HomeMy WebLinkAboutIT10-271 - Extension - Veripic - Evidence PGM Subscription Renewal - 11/01/2017 lseTKEN
w.... .a a. Records Management Document
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission
to the City Clerk's Office. All portions are to be completed.
If you have questions, please contact the City Clerk's Office at 253-856-5725.
❑ Blue/Motion Sheet Attached
Pink Sheet Attached
Vendor Name: Veripic
Vendor Number (]DE): 301634
Contract Number (City Clerk):
Category: License Agreement
Sub-Category (if applicable): Choose an item.
Project Name: PD Veripic Evid. PGM—Subscription Maint License Renewal
Contract Execution Date: 11/01/17 Termination Date: 10/31/18
Contract Manager: Somen Palit Department: IT
Contract Amount: $16,478
Approval Authority: ® Director ❑ Mayor ❑ City Council
Other Details: Ties with IT10-271-005
VeriPic, Inc. "' " ' "� invoice
P O.Box 610801
Jose,San 0801
Phone:888-VERIPIC I� "
J VeriPic,Inc.Solution
Fax:408-496-1269 "Evidence Done Right Since 1998'
OCi 27 2011
�,
TF, ��'� ' 'Invoice Number 33831
Invoice To
PO Number _ 41237 OR
Bill To Name City of Kent
Quote Number 00001709
Bill To Accounts Payable 22C Fourth Avenue S. Invoice Dale 10125I2017
Kent,WA 98032 Terms 30
USA
Ship To
Ship To Name City of Kent Account Name Kent Police Department
Ship To Information Technology
400 West Gowe Street County King
Suite 122 Sales Rep Accounts Receivable
Kent,WA 98032
USA
Notes Concurrent Licenses
1111117-10131118
InGudes SLMA purchase from Invoice 33731.
iUctQ
VP-SLMA-NON-TAXABLE SLMA- 1 Month of Subscription License Maintenance Agreement(Electronic i m $14,980.00 $14,980.00
Download-Non-Taxable)
Subtotal $14,98D.00
Late payment charge is 10%of the order per month late.
Discount $0.00
Total Price 514,980.00
Due By 1 V2412017 Sales Tax 50.00 f/
Total Due If Late $16,478-00 TOTAL DUE $14,980.00/
APPROVEM IMPROVED
Make checks payable to VeriPic, Inc.By:4,_ _ Di.ji?lyp
Return Policy: No refunds available for any VeriPic product.Any claims of defects in the product are covered by the terms of the LIMITED
WARRANTY,No refund available for and unused SLMA or any SaaS portion as SLMA and SaaS software is paid on a pre-paid basis.Any
products sold by VeriPic but manufactured by another company shall be covered by the manufacturers warranty offered by that company.
Automatic Renewal:At the end of the specified term VeriPids SLMA or SaaS contracts automatically renew on a 1 year basis unless customer
has purchased multiple. To terminate the contract customer must send a written notice by Certified or Registered mail to VeriPic.VeriPic must
receive this notice no less than 30 days and nor more than 60 days prior to the expiration of the SLMA or SaaS contract_If the contract is not
received in the appropriate time it automatically renews for one 0)year,
VeriPic may,at its option,terminate of modify the terms of this contract by giving the customer nclice of such changes a minimum of 30 days in
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VsriPic Subscription License
P. O, Box 810801
San Jose, CA 95161-0801 Maintenance Agreement
Phone:888-VERIPIC
Fax 408-496-1269 (SLM p ) Renewal Quote
r �'0 Renewal YYVGeriPic,Inc.Solution
"Evidence Done Right Since 1998'
Bill To Name Lynnettte Smith Account Number 32391
BIII To Kent Police Department Expiration Date 10/31/2017
220 Fourth Avenue S. Contact Name Lynnettte Smith
Kent,WA 98032
USA Phone (253)856-4602
Fax (253)856-4700
Email ornith@kentwa.gov
Ship To:
County King
Ship To Name Kent Police Department
Sales Rep Accounts Receivable
Ship To 220 Fourth Avenue S.
Kent,WA 98032
USA
It's time to renew your VeriPic(t)Subscription License Maintenance Agreement contract.
Tip: Purchase additional years and save more!
Payments are late if received after 10/31/2017
Maintenance Period Selection (Select One)
1 Year Maintenance Agreement Renewal On Tiirre:$141380
-Starts: 11/112017-Ends: 1 0131/2 0 1 8 If Late:$16478
2 Year Maintenance Agreement Renewal On Time.$27713
-Starts. tU112017-Ends: '10/3112019 It Late. $30484.3
3 Year Maintenance Agreement Renewal On Time.$38199 �f✓ `^� 'T tM
-Starts'. 1 111120 17-Ends: 10l31/2020 If Late.$42018.9
4 Year Maintenance Agreement Renewal On Time.$46438
-Starts 11/112017-Ends: '10/3112021 If Late, $51081.8
5 Year Maintenance Agreement Renewal On Time:$52430
-Starts 1111f2017-Ends. 10/31/2022 If Late $57673
Product Terms and Conditions
1. Agreement: Upon purchase of any VeriPic product, the following terms and conditions constitute the entire
agreement between VeriPic Inc-, and you, the Purchaser. The following terms and conditions shall replace all other
prior statements, representation and agreements, oral or written, made by the parties or their representatives,
2. Licensing Options: Purchaser is aware of the following specifications, limitations and technical requirements
pertaining to each of the different VeriPic licensing options,
Rev.4/3/17
I grime
VeriPic
Subscription License
P. O. Box 610801
San Jose,CA 95161-0801 Maintenance Agreement
Phone:888-VERIPIC
Fax:408-496-1269 /SL A` Renewal Quote
VeriPic, Inc.Solution'Evidence Done Right Since 1998'
a. Concurrent Licenses: Each Concurrent license for each VeriPic software system allows the Purchaser to have
one concurrent user accessing the license at a time, The maximum number of active end user accounts that can be
used on a system licensed as CONCURRENT licenses cannot exceed 10 times the number of CONCURRENT
licenses purchased The number of Concurrent licenses purchased sets the upper Ilmlt to the number of
simultaneous users that can access the designated software system at the same time on client computers on the
Purchaser's network and it also sets the maximum number of active user login accounts that can be created in the
system as 10 times the number of CONCURRENT licenses. If you purchased these license(s)on a Software as a
Service (SaaS) basis you may only use this or these licenses so long as your SaaS payments are current.
b. User Licenses: Each User license is for a single End User, defined as a single individual person Purchaser
should purchase enough licenses to allow all individuals who will be using the Software to have a license they can
use without sharing. Account users may not share End User account login licenses.Allowing more than one End
User to share the same login credential or license is a violation of this agreement and also harms the chain of
custody functions of the system and such a practice is strictly prohibited. If Purchaser allows more than one End
User to share a license Purchaser assumes all liability with the use of VeriPic products and agrees to hold VeriPic
harmless from any liability as a result of Purchaser's use or misuse of VeriPic's products, If you purchased these
license(s) on a Software as a Service (SaaS) basis you may only use these licenses so long as your SaaS payments
are current. If you purchased these licenses on any basis other than SaaS, you must pay for and maintain current, a
Subscription License Maintenance Agreement(SLMA) If your payments are not current, you must immediately stop
using the software,
c. Cloud Storage of the Data This software is only licensed to be used on physical computers owned and controlled
by your organization where the data is stored on physical devices owned by your organization and located at
facilities operated by your organization. This End User License Agreement does not permit you to operate this
software or store any data on servers or computers accessible on the Internet operated by another organization or
serviced by personnel from another organization (also known as Cloud Storage, Cloud Services or Cloud Computing
to which we will refers as CLOUD) unless that other organization is VeriPic. If you wish to store any data on the
CLOUD or operate VeriPic software on the CLOUD, you must specifically purchase such services on a Software as
a Service (SaaS) basis from VeriPic to allow you to store your data on the CLOUD.
d. Compliance with License Requirements: If you exceed the number of allowed users or you store the data on
the CLOUD without purchasing CLOUD storage services from VeriPic you are out of compliance with this licensing
agreement. The penalty for being out of compliance is to purchase the necessary licenses or services for the period
of time you were out of compliance plus the cost of the Software License Maintenance Agreement(as appropriate)
at a cost equal to 130% of the list price for those services at the time you needed to make such purchases to have
been in compliance.
e. Payments (Applies to Purchases and SLMA): In order to receive services from VeriPic, Inc. your payment for
services must be current. There is a penalty of 30% for any lapse in payment for services, In the event of a lapse,
VeriPic will not provide your organization services until you've paid to cover the period of the lapse plus the 30%
penalty in order to bring your payment for services current,
f. Payments (Applies to SaaS or Cloud data storage): If you are on a SaaS or CLOUD storage plan, VeriPic may
discontinue services to you if your payment for such services is not current. In order to cure the lapse, you will need
to pay for services during the period of the lapse plus a penalty of 30% for the period of the lapse in order to bring
your services current. In the event of a lapse, VeriPic will wait at least 12 months before deleting any data it has in its
possession on its cloud servers and VeriPic, has. at its option, the ability to move such data to a lower cost storage
facility in the event of a lapse of payment. VeriPic will preserve such data that it may have in its possession for a
period of at least 12 months If VeriPic has not received any payments for services from a client for a consecutive
period of 12 months or more and that organization is not current on their payments, VeriPic no longer considers that
organization to be a paying customer and has, at VeriPic's option, the ability to dispose of that data in a secure
Rev 4/3/17
VeriPic
Subscription License
P. O. Box 610801 /, ri�
San Jose, CA 95161-0801 Maintenance Agreement
Phone:868-VERIPIC
Fax 408-496-1269 (S L M) Renewal
Quote
VeriPic, Inc.Solution"Evidence Done Right 57nce 1998'
fashion- If such disposal has occurred, the data will no longer be recoverable and it is agreed that VeriPic shall have
no liability for having taken this action_
3. System Requirements Purchaser is required to supply any needed client PC workstations, scanners, or digital
cameras not purchased through VeriPic. The following specifications are recommended by VeriPic. Client Min.
Specs: 2GB of RAM (4GB recommended), 50OGB Free Disk Space, 2GHz Processor, Windows 7 or higher OS (64
bit), Resolution (min) 1024 x 768 (16 bit or higher), USB 2.0 Memory Card Reader(required for import station) If the
Purchaser is providing a PC for use as a server for the VeriPic Application Server and/or Database, it does not have
to be a dedicated server, but it should meet the minimum specifications as follows: 4GB of RAM (8GB
recommended), 2TB Free Disk Space for the VeriPic Application, Dual Core Processor, Windows 7-Windows
Server 2012 (64 bit), Resolution (min) 1024 x 768,DVD-RW or Blu-ray-RW required if backing up onto optical disks,
External Hard Drive: required if backing up onto an external hard drive, and a USB 3,0 port. The Purchaser must
supply SQL Server 2005 or higher and the appropriate number of SQL Server processor or client access licenses.
4. Delivery, Normal delivery is 1 to 4 weeks from receipt of the Purchase Order. If there is a delay in delivery for
certain components, but the majority of the Purchase Order is available for shipment, VeriPic will ship the items
separately and invoice for the individual items upon delivery.
5. Shipping: Goods purchased hereunder shall be delivered to Purchaser at the address specified herein, All
shipping charges shall be prepaid by the Purchaser, unless otherwise agreed upon by the parties in writing.
6.Acceptance: Purchaser shall have the right to inspect the goods within 7 days' time after delivery, Purchaser shall
be liable for any casualty to the goods following acceptance, except as specified herein under Maintenance Terms
and Conditions
7. Limited Warranty. TO T HE FULLEST EXTENT PERMITTED BY LAW, VERIPIC AND ITS AFFILIATES,
SUPPLIERS, AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE
SOFTWARE. VERIPIC ALSO DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, AND NON-INFRINGEMENT,
8. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL VERIPIC, ITS
AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL,
PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR
PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT VERIPIC HAS BEEN WARNED OF SUCH
DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, (B) AGGREGATE LIABILITY FOR
ALL CLAIMS RELATING TO THE SERVICES MORE THAN 1 HE GREATER OF $20 OR THE AMOUNTS PAID BY
YOU TO VERIPIC FOR THE PAST 12 MONTHS OF THE SERVICES OR PRODUCTS IN QUESTION.
9. Marketing: VeriPic may, for marketing purposes, include the name of the customer organization and any details
about the use of VeriPic's products that are publicly known at the time that VeriPic, Inc. publishes such information,
Purchaser may, at its option, request any specific publicly known information about Purchaser to not used by VeriPic
in its marketing efforts. Such requests must be dated and be In writing and sent to VeriPic at its headquarters at
1879 Lundy Ave, Suite 286, San Jose, CA 95131-1884 Each such written request shall be deemed to be valid for a
period of 1 year from the date received and be deemed to have expired after 1 year unless renewed by notifying
VeriPic in writing.
10. Force Majeure. VeriPic may, without liability, delay performance or cancel this Agreement on account of force
majeure events or other circumstances beyond its control including but not limited to, strikes, acts of God, political
unrest, embargo, failure of source supply, or casualty.
11. Governing Law, The terms of this Agreement shall be governed by and construed in accordance with the laws
of the State of California, County of Santa Clara. You, the Purchaser or as a representative of the Purchaser with the
Rev,4/3117
VeriPic
° Subscription License
P.O. Box 610801 Maintenance}® +� f�
San Jose, CA 95161-0801 i' aintenacnce Agreement
Phone.888-V2RIPIC
Fax 408-496-1269 (S L /'® 6 A ) Renewed Quote
y7 VeriPic,Inc.solution
"Evidence Done Flight Since 1998"
authority to act on behalf of the Purchaser, will agree that VeriPic is a California Corporation with its headquarters
located at 1879 Lundy Ave., Suite 286, San Jose, CA 95131-1884 You also agree that VeriPic has only one
location located in San Jose, California and does not have Nexus in any other location. Any laws, taxes, licenses or
government regulation applying to any entities located outside of San Jose, California or the County of Santa Clara
does not apply to VeriPic due to VeriPic only having Nexus within the County of Santa Clara.
12. Transfer. You may not rent, lease, lend, sell, redistribute, or sub-license the Software. You may not transfer
copies of the software to any other party,
13. Entire Agreement. This Agreement and its Attachments constitute the complete and exclusive agreement
between VeriPic and Purchaser with respect to the subject matter hereof and supersedes all prior oral or written
understandings, communications, or agreements not specifically incorporated herein. This Agreement may not be
modified except in a writing duly signed by an authorized representative of VeriPic and Purchaser. This Agreement
creates no third party beneficiary rights.
Pricing Terms and Conditions
14. Quotations Written Price Quotations by VeriPic automatically expire 60 days from the date provided on the
Price Quotation, unless otherwise agreed upon by the parties, Price Quotations are written based on current product
pricing and all prices are subject to change after the expiration date.
15. Hardware Purchases: If the Purchaser is purchasing hardware, then the Purchaser is required to pay VeriPic
50% of the total purchase price up front, prior to the shipment of the product(s), The Purchaser must pay the
remaining 50% of the purchase price within 30 days of receipt of the invoice from VeriPic. Purchaser shall be
responsible for all hardware cable and wiring maintenance,
16. Late Payment- If VeriPic does not receive payment from Purchaser within 30 days of receipt of the invoice, then
the account will be placed on a credit and service hold, A late payment penalty of 10% of the purchase price will be
added to the outstanding balance for each nionth the payment is late There may be additional penalties if you have
lapsed your Subscription License Maintenance Agreement (SLMA). Please see section on SLMA payments
17. Maintenance Pricing: If the software purchased through VeriPic was created by VeriPic, then the cost of
Maintenance will be 20% of the current list price for the products purchased for a Maintenance Term of 12 months.
Maintenance must be renewed on an annual basis and product pricing is subject to change The purchaser has the
option to purchase Maintenance in bulk in accordance with the following discounts.
a. If the Purchaser purchases 24 months of Maintenance in advance, the cost will be 18,5% per year.
b. If the Purchaser purchases 36 months of Maintenance in advance, the cost will be 17% per year
c. If the Purchaser purchases 48 months of Maintenance in advance, the cost will be 15.5% per year
d. If the Purchaser purchases 60 months of Maintenance in advance, the cost will be 14% per year.
JV;dg&t,TLia
18. Maintenance Term: The VeriPic Maintenance Term is indicated above in months, commencing on date of
purchase, and includes the following services',
a. Regular updates to the purchased system.
b. Phone and email technical and customer support.
c. The addition of any camera models to the VeriPic compatibility list for Digital Evidence Manager during the
Maintenance Term, at Purchaser's request. Purchaser shall be responsible for all shipping costs and liabilities
associated with the shipment of camera equipment to VeriPic In rare cases, some cameras may have security flaws
that prevent camera driver creation and in such instances, the photos from the camera may still be secured and
stored in the VeriPic system but Authentication may not be possible. VeriPic is not responsible for security flaws
found within certain cameras, such design flaws must be addressed by the camera manufacturer. The addition of the
Rev,4,3/17
e eiSubscription License
JeriPic
P,O, Box 610801 +y f+ Agreement
San Jose, CA 95161-0801 Maintenance ,A►greement
Phone. 888-VERIPIC / ��a�y1+�
Fax 408-496-1269 (SL. A) Renewal Quote
w GA a VeriPic, Inc. Solution
"Evidence Done R7ght Since 1998"
camera driver will be accomplished only if our technical staff determines that it is technically possible.
19. Replacement License Keys: VeriPic's products used to be governed by a license key in years past This
license key is now obsolete and unavailable and no longer supported, VeriPic no longer produces the license key All
of VeriPic's current software is now licensed through activation via an internet connection Internet based license
activation services require your SLMA or SaaS payments to be current. If your SLMA or SaaS payments have
lapsed, please see sections 2. (a) and 2. (f) on how to cure a lapse of your payments and bring your account current,
20. Hardware Purchases. If computer hardware or camera hardware is purchased through VeriPic, such hardware
includes a 90 Day Warranty by default. Such warranty covers any repairs or the replacement of any parts found to
be defective with parts of similar or better specifications.This provision does not cover repair or replacement of
computer or other hardware parts not purchased through VeriPic, nor does it cover damage due to abuse, misuse or
negligence by the Purchaser Extended warranty beyond 90 days may be purchased from VeriPic at additional cost.
21. Support: Support service during the Maintenance Term will cover all aspects of the normal operation,
maintenance, and usage of the VeriPic system, but excludes any discussion and disclosure of VeriPic trade secrets
in accordance with the California Uniform Trade Secret Act,
22. Automatic Renewal: At the end of the specified term this agreement automatically renews on a 1 year basis
unless customer has purchased multiple. To terminate the contract customer must send a written notice by Certified
or Registered mail to VeriPic. VeriPic must receive this notice no less than 30 days and nor more than 60 days prior
to the expiration of the contract. If the contract Is not received in the appropriate time It automatically renews for are
(1) year-
VeriPic may, at its option, terminate or modify the terms of this contract by giving the customer notice of such
changes a minimum of 30 days in advance of each renewal date. VeriPic may include new terms and conditions,
changes in pricing or other changes with the normal correspondence, quotes or invoices without the need for using
Certified or Registered mail,
VeriPic:.Return 8-"01iny
23. VeriPic Software return policy applies to packages sold directly from the factory. If a package is returned
unopened within 30 days of the original shipment date, the Purchaser will receive a full refund. If within that 30-day
period the package is returned opened, there will be a 15% restocking fee and it will be deducted from the refund
amount owed to the Purchaser. After 30 days from the shipment date, there will not be a refund issued to the
Purchaser.
If within 90 days of the original shipment date there is a defect in material or workmanship in the disk or manual,
VeriPic will replace the defective disk or manual free of charge, The defective disk or manual must be shipped by the
Purchaser to VeriPic in order to receive a new disk or manual.
Rev. 413/17