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HomeMy WebLinkAboutIT10-271 - Extension - Veripic - Evidence PGM Subscription Renewal - 11/01/2018 KENT 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 (JDE): 301634 Contract Number (City Clerk): _ 1T1Q Category: License Agreement Sub-Category (if applicable): Choose an item. Project Name: PD Veripic Evid. PGM-Subscription Maint License Renewal Contract Execution Date: 11/01/18 Termination Date: 10/31/19 Contract Manager: Somen Palit Department: IT Contract Amount: $16,478 Approval Authority: ® Director ❑ Mayor ❑ City Council Other Details: Ties with IT10-271-006 a § / % / \ % \ fn U) \ ) ) z / ± « J \ - \ / } / / j \ ) _\ Cl ® MZ ` ; . \ \ ( , ) _ 2 \ I _ - k o .. / = $ 2 'a f « » 0 6 4 } } [ / / / ( cc D t / \ \2 Q : / ® m f > e % / ! a 2 / ) = 3ee { § % \ } % \ ! R ° 2 § § / mm / A \ ® \ /w - b { \ ) - _ / t § ` } \ ± y / % k \ > \ 7 ui � } § \ \ } } \ . \ ¥ ; ) \ } k ƒ$ / 75 ® } \ ] & 0 = 9 ] { = ) E � 2 ! 2 } 2 : e \ 3 = f peg / ; wo = .9 / ( [ 1ass A4 ' 2 £& U) oj " dple VeriPic c Subscription License P. O. Box 610801 pp' /dry San Jose, -V 9IPI -0801 Maintenance Agreement Phone: 888-VERIPIC Fax 408-496-1269 (SL ) Renewal Quote VeriPic,Inc.Solution "Evidence Done Righf Since 1998' Bill To Name Julianne Cleary Account Number 32391 Bill To Kent Police Department Expiration Date 10!31I2018 220 Fourth Avenue S. Contact Name Julianne Cleary Kent,WA 98032 USA Phone 253-856-4624 Email icleary@kentwa-Spit 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®Subscription License Maintenance Agreement Contract, Tip: Purchase additional years and save more! Payments are late if received after 10131l2018 Maintenance Period Selection (Select One) 1 Year Maintenance Agreement Renewal r„ On Time $149$0,.✓� +iF/,� ��" aPe[ts: 1111!2018-Ends: 1013112019 IM Late $964"+'6 /0 a"wr A YI 2 Year Maintenance Agreement Renewal On Time:$27713 -Starts-'I'1/112018-Ends.10/3V2020 If Late:$30484.3 3 Year Maintenance Agreement Renewal On Time:$38199 -Starts: 1111 i2018-Ends: 10/31/2021 If Late: $42018.9 4 Year Maintenance Agreement Renewal On Time:$46438 -Starts 111I12018-Ends'. 1 0131/20 22 If Late:$51081.8 5 Year Maintenance Agreement Renewal On Time. $52430 -Starts: 11/1!2018-Ends: 1013li2023 If Late: $57673 Product Terms and Conditions This Agreement ("Agreement") contains the terms and conditions that govern your access to and use of the Software Services (as defined below) and this is an Agreement between VeriPic, Inc, ("VeriPic, "we," "us," or"our") and you, or the entity you represent, ("you," or"Customer") Your use of VeriPic's software or services constitute your agreement with the Terms and Conditions included here. You represent to us that you are lawfully able to enter into this Agreement and if you are entering into this Agreement for an entity, such as the company or department you work for, you represent to us that you have legal authority to bind that entity. This Agreement covers your use and access Rev 413117 eriplic VeriPic Subscription License P. O, Box 610801 y^�p'y San Jose, CA 95161-0801 Maintenance Agreement Phone.888-VERIPIC Fax 408-496-1269 (SL ) Renewal Quote VeriPic,Inc.Solution "Evidence Done Right Since 1998' to the services and software ("Software") provided by VeriPic on the agreed payment interval. Customer and users of Customer's account ("End Users") may access and use the Software in accordance with the terms of this Agreement 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; 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 limit 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 If you purchase CLOUD storage for your data from VeriPic we will provide such storage as long as the payments for such usage is current. If there is a lapse in payments, VeriPic may, at its option, temporarily suspend access to this data and/or move the data to offline storage until the lapse in payment is cured and the payments are current. If the lapse exceeds 90 days, VeriPic may, at its option, delete this data and you will not hold VeriPic liable for such deletion if the payment for such storage is not current. 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 Rev 41117 I Sale VeriPic Subscription License P, 0 Box 610801 San e 888-V 9IPIC 801 Maintenance Agreement Phone:888-VERIPIC Fax: 408-496-1269 (SLMA) Renewal Quote VeriPic,Inc.Solution "Evidence Done Right Since 1998' been in compliance, e. Payments (Applies to Purchases and SLMA): In order to receive services from VeriPic, Ina or to use your licenses, your payment for SLMA 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 SLMA current. This penalty is separate from a penalty for late payment of an invoice covered in paragraph 16, f. Payments (Applies to SaaS or Cloud data storage): If you are on a 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 payments for services from a client for a consecutive period of 12 months or that organization is not current on their payments for a period of 12 months, 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 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. This penalty is separate from a penalty for late payment of an invoice covered in paragraph 16. 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).. 500GB 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 THE 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 Rev 4/3/17 ePr VeriPic Subscription License P 0. Box 610801 Agreement San Jose,CA 95161-0801 Maintenance Agreement Phone: 888-VERIPIC Fax 408-496-1259 (SLMA) Renewal Quote VeriPic,Inc.Solution "Evidence Done Right Since 1998' DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE, (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE 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 951 31-1 8 84 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 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 951 31-1 884 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 VenPic 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 month the payment is late. This penalty is for late payment of an issued invoice and is different from the penalty for lapsed payment of services covered in paragraphs 2e and 2f. 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. Rev 4l3l17 erIpC VeriPicSubscription License P O Box 610801 San e 888-P, Rl PIC 0801 Maintenance Agreement Phone. 888-VERIPIC i® � /7�� V�i ...1 �i G�ly Quote Fax 408-496-1269 (SLMA) Renewal Quote 1\ / VeriPic,Inc.Solution "Evidence Done Right Since 1998' MatakuAiiTerms at7.d,..jQ�d t1:nDs 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 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. (e) 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 one (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. C�ramP.lG:.,. �t41.t:FT_P_ . 23. 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 manufacturer's warranty offered by that company, Rev. 4/3/17 fle VenPis Subscription License c P. O.Box 610801 ry 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" Rev, C17 ,08.08 Rev 4/3/17