HomeMy WebLinkAboutGranicus LLC; 2022-12-18;City Attorney Approved Version 8/2/2022
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AGREEMENT FOR OPEN RECORD REQUEST MANAGEMENT SYSTEM SUBSCRIPTION
SERVICES
GRANICUS LLC
THIS AGREEMENT is made and is effective as of the 18th day of December 2022, by and
between the CITY OF CARLSBAD, a municipal corporation, ("City"), and Granicus, LLC, a
Minnesota limited liability company, ("Contractor").
RECITALS
A. City requires the professional services of a software-as-a-service provider that
provides subscription services of Granicus software.
B. Contractor has the necessary experience in providing professional services and
subscription services for Granicus software.
C. Contractor has submitted a proposal to City and has affirmed its willingness and
ability to perform such subscription.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, City and Contractor agree as follows:
1. SCOPE OF WORK
City retains Contractor to perform, and Contractor agrees to render, those services (the
"Services") that are defined in Contractor Quote Q-226984, attached as Exhibit "A", and the
Master Subscription Agreement, attached as Exhibit “B”, which are incorporated by this reference
in accordance with this Agreement’s terms and conditions.
2. STANDARD OF PERFORMANCE
While performing the Services, Contractor will exercise the reasonable professional care and skill
customarily exercised by reputable members of Contractor's profession practicing in the
Metropolitan Southern California Area, and will use reasonable diligence and best judgment while
exercising its professional skill and expertise.
3. TERM
The term of this Agreement will be effective for a period of three (3) years from the date first above
written. The City Manager may amend the Agreement to extend it for one (1) additional three (3)
year-period, or parts thereof. Extensions will be based upon a satisfactory review of Contractor's
performance, City needs, and appropriation of funds by the City Council. The parties will prepare
a written amendment indicating the effective date and length of the extended Agreement.
4. TIME IS OF THE ESSENCE
Time is of the essence for each and every provision of this Agreement.
5. COMPENSATION
The total fee payable for the Services to be performed during the initial three (3) year Agreement
term will be one hundred seventeen thousand eight hundred eighty-three dollars and forty cents
($117,883.40) with annual payments as indicated in Exhibit “A”. No other compensation for the
Services will be allowed except for items covered by subsequent amendments to this Agreement.
If the City elects to extend the Agreement, the annual amounts will not exceed 5% percent of the
previous year’s amount per Agreement year.
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6. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and
in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be
under control of City only as to the result to be accomplished, but will consult with City as
necessary. The persons used by Contractor to provide services under this Agreement will not be
considered employees of City for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. City will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be
required to pay any workers' compensation insurance or unemployment contributions on behalf
of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty
(30) days for any tax, retirement contribution, social security, overtime payment, unemployment
payment or workers' compensation payment which City may be required to make on behalf of
Contractor or any agent, employee, or subcontractor of Contractor for work done under this
Agreement. At the City’s election, City may deduct the indemnification amount from any balance
owing to Contractor.
7. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City.
If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the
acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly
employed by the subcontractor, as Contractor is for the acts and omissions of persons directly
employed by Contractor. Nothing contained in this Agreement will create any contractual
relationship between any subcontractor of Contractor and City. Contractor will be responsible for
payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of
a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically
noted to the contrary in the subcontract and approved in writing by City.
8. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees
and volunteers from and against third-party all claims, damages, losses and expenses including
reasonable attorneys’ fees arising out of the performance of the work described herein caused by
any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone
directly or indirectly employed by any of them or anyone for whose acts any of them may be liable.
The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or
makes to or on behalf of an injured employee under the City’s self-administered workers’
compensation is included as a loss, expense or cost for the purposes of this section, and that this
section will survive the expiration or early termination of this Agreement.
10. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all
amendments, insurance against claims for injuries to persons or damage to property which may
arise out of or in connection with performance of the services by Contractor or Contractor’s
agents, representatives, employees or subcontractors. The insurance will be obtained from an
insurance carrier admitted and authorized to do business in the State of California. The insurance
carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus
line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating
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in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by
the National Association of Insurance Commissioners (NAIC) latest quarterly listings report.
10.1 Coverage and Limits.
Contractor will maintain the types of coverage and minimum limits indicated below, unless the
Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage
will not constitute any limitations or cap on Contractor's indemnification obligations under this
Agreement. City, its officers, agents and employees make no representation that the limits of the
insurance specified to be carried by Contractor pursuant to this Agreement are adequate to
protect Contractor. If Contractor believes that any required insurance coverage is inadequate,
Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at
Contractor's sole expense. The full limits available to the named insured shall also be available
and applicable to the City as an additional insured.
10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an
“occurrence” basis, including personal & advertising injury, with limits no less than $1,000,000 per
occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply
separately to this project/location or the general aggregate limit shall be twice the required
occurrence limit.
10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work
for City). $1,000,000 combined single-limit per accident for bodily injury and property damage.
10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as
required by the California Labor Code. Workers' Compensation will not be required if Contractor
has no employees and provides, to City's satisfaction, a declaration stating this.
10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s
profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a
period of five years following the date of completion of the work.
10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under
this Agreement contain, or are endorsed to contain, the following provisions:
10.2.1 The City will be included as an additional insured on Commercial General Liability
which shall provide primary coverage to the City.
10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which
will be written as claims-made coverage.
10.2.3 This insurance will be in force during the life of the Agreement and any extensions
of it and will not be canceled without thirty (30) days prior written notice to City sent by certified
mail pursuant to the Notice provisions of this Agreement.
10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this
Agreement, Contractor will furnish certificates of insurance and endorsements to City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then City will have the option to declare Contractor in breach, or may purchase
replacement insurance or pay the premiums that are due on existing policies in order to maintain
the required coverages. Contractor is responsible for any payments made by City to obtain or
maintain insurance and City may collect these payments from Contractor or deduct the amount
paid from any sums due Contractor under this Agreement.
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11. BUSINESS LICENSE
Contractor will obtain and maintain a City of Carlsbad Business License for the term of the
Agreement, as may be amended from time-to-time.
12. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearly identifiable. Contractor will allow a representative of City
during normal business hours to examine, audit, and make transcripts or copies of records and
any other documents created pursuant to this Agreement. Contractor will allow inspection of all
work, data, documents, proceedings, and activities related to the Agreement for a period of three
(3) years from the date of final payment under this Agreement.
13. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant
to this Agreement is the property of City. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy
of the work product for Contractor’s records.
14. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and
Contractor relinquishes all claims to the copyrights in favor of City.
15. NOTICES
The name of the persons who are authorized to give written notice or to receive written notice on
behalf of City and on behalf of Contractor under this Agreement.
For City For Contractor
Name Marie Callander Name Kelly Oliver
Title IT Director Title VP of Contracts
Department IT Address 408 Saint Peter Street, Suite 600
City of Carlsbad St. Paul, MN 55102
Address 1635 Faraday Ave. Phone No. 800-314-0147
Carlsbad, CA 92009 Email contracts@granicus.com
Phone No. 442.339.2454
Each party will notify the other immediately of any changes of address that would require any
notice or delivery to be directed to another address.
16. CONFLICT OF INTEREST
Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the
requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report
investments or interests in all categories.
Yes No
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17. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and regulations
which in any manner affect those employed by Contractor, or in any way affect the performance
of the Services by Contractor. Contractor will at all times observe and comply with these laws,
ordinances, and regulations and will be responsible for the compliance of Contractor's services
with all applicable laws, ordinances and regulations.
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986
and will comply with those requirements, including, but not limited to, verifying the eligibility for
employment of all agents, employees, subcontractors and consultants whose services are
required by this Agreement.
18. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
19. DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will
be used to resolve any questions of fact or interpretation not otherwise settled by agreement
between the parties. Representatives of Contractor or City will reduce such questions, and their
respective views, to writing. A copy of such documented dispute will be forwarded to both parties
involved along with recommended methods of resolution, which would be of benefit to both
parties. The representative receiving the letter will reply to the letter along with a recommended
method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory
to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The
City Manager will consider the facts and solutions recommended by each party and may then opt
to direct a solution to the problem. In such cases, the action of the City Manager will be binding
upon the parties involved, although nothing in this procedure will prohibit the parties from seeking
remedies available to them at law.
20. TERMINATION
20.1 Termination for Convenience. Either Party may terminate this Agreement for convenience
upon providing at least thirty (30) days’ written notice to the other Party.
20.2 Termination for Cause. Either Party may terminate this Agreement for cause upon written
notice if the other Party is in material breach of this Agreement and fails to cure such breach within
thirty (30) days after the notifying Party provides written notice of the breach.
21. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other
than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that
Contractor has not paid or agreed to pay any company or person, other than a bona fide
employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration
contingent upon, or resulting from, the award or making of this Agreement. For breach or violation
of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion,
to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the
fee, commission, percentage, brokerage fees, gift, or contingent fee.
22. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must
be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation
of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is
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submitted to City, it may be considered fraud and Contractor may be subject to criminal
prosecution. Contractor acknowledges that California Government Code sections 12650 et seq.,
the False Claims Act applies to this Agreement and, provides for civil penalties where a person
knowingly submits a false claim to a public entity. These provisions include false claims made
with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of
information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to
recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a
false claim may subject Contractor to an administrative debarment proceeding as the result of
which Contractor may be prevented to act as a Contractor on any public work or improvement for
a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is
grounds for City to terminate this Agreement.
23. JURISDICTION AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the
County of San Diego, State of California, and the parties waive all provisions of law providing for
a change of venue in these proceedings to any other county.
24. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor
and their respective successors. Neither this Agreement nor any part of it nor any monies due or
to become due under it may be assigned by Contractor without the prior consent of City, which
shall not be unreasonably withheld.
25. ENTIRE AGREEMENT
This Agreement, together with all attachments, along with the purchase order for this Agreement
and its provisions, embody the entire Agreement and understanding between the parties relating
to the subject matter of it. In case of conflict of terms, the following order of precedence will be
followed: 1) the Agreement, 2) the Master Subscription Agreement, 3) the purchase order. Neither
this Agreement nor any of its provisions may be amended, modified, waived or discharged except
in a writing signed by both parties.
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26. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it on behalf of
Contractor each represent and warrant that they have the legal power, right and actual authority
to bind Contractor to the terms and conditions of this Agreement.
CONTRACTOR CITY OF CARLSBAD, a municipal
corporation of the State of California
By: By:
(sign here) Assistant City Manager
(print name/title)
ATTEST:
By:
(sign here) FAVIOLA MEDINA
City Clerk Services Manager
(print name/title)
If required by City, proper notarial acknowledgment of execution by contractor must be attached.
If a corporation, Agreement must be signed by one corporate officer from each of the following
two groups.
Group A Group B
Chairman, Secretary,
President, or Assistant Secretary,
Vice-President CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
CINDIE K. McMAHON, City Attorney
BY: _____________________________
Deputy City Attorney
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Manager, RenewalsAlexander Gray
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for
408 Saint Peter Street, Suite 600 THIS IS NOT AN INVOICE Order Form
Saint Paul, MN 55102 Prepared for
United States Carlsbad, CA
Order #: Q-226984
Prepared: 08/30/2022
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Granicus Proposal for Carlsbad, CA
ORDER DETAILS
Prepared By:Antonio Magadan
Phone:
Email:antonio.magadan@granicus.com
Order #:Q-226984
Prepared On:08/30/2022
Expires On:12/17/2022
Currency:USD
Payment Terms:Net 30 (Payments for subscriptions are due at the beginning of the period of
performance.)
Period of Performance: 12/18/2022 - 12/17/2023
ORDER TERMS
Current Subscription
End Date:
Initial Order Term End
Date:
12/17/2022
12/17/2025
EXHIBIT "A"DocuSign Envelope ID: 4A193D39-2CEE-4273-AE33-48E36D064F60DocuSign Envelope ID: E0E5C171-1A3C-465C-B4A7-1CF04B099129G G"RANICUS
Order Form
Carlsbad, CA
Order #: Q-226984
Prepared: 08/30/2022
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PRICING SUMMARY
The pricing and terms within this Proposal are specific to the products and volumes contained within this
Proposal.
Renewing Subscription Fees
Solution Billing
Frequency Quantity/Unit Annual Fee
ADFS/Single Sign-on Module Annual 1 Each $2,974.60
Attachment Search w/OCR Annual 1 Each $2,830.15
Attachment Search w/OCR Annual 1 Each $3,119.05
Correspondence Module Annual 1 Each $7,078.05
FOIA Module Non Enterprise Annual 1 Each $11,705.80
Fortress Hosting Annual 1 Each $7,078.05
Redaction License (per named user)Annual 2 Each $1,292.56
Redaction License (per named user)Annual 1 Each $589.57
SUBTOTAL:$36,667.83
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Order Form
Carlsbad, CA
Order #: Q-226984
Prepared: 08/30/2022
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FUTURE YEAR PRICING
Period of PerformanceSolution(s)12/18/2023 - 12/17/2024 12/18/2024 - 12/17/2025
ADFS/Single Sign-on Module $3,182.82 $3,405.62
Attachment Search w/OCR $3,028.26 $3,240.24
Attachment Search w/OCR $3,337.38 $3,571.00
Correspondence Module $7,573.51 $8,103.66
FOIA Module Non Enterprise $12,525.21 $13,401.97
Fortress Hosting $7,573.51 $8,103.66
Redaction License (per named user)$1,383.04 $1,479.85
Redaction License (per named user)$630.84 $675.00
SUBTOTAL:$39,234.57 $41,981.00
Summary of Subscription Fee Costs
Year Costs
1 $36,667.83 2 39,234.57 3 41,981.00
Period of Performance
12/18/2022-12/17/2023 12/18/2024-12/17/2024 12/18/2025-12/17/2025
Total Subscription $117,883.40
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Order Form
Carlsbad, CA
Order #: Q-226984
Prepared: 08/30/2022
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PRODUCT DESCRIPTIONS
Solution Description
ADFS/Single Sign-on Module ADFS/Single Sign-on Module
Attachment Search w/OCR Attachment Search w/OCR
Attachment Search w/OCR Attachment Search w/OCR
Correspondence Module Correspondence Module
FOIA Module Non Enterprise FOIA Module Non Enterprise
Fortress Hosting Legacy - Fortress Hosting
Redaction License (per named
user)
Redaction License (per named user)
Redaction License (per named
user)
Redaction License (per named user)
GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION
·Granicus Communications Suite Subscriber Information.
o Data provided by the Client and contact information gathered through the Client's own web
properties or activities will remain the property of the Client ('Direct Subscriber'), including any
and all personally identifiable information (PII). Granicus will not release the data without the
express written permission of the Client, unless required by law.
o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to
operate the Granicus Products and Services (provided that the Client hereby grants to
Granicus a perpetual, non-cancelable, worldwide, non-exclusive license to utilize any data, on
an anonymous or aggregate basis only, that arises from the use of the Granicus Products by
the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the
functionality of the Granicus Products and any other legitimate business purpose, including the
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Order Form
Carlsbad, CA
Order #: Q-226984
Prepared: 08/30/2022
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right to sublicense such data to third parties, subject to all legal restrictions regarding the use
and disclosure of such information).
·Data obtained through the Granicus Advanced Network.
o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct
Subscribers recommendations to subscribe to other Granicus Client's digital communication
(the 'Advanced Network'). When a Direct Subscriber signs up through one of the
recommendations of the Advanced Network, that subscriber is a 'Network Subscriber' to the
agency it subscribed to through the Advanced Network.
o Network Subscribers are available for use while the Client is under an active subscription with
Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus
Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after
termination of its Order, SOW, or Exhibit placed under this agreement. All information related to
Network Subscribers must be destroyed by the Client within 15 calendar days of the Order,
SOW, or Exhibit placed under this agreement terminating.
o Opt-In. During the last 10 calendar days of the Client's subscription, the Client may send an opt-
in email to Network Subscribers that shall include an explanation of the Client's relationship with
Granicus terminating and that the Network Subscribers may visit the Client's website to
subscribe to further updates from the Client in the future. Any Network Subscriber that does not
opt-in will not be transferred with the subscriber list provided to the Client upon termination.
UPDATES TO SHARED SHORT CODES FOR SMS/TEXT MESSAGING (US CLIENTS
ONLY):
·Granicus will be migrating all clients with SMS/Text Messaging Solutions using a shared short code
option to a unique standard toll-free number within the United States (International numbers not
supported). Short Codes are recommended for Text-to-Subscribe functionalities, if enabled where
available, for an additional fee.
·Client must have explicit opt-in for all destinations sent to and adhere to all CTIA guidelines for the
duration of its use.
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Exhibit “B”
Version May 2022
Master Subscription Agreement
US/Canada
This Master Subscription Agreement (“Agreement”) is effective as of the date an Order or SOW (as
defined below) commences (“Effective Date”) between the party procuring Granicus Products and/or
Services (“Client”) and Granicus, LLC, a Minnesota Limited Liability Company (“Granicus”).
1. Definitions. For the purpose of this Agreement, the following terms have the corresponding
definitions:
“Content” means any material or data: (i) displayed or published on Client’s website; (ii) provided by Client
to Granicus to perform the Services; or (iii) uploaded into Products.
“Products” means the online or cloud subscription services, on premise software, and embedded
software licensed to Client, and hardware components purchased by Client under this Agreement;
“IP Rights” means all current and future worldwide statutory or other proprietary rights, whether
registered or unregistered, including but not limited to, moral rights, copyright, trademarks, rights in
designs, patents, rights in computer software data base rights, rights in know how, mask work, trade
secrets, inventions, domain or company names and any application for the foregoing, including
registration rights.
“Order” means a binding proposal, written order, or purchasing document setting forth the Products
made available to Client pursuant to this Agreement;
“Services” means the consulting, integration, installation, and/or implementation services to be
performed by Granicus as described in the SOW;
“SOW” means a statement of work agreed to by the parties that references this Agreement and describes
the Services and Deliverables provided as part of a Services engagement pursuant to the Services
provisions set forth in this Agreement; and
2. Intellectual Property Ownership and Use Rights.
a) Intellectual Property Ownership. Granicus and its licensors own all IP Rights in the Products.
Client and its authorized users have no right, title or interest in the Products other than the license rights
expressly granted herein. All rights not expressly granted in the Products are reserved by Granicus or its
licensors.
b) License to Products. Granicus hereby grants Client a non-exclusive, non-transferable license to
access and use the Products identified in the Order during the Term set forth therein. In addition to the
terms of this Agreement and the Order, product-specific license terms applicable to certain of the
Products can be found in Exhibit C. Granicus reserves all right, title and interest in and to all Granicus
Products, including all rights not expressly granted to Client under this Agreement.
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c) Third Party Contractors. Client may permit its third-party contractors to access and use the
Products solely on behalf of and for the benefit of Client, so long as: (i) such contractor agrees to comply
with this Agreement as if it were Client; (ii) Client remains responsible for each contractor's compliance
with this Agreement and any breach thereof; and (iii) all volume or transaction-based use of the Products
includes use by contractors. All rights granted to any contractor terminate immediately upon conclusion
of the Services rendered to Client that give rise to such right. Upon termination of such rights, contractor
will immediately cease all use of the Products and uninstall and destroy all confidential or proprietary
Granicus information in its possession. Client will certify compliance with this section in writing upon
Granicus’ request.
d) Data Sources. Client may only upload data related to individuals that originates with or is owned
by Client. Client shall not upload data purchased from third parties without Granicus’ prior written
consent and list cleansing Services provided by Granicus for an additional fee. Granicus will not sell, use,
or disclose any personal information provided by Client for any purpose other than performing Services
subject to this Agreement.
e) Content. Client can only use Products to share Content that is created by or owned by Client
and/or Content for affiliated organizations, provided that use by Client for affiliated organizations is in
support only, and not as a primary communication vehicle for such organizations that do not have their
own license to the Products. Granicus is not responsible for any Content used, uploaded or migrated by
Client or any third party.
f) Advertising. Client shall not use Products to promote products or services available for sale
through Client or any third party without Granicus’ prior written consent.
g) Restrictions. Client shall not:
(i) Use or permit any end user to use the Products to store or display adult content, promote
illegal or immoral activities, send or store infringing, obscene, threatening or unlawful or
tortious material or disrupt others use of the Products, network services or network
equipment, including unsolicited advertising or chain letters, propagation of computer
worms and viruses, or use of the Products to make unauthorized entry into any other
device accessible via the network or Products;
(ii) Use the Products as a door or signpost to another server;
(iii) Disassemble, decompile, reverse engineer or make derivative works of the Products;
(iv) Rent, lease, lend, or host the Products to or for any third party, or disclose the Products
to any third party except as otherwise permitted in this Agreement or an Order or SOW;
(v) Use the Products in violation of any applicable law, rule, or regulation, including violation
of laws regarding the processing, use, or disclosure of personal information, or violation
of any United States export control or regulation, United States embargo, or denied or
sanctioned parties prohibitions; or
(vi) Modify, adapt, or use the Products to develop any software application intended for
resale which uses or competes with the Products in whole or in part.
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3. Term; Termination.
a) Agreement Term. This Agreement begins on the Effective Date and remains in effect for the
period set out in the Order (“Initial Term”). Thereafter, this Agreement will continue in effect until all
Orders or SOWs have expired or been terminated.
b) Order Term. Each Order will be effective on the date set out therein and will remain in effect
during the Initial Term identified in such Order. Each Order will automatically renew for twelve (12) month
terms (each, a “Renewal Term”) unless either party gives the other party notice of non-renewal at least
sixty (60) days prior to the end of the applicable Term of the Order. The Initial Term and all Renewal
Terms are collectively, the “Term”.
c) SOW Term. Each SOW will begin on the effective date of the SOW and will remain in effect until
the Services are completed, this Agreement is terminated, or the termination date set out in the SOW
(the “Termination Date”), whichever is later. If no specific Termination Date is designated in the SOW,
Client may terminate the SOW upon thirty (30) days written notice to Granicus.
d) Termination for Default. Either party may terminate this Agreement or any Order or SOW by
written notice if the other party commits a material breach of this Agreement or the applicable Order or
SOW and fails to cure such breach within thirty (30) days after receipt of such notice, or an additional
period of time as agreed to by the parties.
e) Effect of Termination. Upon expiration or termination of an Order or SOW for any reason: (i)
Client’s right to access and use the Products will immediately cease (except for perpetual licenses granted
under an Order, which will continue to be governed by this Agreement for the duration of the license); (ii)
Client will promptly remit any fees due to Granicus under all Orders and SOWs; (iii) Granicus will promptly
cease performance of any Services; and (iv) the parties will return or destroy any Confidential Information
of the other party in its possession, and certify upon request to the other party of compliance with the
foregoing. Client will have thirty (30) days from the expiration date of a subscription to extract or
download any Content stored in the Products. Granicus has no obligation to retain any Content after such
thirty (30)-day period nor is Granicus responsible for extracting the data on Client’s behalf absent separate
written agreement and the payment of additional fees.
f) Survival. Sections 4 (Fees, Payment), 9 (Confidentiality), 10 (Indemnification), 11 (Limitation of
Liability), 13 (Governing Law) and any other clause that by its nature is intended to survive will survive
termination of this Agreement indefinitely or to the extent set out therein.
4. Fees; Payment.
a) Fees. Client will pay all fees, costs and other amounts as specified in each Order or SOW. Annual
fees are due upfront at the beginning of each annual term. Services fees and one-time fees are due
according to the billing frequency specified in each Order or SOW. Granicus may suspend Client’s access
to any Products if there is a lapse in payment not remedied promptly upon notice to Client. A lapse in the
Term of each Order or SOW will require the payment of a setup fee to reinstate the subscription. All fees
are exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice. It is
Client’s responsibility to provide applicable exemption certificate(s).
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b) Payment. Client will remit payment of the fees due within thirty (30) days of receipt of an accurate
invoice from Granicus or its authorized reseller, or if Client is subject to different payment terms imposed
by applicable regulation, such required payment duration. Any disputed amounts will be identified in
writing to Granicus within the payment period or be deemed accurate and payable. Client acknowledges
and agrees that orders placed by Client for Products and Services will be non-cancellable and the fees paid
are non-refundable unless otherwise expressly stated in the Agreement.
c) Purchase Orders. Upon request, Granicus will reference a purchase order number on its invoices
if Client provides the corresponding purchase order information to Granicus prior to generating the
invoice. Client agrees that a failure to provide Granicus with purchase order information will not relieve
Client of its obligations to provide payment in accordance with this section.
d) Price Changes. Subject to any price schedule or pre-negotiated fees to which this Agreement or
an Order may be subject, Granicus will provide notice of any price changes at least ninety (90) days prior
to the end of the current Term, which will become effective as of the next Renewal Term. Renewals at
the same volume amount will not increase more than ten percent (10%) over the prior year’s fees.
Purchases of additional Products will be at Granicus’ then-current price and licenses, subject to volume or
transaction metrics, and will be reviewed annually prior to commencement of the Renewal Term, with
fees adjusted to cover increases in Client’s use.
e) Cooperative Purchasing. To the extent permitted by law the terms of this Agreement may be
extended for use by other municipalities, school districts and governmental agencies. Orders and SOWs
entered into by such third parties are independent agreements between the third party and Granicus and
do not affect this Agreement or any Order or SOW between Granicus and Client.
5. Client Responsibilities.
a) Content. Client will be solely responsible for the Content submitted to the Products and will
comply with all laws, rules and regulations relating to the use, disclosure and transmission of such
Content, including providing such to Granicus. Client represents and warrants it has the legal right to
provide the Content to Granicus and that such use or disclosure does not violate the intellectual property,
privacy or other legal rights of any third party. Client grants Granicus a limited, non-exclusive right during
the Term to access and use the Content to provide the Products and Services. Content does not include
user feedback related to the Products or Services, which Granicus is free to use without any further
permission or consideration to Client. In addition, Content does not include data generated by use of the
Products, including system data and data derived from Content in an aggregated and anonymized form,
which may be used by Granicus for any and all business purposes including diagnostics and system and
product improvements.
b) Data Backup and Protection. Client will maintain a back-up of any data or data files provided to
Granicus. For certain Products, Granicus offers functionality that requires subscribers to enable password
protection of subscriber profiles and associated data. Client assumes all responsibility for implementing
and enforcing this security functionality in its sole discretion.
c) Passwords. Sign-on credentials used to access the Products are non-transferable. Client is
responsible for keeping all passwords secure and for all use of the Products through Client’s sign in
credentials.
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d) Cooperation. Client will provide any assistance reasonably required by Granicus to perform the
Services, including timely review of plans and schedules for the Services and reasonable access to Client’s
offices for Services performed onsite.
e) Third-Party Technology. Client will be responsible for securing all licenses for third party
technology necessary for Granicus to perform the Services (including the right for Granicus to use such
technology) and will be responsible for the performance of any third-party providing goods or services to
Client related to the Services, including such third party’s cooperation with Granicus.
6. Support. Basic support and maintenance services provided to Client for Products (“Support”) is
included in the fees paid for the Granicus Product subscription or maintenance during the Term and will
be provided in accordance with the Service Level Agreement set forth at granicus.com/legal/licensing.
Granicus may update its Support obligations under this Agreement, so long as the level of Support agreed
to by the parties is not materially diminished due to such modification.
7. Representations; Warranties; Disclaimers.
a) Representations. Each Party represents that it has validly entered into this Agreement and has
the legal power to do so.
b) Warranties:
(i) Each party warrants that it has the rights necessary to grant to the other party the licenses
granted in this Agreement.
(ii) Granicus warrants that it will perform its obligations in a professional and workmanlike
manner in accordance with industry standards.
(iii) Client’s sole and exclusive remedy and Granicus ’ sole obligation for breach of the
warranties in this Section are as follows: (i) for a breach of the warranty in Section 7.b.(i), the indemnity
in Section 10 of this Agreement; and (ii) for a breach of the warranty in Section 7.b.(ii) reperformance of
the non-conforming Services, provided that Client notifies Granicus of a non-conformity in this Section
during the thirty (30) day period following Granicus’ completion of the applicable Services.
c) Disclaimers. EXCEPT AS EXPRESSLY STATED IN THIS THIS SECTION, THE PRODUCTS AND SERVICES
ARE PROVIDED “AS IS” AND GRANICUS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-
INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. GRANICUS DOES NOT WARRANT THAT
PRODUCTS OR SERVICES WILL MEET CLIENT’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL
BE UNINTERRUPTED OR ERROR FREE.
8. Services.
a) Granicus will perform Services in accordance with this Agreement and the SOW. Granicus is not
obligated to provide any Services unless set out in the SOW. Unless otherwise set out in the SOW or as
agreed to by the parties the Services will be performed remotely. Any estimates provided in the SOW,
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including expected hours to complete the Services and any timeline provided by Granicus, are based on
known functional requirements and technical environments as of the effective date of the SOW. Changes
or delays in the work schedule originating with Client are subject to the project change procedure and
may result in an increase in fees.
b) Granicus grants Client a non-exclusive, non-transferable, royalty-free, perpetual license to use the
Deliverables on behalf of and for the benefit of Client independently and with the Products. Granicus
retains all right, title and interest to the Deliverables except for those rights expressly granted to Client
and reserves all rights not otherwise expressly granted herein. Deliverables and Services are deemed
accepted upon delivery unless otherwise set forth in a SOW. “Deliverable(s)” means any computer
software, written documentation, reports or materials developed by Granicus specifically for Client
pursuant to a SOW;
c) Any modifications to the Services must be in writing and signed by authorized representatives of
each party. Granicus personnel performing Services at Client’s offices will comply with Client’s policies
and procedures in effect at such location.
d) If agreed to by the Parties in the SOW, Client will also pay for all reasonable travel-related and
out-of-pocket expenses incurred by Granicus in the performance of the Services in accordance with
Client’s travel and expense policy which will be provided to Granicus in writing (or Granicus’ policy if none
is provided by Client) and which will be billed monthly and due thirty (30) days following date of invoice.
9. Confidentiality. During performance of the Services, each party may receive Confidential Information
of the other party.
a) “Confidential Information” means all confidential and/or trade secret information of either party
(“Disclosing Party”), including but not limited to: (i) Granicus’ Products; (ii) non-public information if it is
clearly and conspicuously marked as “confidential” or with a similar designation at the time of disclosure;
(iii) non-public information of the Disclosing Party if it is identified as confidential and/or proprietary
before, during, or promptly after presentation or communication; and (iv) any information that should be
reasonably understood to be confidential or proprietary given the nature of the information and the
context in which disclosed, in each case that is disclosed to the other party (“Receiving Party”) or to which
the Receiving Party gains access in connection with performance of the Services.
b) Subject to freedom of information, government transparency, or similar applicable law, each
Receiving Party will receive and hold any Confidential Information in strict confidence and will: (i) protect
and safeguard the Confidential Information against unauthorized use, publication or disclosure; (ii) not
reveal, report, publish, disclose, transfer, copy or otherwise use any Confidential Information except as
specifically authorized by the Disclosing Party; (iii) not use any Confidential Information for any purpose
other than in performance of this Agreement; (iv) restrict access to Confidential Information to those of
its advisors, officers, directors, employees, agents, consultants, contractors and lobbyists who have a need
to know, who have been advised of the confidential nature thereof, and who are under express written
obligations of confidentiality or under obligations of confidentiality imposed by law or rule; and (v)
exercise at least the same standard of care and security to protect the confidentiality of the Confidential
Information received by it as it protects its own confidential information, but no less than a reasonable
degree of care.
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c) If a Receiving Party is requested or required in a judicial, administrative, or governmental
proceeding to disclose any Confidential Information, it will notify the Disclosing Party as promptly as
practicable so that the Disclosing Party may seek an appropriate protective order or waiver for that
instance, unless such notification is prohibited by law or judicial order.
d) The foregoing obligations do not apply to information that: (i) is already public or becomes
available to the public through no breach of this section; (ii) was in the Receiving Party’s lawful possession
before receipt from the Disclosing Party; (iii) is lawfully received independently from a third party who is
not bound by a confidentiality obligation; or (iv) is independently developed by or on behalf of the
Receiving Party without use of any Confidential Information.
e) Upon written request of the Disclosing Party, the Receiving Party agrees to promptly return or
destroy all Confidential Information in its possession, and certify its destruction in writing, provided that
the Receiving Party may retain a copy of the returned or destroyed items for archival purposes in
accordance with its records retention policies and subject to this section.
f) Disclosing Party may be irreparably damaged if the obligations under this section are not enforced
and as such may not have an adequate remedy in the event of a breach by Receiving Party of its obligations
hereunder. The parties agree, therefore, that Disclosing Party is entitled to seek, in addition to other
available remedies, an injunction restraining any actual, threatened or further breaches of the Receiving
Party’s obligations under this section or any other appropriate equitable order or decree.
10. Indemnification.
a) Granicus will defend, indemnify and hold Client harmless from and against all losses, liabilities,
damages and expenses including reasonable attorneys’ fees (collectively, “Losses”) arising from any claim
or suit by an unaffiliated third party that the Products or Deliverables, as delivered to Client and when
used in accordance with this Agreement and the applicable Order or SOW, infringes a valid U.S. copyright
or U.S. patent issued as of the date of the applicable Order or SOW (a “Claim”).
b) To the extent permitted by applicable law, Granicus will have control of the defense and reserves
the right to settle any Claim. Client must notify Granicus promptly of any Claim and provide reasonable
cooperation to Granicus, upon Granicus’ request and at Granicus’ cost, to defend such Claim. Granicus
will not agree to any settlement which requires acknowledgment of fault or an incurred liability on the
part of an indemnified party not otherwise covered by this indemnification without indemnified party’s
prior consent. Client may elect to participate in the defense of any claim with counsel of its choosing at
its own expense.
c) If the Products or Deliverables are subject to a claim of infringement or misappropriation, or if
Granicus reasonably believes the Products or Deliverables may be subject to such a Claim, Granicus
reserves the right, in its sole discretion, to: (i) replace the affected Products or Deliverable with non-
infringing functional equivalents; (ii) modify the affected Products or Deliverable to render it non-
infringing; or (iii) terminate this Agreement or the applicable Order or SOW with respect to the affected
Granicus Product or Deliverable and refund to Client any prepaid fees for the then-remaining portion of
the Order or SOW Term.
d) Granicus will have no obligation to indemnify, defend, or hold Client harmless from any Claim to
the extent it is based upon: (i) a modification to the Granicus Product or Deliverable by anyone other than
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Granicus; (ii) a modification made by Granicus pursuant to Client’s required instructions or specifications
or in reliance on materials or information provided by Client; (iii) combination with the Products or
Deliverable with non-Granicus software or data; or (iv) Client’s (or any authorized user of Client) use of
any Products or Deliverables other than in accordance with this Agreement.
e) This section sets forth Client’s sole and exclusive remedy, and Granicus’ entire liability, for any
Claim that the Products, Deliverables or any other materials provided by Granicus violate or infringe upon
the rights of any third party.
11. Limitation of Liability.
a) EXCEPT FOR LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW, UNDER
NO CIRCUMSTANCES WILL EITHER PARTY BE LIABLE FOR ANY: (I) SPECIAL, INDIRECT, PUNITIVE,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES; OR (II) LOSS OR DAMAGE TO DATA, LOST PROFITS, SALES,
BUSINESS, GOODWILL OR ANTICIPATED SAVINGS, WHETHER AN ACTION IS IN CONTRACT OR TORT
(INCLUDING NEGLIGENCE) AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
b) IN NO EVENT, EXCEPT FOR CLIENT’S OBLIGATIONS TO PAY AMOUNTS DUE UNDER THE ORDER OR
SOW, OR GRANICUS’ INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 (INDEMNIFICATION),
WILL EITHER PARTY’S MAXIMUM AGGREGATE LIABILITY FOR ALL CLAIMS ARISING IN CONNECTION WITH
THIS AGREEMENT ((IN TORT (INCLUDING NEGLIGENCE), CONTRACT OR OTHERWISE)) EXCEED TWICE THE
AMOUNT OF FEES PAID BY CLIENT TO GRANICUS IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING
THE DATE THE DAMAGED PARTY NOTIFIES THE OTHER PARTY IN WRITING OF THE CLAIM.
12. General.
a) Force Majeure. With the exception of payment obligations, any delay in the performance by
either party of its obligations hereunder will be excused when such delay in performance is due to any
cause or event of any nature whatsoever beyond the reasonable control of such Party, including, without
limitation, any act of God; any fire, flood, or weather condition; any computer virus, worm, denial of
service attack; any earthquake; any act of a public enemy, war, insurrection, riot, explosion or strike;
provided, that written notice thereof must be given by such Party to the other Party within twenty (20)
days after occurrence of such cause or event.
b) Independent Contractor. Each party is an independent contractor and employees of each party
are not considered to be employees of the other party. No agency, partnership, joint venture or other
joint relationship is created by this Agreement. The parties shall not make any commitments binding on
the other or make any representation that they are acting for, or on behalf of, the other. Each party
assumes full responsibility for the actions of its personnel while performing the Services and such party
will be solely responsible for the supervision, daily direction, control of its personnel, and for the payment
of all of their compensation and any taxes related thereto.
c) Publicity. Neither party will use the name of the other party in publicity releases or similar activity
without the written consent of the other party, except Granicus may include Client’s name and logo in
client lists and similar communications.
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d) Waiver. No waiver of any breach of any provision of this Agreement or the SOW by either party
or the failure of either party to insist on the exact performance of any provision of this Agreement or the
SOW will constitute a waiver of any prior, concurrent or subsequent breach of performance of the same
or any other provisions hereof, and no waiver will be effective unless made in writing.
e) Notices. Other than routine administrative communications, which may be exchanged by the
Parties via email or other means, all notices, consents, and approvals hereunder will be in writing and will
be deemed to have been given upon: (i) personal delivery; (ii) the day of receipt, as shown in the applicable
carrier’s systems, if sent via FedEx, UPS, DHL, or other nationally recognized express carrier; (iii) the third
business day after sending by U.S. Postal Service, First Class, postage prepaid, return receipt requested;
or (iv) sending by email, with confirmed receipt from the receiving party. Either Party may provide the
other with notice of a change in mailing or email address in which case the mailing or email address, as
applicable, for that Party will be deemed to have been amended. Client’s mailing and email address are
as set forth in the Order. The mailing and email address of Granicus is as follows:
Granicus
Contracts
408 St. Peter Street, Suite 600, Saint Paul, MN 55102
(651) 757-4154
contracts@granicus.com
f) Severability. If any provision of this Agreement, Order, or SOW, or portion thereof, is held to be
invalid, illegal or unenforceable by a court of competent jurisdiction, such provision will be severed and
the remaining provisions of the Agreement, Order or SOW will remain in full force and effect.
g) Assignment. Neither Party may assign, delegate, or otherwise transfer this Agreement or any of
its rights or obligations hereunder without the prior written consent of the other Party (such consent not
to be unreasonably withheld); provided that either Party may assign this Agreement with reasonable
notice to the other party to an affiliate or to a successor in interest resulting from acquisition of all, or
substantially all, of the assigning party’s business by means of merger, stock or asset purchase, or
otherwise. Any assignment or attempted assignment in violation of this Agreement will be null and void.
h) Amendment. This Agreement may not be amended or modified except by a written instrument
signed by authorized representatives of both Parties.
i) Applicable Law. Each party will, at all times, exercise its rights and perform its obligations under
this Agreement in compliance with all applicable law, rules, and regulations.
j) Headings. The various section headings of this Agreement are inserted only for convenience of
reference and are not intended, nor will they be construed to modify, define, limit, or expand the intent
of the Parties.
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k) No Third-Party Beneficiaries. This Agreement is binding upon and insures solely to the benefit of
the Parties hereto and their respective permitted successors and assigns; there are no third-party
beneficiaries to this Agreement.
13. Governing Law. If Client is a public entity (a state or any agency or authority thereof, or county,
city or town, public educational institution or other entity that serves a public purpose), this Agreement
will be governed by and construed in accordance with the laws of the state in which the public entity is
located, with venue being a court of competent jurisdiction within such state. If Client is the Federal
government of the United States or any branch or agency thereof, this Agreement will be governed by the
laws of the United States with venue being any Federal district court of competent jurisdiction. If Client
is a private or commercial entity, this Agreement will be governed by the laws of the state of New York,
without reference to the state’s conflict of law principles, with exclusive jurisdiction of the state and
federal courts located in the borough of Manhattan, New York, New York. If Client is located in Canada,
this Agreement will be governed by the laws of the Province of Ontario with suit brought only in the
General Division of the Ontario Court of Justice. No applicable principals of conflicts of laws, imputed
terms of the Uniform Commercial Code, or the United Nations Convention on contracts for the
international sale of goods will apply to this Agreement.
14. Entire Agreement. This Agreement and Orders and SOWs governed by this Agreement constitutes
the entire agreement between Granicus and Client, and supersedes all prior agreements, requests for
proposals or pricing and the corresponding responses, understandings, representations or
correspondence relevant to the subject matter hereof. Perpetual licenses granted to Client under prior
agreements remain in full force and effect. Inconsistencies between documents will be resolved in the
following order: (I) this Agreement; (ii) Orders and SOWs; (iii) all other purchase documents executed by
the parties (except for any pre-printed or standard terms contained on purchase orders which shall have
no force or effect); (iv) Granicus’ response to Client’s RFI, RFP, RFQ; and (v) Client’s RFI, RFP, RFQ. If Client
issues a purchase order, Granicus hereby rejects any additional or conflicting terms appearing on the
purchase order or any other ordering materials submitted by Client. Client has not been induced to enter
into this Agreement or the SOW by any representations or promises not specifically stated herein.
Granicus [Company]
By:
By:
(Authorized Signature) (Authorized Signature)
Name
:
Name
:
(Print or Type Name of Signatory) (Print or Type Name of Signatory)
Title:
Title:
Date:
Date:
(Execution Date) (Execution Date)
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Exhibit C
GovQA/OpenCities/Other Data Metered Products. Certain Granicus Products like GovQA and
OpenCities provide a specific allotment of data storage as part of the annual subscription, as set
forth on the Order or Quote document. Should data usage exceed the allotment purchased during
the designated term, Client will be responsible for the fees associated with any data overage at
the same price per unit as the initial data allotment. Data allotments reset at the commencement
of each annual subscription term, and unused data cannot rollover into subsequent subscription
periods.
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Administrative Services
Information Technology
1635 Faraday Ave. Carlsbad, CA ZIP code 760-602-2450 t
Memorandum
December 14, 2022
To: Geoff Patnoe, Assistant City Manager
From: Doug Kappel, IT Applications Manager
Via: Maria Callander, Director of IT
Laura Rocha, Deputy City Manager, Administrative Services
Re: Granicus Three-Year Subscription Services Agreement for GovQA
This memorandum provides an explanation of the Granicus Three-Year Subscription Services
Agreement for GovQA for a total of $117,883.40 over the three years.
Purpose of Agreement
The current agreement for GovQA is set to expire. A new agreement is required that will be for
an initial 3-year period and allows for three one-year extensions if appropriate.
GovQA provides a range of services that support essential city applications. They include:
Public Records Requests (FOIA Services)
Public Inquiries to City Officials (Correspondence Service)
Citywide Mobile for Correspondence
Microsoft Azure for All GovQA Services (Fortress Service)
Advanced Search
Redaction Licenses
Okta Connector (SSO)
Request:
Sign the Granicus Three-Year Subscription Services Agreement for GovQA that will go through
December 17, 2025.
Budget Impact
The annual cost for the first year of the subscription for GovQA services is $36,667.83
and is budgeted in the IT Departments operating budget for fiscal year 2022-23. The
agreement does include a small annual increase and these amounts will be included in
the appropriate fiscal years IT Department budget requests.
Attachment: Agreement for Open Record Request Management System Subscription Services
with Granicus LLC
cc: Brent Gerber, IT Dept. Senior Management Analyst
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{city of
Carlsbad