Loading...
FIRST AMENDMENT TO THE GRANICUS SERVICES AGREEMENT (2)G GRANICUS 408 Saint Peter Street, Suite 600 Amendment Saint Paul, MN 55102 Prepared for United States Clearwater, FL First Amendment to the Granicus Service Agreement between Granicus, LLC and Clearwater, FL This First Amendment to the Granicus, LLC Service Agreement is effective on the date this document is signed and entered into by and between Granicus, LLC, a Minnesota Limited Liability Company d/b/a Granicus (hereinafter referred to as "Granicus"), and Clearwater, FL (hereinafter referred to as "Client"), with reference to the following: WHEREAS, the Client and Granicus entered into an Agreement effective 6/1/2021 (the "Agreement"); and WHEREAS, the Client and Granicus wish to extend the term of the Agreement; and WHEREAS, in addition to Client's existing solution, Client wishes to add certain products and services as detailed in Q- 170047, which is attached as Exhibit A and incorporated herein by reference; and NOW, THEREFORE, in consideration of the premises, the parties intend that the Agreement be amended as follows: 1. Compensation shall be amended to include the fees detailed in Exhibit A. Exhibit A is exclusive of applicable state, local, and federal taxes, which, if any, will be included in the invoice. It is the responsibility of the Client to provide applicable exemption certificate(s). 2. The term of the Agreement is extended through 5/31/2025. 3. Except as amended by this First Amendment, all other terms and conditions of the Agreement shall remain in full force and effect. 4. In the event of any inconsistency between the provisions of this First Amendment and the documents comprising the Agreement, the provisions of this First Amendment shall prevail. IN WITNESS WHEREOF, the parties have caused this First Amendment to be executed by their duly authorized representatives. Agreement and Acceptance By signing this document, the undersigned certifies they have authority to enter the agreement. The undersigned also understands the services and terms. [SIGNATURE PAGE TO FOLLOW] Order #: Q-170047 Prepared: 01/25/2022 Page 1 of 13 GRAN ICUS 408 Saint Peter Street, Suite 600 Saint Paul, MN 55102 United States GRANIC j , LLC By: axwe B celli Mana. =r, Contracts Countersigned: CITY OF CLEARWATER, FLORIDA By: Frank V. Hibbard Mayor Appy ved as to form: Attest: Rosemarie Call City Clerk Owen Kohler Lead Assistant City Attorney Order #: Q-170047 Prepared: 01/25/2022 Jon P. Jennings City Manager Amendment Prepared for Clearwater, FL Page 2 of 13 G GRANICUS ORDER DETAILS Prepared By: Email: Order If: Prepared On: Expires On: ORDER TERMS Currency: Payment Terms: Current Billing Term End Date: Period of Performance: THIS IS NOT AN INVOICE EXHIBIT A Bill Marshall bill.marshall@granicus.com Q-172000 01/25/2022 03/26/2022 Exhibit A Order Form Clearwater, FL USD Net 30 (Payments for subscriptions are due at the beginning of the period of performance.) 05/31/2022 The Agreement will begin on 2/22/2022 and will continue through the end of the then current billing term. The Agreement will continue for 36 months thereafter. The subscription includes the following domain(s) and subdomain(s): https://www.myclearwater.com/ https://www.clearwatergas.com/ https://www.myclearwaterparks.com/ hffps://www.myclearwaterevents.com/ https://www.clearwaterpolice.org/ haps://www.myclearwaterlibrary.com/ Order #: Q-172000 Prepared: 01/25/2022 Page 3 of 13 GRAN ICUS Order Form Clearwater, FL PRICING SUMMARY The pricing and terms within this Proposal are specific to the products and volumes contained within this Proposal. Terminating Subscriptions Solution Quantity/Unit Prior Annual Fee govAccess Plus Edition 0 Each $19,910.00 govAccess Specialty Subsite Maint & Hosting 0 Each $7,019.55 govAccess Independent Subsite Maint & Hosting 0 Each $3,190.70 SUBTOTAL: $30,120.25 Upon 2/22/2022, annual fees for the terminating subscription(s) shall cease. Any pre -paid fees for the terminating subscription(s) after the signing of this Agreement will be prorated from the signing of this Agreement to the end of the Clients then -current billing term, credited, and such credit applied to the annual fees for new subscriptions. Client will continue to have access to and use the terminating solution until the new subscription(s) is/are deployed. Upon the deployment of Client's new solution, Granicus, upon consent of Client which shall not be unreasonably withheld, shall remove access to the Client's terminating subscription(s). One -Time Fees Solution Billing Frequency One -Time Fee Government Experience Cloud (SERVE) Up Front $48,250.00 SUBTOTAL: $48,250.00 New Subscription Fees Solution Bit Frequency Quantity/Unit Annual Fee Government Experience Cloud (SERVE) i Annual 1 Each $63,601.72 SUBTOTAL: $63,601.72 • Please note, annual fees for new subscriptions will be prorated to align to Client's then -current billing term. Exceptions include Recurring Captioning Services, SMS, and Targeted messages. (2/22/2022-5/31/2022) SUBTOTAL: I $38,812.24_ • Subtotal amount includes One -Time Fees + prorated New Subscription Fees less any credit for Terminating Subscriptions. Order if: 0-172000 Prepared: 01/25/2022 Page 4 of 13 ORAN ICUS FUTURE YEAR PRICING Order Form Clearwater, FL Period of Performance Communications Cloud Tier: for up to 25000 subscribers. Order #: Q-172000 Prepared: 01/25/2022 Page 5 of 13 6/1/2022-5/31/2023 6/1/2023-5/31/2024 6/1/2024-5/31/2025 Government Experience Cloud (SERVE) $63,601.72 $63,601.72 $63,601.72 Granicus Remote Administration $1,501.27 $1,606.36 $1,718.80 Send Agenda (Legistar) $0.00 $0.00 $0.00 Template - Agenda or Minutes - HTML $600.52 $642.56 $687.54 Granicus Encoding Appliance Software (GT)$1,606.36 $1,501.27 $1,718.80 Legistar Add -On - Laserfiche Integration $1,501.27 $1,606.36 $1,718.80 Meeting Efficiency Suite $9,142.78 $9,782.77 $10,467.57 Citizen Participation Suite $7,506.38 $8,031.83 $8,594.05 Open Platform Suite $0.00 $0.00 $0.00 Government Transparency Suite $9,142.78 $9,782.77 $10,467.57 Legistar $18,015.31 $19,276.38 $20,625.73 Boards and Commissions $10,931.62 $11,696.83 $12,515.61 Open Platform Suite $0.00 $0.00 $0.00 Granicus Encoding Appliance Software (GT) $1,457.55 $1,559.58 $1,668.75 Recurring Captioning Services (432$ Hours) $65,586.24! 70,177.28 $75,089.69 govDelivery for Integrations $0.00 $0.00 $0.00 SUBTOTAL: $190,488.71 $199,370.80 $208,874.63 Communications Cloud Tier: for up to 25000 subscribers. Order #: Q-172000 Prepared: 01/25/2022 Page 5 of 13 G GRANICUS PRODUCT DESCRIPTIONS Order Form Clearwater, FL Stliutbon Descries Site Improvement Credit Site Improvement Credits may only be used towards the cost of govAccess site improvement projects. Site Improvement Credits are non- refundable and may not be redeemed as partial credits. Site Cloud, the client will be able to utilize a number of different outreach mediums, including email, SMS/text messages, RSS feeds, and social media integration to connect with its target audiences. The Cloud includes: Improvement Credits are redeemed as of the date of signature of this document for the products noted only and may not be substituted for other Solution(s). • Unlimited email sends with industry-leading delivery and management of all bounces Note: Cancellation of Order does not reactivate Site Improvement Credits redeemed. E,tal+s+I n ItRe -(SUWE) Communications Cloud The Cloud is a Software -as -a -Service (SaaS) solution that enables govemment organizations to connect with more people. By leveraging the Cloud, the client will be able to utilize a number of different outreach mediums, including email, SMS/text messages, RSS feeds, and social media integration to connect with its target audiences. The Cloud includes: • Unlimited email sends with industry-leading delivery and management of all bounces • Support to upload and migrate existing email lists • Access to participate in the GovDelivery Network • Ability to send mass notifications to multiple devices • 24/7 system monitoring, email and phone support during business hours, auto -response to inbound messages from end users, and emergency support • Text -to -subscribe functionality • Up to 2 Web -hosted training sessions annually • Up to 50 administrators • Up to 1 GovDelivery account(s) • Access to a complete archive of all data created by the client for 18 months (rolling) • Up to 3 hours of message template and integration development • Up to 100 subscription topics • Up to 100,000 SMS/text messages per year from a shared short code within the United States* *International numbers are not supported. SMS/text messages not used in the period of performance will not carry over to the following year. Order #: Q-172000 Prepared: 01/25/2022 Page 6 of 13 GRAN IC1JS Order Form Clearwater, FL lltn iDesCrifar Communications Cloud Advanced Package The Advanced Cloud Module gives govemment communicators better insight into the needs of citizens and improves thea ability to enhance online transactions, promote behavior change through public awareness, and improve citizen engagement. The Advanced Cloud Module adds streamlined marketing capabilities that incorporate greater degrees of audience segmentation, personalization, message testing, and mobile engagement. The Advanced Cloud Module includes: • Dynamic segmentation around bulletins, engagement, and question (e.g. zip code) • Canned campaigns for re-engagement and new subscriber onboarding • Testing: Simple (A/B, 10/10/80) A subscription for the Advanced Cloud Module is dependent on an active license for the GovDelivery Communications Cloud. Communications Cloud - Setup and Configuration The Cloud is a Software -as -a -Service (SaaS) solution that enables govemment organizations to connect with more people. By leveraging the Cloud, the client will be able to utilize a number of different outreach mediums, including email, SMS/text messages, RSS feeds, and social media integration to connect with its target audiences. The Cloud setup and configuration includes: • The implementation consultant will be assigned to Recipient during the setup process for up to 90 days • Unlimited access to Web -based recorded trainings and online help for administrations on the following topics: standard Messaging, the GovDelivery Network, Automation, Mobile and Analytics • Up to 2 Web -hosted training sessions that must be used within 180 days of Kickoff • Up to 5 hours of message template and integration development that must be used within 90 days of Kickoff Communications Cloud - Online Training Provides a balance of Product knowledge and industry best practices to a specific audience. Sessions are delivered by product experts via videoconferencing technology. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 7 of 13 GRANICUS Order Form Clearwater, FL $011 D soriptbn Advanced Package - Setup and Configuration Implementation includes: • Access to an implementation consultant for up to 90 days • Access to online training documentation around advanced account functions and capabilities • Up to 2 Web -hosted training sessions within 180 days of kickoff • Up to 5 hours of message template and integration development within 90 days of kickoff The implementation process takes four to six weeks, on average, depending on the availability of stakeholders and/or current GovDeiivery Communications Cloud experience. Advanced Package - Online Training Provides a balance of Product knowledge and industry best practices to a specific audience. Sessions are delivered by product experts via videoconferencing technology. AzureAD Connector License Integrate with your Microsoft Active Directories (via Azure AD not on - prem), giving staff the convenience of a single sign -on experience and automatically mapping the appropriate roles and permissions in the CMS to relevant AD users. For your intranet, the Azure AD connector powers your staff directory and organization chart to ensure they are dynamically updated on a regular basis. This may be used for your web, intranet, and subsites. OpenCities Subsite License (With Design) This License is for up to five (5) subsites to be installed with an instance of OpenCities. Examples of subsites include Libraries, leisure centers, festivals, tourism and more. Using our Subsite functionality, clients can create and manage subsites without the need to engage in custom web development. Using the site wizard, you can select what functions and layout needs you have for the site, set up publishers and permissions, and start entering content within a matter of days. Create and implement a visual theme in- house or partner with Granicus to deliver one for you. • Use the full power of CMS modules to create functionally rich subsites • Reduce maintenance costs - all sites benefit from ongoing Accessibility, Browser, Device and UI updates • Easily share content such as events in between sites, even if each site looks different • Setup password protected sites to deliver secure information to authenticated users. Subsites are supported under the same terms as the main site, with the same SLA and support and maintenance agreements. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 8 of 13 G GRANICUS Order Form Clearwater, FL Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 9 of 13 DOSCriptiOn OpenCities CMS -License Client is equipped with the technology, expertise, and training to keep the website relevant and effective over time. Additional benefits include: • All out of the box functionality (excluding optional/premium modules priced separately) • Platform setup and full project management • Managed cloud hosting via Microsoft AzureGov • Ongoing security updates • Ongoing product updates and enhancements • WCAG AA Accessibility maintained perpetually • 99.9% up -time guarantee and 24/7 support for Priority 1 issues (per SIA) Comprehensive SLA and Support Ticketing system OpenForms ENTERPRISE 1 License The Enterprise plan to accelerate digital transformation for up to: 30 users, 100 published forms. Key features include: • Workspaces • Response workflows • Custom documents (Certificates, permits, formal letters & more) • Form versioning & scheduling • Drag and drop form builder • Display logic and calculations • Payments • Insight dashboard • Form analytics • Support team access • Save responses • Unlimited responses • Data connections and API access Up to: 50GB file uploads, 2,000 web API calls per hour, 20 custom documents per form OpenCities Cloud Security License OpenCities Cloud Security License - Services Setup and Configuration Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 9 of 13 GRAN ICUS Order Form Clearwater, FL Sari DOscriPtiogi OpenCities Content Migration In this strategy session, we will identify the proper Granicus template for each page, note any inconsistencies or custom templates, communicate how we will address certain elements of the content, and review all of this with the team lead or core team. City Responsibilities: • Complete an AIM Spreadsheet (provided by Granicus) listing all pages in hierarchical order classified as either Archive, Improve or Migrate • Identify individual or team with the ability to clarify questions and promptly make decisions about migration questions • Provide a desired folder structure for files (if contracted) What's IN scope? • Content managed within your current CMS • Documents/images (if contracted) What's NOT in scope? • Anything within an iFrame or embedded HTML content • Dynamic content pulled from other systems • Content not managed within CMS • JavaScript, CSS, or other custom code • Interactive web forms and/or single page applications • Written content within image/diagram • Content contained inside a PDF file • Documents and images on pages marked "Archive" Price based on maximum of 800 pages migrated + up to 2,500 documents/images migrated (following proposed AIM process). OpenCities Training OpenCifies provides training based on the types of outcomes that City wants to achieve with OpenCities. Deliverables: • Content Publisher training • OpenForms training • Site Administrator training • OpenCities Help Center orientation City Responsibilities: • Identify attendees for training • Ensure attendance by staff at training • Identify power users who will operate as intemal "trainers" OpenCities CMS Design This informs the creation of an additional homepage design option/wireframe (three total), with two additional rounds of revisions (five total) on the selected homepage design and inclusion of secondary page design consistent with the finished homepage design. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 10 of 13 GRANICUS Order Form Clearwater, FL $nDONAtfran AzureAD Connector License - Services Setup and Configuration Package OpenCities Intranet integrates with your Microsoft Active Directories (via Azure), giving staff the convenience of a single sign -on experience. OpenCities Subsite License (With Design) - Design Package Configuration, project management, all training, and support on best practices during project set up + launch, includes set up of up to three (3) subsites. OpenCities CMS - Services Setup and Configuration Package Configuration, project management, all training, and support on best practices during project set up + launch, includes set up of main site. OpenForms ENTERPRISE 1 - Services Setup and Configuration Package Set up and configuration of OpenForrns Enterprise License, 30 users, 100 forms OpenCities Cloud Security License - Services Setup and Configuration Package Granicus uses Imperva's market leading cloud security platform. Sites can benefit from Imperva's Web Application Firewall (WAF), Bot, Distributed Denial of Service (DDoS), and Content Delivery Network (CDN). Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 11 of 13 GRANICUS Order Form Clearwater, FL E **MIPO ns Legistar Legistar is a Software -as -a -Service (SaaS) solution that enables government organizations to automate the entire legislative process of the clerk's office. Clerks can leverage Legistar to easily manage the entire legislative process from drafting files, through assignment to various departments, to final approval. Legistar includes: • Unlimited user accounts • Unlimited meeting bodies and meeting types • Unlimited data storage and retention • Up to one (1) Legistar database • Up to one (1) InSite web portal Boards and Commissions Boards and Commissions is a Software -as -a -Service (SoaS) solution that enables government organizations to simplify the citizen application and appointment to boards process of the clerk's office. Boards and Commissions includes: • Unlimited user accounts • Unlimited boards, commissions, committees, and subcommittees • Unlimited storage of citizen applications • Access to up to one (1) Boards and Commissions site • Access to customizable, embeddable iFrame websites for displaying information to citizens • Access to a customizable online citizen application form including board -specific questions • Customizable forms for board details, appointment details, and internal tracking details • Pre -designed document PDFs for applications, board details and rosters, and vacancy reports • Downloadable spreadsheets for easy reporting Optional custom templates for document or report generation may also be purchased for an additional fee. Open Platform Suite Open Platform is access to MediaManager, upload of archives, ability to post agendas/documents, and index of archives. These are able to be published and accessible through a searchable viewpage. Granicus Encoding Appliance Software (GT) Granicus Encoding Appliance Software (GT) This includes the UveManager Software solution where webcosts are started/stopped, agendas amended and indexed, votes and attendance recorded, and minutes created. Recurring Captioning Services 432 hours of live closed captioning. • All Meetings will incur one hour minimum. • Cancellations within 24 hrs. will be charged 1 hour minimum. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 12 of 13 ORANICUS Order Form Clearwater, Fl. GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION • Granicus Communications Suite Subscriber Information. o Data provided by the Client and contact information gathered through the Client's own web properties or activities will remain the property of the Client ('Direct Subscriber'), including any and all personally identifiable information (PII). Granicus will not release the data without the express written permission of the Client, unless required by law. o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to operate the Granicus Products and Services (provided that the Client hereby grants to Granicus a perpetual, non- cancelable, worldwide, non-exclusive license to utilize any data, on an anonymous or aggregate basis only, that arises from the use of the Granicus Products by the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the functionality of the Granicus Products and any other legitimate business purpose, including the right to sublicense such data to third parties, subject to all legal restrictions regarding the use and disclosure of such information). • Data obtained through the Grankus Advanced Network. o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct Subscribers recommendations to subscribe to other Granicus Client's digital communication (the 'Advanced Network'). When a Direct Subscriber signs up through one of the recommendations of the Advanced Network, that subscriber is a 'Network Subscriber' to the agency it subscribed to through the Advanced Network. o Network Subscribers are available for use while the Client is under an active subscription with Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after termination of its Order, SOW, or Exhibit placed under this agreement. All information related to Network Subscrbers must be destroyed by the Client within 15 calendar days of the Order, SOW, or Exhibit placed under this agreement terminating. o Opt -In. During the last 10 calendar days of the Client's subscription, the Client may send an opt -in email to Network Subscribers that shall include an explanation of the Client's relationship with Granicus terminating and that the Network Subscribers may visit the Client's website to subscribe to further updates from the Client in the future. Any Network Subscriber that does not opt -in will not be transferred with the subscriber list provided to the Client upon termination. UPDATES TO SHARED SHORT CODES FOR SMS/TEXT MESSAGING (US CLIENTS ONLY): • Granicus will be migrating all clients with SMS/Text Messaging Solutions using o shared short code option to a unique standard toll-free number within the United States (International numbers not supported). Short Codes are recommended for Text -to -Subscribe functionalities, if enabled where available, for an additional fee. • Client must hove explicit opt -in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 13 of 13 • Caption reservations should be reserved Iwo weeks in advance. Jobs with little notice may not be guaranteed coverage, 24 hours as an absolute minimum. • Real lime Captions are provided at an 98% accuracy readability rating • Recurring Caption hours not used in the period of performance will not carry over to the following year. govDelivery for Integrations Send notification bulletins directly to constituents who subscribe to receive updates directly through Granicus (powered by govDelivery). Recieve a monthly metrics report delivered via email to show subscriber growth and engagement activity for the past month of bulletin sends, and grow subscribers through access to the Granicus Advanced Network. Note: govDelivery intergrations is dependent on an active subscription to the relevant govMeetings agenda or govAccess CMS solutions. GRANICUS ADVANCED NETWORK AND SUBSCRIBER INFORMATION • Granicus Communications Suite Subscriber Information. o Data provided by the Client and contact information gathered through the Client's own web properties or activities will remain the property of the Client ('Direct Subscriber'), including any and all personally identifiable information (PII). Granicus will not release the data without the express written permission of the Client, unless required by law. o Granicus shall: (i) not disclose the Client's data except to any third parties as necessary to operate the Granicus Products and Services (provided that the Client hereby grants to Granicus a perpetual, non- cancelable, worldwide, non-exclusive license to utilize any data, on an anonymous or aggregate basis only, that arises from the use of the Granicus Products by the Client, whether disclosed on, subsequent to, or prior to the Effective Date, to improve the functionality of the Granicus Products and any other legitimate business purpose, including the right to sublicense such data to third parties, subject to all legal restrictions regarding the use and disclosure of such information). • Data obtained through the Grankus Advanced Network. o Granicus offers a SaaS product, known as the Communications Cloud, that offers Direct Subscribers recommendations to subscribe to other Granicus Client's digital communication (the 'Advanced Network'). When a Direct Subscriber signs up through one of the recommendations of the Advanced Network, that subscriber is a 'Network Subscriber' to the agency it subscribed to through the Advanced Network. o Network Subscribers are available for use while the Client is under an active subscription with Granicus. Network Subscribers will not transfer to the Client upon termination of any Granicus Order, SOW, or Exhibit. The Client shall not use or transfer any of the Network Subscribers after termination of its Order, SOW, or Exhibit placed under this agreement. All information related to Network Subscrbers must be destroyed by the Client within 15 calendar days of the Order, SOW, or Exhibit placed under this agreement terminating. o Opt -In. During the last 10 calendar days of the Client's subscription, the Client may send an opt -in email to Network Subscribers that shall include an explanation of the Client's relationship with Granicus terminating and that the Network Subscribers may visit the Client's website to subscribe to further updates from the Client in the future. Any Network Subscriber that does not opt -in will not be transferred with the subscriber list provided to the Client upon termination. UPDATES TO SHARED SHORT CODES FOR SMS/TEXT MESSAGING (US CLIENTS ONLY): • Granicus will be migrating all clients with SMS/Text Messaging Solutions using o shared short code option to a unique standard toll-free number within the United States (International numbers not supported). Short Codes are recommended for Text -to -Subscribe functionalities, if enabled where available, for an additional fee. • Client must hove explicit opt -in for all destinations sent to and adhere to all CTIA guidelines for the duration of its use. Order #: Q-172000 Prepared: 1/25/2022 5:00:45 PM Page 13 of 13