatically renew for an additional 1 -year renewal term ("Renewal Term"). The Initial Term and all Renewal Terms are collectively referred to as the "Term". 3. The Total Investment - Year 1 (the sum of the One Time Costs and the Recurring Costs) will be invoiced at signing of this SOW. Client will pay all invoices within 30 days of the date of invoice. 4. Renewal Term Annual Recurring Costs shall be invoiced on the start date of each Renewal Term. 5. Client agrees to use the CivicService SeeClickFix service (the "Service") in ways that conform to all applicable laws and regulations, including, without limitation, the Telephone Consumer Protection Act (if Client uses "Conversations"). Client agrees not to make any attempt to gain unauthorized access to any of CivicPlus' systems or networks. Client agrees that CivicPlus shall not be responsible or liable for the content of messages created by Client, or by those who access Service, or otherwise delivered by Service on behalf of Client. 6. CivicPlus does not own any data, information, or material that Client, or its constituents, submit to the Service in the course of using the Service ("Client Data"). Client, not CivicPlus, shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Client Data, and CivicPlus shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Client Data. CivicPlus reserves the right to withhold, remove and/or discard Client Data without notice for any breach, including, without limitation, Client's non-payment. Upon termination for cause, Client's right to access or use Client Data immediately ceases, and CivicPlus shall have no obligation to maintain or forward any Client Data. 7. If the "Conversations" line item is included in this SOW above, the following terms shall apply: The text message (SMS/ MMS) comes with unlimited lines and up to 25,000 messages per month. If text usage exceeds the set usage amounts included herein, additional text will be invoiced to the Client at $0.01 per message in arrears at the end of the then -current term in which the additional charges are incurred. In the event Client exceeds the set usage amounts herein, CivicPlus will provide Client with report that displays such excess usage with the invoice. CivicPlus will use its best efforts to notify the Client in the event Client exceeds the usage amounts in any month. V. PD 06.01.2015-0048 Page 2 of 4 Acceptance The undersigned has read and agrees to the following Terms and Conditions, which are incorporated into this SOW, and have caused this SOW to be executed as of the date signed by the Customer which will be the Effective Date: https:// legal.seeclickfix.com/terms-and-conditions-cp/ Client CivicPlus By: via SeamlessDocs.com 7e( (Om-4.h- Key: By: C4 C1/ 1ta Name: Name: Joel Bush Amy Vikander Title: Title: CTO Vice President of Client Services Date: Date: 11/30/2021 11/30/2021 V. PD 06.01.2015-0048 Page 3 of 4 Organization Contact Information *all documents must be returned: Master Service Agreement, Statement of Work, and Contact Information Sheet. City of Tukwila URL TukwilaWA.org Street Address 6200 Southcenter Blvd #202 Address 2 City Tukwila State WA Postal Code 98188 CivicPlus provides telephone support for all trained clients from 7am —7pm Central Time, Monday -Friday (excluding holidays). Emergency Support is provided on a 24/7/365 basis for representatives named by the Client. Client is responsible for ensuring CivicPlus has current updates. Emergency Contact & Mobile Phone IT 24x7 support line, 206-433-7155 Emergency Contact & Mobile Phone See Above Emergency Contact & Mobile Phone See Above Billing Contact Mike Marcum E -Mail Mike.Marcum@TukwilaWA.gov Phone 206-454-7571 Ext. Fax Billing Address 6300 Southcenter Blvd #202 Address 2 City Tukwila StatePostal Code WA 98188 Tax ID# 91-6001519 Sales Tax Exempt # Billing Terms Account Rep Colton Kidd Info Required on Invoice (PO or Job #) Are you utilizing any external funding for your project (ex. FEMA, CARES): Y [ X ] or N [ Please list all external sources: Contract Contact Joel Bush CARES act funding ] Email Joel.Bush@TukwilaWA.gov Phone 206-454-7569 Ext. Fax Project Contact n/a, already implemented Email Phone Ext. Fax V. PD 06.01.2015-0048 Page 4 of 4