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2013-159ORDINANCE NO. 2013-159 AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING A ONE (1) YEAR CONTRACT WITH TWO (2) ONE- YEAR OPTIONS TO RENEW, FOR THE LEGISLATIVE MANAGEMENT SUITE AGENDA WORKFLOW SOLUTION FOR THE CITY OF DENTON IN ADDITION TO THE GOVERNMENT TRANSPARENCY SOLUTION AND THE MEETING EFFICIENCY SUITE, WHICH ARE AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5277 AWARDED TO GRANICUS, INC. IN THE NOT TO EXCEED AMOUNT OF $171,081). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available frorn one source because of patents, copyrights, secret processes or natural monopolies; iilms, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAlNS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office ,�f the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 5277 Granicus, Inc. $171,081 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5277 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the /� day of GGf� , 2013. V� ✓� MARK A. B - OU HS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: � 4-ORD- 5277 ORIGINAL �i� of �enion � Cantrac� � 5277 Cit of I�entorn � A �r��.�. W�rk.fl�w �olu.t.�on � Comtr�.ct # 5277 Conira�t A ree.m.�� STATE OF TEXAS C�UNTY OF DENTON CONTRACT #5277 PR4�ESSI�NAL r�ND PERSONAL SERVICES AGREEMENT THIS AGREEI�IENT is made and entered 'uito as of the 29 day of May, 2013, by and bat�veen the City of Denton, Texas, a Texas municipal corporation, with its principal affice at 215 East McKinrtey Street, Denton, Denton County, Texas 76201, het•ei�ia#�er called "OWNER" and Gzaz�icus, Iz�c. with its corparate office at 600 Harrison Street, Suite 120, San Frat�ciseo, CA 9�107, hereinafter callee! "C�NSULTANT," acting herein, by and through thei� duly authorized representatives. WITNESSETH, that in eonsideration of the covenants and agree�neziEs hez•ein coniained, tlxe pa�ties hereto clo mutually agree as foilows: ARTICLE I EMpL0YN1ENT OF CONSULTANT The OW�TER hereby contracts with the CONSULTANT, as an ir�dependent contractar, and the CONSULTANT hereby agraes to perform the professional and personal services herein in connection witY� the "Project" as siated in the sections to follo�v, wifli diligeiice and in accordance with the professional standards eustv�naz•zly obtaiz�ed for such sezvices izi the State of Texas. The professiot�al and personal services set out herein are in connection with the following described Praject: The Project shall i�elude, without lunitation, assistai�ce to the City of Denton in regards to suppo��ting the Czty's public ia�.eeting woxk£�o�v needs, through an automated electronie solution. The scope of services shall inclttde the details listed within a prop�sal dated November 29, 2012 from Granicus, Inc. ARTICLE II SC��'E OF SERVICES The CONSULTANT shall perfar•m the following services i� a professiaual manner; A. To perform all thase services set forth in CONSULTANT's proposal, which proposal is attached hereto and made a part hereof as �Yhibits "A" as if �vritten r,vord for wo�d herein. B. If there is any conflict bettiveen the tei7ns of this t�greement and the CONSULTANT'S proposal, the tei7ns and conditions of the Agreetnent shall control over t11e terms and conditions of this Proposal. �xTZCLE �zz ADDITIONAL SERVICES Additional services shall mean, for purposes of t�us Agz�eement, any additional work that is no# expected or conteznplated in Exhibits "A", Atzy such additional 4vork shall be sepaz•ately agreed upon by both parties and shall be the subject of a separate purchase order or a separ�te agreement, ARTICLE IV CONTRACT TERMS Tk�e init�a� coniract pex•iod is �or one year beginning 3une 15�h, 2013 (or date of a�va�•d) through June 1�#`�', 201�E. At the expiration of the initiai cont�•act periocl, this conh•act may be renewed annually, as detailed belo«r, for up to two (2} one�year renewal options. Seivices undertaken pursuant to this solicitation will be required to commei�ee within foutrteen (1�) days of delivery of Notice to Proceed. The �services sha11 be accomplished per the Scope af Work and Seivices as identified in Attachment A, The Contract shall con�tnence upon the issuance of a Notice of r�tivard or Purchase O�•der issuance by t%e City of Denton and shall automatically rene�v each year, from tl�e date af the award, ut�less either pai�ty notifies the otlier prior to the scheduled renewal date in accardance with the p��ovision oi A��ticle XII, titled Termination, At the sole option of the City of Denton, tlze Contract may be fuz•tk�er extended as needed, not to exceed a total of siY (6) tnonths. Tirne is of th� essence in this A�eement. June 15, 2013 — June 14, 2014 June 15, 201 �— June 1�, 2015 3une 15, 20I 5— June 14, 2016 A. C�MPENSATION TERIv1S: Initial Contract Teim 1 S� Year Rene�val Option 2nd Year Renerval Option �RTrCL� 'V CONiPENSATION "Sl1bCOli$�act E�pense" is defned as eYpenses incui7ed by the CONSULTANT in employnaeni of others in outsic�e fix7ns foz se�vices� 2. "Direct Non-Labor EYpense" is defined as that expense for any assign.ment iucuzxed by the C�N�SULTAaV"�' fa;� supplies, transpax•tafion a�1d equipmeut, travel, communications, subsisten�ce, and lodgang away fi•om honze, and simila�� incidental e�pensas in connection ��vith that assignment. B. BILLING AND PAYIV�NT: �or a�d in conside�•atio�z of th:e professional sezvices to be perfai�ned by the CONSULTANT harein, ihe OWNER agrees to pay, based on the cost estimate deta.il set forth in EYilibit "A", which the Exhibit is attached hereto and made a Page 2 pai�t of this Agreement as if �vritten word foi• word hereui, a total fee aggregating not-to- esceed $67,500. Initial Fee — (one-time upfi�ont payment} $31,500 6115/2013 to 6/14/2014 (monthly payments of $500 eacli With discount offered of $600 pe�• month fox lst year) $ 7,200 6/15/201� to 6/1�/2015 (monthly payments of $1200 each) $1�#,400 6/15/2015 ta b/1�/2Q16 {tnonthlypayments af $1200 each) �14,4U0 Total potential contz•act amount 67 500 Pai�tial payments to the CONSULTANT �vill be made on the basis of the clelivery of the proposed sohrtion within Exhibit A, reiidered to and approved by ttte OWNER through its City Manager or his designee; however, under no circumstances shall any invoiced statement for seivices exceed the value af the v�7ork pez•fo�xned at the time a statement is rendered. - Nothing contained in this Ai�ticle shall rec�uire the OWNER to pay foi any wo�k �,vhich is unsatisfaciory, as reasonably deteimined by the City Manage�• ar his designee, OT tiV}]iC711S nat sttbmitted in compliaitce with the terms o� this Ag�•eetnent. The O�VNER shall not be �•equiz•ed to malce any payments to the CONSULTANT when the CONSULTANT is in defauit under this Agreement. It is specifically �mderstood and agreed tt�at the CONSLTLTANT shall not be auihorized to zindexta�Ce any work pursuant to this Agz�eement which would z�ec�uire additional payrnents by the OW�IER for any chaxge, eYpense, or reim6ursement above the maximum not-to-esceed fee as stated, without first ha�c�ing obtained written authorization from the OWNER. The CONSULTANT shall iiot �roceed to perfol�i the services listed in Arkic�e III "Additianal Services," withou# abtaining prior �n�itten authorization from the �`VNER. C. ADDITIONAL SERVICES: For additional services authoi•ized in writing by the OWNER in Ai�ticle III, the CONSULTANT shali be paid Uased on the Schedule af Charges at the rate a�eed upon by the separate purchase order or separate a�eeine�it. Payt�en.ts foz� additioz�al sea•vzces shall be due and payable upon submissioti by the CONSULTANT, and shall be in accordance r�vith subsection V.B. hereof. Statements shall nat be sx�bmitted mor� freq�iently than task/phases completed, D. Pf4YNIENT: If #he OWNER fails to make payments due the CONSULTANT foi• services and expenses �vithin tl�ii�ty (34) days afte�� receipt of the CONSULTANT's undisputed statement thereof, the amounts due the CONSULTANT inay be inci�eased in accordance with the provzsions of Te:�as Governtaierzt Code 2251 (P��ompt Payment Act) from the said thirtieth (30t�') day, anci, in addition, the CONSULTANT may, after giving seven (7) da5�s' written notice to the O'VVI�ER, suspend seivices tuider this Agleen�ent until the CONSULTANT Iaas been paid in full all amourzts due fo�• seavzces, e�penses, and charges, pravided, however, nothing herein shall require the OWNER to pay the late Page 3 charge of one pezcent (1%} set foi•th herein if the O�VNER reasonabiy detern�ines, and notifies the CONSULTANT, in w�iting, tiiat the work is unsatisfactory, in accordance with this Article V, "Compensation," ARTICLE VI OBSERVATION AND REVIE�� OF THE WORK The C4NSULTANT will eYercisa reasouable cat•e and due diligence in� discovering and promptly repoF�ting to the OWNER any defects or deficiencies in the work of the CONSULTA��1T or any subcontractors oz• subcoi�sultants. ARTICLE VII OWNERSHIP OF DOCUi�iENTS All documents prepaied or fu1a�ished by the CONSULTANT (and CONSULTANT's subcontractors or subcansultants) pursuazit to thzs Agt•eeinent are instr��ments of service, and shall become the prope��ty of the OWNER upon the tei7nination of this Agreement. The CONSULT�NT is entitled to retain copies of all such documents. The documents prepared 2nd furnished by the CONSULTANT are intended only to be applieable to t�ris Pzaject, and OWNER's use of these dociunents ui otl�er projects sliall be at OWNER's sole risk and expense. I�i the event the OWNER uses any of the i�ifo�•mation or tnatecials developec� pursuant to this Agreement in. ataothez• pz•oject or for other pui�oses th�t� specified herein, CONSULT�NT is released fi•om an�r and all liability relating to their use in that project. ARTICLE VIII �IDEPENDENT CONTRACTOR CONSULTANT shall pro��ide services to OWNER as an independeizt cont�•actor, not as an empLayee of the OWNER. CONSULTANT shall not have oz claitx� an.y right arising fi•om employee stahls, ARTICLE IX INDENINITY AGREBiVIENT The CONSULTANT sha11 indemnify and save and hold harmless the OWNER and its ofiicers, agents, and exrzployees fi•om and against at�y and a11 liahiliiy, claims, demands, damages, losses, and �xpenses, including, but not limited to court costs and reasouable attorney fees incui�red by the OWNER, and including, vvithout limitation, dainages �oz bodily atzd peesonal injury, death and property damage, resulting frotti the neglig�nt acts or omissions of the CO�SULTANT o�• its officers, shareholders, agents, or employees in the execution, operation, oi• perfoi7nance of this Agreement. Nothing in this Agreement. shall be construed to create � liabilify to any person rvho is not a pa�.-ty to this Agreement, and nothing herein shall �vaive any of the parties' de�enses, both at law or ec�uiiy, to any claim, cause of action, or litigation filed by anyone not a pai�ty to tliis Page 4 t�.greemezit, inchidi��g the defense of goveimmental iirimunity, �vhich clefenses at•e he�•eby e�pressly reserved. ARTICLE X INSURANCE Du�ing the performance of the seruices under this Ag�-eement, CONSULTANT sha11 n�aintain the following inst�rance wiih an insurance company licensed to do business iY� the State of Texas by the State �tlsurance Cornmission or any successor agency that has a rating with Best Rate C�ti77ers of at least an A o� above: Reference the attaclied "Ciiy of Denton — Insurance Req�irement for Contractors." ARTICLE XT ARBITRATION AND ALTERNATE DTSPUTE 1ZESOLUTYON The pat�ties may agree to settle any disputes under this Aga�eement by submitting the dispute to arbitF•ation or other means of altel�ate dispute resohition, such as zneciiatio�i. I�o arbitration or alte�nate dispute resohttion atising out of or �•elating to this Agreement, involving one pai•ty's clisagreement may include the otlier paz�ty to the disagreement without the othe��'s approval. ATZTrCT�E XTI TERM1Nt�TI�N 4F AGREEMENT A. Noitijlithstanding any othe�• provision of this Agreemient, either party may teiniinat� b� giving thil�ty (3Q) days' advance tiv��itten notice to the other pa�•ty. B. This Agreement may lae teiniinated 'zn �vliole or in part in the event of �ithex• pa�•ty substantially failing to ficlfill its obligations undex• this Agieement. No st�ch tei�nunation ti�vill be affected unless the ather party is given (1) written notice (delivered by certifi�d mail, z•etuzxi receipt requested) of i�rtent to ternunate and setting foz•th t1�e reasoi�s specifying the non-performance, and not less than thii�ty (30) calendar days to cure the faili�re; and {2) an oppox�hinity fot• consultation with the #eiminating pat�ty prior to teiynination. C, I£ the Agreeinent is tei�ninated prior to completion of the services to be pz•ovided hereunder, CONSULTANT shall inimediately cease all services �nd sha11 render a fanal bill for ser�+ices to the OWNER within thia•ty (30) days after the date of termination. The O�W�IER shall p�y CONSULTANT for all services pxopezly reudered ar�d satisfaetorily perfo��tned and fai� �'eirnbursa�le expenses to tei7nination incu��ec� prioz• to the date of #ermination, in accordance with Article V"Compensation," Should the OWNER subsequently cont�act with a new consultant fo�• tlxe continuation of seiwices on the Project, CONSULTANT shall caoperate in providing info�rnaiion. The CONSULTANT shall tt�rn ovex all docut�zents prepared or fiiz�ished by CONSULTEINT pursuant ta this Agreement to the OWNER on or before the date of tez-mination, but may �n�intain copies of such documents for its use. Page 5 ARTICLE XIII RESP�NSIBILITY FOR CLAIMS AND LIABILITIES Approval by the OWNER shall not canstitute, nor be deemed a release of the respo��sibility and liabiliry of the CONSULTANT, its employees, flssociates, agents, subcontractors, and subconsultants for the accuracy and compete��cy of thei�• designs or other tivork; nar sliall such approval be deemed to be an assunnption of such responsibility by the OWNER for any defect in the design or other work preparec! �by the CONSULTANT, its employees, subcontractars, agents, atid consultants. ARTICLE XN NOTICES All notices, communications, and repoi�ts reqtured or �ernutted under tlus Agreement shall be persanally delivered o�• mailed to tlae z•espectzve parties by depositing same in the U�uted States mail to the address s�io�vn beioru, cez�tified mail, �•etu�•n x�eceipt z•equested, i�nless otherwise specified herein. Mailed no�ices shall be deem�d communicated as of ttu�ee (3) days' t�iailing: To C�NSULTANT: Granicus, Inc. Ra�n Am�asami, Account Nlanager 604 Haz•z•isoi� Stz•eet, Suite 120 San Francisco, CA 94107 To OWNER; City o:f Den.ta��, Te�as Georg� G Can2pbe11, City l�lanagez• 215 East McKinney Detrto�, Te:�as 7620I All notices shall be deemecl effective upon receipt by tkze pat•ty to wha� suc1� ziafice is given, or tivithin three (3} da��s' mailing. AR`1�CLE XV ENTIRE AGREENIENT This A.greement, consisting of twenty-four (24} pages and thtee (3) exhibits, constitutes the complete and ��z�a1 e.�p��ession of the agreeinent of the pai�ties, and is intended as a complete and e�clusiv� statement af the terms of tf�ei�• agreements, and supersedes all pi7or contemporaneous ofFers, p��omises, representations, negotiations, discussions, communications, and ag�•eeznents which may have been rnade u1 con�iection r�vith the subject matter hereof. ARTICLE XVI SEVERABILITY If any provision of this Agreennet�t is found ot• deemed by a court of competent jtu�isdiction to be invalid or uiienforceable, it shall be consiclered se�erabl8 from #he remainde�� of this Agreement and shall not cause the t�eniaindez to be invalic� or unenfoi•ceable. In such event, the parties shall refoi�n� ihis Agreement to replace sucl� st��icken proviszo� with a vaIxd and Page b enforceable provision which comes as close as possible to expressing the intention of the sfi�cken provision. �1RTICLE XVII CO'4IPLIANCE WITH LA�VS The CONSULTANT shatl comply with all federal, state, and Iocal laws, rules, t•egulations, and oi•dinances applicable to the work covered hereunder as they may notiv read or hereinafter be amended. ARTICLE XVIII DISCRIMINATION PROHIBITED �t� perfox7ning the services �•eqiiixec� hei�eunder, the CONSULTANT shall not discrin�ziX�ate against any pe��son on the basis of z•ace, eolor, religion, se�, national origin or ancestry, age, oz• physical ha�.dicap. ARTICLE XIX PERSON�IEL A. Tlae CONSULTANT r•epresents that it has ot• �vill sectYre, at its own expense, all persoruiel required to perfoi7n a11 the seivices rec�ui��ed t�nder this Agreement. Such pe��sonnel shall not be employees or officez�s o�F, o�• have any con#ractual xelations with the OWNER, CONSULTANT sliall in%rm fhe OWN�R af any conflict of interest or potential conflict of interest that may arise during the term of this Agreem�nt. B. All se�vices rec�uired hereunder tivill be perfo��ied by the CONSULTANT or under its supervision, All personnel engaged in wo��k sl�all be qual��ed, and s��al1 be authoz•ized and pennitted under state a��d local laws to perform sueh services. ARTICLE XX ASSIGNABILITY The CONSULTANT shall not assigri an� interest in this Agreement, and shall not t��ansfez� azay inte�•esi in this Agreement (�vhether by assignn��nt, no��ation, or otherv�Tise) tivithout the prior vv�•itten conseiit ofthe OWNER. ARTICLE XXI MODIFICATION No waiver or modi�cation of this Agz•eezner�t ok of any covenant, conclition, or limitation herein contained sha(1 be vaEid nnless in �vriting and duly executed by #he party to be eharged therewith, and no e�vidence of any waiver or modiF'ication sha11 be offered o�• receivec� in evidence in any proceeding arising betweez� tl�e pat�ties heteto out of or affecting this Ag�•eement, or the rights o�• obligations of the parties hereunder, and unless such tivaiver or modification is in �vriting at�cl duly executed; �nd the pai�ties firi�ther agree that the provisions of this section will not be waived unless as set fo��tt� he��eifa. Page 7 ART�CLE XXII MISCELLANEOUS �1. The following e�hibits are attached to and made a part of this Agreement: City of Denton — Insurance Rec��zirements for Contractors Exlubit "A": Gi•anicus Pi�oposal dated Novenlber 29, 2012 B, The OWNER shall have the right to audit atzd make copies of the books, records a�d eomputations pertainiiig #o this agreament. The CONSULTANT shall r�tain such books, records, doci�ments �nd other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progz•ess or audit findings axe yet ur�esolved, in �vhich case records shall be kept until all audit tas�CS az•e conzpleted and resolved, These books, recort�cis, documents and ot}aez• evidence shall be avazlable, �vithia� ten (10) b«siness days of �.�ritten rec}uast. Fui�thei°, th� CONSULT�iT shall also require flll Suhcontractors, materiai suppliers, and othei• payees to retain �11 books, recoids, documents and o#her evidence pertaining to this agreemeilt, and to allow tl�e OWNER sirnilar access to thase documents. All books a�xd z•ecoz•ds will be n�ade available within a fifly (50) mile radius oi the City a� Den.ton. The cost of tk�e auclit will be bot�ne by the OWNER unless the audit �•eveals an o�verpayment of 1% or greater. If an overpayment of 1% or greater occurs, the reasonable cost of the audit, inchtding any travel costs, must be boi�ne by tl�e CONS'UI,TANT which must be payable within ten (10) b�isiness days of receipt of an invoice. k'ailttze to comply «�ith the provisions of this section shall �e a �naterial bi�each Qf this contz�act ant� shall constitute, i�n the �WNER'S sole discretion, grouncls for tei�rnination thereoF. Each of the terms ��books", "I'ECOl'C�3", '�documents" and "other evidence", as used above, sllall be constr��ed to inclucle drafts and elecironie files, even if suc� drafts or elects�onic files are subsequently used to generate or prepa��e a final printed documeni. C. Vanue of any s�tit or catiise of action under this Agreement shall lie exclusively in Denton Caunty, Tex�ts, This Agreeinent shall be construed in accardance with the laws of the State of TeYas, D. For the purpose of this Agreeznerzt, the key persfln who will perfoxtn �he ��vork hereundec shall be Ram Annasami. However, iiothing herein shall limit CONSULTANT fi�oni using otlter q�ialified and campetent members af its fu7n to perfo�7n the seiwices required he��ein. E. CONSULTANT sl�all commence, cai�y on, and complete any and all projects with all applicable dispatch, iri a soiind, eco�iomical, and efficient manner and in accordance with the pxovisions liereof. In aeconiplishing the projects, CONSULTANT s�a[1 take sucli steps as are appropriate to ensure that the work invoived is properly coordinated with related work bein� caixied on by the OWNER. Page 8 F. The OtiVNER shall assist the CONSULT�NT by placing at the CONSULT�NT's disp�sal aIl availaUle infoi7natian pei�tinent to the Project, including previous reports, an�J other data relative to the Project, and at7•anging for the access thereto, and make ali provisions for the CONSULTANT to enter in oi' UpOI� �Ll��IC and private praperty as required for the CONSULTANT to peiform services under this Agreett�tet�.t. G. The captions of this Agreeme�t az�e foz• in£oi�national puzposes only, and shall not in any rvay affect the scibstantiva ierms or conditions. of this Agreenzeni. IN WITNESS HEREOF, the City of Denton, Tesas has causecl this Agraernent to be eaecuted b� its du�y authoz•ized City Manager, at�d CONSULTANT has executed this green�ent by anti through its duly authorizeci undersigned officer on this the /�� day of �6 , 2013. "4�V�1ER„ CITY OF DENTON, TEX�5 A TeYas IVluiucipal Co��po�•ation By: GEOR E C. CAMPBELL CITY Iv1ANAGER AT'I`EST: 3E i ER WALTERS, G TY SECRETARY By: /(X1� APP OVED AS TO LEGAL FORiI�I: ANITA BURGESS, CITY ATTORNEY � By: ATTEST: "CONSULTANT" GRANTCUS, iNC. By: �� 7a � ��.ny/� C�o Page 9 : Pa�e 10 C1iY OF DENTON IN5URr41�C� REC�UIR��UlENT'S FO� �ONTRACi�R� Brdrle►�`s aite�►tron is �irecterl to t1�e ��isarr�r�ce reqttri�er��e�tts beiow. Il rs higllly recommef�ded tlrat bidde�s confef• �vitli tfaei�� r�espective i�rs�n�rrnce crr,�t•ie�s af� bi�oke�s to �leter�nir�e rrt ndvartce of Br�l sr�bmrsszor� th� availabilrfy of irtsarr�arice cei•t�cafes and eizdor•se►sae�Tts as pi•escf�lbed m:d provided Jzerer�r. l'f �rn trppn�e�it lo�v bidder fails to cofnply strietly witli �I�e iftsrrraitce ��equirejrte�tts, Ni�f brrldet� r�tay Ge rlisquali�et�f�o�n tttvtif•tl of flte cor2t��act. Upon birl nivrrrrl, rcll IilSlll•rntce r•equirenrerrts slrall becorne co�ltrnetieal obligatlo�as, �v/ticlt tlte scrccessful bidr�ef� sfircll have a rlacty to r�rrriattain tlmorsghaad the coa�rse of this contract. S'I'ANDARD PROVISIONS: yYithoert lirniti�ag any of the other� oblrgations o�� liabilities of the Cofatrrrctor•, the Contr�actor shall p��ovi�le ancl lnaintain crntil the contf�ucted �voj�k h�rs been co�npleted crnd aecepted by the City of Denton, 4►vneT�, the miniminn insurance coverage as indicatecl hereinafter. �s soort as �racfica�ile crftet� �rotification of bid mi�ard, Cantrcrctor shall frle titijrfh the Purchasing Depar�tyf�ent satisfactot3� certrfrcates of inszrr•ance, containing the bic� ntrmber� rrrid lille of ihe pt•oject, Contrctctor ntay, trpon �1n•itten reltrest io the Pert•cl�asing Departt»errt, ask for• clarifrcntion of any insttr•ance f�eq2rirements at rrny tijne; hotive>>er, Contractol�s rn•e stro��gly advisec� to m�rke .rzrch r•e�uests priol� fo bid opening, since the inszrrance reqttireirzents rntry not be �trodrfied ot• �vaived crftet• bid o�enitag tinless a 1vr�itten exceptran J��rs been saibrraitted �vith the bitl. Co�rtr��ctor• sltnl! ttot cotn�neslce a��iy wor�k o�� ctelivef� any rnatet�irrl rrrrfil Ite o1• slTe f•eceives notifr.cntio�i t/rnt fhe contracf Jans beert accepterl, approved, rcrxrl signe�l6y tlte City of Dentotr. t�ll insia•ance policies p�•opose�l or obtainecT in s�atrsfaction of these requiretrrents shall comply �vith the ,failoitrr��g ge�eral speeifieations, crnd shall be rrrcrirrtained in eonrplicrnce tivith these genel�al specifrc�rtions throttghottt the dzrratiofr of the Contraet, or longet•, if'sa r�oted.• Each policy shall be issued by a company authorizcd ta do business in the State of Texas �vith an A.M, Best Company rating of at least A or better. • Any deductibles oz� self-insiu�ed rete�tions shall be declared in the bid proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insn�•ed retez�tions with respect to the City, its officiats, agents, employees and volunteers; or, the co��tractoz� sha�� p�•ocuze a bond guaranteeing payment of losses and related investigations, claim administration and defense e;cpenses. • Liability policies shall be endorsed to provide the �ollowing; • Narne as additional insw•ed the City of Denton, its Officials, Agents, Employees and volu�iteexs. • That such insurance is primary to at�y other insu�•ance available ta the additional insured �vith �•espect to claims covei•ed under the policy and that this Page 11 insuz�a�tce applies separately to each insured agailist rvhom claim is m�de or Slllt 15 bl�ought. The inclusion of more than one insured shall not operate to i��crease the insurer's Iirnit of liability. • CajtceTlrrtion: City rec�rirres 30 da}� tit��'Tlfe31 7tOtlCC SJi011rl� [131j� of tlze policres tlescrlGed o�i tl�e cerfffrcate be cancelled befo�•e tlte exprr�tron t��tte. • Should any of the required insurance be provided under a claims-rzaade foim, Contractor shall maintain such coverage continuously th��oughout the term of this contract and, �vithout lapse, for a period of thFee yeai•s beyond the contract eYpi��ation, such that occu�7�ences arising d�t�ring the contract tei�ni �vhich give rise to claims nnade a#ter expii•ation of tl�e cozitxact shall be cavered. o Shou�d any of the required insurance be pzovided under a foi�n of coverage that includes a general annual aggregate timit p��ov�ding �or claiins investigation or legal defense costs to be included in the genez•al annua( aggregate limit, the Contractor shall either dauble the occu�•rence limits or obtain Or,vners and Coiitractors Protective Li�bilit�T Insut�ance. e Should any requi��ed insurance lapse dui7ng the contract teim, requasts for paynnenis oi•iginating afte�' SL1CI1 lapse shall not be processed until the City recei<<es satisfactory evidence of reinstated coverage as required by t1�is contract, ef£ective as oi the lapse date. If insm•ance is not reiustated, City may, at its sole option, terminafe this agreement effective on the date of the lapse. Page 12 SPECIFTC ADDITIONAL �NSURANC� 12�QUYREMENTS: All instrf•ance polieies pr�Qpose�' or obtairzecl irr satisfaetion of thi.r Contraet shadl a�lclitionally cornply �vitla the folloti>>ing tfzarketl specificatro�as, and shall be rnaintcritaed in corrtpiiance �vith these additional s�eci�ications th1•oirghoirt the darratioj� of the Cont�•ACt, of� longef; rfso noted.• [X ] A. General Lia�ility Insurance: General Liabi�ity insui<�nce with combined single limits of 1�ot less than $1,000,004 shall be pz�ovided atad rz�zarntaxned by the Contractor. The policy shall be w��itten on an occurrenca basis eithar in a siugle policy or in a combination of underlying and umbrella or excess poiicies. �� the CommerciaE General Liability #�orrr� (ISO Forr�x CG OOQl cu�1•ent ediiion) is used: Coverage A sl�all inchlde pa•ezx�zses, operations, products, and cornpleted operations, independent contraetors, cotitractual liability covei�ing tlus contz•act and 6road %rin property damage cove�age. Cove�•age B shali inelude personal injury. Coverage C, medical payizients, is nat requued. If the Co��iprehensive Gene�ai Liability forrzl (ISO Foxm GL 0002 Current �ditian and ISO Form GL O�a�) is used, it shall include at least: � Badily injury and Property Damage Liability for p��etnises, �perations, products and eompleted operatiQns, independent contractors and pxopertp dam�tge resulting from explosion, eollapse or ��ndergrounct (XCU) eYpositres. Broad foi�ni contractualliability (preferably by endorseinent) covering #his contract, pez�soxial izajury lzabi�ity and broad form property da.tnage liability. [K] A.utomobile Liability Insuraifce: Cont�•acto�� st�all provide Coinx�xercial t�.ntomobile Liability insurance tivith Coinbined Single Lin�its {CSL) of not Iess t��at� $500,000_either in a single po(icy or in a combinaiion of basie and umbrella or excess policies. The policy will include bodily inj�uy �nd property damage liabitity �trising out of the operation, nlaintenance and use of all ailtomobiles and nzobile equip�nent used in conjunction with this contract, SatisFaction of th� above req��iremant shall be in the form of a pof icy endorsez�ent �oz•; any auto, or ali owned, hired a�id non-owned autos. [Xj VVorkers' Compensation Insui•ance Contractor shall �urchase and inaintain �Voz•ker's Compe�isation insurance �uhich, in addition to zzieeting the minimun� statutoiy requirements for issuance af such insurance, has Employer's Liability li�nits of at least $100,000 foi� each accident, �a10�,000 per each employee, and a$540,004 policy limit foi• occu�ational disease. T1ie City need not be named as an "Additiozzal Insured" but tY�e inst�z•ez• skaall agz•ee to waive all izghts of subrogation against the Citp, its officials, agents, employees and volunteexs fot� any work pe��formed for the City by the Nained Inst�red. For building or consfruction p��ojects, the Co�itractor shall comply with the pravisioi�s of Attachment 1 in accordance �vith §406.09b of the TeYas Laboz• Code and rt21e 28TAC 110.114 of the Texas Worker's Coinpensatian Commission (TWCC). [� O�vner's and Contractor's Protective LiabiIity� Insurance The Contractor sllall obtain, �ay for and maintain at all tirnes during the �rosecution of the work undei� this contract, an �ti�Jner's and Contt�actor's Protective Liabiliiy insurauce policy naming the City as insured for pz�operty dannage and bodily injury wliich may arise in the prosecution of the work or Contracto�•'s operations under this contract. Coverage shall be an an "occturenc�" basis, anci the policy sha11 be issued by ihe sa�ne insurance company that cai�7es the Con#ractor's li�bility i�lst�rance. �olicy li�nits will be at least combined bodily injury �nd prapei�ty datnage per occurrence with a aggregate. [X] P�•ofessivnal Liability Insurance Professional li�bility insurance with limits not less than $1,000,000 per claim with respect ta negligeixt acts, erroz�s or omissions in connection v��ith px�o%ssional services is required undex• this Ag�•eeznent. - [ ] Builders' Risk InsY��•ance Builders' Risk Tnsu�•ance, on an All-Risk form for 104% of the compleied vahie shall be provicted. Such policy shall ir�cllide as "Named Insu��ed" the City of Det�ton and aIl subcantractors as their intesests may appear. [ ] Comme►•cial Criine Provides coi�erage fox� the the£t or disappeara�ice af cash or checks, i�obbeiy inside/outside tI�e premises, burglary o� the pz•ezxzises, at�d enipla��ee fidelity. The e�nployee fidelity portion of this coverage shottld be written on a"blanlcet" basis to cover all employees, inciuding new hires. This iype insz�rance should be requized if the contractor has access to City fi�nds, Limits of not less than each occl�rience are required. [ ] Additional Insurance Other insurance may be reqtiired on an individual basis for extra hazardous contracts �and specific service agreements. If such additional insurance is reqt�i�ed for a specific eo��tract, that requiremezit will be c�escribed in the "Specific Co��dztio�ls" of the contraci specifications, Page l� ATTACHMENT 1 [] Worlcers' Compensation Cover2ge for Building or Construction Projects for Governmental Enfities A. Definitions: Cerfificate of coverage ("ce��tificate")-A copy of a cei-tificate of inst�rance, a certific�te af �ii#tzaa'ity to self insure issued by the commission, or a coverage agreement (TWCC-81, T`VCC-82, TWCC-83, or T�'VCC-84), shativing statutory woz•kez•s' compeizsation insur�nce coverage foi the person's ot• eaztity's employees provicling services on a project, for the duration af t�Ze pz•oject. Duration of the project - includes the time f'rom the beginning of the wor% on the project until the coni��actor's/person's work on the pioJect has been completeci a;id accepted by the governmental e�itity. Persons pro�iding services o�i the project ("subcantzactor" in ��06.�96) - includes alI persons or entities pe�•forming all or pai�t of the setvices the contractor has i�rzdertaken to pe��torxn Qn the project, regardless af whether that person contracted dit•ectly with the contractor and reg�rdiess of wl�ether that person has etnployees. This includes, �Nithout limit�tion, indepez�dent contxacto�s, subcon�ractors, leasing compaiues, motor cai�ie�s, owner-operatars, etnplayeas of any such entity, or employees of an�� entity which furnishes persons to provide services on the pi�oject. "Services" i�iclude, �vithout limitation, providing, hauling, or delivering equipment or materials, or providing labor, t�ansportatioii, or othez• seivice related to a p�•oject. "Selvices" does not include acti��ities unrelated to tk�e pz•ojeci, such as fooci/beve�•age vendors, office supply deliveries, and delivery of partable tailets. B. The contt•actor shall provide coverage, based oii p�'oper r�epoi�ting of classificatian codes and payroll amotuits and filing of any ove�•age agreements, which rneets the statutory reqi�i�ements of Te�as Laboz� Code, Section �401.a11(44) for alI employees of the Contractoi• providing seivices on the pi�oject, for the duration of tl�e project. C. The Contractor must provide a cei�tificate pf cavexage to the gove�•ntnental entity priox to being awarded the contra�t. D. If the coverage period shown on the contractar's ctu�ent certificate of covez•age ends dt�ring the duraiion of the project, the contractor must, prior to the end of the coverage period, file a new certi£'icate of coverage wi#h the governmental entity showing that eovez�age has been extended. E. The cont��actor shall obtain froi7� each �eison providit�g services on a p�oject,• and �rovide ta the governmental entity: 1) a cei�tificate of coverage, �rio;� to that parson baginning work on the project, so the gove�nrtrzeaital entity will have on file certificates of covet�age sho�ving covez�age For all persons providing se�vices on tlie pz�oject; a�id Page 1 S 2) no later than seven ciays afte�• z•ecezpt by t}�e cont��actoz�, a netivi certifica#e of cover�tge showing extension of coverage, if the coverage period shown on the cu��•e�t certificate of coverage ends during the duration of the project. F. The contractor shall retain all required cei�tificates of coverage for the duration of the pz•oject and %r one year thereafter. G. The contractor shall notify the gouei�runental entity in r�vriting by ce�•tifzed mail or personal delive�y, witlun 10 days a$er the contr�tctor laiew or should ha�ve knov�m, of any change that materially affects the pxovision of caverage af any person providing seivices on the project. H. The cont��ac#oz• sha11 post on eacl� project site a no#ice, i�l the text, form ancE manrzez• preseribed by the Texas Wocke�•s' Co��apensatian Co�n�nission, infoi7ning all persons providing services on the project tliat tkiey az•e �•equi�•ecf to 6e covered, and stating how a person may verify covarage ai�d repoi�t lack of cove�•age. I. The cont�•actox• s�lall contracfually reqi�ire each person uTith whom it contracts to provide services on a project, to: 1) provide co�verage, hased on proper repo��ting of classification codes and payroll aznounts and filuig of any coverage agreements, �vhich meets the stah�tory t•eqtti�•emen�ts of Texas Labor Code, Section 401.QiI(44) for all of i#s employees providing services on the project, for the duration of the pxoject; 2) provide to the contr�ctar, prior to that person beginning wo�•k on the projeet, a ce�•#zficate of coverage showii�g that coverage is being provided for all employees of the person providing services on the project, for the duration af the project; 3) provide the contractor, prior to the encl of the coverage period, a►�ew certificate of coverage shawing extension of coverage, if the covei•age period sho�vn on the cu�z•ent cez•ti�cate of coverage euds during the duration of the projeet; 4) obtain from each other person �n�ith tivhonn it cont�•acts, and provide ta the conh�actor: ' a) certificate of coverage, p�•ior to the other persan beginning work on the project; and b) a ne�vi cez•tificate of eoverage showing extension of eoverage, prior to the end of the coverage period, if tlze coverage period shown on the current cei�t�cate of coverage ends during the duration of the pz�oject; 5) ratain aIl required certificates of covez•age an iile for the dt�ration fl� the projeet and for one }reai� thereafter; b) notify the governmental entity in writi�►g by certified inail or personal delivery, �vithin 10 days after the person knew or should have knowt�, af any change that materially affects the provision oi covez•age o£ any person providing services on the project; and Page 16 7) contractually require each perso�i r�vith tir�ham it contracts, to perfoi�ii as required by paragraphs (1) -('1), with the cei�tificates of coverage to be provided to the person for whon� tl�ey are providing services. J. By signing this cantract or providing or caiasing to be pz•ovided a cez•ti�cate of coverage, tlte contractoz• is z•epresenting ta the governmeutal entity that all einployees of the contcactor �vho svill pi•ovide seivices on tke pro,ject will be covered by workers' compensation coverage for the duration of the pz•oject, that the covezage will be based on proper repa��tii�g of classification codes and payroll amounts, and tl�at all coverage agree►nents will be fileci with the appropriate insuranca cazrier or, in the case of a self insured, r,vith the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject #he contz•actoz• to adminlstrative penalties, eriminal pecialties, civil penalties, or otl�ez civii actions. K. The contiactor's failure to comply with any of these provisions is a breach of cantract by the contractor which entitles the govainmental entity to declare the contract void if the contractor does not reznedy tlie breacli withi�x ten ciays after receipt of notice of breach fiam the govei�ruxzexxtal entity. Page 17 ,� �' � 1 , � R j `.� � , , � I 3�r� �rC�C1ICl�S. _ _ _ � , � � �5 �' F -a i � ��'t � }' �'r �' �y {� r �p f� r,13 �� . �� `!•_,� `i l f� , � �� C,�Y ��__�1 P�. E� j I '. =r { �. E� -h �_ r: i1 t �� ;..-x4. fi �� t � � � I,} � !� €� � t� �"� �t./ �j{ 3j N� ' „ i k: . � �i � li � ii f' �� Agenda Warkflow Sotutions Pro{�osa1 presenfied to; i3i•t.l_y lWilli�ut�s 011�(_'C�(3C U� l�C�1111[IIS�I<]�1V�: ��C-?I'1�ICl'S �.11Y 01 I)(:IIECIII, Ix i 1- `I_ �? •'LO I ?_ � �� _ . �;�..��:��,.�. ��ran�cus. _ ., . . � � E� sh4.�P� ��`:'� ��E ��.��.�p°�c"s.�, �..�.} �.��_� �.,F��,,�� ,�,i ��,_3��'�`.�,.��9 � �i. Uear Betty, Thank yot� for ca�siderin� Granicus, We're excite<i to sup��o►�i your public meeting warkffow ne�cis, It has f�ee�� a pleast�re t� work witf� the City of Denton over thP past few yea�'s as tl�e City's dedicated Account Mana�er, We look fnrward to contiiiuin� oui� rewari�ing, lar��-term i�eiationship w"t�h you. On the Fc�llowif�g few pa�es, you will find a br'ealcdown of Che ne�ds that we have uncover�cl, our �}�'o��as�d solutiai�, soi��e of aur key diff�rentiator�s, detail�d prici�i�, and � cl�ecklist tl�at outlin�s our naxt ste��s. Primary Business Issue Duriri� our C11�Etlllg Wftill st��ff iY�emi�ers from vario�as deparlinents at City af Denton tl�e priEnary l�usiness issues we discovEi•ed was, o'ioo much sta(f ti�ne spent asscmbling agendas for City Courtcil meefin�s. � L�cl< of accountak�ility througf� #he agenda creaiinn process. Key Challenges o Coi7�plex Ro{�Yinp - A typical proGess for ar� a�enda subi�ittal mi�ht i��clticle routii�g of c�ocuirsents fram ('urcl�asing ��'urchasing Manager °� Assistanl Director oF Finance °a` Assistani City M�t�ager � City Clerk. The r�outes migl�t cf��+tges b�sec! ot� the type af ��;encla item. �3 4.ar,lt of /�ccou��tal�illty - Most of ehis routir�g is dorie through email and siiared nefwork folders, I-lowever, with rnany staff i��embers touchin� the age�ida itert�s tt�ere are problems associatecl witl� sCaFf ►nemf3ers not ��evi�win� dacu��e��xs in a timely n��nne�� l.ar,lc o6 "irans�ar�n�:y — sta(f inernbers are also tmaware of the cfianges to Yhe clacument in�de by previo«s review�rs. Consec�uently, rhere are it�ultipCe versions of docur��ent�s flaatin� c�using canfusion in the final v�i'siori af the subirtittec� �genda iteiti�s. o�firri�alii�ess -- Lack of a streamlfi�ed pi•ocess causes delays ai�d (ast rninute ��ushes. A I�abar In'te��sive — The City Secretary �r�ates a PbF version of the bookma��k�cl a�enda aitd nuts it in a Dropl3nx (oider for Cily Courtci! n�ernb�rs ta access usir�g Good Reader. 7he p�'ocess for a�eati��g lhis versia�i of the agei�cl�� is n�anual lal<in� up a considerable amouilt of tirne. 2 . -��grani�u,s. Ideal Salution Components Some icleal solution con�ponents as discussed during fhe me�ting included, $'�f �.!��}°'pi.el, A Fln electran�c process �vith �bility for st�ff tt�ertibers to tr�icl< �t al! points of time where agenda s�abri��ltals are in the appravai process. o�t�sttre ihat staff ineml�ers review a�icl SUI117111 agencta ite�7�s to tlZ� City Secretary stai� ir� � tirnely fashion. � Ability for ap��rovers ta provide feedf�ack on a�enda subtr►ittals. m Eiin�inate same of the n��nuai skeps involved irt creatir�g the agenda for tfte City Secreta�'y staff. � Easy �rocess for assembling ttie final a�;e��da a►�ct �iving decision inakers an �asy way to access the finalizec� a�;et�tfa online. q Make it easier- f�r [he pi�bfie to sear�ch and review items online red�ir.in� the nun�ber of public i��forrnatia� req�iesls. Impact of Success SomE ways to �7�easure tf�e success of such a software system iit��lei-n�ntatio�� at City of De��ton inclutJe, o Staf( time saved to secu��e agenda sul��nittal approvals a��c! assemi�l�� agendas for City Co�i��cil ineefiings. 0 Ir'�creasecl transC�arency anci irn��ravEd service ��rovicied to dtizens of Denton. As an illustr�ai:ion of the success that otl�er• citi�s f�avc I�ad fro►7� i�t1E)leit�erttitlg � Granicus Agenda M�nagemenl Solutioi�, I have iriduded a few c�se st��dic�s aiong witli tiiis �ro�osal ta show savin�s �7chieveci by, 7.. City f� F�orough of Sitka, RK 7, City oF Nlilwaukee, W1 3, (�ity af Lon� Beach, CA 3 � ��".C.)� ��f��.�. ,��C�t"CICIICUS. t��ar, Please fi�id below a del�ileci proposal fnr the solutio�� that the City of Denton has chosen. The proposal and ��ricin6 i��ciudes ali t�'c��ir�g, so#twar'e, harclware, �4/7/365 sup�art, ��+'ofessional services, insi�llalic�n and implPitient�tion. (�Vl.'f� �OO JUCIS(�ICEEOf15 Il<lV2 S�EGCt2f� Gi'�f1iCUS clS c� �3�11�tElel� i[} I1C'I�] tfl�l'fl hUIIC� ti-USi Wlth CIiIZ�'115, rec;uce stf�fE tin�e s��ei��: on proc�ssit�� mcetin�s, and engage citizens in p+'oducti�e new ways, We f�one that yau hav� fc�ur�c� trernen��ous va►ue ir� E�eing a part of the Granicus clier�t €amily. Mosk 5incerely, Ram Annasami Elccati��t Mar�ager GrJnicus Inc. 4 ,�,� �ranicus. __ i'' f"C1 �: ) () "; rl �_ �Sil(�5.;�'.l`f.3�.1� ��}ri(;�. Your Granicus sofution +,vas based on City of Denton's speci(ic gavenunent transparency and public meeling efficiency neecls. Otn� pricin� reilects our comrniiiiient to sup��ly r_ustan}ers with the highest value and quality soft�r,r��re and support. Sofution pricing is detaited I>eloiv. Granirirs�enda Managemrnt Sofl��are � _._ _. _ _ - - - - __ Pioduct Name (Quanhty (luit Price [Up Umt Pt ice Total P� iee (Up- T'otai f'i lce 1 I_ rro►�t� Jc �nio�►ti<<�l �_,. F�ont) � �M1ioiiN�ly) _,_. _� v , . ._ - .__� __ . _ r_� ,. _ �. � �: Legislat�veManagamentSu�te 1 $O.00 Si,z0000 �'1 �oaa S1,2oo00 _ __ _. _� __ ___ i _ _ _ _ �.. _ __ ___ _ � -� . _ _ �. . . __ .__ ATS Pacicage P�o�ect Aianagemeut 3 $1,700.00 $O.OD $5,100.00 $D.00 (Days) - -__ ..------ - --._—. ..-------- � --. _.. --------�_�.______--- ----__ �- - --_ ----- -�_ _-----� ------ �.eglslat[ve 1Nanagement Worlcllow 3, $i,900.00 $0.00 ' $5,700,U0[ $9,00 and CoufiguratEon (LM) ---� --... , � . _. -- -_.:.: . - �.- _ . . ::: t _ _,._. _ ProjectManagenientaud _ � _ 5 $1,700.00 So.00 SB,500.00 $0.00 Deployment 5ervices (LM) _ _ _ _ ----- --- - ------- -----`__ - ---- -- ----.._ �—._--�--- --- - - - -- -- Trai�nug Day-Onsite (LM) � 4 $1 70U.00 $0.00 $6,800.00 $O.OQ _. ._ __ _ --. ___, _ _ .._... _ _._ _ . ._.�,.---- Legis[ar Tralniug (LM) (Oi►Utte) 2 $1,70000 $0 Op $3,400.00 $0.00 (Per Day) _..___ .-- ---------__._ �_. _� _� _T__._ _ _ __.� _ � _.� __. - ---,- -- -- r� ---- --.---.----.°--- 8sti�uated Travel Cos[s { { - $2,040.00 $0.00 - - - _ - - _ _._ _- I- - - -- - _ ._ _ 1. _ __ -_ _ ____ _: ; _ �__ - - - - _ _ __ Pi�ar�otiori UOf.Q13:OuyArtyS��rte, -$600.Q0 Get M1in�•e Sldces (of Equaf ui• Lesser V�ltre) /oi• Stl%� oj�Atorttl�ly Afrttrnr�ed Se�vire!'ecsjortJie jiist !2 morrths. Sce Prlclug 7'erins jor �ter�rrs, _.. -. .. -.. ---- —,_ __ --- .. . _ _ , _ -- _ --- - = -- - - --- � � - f __ .. ) __ _ �si soo 00 � �i�zoo.00 .:��ranicus. 3 Year Coniract Pricing E3reakda�vn . _ _ __� . .._ _ . . _ — - _ --- Cunh act Yea� Total Upfwnt Cost Monthiy Reciir� �tig Cost (Z2 AtontLs) Tatai Cast fo� Year ,..., _=�.�11 ..._; ..,_...�_�_.i_v- . __`__ .I w.� ._ ___ �_ :... Year 1 $3I,500.00 $7 200 Q0 $38 700.00 _.. _- _ .__ _ .. .__ __.._.. _ _. _. _.._ _:_., - Year 2 $0.00 $iA,A0D,00 $14,400.00 --- -- ----- � ----- ---- - -- - __ _----- ----- ---- _ _ --- - - - Year 3 $0.40 $i4,400 00 $14,400.Q0 _ _ ,__ ,_,_ __ - __ Totals � �31,500.00 � f $36,000 00 I -$G7,500,00 I yl'6.)��)(.7'_j�::ti. _ _ _ __ � Sales l�ix may ipply depending on your orgynizatioit's tas statas and the ta� lan�s unique lo your staie, county and/ur m�midpaliiy. a City of Ueariori lias an exisUn� coatiact vrith Granicus for webcastiny and r�m« Sin� mii�ules of City Council meelings. The Montfily Htaintenance Cost un the curtent contraci �s $2,R77.25. Ail fvtonthly M�inlec�ance c�sts denotetl i�i this proposal are in addition [o lhe $2,ti77.7.5. � ''Travel expenses are cappect al r maximum of $2000. f3illahle travet nrpenses include iransportation (such as air travel and aulo renl-dls) an<i Ioc�ginF expenses. The tolal �ibove represents the maxirotuti possible cosl to you and is groviQed �s a bi�dgetary estiinate. This proposal expires on 06/30/2013 o g(?GQI � Promp(ipn• Cl�er�ts who pn[er inio an agreentent v:ith Granir.us io purchase a Suitr2 prior to Nlay 15. 2013 air! eilgibl2 R�� a onF-tiitie promoliun. As part o( this promotion, Ctient will recr.ive bAuntidy htanagr.d Service Fees ("thMS") nn any a�iditimial Siiite�s� of eyual oi leszer va(ue at a fdty perce��t I50%S1 discnunt duri+�g ihe initial t�VP.IVG' j12) roonths nf ilie agreernent. Discuunted bfiting fur �onthly Managed Servi<es ��:iil srart aRer depioymcrit 13�is l�can a�mpleted, Tiie f�1i\15 pncing villl revcr[ io one hundred pescci�t (l0U')�� of Ihe regular price (iv�o limes tt�c pFamution price) for lhe adrlitierial Suite(sj in ycar l�vo ol the Agrerinent. t)p-Ironl costs aac n<�t a(ir,ded By Ihis promotiun. A4onlltly Ai�naged servire (ees on Clienl's current srivices are ni�t aitected 1�y ihis promotion. Tf�is prnmolio,� cannnl be u<..ecl in conjunilion r�fth ar�y nlEier distounl or pronzotian. a All suiles reyuire the Gi �nicus Open P(atfnriu • All suile� (earepl {J�ecling EUlciency aJJ ons) indude hardviare an�i soi1�•�are • �ates tax may appl}• depending on your organizatlon's tax status and lhe la� fa�•:s unique toyour state, counp� and/or iriunir.ipalitti� 6 , f:)�-(iE )(].`i�_il ��granicus. e Qw)r tcrly biliu�� for Ytanap,rd 5r�ivices 5ha11 hegfn upon completibit pf deploymCnt. U�ent �•!dl Lie invJiCed a pro-rated am0unt (r�m the fieployanenl cornpletion date lhrough �he er�d o1 tiie quarter. Thrreafter, Client v�itl 6e i>ilied each ldnuary 1, Apr�l 1, luly i, and October 1. Clir.nt agrees to ��ay all invoicr:s fro�a Grani�us ivithin thi�ty (3U) days of receip[ of invoice, . d ! ifty peicenl (50;5i of dll up fron[ (ees ave due upon Granir.ui rereipt n(a purcfiase order. The re�naining liity percent SSp';�j of up-fibnt fees are due upnn con3pfition oS Jeployn�ent. qu��Yerfy Piillirrg for Ai��naged Scrvi[es slial! begin upon completlon aF dr,ployment. Client v:ill be invc�iceJ a prn- rated arnoin�l frnm the dep�oyment canplelion J�ile through the end oF lbr qua�ler. 7hr.reafler� CIIB11t :VIR �)B �?IIIP/� t?3CI1 f�7pUdfy �, Aprll 1, fuly ], �ind Oi lohei L CHent a,�,n�2s t0 pay ,JI invaicez from Gr.anicus ��:iLhin il�irty (30} days uf iecCipt of invoi,:c. ;�� 'CInICLIS. (.,�-r��:�s��l 1'P,tn i�f�- `...;tir:c.��-,�: _ � � � � � r— � ' sF' - 'iS �nr,° - i _ �� eS'i�i 4 � L� � �� t lv ' 4 � � a ;>i_ ..: , _.,;: .,:' ... ,-_ :, ..:; - ' - - Proposal Revie�v November 2914 Betty/Ram Technical Solution Review Ti3D TBD Projed TimeiinE Revie4v TeD T8D Fundii��/Procurement Process Rev{ew TDD 7gD projectApproved TOD T[3D Signed Cnntrac[ Received T8� TBD Project Kicic U(f Call TBO TBD Soft�vare fnstalled and Conffgured TBD TBD Solulion deployment Validated T8b 3BD Traiiaing Completed TBD TBD Internal Go-live TI3D TLtD System Accepfed TBD FBD Go Cive to the Public — ProjecE Siucessfult 78D iF3Q e legisiar deployinents nor�i�aHy range behvee:i 24 — 16 �veeks depencJing on the client sitiwtioi7, . .��I"C(r11CUSr _ r g �,�,'i P� �� F,�, ,� . 4a�e.�',�.� � ��d_.�� i s.• — �.s::}��:��:�� -;��°a�a��: ��:�w� �-'�� .;�_�� l�he I_�gisfative Mailage�rient Suite o(fers a cc�mplete antt automateci a�;enda workflow solt�tioti. Create agPnda it�ms and assi�n lhei�i to the ��propriate �genc{a, ��iaking 7gend� a�eation seamless. It�m ��I�f�ravais ��e done automatic,aliy -- af��r�vers ar� notified wi�e�� it's their tuer� to review, Onc:e the �►�;er�cJa is �er�erated, a minutes report is auto��atically created with #he s�me tiata. All �attend�nce, actions, E�novers/secanci�rs, votes ancl notes can f�e captured far tl�e �ublic recard. 7his Sfiite aiso alio�vs you ta track legislatian from inception th��ough approvals artci actions taken. Click_ here for mare information ai� ihe legislative Manageme+iC Suite, � ��;enci7 itei7� ch�afting � Glectro+7ir.. �ppraval pracess � ll�enda packet gei�eratiar� anc! pui�licatian � Meeting rninutes � Track anci seareh legislative data f� S: � � : ,. - -.., _ _ ....... _ ._..., -. : . . .,. -.:. '� . _.... � . � ,...� �.. ,I • � _ � _' i_ _. ._ . "�� _. .. �_� ! . ._. ES h.:"_ ... . ,_. ... i,' . ,. . � , .. � -.. . : , ; . , � �'� � � z' � --�. , ,� "_ : ., at j � „ ff.� ,... - ;� ;;� ;_� ei (.� ' a ��F; _ '� . _ • - ,� � . ; i _ '. , ,..�. ..--i {� . .'_ .. . ..._.i�---.___ . �' . ... . �j � _._. ._ , ". . t? : .. . .. .. � ."..�." , .. . <� �rarll�uS. ; f�rofessional Services Hosted Web-eased Applfcation � WorkflowAssessment � Workilawlmpl2menlation � Onsite Tralning and Meeting Sup�ort , SeIF�Prced Online ' InsiructorledOnlineTraining5eties Onsite Fraining and Meeling Suppori ; 5landard We6site Integration i LegislaEive Partal Website Integralfon i Standard RepoAs �-'i��}@@�4.eP �.��r'lG:�("@91,d°i�.€$'s:. ++ C Q� a E � °�° N � �� ro J � � { Activation of a hnsteQ rnedia and content j 3 mana�ement applicatior�. i i Careful work(low review and so(tvrare ' � configuraUon. I } Hands-on guidan<e and suppori to ensure � ( smooth and successful user aJop[ion. i On•premise supporl a�id mentorship io gufde i � users dudng a live meeting. � On-demand online training courses accessible � � anyltme, anywhere. i ILive onlinc lraining !ed by a traiaipg prOfesS�onal I in a dassroom environmenG i ; Intenslve hands�on training at the tlienls' �. jlocation to address unique ifser needs. � r SlanJard media pfayer anJ mCdia poitai ` � embedded into custame�s Ixanded vrebsite. � � Standard pOrtal for legslalfve inforrnation lhal ! ! matches the look and feel of wstomers brandeci ` � website. ! � Standardiaed report templdtes �or agendaz and � � minutes. � _ _i i i � � ' � 2 Oay/ � Sys AJmfn � • I ! s 6�v � Combo �v/ � OnsiEe � 5 Day � Combo w/ j OnlloC � � S � � { o ��c��s ��=�E.��. : ! 3 1,�1/01��(i�s illOSt eX})el"IeC1ChfI ploVidel� o( goVeftlfYlelli t1�altSp�!"e11Cy, Clilz�tl E)�31 �IG1E)�tlptl, f11G'2t!!1� efficiency, legislalive man��ei��ent, and trair�in� n�anagemei�t soiutions wiEh: o C}ver 9U0 cii�nts in all 50 states, at every level of �overnn�ent �� Over 31 miliion gov�rnrYtent webcasts viewE�d o More thar� 1_G5,350 �overnrneni rrieetir��s online o First fully i��t��<<tecl legislative warkflow ma��a�errierit systci�i for local govern�»ent r� npen �PI architecture ��nd SDK aliaw for seamless integrations with systera�s alreac�y it7 E�lace � C�rtifiecf inte�rations provicle Hexibility ar-�d cf�oicE� o€ agenda wo�-kflow sofutio»s o Only goverr�i7ient webcastir�g sc�rvice to provicle encodin�, min��Yes �anr�otation, tt'an5ci'fE)fion, ai�d closed caE�tioning services a Tri.ily unli�i�ited storage and distributic�n foE� all meeting bodies and i�on-r-neeti�tg content � Indefinite reteittion schedules for alk arcl�ived �7�eeting and non-rneeting contenf � C�nly provider of �iath gavernmeiit webcasting ar�d eiNzen parlicipaCian services o O�ily �rov�der af both gnvernmei�t webcasting and tr�3i��ing �3ean�gement s�rvices 10 . ::�gran�cuse �'t°�-3�: ��-3:�r:`��. �+ /lccess a lihi�ary of ��eer-createcl go�ernine�i! meciia contei�t fi�om ovei� 900 Granicus usei�s A 2�t/7/3�5 c�RStomer service anr,l supF�ort ��17% customer satisfacfion i�ati��, 99% CIIe11C 1"et�11t1011 Y�tlllg � R�+�Iced �.I_85 on UrEoitte ;00 fastest grawir�g corn��anies � IZan!<ed �19 on Inc S0� fastest growing companies b CNer�t Succ�ss slories �re avaiiabie hei��; h.tl�:�j�vww_�Lr_a�iiii.is.com1CliF�ayts/Case^Si�uciic�s,_��x. i� �� CERTIFICATE.OF L1�4�BILITY INSURANCE 6i4i2oi3"rr' THIS CERTIFICATE IS ISSUED A5 A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSUREI2(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOtDER. IMPORTANT: If the certificate holder is an ADOITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER . CONTACT VaII2553 Weidauer � NAME: Anixter & Oser, Inc. PHONE ,(415) B98-1600 q1C No: �415)898-3922 License OE28BB8 E-MAIL Vanessa@pro erl insured.com ADDRESS: P �' 2�5 S3II Marin Drive WSURER S AFFORDWG COVERAGE . " NAIC # Novato CA 94945-1227 irvsuReRn:Travelers Pro Cas Ins Co 36161 INSLIRED � � INSURERB:TZ'3Ve.I_eSS Ind Co of CT 25682 Granicus, Inc. iNSURERC�vanston Insurance Com an 600 Harrison St. Suite 120 INSURERD: � INSLIRER E : San Francisco CA 94107 COVERAGES CERTIFICATE NUMBER:cL131307280 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTIMTHSTANDING ANY REQUIREMENT, TERM OR CON�ITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR 7ypE OF INSURANCE ADDL SUBR pOLICY NUMBER MMIDDY� MMIDDY� LIMITS LTR GENERAL LIABILITY � EACH OCCURRENCE $ 1� DOO � OOO X COMMERCIAL GENERAL LIABILITY- PREM SES� a oocu ence � 300 , 000 A CLAIMS-MADE � OCCUR X ZLP12N45052 1/1/2013 1/1/2014 MED EXP (Any one person) $ 10 , 000 PERSONAL&ADVINJURY S 1,0�0,000 GENERAL AGGREGATE $ 2� OOO � OOO GEN'LAGGREGATELIMITAPPLIESPER: PRODUCTS-COMPfOPAGG 5 2,000,000 X POLICY PR� LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT , Eaaccident $ 1 000 000 ANY AUTO BODILY INJURY (Per person) $ B ALLOWNED SCHEDULED A3402P458 1/1/2013 1/1/2014 AUTOS AUTOS BODILY INJURY (Peraccident) $ X HIRED AUTOS X NON-OWNED • pe�acatlent AMAGE $ AUTOS 5 X UMBRELLA LIAB pCCUR EACH OCCURRENCE g 4� OOO � OOO A EXCESS LIAB � CLAIMS-MADE AGGREGATE $ 4� OOO � OOO DED X RETENTIONS ZUP12N45304 1/1/2013 1/1/2014 $ A WORKERS COMPEN5ATION X WC STATU- OTH- AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE� N�A E.L.EACHACCIDENT $ 1 000 OOO OFFICER/MEMBER EXCLUDED? 1/1/2013 1/1/2019 (MandatoryinNH) 8133P870 E.L.DISEASE-EAEMPLOYE $ 1 000 000 If yes, describe under DESCRIPTION OF OPER.4TIONS below E.L. DISEASE -POLICY LIMIT $ 1 OOO OOO C Errors & OmissionS — Misc IT805201 1/1/2013 1/1/2014 EachClaim $2,000,000 Professiona� Liability IAggregate/ $2 , 000 , 000 DESCRIPTION OF OPER.qTIONS I LOCATIONS! VEHICLES (Attach ACORD �101, Additional Remarks Schedule, If more space Is required) City of Denton, its Officials, agents, employees, and volunteers are named as additional insured per form CGD417 0112 attached. Coverage is primary per form CGD425. CERTIFICATE HOLDER City of Denton 901B Texas Street Denton, TX 76209 ACORD 25 (2010/05) IPISO25 r��nn5i m CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCOR�ANCE WITH THE POLICY PROVISIONS. AUTHORI2ED REPRESENTATIVE I Weidauer/NESSA u O 1988-2010 ACORD CORPORATION. All rights reserved. Thc aC`C1Rf1 nama anri Innn ara rcnictcrorl mar4e nf GRf1Rll Insured: Granicus, Inc. Policy Number: ZLP12N45052 Policy Term: 01/0112013 to 0110112014 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. {'LEASE READ IT CAREFULLY. TECHNOL4GY XTEND ENDORSEMENT This endorsement modifies insurance provided under the following:. COMMERCIAL GENERAL LIABIUTY COVEfiAGE PART GENERAL DESCRIPTtON OF C01tERAGE - Thls endorsement broadens coverage. However, cover- ege for any injury, damage or medfcal expenses described in any of the provisions of thls endorsement may be excluded or Iimited by another endorsement to this Coverage Part, and these covera�e broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The follawing listing is a general coverage description only. Lfmltations and exclusfons may apply to these coverages. Read all the provisions of thls endorsement and the rest of your po{fcy carefully to determfne rights, duties, and what fs and is not covered. A. B. Reasonabfe Force Property Damage - Exception To Expected Or Intended In- jury Exclusion � Non-0wned Watercraft Less Than 75 Feet C. Aircraft Chartered With Pi{ot D. Damage To Premises Rented To You E. Increased Supplementary Payments F. Who Is An Insured - Employees And Volunteer Workers - First Aid G. H. � Who Is An fnsured - Employees - Su- pervisory Positions Who Is An Insured - Newly Acqulred Or Formed Organizations Blanket Additional Insured - Ow�ers, Managers Or Lassors Of Premisas PROVISIQNS " A. REASONABLE FORCE PROPERTY DAMAGE - IXCEPTI�N TO IXPECTED OR lNTENUED INJURY IXCLUSEON The following replacas Exclusion a., FJ(- pected Or Intended Injury, in Paragraph 2., of SECTION I- COVERAGES • COYEFIAGE A BODILY INJURY , AND PROPERTY DAMAG� LIABILfiY: a. fxpected Or Intended Injury Or Damage "Bodily Injury" or "property dam- J. Blanket Additfonal Insured - Lessors Of Leased Equipment K. L. Blanket Additional Insurad - Persons Or Organlzations For Your Ongoing �pera- tions As Required By Writtan Contract Or Agreement 8lanket AdditVonal Insured - Broad Form Vendors M. Who Is An Insured - Unnamed Subsidi- eries N. Who Is An Insured - Liability For Con- duct Of Unnamed Partnerships Or Joint Ventures D. Medlcai Payments - Increased limits p, Contractual Liability - Railroads Q. Knowledge And Notice Of Occurrence Or Offense R. Unintentional Omission $, Blanket Waiver Of Subrogation age" expected or Intended from the standpoint of the insured. This exclu- sion does not epply to "bodily injury" or "properEy damage" resulting from the use of reasonable force to protect any person or property. B. NON-OWNED WATERCRAF7 LESS THAN 75 FEET The following replaces Paragraph (2) of �xclusion g., Airerafl, Auto Or Wetercraf t, In Paragraph 2. of SECTION I- COYERAQES - COYERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: CG D4 1T 01 12 O 2012 The Trsvelers lndemnity Company. AII �ights reserved. Pege 1 Of 8 Includes copyrfghted meteriel of Insurence Servtces Offica, Ino. with Ita pertnisalon. (2) A watercraft you do not own that is: (8) Less than 75 feet long; and (b) Not being used to cerry any per- son or property for a charge. C. b[RCRAFT CHARTERED WITH PILOT The iollowing fs edded to Exclusion p., A1rCr�ft, Auto Or Wate�cratt , in Paragraph 2. of SECTION I- COYERAGES - COVERAGE A BODQ.Y INJURY AND PROPERTY DAMAGE LIABILITY: This exclusion does not apply to an aircraft that is: (a) Chartered with a pilot to any In- sured; (b) Not owned hy any insured; and (C) Not being used to carry any person or property for a charge. D. DAMAGE TO PREMISES RENTED TO YOU 1. The first paragraph of the excep- tions in Exclusion �., Damage TO Property, in Paragraph 2, of SECTION I - COVERAGES - COVEf�AGE A BODILY INJURY AND PROPERTY DAMAGE LlABlLITY Is deleted. 2. The following replaces the last paragraph of Paragreph 2., ExClu- slons, of SECTION I- COVERAGES - COVERAGE A BODILY INJURY AND PROPERTY DAMAEiE LIABILITY: Excluslons C., g. and h., and Para- graphs (1�, (�) and (4) of Exclusion �., do not appl to "premises damage". Exclusion t.�1)(a) does not apply to "premises damage" caused by fire unless Exclusion f. of Section I- Coverage A- BodGly Injury And Property Damage Lfability is re- pfaced by another endorsement to thls Coverage Part that has Exclu- sion - All Pollution fnjury Or Dam- age or Total Pollution Exclusion in its title. A separate limit of insur- ance applies to "premises damage" as described in Paragraph 6. of Sec- tion III - Limits Of Insurance. e. The amount shown for the Damage To Premises Rented To You Limit cn the Declarattons of this Coverage Part; or b. $300,000 if no amount Is shown for the Damage To Premises Rented To You Limit on the Declarations of thls Coverage Part. 4. The followfng replaces Paragraph e. of the definition of "Insured contract" in the DEFINITIONS Section: a. A contract for a lease of premises. However, that portion of the con- tract for a lease of premises that indemnifies any person or organize- tion for "premises demege" fs not an "insured contract"; 5. ihs following fs added to the DEFINRIDNS Section: "Premises damage" means "property damage" to: a. Any premEses whi{e rented to you or temporarily occupied by you with permission of the owner; or b. The contents of any premises wh(le such premises is rented to you, if you rent such premises for a pe- riod of seven or fewer consecutive days. 6. The following replaces Paragraph 4.6.(1)(6) of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDfTIONS: (6) That fs insurance for "premises demege"; or 7. Paragraph 4.b.(1)(c) of SECTION N- COMMERCIAL GENERAL UABILITY CONDITlONS is deleted. E. INCREASED SUPPLEMENTARY PAYMENTS 1. The following replaces Paragraph 1.b. of SUPPLEMENTARY PAYMENTS - COVERAGES A AND B of SfCTION I- COVERAGES: 6. Up to $2,500 for cost of bail bonds required because of ecci- dents or tra�Ffic law violations aris- ing out cf the use of any vehicle 3. The following replaces Peragraph 8. to whfch the Bodlly Injury Lfability of SECTZON III • LIMITS OF Coverage applies. We do �ot have INSURANCE: to furnish these bonds. 6. SubJect to 5. above, the Damage 2, The foll�wing replaces Paregraph 1.d. To Premises Rented To You of SUPPLfMENTARY PAYMENTS - Limit is the most we will pay COUERAGES A AND B ot SECTION 1- under Coverage A for damages COUERAGES: beceuse of "premises damage" to any one premises. d. All reasonable expenses Incurred by The Damage To Premises Rented the insured at our request to assist To You Limit will be: us in the investlgation or defense Page 2 Of B O 2012 The Travelers Indemnity Company. AO rights reseNaa. CG D4 17 01 12 tncludss copyrighted meteriei of Inaurance Servlces O(�ce, Inc, wlth Ib pemtlsslon. of the cfaim or "suiE", including actuai loss of earnings up to $600 a day because of time off from work. F. WNO IS AN INSURED - EMPLOYEES AND VOLUNTEEH WORKEEiS - FIRST AID 1. The following is added to the defl- nition of "occurre�ce" in the DEFlNITIONS Section: Unless you are in the business or occupation of providing professlonal health care services, "occurrence" also means an act or omission committed by any of your "em- ployees" or "volunteer workers", other than an employed o� volunteer doctor, in providing or failing to provide first afd or "Good Samari- tan services" to a person. 2. The fotlow(ng Is added to Paragraph 2.a.(1) of SECTIOH 11 • WHQ IS AN Il�SURE� Unless you are in the businass or occupatfon of providing professional health care services, Paragraphs (1 )(e), (6) (C) end (d� above do not ap- ply to "bodily in�ury" arising out of providing or failmg to provide first aid or "Good Samaritan services" by any of your "smployees" or "votunteer warkers", other than an employed or volunteer doctor. Any of your "employees" or "volunteer workers" providing or falling to provide first afd or "Good Samari- tan services" during their work hours for you will be deemad to be acting within the scope of their empioyment by you or performing duties related to the conduct of your business. � 3. The following is added to Paragreph 5. of SECTtON III • LIMITS OF INSURANCE: For the purposes of determinfng the applicable Each Occurrence Limit, all ralated acts or omisslons commit- ted by any of your "employees" or "�olunteer workars" in provlding or failing to provide first a(d or "Good Samaritan services" to any one per- son will ba deemed to be one "oc- currence". 4. The following is added to the DEFINITIONS Sectlon: "Good Samaritan services" means any emergency medital services for whlch no compensation is demanded or recelved. ti. WHO IS AN INSURED - EMPLOYEES - SUPERVISORY POSffIONS The following fs added to Paragraph 2.8.(n of SECTION 11 • WHO lS AN INSUREI2 Paragraphs (1)(a), (h) and (C) above do not apply to "bodily injury" or "personal in- jury" to e co='employee" in the course of the co='employes's" employmant by you arising out of work by any of your "em- ployees" who hold a supervisory positfon. H. WHO 15 AN INSURED - NEWLY ACQUIREO OR FORMED ORGANI7JITIONS The following ' replaces Paragraph 4. of SECTION II • WHO IS AN INSUREO of the Commerclal General Liability Coverage Form, and Paragraph 3. of SECTION II - WNO IS AN INSURED of the Global Com- panion Comrnerciat General Liability Cov- erage Form, to the extent such coveraga forms are part of your policy: Any organization you newly acqulre or form, other than a pertnership or joint venture, of which you ere the sole owner or In which you maintain the mejority owne�ship interest, wfll qualify as a Named Insured if there is no other insur- ance whlch provides similar coverage to that organization. However: e. Coverage under this provision Is af- forded only: (1) Until the 180th day after you ac- • qulre or form the organization or the end of the policy period, whichever ts earlfer, if you do not report such organixation in wrfting to us within 180 days after you acquire or form it; or (2) Unttl the end of the policy period, when that date is later then t80 days after you acqulre or form such organizatlon, if you report such organizetion In writing to us within 180 days after you acquire or form it, and we agree in writing that it wlli continue to be a Named Insured until the end of the policy period; b. Coverage A does not apply to "bodily injury" or "property damage" that oc- curred before you acquired or formed thB organization; and C. Coverage B does �ot apply to "per- sonal inJury" or "advertising lnjury" arising out of an offense committed before you acquired or formed the or- ganization. CG D4 "1T 01 12 m 2012 Tha Travelars Indsmrtlty Campeny. All riBhta �aserved. Psge 3 of 8 Inctudes oopyrlghted materiel oT Insurance Services Office, Inc. with its pamtlsslon. I. BLANKET ADDRIONAL INSURED - QWHERS, MANAGERS OR LESSORS QF PREMISES The following is added to SECTION I) - WHO IS AN IMSURE� Any person or organization that is a premises ownar, manage� or lessor is an fnsured, but only w3th respect to li- ebility arising out of the ownership, maintenance or use of that part of any p�emises leased to you. The lnsurance provided to such prem- ises owner, manager or lessor does not apply to: e. Any "bodily injury" or "property damage" caused by an "occurrence" that takes place, or "personal ln- fury" or "advertising injury" caused by an offense that is committed, after you cease to be e tenant in that premises; or b. Structural alterations, new construc- tfon or demolition operatio�s per- formed by or on behalf of such premises owner, manager or lessor. J. BLANI�T ADDRIONAL INSURE� - LESSORS OF LEASED EQUIPMENT The foilowing Is edded to SECTION ll - WHO IS AN INSUREa Any person or organization that is an equipment lessor is an insured, but only with respect to Ifability for bodily in- jury", "property damage", "personal in- jury" or "advertising injury" caused, in whole or in pert, by your acts or omis- sions in the maintenance, ope�atlon or use by you of equipment leased to you by such equipment lessor. The insurance provided to . such aquipment lessor does not apply to any "bodily in- Jury" or "property damage" caused by an "occuRence" that takes place, or "per- sonel injury" or "advertising injury" caused by an offense that is committed, efter the eq�tipment lease expires. K. BLANKET ADDR�ONAL INSURED - PERSONS OR ORGANIZATtONS FOR YOUR ONGOING OPERATlONS AS REQIIRED BY WRfiiEN CONTAACT OR AGREEMENT The folfowing is added to SECTION (I - WHO fS AN INSURE� Any person or o�ganization that is not otherwise an i�sured under this Cover- age Part and that you have agreed in a written contrect or agreement to in- clude as an additional Insured on this Coverage Part is an insured, but only with respect to liability for "bodily in- jury" or "property damage" that: e. Is caused by an "occurrence" that takes place atter you have signed end executed that aontract or agree- ment; and b. Is caused, in whole or in pert, by your acts or omissions in the performance of your ongoing operations to which that contract or agreement applfas or the acts or omissions of any person or organization performing such opera- tlons on your behelf. The Iimfts of insurance provided to such fnsured w(II be the limits which you agreed to provide in the written contract or agreement, or the limits shown in the Declaretions, whichever are less. L. BLANKET ADDITlONAL INSURED • BROAD FORM VENDORS The following is added to SECTION II - WHO IS AN INSUREQ Any person or o�genization that is a ven- dor and that you have agreed in a wrftten contract or agreement to include as an additional fnsured on this Coverage Part is an Insured, but only with respect to li- ability for "bodily injury" or "property damage" that: a. Is caused by an "occurrence" that takes place after you have slgned and exe- cuted that contract or agreament; and b. Arises out of "your products" which are distributed or sold in the cegular course of such vendor's business. The Insurence provided to such vendor is subject to the foilowing provisions: a. The Iimits of insurance provided to such vendor will be the limits which you agreed to provide in the written contrect or agreament; or the limits shown in the Declarations, whichever are less. h. The Insurance providad to such vendor does not apply to: (1) Any axpress warranty not author- ized by you; (2) Any change in "your products" made by such vendor; (3} Repackaging, unless unpacked solely for the purpose of inspec- tion, demonstration, testing, or the substitution of parts under instruc- tl�ns from the martufacturer, and then repackaged in the origf�al con- talner; (4) Any failure to make such inspec- tfons, adjustrnents, tests or servic- ing as vendors agree to perform or normally undertake to perform in the regular course of bustness, in connection with the distribution or sele of "your products"; Pege 4 Of 8 O 2012 The Travelera lndemnity Compeny. Aii rlghis reserved, CG D4 17 07 92 Includes copyrighted metedal o� Insurance Servloes Olflce, Ine. wlth tts permiaslon. (5) Damonstration, installation, ser- vicing or repair operations, ex- cept such operations performed at such vendor's premises in connection with the sale of "your products"; or (6) "Your products" which, after dls- tribution or sale by you, have been lebeled or relabeled or used as a container, part or in- gredient oi any other thing or substance by or on behalf of such vendor. Coverage under this provision does not epply to: 8. Any person or organization from whom you have acquirad "your products", or any ingredient, part or container entering into, accompany- Ing or containing such products; or b. Any vendor for which coverage es an additlonal insured speclfically Is scheduled by endorsement. M. WHO IS AN INSURED - UNNAMEO SUBS{DIARfES The following is added to SECTION I) - WHO IS AN INSURE� � Any of your subsidlaries, other than a partnership or joint venture, that is not shown as a Named Insured in the Dec- larations is a Named Insured if: e. You maintain an ownership interest of more than 6096 in such subsidi- ary on the first day of the pollcy period; and b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury" or "property damage" that occurred, or "personal Injury" or "advertising tnjury" caused by an of- fense committed: e. Before you maintained an ownership interest of more than 6096 in such subsidiary: or b. After the date, if eny, during the policy period that you no longer maintain an ownership interest of more than 60% in such subsldiary. N. WHO IS AN INSURED - LIABILITY FOR CONDUCT OF UNNAME D PARTNERSHIPS OR JOINT VENTURES The following replaces the last para- graph of SECTION 11 • WHO IS AN INSURER No person or organization is an insured with �espect to tha conduct of any cur- rent or past partnership or jolnt venture that is net shown as a Named Insured in the Declarations. This peragraph does not apply to any such partnership or Jaint venture that otherwise quefifies as an in- sured under Section ll - Who Is An ln- sured. 0. MEOICAL PAYMENTS - INCREASED LIMfTS The following replaces Paragraph 7. of SECTION III • 11MITS OF INSURANCE: 7. Subject to 5. above, the Medical Ex- pense Limit is the most we will pay under Coverage C for all medical ex- penses because af "bodily injury" sus- tained hy any one person, and will be the higher of: (e) $10,000; or (b) The amount shown on the Declara- tions of this Coverage Part for Medical Expense Limit. P. CONTRACTUAL LIABILITY - RAILROAOS 1. The following raplaces Paragreph C. of the definftion of "lnsured contrect" in the DEFINITIONS Sectfon: C. Any easement or licanse agree- ment; 2, Paragraph t.(1) of the definition of "in- sured contract" in the �EFIHITIONS Sec- tion fs deleted. Q. KNOWLEDGE AND NOTICE OF OCCURRENCE OA OFFENSE The following is added to Paragraph 2., �aties In The EYant ot Occunence� OHensa, Claim or Suit, of SECTION !V - COMMERCIAL GENERAL tIABtLITY CONDfTIONS: e. The following provisions apply to Peragraph a. above, but only for the purposes of the insurance provided under this Coverage Part to you or any insured listed in Paragraph 1. or 2. of Sectlon II - Who Is An Insurad: (1) Notice to us of such "oocurrence" or offense must be given as seon as practicable only after the "oc- currence" or offense is known to you (if you are an individuali, any of your partners ar members wha Is an individual (if you are a part- nership or joint venture}, any of your managers who is an individual tif you are a limited Itability com- pany), any of your trustees who Is an individual (if you are a trustl, a�y of your "executive officers" or directors (if you are an organiza- tion �the� than a partnership, joint venture, fimited liabflity company or trust? or any "employee" autf�or- CG D4 17 01 12 0 2012 The Travelera Indemnity Cort�pany. A!I rights reservad. Page 6 of 6 lndudes oopyrighted material ai insursnce Servlcas Offlca, ine. with {ts petmisslon. ized by you to give notice of an "occurrence" or offense. (2) If you are a partnership, joint venture, limited liability company or trust, and none of your part- ners, joint venture members, managers or trustees are indf- viduals, notice to us of such "occurrence" or offense � must be given es soon as practicable only after the "occurrence" or offanse is known by: (e) Any individual who is: (1) A partner o� member of eny partnership or Joint vanture; (il) A manager of any Ilmited liability company; (lil) A trustee of any trust; or (Iv) An executfve officer or director of any other or- genization; that is your partner, joint venture member, maneger or trustee; or (b) Any "employee" authorized by su�h pertnership, joint venture, Ilmited liability com- pany, trust or other organiza- tion to give notice of an "occurrence" or offense. (3) Notice to us of such "occur- rence" or offense will be daemed to be given as soon as practicable if it ls given in good faith as soon as practicable to your workers' compensatlon in- surer. This applies only if you subsequently give notice to us of the "oocurrence" or offense as soon as practicable after any of the persons described in Paragraphs e. (1) or (2) above discovers that the "occurrence" or offense may result in sums to which the insurance provided under this Coverage Pert may apply. However, if this policy includes an en- dorsement that provides limited cover- age for "bodily injury" or "property damage" or pollution costs arising out of a discharge, release or escape of "pollutants" which contains a require- rnent that the discharge, release or es- cape of "pollutants" must be reported to us within a specific numt�er of days after its abrupt commencement, this Paragraph e. does not .affect thet requirement. R. UNINTENTIONAL OMISSION The following is added to Paragraph 6., Represeniations, of SECTION 111 COMMERCIAL GENERAL llABILfiY CONDRIONS: The unintentional omisslon of, or uninten- tional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this msurance. However, this pro- vision does not affect our right to collect additional premium or to exercise our rights of cancellatfon or nonrenewal in accordance with applicable insurance laws or regulations. 5. BLANKET WAl1IER OF SUBROGATION The following is added to Peragraph 8., Transter 01 Rlphts Of Recovery Against Oih- ers To. Us, of SECTlON IV - COMMERClAL GENERAL LIABIUIY CONDITIONS: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organiza- tion, we waive our right of recovery against such person or organization, but only for payments we make because of: e. "Bodlly Injury" or "property damaga" caused by en "occurrence" that takes place; or 6. "Personal injury" or "advertising ln- jury" caused by an offense that is committed; subsequent to the execution of the con- tract or agreement. Page 8 of 8 O 2012 The Trevalers Indemntty Company. All rights raservBd. CG D4 17 01 12 lndudes copyrlghted mate�iel of Insuran�e Servkes Oftice, Inc. wlth Ita pertnlaslon. Insured: Granicus, Inc. Policy Number: ZLP12N45052 Policy Term: 01/01/2013 to 0110112Q14 COMMERCIAL GENERAL LIABiLIN THIS ENQORSEMENT CHANGES THE POLICY. PLEASE REAO {T CAREFULLY. OTHER INSURANCE - ADDITIONAL INSUREDS - PRIMARY AND NON-CONTRI6UTORY WITH RESPECT TO CERTAIN OTHER INSURANCE This endorsement modifies insurence provided under the following: COMMERC{AL GENERAL LIABILITY COVERAGE PART The following is added to Paragraph 4. 8., Prfmary tnsurance, of SECTION IV - COMMERCIAL GENERAL LIABILITY CONDRIDNS: However, if you specifically agree in a writ- ten oontract or agreement that the in5urance afforded to an additionai insured under this Coverage Part must apply on a primary be- sis, or a primary and hon-contributory basis, this insurence is primary t� othar insurance that is available to such additional insured which covers such additional insured as a CG D4 25 OT OS named lnsured, and we will not share with that other Insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought is caused by an "ocour�ence" that takes place; and (2j The "personal injury" or "advertising in- jury" for which coverage is sought arfses out of an offense that is committed; subseguent to the signing and executfon of that contract or agreement hy you. m 2008 The Travelers Campanies, Inc. Page 7 of 1 corvF�icT oF FORM CI For vendor or other �erson doin b iness with Iocal overnmental enfit This questionnaire refEects chan s made fo the law by H.B. 1499, 80fh L.eg., Regular Session. p�FIC� USE ONLY 7h�is questiortnaire is being f�lec#'in accordance with chapter 176 of the Local Govemment Code by a �ate Received person who has a business rela#ionship as defined by Secfion 176.009(1-a) with a local gavernmental entiEy and the person meefs requirements under Section 176.006(a). By faw this questionnaire must be f�led with the records administrator of the local govemmen# entity nof later than the 7th business day afEer fhe date fhe person becomes aware of facts that require the statement to be filed. See Section 176.006, Local GovernmenE Code. t A persan commits an off�nse if the person knowingly violates Section 176.406, Local Government Code. An ofFense under this secfion is a Class C misdemeanor, .� Name of person who has a business retationshlp with focal governmental enEity, � Check this hax if you are filing a�� updafe to a prevlously fited questioi�naire. (The law requires ihat you fife an updated completed questionnaire with ihe appropriate filing auihority not later than ihe 7�' business day after the date the origina[ly filed questionnaire becornes incomplete or inaccurate.) Name of local governmei�t oi'ficer �vitl� `vltom filer I�as an entploymeut or business rel�tio3iship. Name oi Officer 7nis section, (item 3 including subparts A, B, C& D), must be completed for each o(ficer with whom the fijer has an employment or ofher business relationship as defined by Section 178.001(i-a), Local Government Code. Attach addifionai pages to this Forrrt CIQ as necessary. A. Is ihe locai governmettE officer named In this secfion receiving or likaly to receive taxable income, oiher than investment income, from the fifer of ihe quesfionnaire? aYes � No B. Is the filer of the questionnaire receiving or likely to receive taxable incorne, other ihan invesiment income, firom or at the direction of the focal government o€ficer named in ihis secfion AND the taxahle income is not received from the Iocal governmenfal entity7 � Yes 1-1 No C. Is the filer of fhis quesffonnaire employed by a corporation or ofher buslness entity with respect to which the local govemmenf officer serves as an officer or director, or holds an awnership o( i0 percent or more? aYes 0 No D. Describe each affiliation or business relationship. Signature of person yt'oing �jUslne� with fhe Oate Adepled 06123l20Q7 .