HomeMy WebLinkAbout23S181 - VOTELYNXCONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits:
Insurance:
Routed By:
Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 8.16.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
VoteLynx Software Support Agreement - Amendment 1
Intent Digital, LLC
Todd Sharp
tsharp@intentdigital.com
Software and remote support for the equipment used to run
Council meetings (Amendment adding 1-year and compensation)
$4,300 + $4,300 = $8,600
9/1/23 - 8/31/2025
n/a
Todd Sharp: tsharp@intentdigital.com
Information Technology
Larry Klingaman
N/A
23S181
Amendment #1
Yes
N/A
N/A
Department
N/A
Yes
Cumulative total: $30,889.32
N/A
N/A
N/A
9/11/2024 Rene Sanchez
Docusign Envelope ID: 42D5161B-5807-41C5-987B-E16C36C964B5
Page 1 of 4
Revised: 10.31.23
AMENDMENT NO. 1 TO THE VOTELYNX SOFTWARE SUPPORT
AGREEMENT 23S181
BETWEEN THE CITY PALM SPRINGS AND INTENT DIGITAL, LLC
1. Parties and Date.
This Amendment No. 1 to the VoteLynx Software Support Agreement is made and entered
into as of this 11th day of September, 2024, by and between the City of Palm Springs (“City”) and
Intent Digital, LLC, an Arizona Limited Liability Company with its principal place of business at
3104 E. Camelback Road, Suite 445, Phoenix, AZ 85016 (“Contractor”). City and Contractor are
sometimes individually referred to as “Party” and collectively as “Parties.”
2. Recitals.
2.1 Agreement. The City and Contractor have entered into an agreement entitled
“VoteLynx Software Support Agreement” dated 8/30/2023 (“Agreement”) for the purpose of
retaining the services of Contractor to provide software and remote support for Palm Springs City
Council Meetings for an amount of $4,300 and a term of 9/1/2023 to 8/31/2024.
2.2 Amendment. The City and Contractor desire to amend the Agreement to extend term
for 1 year and add additional compensation in the amount of $4,300 for a new not to exceed value of
$8,600.
2.3 Amendment Authority. This Amendment No. 1 is authorized pursuant to the
preamble of the Agreement.
3. Terms.
3.1 The preamble of the Agreement is hereby amended to modify the following language:
"The VoteLynx “XLG” Software System/Technical Support Agreement, (the “Agreement”)
is made by and between Intent Digital, LLC an Arizona business entity, (hereinafter referred
to as “I/D”), and the purchaser of this Agreement, City of Palm Springs, CA (hereinafter
referred to as “Customer”). The annual fee of Four Thousand Three Hundred Dollars and
Zero Cents ($4,300.00) must be paid to “I/D” before coverage is enacted. The term of this
agreement is for two (2) years, commencing on September 1, 2023, and ending on August
31, 2025, and may be renewed upon mutual written agreement between the parties."
3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all
other provisions of the Agreement remain in full force and effect and shall govern the actions of the
parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever
the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as
amended by this Amendment No. 1.
Docusign Envelope ID: 42D5161B-5807-41C5-987B-E16C36C964B5
Page 2 of 4
Revised: 10.31.23
3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they
have each received adequate and independent consideration for the performance of the obligations
they have undertaken pursuant to this Amendment No. 1.
3.4 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall
continue in full force and effect.
3.5 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of
which is deemed to be an original, but when taken together shall constitute but one and the same
instrument.
[SIGNATURES ON FOLLOWING PAGE]
Docusign Envelope ID: 42D5161B-5807-41C5-987B-E16C36C964B5
Page 3 of 4
Revised: 10.31.23
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS
AND INTENT DIGITAL, LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated
below.
CONTRACTOR:
By: _____________________________________ By: _________________________________________
Signature Signature (2nd signature required for Corporations)
Date: Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: N/A Item No. N/A
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________
City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Docusign Envelope ID: 42D5161B-5807-41C5-987B-E16C36C964B5
9/17/2024
9/18/2024
Page 4 of 4
Revised: 10.31.23
Exhibit A:
1-year renewal for term 9/1/24 – 8/31/25
Docusign Envelope ID: 42D5161B-5807-41C5-987B-E16C36C964B5
CONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits: Signatures:
Insurance: Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 6.13.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
VoteLynx
Intent Digital LLC
Todd Sharp
tsharp@intentdigital.com
Software and remote support for the equipment used to run
Council meetings.
$4,300
9/1/23- 8/31/24
No
Todd Sharp: tsharp@intentdigital.com
Information Technology
Larry Klingaman
23S181
Yes
N/A
N/A
Yes
N/A
Yes
Sole source attached.
Cumulative total $26,589.32
7/27/23 Kendall Bradley
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B
X
Intent Digital, LLC
VoteLynx Software Support Agreement
The VoteLynx “XLG” Software System/Technical Support Agreement, (the “Agreement”) is made by and
between Intent Digital, LLC an Arizona business entity, (hereinafter referred to as “I/D”), and the purchaser
of this Agreement, City of Palm Springs, CA (hereinafter referred to as “Customer”). The annual fee of
Four Thousand Three Hundred Dollars and Zero Cents ($4,300.00) must be paid to “I/D” before coverage
is enacted. The term of this agreement is for one (1) year and may be renewed upon mutual written
agreement between the parties.
1.SOFTWARE ENHANCEMENT AND UPGRADES:
“I/D” will periodically release software patches, improvements, enhancements, and upgrades for the
VoteLynx XLG System. These releases may cover the VoteLynx Meeting Management Application
software, VoteLynx XLG Controller software, Request to Speak Display software, Video Display Unit
software, Vote Panel software, and/or Speaker Kiosk software. The releases may pertain to the
voting/meeting management operation or the AV Control System operation of the system.
“I/D” will make available these software patches, improvements, enhancements, and upgrades to the
Client system during the term of this Agreement using remote connection via “TechInline” or any other
client preferred service.
2.TECHNICAL SUPPORT:
VoteLynx Support includes the following services:
•System technical support by email, telephone, or Internet remote access.
•On-line web-based training for the VoteLynx system.
•Remote login for support, maintenance, and troubleshooting.
•Discount pricing on replacement VoteLynx equipment.
3.ACCESS TO “I/D” SUPPORT STAFF:
“I/D” technical support is available, Monday through Friday, except major holidays; via e-mail
(support@intentdigital.com), to provide assistance and advice on the installation, configuration,
troubleshooting and use of the Maintained Software, or to receive discrepancy reports. Every effort shall
be made to respond to e-mail requests within 24 hours. “I/D” support staff is also available via telephone
(602) 404-0100 ext. 25 during normal business hours at our Phoenix office listed herein, although
occasionally the support staff may not be available immediately via telephone if they are servicing other
customers. Most technical issues are resolved by phone or through Internet remote access of the system.
4.CUSTOMER’S RESPONSIBILITIES:
Customer agrees to report all suspected discrepancies to the “I/D” support staff, and to use reasonable
efforts to assist “I/D” in its efforts to find corrections to confirmed discrepancies. Customer further
agrees to install and use the newest release of the Maintained Software upon receipt.
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B
5.TERM OF AGREEMENT:
The term of this agreement will be one for one (1) year starting at receipt of payment. Thisagreement supersedes prior agreements.
6. INDEMNIFICATION:
To the fullest extent permitted by law, “I/D” shall indemnify, defend, and hold harmless Customerfrom and against all liability, claims, actions, damages, losses, and expenses, including, withoutlimitations, reasonable attorneys’ fees and costs, arising out of any breach of the obligations of “I/D”under this Agreement, or any alleged negligent or willful acts or omissions of “I/D”, its officers,employees, or agents. “I/D’s” obligation to indemnify Customer shall apply in all cases except for claimsarising solely out of Customer’s own negligence or willful misconduct. This indemnification provisionshall survive the termination of this Agreement.
7.SIGNATURES OF ACCEPTANCE:
Customer:
By: ____________________________________________________ By: Todd Sharp________
Title: _________________________________________________ Title: _Financial Partner________
Date: _______________________________________________ Date: _7/18/23 __________
Intent Digital, LLC:
Signatures on next page.
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B
Revised 4.13.23 Page 11 of 17
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated
below.
CONTRACTOR:
By: _______________________________________By: _________________________________________
Signature Signature
(2nd signature required for Corporations)
Date:Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: N/A Item No. N/A
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________
City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B
8/16/2023
8/30/2023
Intent Digital LLC INVOICE
3104 E. Camelback Rd
Suite # 445 Date INVOICE #
Phoenix, AZ 85016 7/18/2023 1195
(602) 404-0100 ext 24 Terms:
Net 30
City of Palm Springs
Brenda Pree (CC)brenda.pree@palmspringsca.gov
Todd Butts (IT)Todd.butts@palmspringsca.gov
(760)323-8206 ITINVOICES@PALMSPRINGSCA.GOV
Date Item Description Hours Fee Mat'l Qty Mat'l Amt Total
7/18/2023 1 VoteLynx XLG-GSS Platinum support 4,300.00$
for 9/1/23 through 8/31/24.
Please Ref P.O.23000626
Thank You for choosing Intent Digital.Total 4,300.00$
Sales Tax 8.6%-$
Balance Due 4,300.00$
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B
3104 E. Camelback Road, Suite 445 Phoenix, AZ 85016 602-404-0100
www.intentdigital.com
July 18, 2023
Larry Klingaman IT Director
City of Palm Springs, CA
Dear Mr. Klingaman:
Thank you and the City of Palm Springs team for utilizing the VoteLynx system, a proprietary meeting
management and control system that was designed specifically for city councils and legislatures.
At Intent Digital, we are unique in our approach to audio/visual/control/voting system design and
implementation. We provide end to end audio/control/video/voting/lighting system and facility design services;
acoustics planning; detailed collaboration with architects/engineers; digital hardware and software product and
technology development; customized electronic enclosure and millwork design; system integration; system
commissioning; documentation; and training. This comprehensive approach allows us to fully understand the
comprehensive aspects of building construction, electronic equipment & components, agenda system software,
and staff workflow related to any meeting facility.
We developed the customized “Energize” A/V control system that is currently in use at the City of Palm Springs.
Energize is an easy-to-implement, configuration-based control system that delivers the powerful capabilities of
other, more costly and complicated programming-based systems. Energize has proven to be a flexible,
affordable, highly customizable, and reliable control solution for our clients, including the City of Palm Springs.
The architecture enables your city to expand the system’s capabilities to match your evolving and increasingly
complex A/V requirements.
Intent Digital is the only company with a Meeting Management and Voting solution that includes the Energize
control technology, which directly interfaces with specific third-party agenda and streaming solutions. The
VoteLynx solution provides pre-document/workflow agenda creation; voting tabulation; meeting minutes;
request-to-speak; A/V control; legislative camera control; speaker kiosk; and streaming. This powerful, end-to-
end feature set provides a complete solution for seamless workflow before, during, and after public meetings.
VoteLynx also includes unique touch panels/screens for meeting participants that are configurable, allowing you
to solve problems which may be unique to your meeting rooms. The units offer choices in microphone style &
length; LED light ring; analog/digital speaker headphone connection options; and configurable motion, vote,
request-to-speak, microphone, and video selection. In addition, a unique visual privacy option is available. These
panels are compatible with the Energize and VoteLynx systems and they provide the microphone, control and
localized audio monitoring features that overcome most acoustical challenges.
Lastly, please know that we offer our proprietary yearly VoteLynx Platinum software support for software upgrades,
fixes, and technical support. I am happy to share more information on that program, as well as any other needs
you may have related to your VoteLynx/Energize system. We appreciate your continued loyalty. If you have any
questions, please do not hesitate to contact me.
Respectfully,
Todd Sharp, Financial Partner
Intent Digital, LLC
(602)404-0100 ext. 24
DocuSign Envelope ID: 63A4D0D6-4A67-4889-B23F-0BD72452831B