CM-2019-0404 - 12/23/201910, TechSmith`
Support
So long as Customer complies with the terms and conditions of this Site License Addendum and the
terms and conditions of the EULA as hereby amended, during the Term, TechSmith shall provide
Customer with Support.
Site License Fee
The Customer agrees to pay the quoted amount agreed to between Customer and TechSmith and/or its
partners ("Site License Fee"). The Site License Fee shall be due and payable in full to TechSmith or its
authorized TechSmith partner on the Effective Date. Customer may order Site Licenses directly from
TechSmith or an authorized TechSmith partner.
Site License Renewal, Termination, Survival
At the end of the Term, the Customer has the option to renew the Site License Addendum at the
Customer's discretion and upon terms and conditions to be mutually agreed upon by both Customer and
TechSmith. If the Customer does not renew the Site License Addendum, the Site License Addendum
shall immediately terminate and all rights granted under this Site License Addendum shall cease. You, as
the Customer, however, may continue to use the Software, in a manner: (a) that results in use of the
Software that is equivalent to 30% or less of Customer's Employee Count as of the Effective Date; and
(b) consistent with the terms and conditions of the standard EULA associated with the Software in its
then current version at the time of termination, without further updates, upgrades or Support unless
Customer separately enters into a Maintenance and Support Agreement with TechSmith at that time. By
way of clarity, upon termination, Customer shall uninstall or disable access to the Software that results in
Customer's use of the Software in excess of 30% of the Customer's Employee Count as of the Effective
Date. Any provision of this Site License Addendum that must survive termination to fulfill its essential
purpose, shall survive the termination of this Site License Addendum (i.e. any obligation of the Customer
to pay TechSmith or its authorized Partner license fees due before termination, etc.).
Transfer
The Software is licensed, not sold, to the Customer only. The Customer may not transfer any copy of the
Software to any person unless the Customer transfers all copies, including the original, and advises
TechSmith of the name and address of that person, who must sign a license transfer form and agree to
the terms of the current license.
Changes to a Site or Enterprise Due to Acquisitions, Divestures, Mergers, and Organic Growth.
If the number of qualified desktops, seats, or Employee Counts changes by more than 10% as a result of:
(i) an acquisition of an entity or an operating division, (ii) a divesture of an affiliate or an operating division;
(iii) a merger, or (iv) organic growth, TechSmith will work with you in good faith to determine how to
accommodate the changed circumstances in the context of this Site License Addendum. If you acquire or
merge with an organization with an existing "Site License" for the Software, TechSmith will work with the
surviving organization in good faith to accommodate its changed circumstances in the context of this Site
License Addendum.
Remaining Terms of EULA and Conflicting Terms
Except as expressly amended and supplemented hereby, the EULA shall remain in full force and effect.
In the event of any inconsistency between the provisions of this Site License Addendum and the
provisions of the EULA, the terms of this Site License Addendum shall prevail.
TECHSMITH CORPORATION
Signature: /� -Title: CDate: 3^
r
CUSTOMER
Signature: 0oG Title:lTt. 04 Date:12L3
3rooKs Bev iiite_114:
We empower people to create remarkable videos and images that help share knowledge dntl information
101,No- c.hkc Jnsa
,emus 'h hiynn 4386=-. 3L0 Un, ed _ties
Support
So long as Customer complies with the terms and conditions of this Site License Addendum and the
terms and conditions of the EULA as hereby amended, during the Term, TechSmith shall provide
Customer with Support.
Site License Fee
The Customer agrees to pay the quoted amount agreed to between Customer and TechSmith and/or its
partners ("Site License Fee"). The Site License Fee shall be due and payable in full to TechSmith or its
authorized TechSmith partner on the Effective Date. Customer may order Site Licenses directly from
TechSmith or an authorized TechSmith partner.
Site License Renewal, Termination, Survival
At the end of the Term, the Customer has the option to renew the Site License Addendum at the
Customer's discretion and upon terms and conditions to be mutually agreed upon by both Customer and
TechSmith. If the Customer does not renew the Site License Addendum, the Site License Addendum
shall immediately terminate and all rights granted under this Site License Addendum shall cease. You, as
the Customer, however, may continue to use the Software, in a manner: (a) that results in use of the
Software that is equivalent to 30% or less of Customer's Employee Count as of the Effective Date; and
(b) consistent with the terms and conditions of the standard EULA associated with the Software in its
then current version at the time of termination, without further updates, upgrades or Support unless
Customer separately enters into a Maintenance and Support Agreement with TechSmith at that time. By
way of clarity, upon termination, Customer shall uninstall or disable access to the Software that results in
Customer's use of the Software in excess of 30% of the Customer's Employee Count as of the Effective
Date. Any provision of this Site License Addendum that must survive termination to fulfill its essential
purpose, shall survive the termination of this Site License Addendum (i.e. any obligation of the Customer
to pay TechSmith or its authorized Partner license fees due before termination, etc.).
Transfer
The Software is licensed, not sold, to the Customer only. The Customer may not transfer any copy of the
Software to any person unless the Customer transfers all copies, including the original, and advises
TechSmith of the name and address of that person, who must sign a license transfer form and agree to
the terms of the current license.
Changes to a Site or Enterprise Due to Acquisitions, Divestures, Mergers, and Organic Growth.
If the number of qualified desktops, seats, or Employee Counts changes by more than 10% as a result of:
(i) an acquisition of an entity or an operating division, (ii) a divesture of an affiliate or an operating division;
(iii) a merger, or (iv) organic growth, TechSmith will work with you in good faith to determine how to
accommodate the changed circumstances in the context of this Site License Addendum. If you acquire or
merge with an organization with an existing "Site License" for the Software, TechSmith will work with the
surviving organization in good faith to accommodate its changed circumstances in the context of this Site
License Addendum.
Remaining Terms of EULA and Conflicting Terms
Except as expressly amended and supplemented hereby, the EULA shall remain in full force and effect.
In the event of any inconsistency between the provisions of this Site License Addendum and the
provisions of the EULA, the terms of this Site License Addendum shall prevail.
TECHSMITH CORPORATION
Signature: Title: Date:
CUSTOMER
Signature: /r G Title Date:'2 �3
79rooVs $entre- 4:
We empower people to create remarkable videos and images that help share knowledge dill information
2405 Wooalake Drive
01kemos, Mie higan 4886--5910 United States
&M- 2 vl �-004
-1 517 3812300
-, 800 51/ 3.001
TECHSMITH SNAGIT® SITE LICENSE AGREEMENT ADDENDUM (the "Site License Addendum")
Customer: City of Round Rock
Customer Address: 221 East Main Street, Round Rock, TX 78664
Global Site ❑ Location Specific Site
Employee Count at Time of Purchase: 1,000
Software: Snagit
This Site License Addendum is entered into by and between Customer (as further defined below) and
TechSmith Corporation, a Michigan corporation ("TechSmith") to amend TechSmith's standard End User
License Agreement for Snagit® for Windows and Mac, which is incorporated herein by reference (the
"EULA") as set forth below:
Definitions:
"Customer" means jointly severally and collectively, the parent company with the address listed above
and with associated with the following site type:
• Global Site: Inclusive of all locations and subsidiaries, with greater than 50% ownership, by the
Customer
• Location Specific Site: Inclusive of the location listed above. If additional locations will be part of
this agreement, please provide the company/subsidiary name and addresses for all locations on
Attachment 1.
"Site" means the normal place of business of the Customer and shall include any one or more computer
work stations, servers, or cloud service portals located within, controlled, leased, licensed, subscribed or
governed by Customer.
"Effective Date" means the date that TechSmith delivers the software key to Customer for the purpose of
installing the Software at the Customer Site identified herein.
"Employee Count" means the total number of full time and part time employees the Customer has at the
time of purchase at the specific sites and subsidiaries related to this agreement.
"Software" means the TechSmith's Snagit software application and all software patches, bug fixes,
updates, upgrades, and new versions, releases made available during the Term at no additional
charge.
"Support" means priority phone and online support, configuration and deployment tool assistance, and
access to an assigned Customer Success Manager, and Customer Solutions Engineer at no additional
charge.
"Term" means a 3 -year period commencing on the Effective Date.
License
So long as Customer complies with the terms and conditions of this Site License Addendum and the
terms and conditions of the EULA as hereby amended, TechSmith hereby grants Customer, a non-
exclusive, non -transferable (except to the extent permitted in the Transfer section below) right and license
to install an unlimited number copies/licenses of the Software for Customers' internal business purposes
only, at the Site during the Term. Additionally, the Customer may provide access to Contractual and
Temporary Employees up to 5% of the Employee Count or 100 activations, whichever occurs first.
We empower people to create remarkable videos and images that help share knowledge dnd information
105 wooulake Jive 1' '812 ;00
04erros, `-0i•_higan 488E -1-53L0 Un =J States . 8 5001
A quote for your consideration.
Based on your business needs, we put the following quote together to help with your
purchase decision. Below is a detailed summary of the quote we've created to help you with
your purchase decision.
To proceed with this quote, you may respond to this email, order online through your
Premier page, or, if you do not have Premier, use this Quote to Order.
Quote No.
1000413272781.1
Total
$13,013.64
Customer #
637224
Quoted On
Nov. 06, 2019
Expires by
Dec. 06, 2019
Message from your Sales Rep
Sales Rep David Felix
Phone (800) 456-3355, 5131594
Email David_Felix@Dell.com
Billing To ACCOUNTS PAYABLE
CITY OF ROUND ROCK
221 E MAIN ST
ROUND ROCK, TX 78664-5271
Please contact your Dell sales representative if you have any questions or when you're ready to place an order.
Thank you for shopping with Dell!
Regards,
David Felix
Additional Comments
DIR Contract DIR-TSO-3763
Shipping Group
Shipping To
NADO ABI-KHATTAR
CITY OF ROUND ROCK
CITY OF ROUND ROCK
POLICE STATION
ROUND ROCK, TX 78665-2412
(512) 671-2795
Product
Shipping Method
Standard Delivery
CITY OF ROUND ROCK TX TECHSMITH
SNAGIT-20 NEW SITE LIC GOVINP
Unit Price Qty Subtotal
$4,337.88 3 $13,013.64
Subtotal: $13,013.64
Shipping: $0.00
Estimated Tax: $0.00
Total: $13,013.64
Page 2
Shipping Group Details
Shipping To
NADO ABI-KHATTAR
CITY OF ROUND ROCK
CITY OF ROUND ROCK
POLICE STATION
ROUND ROCK, TX 78665-2412
(512)671-2795
Shipping Method
Standard Delivery
CITY OF ROUND ROCK TX TECHSMITH SNAGIT-20 NEW SITE LIC
GOV/NP
Contract # 70137
Customer Agreement # Dell Std Terms
Description SKU
CITY OF ROUND ROCK TX TECHSMITH SNAGIT-20 NEW AA883940
SITE LIC GOV NP
Page 3
Qty Subtotal
$4,337.88 3 $13,013.64
Unit Price Qty
Subtotal
3
_
Subtotal:
$13,013.64
Shipping:
$0.00
Estimated Tax:
$0.00
Total: $13,013.64
Important Notes
Terms of Sale
This Quote will, if Customer issues a purchase order for the quoted items that is accepted by Supplier, constitute a contract between the entity
issuing this Quote ("Supplier") and the entity to whom this Quote was issued ("Customer"). Unless otherwise stated herein, pricing is valid for
thirty days from the date of this Quote. All product, pricing and other information is based on the latest information available and is subject to
change. Supplier reserves the right to cancel this Quote and Customer purchase orders arising from pricing errors. Taxes and/or freight
charges listed on this Quote are only estimates. The final amounts shall be stated on the relevant invoice. Additional freight charges will be
applied if Customer requests expedited shipping. Please indicate any tax exemption status on your purchase order and send your tax
exemption certificate to Tax_Department@dell.com or ARSalesTax@emc.com, as applicable.
Governing Terms: This Quote is subject to: (a) a separate written agreement between Customer or Customer's affiliate and Supplier or a
Supplier's affiliate to the extent that it expressly applies to the products and/or services in this Quote or, to the extent there is no such
agreement, to the applicable set of Dell's Terms of Sale (available at http://www.delf.com/terms or www.dell.com/oemterms); and (b) the terms
referenced herein (collectively, the "Governing Terms"). Different Governing Terms may apply to different products and services on this Quote.
The Governing Terms apply to the exclusion of all terms and conditions incorporated in or referred to in any documentation submitted by
Customer to Supplier.
Supplier Software Licenses and Services Descriptions: Customer's use of any Supplier software is subject to the license terms
accompanying the software, or in the absence of accompanying terms, the applicable terms posted on www. Dell.com/eula. Descriptions and
terms for Supplier -branded standard services are stated at wrvw.dell.com/servicecontracts/global or for certain infrastructure products at
www.dellemc. com/en-us/Cu s tomer-services/prod uct-wa rranty-a nd-service-descriptions. htm
Offer -Specific, Third Party and Program Specific Terms: Customer's use of third -party software is subject to the license terms that
accompany the software. Certain Supplier -branded and third -party products and services listed on this Quote are subject to additional, specific
terms stated on www.dell.com/offeringspecifiicterms.
In case of Resale only: Should Customer procure any products or services for resale, whether on standalone basis or as part of a solution,
Customer shall include the applicable software license terms, services terms. and/or offer -specific terms in a written agreement with the end-
user and provide written evidence of doing so upon receipt of request from Supplier.
In case of Financing only: If Customer intends to enter into a financing arrangement ("Financing Agreement") for the products and/or services
on this Quote with Dell Financial Services LLC or other funding source pre -approved by Supplier ("FS"), Customer may issue its purchase order
to Supplier or to FS. If issued to FS, Supplier will fulfill and invoice FS upon confirmation that: (a) FS intends to enter into a Financing
Agreement with Customer for this order; and (b) FS agrees to procure these items from Supplier. Notwithstanding the Financing Agreement,
Customer's use (and Customer's resale of and the end -user's use) of these items in the order is subject to the applicable governing agreement
between Customer and Supplier, except that title shall transfer from Supplier to FS instead of to Customer. If FS notifies Supplier after
shipment that Customer is no longer pursuing a Financing Agreement for these items, or if Customer fails to enter into such Financing
Agreement within 120 days after shipment by Supplier, Customer shall promptly pay the Supplier invoice amounts directly to Supplier.
Customer represents that this transaction does not involve: (a) use of U.S. Government funds; (b) use by or resale to the U.S. Government: or
(c) maintenance and support of the products) listed in this document within classified spaces. Customer further represents that this transaction
does not require Supplier's compliance with any statute, regulation or information technology standard applicable to a U.S. Government
procurement.
For certain products shipped to end users in California, a State Environmental Fee will be applied to Customer's invoice. Supplier encourages
customers to dispose of electronic equipment properly.
Electronically linked terms and descriptions are available in hard copy upon request.
^Dell Business Credit (DBC):
OFFER VARIES BY CREDITWORTHINESS AS DETERMINED BY LENDER. Offered by WebBank to Small and Medium Business Customers
with approved credit. Taxes, shipping and other charges are extra and vary. Minimum monthly payments are the greater of $15 or 3% of
account balance. Dell Business Credit is not offered to government or public entities, or business entities located and organized outside of the
United States.
P`yr'e 4
City of Round Rock
ROUND ROCK
f SAS Agenda Item Summary
Agenda Number:
Title: Consider authorizing an Agreement for Techsmith Snagit, Site License
Agreement Addendum. DIR Contract DIR-TSO-3763.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 12/20/2019
Dept Director: Heath Douglas, Chief Information Officer
Cost: $13,013.64
Indexes: General Fund
Attachments: TECHSMITH SITE LICENSE ADDENDUM SNAGIT - City of Round Rock,
Texas, US_QUOTE_1000413272781.1
Department: Information Technology
Text of Legislative File CM -2019-0404
Agreement to purchase a three (3) year agreement with Techsmith Corporation for Snagit.
Snagit is a screen capturing software that will allows you to create visual instructions through
screenshots or video recordings of your screen. Will enhance City's ability to make visual
how-to instructions across the board.
Cost. $13,013.64
Source of Funds: General Fund
City of Round Rock Page 1 Printed on 12/20/2019