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CAG2020-164 - Original - CivicPlus, Inc. - SeeClickFix - 05/31/2020
Agreement Routing Form For Approvals, Signatures and Records Management Approval Originator: Department: Date Sent: Date Required: Authorized to Sign: Director or Designee Mayor Date of Council Approval: Budget Account Number: Grant? Type: Yes No Agreement Information Vendor Name: Category: Vendor Number: Sub-Category Project Name: Project Details: Agreement Amount: Basis for Selection of Contractor: Start Date:Termination Date: Notice required prior to disclosure? Yes No Review/Signatures/Routing Date Received by City Attorney: Comments: Date Routed to the Mayor’s Office: Date Routed to the City Clerk’s Office: Date Sent to Originator: Visit Documents.KentWA.gov to obtain copies of all agreements This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms. (Print on pink or cherry colored paper) Contract Number: adccW22373_6_19 June 5, 2020 Per IT, insurance documents acceptable to Risk Mgmt though amount of coverage differs. OK to sign, 6/8/2020, TW. Statement of Work CivicPlus 302 S 4th Street Manhattan, KS 66502 Prepared for: Brian Rambonga Project Mgmt Office Supervisor Kent, Washington brambonga@kentwa.gov 253-856-4610 Prepared by: Andrew Shetty Account Executive andrews@seeclickfix.com 2033496685 Prepared for: Prepared by: Issue Date: 5/29/2020 Brian Rambonga brambonga@kentwa.gov 253-856-4610 Andrew Shetty Account Executive andrews@seeclickfix.com 2033496685 Pricing Expires: 6/12/2020 ANNUAL PRODUCT SUBSCRIPTIONS Quantity List Price Discount Annual Fee SeeClickFix Unlimited Users SeeClickFix gives your organization a complete suite of web, iOS and Android applications to efficiently manage your services and communications. • SeeClickFix-branded iOS and Android Apps for Citizens and Officials • Embeddable Web App • Request Workflows and Communication Tools • Powerful Mapping & Analytics • Alerts and Notices with Email and Push Notifications • User Permissions and Roles • Work Orders and Budgeting Templates • Resources for Tracking Time and Materials 1 $50,000 0% $50,000 Marketplace App Branded private label app in Apple App Store and Android Play store. SeeClickFix, Inc. agrees to the terms and conditions contained in the Apple Developer Program License Agreement 1 $5,000 25% $3,750 SeeClickFix Connector for Cityworks AMS (SR only) SeeClickFix-hosted integration with Cityworks AMS, for Service Requests. 1 $7,500 25% $5,625 SeeClickFix Connector for ArcGIS Feature Service within ArcGIS to display your request data in internal reports, public maps and Open Data Portals 1 $2,500 25% $1,875 Washington State Tax 10% of the total annual subscription fees 1 0% $6,125 TOTAL ANNUAL SUBSCRIPTION FEES $67,375 ONE TIME SERVICES Quantity List Price Discount Setup Fee Account Configuration & Training 1 $15,000 100% $0 TOTAL ONE TIME SERVICE FEES $0.00 TOTAL FEES Initial Term of Contract 12 Months DUE AT CONTRACT SIGNING $67,375 This Statement of Work (“Contract”) and its referenced and attached exhibits shall form the Contract between Kent, WA and CivicPlus for Kent, WA’s use of the SeeClickFix application during the Contract Term. During the Term, Kent, WA will obtain access to the product subscriptions identified above with no limit on the number of authorized users who may access those subscriptions. In addition to subscription access, CivicPlus will provide Kent, WA with the account configuration services and training as provided for in the attached and incorporated Exhibit A, entitled “SeeClickFix Statement of Services.” The Term of the Contract will begin upon the earlier of the Effective Date or May 31, 2020 and will run through July 31, 2021. At the end of the Term, unlimited SeeClickFix users will no longer be offered to Kent, WA and a new Contract or a Contract amendment will be required. Assuming Kent, WA is satisfied with the services provided by CivicPlus and wishes to retain use of SeeClickFix beyond July 31, 2021, the provisions of this Contract will control except to the extent necessary to add services or to extend or otherwise amend the Term. The fees and costs for Kent, WA to retain use of SeeClickFix with authorized user limits will be consistent with previous quotes CivicPlus provided to Kent, WA for subsequent annual terms, including a cap on annual increases to the subscription fee of an amount no greater than 2% over the subscription fee charged for the prior year at the same authorized user count. The undersigned has read and agrees to the Terms and Conditions attached and incorporated as Exhibit B to this Contract. CivicPlus further agrees to procure and maintain for the duration of the Contract insurance of the types and in the amounts described in Exhibit C attached and incorporated by this reference. CivicPlus 302 S 4th Street Manhattan, KS 66502 SeeClickFix powered by CivicPlus Pricing Mayor Dana Ralph 06/08/2020 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM EXHIBIT A SeeClickFix Statement of Services SeeClickFix has built a citizen request 311 and work order management system that is utilized by over 400 municipal agencies. CivicPlus’ platform is easy to use for both the customer organization and constituents users. CivicPlus builds simple mobile apps that are user friendly and dynamic. CivicPlus updates its platform and apps frequently as new features become available. CivicPlus’ platform is simple to use and provides a lively experience with customer branding and mobile content that serve needs beyond service request functionality. Request Collection SeeClickFix provides the City tools to collect public needs, complaints and concerns. Requests can be submitted via website portal, mobile apps for iOS and Android, and Facebook application as well as a powerful call-taker interface to record calls, walk-ins, emails, tweets and more. CivicPlus’ request management platform includes: ●Geolocation based issue reporting ●Potential duplicate detection of existing requests ●Anonymous reporting ●Guest reporting (can be turned on or off by customer) ●Image attachments SeeClickFix website portal can be customized and embedded in the customer’s website or provided as a link. The portal: ●Works great on mobile and desktop devices ●Enables custom colors and branding ●Links directly to iOS and Android apps ●Can start with list of request categories ●Can link directly to a request category ●Pulls location from photo metadata ●Features ADA compliant UI ●Detects potential duplicate requests The SeeClickFix application for Facebook embeds into the City’s Facebook page adding the same interactive submission tool that website forms add to the City’s website. Per a requirement of Facebook, the SeeClickFix app can only be added to Facebook pages with at least 2000 likes. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Call Taker Interface is the best way to turn inbound phone calls into self-serve SeeClickFix users. The Call Taker Interface has the abilities to: ●Enter the email address and phone number of the caller ●Create call scripts using internal messages for the City’s call takers ●Invites the caller to join SeeClickFix for future updates from the City Request Management and Communication SeeClickFix gives the City the tools it needs to centralize request management throughout its organization and through the many channels that the public may engage. The platform includes: ●External or internal request categories ●Custom secondary questions and added details add additional structure to the City’s requests. ●Public and internal statuses ●Internal and public commenting ●Automatic assignment and email routing ●Different member user roles and access levels, including defined by category ●Escalation paths set up for due dates and/or service level agreements ●Ability to bulk update requests ●Optional public user restrictions for commenting and reopening ●Notices, which are announcements that can be sent out via email, push notification, and on the web portal ●List or map view for easy filtering and management of requests Work Order Management SeeClickFix Work Orders build on the functionality of SeeClickFix Requests by adding tools that address two primary needs of work management — empowering departments with the communication tools that they need to manage staff and work internally. 1.Organization : to manage the roles and permissions of all users 2.Workflow : to keep staff and management on top of tasks Work Orders can be independent or associated with a Request. Customer will define the: ●Work order categories ●Resources Resources attributed to Work Orders will track budget vs. spent amount and provide an export for analysis. In addition to addresses, work orders have due dates, assignments, and photo attachments. There is also an activity stream on each work order ot track the chain of events. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Reports and Analytics The Report Card is a summary of request data within SeeClickFix that is focused on performance metrics, linked to lists of requests in the CRM, and easily shareable. There are two main types of reports within the Report Card: category reports and assignee reports. Report Cards are grouped by creation date — meaning that all data in the report is related to requests created within the selected date range The Report Card can be set to automatically be delivered to the City’s inbox as an excel file on a recurring basis. SeeClickFix Mobile Apps SeeClickfix builds and publishes the SeeClickFix mobile applications for Google Play and iTunes. The mobile apps enable users to report requests from anywhere with geolocation services. The mobile app will showcase the City’s branding on the landing page when the user is in the organization’s jurisdiction. Request types, secondary questions, branding, and additional mobile icons are updated in real time at any time. System Compatibility SeeClickFix services are delivered via web and mobile apps with no on-premise installation required. SeeClickFix manages the operational systems including all operating system updates and patches. Web based products receive updates daily via a continuous integration process. Mobile apps are managed on a more traditional release schedule for features (every 2-3 months) and as needed for bug fixes. Major changes or feature enhancements are communicated to partners prior to final deployment. A sandbox environment exists to test changes in a full product environment and is available to partners also to explore account settings. In particular, the sandbox environment is an integral part of testing and configuring integration with 3rd party systems. For Chrome, Firefox, Safari, and Microsoft Edge the current major version and one previous major version are supported. For Internet Explorer, version 11 is supported but CivicPlus recommends Windows users upgrade to the current version of Microsoft Edge. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Implementation Process This overview provides an outline of what the City can expect during each phase of CivicPlus’ implementation process: 1. Introduction and Planning 2. Account Configuration 3. User Training and Testing 4. Marketing Planning (often completed in conjunction with prior two phases) 5. Launch and Announcement Introduction and Planning Implementation begins with an introduction that includes the City’s leadership team, the City’s SeeClickFix Account Executive, and the following key players for our new partnership: • Client Success Manager – the key contact for the City’s ongoing relationship with SeeClickFix. As a dedicated regional account manager, the Client Success Manager is the City’s advocate from the start of implementation through ongoing maintenance and improvements in the years to come. • Implementation Project Manager – the point of contact for the day-to-day activities of the implementation. An expert in both the tools of the SeeClickFix platform and the intricacies of municipal workflows, the City’s project manager will not only guide the process and provide training but also serve as a consultant to establish best practices in using SeeClickFix. On the introduction call, CivicPlus will review the City’s goals, establish a timeline for launching SeeClickFix, determine which departments will use SeeClickFix, and field any questions the City has. This introduction conversation ensures CivicPlus sets the project up for success. Implementation runs smoothest when all parties involved understand the goals and are ready to support the project. During the introduction call, CivicPlus will determine if a Kickoff Presentation with the City’s leadership team is recommended. This can provide key players in the City an overview of SeeClickFix and the City’s project goals to gain buy in across all departments. Following the intro call, CivicPlus’ implementation manager will develop a proposed timeline for the project, outlining key milestones and deliverables. Account Configuration During this phase, the City’s team will gain access to your SeeClickFix account and receive consultation on how to best configure City settings. This starts with CivicPlus’ implementation manager providing an hour training session via webinar on the backend controls. CivicPlus will work with the City’s team to determine the answers to these questions (and others) to guide the configuration process: 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM • What departments will be using SeeClickFix? • Who in each of those departments will use SeeClickFix? • What types of issues do they need to collect and track? • Who will be responsible for completing the work on each type of issue? • What workflow will fit the needs of each department? • What benchmarks/goals will be important to track? Informed by the answers to the above questions, CivicPlus’ implementation manager will work closely with the City to assist in configuring the City’s account. This includes setting up members, request types, automatic assignments and notifications, escalation contacts, timeline response goals, recurring data exports, preformatted response messages, custom emails, geographical areas for tracking and reporting, and mobile app buttons that link to web pages, call phone numbers, or display custom content. The other key aspect of this phase is to identify the branding (name, images, description) for the City’s dedicated mobile app. CivicPlus’ implementation manager will provide the specific requirements needed, best practices for establishing branding, and examples from other partners. CivicPlus will provide the City with a proof showing how the branding will appear on iPhone and Android devices. The mobile app has a minimum 30-day timeline from approved branding proof to availability in stores. If the implementation process includes an integration, SeeClickFix staff will work with the City’s team to document the technical requirements for the connection between the City’s third-party work order system and the SeeClickFix platform. CivicPlus recommends having a test environment API for CivicPlus to connect so that CivicPlus can work through the various settings of the integration without disrupting the City’s live environment and workflow. SeeClickFix will then build the integration based on the requirements established. Once built, CivicPlus will do user acceptance testing. The core features of an integration will include issue creation in the City’s system when one is created on SeeClickFix, custom messages on acknowledgement and closing, and secondary questions and answers. In addition, dependent on the capabilities of third party system, SeeClickFix will perform address verification via ArcGIS, dynamically sync request types, and push or pull public comments and media files (or URLs) between the two platforms. User Training and Testing CivicPlus’ implementation manager will train City staff on how to effectively respond to service requests, understand the differences between internal and external communications, generate work orders, and create reports. Depending on the needs of the City and package purchased, the implementation manager can provide web-based or in-person training to groups of users, or train one or more people on the City’s team who will then train the remainder of City staff. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM After training, members on the City’s account begin testing the platform to better understand the many features and capabilities of the system. This also provides feedback for any account configuration changes needed prior to launch. CivicPlus’ system provides various levels of testing and soft launch flexibilities to best meet the City’s needs to begin using it in the City. Marketing Planning Essential to the success of SeeClickFix in the City is getting the word out and creating excitement in the Kent community about it. As soon as possible during the implementation process, CivicPlus encourages the City to begin thinking about a marketing and publicity plan. CivicPlus will host a specific call to discuss launch and public announcement planning. In addition, CivicPlus provides a variety of resources to assist in marketing, including its User Adoption Guide and downloadable materials available on its Help Desk. Here are the basic steps for marketing planning and launch: 1. Set official launch and announcement date. 2. Complete a questionnaire to help CivicPlus announce the City’s launch in collaboration with the City 3. Add web portal and app links to website 4. Add app to Facebook page(s) 5. Develop and execute marketing plan Launch and Announcement Once the City’s SeeClickFix platform is configured and City staff is trained, it’s time to spread the word to residents. CivicPlus’ implementation manager will work with the City to successfully announce the launch of SeeClickFix in the Kent community, which should include: • Sending out a press release • Hosting a press conference • Sending announcement in organization’s newsletter • Announcing at a Town Selectmen or City Council meeting • Adding flyer to other community wide notices (such as town warrants or utility bills) • Putting up flyers up in public areas (parks, libraries, city hall offices) • Creating theme campaigns about specific request types (for example, fall clean up, back to school, hurricane season preparation, e.g.) • Releasing a public service announcement video or radio segment CivicPlus makes daily updates to improve functionality and resolve bugs. CivicPlus makes major releases every two months. CivicPlus’ web service is continuously updated daily so it does not formally 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM distinguish between a modification and a release. A comprehensive test suite is run automatically before any change to avoid regressions. The test suite is updated as new features are added. All software is version controlled so that changes can be reverted if necessary. Mobile apps are updated less frequently and can be minor updates including bug fixes or major releases including new functionality. Code is also version controlled for all mobile apps with tests suites also run automatically. CivicPlus’ staging environment is designed to allow partners to experiment with the configuration of their account before launching or making administrative changes (as opposed to testing new software, which is handled via the continuous testing procedures previously mentioned). For customers with Connect integrations CivicPlus’ staging environment is also designed to allow the integration to be configured and tested against the partner's staging environment before applying the changes to the production environment. Should the City want to edit request categories, secondary questions, messaging after configuration by the CivicPlus team, the City will be able to do so with ease. CivicPlus’ implementation team will train City staff on how to do this during the City’s training sessions before launch. Should staff need additional training after launch, CivicPlus is happy to assist at no extra cost. All training is included in the contract price. The mobile app can be customized to Kent’s desired look and feel, with the ability to customize the logo, background, colors and mobile buttons. This is included in the proposal. In the event of an upgrade, the customization will not be impacted. CivicPlus asks one staff member from the customer to be the project manager to take a few hours a week for 8-12 weeks on the 5 phases of implementation. Once the City has launched, there is minimal work for the project manager for any enhancing and supporting solution since the City’s dedicated Client Success Manager handles it. Here are the list of roles involved with the project: Project Manager - the key contact for the City of Kent who will work directly with the Customer Success Manager and Implementation Manager from SeeClickFix to complete the 5 phases. Customer Success Manager - the key contact for the City’s ongoing relationship with SeeClickFix. As a dedicated regional Customer Success Manager they are the City’s advocate from the start of implementation through ongoing maintenance and improvements in the years to come. Implementation Project Manager - the point of contact for the day-to-day activities of the implementation. An expert in both the tools of the SeeClickFix platform and the intricacies of municipal workflows, the City’s project manager will not only guide the process and provide training but also serve as a consultant to establish best practices in using SeeClickFix. All phases of implementation will be completed remotely unless the customer requires on site training at an additional fee. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Agreed Implementation Timeline SeeClickFix and the Customer agree to the following implementation schedule Deliverable by SeeClickFix Complete Deliverable By Week Conduct Requirements Gathering Sessions 2 Provide Business and Systems Requirements Document 2 Conduct Mobile Application Setup 3 Build Configuration in Test Environment 5 Configure Mobile Application 6 Conduct Test Environment End to End Call 6 Provide 1 Day On Site Account and User Training (to include reference documentation) 6 Facilitate Test Meetings, Develop Test Plan and Test Cases 7 Conduct Production Environment End to End Call 8 Provide Live Soft Launch Support 9 Conduct Marketing and Launch Planning 10 Add Portal to City Website 12 Add Application to to City Facebook Page 12 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Ongoing Support & Maintenance SeeClickFix Support is available via phone, email, or in-platform chat 9am-6pm ET during business days (Monday-Friday). For any support related issues or questions and fastest response, CivicPlus advises its partners to direct all inquiries to (203)-752-0777 or support@seeclickfix.com. In addition, CivicPlus provides online help centers that are available at anytime. For constituent users, CivicPlus provides help at https://help.seeclickfix.com/s/. For City employees, CivicPlus provides a full support guide at https://partnerhelp.seeclickfix.com/s/. Marketplace Application SeeClickFix will build and release a city branded and dedicated mobile application for iTunes and Google Play stores (for example, Lincoln’s UPLNK on iTunes or Android, or Oakland’s OAK 311 on iTunes or Android). Customer responsibilities: ● Supply graphics to be used (more info here). ● Create an Apple Developer Account and Apple iTunes Connect Account and invite SeeClickFix as a member on the Customer’s Apple accounts, which will enable SeeClickFix to publish the app on behalf of the Customer (more info here). ● It is optional if the City also wants to sign up as a Google Play developer. Once graphics are supplied, SeeClickFix will provide a branding proof of the design for the mobile app. There is a 30 day timeframe for release of the app after the Customer has invited SeeClickFix to Apple accounts and provided written approval of the branding proof. Connector for ArcGIS The Connector for ArcGIS connects the City’s SeeClickFix data with the City’s ESRI ArcGIS system. This module enables the City to: ● Automatically sync the City’s SeeClickFix request data with ArcGIS. ● Eliminate need to manually export and import via CSV, and allow data to be updated automatically. ● Use familiar ArcGIS analytic tools to measure & report on SeeClickFix service request data. ● Query SeeClickFix service request data in relation to existing spatial data in ArcGIS, including asset and demographic data. ● Leverage the City’s existing investment in ESRI products. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM The Connector is a feature service pulling real-time SeeClickFix request data into the City’s ESRI system. At this time, CivicPlus does not offer a two-way integration with ESRI. Connect The SeeClickFix Connect product is an integration with a remote system. The functionality of the integration will include: ● SeeClickFix will submit integrated request to the remote system. ● SeeClickFix will import service request types from the remote system. Selected SeeClickFix requests (“integrated issues”) are identified for integration with the remote system based on the SeeClickFix request type. All request types within the integration must utilize the same API requests and data formats within the remote API. ● SeeClickFix will track the status of the request on the remote system via periodic polling of the remote system. The remote status will be represented via the standard request status features of the SeeClickFix system. ● SeeClickFix will submit public comments on integrated requests to the remote system. ● SeeClickFix will pull public comments from the remote system and add them to the SeeClickFix request. ● SeeClickFix will optionally geocode an integrated issue utilizing an ArcGIS server provided by Customer. The location, user reported address, and geocoded address are available for submission to the remote system. All features of this integration are contingent on the remote system providing an external API accessible to SeeClickFix systems which implements the functionality described below. The Customer is responsible for determining if the remote request types available through the remote system API are suitable for their purposes. SeeClickFix will utilize standard features of the remote system API to implement the integration. Any customization of the remote system that is required to accomplish the integration is the sole responsibility of the Customer. The Customer is responsible for maintaining all applicable licensees and support agreements with the remote system vendor and authorizes SeeClickFix to act on their behalf with the remote system vendor for the purposes of implementing this integration. The Customer shall be the primary responsibility for escalating issues with the remote system vendor. Direct interaction with the remote system vendor by SeeClickFix staff is the sole discretion of SeeClickFix. Once implemented, changes to this integration, including upgrades or changes to the remote system, 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM must be approved by SeeClickFix and may incur extra charges. SeeClickFix Operational Overview This following provides a broad overview of SeeClickFix’s product development and operational processes and is designed to address the most common questions and concerns in these areas that arise while evaluating CivicPlus’ products and services. This document is intended to be comprehensive but it should not be viewed as an exhaustive list of the procedures and products used by SeeClickFix. System Requirements SeeClickFix services are delivered via web and mobile apps with no on-premise installation required. SeeClickFix manages the operational systems including all operating system updates and patches. Browsers For Chrome, Firefox, Safari, and Microsoft Edge the current major version and one previous major version are supported. For Internet Explorer, version 11 is supported, But CivicPlus recommends Windows users upgrade to the current version of Microsoft Edge. Native Apps For mobile apps, iOS 5.0 and above and Android 4.4 (Kit Kat) and above are supported. Cityworks Requirements ● Version: 2013 (JSON API), 2014, 2015, 15.0-15.4 ● On-premise or Online ● Service Requests (SR) and/or Work Orders (WO). Development and Release Process All product source code is managed with the Git version control system. Changes are analyzed by a variety of development tools to ensure quality and are peer reviewed before being incorporated. All products have extensive test suites that are automated and integrated with the version control system. Tests must pass before changes are incorporated into the code base. SeeClickFix uses the following major frameworks and systems in its products: ● Ruby on Rails 6.X ● Ember 3.X ● Postgres 11.X ● iOS Xcode 10.X ● Android Studio 3.X ● Ubuntu 18.X (currently migrating from 14.X) 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM CivicPlus’ products are developed with Ruby, Javascript, Swift, Kotlin, and Java. Web based products receive updates daily via a continuous integration process. Mobile apps are managed on a more traditional release schedule for features (every 2-3 months) and as needed for bug fixes. Major changes or feature enhancements are communicated to partners prior to final deployment. A sandbox environment exists to test changes in a full product environment and is available to partners also to explore account settings. In particular, the sandbox environment is an integral part of testing and configuring Connect integration with 3rd party systems. CivicPlus recommends that Partners establish a companion test environment for all Connect integrations so that these integrations can be tested before making changes to the production environments. SeeClickFix evaluates regular updates and security updates to service components continually. This includes the use of automated systems that prepare updates for review on a daily basis. It is CivicPlus’ goal to keep components updated based on regular consideration of security impact, feature changes, and version dependencies. Product Authentication and Authorization Significant portions of SeeClickFix products are accessible to the public with no authentication required for viewing public information. The product can be configured to allow guest users (users who have not signed in and are not authenticated) to create requests. In this case, various tools are used to ensure that the requests are legitimate (i.e. not being created via automated systems). Users can choose to create accounts in order to have the system organize their content and to notify them of activity on the system. Some features are only available to authenticated users (e.g. creating comments on public issues). All user accounts (including organizational accounts) are protected by a password which is encrypted using the industry standard bcrypt mechanism. SAML based authentication is supported for organizations. Access to protected information and non-public features is managed via organizational memberships and roles. A SeeClickFix user can be a member of one or more organizations and has a separate role for each organization. The role serves as the authorization mechanism for various organizational features. For example, only account owners can add and remove users from their account. Product Data Controls CivicPlus systems use soft deletes and versioning mechanisms for critical data elements. These mechanisms generally allow the user to recover from unintentional changes or for CivicPlus’ customer success department to assist with in more complicated situations including recovering past versions of 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM the data objects. In normal operation there are few places where data is actually deleted rather than enabled/disabled or versioned. The versioning mechanisms include meta data such as the time of the change and the user who performed the change. Operational Overview CivicPlus’ operational goal is 99.9% availability, which has been met over the last 12 months. All systems are monitored continuously with automatic contact mechanisms and escalation to multiple members of the CivicPlus engineering team if a problem is detected. CivicPlus’ availability goals exclude scheduled maintenance, which is performed outside regular business hours if at all possible. When problems occur, CivicPlus uses various methods to communicate status updates with partners include email and in-product notifications. Service response objectives are documented here: https://partnerhelp.seeclickfix.com/s/article/SeeClickFix-Service-Level-Objectives-Support-Response Services operate at data centers located within the United States provided by Amazon Web Services (aws.amazon.com, Northern VA), and Linode (www.linode.com, Newark, NJ and Fremont, CA). Both vendors employ numerous techniques to ensure reliable operation for CivicPlus equipment and network access. When outages occur in these facilities, CivicPlus depends on its vendors to provide timely updates and resolution. CivicPlus has designed its services with redundancy and recovery procedures in mind to mitigate single points of failure. This includes redundant systems, the ability to provision new instances if necessary, and regular data backups. CivicPlus’ database is replicated in real time to a secondary server and backed up at a different data center every four hours for disaster recovery purposes. If a single machine failed, CivicPlus’ RPO is close to zero due to the database replica and RTO is 2 hours. If a failure compromised the entire database cluster, the offsite backups gives CivicPlus an RPO of 4 hours, and an RTO of 8 hours. (RPO = Recovery Point Objective, RTO = Recovery Time Objective). Database backups are tested on a monthly basis to ensure they are in working order. Software and operational configurations are managed in a version control system and in a worst case scenario CivicPlus is able to re-deploy services from the database backups and version control repositories. DDOS Mitigation CivicPlus has rate limits and filters in place for its public endpoints to discard most forms of abusive traffic. Web services are protected by DDOS mitigation services provided by both of CivicPlus’ data center providers. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Security Overview Data Centers Data center providers employ a variety of physical and system security practices. Please see their policy statements for details including various security certifications: ● Linode: https://www.linode.com/security ● AWS: https://aws.amazon.com/security ● Heroku: https://www.heroku.com/policy/security System Security ● Server software is updated regularly to minimize exposure to security problems. ● CivicPlus monitors various security announcement lists in order to respond quickly to any vulnerabilities. ● Systems are accessible to engineers only on an as needed basis. ● Software is revision controlled and can be used to recreate CivicPlus systems as needed for scaling, repairs, or disaster recovery. ● CivicPlus systems have restricted visibility to the Internet via firewall mechanisms. ● CivicPlus supports SSL encryption on all its services including integrations with remote systems. Encryption Encryption is provided for data in transit via TLS (HTTPS). Data at rest is not currently encrypted but is stored at data centers with appropriate physical security controls (see links to security policies above). User account credentials (passwords) are encrypted at all times using the "bcrypt" algorithm. Employee Access Internal access to systems and services is limited to those employees who need access to complete their job and utilize individual accounts, secure logins, and where feasible, 2-factor authentication. Breach Notification SeeClickFix aims to adhere to relevant legal requirements and industry best practices regarding notifications in the event CivicPlus’ system and/or application controls have been breached resulting in unauthorized access or disclosure of protected information. Insurance SeeClickFix shall maintain insurance of the types and in the amounts provided for by Exhibit C to the Contract between CivicPlus and Kent, WA. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM Exhibit B to SOW Between City of Kent, WA and CivicPlus, LLC CivicPlus Terms and Conditions, SeeClickFix Services These Terms and Conditions, inclusive of the Scope of Work ("the SOW") to which they are inextricably linked (collectively referred to as this "Agreement"), will apply as of the Effective Date (the date of signature specified in the SOW) to the customer signing the SOW ("Customer") in relation to CivicPlus, LLC a Kansas limited liability company, located at 302 S 4th Street, Manhattan, KS 66502 ("CivicPlus") (individually referred to as "Party" and collectively the "Parties"). WHEREAS, the Customer desires that CivicPlus provide certain software services as described in the SOW. WHEREAS, CivicPlus desires to deliver such software services under these terms and conditions. ● A. Term and Termination 1. CivicPlus and the Customer will implement the SeeClickFix services described in the SOW (the "Services") as soon as reasonable. These Terms and Conditions will apply throughout the SOW-specified period following the Effective Date and be automatically renewed on an annual basis each succeeding year (the "Term"). 2. Termination for Convenience. Either Party may terminate this Agreement, without cause, upon providing the other party sixty (60) days advance written notice at its address set forth on the signature block of this Agreement. 3. Termination for Cause. If either Party fails to perform any of its material obligations under these Terms and Conditions and does not cure such failures within thirty (30) days after being given written notice specifying the nature of the failure, then the non-defaulting Party may, by giving written notice to the other Party, terminate all services as of the date specified in such notice of termination. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM 4. Upon termination of this Agreement, the licenses granted to Customer by Section D.3, below, will terminate; customer shall cease all use of the CivicPlus Material and the Services listed in the SOW. 5. The following Sections and any payment obligations hereunder shall survive any expiration or termination of service: A(4), D, E, G and H (except H.4). ● B. Invoicing and Payment Terms 1. Invoices for the Services will be sent electronically to the individual/entity designated in the SOW and Contact Sheet provided to Customer, which is to be filled out and submitted by Customer. Customer shall provide accurate, current and complete information of Customer's legal name, address, email address, and phone number, and maintain and promptly update this information if it should change. CivicPlus will email all invoices to the email address designated in the Contact Sheet. 2. Payment is due 30 days from date of invoice. Unless otherwise permitted by law, a finance charge of 1.0% per month or $2.00, whichever is greater, will be added to past due accounts. Payments received will be applied first to finance charges, then to the oldest outstanding invoice(s). 3. If Customer's account exceeds 60 days past due, support will be discontinued until the Customer's account is made current. If the Customer's account exceeds 90 days past due, annual hosting services will be discontinued and the Customer's Services will no longer be active until the Customer's account is made current. Customer will be given 30 days' notice prior to discontinuation of the Services for non-payment. 4. CivicPlus passes through sales tax in those jurisdictions where such tax is required. If the Customer is tax-exempt, the Customer must provide CivicPlus proof of their tax-exempt status, within fifteen (15) days of contract signing, and the fees owned by Customer under this Agreement will not be taxed. If the Customer's state taxation laws change, the Customer will begin to be charged sales tax in accordance with their jurisdiction's tax requirements and CivicPlus has the right to collect payment from the Customer for past due taxes. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM ● C. Services of CivicPlus 1. CivicPlus will provide, on a hosted, software-as-a-service basis, access to the Services described in the SOW, via mobile applications, internet, and an embeddable interactive widget for public reporting, alerts on discussing non-emergency issues ("the Software"). Users will be able to interact with the Software and post various content including words, photos and videos ("User Content"). While the content of users of the Software is governed by the Terms of Use and Privacy Policy attached and incorporated herein as Attachment 1 and Attachment 2, respectively, CivicPlus may not be able to control the exact nature of the User Content. CivicPlus reserves the right, not the obligation, to edit User Content. Although CivicPlus may from time to time make enhancements or bug fixes to the Software, it is under no obligation to make any particular modifications, enhancements or bug fixes. 2. Service Uptime. CivicPlus shall use all reasonable commercial efforts to ensure that the Service is available 99.9% of the time in any three month period (excluding scheduled maintenance). For scheduled maintenance that results in Service downtime, CivicPlus will use best efforts to provide Customer with at least 5 business days advance notice. ● D. Ownership 1. CivicPlus shall be the sole and exclusive owner of any and all software, materials or other original works created by or licensed to CivicPlus prior to the execution of the SOW ("CivicPlus Materials"), including the Software and all Intellectual Property Rights in and to them and their derivative works and improvements (as each of those terms is defined and applied under U.S.C. Title 17 and Title 35, respectively) by whomever developed or created them. No ownership of any CivicPlus Materials including the Software or the Intellectual Property Rights in and to them shall be transferred to the Customer. "Intellectual Property Rights" shall mean any and all proprietary rights or moral rights in any trademarks, copyrights, trade secrets, patents and patent applications, renewals, extensions, continuations, divisions or reissues, in whole or in part, now or hereafter in force, and any foreign counterparts. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM 2. Customer shall not (i) license, sublicense, sell, resell, reproduce, transfer, assign, distribute or otherwise commercially exploit or make available to any third party any CivicPlus Materials in any way; (ii) modify or make derivative works based upon any CivicPlus Materials; (iii) create internet "links" to the CivicPlus Materials or the Software or "frame" or "mirror" the administrative access to the CivicPlus Materials on any other server or wireless internet-based device; or (iv) reverse engineer or access any CivicPlus Materials in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of any CivicPlus Materials, or (c) copy any ideas, features, functions or graphics of any CivicPlus Materials. 3. Provided Customer complied with the terms and conditions herein, the SOW, the Terms of Use and Privacy Policy and the license restrictions set forth in Section D.2, CivicPlus hereby grants Customer a limited nontransferable, nonexclusive, license to access and use the CivicPlus Materials associated with any valid and effective SOW, for the Term of the SOW. ● E. Exclusions of Warranties and Limitations of Liability 1. EXCLUDING THE IMPLIED WARRANTIES OF TITLE AND NON-INFRINGEMENT, CIVICPLUS MAKES NO, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED, AT LAW OR IN EQUITY (INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) TO CUSTOMER, OR TO ANY OTHER PERSON, WITH RESPECT TO THE SERVICES, SOFTWARE, CIVICPLUS MATERIALS, OR ANY OTHER SERVICES OR MATERIALS PROVIDED HEREUNDER. EXCLUDING INDEMNIFIED CLAIMS UNDER SECTION G.1.: (I) NEITHER CIVICPLUS NOR THE CUSTOMER SHALL HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, UNDER ANY THEORY OF LIABILITY (WHETHER LEGAL OR EQUITABLE), AND (II) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EITHER PARTY TO THE OTHER PARTY UNDER THESE TERMS AND CONDITIONS EXCEED THE TOTAL AMOUNT OF FEES RECEIVED BY CIVICPLUS FROM THE 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM CUSTOMER FOR THE THREE (3) YEARS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. 2. CivicPlus will not be liable for any act, omission, negligence or defect in the quality of service of any underlying carrier, licensor or other third party service provider whose facilities or services are used in furnishing any portion of the Services received by the Customer. CivicPlus will not be liable for any failure of performance that is caused by or the result of any act or omission by Customer or any entity employed/contracted on the Customer's behalf. ● F. Customer's Responsibilities 1. CivicPlus will provide the Services and manage the Customer data and content in compliance with the SeeClickFix Data Retention Policy and Terms of Use, attached and incorporated as Attachment 3 and Attachment 1, respectively. Customer understands and agrees that it has sole discretion over the solicitation, collection, storage or other use of end- users’ personally identifiable information, including sharing with third parties, on any of the Services provided by CivicPlus and CivicPlus discourages the solicitation and collection of any end user personally identifiable information. Customer further understands and agrees that Customer is solely responsible for the use or storage of end-users’ personally identifiable information in connection with the Services or the consequences of the solicitation, collection, storage, or other use by the Customer or by any third party of personally identifiable information. 2. To the extent it may apply to any of the Services or deliverables of the SOW, user logins are for designated individuals chosen by Customer ("Users") and cannot be shared or used by more than one User. Customer will be responsible for the confidentiality and use of User's passwords and usernames. Customer will also be responsible for all electronic communications, including those containing business information, account registration, account holder information, financial information, Customer data, and all other data of any kind contained within emails or otherwise entered electronically through the Services, 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM CivicPlus Materials, or under Customer's account. Customer shall use commercially reasonable efforts to prevent unauthorized access to or use of the Services and CivicPlus Materials and shall promptly notify CivicPlus of any unauthorized access or use of the Services and/or CivicPlus Materials and any loss or theft or unauthorized use of any User's password or username and/or personal information. 3. Customer shall comply with all applicable local, state, and federal laws, ordinances, regulations, and conventions in connection with its use of the Services or any CivicPlus Materials. ● G. Indemnification, Governing Law, and Venue 1. CivicPlus shall defend, indemnify and hold the Customer, its officers, officials, employees, agents and volunteers harmless from any and all third party claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with CivicPlus’ negligent performance of this Agreement, except for that portion of the injuries and damages caused by the Customer's negligence. In the event CivicPlus refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the CivicPlus’ part, then CivicPlus shall pay Customer’s costs for defense, including all reasonable expert witness fees and reasonable attorneys’ fees, plus the Customer’s legal costs and fees incurred because there was a wrongful refusal on the CivicPlus’ part. The provisions of this section shall survive the expiration or termination of this Agreement. 2. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties’ performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the Customer’s right to indemnification under Section G.1. above. 3. Each Party specifically agrees and acknowledges that this Section G is a material term of these Terms and Conditions and acknowledges that it would not enter into these Terms and Conditions in the absence of this Section G. Each Party warrants and represents to the other party that this Section G is valid and enforceable and the other party will incur damages if such representation is false. ● H. General 1. Independent Contractor Relationship. CivicPlus is acting as an independent contractor under these Terms and Conditions and nothing in these Terms and Conditions shall be deemed or construed to create the relationship of partnership, joint venture or employer-employee between the Parties. Neither Party has, and shall not hold itself out as having, any authority to enter into any contract or create any obligation or liability on behalf of, in the name of, or binding upon the other Party. 2. Force Majeure. No Party shall have any liability to the other hereunder by reason of delay or failure to perform any obligation or covenant if the delay or failure to perform is due to any cause beyond the control of such Party, including without limitation, catastrophic storm, fire, casualty, unanticipated work stoppage, strike, lockout, labor dispute, civic disturbance, riot, war, national emergency, act of public enemy, or other cause beyond the control of the non- performing Party. Both parties represent to the other that they are able to perform as the Agreement and these Terms and Conditions provide, and their performance will not be hindered, delayed, or otherwise impacted by the current COVID-19 emergency. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM 3. Should any Attachment include a provision that addresses a topic or contract term also addressed in a provision of this Exhibit B, the term as provided for within this Exhibit B will control. 4. Data Retention and Production under Public Records Act, Ch. 42.56 RCW. CivicPlus and SeeClickFix acknowledge that the City is a public agency subject to the Public Records Act, codified in Chapter 42.56 of the Revised Code of Washington. As such, CivicPlus and SeeClickFix agree to cooperate fully with the City in satisfying the City’s duties and obligations under the Public Records Act, and retaining records and data in accordance with state records retention schedules so they are available for production if requested. 5. Any notice to be given hereunder to any other Party, including any notice of a change of address, shall be in writing and shall be deemed validly given if (i) delivered personally or (ii) sent by express delivery service, registered or certified mail, postage prepaid, return receipt requested or (iii) sent by email, as follows: If to CivicPlus: CivicPlus, LLC, Attn: Contract Administrator to accounting@civicplus.com. If to Customer: as addressed in the SOW. All such notices shall be deemed given on the date of actual receipt by the addressee if delivered personally, on the date of deposit with the express delivery service or the postal authorities if sent in either such manner, on the date the facsimile or email is sent if sent in such manner, and on the date of actual receipt by the addressee if delivered in any other manner. 6. The Parties agree that the Parties may reference the other Party as a client or vendor, including using the Customer name, service marks, licenses, trademarks, logos, sales and marketing materials, and website. Any reference to the CivicPlus Software or its features will be accompanied by a reference that it is provided by CivicPlus. 7. Amendment or Waiver. No amendment or modification of these Terms and Conditions by either party shall be valid, unless in writing and signed by both Parties. 770 CHAPEL ST 3RD FLOOR, NEW HAVEN, CT 06510 (203) 752-0777 • SEECLICKFIX.COM 8. Headings and Captions. The headings and captions of these Terms and Conditions are included for convenience only and shall not be considered in construction of the provisions hereof. 9. If any provision of these Terms and Conditions shall be determined to be invalid or unenforceable, such invalidity or unenforceability shall not affect the remainder of these Terms and Conditions, which shall be construed as if such invalid or unenforceable provision had never been a part of these Terms and Conditions but in a manner so as to carry out as nearly as possible the Parties' original intent. 10. The Contract may be executed simultaneously in several counterparts, each of which shall be deemed an original but which together shall constitute one and the same instrument. 11. Entire Contract. These Terms and Conditions, inclusive of the SOW to which they are inextricably linked, the attached Terms of Use, Retention Policy, and Privacy Policy constitute the entire agreement between the Parties regarding the subject matter hereof and supersedes any letters of intent, memorandums of understanding, confidentiality agreements, and other contracts and communications, oral or written, between the Parties regarding such subject matter. 12. Authorized Signor. Each person signing this Agreement through the SOW represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Each Party represents and warrants to the other that the execution and delivery of the Agreement and the performance of such Party's obligations hereunder have been duly authorized and that the Agreement is a valid and legal agreement binding on such Party and enforceable in accordance with its terms. Attachment 1 to Exhibit B SeeClickFix Terms of Use 1. ACCEPTANCE OF TERMS SeeClickFix Inc. (“SeeClickFix”) welcomes you. SeeClickFix provides its service to you subject to the following Terms of Service (“TOS”), which may be updated by us from time to time without notice to you. You can review the most current version of the TOS at any time at on our website at http://www.seeclickfix.com. This version was updated on March 13th, 2019. 2. DESCRIPTION OF SERVICE SeeClickFix provides users with access to public issue reporting, discussing and management which may be accessed through various media or devices (the “Service”). You also understand and agree that the Service may include certain communications from SeeClickFix, such as service announcements, administrative messages and the SeeClickFix Newsletter, and that these communications are considered part of SeeClickFix membership and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new features that augment or enhance the current Service shall be subject to the TOS. You understand and agree that the Service is provided “AS-IS” and that SeeClickFix assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Service, and that access may involve third-party fees (such as Internet service provider or airtime charges). You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Service. 3. YOUR REGISTRATION OBLIGATIONS In consideration of your use of the Service, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Service’s registration or other forms (the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or SeeClickFix has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, SeeClickFix has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). SeeClickFix is concerned about the safety and privacy of all its users, particularly children. For this reason, parents of children under the age of 13 who wish to allow their children access to the Service must take responsibility to determine whether any of the Service areas and/or Content (as defined in Section 6 below) are appropriate for your child. 4. SEECLICKFIX PRIVACY POLICY Registration Data and certain other information about you is subject to our Privacy Policy. We will not share or sell your email with another company without your permission. You understand that through your use of the Service you consent to the collection and use (as set forth in this Privacy Policy) of this information, including the transfer of this information to the United States and/or other countries for storage, processing and use by SeeClickFix. SeeClickFix is often a channel of communication between citizens and government or other local authorities responsible for fixing public space issues. If you submit an issue directly to one of these entities the email address you enter when you register on SeeClickFix can and may be transmitted to the local government(s) or authorities responsible for handling those issues at that issue’s location. Your email address may be used as contact information for those issues. In this regard, you should consider the email address you use to be one which you are using to communicate directly with the local government or authority about the issue. 5. MEMBER ACCOUNT, PASSWORD AND SECURITY You may receive a password and account designation upon completing the Service’s registration process. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify SeeClickFix of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. SeeClickFix cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 5. 6. USER CONDUCT You understand that all information, data, text, software, photographs, graphics, messages, tags, or other materials (“Content”), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not SeeClickFix, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available via the Service. SeeClickFix does not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will SeeClickFix be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service. You agree to not use the Service to: 1. upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; 2. harm minors in any way; 3. impersonate any person or entity, including, but not limited to, a SeeClickFix official, guide or host, or falsely state or otherwise misrepresent your affiliation with a person or entity; 4. forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Service; 5. upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); 6. upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) of any party; 7. upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose; 8. upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; 9. interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; 10. intentionally or unintentionally violate any applicable local, state, national or international law, and any regulations having the force of law; 11. “stalk” or otherwise harass another; and/or 12. collect or store personal data about other users in connection with the prohibited conduct and activities set forth in paragraphs 1 through 11. You acknowledge that SeeClickFix may or may not pre-screen Content, but that SeeClickFix and its designees shall have the right (but not the obligation) in their sole discretion to pre- screen, refuse, or remove any Content that is available via the Service. Without limiting the foregoing, SeeClickFix and its designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by SeeClickFix or submitted to SeeClickFix, including without limitation information in SeeClickFix Issues or Clickits and in all other parts of the Service. You acknowledge, consent and agree that SeeClickFix may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third parties; (d) respond to your requests for customer service; or (e) protect the rights, property or personal safety of SeeClickFix, its users and the public. You understand that the technical processing and transmission of the Service, including your Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by SeeClickFix and/or content providers who provide content to the Service. You may not attempt to override or circumvent any of the usage rules embedded into the Service. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Service, in whole or in part, is strictly prohibited. 7. INTERNATIONAL USE Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside. 8. CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SERVICE SeeClickFix does not claim ownership of Content you submit or make available for inclusion on the Service. However, with respect to Content you submit or make available for inclusion on publicly accessible areas of the Service, you grant SeeClickFix the following worldwide, royalty- free and non-exclusive license(s), as applicable: 1. With respect to photos, graphics, or audio you submit or make available for inclusion on publicly accessible areas of the Service, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Service solely for the purpose for which such Content was submitted or made available. 2. With respect to Content other than photos, graphics, or audio you submit or make available for inclusion on publicly accessible areas of the Service other than SeeClickFix Groups, the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed. 9. CONTRIBUTIONS TO SEECLICKFIX By submitting ideas, suggestions, documents, and/or proposals (“Contributions”) to SeeClickFix through its suggestion or feedback webpages or emails, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) SeeClickFix is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) SeeClickFix shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) SeeClickFix may have something similar to the Contributions already under consideration or in development; (e) your Contributions automatically become the property of SeeClickFix without any obligation of SeeClickFix to you; and (f) you are not entitled to any compensation or reimbursement of any kind from SeeClickFix under any circumstances. 10. INDEMNITY You agree to indemnify and hold SeeClickFix and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of the TOS, or your violation of any rights of another. 11. NO RESALE OF SERVICE You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Service (including your SeeClickFix login), use of the Service, or access to the Service. 12. GENERAL PRACTICES REGARDING USE AND STORAGE You acknowledge that SeeClickFix may establish general practices and limits concerning use of the Service, including without limitation the maximum disk space that will be allotted on SeeClickFix’s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that SeeClickFix has no responsibility or liability for the deletion or failure to store any tickets/issues and other communications or other Content maintained or transmitted by the Service. You acknowledge that SeeClickFix reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that SeeClickFix reserves the right to modify these general practices and limits from time to time. 13. MODIFICATIONS TO SERVICE SeeClickFix reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that SeeClickFix shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. 14. TERMINATION You agree that SeeClickFix may, under certain circumstances and without prior notice, immediately terminate your SeeClickFix account, and access to the Service. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the TOS or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Service (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by you in fraudulent or illegal activities, and/or (h) nonpayment of any fees owed by you in connection with the Services. Termination of your SeeClickFix account includes (a) removal of access to all offerings within the Service, (b) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (c) barring of further use of the Service. Further, you agree that all terminations for cause shall be made in SeeClickFix’s sole discretion and that SeeClickFix shall not be liable to you or any third party for any termination of your account, any associated email address, or access to the Service. 15. LINKS The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because SeeClickFix has no control over such sites and resources, you acknowledge and agree that SeeClickFix is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that SeeClickFix shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource. 16. SEECLICKFIX’S PROPRIETARY RIGHTS You acknowledge and agree that the Service and any necessary software used in connection with the Service (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in information presented to you through the Service may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly permitted by applicable law or authorized by SeeClickFix, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part. SeeClickFix grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, nor to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by SeeClickFix for use in accessing the Service. 17. DISCLAIMER OF WARRANTIES YOU EXPRESSLY UNDERSTAND AND AGREE THAT: 1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SEECLICKFIX AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT. 2. SEECLICKFIX AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS; (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE; (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS; AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. 3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. 4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SEECLICKFIX OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS. 18. LIMITATION OF LIABILITY YOU EXPRESSLY UNDERSTAND AND AGREE THAT SEECLICKFIX AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SEECLICKFIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE. 19. EXCLUSIONS AND LIMITATIONS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 19 AND 20 MAY NOT APPLY TO YOU. 20. NO THIRD-PARTY BENEFICIARIES You agree that, except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this agreement. 21. NOTICE SeeClickFix may provide you with notices, including those regarding changes to the TOS, including by but not limited to email, regular mail, postings on the Service, or other reasonable means now known or hereinafter developed. 22. TRADEMARK INFORMATION The SeeClickFix, SeeClickFix logo, trademarks and service marks and other SeeClickFix logos and product and service names are trademarks of SeeClickFix Inc. (the “SeeClickFix Marks”). Without SeeClickFix’s prior permission, you agree not to display or use in any manner the SeeClickFix Marks. 23. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT SeeClickFix respects the intellectual property of others, and we ask our users to do the same. SeeClickFix may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be repeat infringers. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide SeeClickFix’s Copyright Agent the following information: 1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 2. a description of the copyrighted work or other intellectual property that you claim has been infringed; 3. a description of where the material that you claim is infringing is located on the site; 4. your address, telephone number, and email address; 5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; 6. a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf. SeeClickFix’s Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows: By email: contact@seeclickfix.com 24. GENERAL INFORMATION Entire Agreement. The TOS constitutes the entire agreement between you and SeeClickFix and governs your use of the Service, superseding any prior agreements between you and SeeClickFix with respect to the Service. Where local law is in conflict with these SeeClickFix Terms of Use as they apply to municipal employees, and a contract between SeeClickFix and that municipality exists, said contract will dictate any exceptions to the Terms of Use as they apply to the employees of that municipality. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other SeeClickFix services, affiliate services, third-party content or third-party software. Choice of Law and Forum. The TOS and the relationship between you and SeeClickFix shall be governed by the laws of the State of Connecticut without regard to its conflict of law provisions. You and SeeClickFix agree to submit to the personal and exclusive jurisdiction of the courts located within the county of New Haven, CT. Waiver and Severability of Terms. The failure of SeeClickFix to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect. No Right of Survivorship and Non-Transferability. You agree that your SeeClickFix account is non-transferable and any rights to your SeeClickFix login or contents within your account terminate upon your death. Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred. The section titles in the TOS are for convenience only and have no legal or contractual effect. Additional Data Sources. York Region data provided by the Regional Municipality of York, July 2012. 25. VIOLATIONS Please report any violations of the TOS to customer service at contact@seeclickfix.com. Attachment 2 to Exhibit B Privacy Policy Last Modified: February 6, 2017 SeeClickFix, Inc. and our contractors (“SeeClickFix”, “we”, “us”, or “our”) take the private nature of your personal information very seriously. This policy regarding our privacy practices (the “Privacy Policy”) describes how we treat the information we collect when you visit and use the website available at SeeClickFix.com (the “Site”) and SeeClickFix’s other domains, products, services, mobile applications, and content (collectively with the Site, the “Services”). When you use the Services, you are consenting to the collection, transfer, manipulation, storage, disclosure and other uses of your information as described in this Privacy Policy. You should read our Terms of Use (http://legal.seeclickfix.com/terms-of-use/) together with this Privacy Policy. By accessing our Services, you are acknowledging that this Policy and our Terms of Use apply to your use of the Services and that you agree to be bound by this Policy and our Terms of Use. Please read and understand these documents carefully before using our Services. What This Privacy Policy Covers This Privacy Policy covers our treatment of information gathered when you are using or accessing the Services. This Privacy Policy also covers our treatment of information that our partners share with us or that we share with our partners. This Privacy Policy does not apply to the practices of third parties that we do not own or control, including but not limited to any third party websites, services and applications (“Third Party Services”) that you elect to access through the Service or to individuals that we don’t manage or employ. While we try to facilitate access only to those Third Party Services that share our respect for your privacy, we don’t take responsibility for the content or privacy policies of those Third Party Services. We encourage you to carefully review the privacy policies of all Third Party Services you access. This Privacy Policy does not govern the licensing of content created by, uploaded to or in some other way provided to the Services. Please review the SeeClickFix Terms of Use to learn more about licensing of content. How We Collect, Receive, and Use Information About You SeeClickFix collects, receives, and uses information about users in several ways: a) Information you provide to us directly. When you use SCF Services, you will provide certain information directly to SeeClickFix. This information can include: • Account Information: When you create an account on a SeeClickFix Service (an “Account”), you will provide information such as your display name,, password, email address, preferred geolocation, name of preferred geolocation, phone number, digital images, time zone, and preferred language. This information may personally identify you. For example, if you use your full name as your display name or you provide a photograph of yourself, you will be disclosing your identity to the public. We do not expose your e-mail address to the public or third parties, except in the limited circumstances set forth in this Privacy Policy. • Information from you about Your Accounts on Third Party Services: You can link your Account to certain Third Party Services such as social media networks or other services. In order to do so, you will provide us with your display name or other user ID on each of those Third Party Services. To use these Third Party Services, you may also be required to engage in an authorization process with each of those Third Party Services, where we receive a token or account identifier that allows us to access those accounts. This enables SeeClickFix to post your SeeClickFix content or links to your SeeClickFix content to those services when you choose to do so. We do not receive or store your passwords for your Third Party Service accounts. b) Information we collect and receive when you use our Services. We collect and receive information about you when you use SeeClickFix Services and related Third Party Services. • User-Provided Content: Most of the features of the SeeClickFix services are based directly upon content that users provide when using SeeClickFix Services. This content consists of the various pieces of information associated with the individual issue reports submitted through SeeClickFix Services. This information can include your display name , the title of the issue, a textual description of the issue, the physical location of the issue, and a user-provided photograph and/or video showing the issue. In many cases, the default physical location of the issue is generated from obtaining GPS or other geolocation information directly from the user’s computer or mobile device. By default, all user-provided content is shared publicly and is accessible to everyone as a result of normal use of SeeClickFix Services. User-provided content is accessible by Internet search engines and may be copied and shared by the general public and users of the Internet. Once user-provided content is publicly available, it may be impractical or impossible to remove or delete that information. Copies of user- provided content may exist indefinitely in accessible form, including in our systems. In certain circumstances, we allow registered users to report issues anonymously. This means only that the registered user can provide issue-reporting information without a display name. The issue content is still associated with the user’s account, but the user’s display name and email are hidden from both public view. This does not mean SeeClickFix assures a user’s anonymity when using SeeClickFix Services. Identifying information such as the unregistered user’s IP address and other information may be collected and shared about unregistered users using SeeClickFix Services. It is also possible that user-provided content may contain identifying information about other people and the user including unregistered users. For example, a user might include a name or identifying information about a person or property in the textual description of an issue report. Or a user might include an image, a video, or voice recording of another person as part of an issue report. • Information About User-Provided Content: In some cases, we may collect metadata about you, which is information that describes the content you provide to the Services. For example, we may collect information describing your camera and camera settings when it’s included with your images. This information allows us to improve the Services and provide additional features and functionality. • Financial Information: If you decide to purchase a paid Service, you will provide financial information related to your payment method including credit card number, credit card type, card expiration date, or other financial information. We do not, however, store that financial information. That information is provided to and stored by our third party payment processor (the “Payment Processor”). The Payment Processor’s applicable Terms of Service and Privacy Statement govern use and storage of that information. The Payment Processor may also have other terms, and you are responsible for locating and familiarizing yourself with those terms, as applicable. Additionally, we receive certain information from our Payment Processor including: (1) a unique token that we connect with your Account to enable you to make further purchases using the information stored by our Payment Processor; and, (2) in certain cases, the last four digits of the credit card number associated with that token, so that we can prevent fraudulent transactions and identity theft. Under certain circumstances, we may have access to your name, address, email address, card payment history, card expiration date through the Payment Processor. • Information Obtained from Third Party Services: In some cases, when you connect your Account with your accounts on Third Party Services, we may obtain information about you from those Third Party Services. The information we receive about you varies depending upon the information you disclose to the Third Party Services. Such information could include, for example, your gender, if you have disclosed that information to that third party and made it available for SeeClickFix to access. To the extent we obtain such information, we may use the information about you that we receive from Third Party Services to improve and personalize the Services. As a general practice, we strongly urge you to make careful judgments about any personal information you disclose to Internet services, including SeeClickFix and any linked Third Party Services, regardless of whether you choose to link your accounts together. • Information Related to Use of the Services: We collect information about how people use the Services, including those without an Account. This information includes general usage information and may include information such as the number and frequency of our visitors, which pages or features of the Services they have visited, which links on the Services they have clicked on, and the length of those visits. We may also use third party applications and services, , as well as in house systems to collect and analyze this information. Some of this information may be associated with the IP Address (as defined below) used to access the Services, and some may be associated with your Account, such as the topics you search for and the help pages that you visit. We may also use some of this information in aggregate form, that is, as a statistical measure related to all of our users that would not identify you personally. This information enables us and third parties authorized by us to improve and enhance your experience using the Services. • Information Related to Your Web Browser: We automatically receive and record information from your web browser when you interact with the Services, such as your browser type and version, what type of device you are using, your operating system and version, your language preference, the website or service that referred you to the Services, the date and time of each web request you make, your screen display information, and information from any cookies we have placed on your web browser (as described below). We also sometimes detect whether you are using certain web browser extensions and store that information in a manner associated with your Account. Web browser related information is used to enhance your experience using the Services (for example, by personalization) and to allow us to improve the Services; it is not, however, used in a manner that would uniquely identify you. • IP Address Information: Under certain circumstances, such as when you log into the Services, load a web page from the Services, or submit an issue anonymously, we may collect and store your Internet Protocol Address (“IP Address”). We use your IP Address information to combat spam, malware, and identity theft; and to personalize the Services for you. We also analyze IP Address information to generate aggregated, non-identifying information about use of the Services. • Location Information: In some cases we collect and store information about where you are located. This may be accomplished by converting your IP Address into a rough geolocation, or by requesting location information from the device you are using to access the Services. We may use location information associated with content you create or interact with to improve and personalize the Services for you. Location services on your device or computer may be configured to control the disclosure of your location to our services. • Information Related to Your Mobile Device: We may collect and store information related to your mobile device, such as your phone number. You will have a choice as to whether we collect and store this information. We may use this information to improve the Services, such as by allowing you to verify your account by text message. • Derived Information: We analyze your actions on the Services in order to derive or infer characteristics that may be descriptive of you. For example, this analysis might help us determine the types of issues you care about or the geographical areas you are interested in. These characteristics are used to improve and personalize the Services How Your Information Is Shared Through the normal course of operations of the Services, your information and your user- provided content may be shared in various ways. • Information Shared with the Public Through the Services: As noted above, content submitted through the Services is shared with the public by default. Such information includes, but is not limited to anything you choose to comment on or issue you choose to submit. Because your user-provided content can be seen by anyone and may be indexed by search engines (like Google Search), you should be careful in what you choose to disclose publicly and make sure it is information you want to share with everyone. • Information Shared With Clients: We may share user information and user-provided content with our clients as part of the normal operation of the Services. This information may include, but is not limited to: your responses to questions, your email address, your name, the location of the reported issue, or other identifying information about you. Some clients may be required by public records laws, other regulation, or policy to handle the information in a way that is different than this Privacy Policy or the Terms of Use. • Information Shared Between the Services: We may aggregate information about your use of multiple Services and use that consolidated information to improve how the Services operate and inform the development of new Services. • Information You Share with Third Party Services: You may have access to Third Party Services through the SeeClickFix Services by clicking on externally pointing Internet links. You may choose to share information that you provide to us with those Third Party Services, which can include blog posts or postings to social media networks. This Privacy Policy only governs information we collect. You are responsible for reading and understanding those Third Party Services’ privacy policies. • Information Shared with Our Agents in Order to Operate and Improve the Services: In some cases, we share user information with third parties, such as our service providers, consultants and other agents (“Agents”) for the purposes of operating and improving the Services. For example, we may share user information such as IP Addresses with our service providers in order to fight spam. Additionally our consultants may be given access to user information for the purposes of improving our processes and technology. Agents with whom we share such information for these reasons are generally bound by confidentiality obligations and our Agents generally do not have any right to use your information or other information we share with them beyond the scope and duration of what is necessary to assist us. You hereby consent to our sharing of your information and your provided content with our Agents. • Information Shared with Third Parties: We may share or disclose non-private information, Aggregate Information, or other non-Personal Information with people and entities that we do business with. • Information Disclosed Pursuant to Business Transactions: In some cases, we may choose to buy or sell business assets. In these transactions, user information may by included in the transferred business assets to another company. In the event that the ownership of SeeClickFix or their assets changes as a result of a merger, acquisition, sale of assets, or in the unlikely event of a bankruptcy, your information may be transferred to another company. You acknowledge that such transfers may occur and that any acquirer of us or our assets may continue to use your information and/or your user-provided content. • Information Disclosed for Our Protection and the Protection of Others: We reserve the right to access, preserve, and disclose any information as we reasonably believe is necessary, in our sole discretion, to (i) satisfy any law, regulation, legal process, governmental request, or governmental order, (ii) enforce this Privacy Policy and our Terms of Use (http://seeclickfix.com/legal/terms-of-use), including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues (including exchanging information with other companies and organizations for fraud protection and spam/malware prevention), (iv) respond to user support requests, or (v) protect the rights, property, health or safety of us, our users, any third parties or the public in general, including but not limited to situations involving possible violence, suicide, or self-harm. • Information Disclosed for Other Reasons: At SeeClickFix’s sole discretion, we may share information we receive from you in the following situations: (a) It is necessary to respond to lawful governmental requests or legal process (for example, a court order, search warrant, or subpoena); (b) To facilitate resolving an issue that you report directly to a SeeClickFix partner through the Services; (c) If we have your permission to share certain information; (d) If we have given you prior notice that certain information will be shared, and with whom; or (e) If we aggregate or de-identify the information so that it does not personally identify you. • Information We Share with Your Consent or at Your Request: If you ask us to release information that we have about your Account, we will do so if reasonable and not unduly burdensome. Cookies, Web Beacons, and Other Technologies SeeClickFix uses various methods to collect information about you through the use of Services. • Use of Cookies: SeeClickFix uses web cookies to enable our servers to recognize your web browser and tell us how and when you use the Services. Cookies are pieces of text that may be sent to and saved by your web browser when you access a website. Your web browser stores these cookies in a way associated with each website you visit, and you can see your cookies through your browser settings. Our cookies do not, by themselves, contain information that personally identifies you, and we don’t combine the general information collected through cookies with other such information to tell us who you are. However, we do use cookies to identify that you have logged in and that your web browser has accessed aspects of the Services, and we may associate that information with your Account, if you have one. This information, in turn, is sometimes used to personalize your experiences on the Services, such as by presenting you with content we believe is most interesting to you. Many web browsers have an option for turning off (disable) the cookie feature, which will prevent your browser from accepting new cookies. If you disable cookies, you won’t be able to log into your Account and will not be able to use the vast majority of our Services. Some third-party services that we use, such as Google Analytics, may also place their own cookies on your browser. Individual blogs on our network may contain code that places their own cookies too. Note that this Privacy Policy covers our use of cookies only and does not cover the use of cookies by third parties. Both registered and unregistered users can access and delete cookies through their web browser settings. • Web Beacons: We may place information called web beacons in our emails to you, which allow us to detect when you read our email messages. This helps us measure our email deliverability and effectiveness. • Do Not Track (DNT) Signals: Some web browsers may allow users to configure the browser to transmit a “do not track” signal to web sites and online services that communicate with the user’s web browser. SeeClickFix does not take action on those signals. Advertising When you use the Services you may be presented with advertisements via advertising networks. Those advertising networks may collect and analyze more information about you beyond the scope of this Privacy Policy. They may also provide information about you to third parties and advertisers that have no relationship to SeeClickFix. Privacy of Children Our Site and Services are not intended for use by children 13 years of age and younger, so you must be at least 14 years of age to use the Services. Accordingly, we do not knowingly collect information from or direct the Services to anyone under 14 years of age. We encourage parents and legal guardians to monitor their children’s mobile app and Internet usage and enforce our Privacy Policy by instructing their children never to provide Personal Data to SeeClickFix Services without their parental permission. If you have reason to believe that a child under the age of 14 has provided Personal Data to us, please contact us at legal@seeclickfix.com, and we will delete that information from our databases as soon as is reasonably practicable. International Users SeeClickFix is based in the United States, and, regardless of where you use our Services or otherwise provide information to us, the information may be transferred to and maintained on servers located in the United States or elsewhere. By using our Services or by providing us with your information, you consent to this collection, transfer, storage, and processing of information to and in the United States or elsewhere. The Security of Your Information Although no one can guarantee the security of the information collected and received, we do employ a number of safeguards intended to mitigate the risk of unauthorized access or disclosure of this information. For example, your Account information is protected by a password for your protection. You need to prevent unauthorized access to your Account and Personal Information by selecting and protecting your password appropriately and limiting access to your computer and browser by signing off after you have finished accessing your Account on the Services. Unauthorized entry or use, hardware or software failure, and other factors may compromise the security of user information at any time. California Residents Under California Civil Code sections 1798.83-1798.84, California residents are entitled to ask us for a notice identifying the categories of personal customer information that we share with our affiliates and/or third parties for marketing purposes, and providing contact information for such affiliates and/or third parties. If you are a California resident and would like a copy of this notice, please submit a written request to the following address: 770 Chapel St, New Haven CT 06510. Closing Your Account If you want to close your Account, you may send a request by sending a request to legal@seeclickfix.com. Closing your Account will not fully remove the User-Provided Content associated with your Account. Your user-Provided Content can remain publicly available indefinitely and in the possession of our partners and Third Parties. How We Communicate with You As part of the Services, you may occasionally receive email and other communications from us, such as administrative communications relating to your Account. These communications are considered transactional or relationship-related and are a necessary part of the Services and your Account. These communications might include for example Account recovery messages, password reset messages, or notifications of Privacy Policy changes. You may not be able to opt-out from receiving these communications. See your Account settings page for available opt- out communication options. Note for security purposes, we will never email you to ask for your password or other Account information. If you receive such an email, forward it to us at security@seeclickfix.com. Changes to This Privacy Policy We may amend this Privacy Policy from time to time. If changes, other than corrections to typographical errors or formatting improvements, are made we will notify users including by but not limited to email, regular mail, postings on the Service, or other reasonable means now known or hereinafter developed. Use of information is subject to the Privacy Policy in effect at the time such information is used. Where to Direct Questions or Concerns If you have any questions or concerns regarding privacy using the Services, please send us a detailed message at legal@seeclickfix.com. SeeClickFix Inc 770 Chapel St, New Haven, CT 06510 1 Attachment 3 to Exhibit B SeeClickFix Data Retention Policy This policy documents how SeeClickFix stores and maintains data associated with organizations and their members (Members). The Data Categories section defines the categories of data covered by this policy statement. The Data Storage section provides an overview of our data storage practices associated with disaster recovery. The Data Retention section outlines how long we maintain data on our systems and when we purge data. The Data Export section describes how an organization may obtain copies of their data. There are no additional data storage service charges associated with the normal and customary use of the SeeClickFix service. Data Categories Public Data: Content uploaded to the service and accessible without authentication or restriction. This includes access via mobile apps, web pages, or API access. Examples include issues, public comments, and organizational notices. Public data can be created by Users and Members. Protected Data: Content uploaded to the service and accessible only to authenticated users with proper authorization. This includes authenticated access via mobile apps, web pages, or API access. Examples include: private issues, internal comments, work orders, and user profiles. Protected data can be created by Users and Members. System Data: Content that is generated internally through the regular operation of the service. Examples include logs and analytics. System data is only available to authorized SeeClickFix staff. User Data: Public or protected data that is created by a particular User. Organizational Data: Public or protected content that is associated with a particular organizational account. This includes data created by Users as well as data created by Members. This category would include all issues reported to the organization (public and private), comments, internal comments, work orders, organizational notices, and so on. SeeClickFix Inc 770 Chapel St, New Haven, CT 06510 2 Data Storage Public and protected data as well as some system data is stored in a primary database and replicated continuously to a secondary database. A full backup of this data is made every four hours to a geographically separate data center. The secondary database and backups exist for operational and disaster recovery purposes and are not intended to be part of the general data retention policy. When data is purged from our production systems, it is not commercially feasible to purge it from backups stored for disaster recovery purposes. In the event that the backups are required to restore data to our production systems, SeeClickFix will make all reasonable efforts to exclude data that was previously purged (e.g., accounts that are inactive). Data Retention Active Accounts: User and Organizational Data is retained indefinitely while the accounts are active. User Account Termination: Public user data associated with a terminated user account is retained for at least 90 days, but may be retained indefinitely as per the rights granted to SeeClickFix in the Terms of Service. Public and protected data that is associated with an organizational account is considered part of the Organizational Data and retained according to the organization policy below irrespective of the status of the user account. Organizational Data Purge Requests: Upon request, SeeClickFix will purge Protected Organizational Data that exceeds the data retention lifetime as defined by the organization. SeeClickFix may retain Public Data associated with the purged Organizational Data and may exclude data that is required for the service to operate (e.g., data associated with open issues or open work orders). Organization Account Termination: Organizational data associated with a terminated organizational account is retained for at least 90 days. Public data may be retained indefinitely as per the rights granted to SeeClickFix in the Terms of Service. Protected data may be purged by SeeClickFix after 90 days. SeeClickFix will make reasonable efforts to ensure the data has been exported and stored by the organization before purging the data from our systems. Data Export Organizations may export their Organizational Data via the product export features or API at any time prior to account termination. Some Organizational Data is not currently available through the product export mechanisms and can only be accessed via the API services (API-only data). This currently includes comments and images associated with issues and work orders. ● the product export mechanisms generate CSV or Excel spreadsheets ● the API provides data in JSON or XML format SeeClickFix Inc 770 Chapel St, New Haven, CT 06510 3 ● images are identified via URL in the API responses and accessible via HTTP Upon request and when an account termination is planned or has already occurred, SeeClickFix will make available a complete export of Organizational Data including data that is not included in the product export mechanisms (API-only data). An export request must be made within 90 days of account termination. After 90 days, organizational data may be purged by SeeClickFix and may not be recoverable. The data will be provided in one or more files and in a non-proprietary format (e.g. zip files, CSV files, open-source database dumps). This policy was last updated, 2019-05-03 EXHIBIT C INSURANCE REQUIREMENTS FOR TECHNOLOGY CONSULTANT SERVICES AGREEMENTS Insurance The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Consultant, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Consultant’s Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 2. Technology Errors & Omissions (E&O) 3. Network Security (Cyber) and Privacy Insurance shall include, but not be limited to, coverage, including defense, for the following losses or services: Liability arising from theft, dissemination, and/or use of Public Entity confidential and personally identifiable information, including but not limited to, any information about an individual maintained by the Public Entity, including (i) any information that can be used to distinguish or trace an individual‘s identity, such as name, social security number, date and place of birth, mother’s maiden name, or biometric records; and (ii) any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment information regardless of how or where the information is stored or transmitted. EXHIBIT C (Continued) Network security liability arising from (i) the unauthorized access to, use of, or tampering with computer systems, including hacker attacks; or (ii) the inability of an authorized third party to gain access to supplier systems and/or Public Entity data, including denial of service, unless caused by a mechanical or electrical failure; (iii) introduction of any unauthorized software computer code or virus causing damage to the Public Entity or any other third party data. Lawfully insurable fines and penalties resulting or alleging from a data breach. Event management services and first-party loss expenses for a data breach response including crisis management services, credit monitoring for individuals, public relations, legal service advice, notification of affected parties, independent information security forensics firm, and costs to re-secure, re-create and restore data or systems. 4. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Consultant shall maintain the following insurance limits: 1. Commercial General Liability insurance shall be written with limits no less than $2,000,000 each occurrence, $2,000,000 general aggregate. Coverage may be in the form of an underlying GL policy combined with an Umbrella/Excess policy in order to meet the limits required. 2. Technology Errors & Omissions (E&O) shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. 3. Network Security (Cyber) and Privacy Insurance shall be written with limits no less than $2,000.000 per claim $2,000,000 policy aggregate for network security and privacy coverage, $100,000 per claim for regulatory action (fines and penalties), and $100,000 per claim for event management services. EXHIBIT C (Continued) C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: 1. The Consultant’s insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant’s insurance and shall not contribute with it. 2. The Consultant’s insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the City as additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance policies. The Consultant’s Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. F. Subcontractors Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Consultant. C H U E3 B® Liability Insurance Endorsement Policy Period MAY 17, 2020 TO MAY 17, 2021 Effe0ve Date MAY 17, 2020 Policy Number 3602-53-12 TPA Insured CW1CPLUS, LLC Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued MAY 27, 2020 This Endorsement applies to the following forms: GENERAL LIABILITY Under Conditions, Transfer Or Waiver Of Rights Of Recovery against Others, the following Provision is added: COndiions Transfer Or Waiver Of However, we waive any right of recovery we may have against the designated person or organization Bights Of Recovery shown below because of payments we make for injury or damage arising out of your ongoing Against Others operations or done under a contract with that person or organization and included in the products -completed operations haz"d. This waiver applies to the designated person or Organization. Designated Person Or Organization PER SCHEDULE ON PILE WITH COMPANY EN'TMES REQUESTING INDIVIDUAL STATUS WILL BE SCHEDULED ON AN INDIVIDUAL BASIS ONCE MONTHLY COUNTY OF SAN DIEGO 5560 OVERLAND AVENUE, SUITE 270 SAN DIEGO, CA 92123 CITY OF FRAMINGHAM 150 CONCORD ST. FRAIvIINGHAM, MA 01701 ALAMEDA MUNICIPAL POWER 2000 GRAND STREET ALAMEDA, CA 94501 AMP, THE PUB, THE CITY, rTS CITY COUNCIL, BOARDS, COMMISSIONS, OFFICIALS. EMPLOYEES, AND VOLUNTEERS LhOilily Inawanas CondNan - MWver Of Transfer Of ffghts Of Ramgry contfrwed Form 80-02-2362 (Rev. 4-01) End"mmsrd page 1 Liability Endorsement (cons ed) PARK CITY, UT 1200 LUTLE KATE ROAD, PARK CITY, UT 84060 CITY OF DES MOINES, PROCUREIMIINtT ADMINISTRATOR 400 ROBERT D. RAY DRIVE, DES MOMS, IA 50309 CONTACT: CITY HALL DES MOINES METROPOLITAN WASTEWATER RECLAMATION, AUTHORITY 3000 VANDALIA ROAD, DES MOINES, IA 50310 CONTACT: EXECUTIVE DIRECTOR THE CITY OF PEMBROKE PINES 601 CITY CENTER WAY, PEMBROKE PINES, FL 33025 CITY OF MEMPIM 170 N. MAIN STREET, 51H FLOOR, MEMPHIS, TN 38103 CITY OF ATLANTA 68 MTTCHELL STREET, SUTTE 9100 ATLANTA, GA 3030 CITY OF BEVERLY HILLS 455 NORTH REXFORD DRIVE BEVERLY HILLS, CA 90210 CITY OF CORONA 4000 S. VICENTL4, AVENUE CORONA CA 92882 CM OF FRAM[NGHAM 150 CONCORD STREET CORONA CA 92882 All other tMrros and conditions remain unchanged. Authorizers Representative Liao 0f lnswanm Onndition - Waiver Of Transfer Of Rights Of Recovery last p�qs FOM 8&02-Z362 (Rev. 4-01) Fedor mint Page 2 C F-1 U B ET Liability Insurance Endorsement Policy Period MAY 17, 2020 TO MAY 17, 2021 Effective [late MAY 17, 2020 Policy Number 3602-53-12 TPA Insured CIVICPLUS, LLC Name of Company GREAT NORTHERN INSURANCE COMPANY Date Issued MAY 27, 2020 This Endorsement applies to the following forms: GENERAL LIABILITY Continuation of form: 80-02-2362 Condition -Waiver Of Trans. /Rights Of Recovery City of Galveston 823 Rosenberg St Room 306 Galveston, TX 77550 City of Homestead 100 Civic Court Homestead FL 33030 City of Irwindale 5050 North Irwindale Ave. Irwindale CA 91706 City of Las Vegas 495 S. Main St. 3rd Floor Las Vegas NV 89101 City of Redding 777 Cypress Ave Redding CA 96001 County of San Diego 5560 Overland Avenue, Ste 270 San Diego CA 92123 Des Moines Metropolitan Wastewater Reclamation 3000 Vandalia Road Des Moines 1A 50310 bab ty 1nwmncs CONTINUATJON OF 80-02 2362 condnued Form 8tl',t72 23T3 (Ed. 4-94) EndOrSBrwnt Page t Jefferson County Colorado 100 Jefferson County Parkway Golden CO 80419 Monte vista water District 10575 Central Avenue Montclair CA 91763 Park City Municipal Corporation 45 Marsac Avenue PO Box 1480 Park City UT Sandy City 10000 Centennial Parkway Sandy ITT 84070 The City of Pembroke Pines 601 City Center Way Pembroke Pines FL 33025 Turlock irrigation District 901 North Broadway Avenue Turlock CA 95380 City of Pasadena 100 North Garfield Pasadena, CA 91101 City of Bakersfield 1600 Truxtun Avenue Bakersfield, CA 93301 Lancaster County 555 S. 10th Street Lincoln, NE 68508 Kent, Washington Attn: Brian Rambonga 220 Fourth Avenue South Kent, WA 98032 All other terms and conditions remain unchanged. Au#viied Rapresentawa �--__ ' a Lia6frty insurance CONTINUATION OF 80-02-2382 fast pags Form 80-02-2375 (Ed. 4-94) Endorsement Page 2 C H U B B® Liability Insurance Endorsement Policy Period Effective Date Policy Number Insured Name of Company Date Issued This Endorsement applies to the following forms: GENERAL LiASLLITY Who Is An Insured MAY 17, 2020 TO MAY 17, 2021 MAY 17, 2020 3602-53-12 TPA CLWICPLUS, LLC GREAT NORTHERN INSURANCE COMPANY MAY 27, 2020 Under Who Is An Insured, the following provision is added. Additional insured - Persons or organizations shown in the Schedule are insureds; but they are insureds only if you are Scheduled Parson obligated pursuant to a contract or agreement to provide them with such insurance as is afforded. by Or Organization this policy. However, the person or organization is an insured only: • if and then only to the cxtent the person or organization is described m the Schedule; to the extent such contract or agreement requires the person or organization to be afforded status as an ftmuvd; • for activities that did not occur, in whole or in part, before the execution of the contract or agreement; and • with respect to damages, foss, cost or expense for injury or damage to which this insurance applies. Noperson or organization is an insured under this provision: that is more specifically identified under any other provision of the Who Is An Insured seetion (regardless of any limitation applicable thereto). with respect to any assumption of liability (of another person or Organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or moment. Liability Insurance Additional insured - Scheduled Person or Organizabw Form 80�U2-2367 (Rev. 5-vTj �'ndorsement continued Page 1 CHUBBT Liability Endorsement (continued) Conditions Under Conditions, the following provision is added to the condition titled Other Insttmce. Pri'"W' her Insurance -- if you are Obligated, pursuant to a contract or agreement, to Provide the person or organization Not conf►'butoryshownintheSchedulewithprimary insurance such as is afforded by this policy, then in such case surance —Scheduled this insurance is primary and we will not seek contribution from insurance available to such person Person Or Organization or organization. Schedule KENT. WASflWGTON ATTN:13RIAN RAMBONGA 220 FOURTH AVmTE SOUTH KENT. WA 98032 All other terms and conditions remain unchanged, Authorized Reprosente&e \\, " i Liability Insurance Additional lnsursd - Scheduled person Or Orjsnizadon Form 80-022367 (Rev_ 5-07) EnCelSB/ngnt fast Page P490 2 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY Willis Towers Watson Northeast, Inc. c/o 26 Century Blvd P.O. Box 305191 Nashville, TN 372305191 USA CivicPlus 302 S 4th Street, Suite 500 Manhattan, KS 66502 Division Branch: CivicService - Project Location:Kent, WA City of Kent, WA as Additional Insured Coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer’s liability. General Liability policy shall be Primary with any other insurance in force for or which may be purchased by Kent, Washington Attn: Brian Rambonga 220 Fourth Avenue South Kent, WA 98032 05/20/2020 1-877-945-7378 1-888-467-2378 certificates@willis.com Great Northern Insurance Company 20303 Federal Insurance Company Westchester Surplus Lines Insurance Compan 20281 10172 W16492669 A 2,000,000 2,000,000 10,000 1,000,000 2,000,000 2,000,000 3602-53-12 05/17/2020 05/17/2021 (21) 7174-92-49B 1,000,00005/17/2020 05/17/2021 1,000,000 1,000,000 C Tech E&O Cyber Liability Each Claim/AggregateF15611984 001 05/17/2020 04/30/2021 Each Claim/Aggregate 168605619626688SR ID:BATCH: $2,000,000 $1,000,000 Willis Towers Watson Certificate Center Page 1 of 2 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: CivicPlus 302 S 4th Street, Suite 500 Manhattan, KS 66502 Additional Insured. 2 2 Willis Towers Watson Northeast, Inc. See Page 1 See Page 1 See Page 1 See Page 1 25 Certificate of Liability Insurance W16492669CERT:1686056BATCH:19626688SR ID: City of Kent Purchase Order Order number must appear on all invoices, packages, etc. Order # Order Date: 158947 OP 6/4/2020 This document is hereby deemed a valid purchase order and authorizes the procurement of the materials and/or services indicated. Please let us know immediately if you are unable to ship the complete order. Ordered by:Lynnette R Smith Info Tech-Administration Ship to: City of Kent Information Technology 400 West Gowe Street Suite 122 Kent, WA 98032 Bill to: City of Kent Accounts Payable 220 4th Avenue South Kent, WA 98032 Phone: (253) 856-5230 Vendor: 2285068 CivicPlus, Inc 302 S 4th St Manhattan, KS 66502 Payment Terms: Net 30 Line Item #Description Quantity Unit Cost Ext. Cost Sales Tax Total Cost 1 Unlimited Users | Product Subscription 50,000.00 5,000.00 55,000.00 2 Marketplace App | Product Subscription 3,750.00 375.00 4,125.00 3 Connector for Cityworks AMS | (CR Only)-Prod Subscription 5,625.00 562.50 6,187.50 4 Connector for ArcGIS | Product Subscription 1,875.00 187.50 2,062.50 5 Term: 05/31/2020-07/31/2021 | SeeClickFix-Initial PO Approved by: Carrington, Michael Charles Mayor's Signature: ________________________________________ (Required for contracts over $20,000) Subtotal:61,250.00 Sales Tax:6,125.00 Total:67,375.00