Loading...
HomeMy WebLinkAbout23S353-DOG TEAM PRO SOFTWARECONTRACT 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) DogteamproCloud Application Services Agreement DogTeamPro, Inc. Matt Molter support@dogteampro.com Software used to track training for three of PD's K9s. (Amendment 1; Extending term for one year) $900 + $900 = $1,800 2 Years: 12/18/23-12/17/25 N/A Matt Molter: matt@dogteampro.com Kirsten Townsend: Kirsten@dogteampro.com Information Technology Larry Klingaman N/A 23S353 #1 Yes N/A N/A Department - No Cumulative Total: $4,900 1/2/2024 Rene Sanchez Docusign Envelope ID: D6BDA166-2AC7-4159-8254-4BBF39FC6608 Page 1 of 4 Revised: 10.31.23 AMENDMENT NO. 1 TO THE DOGTEAMPRO CLOUD APPLICATION SERVICES AGREEMENT (23S353) BETWEEN THE CITY PALM SPRINGS AND DOGTEAMPRO, INC. 1. Parties and Date. This Amendment No. 1 to the DogTeamPro Cloud Application Services Agreement is made and entered into as of this 6th day of January, 2025, by and between the City of Palm Springs (“City”) and DogTeamPro, Inc., an Indiana Corporation with its principal place of business at 12175 Visionary Way #104 Fishers IN 46038 (“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 “DogTeamPro Cloud Application Services Agreement” dated November 6th, 2023 (“Agreement”) for the purpose of retaining the services of Contractor to provide DogTeamPro Cloud software subscription for Palm Springs Police Department for an amount of $900 and a term of 12/18/2023 to 12/17/2024. 2.3 Amendment. The City and Contractor desire to amend the Agreement to extend the term of services for one year and add additional compensation. 2.4 Amendment Authority. This Amendment No. 1 is authorized pursuant to the Section 7 of the Agreement. 3. Terms. 3.1 The term of this agreement is being extended by 1-year from 12/18/2024 through 12/17/2025, with additional compensation in the amount of $900. “Exhibit A is attached hereto and incorporated herein by reference, for a new term of 12/18/2024 to 12/17/2025 and a new not to exceed amount of $1,800.” 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. 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. Docusign Envelope ID: D6BDA166-2AC7-4159-8254-4BBF39FC6608 Page 2 of 4 Revised: 10.31.23 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: D6BDA166-2AC7-4159-8254-4BBF39FC6608 Page 3 of 4 Revised: 10.31.23 SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND DOGTEAMPRO, INC. 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: D6BDA166-2AC7-4159-8254-4BBF39FC6608 1/17/2025 1/17/2025 1/17/2025 Page 4 of 4 Revised: 10.31.23 1-Year Renewal Invoice for Term 12/18/24 – 12/17/25 Docusign Envelope ID: D6BDA166-2AC7-4159-8254-4BBF39FC6608 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: 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) Dog Team Pro DogTeamPro Inc Matt Molter support@dogteampro.com Software used to track training for three of PD's K9s. $900 12/19/23-12/19/24 N/a Matt Molter: matt@dogteampro.com Kirsten Townsend: Kirsten@dogteampro.com Information Technology Larry Klingaman N/A 23S353 N/A Yes No No Department No Yes Sole source attached. Cumulative Total $4,000 10/23/23 Kendall Bradley DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 X DogteamproCloud Application Services Agreement Last Updated: January 25, 2022 This Cloud Application Services Agreement (the Agreement) shall be effective between Dogteampro, Inc. (Dogteampro), and the undersigned organization (Customer) as of the last signature date in this Agreement (the Effective Date). Dogteampro and the Customer are each a “Party” and collectively “Parties”. This Agreement sets forth the terms and conditions for the purchase, delivery, use, and support of Dogteampro software as a service (SaaS) subscription products and professional services (Services). In consideration of this Agreement, the Parties agree as follows: 1.Services 1.1 Services. Dogteampro will (a) make the Services available to Customer and Customer’s Users pursuant to this Agreement and any applicable Quote, (b) provide applicable standard support for the Services (or such other level of support specified in the applicable Quote), (c) use commercially reasonable efforts, using applicable current industry practices, to ensure the Services do not contain or transmit any Malicious Code, and (d) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for planned downtime (of which Dogteampro will give advance notice). 1.2 Subscriptions. Unless otherwise provided in the applicable Quote, Services are purchased as subscriptions. Any such modification to a subscription will be confirmed in writing by Customer, and both Dogteampro and Customer shall be subject to the terms of this Agreement with respect to the additional Users and any new Services purchased in connection with such modification. 1.3 Customer Responsibilities. Customer will be responsible for (a) ensuring Customer and its Users comply with terms and conditions of this Agreement, (b) the accuracy, quality and legality of the Customer Data, the means by which the Customer obtained the Customer Data and Customer’s use of the Customer Data in connection with the Services, (c) using reasonable efforts to prevent unauthorized access to or use of Services, and provide prompt notice to Dogteampro of any unauthorized access or use, (d) using the Services only in accordance with this Agreement, any applicable laws and government regulations, and (e) maintaining the security of end User logins and passwords and ensuring they are not shared by more than one user. 1.4 Restrictions. Customer acknowledges Dogteampro’s exclusive and proprietary interest in the Services. Customer will not, and will ensure its Users do not (a) make any of the Services DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 available to anyone other than Users or use any Services for the benefit of anyone other than Customer and its Users, unless otherwise agreed in writing by the parties, (b) sell, resell, license, sublicense, distribute, make available, rent or lease any of the Services, or include any of the Services in a service bureau or outsourcing offering, unless otherwise agreed in writing by the parties, (c) use the Services to store or transmit infringing, libelous, or otherwise unlawful or tortious material, or to store or transmit material in violation of the privacy rights, publicity rights, copyright rights, or other rights of any person or entity, (d) use the Services to store or transmit Protected Health Information (PHI), unless otherwise agreed in writing by the parties, (e) use the Services to store or transmit Malicious Code, (f) interfere with or disrupt the integrity or performance of the Services (including, without limitation, activities such as security penetration tests, stress tests, and spamming activity), (g) attempt to gain unauthorized access to the Services or its related systems or networks, (h) modify, copy, or create derivative works based on the Services or any part, feature, function or user interface thereof, (i) access the Services for the purpose of building, selling or marketing a competitive product or service or copying any Dogteampro Technology, (n) disassemble, reverse engineer, or decompile the Services, including Dogteampro Technology or otherwise attempt to obtain or perceive the source code of Dogteampro Technology, or (o) use the Services in a manner which violates any applicable laws. 1.5 Infringing or Restricted Content. Dogteampro reserves the right to delete or disable content stored, transmitted or published by Customer using the Services upon receipt of a bona fide notification that such content infringes upon the Intellectual Property Rights of others, or if Dogteampro otherwise reasonably believes any such content is in violation of Section 1.4. 1.6 Modifications to Services. The Services may be modified by Dogteampro from time to time as it deems necessary to address changes in technology and the needs of its customers, provided that any such modification will not significantly degrade the functionality of the Services in any material manner. Dogteampro will notify Customer in advance of any material modifications. 1.7 Third Party Services. The Services may permit Customer and its Users to access services or content provided by third parties through the Services (“Third Party Services”). Customer agrees that Dogteampro is not the original source and shall not be liable for any inaccuracies contained in any content provided in a Third Party Services. Dogteampro makes no representations, warranties or guarantees with respect to the Third Party Services or any content contained therein. Dogteampro may discontinue access to any Third Party Services through the Services, if the relevant agreement with the applicable third party no longer permits Dogteampro to provide such access. If loss of access to any Third Party Services (to which Customer has a subscription under this Agreement) occurs during a Subscription Term, Dogteampro will refund to Customer any prepaid fees for such Third Party Services covering the remainder of the Subscription Term. 1.8 Samples or Forms. The Software, Services, or Site may include sample forms, form components, policies, procedures, checklists, training requirements, memoranda, letters, or DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 other documents, including financially or legally significant documents such as contracts and other sample content (Example Content). This Example Content is provided solely as examples, and the delivery and use of Example Content does not constitute legal, accounting, or other professional advice. Under no circumstances will Dogteampro or its Affiliates be liable for any loss or damages caused by Customer reliance on information or advice obtained through its Services, including use of any of the Example Content. Customer is responsible for evaluating the accuracy, completeness, or usefulness of any information, opinions, advice, forms, or other Example Content available through Dogteampro Services. 2. Proprietary Rights and Licenses 2.1 Limited License to Use Services. Subject to the terms and conditions of this Agreement, Dogteampro hereby grants to Customer a non-exclusive, non-transferable, limited, royalty-free license, without right to sub-license, for the term of each Service Order, to access and use, and to permit its Users to access and use, the Services, solely for Customer’s operations in its ordinary course of business. 2.2 Limited License to Use Customer Data. Customer hereby grants to Dogteampro a non- exclusive, non-transferable, limited, royalty-free license, without right to sub-license (except to its sub-processors, as required for the provision of the Services), to aggregate, compile, transmit, and otherwise use the Customer Data, as necessary to perform the Services, to create Statistical Data and Anonymized Data for the purposes described in 2.3 below and as otherwise may be agreed in writing by Customer. 2.3 Statistical Data and Anonymized Data. Dogteampro tracks and collects certain information about how Users use the Services and uses the information collected to obtain general statistics regarding the use of the Services and to evaluate how Users use and navigate the Services (Statistical Data). Dogteampro may use Statistical Data for Dogteampro’s internal analytical purposes, including the improvement and enhancement of the Services and Dogteampro’s other offerings. At times, Dogteampro may review the Statistical Data of multiple customers and may combine, in a non-personally-identifiable format, the Statistical Data with Statistical Data derived from other customers and users to create aggregate, anonymized data regarding usage history and statistics (Anonymized Data). Anonymized Data will not contain information that identifies or could be used to identify Customer or its Users. Customer agrees that Anonymized Data is not Confidential Information of Customer. Dogteampro may use Anonymized Data to create reports that it may use and disclose for Dogteampro’s commercial or other purposes. 2.4 Reservation of Rights. No rights or licenses are granted except as expressly set forth herein. Without limiting the foregoing, subject to the limited rights expressly granted in this Section 2, all right, title and interest (including all related Intellectual Property Rights) in and to (a) the Services and the Dogteampro Technology is retained by Dogteampro, and (b) the Customer Data is retained by Customer. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 2.5 Feedback and Volunteered Data. Customer grants Dogteampro a worldwide, perpetual, irrevocable, royalty-free license to use, disclose, reproduce, license or otherwise distribute and incorporate into the Services and the Dogteampro Technology any suggestions, enhancements, recommendations, or other feedback provided by Customer or its Users related to Dogteampro Services or Dogteampro Technology. 3.Fees 3.1 Fees. Customer will pay Dogteampro all fees specified in the applicable Quote. Except as otherwise specified in this Agreement or in the applicable Quote, payment obligations are non- cancelable, and fees paid are non-refundable, and quantities purchased cannot be decreased during the relevant subscription term. 3.2 Payment Terms. Except as otherwise specified in the Quote, fees are billed annually in advance of each year, but regardless of the billing cycle, Customer is responsible for the fees for the applicable subscription term. 3.3 Taxes. The fees set forth in the Quote do not reflect any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction whatsoever (collectively, “Taxes”). Customer is responsible for paying all Taxes associated with Customer’s purchase and use of Services, excluding any taxes based upon Dogteampro’s personal property ownership or net income. If Dogteampro has the legal obligation to pay or collect Taxes for which Customer is responsible under this Section 3, Dogteampro will invoice Customer for, and Customer will promptly pay the amount of such Taxes unless Customer provides Dogteampro with a valid tax exemption certificate authorized by the appropriate taxing authority. 3.4 Suspension of Services. If any amount owing by Customer is more than 30 days overdue, and Customer fails to pay the past due amount after Dogteampro has provided written notice thereof, Dogteampro may, without limiting its other rights and remedies, suspend the Services until such amounts are paid in full. 3.5 Payment Disputes. Dogteampro will not exercise its rights under Section 3.4 so long as Customer is disputing the applicable charges reasonably and in good faith and is cooperating diligently to resolve the dispute. 5.Confidentiality 5.1 Definition of Confidential Information. “Confidential Information” means non-public information designated as confidential, or given the nature of the information or circumstances surrounding disclosure, should reasonably be understood to be confidential. 5.2 Obligations. Each party will take reasonable measures to avoid disclosure, dissemination, or unauthorized use of the other Party’s Confidential Information. Unless required by law, neither Party will disclose Confidential Information. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 6. Customer Data 6.1 Data Protection. Dogteampro will maintain administrative, physical, and technical safeguards for the protection of the security, confidentiality and integrity of the Customer Data. Those safeguards will include, but will not be limited to, measures for preventing access, use, modification or disclosure of Customer Data by Dogteampro personnel except (a) to provide the Services and prevent or address service or technical problems, (b) as compelled by applicable law, or (c) as Customer expressly permits in writing. Customer acknowledges and agrees that it is commercially reasonable for Dogteampro to rely upon the security processes and measures utilized by Dogteampro’s cloud infrastructure providers. 6.2 Data Export, Retention and Destruction. Customer may export or delete Customer Data from the Services at any time during a Subscription Term, using the existing features and functionality of the Services. Customer is solely responsible for its data retention obligations with respect to Customer Data. If and to the extent Customer cannot export or delete Customer Data stored on Dogteampro’s systems using the then existing features and functionality of the Services, Dogteampro will, upon Customer’s written request, make the Customer Data available for export by Customer or destroy the Customer Data. Except as otherwise required by applicable law, Dogteampro will have no obligation to maintain or provide any Customer Data more than thirty (30) days after the expiration or termination of this Agreement. 7. Term; Termination 7.1 Term of Agreement. Subject to earlier termination, and unless agreed in writing or in the applicable Quote, this Agreement begins on the Effective Date and shall continue for a period of twelve (12) months (Subscription Term). The Subscription Term will renew according to renewals detailed in 7.3. 7.2 Termination for Breach. A party may terminate this Agreement or any Service Order (a) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (b) if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 7.3 Subscription Term and Renewal. At least 30 days prior to the expiration of a Subscription Term, Dogteampro will send a notice to the Customer of the pricing applicable to a renewal subscription for a period equal to the expiring Subscription Term. Unless otherwise agreed in writing or in the applicable Quote, Dogteampro reserves the right to increase the subscription fees. The new Subscription Term shall be deemed to be effective if Customer (a) remits payment to Dogteampro of the fees set forth in the invoice referencing the renewal, or (b) the Customer or any of its Users access or use the Services after the expiration of the previous Subscription Term. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 7.4 Effect of Termination. Upon termination of this Agreement for any reason, Customer and its Users will cease all use of the Services and, except for Dogteampro’s right to receive accrued but unpaid fees and as provided in Section 10.11 (Survival), Section 1.4, and Section 5.2, all rights and obligations of the parties hereunder will automatically cease. 7.5 Suspension. Dogteampro may suspend Customer’s or any User’s right to access or use any portion of the Services if Dogteampro reasonably determines that Customer’s or Users’ use of the Services (i) poses a security risk to the Services, Dogteampro or any third party, (ii) may adversely impact the Services, or the networks or data of any other Dogteampro customer, business partner or service provider, (iii) does not comply with this Agreement or applicable law, or (iv) may subject Dogteampro or any third party to liability. Dogteampro will endeavor to provide as much notice as is reasonably practicable under the circumstances, and to reinstate the Services as soon as reasonably practicable following resolution of the issue. 7.6 Termination for Non-Appropriation of Funds. If Customer is subject to federal, state or local law which makes Customer’s financial obligations under this Agreement contingent upon sufficient appropriation of funds by the applicable legislature (or other appropriate governmental body), and if such funds are not forthcoming or are insufficient due to failure of such appropriation, then Customer will have the right to terminate the Agreement at no additional cost and with no penalty by giving prior written notice documenting the lack of funding. Customer will provide at least thirty (30) days advance written notice of such termination. Customer will use reasonable efforts to ensure appropriated funds are available. 8. Representation and Warranties; Disclaimers 8.1 Dogteampro. Dogteampro represents and warrants that (a) it has the full power and authority to enter into this Agreement, to perform its obligations under this Agreement, and to grant the licenses and rights granted to Customer in this Agreement; (b) this Agreement is the legal, valid, and binding obligation of Dogteampro; (c) it will comply with all applicable laws relating to its performance and/or obligations under this Agreement; (d) it will perform the Services in accordance with this Agreement in a timely, professional and workmanlike manner. 8.2 Customer. Customer represents and warrants that (a) it has the full power and authority to enter into this Agreement, to perform its obligations under this Agreement, and to grant the licenses and rights granted to Dogteampro; (b) this Agreement does not conflict with any other contract or obligation to which it is a party or by which it is bound; and (c) it will comply with all applicable laws relating to its performance and/or obligations under this Agreement. 8.3 Disclaimer of Implied Warranties. THE WARRANTIES SET FORTH IN SECTION 8.1 AND 8.2 ARE LIMITED WARRANTIES AND ARE THE ONLY WARRANTIES MADE BY Dogteampro AND CUSTOMER, HEREUNDER, RESPECTIVELY. EACH OF Dogteampro AND CUSTOMER EXPRESSLY DISCLAIMS, AND THE OTHER PARTY HEREBY EXPRESSLY WAIVES, ALL OTHER WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE SUBJECT MATTER OF THIS AGREEMENT, INCLUDING THE SERVICES, EXPRESS OR IMPLIED, DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 INCLUDING WARRANTIES OF , TITLE, NON-INFRINGEMENT, ERROR-FREE OPERATION, UNINTERRUPTED ACCESS, THAT THE SERVICES ARE SECURE, OR THAT THE SERVICES WILL BE AVAILABLE CONSTANTLY AND IN AN UNINTERRUPTED MANNER AND ANY OTHER IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. IN ADDITION, ALL THIRD-PARTY OFFERINGS ARE PROVIDED “AS-IS” AND ANY REPRESENTATION OR WARRANTY OF OR CONCERNING ANY OF THEM IS STRICTLY BETWEEN CUSTOMER AND THE THIRD-PARTY OWNER. Dogteampro MAKES NO WARRANTY THAT THE SERVICES WILL COMPLY WITH THE LAWS (INCLUDING WITHOUT LIMITATION ANY LAWS RESPECTING DATA PRIVACY) OF ANY JURISDICTION OUTSIDE OF THE UNITED STATES OF AMERICA. 9.Limitation of Liability. 9.1 Exclusion of Certain Claims. REGARDLESS OF WHETHER ANY REMEDY SET FORTH IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COST OF COVER OR SUBSTITUTE SERVICES, PUNITIVE OR EXEMPLARY DAMAGES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ARISING OUT OF THIS AGREEMENT, INCLUDING LOSS OF BUSINESS, REVENUE OR ANTICIPATED PROFITS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, Dogteampro SHALL NOT BE LIABLE FOR THE CRIMINAL ACTS OF THIRD PARTIES. 9.2 Limitation of Liability. IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE SUM OF ALL AMOUNTS REQUIRED TO BE PAID BY CUSTOMER TO Dogteampro IN CONNECTION WITH THIS AGREEMENT IN THE 12 MONTH PERIOD PRECEDING THE DATE OF THE EVENT INITIALLY GIVING RISE TO SUCH LIABILITY. 10.General Provisions 10.1 Entire Agreement. This Agreement, and attached Quote executed by Customer (or deemed effective under Section 7.3) constitute the entire agreement and understanding between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous written, electronic or oral communications, representations, agreements or understandings between the parties with respect thereto. Any Service Order executed (or deemed effective under Section 7.3) or amended, or any Subscription Term specified in any Service Order which is renewed or otherwise extended, shall be subject to the terms and conditions of this Agreement, as so modified or amended. 11.2 No Waiver. The failure of a party to enforce any right or provision in this Agreement will not constitute a waiver of such right or provision. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 11.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either party except with prior written consent, which shall not be unreasonably withheld. 11.4 Severability. If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, such provision will be deemed stricken from the Agreement and the remaining provisions of this Agreement will remain in full force and effect. 11.5 Relationship of Parties. No agency, partnership, joint venture, or employment is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect whatsoever. 11.6 No Third Party Beneficiaries. There are no third-party beneficiaries under this Agreement. 11.7 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given (a) when received, if personally delivered; (b) when receipt is electronically confirmed, if transmitted by facsimile or e-mail; (c) the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and (d) upon receipt, if sent by certified or registered mail, return receipt requested. 11.8 Force Majeure. Neither party will be liable for failure to perform its obligations hereunder, except the obligation to make payment due, to the extent that it’s performance is prevented, hindered or delayed as a result of strikes, riots, fires, explosions, acts of God, epidemics, pandemics, acts of terrorism, war, governmental action, labor conditions, internet service interruptions or slowdowns, vandalism or cyber-attacks, or any other cause beyond the reasonable control of such party. 11.9 Electronic Signatures; Counterparts. Signatures and other express indications of agreement sent by electronic means (facsimile or scanned and sent via e-mail or signed by electronic signature service where legally permitted) will be deemed original signatures. This Agreement may be signed in multiple counterparts, each of which will be deemed an original and which will together constitute one agreement. 11.10 Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, acknowledgements and reservations of proprietary rights, confidentiality obligations, warranty disclaimers, and limitations of liability. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 11.11 Indemnification: Dogteampro will defend Customer against any claim, demand, suit or proceeding made or brought against Customer by a third party resulting from Customer’s use of the purchased services or alleging that any purchased service infringes or misappropriates such third party’s intellectual property rights, and will indemnify Customer from any damages, attorney fees and costs as a result of, or for amounts paid by Customer under a settlement approved by Dogteampro, provided Customer (a) promptly gives Dogteampro written notice of the Claim, (b) gives Dogteampro sole control of the defense and settlement of the Claim (except that Dogteampro may not settle any Claim unless it unconditionally releases Customer of all liability), and (c) gives Dogteampro all reasonable assistance. If Dogteampro receives information about an infringement or misappropriation claim related to the services, Dogteampro may in its discretion and at no cost to You (i) modify the services so that they are no longer claimed to infringe or misappropriate, without breaching the Warranties above, (ii) obtain a license for Customer’s continued use of those services in accordance with this Agreement, or (iii) terminate Customer’s subscriptions for those services upon 30 days’ written notice and refund Customer any prepaid fees covering the remainder of the term of the terminated subscriptions. DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 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: _______ Item No. 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 N/A N/A DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 11/6/2023 11/6/2023 11/6/2023 PAYMENT ADVICE To:Dogteampro 12175 Visionary Way #104 FISHERS IN 46038 1-855-575-4998 Customer Palm Springs Police Department Invoice Number INV-0343 Amount Due 900.00 Due Date Dec 19, 2023 Amount Enclosed Enter the amount you are paying above Registered Office: 12175 Visionary Way #104, Fishers, IN, 46038, United States. INVOICE Palm Springs Police Department Invoice Date Oct 20, 2023 Invoice Number INV-0343 Dogteampro 12175 Visionary Way #104 FISHERS IN 46038 1-855-575-4998 Description Quantity Unit Price Tax Amount USD DogTeamPro annual subscription 3.00 300.00 Tax Exempt 900.00 Subtotal 900.00 TOTAL  TAX 0.00 TOTAL USD 900.00 Due Date: Dec 19, 2023 The 12 month term starts upon invoice issue date for 1st year customers, and at the invoice "due date" for year 2 renewals and beyond. View and pay online now DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877 To Whom It May Concern, This letter is to confirm that Dogteampro,Inc.is the sole source provider of the Dogteampro K9 Tracking software,a cloud-hosted digital documentation system. As a result of our investment in innovation and unique expertise working in the public safety and technology fields,we have created a one of a kind solution.A few of the unique properties of the system include: 1.Mobile App and Web Responsive interface design that allows users to interact with the system on different devices and displays,including desktop,tablet,and mobile. 2.Dashboards and Simplified Reporting and other heads up information allow for supervisors and handlers to see the current statistics for all K9s on the fly. 3.Unique User Workflow that allows each training and deployment log to be reviewed by a supervisor and returned to the handler if corrections need to be made. 4.Customizable Fields enable users to tailor the system to their unique needs now and in the future. 5.Automated Weather and Location Gathering that allows handlers and supervisors to speed up data entry. 6.Built in Map Tracking Designer that allows handlers to use GPS to track trails anywhere. Our industry-specific expertise in both the technology and public safety fields puts us in a unique position to develop such state-of-the-art solutions.As the original creator of Dogteampro,we maintain all copyright privileges for the product and these products must be purchased directly from the company.There are no agents or dealers authorized to represent these products or that have any right to resell these products. If you have any questions or need any additional information,please contact us directly at contact@dogteampro.com. Sincerely, Matt Molter Product Manager Dogteampro,Inc. www.dogteampro.com |(855)575-4998|contact@dogteampro.com DocuSign Envelope ID: 803403C3-50F9-4C33-A4BC-A2652F4D1877