Contract - Granicus LLC - 12/2/2021 DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
CITY OF ROUND ROCK AGREEMENT FOR
SOFTWARE SUBSCRIPTION SERVICES RELATED
TO LEGISLATIVE MANAGEMENT SOFTWARE
AND VIDEO STREAMING SERVICES
WITH
GRANICUS,LLC
THE STATE OF TEXAS §
CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS
THIS AGREEMENT for software subscription services for legislative management
software and related services, and for video streaming and related services (the "Agreement"), is
made by and between the CITY OF ROUND ROCK, TEXAS, a home-rule municipality with
offices located at 221 East Main Street, Round Rock, TX 78664-5299 (the "City") and
GRANICUS,LLC.,with offices located at 408 Saint Peter Street,Suite 600,Saint Paul,MN 55102
(the"Consultant").
RECITALS:
WHEREAS, Consultant is in the business of developing, licensing, and offering for sale
various streaming media solutions specializing in Internet broadcasting, and related support
services; and
WHEREAS, City has determined that there is a continued need for the delineated goods
and services; and
WHEREAS,City now desires to contract for such professional services with Consultant;
and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties, and obligations hereunder;
NOW,THEREFORE,WITNESSETH:
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is
mutually agreed between the parties as follows:
1.0 EFFECTIVE DATE,DURATION,AND TERM
This Agreement shall be effective on the date it has been signed by each party hereto, and
shall remain in full force and effect unless and until it expires by operation of the term stated
00483740/ss2 T 2o2I r 294
DocuSign Envelope ID:OB4914A4-2F1O-4736-9F57-83716DC8DOCD
herein,or until terminated or extended as provided herein.
The term of this Agreement shall be for thirty-six(36)months commencing December 22,
2021 through December 21, 2024.
2.0 SCOPE OF SERVICES
For purposes of this Agreement, Consultant has issued its "Proposal" for the goods and
services required, and such Proposal is designated Exhibit "A" and is attached hereto and
incorporated herein by reference for all purposes. This Agreement shall evidence the entire
understanding and agreement between the parties and shall supersede any prior proposals,
correspondence or discussions. Consultant shall satisfactorily provide all goods, services and
deliverables described under the referenced Proposal within the contract term specified herein.
Consultant's undertakings shall be limited to performing services for City and/or advising City
concerning those matters on which Consultant has been specifically engaged. Consultant shall
perform its services in accordance with this Agreement and in accordance with the referenced
Proposal. Consultant shall perform its services in a professional and workmanlike manner.
Consultant shall not undertake work that is beyond the Proposal set forth in Exhibit "A"
and herein. However,either party may make written requests for changes to the scope of provided
goods and services. To be effective, such change must be negotiated and agreed to in all relevant
details, and must be embodied in a valid Supplemental Agreement as described herein.
3.0 LIMITATION TO SCOPE OF SERVICES
Consultant and City agree that the services to be performed and the related goods to be
furnished are enumerated in Exhibit"A" and herein, and may not be changed without the express
written agreement of the parties as set forth in Section 5.0.Notwithstanding anything herein to the
contrary, the parties agree that City retains absolute discretion and authority for all funding
decisions, such to be based solely on criteria accepted by City which may be influenced by but not
be dependent on Consultant's work.
4.0 CONTRACT AMOUNT
In consideration for the professional consulting services to be performed by Consultant,
and for the related goods, City agrees to pay Consultant an amount not-to-exceed One Hundred
Ten Thousand Seventy-Eight and 17/100 Dollars($110,078.17)for the term of this Agreement.
Such payment shall be for goods and services and deliverables as delineated herein and in attached
exhibits. The delineated amount is inclusive of reimbursables and expenses such as travel, onsite
visit costs, shipping, and the like.
5.0 SUPPLEMENTAL AGREEMENT
The terms of this Agreement may be modified by written Supplemental Agreement
hereto, duly authorized by City Council or by the City Manager, if City determines that there has
2
DocuSign Envelope ID:OB4914A4-2F1O-4736-9F57-83716DC8DOCD
been a significant change in(1)the scope,complexity,or character of the services to beperformed;
or (2) the duration of the work. Any such Supplemental Agreement must be executed by both
parties within the period specified as the term of this Agreement.Consultant shall not perform any
work or incur any additional costs prior to the execution, by both parties,of such Supplemental
Agreement. Consultant shall make no claim for extra work done or materials furnished unless and
until there is full execution of any Supplemental Agreement, and City shall not be responsible for
actions by Consultant nor for any costs incurred by Consultant relating to additional work not
directly authorized by Supplemental Agreement.
6.0 INVOICE REQUIREMENTS; TERMS OF PAYMENT
Invoices: To receive payment, Consultant shall prepare and submit detailed progress
invoices to City, in accordance with the delineation contained herein, for services rendered. Such
invoices for professional services shall track the referenced Proposal, and shall detail the services
performed, along with documentation for each service performed. Payment to Consultant shall be
made on the basis of the invoices submitted by Consultant and approved by City. Such invoices
shall conform to the schedule of services and costs in connection therewith.
Should additional backup material be requested by City relative to service deliverables,
Consultant shall comply promptly. In this regard, should City determine it necessary, during the
term of this Agreement, Consultantshall make all records and books relating to this Agreement
available to City for inspection and auditing purposes.
Payment of Invoices: City reserves the right to correct any error that may be discovered
in any invoice that may have been paid to Consultant and to adjust same to meet the requirements
of this Agreement. Following approval of an invoice, City shall endeavor to pay Consultant
promptly,but no later than the time period required under the Texas Prompt Payment Act described
herein. Under no circumstances shall Consultant be entitled to receive interest on payments which
are late because of a good faith dispute between Consultant and City or because of amounts which
City has a right to withhold under this Agreement or state law. City shall be responsible, for any
sales, gross receipts or similar taxes applicable to the services, but not for taxes based upon
Consultant's net income.
7.0 NON-APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of City's current revenues only. It is understood and
agreed that City shall have the right to terminate this Agreement at the end of any City fiscal year
if the governing body of City does not appropriate funds sufficient to purchase the services as
determined by City's budget for the fiscal year in question. City may affect such termination by
giving Consultant a written notice of termination at the end of its then-current fiscal year.
8.0 PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be
made by City to Consultant will be made within thirty (30) days of the date City receives goods
under this Agreement, the date the performance of the services under this Agreement are
3
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
completed, or the date City receives a correct invoice for the goods or services, whichever is
later. Consultant may charge interest on an overdue payment at the "rate in effect" on September
1 of the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas
Government Code, Section 2251.025(b).This Prompt Payment Policy does not apply to payments
made by City in the event:
A. There is a bona fide dispute between City and Consultant, a contractor,
subcontractor, or supplier about the goods delivered or the service performed that
causes the payment to be late; or
B. There is a bona fide dispute between Consultant and a subcontractor or between a
subcontractor and its supplier about the goods delivered or the service performed
that causes the payment to be late; or
C. The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds; or
D. The invoice is not mailed to City in strict accordance with any instruction on the
purchase order relating to the payment.
9.0 TERMINATION;DEFAULT
Termination: It is agreed and understood that either party may terminate this Agreement
for convenience, upon ninety (90) days' written notice to the other party, with the understanding
that immediately upon receipt of said notice all work being performed under this Agreement shall
cease. Consultant shall invoice City for work satisfactorily completed and shallbe compensated in
accordance with the terms hereof for work accomplished prior to the receiptof said notice of
termination. Consultant shall not be entitled to any lost or anticipated profits forwork terminated
under this Agreement.
Termination of this Agreement shall extinguish all rights, duties, and obligations of City
and the terminated party to fulfill contractual obligations. Termination shall not relieve the
terminated party of any obligations or liabilities which occurred prior to termination.
Nothing contained in this section shall require City to pay for any work which it deems
unsatisfactory or which is not performed in compliance with the terms of this Agreement.
It is agreed and understood that either party may terminate this Agreement by written notice
to the other party if the other party materially breaches this Agreement and fails to cure such breach
within thirty (30) days after receipt of such notice, or such other time as agreed to in writing by
the parties.
Default: Either party may terminate this Agreement, in whole or in part,for default if the
party provides the other party with written notice of such default and the other fails to
satisfactorily cure such default within thirty (30) business days of receipt of such notice (or
agreater time if agreed upon between the parties).
4
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
If default results in termination of this Agreement,then City shall give consideration to the
actual costs incurred by Consultant in performing the work to the date of default. The cost ofthe
work that is useable to City, the cost to City of employing another firm to complete the useable
work, and other factors will affect the value to City of the work performed at the time of default.
Nothing contained in this section shall require Consultant to be responsible for the cost to City to
employ another firm to complete usable work. Neither party shall be entitled to any lost or
anticipated profits for work terminated for default hereunder.
The termination of this Agreement for default shall extinguish all rights, duties, and
obligations of the terminating party and the terminated party to fulfill contractual obligations.
Termination under this section shall not relieve the terminated party of any obligations orliabilities
which occurred prior to termination.
Nothing contained in this section shall require City to pay for any work which it deems
unsatisfactory, or which is not performed in compliance with the terms of this Agreement.
10.0 INDEPENDENT CONTRACTOR STATUS
Consultant is an independent contractor, and is not City's employee. Consultant's
employees or subcontractors are not City's employees. This Agreement does not create a
partnership,employer-employee,or joint venture relationship.No party has authority to enter into
contracts as agent for the other party. Consultant and City agree to the following rights consistent
with an independent contractor relationship:
(1) Consultant has the right to perform services for others during the term hereof.
(2) Consultant has the sole right to control and direct the means,manner and method
by which it performs its services required by this Agreement.
(3) Consultant has the right to hire assistants as subcontractors, or to use employees
to provide the services required by this Agreement.
(4) Consultant or its employees or subcontractors shall perform services required
hereunder, and City shall not hire, supervise, or pay assistants to help Consultant.
(5) Neither Consultant nor its employees or subcontractors shall receive training from
City in skills necessary to perform services required by this Agreement.
(6) City shall not require Consultant or its employees or subcontractors to devote full
time to performing the services required by this Agreement.
(7) Neither Consultant nor its employees or subcontractors are eligible to participate in
any employee pension, health, vacation pay, sick pay, or other fringe benefit plan
of City.
11.0 CITY'S RESPONSIBILITIES
Full information: City shall provide full information regarding project requirements.City
shall have the responsibility of providing Consultant with such documentation and information as
5
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
is reasonably required to enable Consultant to provide the services called for.City shall require
its employees and any third parties who are otherwise assisting, advising or representing City to
cooperate on a timely basis with Consultant in the provision of its services. Consultant may rely
upon written information provided by City and its employees and agents as accurate and complete.
Consultant may rely upon any written directives provided by City or its designated representative
concerning provision of services as accurate and complete.
Required materials: Consultant's performance requires receipt of all requested
information reasonably necessary to provision of services. Consultant agrees,within ten(10)days
of the effective date of this Agreement, to provide City with a comprehensive and detailed
information request list, if any.
License: Subject to the terms and conditions of this Agreement, Consultant hereby grants
to City a non-exclusive, non-transferable right and license to use the Consultant Products for its
internal purposes during the Term, subject to any additional rights and restrictions set forth in the
applicable Order or Statement of Work(SOW). This grant of rights is not a sale of the Consultant
Products. Consultant and its third-party providers reserve all rights not expressly granted to City
in this Agreement.
Data Sources: City may only upload data related to individuals that originates with or is
owned by City. Data purchased from third parties may not be used with the Consultant Products
without Consultant' prior written consent and list cleansing services provided by Consultant for
an additional fee. Consultant will not sell, use, or disclose any personal information provided by
City for any purpose other than performing services subject to this Agreement.
Passwords: Passwords are not transferable to any third party. City is responsible for
keeping all passwords secure and all use of the Consultant Products accessed through City's
passwords.
Third Party Contractors: City may permit its third-party contractors to access and use
the Consultant Products solely on behalf of, and for the benefit of, City, so long as: (i) contractor
agrees to comply fully with this Agreement as if it were City; (ii) City remains responsible for
each contractor's compliance with this Agreement and any breach thereof; and (iii) all use of the
Consultant Products and any metered or transactions includes licenses and use allocated to
contractors. All rights granted to any contractor terminate immediately upon conclusion of the
services rendered to City that gives rise to such right. Upon termination of such rights, contractor
must immediately cease all use of the Consultant Products, un-install and destroy all confidential
or proprietary Consultant information in its possession, and City must certify its compliance with
this section in writing upon Consultant's request.
Content: "Content"means text,data, graphics,personal information or any other material:
(i)displayed or published on City's website;(ii)provided by City to Consultant to perform services;
or(iii) uploaded into Consultant Products for use by City or end users of the Consultant Products.
City can only use Consultant Products to share Content that is created by or owned by City and/or
Content for affiliated organizations provided that use by City for affiliated organizations is in
support only, and not as a primary communication vehicle for other organizations that do not have
a separate license to a Consultant Product. Consultant is not responsible for any Content used,
6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
uploaded or migrated by City or any third party.
Advertising: Consultant Products will not be used to promote products or services
available for sale through City or any third party without Consultant' prior written consent. Upon
Consultant' request,City will provide a copy of any agreement between City and a third party that
compensates City for the right to have information included in Content distributed or made
available through Consultant Products for Consultant review prior to granting such approval.
Restrictions: City will not:
Use or permit any end user to use the Consultant Products to store or display adult content,
promote illegal or immoral activities, send or store infringing, obscene,threatening or unlawful or
tortious material or disrupt others use of the Consultant Products, network services or network
equipment, including unsolicited advertising or chain letters,propagation of computer worms and
viruses, or use of the Consultant Products to make unauthorized entry into any other device
accessible via the network or Consultant Products;
Use the Consultant Products as a door or signpost to another server;
Disassemble, decompile, reverse engineer or make derivative works of the Consultant
Products;
Rent, lease, lend, or host the Consultant Products to or for any third party, or disclose the
Consultant Products to any third party except as otherwise permitted in this Agreement or an Order
or SOW;
Use the Consultant Products in violation of any applicable law, rule, or regulation,
including violation of laws regarding the processing,use,or disclosure of personal information,or
violation of any United States export control or regulation, United States embargo, or denied
parties prohibitions; or
Modify,adapt,or use the Consultant Products to develop any software application intended
for resale which uses or competes with the Consultant Products in whole or in part.
City Feedback: Consultant may use any suggestion, enhancement request,
recommendation,correction or other feedback provided by City relating to the Consultant Products
or use thereof without need for permission or consent or the payment of fees or attribution to City.
12.0 CONFIDENTIALITY AND MATERIALS OWNERSHIP
It is expected that one party (Disclosing Party) may disclose to the other party (Receiving Party)
certain information which may be considered confidential and/or trade secret information ("Confidential
Information"). Confidential Information will include: (i) Consultant' Products; (ii) non-public information
if it is clearly and conspicuously marked as "confidential" or with a similar designation at the time of
disclosure; (iii) non-public information of the Disclosing Party if it is identified as confidential and/or
proprietary before, during,or promptly after presentation or communication; and(iv)any information that
should be reasonably understood to be confidential or proprietary to the Receiving Party, given the nature
of the information and the context in which disclosed.
7
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
Subject to applicable law, each Receiving Party will receive and hold any Confidential
Information in strict confidence and will: (a) protect and safeguard the Confidential Information
against unauthorized use, publication or disclosure; (b) not reveal, report, publish, disclose,
transfer, copy or otherwise use any Confidential Information except as specifically authorized by
the Disclosing Party; (c) not use any Confidential Information for any purpose other than in
performance of this Agreement; (d) restrict access to Confidential Information to those of its
advisors, officers, directors, employees, agents, consultants, contractors and lobbyists who have a
need to know,who have been advised of the confidential nature thereof,and who are under express
written obligations of confidentiality or under obligations of confidentiality imposed by law or rule;
and (e)exercise at least the same standard of care and security to protect the confidentiality of the
Confidential Information received by it as it protects its own confidential information, but no less
than a reasonable degree of care.
If a Receiving Party is requested or required in a judicial, administrative, or governmental
proceeding to disclose any Confidential Information,it will notify the Disclosing Party as promptly
as practicable so that the Disclosing Party may seek an appropriate protective order or waiver for
that instance, unless such notification is prohibited by law or judicial order.
Exceptions. Confidential Information will not include information which: (i) is or becomes
public knowledge through no fault of the Receiving Party; (ii) was in the Receiving Party's
possession before receipt from the Disclosing Party; (iii) is rightfully received by the Receiving
party from a third party without any duty of confidentiality;(iv)is disclosed by the Disclosing Party
without any duty of confidentiality on the third party; (v) is independently developed by the
Receiving Party without use or reference to the Disclosing Party's Confidential Information;or(vi)
is disclosed with the prior written approval of the Disclosing Party.
Storage and Sending. If Consultant Products will be used to store or send Confidential
Information, City will notify Consultant in writing, in advance of the storage or sending. If City
provides such notice, City will ensure that Confidential Information is stored behind a secure
firewall and that Consultant Products be used only to notify people of updates to the information,
but that accessing the Confidential Information is permitted only after authentication and access
through the secure firewall managed by City.
Return of Confidential Information. Each Receiving Party will return or destroy the
Confidential Information immediately upon written request by the Disclosing Party; provided,
however, that each Receiving Party may retain one copy of the Confidential Information in order
to comply with applicable laws and the terms of this Agreement,and may retain archival copies in
strict confidence in accordance with Receiving Party's standard document retention policies for the
duration of any retention requirements.
Disclosing Party may be irreparably damaged if the obligations under this Section 5 are not
enforced and as such may not have an adequate remedy in the event of a breach by Receiving Party
of its obligations hereunder. The parties agree,therefore,that Disclosing Party is entitled to seek,
in addition to other available remedies, an injunction restraining any actual, threatened or further
breaches of the Receiving Party's obligations under this Section 5 or any other appropriate equitable
order or decree.
8
DocuSign Envelope ID:OB4914A4-2F1O-4736-9F57-83716DC8DOCD
The parties recognize and understand that City is subject to the Texas Public Information
Act and its duties run in accordance therewith.
13.0 WARRANTIES
Consultant warrants that it has the rights necessary to grant to City the license granted in
this Agreement,and that it will perform its obligations in a professional and workmanlike manner
in accordance with industry standards.
City represents and warrants that all Content is owned or properly licensed by City for use
with the Consultant Products or services provided under this Agreement,and that the Content does
not infringe or misappropriate the intellectual property, privacy, moral or other rights of any third
party.
Disclaimers: EXCEPT AS EXPRESSLY STATED IN THIS THIS SECTION 14.0,THE
CONSULTANT PRODUCTS ARE PROVIDED "AS IS" AND CONSULTANT DISCLAIMS
ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NON-
INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. CONSULTANT DOES
NOT WARRANT THAT CONSULTANT PRODUCTS WILL MEET CITY'S
REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR
ERROR FREE.
14.0 LIMITATION OF LIABILITY
EXCLUSION OF CONSEQUENTIAL AND RELATED DAMAGES. EXCEPT FOR
LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW,
UNDER NO CIRCUMSTANCES WILL CONSULTANT BE LIABLE FOR ANY: (1) SPECIAL,
INDIRECT, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES; OR (11) LOSS
OR DAMAGE TO PROFITS, SALES, BUSINESS, GOODWILL OR ANTICIPATED
SAVINGS, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF
THE THEORY OF LIABILITY, EVEN IF A PARTY HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES.
LIMITATION OF LIABILITY. EXCEPT FOR CITY'S OBLIGATION TO PAY FEES DUE,
EACH PARTY'S TOTAL LIABILITY, IN TORT(INCLUDING NEGLIGENCE) CONTRACT
OR OTHERWISE RELATING TO THIS AGREEMENT AND ANY ORDER OR SOW
HERETO, WILL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE FEES PAID
BY CITY FOR THE CONSULTANT PRODUCTS DURING THE SIX (6) MONTHS
IMMEDIATELY PRECEDING THE DATE THE DAMAGED PARTY NOTIFIES THE
OTHER PARTY IN WRITING OF THE CLAIM. NEITHER PARTY MAY INSTITUTE AN
ACTION IN ANY FORM ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT MORE THAN TWO (2) YEARS AFTER THE CAUSE OF ACTION HAS
ARISEN.
9
DocuSign Envelope ID:OB4914A4-2F1O-4736-9F57-83716DC8DOCD
15.0 INDEMNIFICATION
Indemnification by Consultant. Consultant will defend, indemnify and hold City harmless
from and against all losses, liabilities, damages and expenses including reasonable attorney fees
(collectively, "Losses") arising from any claim or suit by an unaffiliated third party that the
Consultant Products as delivered to City and when used in accordance with this Agreement and the
applicable SOW or Order infringes a valid U.S. copyright or U.S. patent issued as of the date of
the applicable Order or SOW(a"Claim").
Consultant will have control of the defense and reserves the right to settle any Claim. City
must notify Consultant promptly of any Claim and provide reasonable cooperation to Consultant,
upon Consultant' request and at Consultant' cost, to defend such Claim. Consultant will not agree
to any settlement which requires acknowledgment of fault or an incurred liability on the part of an
indemnified party not otherwise covered by this indemnification without indemnified party's prior
consent. City may elect to participate in the defense of any claim with counsel of its choosing at
its own expense.
If the Consultant Products are subject to a claim of infringement or misappropriation, or if
Consultant reasonably believes the Consultant Products may be subject to such a Claim,Consultant
reserves the right, in its sole discretion, to: (i) replace the affected Consultant Products with non-
infringing functional equivalents; (ii) modify the affected Consultant Products to render it non-
infringing; or (iii) terminate this Agreement or the applicable Order or SOW with respect to the
affected Consultant Product and refund to City any prepaid fees for the then-remaining or unexpired
portion of the Order or SOW Term.
Consultant will have no obligation to indemnify, defend, or hold City harmless from
any Claim to the extent it is based upon: (i) a modification to the Consultant Product by City (or
by anyone under City's direction or control or using logins or passwords assigned to City); (ii) a
modification made by Consultant pursuant to City's required instructions or specifications or in
reliance on materials or information provided by City; (iii) combination with the Consultant
Products with non-Consultant software or data; or(iv) City's use (or use by anyone under City's
direction or control or using logins or passwords assigned to City)of any Consultant Products other
than in accordance with this Agreement.This section 8 sets forth City's sole and exclusive remedy,
and Consultant' entire liability, for any Claim that the Consultant Products or any other materials
provided by Consultant violate or infringe upon the rights of any third party.
16.0 ASSIGNMENT AND DELEGATION
The parties each hereby bind themselves,their successors,assigns and legal representatives
to each other with respect to the terms of this Agreement. Neither party may assign any rights or
delegate any duties under this Agreement without the other party's prior written approval, which
approval shall not be unreasonably withheld; provided, however,that either Party may assign this
Agreement without the other Party's consent in the event of any successor or assign that has
acquired all, or substantially all, of the assigning Party's business by means of merger, stock
purchase, asset purchase, or otherwise.
10
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
17.0 LOCAL,STATE AND FEDERAL TAXES
Consultant shall pay all income taxes, and FICA (Social Security and Medicare taxes)
incurred while performing services under this Agreement. City will not do the following:
(1) Withhold FICA from Consultant's payments or make FICA payments on its
behalf;
(2) Make state and/or federal unemployment compensation contributions on
Consultant's behalf; or
(3) Withhold state or federal income tax from any of Consultant's payments.
If requested, City shall provide Consultant with a certificate from the Texas State
Comptroller indicating that City is a non-profit corporation and not subject to State of Texas Sales
and Use Tax.
18.0 INSURANCE
Vendor shall meet all City of Round Rock Insurance Requirements attached as Exhibit
to this Agreement.
19.0 COMPLIANCE WITH LAWS,CHARTER AND ORDINANCES
A. Consultant, its consultants, agents, employees and subcontractors shall use best
efforts to comply with all applicable federal and state laws,the Charter and Ordinances of the City
of Round Rock, as amended, and with all applicable rules and regulations promulgated by local,
state and national boards, bureaus and agencies. Consultant shall further obtain all permits,
licenses, trademarks, or copyrights required in the performance of the services contracted for
herein, and same shall belong solely to City at the expiration of the term of this Agreement.
B. In accordance with Chapter 2271, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods and services unless the contract contains
written verification from the company that it: (1) does not boycott Israel; and(2)will not boycott
Israel during the term of a contract. The signatory executing this Agreement on behalf of
Consultant verifies Consultant does not boycott Israel and will not boycott Israel during the term
of this Agreement.
C. In accordance with 2274, Texas Government Code, a governmental entity may
not enter into a contract with a company with at least ten (10) full-time employees for a value of
at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has
provision in the contract verifying that it:(1)does not have a practice,policy,guidance,or directive
that discriminates against a firearm entity or firearm trade association;and(2)will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The signatory
executing this Agreement on behalf of Consultant verifies consultant does nothave a practice,
11
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
policy, guidance, or directive that discriminates against a firearm entity or firearm trade
association, and it will not discriminate during the term of this Agreement against afirearm entity
or firearm trade association.
D. In accordance with 2274, Texas Government Code, a governmental entity may
not enter into a contract with a company with at least ten (10) full-time employees for a value of
at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has
provision in the contract verifying that it: (1)does not boycott energy companies; and(2)will not
boycott energy companies during the term of this Agreement. The signatory executing this
Agreement on behalf of Consultant verifies consultant does not boycott energy companies, and it
will not boycott energy companies during the term of this Agreement.
20.0 FINANCIAL INTEREST PROHIBITED
Consultant covenants and represents that Consultant, its officers, employees, agents,
consultants and subcontractors will have no financial interest, direct or indirect, in the purchase
or sale of any product, materials or equipment that will be recommended or required hereunder.
21.0 DESIGNATION OF REPRESENTATIVES
The City hereby designates the following representative(s) authorized to act in its behalf
with regard to this Agreement:
City Clerk
City of Round Rock
221 East Main Street
Round Rock, Texas 78664
22.0 NOTICES
All notices and other communications in connection with this Agreement shall be in writing
and shall be considered given as follows:
(1) When delivered personally to recipient's address as stated herein; or
(2) Three (3)days after being deposited in the United States mail,with postage
prepaid to the recipient's address as stated in this Agreement.
Notice to Consultant:
Granicus, LLC.
408 Saint Peter Street
Saint Paul,MN 55102
12
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
Notice to City:
City Manager, City of Round Rock
221 East Main Street
Round Rock, TX 78664
AND TO:
Stephan L. Sheets, City Attorney
309 East Main Street
Round Rock, TX 78664
Nothing contained in this section shall be construed to restrict the transmission of routine
communications between representatives of City and Consultant.
23.0 APPLICABLE LAW; ENFORCEMENT AND VENUE
This Agreement shall be enforceable in Round Rock,Texas,and if legal action isnecessary
by either party with respect to the enforcement of any or all of the terms or conditions herein,
exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be
governed by and construed in accordance with the laws and court decisions of Texas.
24.0 EXCLUSIVE AGREEMENT
The terms and conditions of this Agreement, including exhibits, constitute the entire
agreement between the parties and supersede all previous communications, representations, and
agreements,either written or oral,with respect to the subject matter hereof. The parties expressly
agree that, in the event of any conflict between the terns of this Agreement and any other writing,
this Agreement shall prevail. No modifications of this Agreement will be binding on any of the
parties unless acknowledged in writing by the duly authorized governing body or representative
for each party.
25.0 DISPUTE RESOLUTION
City and Consultant hereby expressly agree that no claims or disputes between the parties
arising out of or relating to this Agreement or a breach thereof shall be decided by any arbitration
proceeding,including without limitation,any proceeding under the Federal Arbitration Act(9 USC
Section 1-14)or any applicable state arbitration statute.
26.0 FORCE MAJEURE
Notwithstanding any other provisions hereof to the contrary, no failure, delay or defaultin
performance of any obligation hereunder shall constitute an event of default or breach of this
Agreement, only to the extent that such failure to perform, delay or default arises out of causes
beyond control and without the fault or negligence of the party otherwise chargeable with failure,
delay or default; including but not limited to acts of God, acts of public enemy, civil war,
13
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
insurrection,riots, fires,floods,explosion,theft,earthquakes,natural disasters or other casualties,
strikes or other labor troubles,which in any way restrict the performance under this Agreement by
the parties.
Consultant shall not be deemed to be in default of its obligations to City if its failure to
perform or its substantial delay in performance is due to City's failure to timely provide requested
information, data, documentation, or other material necessary for Consultant to perform its
obligations hereunder.
27.0 SEVERABILITY
The invalidity, illegality,or unenforceability of any provision of this Agreement or the occurrence
of any event rendering any portion of provision of this Agreement void shall in no way affect the
validity or enforceability of any other portion or provision of this Agreement. Any void provision
shall be deemed severed from this Agreement, and the balance of this Agreement shall be
construed and enforced as if this Agreement did not contain the particular portion of provision held
to be void. The parties further agree to amend this Agreement to replace any stricken provision
with a valid provision that comes as close as possible to the intent of the stricken provision. The
provisions of this section shall not prevent this entire Agreement from being void should a
provision which is of the essence of this Agreement be determined void.
28.0 GRATUITIES AND BRIBES
City may, by written notice to Consultant, cancel this Agreement without incurring any
liability to Consultant if it is determined by City that gratuities or bribes in the form of
entertainment, gifts, or otherwise were offered or given by Consultant or its agents or
representatives to any City officer, employee or elected representative with respect to the
performance of this Agreement. In addition,Consultant may be subject to penalties stated in Title
8 of the Texas Penal Code.
29.0 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
reasonable time specified when demand is made,then and in that event the demanding party may
treat such failure as an anticipatory repudiation of this Agreement.
30.0 GENERAL AND MISCELLANEOUS
Section Numbers: The section numbers and headings contained herein are provided for
convenience only and shall have no substantive effect on construction of this Agreement.
Waiver:No delay or omission by either party in exercising any right or power shall impair
such right or power or be construed to be a waiver.A waiver by either party of any of thecovenants
to be performed by the other or any breach thereof shall not be construed to be a waiver of any
succeeding breach or of any other covenant.No waiver of discharge shall be validunless in writing
14
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
and signed by an authorized representative of the party against whom such waiver or discharge is
sought to be enforced.
Closed Captioning Services: City and Granicus may agree that closed captioning or transcription
services will be provided by a third party under this Agreement. In such case, City expressly
understands that the third party is an independent contractor and not an agent or employee of
Granicus. Granicus is not liable.for acts performed by such independent third party.
Multiple Originals: This Agreement may be executed in multiple counterparts, any one
of which shall be considered an original of this document; and all of which, when taken together,
shall constitute one and the same instrument. City agrees to provide Consultant with one fully
executed original.
IN WITNESS WHEREOF,City and Consultant have executed this Agreement on the dates
indicated.
CITY OF RO ND ROCK, TEXAS
By:
- MZ
Printed Name: Ka MORGAN
Title:
Date Signed: 2. 2
For City, Attest:
By-.
10aa0VA I
Meagan Spi s, City C erk
For City, p roved as to Fofm:
Steph# L. Sheets, City Attorney
GRANICUS,LLC.
cuSigned by:
By:
F;ss(,C& q"
Printed Name: Jessica Yang
Title:Senior Manager, Renewals
Date Signed: 12/2/2021
15
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD Khibit "A"
G GRAN ICUS
408 Saint Peter Street, Suite 600 THIS IS NOT AN INVOICE Order Form
Saint Paul, MN 55102 Prepared for
United States Round Rock, TX
Granicus Proposal for Round Rock, TX
ORDER DETAILS
Prepared By: Lexi Huhta
Phone:
Email: alexis.huhta@granicus.com
Order#: Q-155248
Prepared On: 09/15/2021
Expires On: 12/21/2021
ORDER TERMS
Currency: USD
Payment Terms: Net 30 (Payments for subscriptions are due at the beginning of the period of
performance.)
Current Subscription
End Date: 12/21/2021
Initial Order Term End
Date: 12/21/2024
Period of Performance: 12/22/2021 - 12/21/2022
Order#: Q-155248
Prepared:09/15/2021
Page 1 of 6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD Khibit "A"
G GRAN ICUS
Order Form
Round Rock,TX
PRICING SUMMARY
The pricing and terms within this Proposal are specific to the products and volumes contained within this
Proposal.
Solution Billing Quantity/Unit Annual Fee
Fre uenc
Government Transparency Managed
Services Hardware (GT) Quarterly 1 Each $3,531.00
Open Platform Suite Quarterly 1 Each $0.00
Government Transparency Suite Quarterly 1 Each $1 1,705.80
Legistar Quarterly 1 Each $19,003.20
SUBTOTAL: $U,240.00
Order#: Q-155248
Prepared:09/15/2021
Page 2 of 6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD Khibit "A"
G GRAN ICUS Order Form
Round Rock,TX
FUTURE YEAR PRICING
Period of Performance
..-.Solution(s)
12/22/2022 - 12/21/2023 12/22/2023 - 12/21/2024
Government Transparency Managed Services
$3,778.17 $4,042.64
Hardware (GT)
Open Platform Suite $0.00 $0.00
Government Transparency Suite $12,525.21 $13,401.97
Legistar $20,333.42 $21,756.76
SUBTOTAL: $36,636.80 $39,201.37
Order#: Q-155248
Prepared:09/15/2021
Page 3 of 6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD Khibit "A"
G GR A N I CU S Order Form
Round Rock,TX
PRODUCT DESCRIPTIONS
Solution Description
Government Transparency The managed equipment solution offers an encoding appliance that is
Managed Services Hardware fully managed and maintained by Granicus.
(GT)
Open Platform Suite Open Platform is access to MediaManager, upload of archives, ability to
post agendas/documents, and index of archives.These are able to be
published and accessible through a searchable viewpage.
Government Transparency Government Transparency are the live in-meeting functions.Streaming of
Suite an event, pushing of documents, and indexing of events.
Legistar Legistar is a Software-as-a-Service (SaaS) solution that enables government
organizations to automate the entire legislative process of the clerk's
office. Clerks can leverage Legistar to easily manage the entire legislative
process from drafting files, through assignment to various departments, to
final approval. Legistar includes:
• Unlimited user accounts
• Unlimited meeting bodies and meeting types
• Unlimited data storage and retention
• Up to one (1) Legistar database
• Up to one (1) InSite web portal
Order#: Q-155248
Prepared:09/15/2021
Page 4 of 6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD Khibit "A"
G GRAN ICUS
Order Form
Round Rock,TX
TERMS & CONDITIONS
• This quote is exclusive of applicable state, local,and federal taxes,which,if any,will be included in the invoice.It
is the responsibility of Round Rock,TX to provide applicable exemption certificate(s).
• Granicus certifies that it will not sell,retain,use,or disclose any personal information provided by Client for any
purpose other than the specific purpose of performing the services outlined within this Agreement.
• Any lapse in payment may result in suspension of service and will require the payment of a setup fee to reinstate
the subscription.
• Notwithstanding anything to the contrary,Granicus reserves the right to adjust pricing at any renewal in which
the volume has changed from the prior term without regard to the prior term's per-unit pricing.
Order#: Q-155248
Prepared:09/15/2021
Page 5 of 6
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD C "�xhibit B"
ROUND ROCK TEXAS
City of Round Rock
Insurance Requirements
1. INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the
duration of the agreement or purchase order resulting from a response to the
Solicitation/Specification, insurance against claims for injuries to persons or damages to property
which may arise from or in connection with the performance of the work as a result of the
solicitation by the successful respondent, its agents, representatives, volunteers, employees or
subcontractors.
1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by
the
City before work commences.
1.2. The following standard insurance policies shall be required:
1.2.1. General Liability Policy
1.2.2. Automobile Liability Policy
1.2.3. Worker's Compensation Policy
1.3. The following general requirements are applicable to all policies:
1.3.1. Only insurance companies licensed and admitted to do business in the State of
Texas shall be accepted.
1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only
on a per occurrence basis for property damage only.
1.3.3. Claims made policies shall not be accepted, except for Professional Liability
Insurance.
1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City.
1.3.5. Policies shall include, but not be limited to, the following minimum limits:
1.3.5.1. Minimum Bodily Injury Limits of$300,000.00 per
occurrence.
1.3.5.2. Property Damage Insurance with minimum limits of$50,000.00 for
each occurrence.
1.3.5.3. Automobile Liability Insurance for all non-owned, and hired
vehicles with minimum limits for Bodily Injury of$100,000.00 each
person, and
$300,000.00 for each occurrence, and Property Damage Minimum limits of
$50,000.00 for each occurrence.
1.3.5.4. Statutory Worker's Compensation Insurance and minimum$100,000.00
Employers Liability Insurance.
1.3.6. Coverage shall be maintained for two years minimum after the termination of the
Agreement.
1.4. The City shall be entitled, upon request, and without expense to receive copies of
insurance policies and all endorsements thereto and may make reasonable request for
deletion, revision, or modification of particular policy terms, conditions, limitations, or
exclusions (except where policy provisions are established by law or regulation binding
either of the parties hereto or the underwriter of any of such policies). Upon such request
Page 1 of 4 DATED:JULY 2011
DocuSign Envelope ID:0B4914A4-2F10-4736-9F57-83716DC8DOCD
Cxhibit "B"
ROUND ROCK TEXAS
by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in
policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the
requirements of the solicitation specification and the insurance endorsements stated
below.
1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and
certificate(s)of insurance will contain and state, in writing, on the certificate or its
attachment, the following provisions:
1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's
insurance as primary.
1.5.2. Include the City and its officers, employees, and elected officials as
additionalinsured's,
(as the interest of each insured may appear) as to all applicable coverage.
1.5.3. Reserved.
1.5.4. Remove all language on the certificate of insurance indicating:
1.5.4.1. That the insurance company or agent/broker shall endeavor to notify the
City; and,
1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon
the company, its agents, or representatives.
1.5.5. Provide for notice to the City at the addresses listed below by registered mail:
1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and
elected officials for injuries, including death, property damage, or any other loss to
the extent same may be covered by the proceeds of insurance.
1.5.7. Vendor shall notify the City in the event of any change in coverage and shall give
such notices not less than thirty days prior notice to the change, which notice shall
be accomplished by a replacement Certificate of Insurance.
1.5.8. All notices shall be mailed to the City at the following addresses:
Assistant City Manager City Attorney
City of Round Rock City of Round Rock
221 East Main 309 East Main
Round Rock,TX 78664-5299 Round Rock,TX 78664
2. WORKERS COMPENSATION INSURANCE
2.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage
for all persons providing services on building or construction projects for a governmental
entity.
2.1.1. Certificate of coverage ("certificate") -A copy of a certificate of insurance, a
certificate of authority to self-insure issued by the Texas Workers' Compensation
Commission, or a coverage agreement(TWCC-81, TWCC-82, TWCC-83, or
Page 2 of 4 DATED:JULY 2011
DocuSign Envelope ID:OB4914A4-2F10-4736-9F57-83716DC8DOCD
exhibit "B"
ROUND ROCK TEXAS
TWCC-84), showing statutory workers' compensation insurance coverage for the
person's or entity's employees providing services on a project, for the duration of
the project.
2.1.2. Duration of the project- includes the time from the beginning of the work on the
project until the CONTRACTOR'S/person's work on the project has been
completed and accepted by the OWNER.
2.2. Persons providing services on the project("subcontractor") in Section 406.096—includes all
persons or entities performing all or part of the services the CONTRACTOR has undertaken to
perform on the project, regardless of whether that person contracted directly with the
CONTRACTOR and regardless of whether that person has employees. This includes, without
limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner-
operators, employees of any such entity, or employees of any entity, which furnishes persons
to provide services on the project. "Services" include, without limitation, providing, hauling, or
delivering equipment or materials, or providing labor, transportation, or other service related to
a project. "Services" does not include activities unrelated to the project, such as
food/beverage vendors, office supply deliveries, and delivery of portable toilets.
2.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification codes
and payroll amounts and filing of any coverage agreements, that meets the statutory
requirements of Texas Labor Code, Section 401.011(44)for all employees of the
CONTRACTOR providing services on the project, for the duration of the project.
2.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being
awarded the agreement.
2.5. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends
during the duration of the project, the CONTRACTOR shall, prior to the end of the coverage
period, file a new certificate of coverage with the OWNER showing that coverage has been
extended.
2.6. The CONTRACTOR shall obtain from each person providing services on a project, and provide
to the OWNER:
2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the
OWNER will have on file certificates of coverage showing coverage for all persons
providing services on the project; and
2.6.2. no later than seven (7) calendar days after receipt by the CONTRACTOR, a new
certificate of coverage showing extension of coverage, if the coverage period shown on
the current certificate of coverage ends during the duration of the project.
2.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of the
project and for one (1) year thereafter.
2.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery,
within ten (10) calendar days after the CONTRACTOR knew or should have known, or any
change that materially affects the provision of coverage of any person providing services on the
project.
2.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons providing
services on the project that they are required to be covered, and stating how a person may
verify coverage and report lack of coverage.
2.10. The CONTRACTOR shall contractually require each person with whom it contracts to provide
services on a project, to:
2.10.1. provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, that meets the statutory requirements
Page 3 of 4 DATED:JULY 2011
DocuSign Envelope ID:0B4914A4-2F10-4736-9F57-83716DC8DOCD
Cxhibit "B"
ROUND ROCK TEXAS
of Texas Labor Code, Section 401.011(44)for all its employees providing services on
the project, for the duration of the project;
2.10.2. provide to the CONTRACTOR, prior to that person beginning work on the project, a
certificate of coverage showing that coverage is being provided for all employees of the
person providing services on a project, for the duration of the project;
2.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of
coverage showing extension of coverage, if the coverage period shown on the current
certificate of coverage ends during the duration of the project;
2.10.3.1. obtain from each other person with whom it contracts, and provide to the
CONTRACTOR:
2.10.3.1.1. a certificate of coverage, prior to the other person beginning work
on the project; and
2.10.3.1.2. a new certificate of coverage showing extension of coverage,
prior to the end of the coverage period, if the coverage period
shown on the current certificate of coverage ends during the
duration of the project
2.10.3.2. retain all required certificates of coverage on file for the duration of the
project and for one (1) year thereafter;
2.10.3.3. notify the OWNER in writing by certified mail or personal delivery, within ten
(10)calendar days after the person knew or should have known, of any
change that materially affects the provision of coverage of any person
providing services on the project; and
2.10.3.4. contractually require each person with whom it contracts, to perform as
required by paragraphs (2.1 thru 2.7), with the certificates of coverage to be
provided to the person for whom they are providing services.
2.10.3.5. By signing the solicitation associated with the specification, or providing, or
causing to be provided a certificate of coverage, the Contractor is
representing to the Owner that all employees of the Contractor who will
provide services on the project will be covered by workers' compensation
coverage for the duration of the project, that the coverage will be based on
proper reporting of classification codes and payroll amounts, and that all
coverage agreements will be filed with the appropriate insurance carrier or, in
the case of a self-insured, with the Commission's Division of Self-Insurance
Regulation. Providing false or misleading information may subject the
Contractor to administrative penalties, criminal penalties, civil penalties, or
other civil actions.
2.10.3.6. The Contractor's failure to comply with any of these provisions is a breach of
contract by the Contractor that entitles the Owner to declare the agreement
void if the Contractor does not remedy the breach within thirty (30) calendar
days after receipt of notice of breach from the owner
Page 4 of 4 DATED:JULY 2011
DocuSign Envelope ID:38F333CB-D28B-46E1-8165-OD9F78E4CO59
CERTIFICATE OF INTERESTED PARTIES FORM 1295
1of1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2021-820408
Granicus LLC
St. Paul, MN United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 11/04/2021
being filed.
Round Rock Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
Q-155248
Software as a service(SaaS)
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party. ❑
6 UNSWORN DECLARATION
My name is Maxwell BUCCelli and my date of birth is
My address is 408 Saint Peter St Suite 600 St. Paul MN 55102 USA
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in Hennepin County, State of Minnesota on the 4 day of November20 21
(month) (year)
CDocuSigned by:
I�Lu Wt l �'juCLcI
3868FA370A1842C_.
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 of 1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2021-820408
Granicus LLC
St. Paul, MN United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 11/04/2021
being filed.
Round Rock Date Acknowledged:
11/04/2021
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
Q-155248
Software as a service(SaaS)
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party. ❑
X
6 UNSWORN DECLARATION
My name is and my date of birth is
My address is
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of on the day of ,20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc