21-2631ORDINANCE NO. 21-2631
AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME -RULE MUNICIPAL
CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT
WITH EVIDENCE IQ, INC., FOR THE PURCHASE OF BALLISTICS IQ, A BALLISTICS
IMAGE CAPTURING, CATALOGING, AND CORRELATION SOFTWARE FOR THE
POLICE DEPARTMENT, WHICH IS THE SOLE PROVIDER OF THIS SOFTWARE, IN
ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE 252.022, WHICH
PROVIDES THAT PROCUREMENT OF COMMODITIES AND SERVICES THAT ARE
AVAILABLE FROM ONE SOURCE ARE EXEMPT FROM COMPETITIVE BIDDING, AND
IF OVER $50,000 SHALL BE AWARDED BY THE GOVERNING BODY; PROVIDING
FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE
DATE (FILE 7852 — AWARDED TO EVIDENCE IQ, INC., FOR ONE (1) YEAR, WITH THE
OPTION FOR FOUR (4) ADDITIONAL ONE (1) YEAR EXTENSIONS, IN THE TOTAL
FIVE (5) YEAR NOT -TO -EXCEED AMOUNT OF $153,250.00).
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 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; 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 ORDAINS:
SECTION 1. The following purchase of materials, equipment or supplies, as described
in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license
terms attached are hereby approved:
FILE
NUMBER VENDOR AMOUNT
7852 Evidence IQ, Inc. $153,250.00
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, or their designee, is hereby authorized to execute the
contract relating to the items specified in Section 1, attached hereto, and the expenditure of funds
pursuant to said contract is hereby authorized.
SECTION 5. The City Council of the City of Denton hereby expressly delegates the
authority to take any actions that may be required or permitted to be performed by the City of
Denton under this ordinance to the City Manager of the City of Denton, or their designee.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval.
The motion to approve this ordinance was made by 'R C j� 'Bet 1< - and
seconded by e_ 10c� This ordinance was passed and approved by
the following vote [ --7 - __0j:
:
Aye Nay Abstain Absent
Mayor Gerard Hudspeth: V1' _
Vicki Byrd, District 1: _
Brian Beck, District 2:
Jesse Davis, District 3: ,1 _
Alison Maguire, District 4: ✓ _
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6: ✓
PASSED AND APPROVED this the day �, 2021.
ATTEST:
ROSA RIOS, CITY SECRETARY
GERARD HUDSPETH, MAYOR
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by Marcella
Lunn
DN: cn= Marcella Lunn, o,
z i n 4 ou=GityofDenton,
BY::email=marcella.lunn@cityofde
Aston.-mrr,
Date: 2021.11.18 15.49:13
-06'00'
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481FE164506B
I c V
ITY
OF I
DENTON
Docusign City Council Transmittal Coversheet
FILE
7852
File Name
Ballistics IQ
Purchasing Contact
Ginny Brummett
City Council Target Date
DECEMBER 7, 2021
Piggy Back Option
Not Applicable
Contract Expiration
DECEMBER 7, 2026
Ordinance
21-2631
DocuSign Envelope [D: C99BDC83-Eo78-4A7C-A95A-481 FE164506B
CONTRACT BY AND BETWEEN
CITY OF DENTON, TEXAS AND EVIDENCE IQ INC.
(FILE 7852)
THIS CONTRACT is made and entered into this date 12/07/2021. , by
and between EVIDENCE IO INC. a Delaware corporation, whose address is 346 River Street
Lemont, Illinois 60439, hereinafter referred to as "Contractor," and the CITY OF DENTON,
TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon
approval of the Denton City Council and subsequent execution of this Contract by the Denton City
Manager or his duly authorized designee.
For and in consideration of the covenants and agreements contained herein, and for the
mutual benefits to be obtained hereby, the parties agree as follows:
SCOPE OF SERVICES
Contractor shall provide products and/or services in accordance with the City's document
FILE 7852-Balistics IQ. a copy of which is on file at the office of Purchasing Agent and
incorporated herein for all purposes. The Contract consists of this written agreement and the
following items which are attached hereto and incorporated herein by reference:
(a) Special Terms and Conditions (Exhibit "A");
(b) Evidence IQ MSA (Exhibit "B");
(c) Certificate of Interested Parties Electronic Filing (Exhibit "C
(d) Form CIQ — Conflict of Interest Questionnaire (Exhibit "D");
These documents make up the Contract documents and what is called for by one shall be
as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions
of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence
first to the written agreement then to the contract documents in the order in which they are listed
above. These documents shall be referred to collectively as "Contract Documents."
Prohibition on Contracts with Companies Boycotting Israel
Contractor acknowledges that in accordance with Chapter 2270 of the Texas Government Code, City is
prohibited from entering into a contract with a company for goods or services unless the contract contains
a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel
during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed
to those terms in Section 808.001 of the Texas Government Code. By signing this agreement, Contractor
certifies that Contractor's signatureprovides written verification to the City that Contractor. (I) does not
boycott Israel; and (2) will not boycott Israel during the term of the agreement Failure to meet or
maintain the requirements under this provision will be considered a material breach.
Contract # 7852
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE164506B
Prohibition On Contracts With Companies Doing Business with Iran, Sudan, or a Foreign
Terrorist Organization
Section 2252 of the Texas Government Code restricts CITY from contracting with companies that do
business with Iran, Sudan, or a foreign terrorist organization. By signing this agreement, Contractor
certifies that Contractor's signatureprovides written verification to the City that Contractor, pursuant to
Chapter 2252, is not ineligible to enter into this agreement and will not become ineligible to receive
payments under this agreement by doing business with Iran, Sudan, or a foreign terrorist organization.
Failure to meet or maintain the requirements under this provision will be considered a material breach.
The parties agree to transact business electronically. Any statutory requirements that certain terms
be in writing will be satisfied using electronic documents and signing. Electronic signing of this
document will be deemed an original for all legal purposes.
IN WITNESS WHEREOF, the parties of these presents have executed this agreement in
the year and day first above written.
E 1PQ INC.
BY 96&r tit S
4E1I�6 SIGNATURE
Printed Name: Roger Cummings
Title: Chief Executive officer
630-635-8100
PHONE NUMBER
Roger@evidenceiq.com
EMAIL ADDRESS
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational obligations
and business terms.
FF
DoeuSigned by:
r"yrjvbw
chief of Police
TITLE
Frank Dixon
1iS1►NM11110Ellu1�
Denton Police Department
DEPARTMENT
CITY OF DENTON, TEXAS
BY:
DocuBigned by:
6236D8296270423...
SARA HENSLEY
INTERIM CITY MANAGER
ATTEST;
ROSA Tp§�eC�TY SECRETARY
BY: F�SA' 96S
APPROVED AS TO LEGAL
FORM:
MACK REINWAND, CITY
ATTORNEY
BY:iDacu5igned by:
�'u.t�.a. �,utnan.
"-4B07083184AA438..
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE 1645068
Exhibit A
Special Terms and Conditions
1. Total Contract Amount
The contract total for services shall not exceed $153,250. Pricing shall be per Exhibit B attached.
2. The Quantities
The quantities indicated on Exhibit B are estimates based upon the best available information. The
City reserves the right to increase or decrease the quantities to meet its actual needs. As indicated
on Exhibit B, the City is purchasing 100 Virtual Correlation Center (VCC) cases per year.
Additional VCC cases are available for purchase, if City determines that an increase in quantity of
VCC cases would meet its actual needs. Additional VCC cases can be purchased at the same rate
paid for in this contract with a 20% surcharge. Individual purchase orders will be issued on an as
needed basis.
3. Contract Terms
The contract term will be one (1) year, effective from date of award. The City and the Supplier
shall have the option to renew this contract for an additional four (4) one::year periods.
The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall
automatically renew each year, from the date of award by City Council. The Supplier's request to
not renew the contract must be submitted in writing to the Purchasing Manager at least 60 days prior
to the contract renewal date for each year. At the sole option of the City of Denton, the Contract may
be further extended as needed, not to exceed a total of six (6) months.
Contract # 7852
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481FE1645066
Exhibit B
Evidence IQ MSA
Contract # 7852
DecuSign Envelope ID: C99BDC83-E.078-4A7C-A95A-481FE164506B
EVIDENCE IQ — BALLISTICS IQ
MUNICIPAL, STATE AND FEDERAL
LAW ENFORCEMENT AGENCY/AGENCY/COUNTY AGREEMENT
This Municipal, State and Federal Law Enforcement AGENCY/COUNTY Agreement
("Agreement") is made and entered into effective December 31, 2021 (the "Effective Date")
between Evidence IQ, Inc., a Delaware corporation ("EIQ" ), and the City of Denton, Texas
('AGENCY/COUNTY').
A. EIQ collects, stores and disseminates Ballistics Data (as herein defined) to law
enforcement agencies through its EIQ Software Service (as herein defined); and
B. AGENCY/COUNTY desires to obtain access to Ballistics Data through the EIQ
Software Service on the terms and conditions set forth in this Agreement;
NOW, THEREFORE, in consideration of the mutual agreements contained herein and
other good and valuable consideration, the receipt and sufficiency of which is acknowledged
by the parties, the parties agree as follows:
1. Definitions. As used in this Agreement, certain terms have the meanings set
forth below. Certain other capitalized terms are defined in the text of this Agreement in the
section in which the term is first used.
"Ballistics Data" means ballistics data and images collected by LEAs and
available through the EIQ Software Service for use by LEAs. All Ballistics Data uploaded by
AGENCY/COUNTY to the EIQ Software Service is owned by AGENCY/COUNTY.
"EIQ Software Service" means a web -based (hosted) suite of software
applications of EIQ consisting of analytical and investigative software located on a physical
database server that also hosts Ballistics Data accessed through the EIQ customer portal.
"LEA" means a municipal, state or Federal law enforcement agency.
"Service Fee" means the amount required to be paid by AGENCY/COUNTY
per Service Period for access to the EIQ Software Service and Ballistics Data.
"User" means an individual who is an agent and sworn officer of
AGENCY/COUNTY and who is authorized by AGENCY/COUNTY to access the Ballistics
Data through the EIQ Software Service on behalf of AGENCY/COUNTY with login
credentials provided by AGENCY/COUNTY.
2. License.
(a) Grant of License. Subject to, and conditioned on,
AGENCYICOUNTY's payment of the Service Fee and compliance with all other terms and
conditions of this Agreement, EIQ grants to AGENCY/COUNTY a non-exclusive, non-
transferable right and license to access and use the Ballistics Data through the EIQ Software
Service during the Service Period only for investigatory law enforcement purposes.
(b) License of Ballistics Data. AGENCY/COUNTY grants to EIQ a non-
exclusive, fully paid up, royalty free, worldwide, sublicensable, transferable, perpetual and
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irrevocable license to use, install, access, reproduce, modify, impose, display, create
derivative works of, distribute, and license for use by EIQ's customers the Ballistics Data
uploaded by AGENCY/COUNTY in connection with its EIQ Software Service.
(c) Data Sharing. All Ballistics Data uploaded by AGENCY/COUNTY
will be available through the EIQ Software Service and accessible by other LEAs who
contract with EIQ to access the EIQ Software Service.
(d) Non -Exclusive Licensed Access. AGENCY/COUNTY acknowledges
that the right or ability of EIQ to license other third parties to access the Ballistics Data
through the EIQ Software Service is not restricted in any manner by this Agreement, and
that it is EIQ's intention to license a number of other LEAs to access the Ballistics Data
through the EIQ Software Service. EIQ shall have no liability to AGENCY/COUNTY for any
such action.
3. Access to the Ballistics Data Through the EIQ Software Service.
(a) Account Security. EIQ shall provide to AGENCY/COUNTY the
necessary passwords and network links or connections to allow AGENCYICOUNTY's Users
to access the Ballistics Data through the EIQ Software Service. AGENCY/COUNTY shall be
responsible for assigning to each of AGENCY/COUNTY's Users a username and password
(one per user account). An unlimited number of User accounts is provided.
AGENCY/COUNTY will cause the Users to maintain username and password credentials
confidential and will prevent use of such username and password credentials by any
unauthorized person(s). AGENCY/COUNTY shall notify EIQ immediately if
AGENCY/COUNTY believes the password of any of its Users has, or may have, been obtained
or used by any unauthorized person(s). In addition, AGENCY/COUNTY must notify EIQ
immediately if AGENCYICOUNTY becomes aware of any other breach or attempted breach
of the security of any of its Users' accounts.
(b) Eligibility. AGENCY/COUNTY shall only authorize individuals who
satisfy the eligibility requirements of "Users" to access the EIQ Software Service. EIQ in its
sole discretion may deny EIQ Software Service access to any individual based on such
person's failure to satisfy such eligibility requirements.
(c) User Logins. Except with the prior written consent of EIQ,
AGENCY/COUNTY shall not provide User logins to agents or officers of other local, state or
Federal LEAs or access the EIQ Software Service on behalf of other LEAs.
(d) Liability. AGENCY/COUNTY is responsible and liable for all uses of
the Ballistics Data through the EIQ Software Service resulting from access provided by
AGENCY/COUNTY, directly or indirectly, whether such access or use is permitted by or in
violation of this Agreement. Without limiting the generality of the foregoing,
AGENCY/COUNTY is responsible for all acts and omissions of each User and each act or
omission by each User that would constitute a breach of this Agreement if taken by
AGENCY/COUNTY will be deemed a breach of this Agreement by AGENCY/COUNTY.
AGENCY/COUNTY shall use reasonable efforts to make all Users aware of this Agreement's
provisions as applicable to such User's use of the Ballistics Data through the EIQ Software
Service, and shall cause Users to comply with such provisions.
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(e) Restrictions on Use of the Ballistics Data Through the EIQ
Software Service.
(i) AGENCY/COUNTY acknowledges that a large part of EIQ's
competitive advantage comes from the collection and analysis of the Ballistics Data_
AGENCY/COUNTY's and each User's access, use, except as expressly permitted under this
Agreement, and disclosure of any such Ballistics Data would cause irreparable damage to
EIQ.
(ii) Except as expressly permitted under this Agreement,
AGENCY/COUNTY agrees that it shall not, directly or indirectly, nor will it permit a User
or any other party to, without the prior written consent of EIQ, (A) access the EIQ Software
Service and utilize the Ballistics Data for any purpose other than for investigatory law
enforcement purposes, (B) disclose the Ballistics Data to any unauthorized third party; (C)
copy, modify, or create derivative works of the EIQ Software Service or the Ballistics Data,
in whole or in part; (D) create, attempt to create, or grant permission to the source program
and/or object program associated with the EIQ Software Service or the Ballistics Data;
(E) decompile, disassemble or reverse engineer any software component of the EIQ Software
Service for any reason, including, without limitation, to develop functionally similar
computer software or services; (F) modify, alter or delete any of the copyright notices
embedded in or affixed to the copies of any components of the EIQ Software Service or the
Ballistics Data; (G) rent, lease, lend, sell, license, sublicense, assign, distribute, publish,
transfer or otherwise make available the EIQ Software Service or the Ballistics Data; or (H)
use the EIQ Software Service or the Ballistics Data in any manner or for any purpose that
infringes, misappropriates, or otherwise violates any intellectual property right or other right
of any person or entity that violates any applicable law.
(iii) AGENCY/COUNTY agrees to take all necessary precautions to
protect the Ballistics Data against its unauthorized use or disclosure and exercise at least
the same degree of care in safeguarding the Ballistics Data as AGENCY/COUNTY would
with AGENCYICOUNTY's own confidential information.
(iv) AGENCY/COUNTY shall not create, publish, distribute, or
permit any written, electronically transmitted or other form of publicity material that
references the Ballistics Data, EIQ Software Service or this Agreement without first
submitting the material to EIQ and receiving written consent from EIQ thereto. This
restriction is specifically intended to ensure consistency with other media messaging and will
survive the expiration or earlier termination of this Agreement.
(v) AGENCY/COUNTY agrees as follows:
(A) to notify EIQ immediately upon discovery of any
unauthorized use or disclosure of Ballistics Data or any other breach of this Section 3 by
AGENCY/COUNTY or any User, and AGENCY/COUNTY shall reasonably cooperate with
EIQ to regain possession of the Ballistics Data, prevent its further unauthorized use, and
otherwise prevent any further breaches of this Section 3;
(B) a breach or threatened breach by AGENCYICOUNTY or
a User of any covenant contained in this Agreement, including under this Section 3, may
cause irreparable damage to EIQ and that EIQ could not be made whole by monetary
damages. Therefore, EIQ shall have, in addition to any remedies available at law, the right
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to seek equitable relief to enforce this Agreement, including a restraining order, an
injunction, specific performance, and any other relief that may be available from any court,
without any requirement to post a bond or other security, or to prove actual damages or that
monetary damages are not an adequate remedy; and
(C) AGENCYICOUNTY's obligations of non -disclosure and
other obligations under this Agreement are effective as of the Effective Date and will survive
the termination or expiration of this Agreement. _EIQ acknowledges that the City of Denton trust
strictly comply with the Public Information Act, Chapter 552, Texas Government Code in responding
to any request for public information related to this Agreement. This obligation supersedes any
conflicting provisions of this Agreement. All material submitted by EIQ to the City of Denton shall
become property of the City upon receipt. Any portions of such material claimed by EIQ to be
proprietary must be clearly marked as such. Determination of the public nature of the material is subject
to the Texas Public Information Act, chapter 552, and Texas Government Code.
(f) Reservation of Rights. EIQ reserves all rights not expressly granted
to AGENCY/COUNTY in this Agreement.
4. Service Fees and Term. The AGENCY/COUNTY Service Fees will be based
on the number of virtual correlation center cases ("VCCs") submitted by AGENCY/COUNTY
during the Service Period. Exhibit A further defines the Service Period term and cost and
permitted use.
(a) AGENCY/COUNTY agrees to assist EvidenceIQ with testimonials, case
studies, and being a referenceable resource for other Law Enforcement organizations. All
public -facing collateral will be pre -approved by AGENCYICOUNTY prior to any external
publication.
(b) AGENCY/COUNTY may use the EvidenceIQ Service for the purposes
of assisting and supporting the Denton Police Department personnel only unless granted
permission in writing by Evidence1Q.
5. Term and Termination.
(a) Term. The initial term of this Agreement begins on the Effective Date
and, unless terminated earlier pursuant to this Agreement's express provisions, will continue
in effect as defined in Exhibit A from such date (the "Service Period").
(b) Termination.
(i) AGENCY/COUNTY may terminate this Agreement with cause
upon thirty (30) days' prior written notice to EIQ.
(ii) EIQ may terminate this Agreement with or without cause upon
thirty (30) days' prior written notice to AGENCY/COUNTY. If EIQ's notice of termination is
based on a breach of this Agreement by AGENCY/COUNTY, the notice of termination will
set forth in reasonable detail AGENCYICOUNTY's breach of this Agreement. If within such
thirty (30) day period AGENCY/COUNTY fails to cure to EIQ's satisfaction the breach, this
Agreement will terminate upon the expiration of such thirty (30) day period and
AGENCY/COUNTY shall not be entitled to a refund of the Service Fee, or any portion thereof.
If EIQ's notice of termination is based on a reason other than a breach of this Agreement by
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AGENCY/COUNTY, this Agreement will terminate upon the expiration of such thirty (30)
day period and AGENCYICOUNTY will be entitled to a refund of a portion of the Service Fee,
based on the unused VCCs relative to the number of VCCs purchased.
(iii) Either party may terminate this Agreement, effective
immediately upon written notice to the other party, if the other party: (A) becomes insolvent
or is generally unable to pay, or fails to pay, its debts as they become due; (B) files or has filed
against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject,
voluntarily or involuntarily, to any proceeding under any domestic bankruptcy or insolvency
law; (C) makes or seeks to make a general assignment for the benefit of its creditors; or
(D) applies for or has appointed a receiver, trustee, custodian or similar agent appointed by
order of any court of competent jurisdiction to take charge of or sell any material portion of
its property or business. AGENCY/COUNTY shall not be entitled to a refund of the Service
Fee, or any portion thereof, upon such a termination.
(iv) Upon expiration or earlier termination of this Agreement, all
rights granted by EIQ to AGENCY/COUNTY under this Agreement will immediately cease
to exist and AGENCY/COUNTY must promptly discontinue all use of the EIQ Software
Service. The license granted by AGENCY/COUNTY to EIQ pursuant to Section 2(b) shall
survive the termination or expiration of this Agreement.
(v) This Section 5(b) shall survive any termination or expiration
of this Agreement.
6. Warranty Disclaimer by EIQ; Indemnification by AGENCY/COUNTY.
(a) DISCLAIMER. THE BALLISTICS DATA AND EIQ SOFTWARE
SERVICE IS PROVIDED "AS IS" AND EIQ HEREBY DISCLAIMS ALL WARRANTIES,
WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. EIQ SPECIFICALLY
DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE, AND NON -INFRINGEMENT, AND ALL WARRANTIES
ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. EIQ MAKES
NO WARRANTY OF ANY KIND THAT THE EIQ SOFTWARE SERVICE, OR ANY
PRODUCTS OR RESULTS OF THE USE THEREOF, INCLUDING THE BALLISTICS
DATA, WILL MEET AGENCYICOUNTY'S OR ANY OTHER PERSON'S REQUIREMENTS,
OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE
COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR
BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
(b) Limitations of Liability. EIQ WILL NOT BE LIABLE FOR
AGENCY/COUNTY'S USE OF THE BALLISTICS DATA OR THE EIQ SOFTWARE
SERVICE UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR
OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL,
CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT
LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR
LOST OF BUSINESS). TO THE EXTENT THE FOREGOING LIMITATION OF LIABILITY
IS PROHIBITED OR OTHERWISE UNENFORCEABLE, EIQ'S CUMULATIVE LIABILITY
TO AGENCY/COUNTY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL
NOT EXCEED $153,250.00.
(c) Indemnification. Intentionally Deleted.
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7. Miscellaneous.
(a) Notices. Any notice under this Agreement must be written. Notices
must be addressed to the recipient and either (i) hand delivered; (ii) placed in the United
States mail, certified, return receipt requested; (iii) deposited with an overnight delivery
service; or (iv) sent via e-mail and followed with a copy sent by overnight delivery or regular
mail, to the address or e-mail address specified below. Any mailed notice is effective three
(3) business days after the date of deposit with the United States Postal Service or the
overnight delivery service, as applicable; all other notices are effective upon receipt. A failure
of the United States Postal Service to return the certified mail receipt to the dispatcher of
such notice will not affect the otherwise valid posting of notice hereunder.
Addresses for all purposes under this Agreement are:
If to EIQ: Evidence IQ, Inc.
Attn: Roger Cummings, President
346 River Street
Lemont, Illinois 60439
E-mail: Roger@EvidenceIQ.com
If to City of Denton
AGENCY/COUNTY: City Attorney's Office
215 E. McKinney Street
Denton, TX 76201
Either party may designate another address for this Agreement by giving the other party at
least five (5) business days' advance notice of its address change. A party's attorney may
send notices on behalf of that party, but a notice is not effective against a party if sent only
to that party's attorney.
(b) Assignment. Neither party shall assign its rights or delegate its
obligations under this Agreement to any party, without the express written consent of the
non -assigning party. Any such purported assignment or delegation in violation of this
Section 7(b) will be null and void. No assignment or delegation will relieve
AGENCY/COUNTY of any of its obligations hereunder. This Agreement is binding upon and
inures to the benefit of the parties and their respective permitted successors and assigns.
(c) Governing Law; Venue. THIS AGREEMENT IS GOVERNED BY
AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS
WITHOUT REGARD TO CONFLICTS -OF -LAWS PRINCIPLES. THE PARTIES HERETO
CONSENT THAT VENUE OF ANY ACTION BROUGHT UNDER THIS AGREEMENT
WILL BE IN DENTON COUNTY, TEXAS.
(d) Amendments; Waiver. No amendment to this Agreement or waiver
of any right or obligation created by this Agreement will be effective unless it is in writing
and signed by both parties. No waiver by any party of any of the provisions hereof will be
effective unless explicitly set forth in writing and signed by the party so waiving. Except as
otherwise set forth in this Agreement, (i) no failure to exercise, or delay in exercising, any
rights, remedy, power or privilege arising from this Agreement will operate or be construed
as a waiver thereof, and (ii) no single or partial exercise of any right, remedy, power or
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privilege hereunder will preclude any other or further exercise thereof or the exercise of any
other right, remedy, power or privilege.
(e) Entirety. This Agreement constitute the entire agreement between
the parties and supersede all prior and contemporaneous understandings, agreements,
representations and warranties and other communications, oral or written between the
parties. No contrary or additional terms contained in any purchase order or other
communication from AGENCY/COUNTY will be a part of this Agreement.
(f) Force Majeure. Neither party will be liable for failure to perform or
delay in performing any obligation under this Agreement if nonperformance is caused by an
occurrence beyond the reasonable control of such party and without its fault or negligence,
such as acts of God or the public enemy, acts of the Government in either its sovereign or
contractual capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually
severe weather, delays of common carriers, or any other cause beyond the reasonable control
of such party.
(g) Severability. If any provision of this Agreement is held to be invalid,
illegal or unenforceable for any reason, such invalidity, illegality or unenforceability will not
affect any other provisions of this Agreement, and this Agreement will be construed as if such
invalid, illegal or unenforceable provision had never been contained herein.
(h) Counterparts. This Agreement maybe executed in counterparts, each
of which is deemed an original, but all of which together are deemed to be one and the same
agreement.
(i) CJIS Requirements. AGENCY/COUNTY certifies that its Users
shall comply with the CJIS requirements outlined in Exhibit B.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement by
persons duly authorized as of the date and year first above written.
EIQ:
Evi1er&&T1 °1iic.
By:
Na 86eEC32098A YP. umm I ngs
Title: llef Executive officer
AGENCYICOUNTY: Cii �_ ,f�neg ton
:" H
NVa+MESOMWyansley
Title: Interim city Manager
Address: 215 E MCKINNEY STREET
DENTON, TX 76201
E-mail:
ara. ens ey c1 yo en on.com
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 7 of 13
DocuSign Envelope ID: C99BDC83-EQ78-4A7C-A95A-481FE164506B
[signature page — Evidence IQ — Ballistics IQ
Municipal, State and Federal Law Enforcement AGENCY/COUNTY Agreement]
Evidence IQ, Inc. — Ballistics IQ Agreement ver, 1.0 Page 8 of 13
DocuSign Envelope !D: C99BDC83-E078-4A7C-A95A-481 FE164506B
EXHIBIT A
Service Fees
Budgetary Quote
Date 11!212021
Invoice# 1001115-DentonTX
1 Ballistics 10 Triage & inscription License S 26 87500
(Year 1 Term: December 1, 2021 - November 30, 2022)
100 Ballistics IQ VCG Cases (Year 1) Included
1 1.5 Day Onslte Ballistics IQ Capture Training (for up to 10 people) Included
1 Ballistic Camera Box (5 year warranty and support) Year 1 of 5 $ 8,125,00
1
Ballistics IQ Triage Subscription License
346 River Street
Lemont, CL 60439
Phone: (512) 9343970
Ballistics IQ VCC Cases (Year 2)
Mr. Cody Roden
1
Croden@EvldencelQ.com
Included
1
AW
Denton Police Department
Attn: [Achael Kessler
601 E Hickory St.
Ballistics IQ VCC Cases (Year 3)
Denton, TX 76205
1
940-349-7877
Included
Budgetary Quote
Date 11!212021
Invoice# 1001115-DentonTX
1 Ballistics 10 Triage & inscription License S 26 87500
(Year 1 Term: December 1, 2021 - November 30, 2022)
100 Ballistics IQ VCG Cases (Year 1) Included
1 1.5 Day Onslte Ballistics IQ Capture Training (for up to 10 people) Included
1 Ballistic Camera Box (5 year warranty and support) Year 1 of 5 $ 8,125,00
1
Ballistics IQ Triage Subscription License
$ 26,875.00
(Year 2 Term: December 1, 2022 - November 30, 2023)
100
Ballistics IQ VCC Cases (Year 2)
included
1
Ballistic Camera Bax (5 year warranty and support) Year 2 of 5
Included
1
ticl0
Balliss Triage Subscription License
$ 26,875A0
ear 3 Term: December 1, 2023 - November 30, 2024
100
Ballistics IQ VCC Cases (Year 3)
Included
1
Ballistic Camera Box (5 year warranty and support) Year 3 of 5
Included
1
Ballistics IQ Triage Subscription License $
26,875.00
(Year 4 Term: December 1, 2024 - November 30, 2025)
100
Ballistics IQ VCC Cases (Year 4)
Included
1
Ballistic Camera Box (3 year warranty and support) Year 4 of 5
Included
1
Ballistics IQ Triage Subscription License $
26,875.00
(Year 5 Term: December 1, 2025 - November 30, 2026)
100
Ballistics IQ VCC Cases (Year 5)
included
1
Ballistic Camera Box (5 year warranty and support) Year 5 of 5
tncluded
Subtotal for 5 Years $
142,500.00
This quote is for a 5 year term with a start date of December 31, 2021.
All Evidence IQ hardware will include a 5 year warranty. Included in the price
of the Subscription License is a ballistics camera box, hardcase, and all other
required hardware.
A 1.5 day onsite training (max 10 people) provided from Evidence IQ by a
Senior Firearms and Toolmarks Examiner. Additional training can be
scheduled for $2,500 per day plus reasonable travel and expenses.
Billings will be paid annually in advance on the first month of fisca[year
under service with Net 30 terms. AdditEonal VCC (Virtual Correlation Center)
cases can be purchased at the same rate paid for in this contractwith a 20
surcharge.
Quote and pricing expires on 1 213 112 02 1. Pricing is contingent on receiving a
signed agreement to terms before 12/3112021.
,=vio^nC=
Tax
Balance due in Year 1 $ 35,D00.11D
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 9 of 13
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE164506B
Exhibit B
CJIS Requirements
EIQ and AGENCY/COUNTY agree on the importance of data security, integrity and system
availability and that these security objectives will only be achieved through shared responsibility.
EIQ and AGENCY/COUNTY agree they will more likely be successful with information security by
use of the EIQ-supplied technical controls and AGENCYICOUNTY s use of those controls in
conjunction with AGENCY/COUNTY's policies to protect the systems, data and privacy.
EIQ and AGENCY/COUNTY agree that AGENCY/COUNTY-owned and FBI-CJIS-supplied
data in EIQ systems does not meet the definition of FSI-CJIS provided Criminal Justice
Information ("CJP'). Regardless, EIQ agrees to treat the AGENCY/COUNTY-supplied information
in EIQ systems as CJI. EIQ will strive to meet those technical and administrative controls to
ensure the tools are in place for the proper protection of systems, information and privacy of
individuals to the greatest degree possible.
ElQ and AGENCY/COUNTY agree that information obtained or incorporated into EIQ
systems may be associated with records that are sensitive in nature having, tactical, investigative
and "Personally Identifiable Information." As such, that information will be treated in accordance
with applicable laws, policies and regulations governing protection and privacy of this type of data.
EIQ and AGENCY/COUNTY agree that products and services offered by EIQ are merely an
investigative tool to aid EIQ's customers in the course of their duties and that EIQ make no claims
that direct actions be initiated based solely upon the information responses or analytical results.
Further, EIQ and AGENCY/COUNTY agree that AGENCY/COUNTY is ultimately responsible for
taking the appropriate actions from results, hits, etc. generated by EIQ products and require
ongoing training, human evaluation, verifying the accuracy and currency of the information, and
appropriate analysis prior to taking any action.
Certain capitalized terms are defined in the FBI-CJIS Security Policy.
The parties agree as follows.
EIQ:
1. EIQ has established the use of the FBI-CJIS Security Policy as guidance for
implementing technical security controls in an effort to meet or exceed those requirements.
2. EIQ will appoint a CJIS Information Security Officer to act as a conduit to
AGENCY/COUNTY's Contracting Government AGENCY/COUNTY and AGENCY/COUNTY
Coordinator to receive any FBI-CJIS Security Policy information and disseminate such information
to the appropriate staff.
3. EIQ will adhere to FBI-CJIS Security Policy Awareness Training and Personnel
Screening standards as required by AGENCYICOUNTY.
4. EIQ will, by default, classify all AG EN CYICOUNTY- supplied data and information
related to AGENCY/COUNTY-owned infrastructure, information systems or communications
systems as "criminal justice data." All AGENCY/COUNTY information will be treated at the
highest level of confidentiality by all EIQ staff. EIQ has supporting guidance/policies for staff
handling the full life cycle of information in physical or electronic form and has accompanying
disciplinary procedures for unauthorized access, misuse or mishandling of that information.
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 10 of 13
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481FE964506B
5. EIQ will not engage in data mining, commercial sale, unauthorized access and/or use
of any of AGENCY/COUNTY-owned data.
6. EIQ will initiate its formal cyber Incident Response Procedures if any cyber incident
or data breach occurs.
7. EIQ will immediately inform AGENCYICOUNTY of any cyber incident or data
breach, to include DDoS, Malware, Virus, etc. that may impact or harm AGENCYICOUNTY's data,
systems or operations so proper analysis can be performed and AGENCY/COUNTY's Incident
Response Procedures can be initiated.
8. EIQ will only allow authorized support staff to access AGENCY/COUNTY's account
or AGENCY/COUNTY'S data for AGENCYICOUNTY-related purposes.
9. EIQ will use training, policy and procedures to ensure support staff use proper
handling, processing, storing, and communication protocols for AGENCY/COUNTY's data.
10. EIQ will protect AGENCY/COUNTY'S systems and data by monitoring and auditing
staff user activity to ensure that it is only within the purview of system application development,
system maintenance or the support roles assigned.
11. EIQ will inform AGENCY/COUNTY of any unauthorized, inappropriate use of data
or systems.
12. EIQ will design software applications to facilitate FBI-CJIS-compliant information
handling, processing, storing and communication of AGENCY/COUNTY'S data.
13. EIQ will advise AGENCYICOUNTY when any software application or equipment
technical controls are not consistent with meeting FBI-CJIS Security Policy criteria for analysis
and due consideration.
14. EIQ will use the existing Change Management process to sufficiently plan for system
or software changes and updates with "rollback" plans.
15. EIQ will provide technical security controls that only permit authorized user access
to AGENCYICOUNTY-owned data and EIQ systems as intended by AGENCY/COUNTY.
16. EIQ will meet or exceed the FBI-CJIS Security Policy complex password construction
and change rules.
17. EIQ will only provide access to EIQ's systems and AGENCYICOUNTY-owned
information through AGENCY/COUNTY managed role -based access and applied sharing rules
configured by AGENCY/COUNTY.
18. EIQ will provide technical controls with additional levels of user Advanced
Authentication in physically non -secure locations.
19. EIQ will provide compliant FIPS 140-2 Certified 128 -bit encryption for
AGENCY/COUNTY-owned data during transport and storage ("data at rest") while in the custody
and control of EIQ.
20. EIQ will provide firewalls and virus protection to protect networks, storage devices
and data.
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 11 of 13
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE164506B
21. EIQ will execute archival, purges and/or deletion of data as configured by
AGENCY/COUNTY.
22. EIQ will provide auditing and alerting tools within the software applications so
AGENCY/COUNTY can monitor access and activity of EIQ support staff and AGENCY/COUNTY
users for unauthorized access, disclosure, alteration or misuse of AGENCY/COUNTY-owned data.
EIQ support staff will only have access when granted by AGENCY/COUNTY.
23. EIQ will only perform direct support remote access to AGENCY/COUNTY
systems/infrastructure when requested, authorized and physically granted access to the
applications/systems by AGENCY/COUNTY. This activity will be documented by both parties_
24. EIQ will create and retain activity transaction logs to enable auditing by
AGENCY/COUNTY and EIQ staff.
25. EIQ will provide physical protection for the equipment storing AGENCY/COUNTY
data along with additional technical controls to protect physical and logical access to systems and
data.
26. EIQ will participate in any information or technical security compliance audit
performed by AGENCY/COUNTY or any state CJIS system agency or FBI-CJIS division.
27. EIQ will perform independent employment background screening for EIQ's staff and
participate in additional fingerprint background screening as required by AGENCYICOUNTY.
28. EIQ agrees that all AGENCY/COUNTY-contributed data, including "hot -lists,"
scans, user information etc., will only be shared as designated by AGENCY/COUNTY and will
remain the responsibility and property of AGENCY/COUNTY.
AGENCYICOUNTY:
1. AGENCY/COUNTY will appoint an AGENCY/COUNTY Coordinator as a central
point of contact for all FBI-CJIS Security Policy -related matters and to assign staff that are familiar
with the contents of the FBI-CJIS Security Policy.
2. AGENCY/COUNTY will have the AGENCY/COUNTY Coordinator (a) provide timely
updates with specific information regarding any new FBI-CJIS, state or local information security
policy requirements that may impact EIQ compliance or system/application development and
(b) facilitate obtaining certifications, training, and fingerprint -based background checks as
required.
3. AGENCYICOUNTY will inform EIQ when any FBI-CJIS Security Awareness
Training, personnel background screening or execution of FBI-CJIS Security Addendum
Certifications is required.
4. AGENCY/COUNTY will immediately inform EIQ of any relevant data breach or
cyber incident, to include DDoS, Malware, Virus, etc. that may impact or harm EIQ systems,
operations, business partners and/or other agencies, so proper analysis can be performed, and
Incident Response Procedures can be initiated.
5. AGENCYICOUNTY is responsible for the legality and compliance of information
recorded, submitted or placed in EIQ systems and use of that data.
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 12 of 13
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE164506B
6. AGENCY/COUNTY is responsible for proper equipment operation and placement of
equipment.
7. AGENCY/COUNTY is responsible for vetting authorized user access to EIQ systems
with due consideration of providing potential access to non-AGENCY/COUNTY information.
8. AGENCY/COUNTY is responsible for control of persons granted access to purchased
EIQ systems, along with data stored and transmitted via EIQ systems.
9. AGENCY/COUNTY is responsible for all data security, handling and data protection
strategies from point of acquisition, during transport and until submission ("Hotlist upload") into
EIQ systems.
10. AGENCY/COUNTY will reinforce AGENCY/COUNTY's staff policies and procedures
for secure storage and protection of EIQ system passwords.
11. AGENCY/COUNTY will reinforce AGENCY/COUNTY's staff policies for creating
user accounts with only government domain email addresses. Any exceptions must be granted in
writing.
12. AGENCY/COUNTY will reinforce AGENCY/COUNTY'S staff policies for not sharing
user accounts.
13. AGENCY/COUNTY will use EIQ role -based access as designed to foster system
security and integrity.
14. AGENCY/COUNTY controls, and is responsible for, appropriate use and data storage
policies as well as procedures for the data maintained outside the EIQ systems, including when any
information is disseminated, extracted or exported out of EIQ's systems.
15. AGENCY/COUNTY controls, and is responsible for developing, policies, procedures
and enforcement for applying deletion/purging and dissemination rules to information within and
outside EIQ's systems.
16. AGENCY/COUNTY is responsible for ensuring data and system protection strategies
are accomplished through the tools provided by EIQ for account and user management features
along with audit and alert threshold features.
17. AGENCY/COUNTY will use the "virtual escorting" security tools provided for
managing AGENCY/COUNTY's system remote access and monitor EIQ support staff when
authorized to assist AGENCY/COUNTY.
18. AGENCY/COUNTY acknowledges that the EIQ-designed technical controls and tools
will only be effective in conjunction with AGENCY/COUNTY-created policies and procedures that
guide user access and appropriate use of the system.
19. AGENCY/COUNTY acknowledges that information and services provided through
EIQ products do not provide any actionable information and AGENCY/COUNTY users are
responsible for the validity and accuracy of their data and developing procedures to verify
information with the record owner and other systems, such as the National Crime Information
Center, based upon the potential lead generated.
Evidence IQ, Inc. — Ballistics IQ Agreement ver. 1.0 Page 13 of 13
M:\07\070366.01\11-24-20
DocuSign Envelope ID: C995DC83-EO78-4A7C-A95A-481 FE164506B
Exhibit C
Certificate of Interested Parties
Contract # 7852
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-489 FE 1645058
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1af1
Complete Nos. 1- 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2021-820091
Evidence IQ
Lemont, IL United States
Date Filed:
11/03/2021
2
Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
City of Denton
Date Acknowledged:
g
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
EvidencelQ - City of Denton
Ballistics intelligence as a subscription service
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling I
Intermediary
City of Denton
Denton, TX United States
X
5
Check only if there is NO Interested Party. ❑
6
UNSWORN DECLARATION
My name is and my date of birth is
My address is
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of on the day of , 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc
DocuSign Envelope ID: C99BDC83-E078-4A7C-A95A-481 FE 1645068
CONFLICT OF INTEREST QUESTIONNAIRE - Exhibit D FORM CIQ
For vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined
by Section 176.001(1-a) with a local governmental entity and the vendor meets requirements under Section 176.006(a).
By law this questionnaire must be filed with the records administrator of the local government entity not later than the 7th business day after the
date the vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a-1), Local Government Code.
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a
misdemeanor.
1
Name of vendor who has a business relationship with local governmental entity.
EVIDENCE IQ
INC
2
Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7' business day
after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.)
3 Name of local government officer about whom the information in this section is being disclosed.
Name of Officer
Describe each employment or other business relationship with the local government officer, or a family member of the officer, as described by Section
176.003(a)(2)(A). Also describe any family relations hip with the local government officer. This section, (item 3 including subparts A, B, C & D), must be
completed for each officer with whom the vendor has an employment or other business relationship as defined by Section 176.001(1-a), Local Government Code.
Attach additional pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor?
Yes =
No
B. Is the vendor receiving or likely to receive taxable income, other than investment income, from or at the direction of the local government officer named in
this section AND the taxable income is not received from the local governmental entity?
Yes D No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer
or director, or holds an ownership of one percent or more?
0 Yes 0 No
D. Describe each employment or business and family relationship with the local government officer named in this section.
4
F I have no Conflict of Interest to disclose.
5 AocuSigned by:
11/16/2021
tvm�domg business with the governmental entity Date