CM-14-01-283City of Round Rock
Agenda Item Summary
Agenda Number:
Title: Consider authorizing an Agency Agreement between the City and
LeadsOnline, LLC for use of the LeadsOnline web site to assist in criminal
investigations.
Type: City Manager Item
Governing Body: City Manager Approval
Agenda Date: 1/10/2014
Dept Director: Chief Tim Ryle
Cost: $5,890.00
Indexes: General Fund
Attachments: CMAF, LeadsOnline Agreement, LeadsOnline Agreement
Department: Police Department
Text of Legislative File CM -14-01-283
The Police department has for years used the LeadsOnline program, an online investigation
system that provides rapid electronic access to second-hand sales data from businesses
across the country.
LeadsOnline provides transaction information from businesses such as eBay listings,
secondhand dealers, pawnshops, gold buyers, internet drop-off stores, pharmacies, and
scrap metal dealers.
Over the past several years, the Department has solved cases ranging from theft to
embezzlement using this system. This agreement simply updates the terms of that use.
Staff recommends authorizing this agreement.
City of Round Rock Page 1 Printed on 1/92014
CONTRACT APPROVAL FORM FOR CITY MANAGER ACTION
Required for Submission of Specific City Manager Items
Department Name: Police Department
Project Mgr/Resource: Rick White
ElII
City Manager Approval
CMA Wording
Project Name: Agency Agreement
ContractorNendor: LeadsOnline, LLC
Consider authorizing an Agency Agreement between the City and LeadsOnline, LLC for use of the LeadsOnline web site to assist
in criminal investigations.
Approval
LiEmployeeEE Bowden a December 31, 2013
Notes/Comments
Leads �� nline
Catching crooks and cooks since 2000
6900 Dallas Parkway, Suite 825, Plano, TX 75024 leadsoniine.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
AGENCY AGREEMENT
This LeadsOnline, LLC AGENCY AGREEMENT ("Agreement"), dated, Nov 1, 2013, is made between
The City of Round Rock, TX Police Department ("City") and LeadsOnline LLC ("Leads").
SCOPE OF AGREEMENT
Leads operates and maintains at its web site a confidential investigations system accessible
electronically exclusively by Law Enforcement Agencies for the sole purpose of identifying
merchandise and/or persons suspected to have been involved in crimes.
City desires to utilize the electronic system to support its investigations.
Subject to the terms of this Agreement and in consideration of the mutual covenants stated below,
the parties agree as follows:
DEFINITIONS
1.1 "Authorized Officials" means duly authorized law enforcement personnel of City.
1.2 "Data" includes but is not limited to the ticket number, item number, make, model, property
description and serial number of merchandise sold to a Dealer or used as loan collateral by
a Secondhand Dealer, and other non-public personal information pertaining to any
customer(s) involved in the aforementioned transactions (including for example, customers'
names, addresses, identification numbers and any images) collected by Dealer during
course of a transaction.
1.3 "Law Enforcement Agency" means any municipal, county, state or federal government
staffed and operated agency whose primary purpose is criminal investigation and/or law
enforcement.
1.4 "Secondhand Dealer" means any person or entity that purchases pre -owned personal
property other than Scrap Metal and/or uses personal property as loan collateral and
furnishes Data relative thereto to Leads for inclusion in Leads' database.
1.5 "Scrap Metal Dealer" means any person or entity that purchases ferrous or nonferrous metal
that is no longer used for its original purpose and is capable of being processed for reuse by
a metal recycling facility, and furnishes Data relative thereto to Leads for inclusion in Leads'
database.
1.6 "Scrap Metal" includes materials purchased by Scrap Metal Dealers including but not
limited to iron, brass, wire, cable, copper, bronze, aluminum, platinum, lead, solder, steel,
catalytic converters.
CR -H-01 - a 83
Leadsooks nline
Catching crooks and csince 2000
6900 Dallas Parkway, Suite 825. Plano, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 IT 800-311-2656
1.7 "Dealer" means Secondhand Dealer and/or Scrap Metal Dealer as specified in Attachment
"A". If either Secondhand Dealer or Scrap Metal Dealer is not specified in Attachment "A",
only the specified Dealer type will apply.
II.
APPOINTMENT
2.1 Subject to the terms of this Agreement, City hereby appoints Leads as its agent, as such
term is utilized in the Gramm -Leach -Bliley Act of 1999 (the "GLBA"), for the sole purpose of
collecting, maintaining and disseminating Data from Dealers. This agency appointment is
effective as of the registration date of City's initial user.
III.
AGREEMENTS AND RESPONSIBILITIES OF CITY
3.1 City agrees that City's use of the Data displayed at Leads' web site will be for the purpose of
identifying stolen merchandise and/or persons suspected of involvement in crimes.
3.2 City agrees to not divulge Data or information obtained through City's access to Leads'
web site to anyone other than Authorized Officials and persons with City's agency entitled
to receive the Data or information pursuant to statute, rule or regulation, including
specifically the GLBA.
3.3 City agrees to not access information from Leads' web site for purposes of gathering
information from outside of City's jurisdiction for any third party, including private parties and
other law enforcement agencies.
3.4 City agrees that passwords provided by Leads to City enabling City to utilize Leads' web site
will be made known only to Authorized Officials of City and that only those Authorized
Officials will be permitted to use the passwords or otherwise access the electronic system at
Leads' web site. City will notify Leads when Authorized Officials leave the agency, change
duties, or are otherwise no longer authorized to access Leads' investigations system.
3.5 City agrees not to use the Data or information displayed at Leads' web site for any unlawful
purpose, or in any manner, which may create liability for Leads or Dealers. City agrees its
use of the Data or information contained at Leads' web site will not be other than as
permitted by law or the rights duly granted to City in carrying out City's official duties.
3.6 City agrees to act in accordance with local laws and procedures when confiscating an
item found in a business outside of City's jurisdiction.
3.7 City agrees to submit accurate information, including but not limited to valid identity of
Authorized Officials establishing accounts to access the system and City case numbers for
specific items and/or suspects in conducting any search or use of Leads' web site.
3.8 City agrees to change its password(s) every 90 days.
Leadsooks nline
Catching crooks and csince 2000
6900 Dallas Parkway, Suite 825. Plano, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
3.9 City is responsible for ensuring that City's hardware can connect to Leads' website via the
Internet.
3.10 City is responsible for ensuring compliance among businesses in City's jurisdiction. City
agrees to not discourage Dealers from furnishing Data to Leads.
IV.
AGREEMENTS AND RESPONSIBILITIES OF LEADS
4.1 Leads agrees to operate and maintain an electronic investigations system at its web site for
the purpose of receiving and disseminating Data from Dealers for the use of Law
Enforcement Agencies.
4.2 Leads agrees to provide system capabilities in accordance with Attachment "A" attached
to this Agreement which by this reference is incorporated herein.
4.3 Leads agrees to implement commercially reasonable efforts to perform, as well as
developments and modifications to Leads' web site and on Leads' infrastructure in a
manner that is not disruptive to City.
4.4 Leads agrees to facilitate City's access to the Data by passwords and user names selected
by City within reasonable parameters established by Leads.
4.5 Leads agrees to provide City with secure access to a report detailing the usage of Leads'
web site by Authorized Officials.
4.6 Leads' client support and training is available to City at no additional cost when performed
by telephone or email between the hours of 7:30 AM and 5:30 PM Central Time. City may
request Leads to travel to City's location for specialized training and support. Special
services including after-hours support and on-site training may be provided upon mutual
agreement, and may include rates for time, materials, travel, and miscellaneous expenses
as agreed upon by the parties.
V.
CONDITIONS FOR CITY'S ACCESS AND USE OF LEADS' WEB SITE
5.1 By entering into this Agreement, City represents it is a Law Enforcement Agency as that term
is defined in Section I. City's appointment of Leads as agent is made in order to obtain
information of a financial institution in connection with the performance of the official duties
of City, as is contemplated by the GLBA.
5.2 Leads may modify or upgrade any aspect(s) of Leads' web site at any time without notice
to City.
5.3 All Data is provided solely by Dealers using Dealers' proprietary operational software
according to the laws and practices enforced in Dealer's jurisdiction. Therefore, Leads
cannot and does not represent or endorse the completeness, accuracy or reliability of the
Leads nline
Catching crooks and cooks 111. since 2000
6900 Dallas Parkway, Suite 825, Plano, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
Data displayed through Leads' web site, nor the functionality of Dealer's operational
software. City acknowledges that any reliance by City or any Law Enforcement Agency
upon any Data or other information displayed or distributed through Leads' web site shall be
at City's sole risk.
5.4 Leads reserves the right at all times to disclose any information as necessary to satisfy any
law, regulation, or government request, or to edit, refuse to post or to remove any Data or
information, in whole or in part, that in Leads' sole discretion is inaccurate, incomplete or is
in violation of local, state and/or federal law.
VI.
TERM
6.1 This Agreement will become effective as of the date first set forth above and remain in
effect for three (3) years or until termination by Leads or City as described below. City will
pay subscription fees according to the schedule set forth in Attachment B which by this
reference is incorporated herein.
6.2 This Agreement may be renewed for successive additional one-year terms upon mutual
agreement of the parties prior to the expiration of the initial term or any renewal term
thereafter. In the event of renewal, City agrees to pay Leads an annual subscription fee for
the renewal period within 30 days of invoice.
6.3 City may immediately and without notice, terminate this Agreement, at City's sole option, if
Leads fails to perform any material obligation required of Leads under this Agreement; or
violates any laws, rules or regulations. If termination occurs under this paragraph, Leads
shall remit to City on a pro -rated basis that portion of the annual subscription fee paid by
City from the date Leads commits any breach described above until the end of the
applicable service period.
6.4 City may terminate this Agreement by providing 60 days notice to Leads prior to the next
applicable service period if funding to make the next scheduled payment is not
appropriated to the City for this Agreement.
6.5 Leads may immediately and without notice, terminate this Agreement for cause, at Leads'
sole option, if City: (a) fails to pay any annual subscription fee owed to Leads within 30 days
of invoice; (b) fails to perform any material obligation required of City under this Agreement;
(c) violates any laws, rules or regulations.
6.6 Leads may immediately and without notice terminate this agreement if in Leads' sole
discretion, Leads determines that providing City with access to Leads' system creates
liability for Leads. If termination occurs under this paragraph, Leads shall remit to City on a
pro -rated basis that portion of the annual subscription fee paid by City from the date of
termination until the end of the applicable service period.
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LeadsRnline
Catching crooks and csince 2000
6900 Dallas Parkway, Suite 825, Plano, TX 75024 leadsonline.com 1972-361-0900 F 972-361-0901 TF 800-311-2656
VII.
DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
7.1 LEADS SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, CONDITIONS, AND WARRANTIES,
WHETHER EXPRESS OR IMPLIED, ARISING BY STATUTE, OPERATION OF LAW, USAGE OF TRADE,
COURSE OF DEALING, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, WARRANTIES OR
CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY QUALITY, OR
FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO LEADS' WEB SITE AND LEADS' SERVICES
TO BE ACCESSED, USED OR DELIVERED PURSUANT TO THIS AGREEMENT. LEADS' WEB SITE,
INCLUDING ALL DATA, CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION
MADE AVAILABLE ON OR ACCESSED THROUGH LEADS' WEB SITE IS PROVIDED "AS IS" WITH ALL
FAULTS AND WITHOUT WARRANTY OF ANY KIND. LEADS DOES NOT WARRANT THAT THE
FUNCTIONS CONTAINED IN LEADS' WEB SITE OR ANY DATA, MATERIALS OR CONTENT
CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE
CORRECTED, OR THAT THE LEADS' WEB SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE
OF VIRUSES OR OTHER HARMFUL COMPONENTS. LEADS SHALL NOT BE LIABLE IN ANY MANNER
OR IN ANY RESPECT FOR THE USE OF LEADS' WEB SITE BY CITY, INCLUDING, WITHOUT
LIMITATION, FOR THE ABSENCE OR PRESENCE OF DATA OR CONTENT OR ANY ERRORS
CONTAINED THEREIN.
VIII.
INDEMNIFICATION
8.1 Leads shall not be liable for any claims, damages and attorney fees arising from the
negligent or illegal acts of City's employees arising out of or related to City's use of Leads'
web site.
City shall not be liable for any claims, damages and attorney fees arising from the negligent
or illegal acts of Leads' employees arising out of or related to operation or use of Leads'
website. If both Leads and City are liable for any claims, damages or attorney fees arising
from the negligent or illegal acts of the employees of Leads and City under this Agreement,
Leads and City shall be liable for the portion of the claims, damages and attorney fees that
arise from the negligent or illegal acts of that party as determined by the court adjudicating
the matter or as agreed in any settlement.
Leads shall indemnify, hold harmless, protect and defend City and its officials, officers,
employees, agents and authorized volunteers (the "Indemnified Parties") from and against
all losses, liabilities, judgments, costs, expenses, damages (including damages to the
system), attorney's fees, and other costs, including all costs of defense, arising from all suits
of law or actions of every nature for or on account of the infringement of any trade secrets,
patents, trademarks, copyrights or other proprietary right of any other party by reason of the
use or integration of any proprietary materials, equipment, devices or processes, originally
incorporated, or provided and used, by Leads in the performance of the services provided
under this Agreement. Notwithstanding the foregoing, if the foregoing described losses,
liabilities, judgments, costs, expenses, damages and the like arise due to the misuse of the
Data or any other breach of this Agreement by City, Leads' liability under this paragraph 8.1
shall be reduced proportionately by the amount of loss, liability, judgment, cost, expense,
damage and the like arising due to such misuse or breach by City.
LeadsOtnline
Catching crooks and cooks j since 2000
6900 Dallas Parkway, Suite 825. Plano, TX 75024 Ieadsonline.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
IX.
COPYRIGHT/REVERSE ENGINEERING/RECORDS REQUESTS
9.1 Leads' web site is protected by copyright as a collective work and/or compilation, pursuant
to U.S. copyright laws. The contents of Leads' web site are only for the purpose described
herein. All materials contained on Leads' web site are protected by copyright, and are
owned or controlled by Leads or the party credited as the creator of the content. City will
abide by any additional copyright notices, information, or restrictions contained in any
content on Leads' web site.
9.2 City agrees not to decompile or otherwise copy or use the Leads' web site for purposes of
reverse engineering or reconstruction, and will not remove, overprint or deface any notice
of copyright, trademark, logo, legend, or other notices of ownership from any materials it
obtains from Leads or Leads' system.
9.3 Data is not considered by the parties to fall into the category of public record unless
otherwise specified by law in City's jurisdiction. If Leads receives a request for records from
parties other than Law Enforcement Agencies, courts, or other official sources regarding
City personnel or Data from City's jurisdiction, Leads will refer the request to City. If any third
party requests City to provide information involving Leads' materials or Data, City will make
reasonable efforts to limit disclosure to that which is specifically required by law to be
disclosed. City will obtain, to the extent possible, confidential treatment for information by
any authority requiring delivery of information.
X.
MISCELLANEOUS
10.1 Leads may assign or delegate all or part of Leads' rights or duties under this Agreement
without notice to City. City may not make any assignment of this Agreement without Leads'
prior written consent, which will not be unreasonably withheld.
10.2 If any provision of this Agreement is held to be unenforceable, in whole or in part, such
holding will not affect the validity of the other provisions of this Agreement, unless Leads
deems the unenforceable provision to be essential to this Agreement, in which case Leads
may terminate this Agreement, effective immediately upon notice to City.
10.3 Neither party will be liable for any failure or delay in performing an obligation under this
Agreement that is due to causes beyond its reasonable control, such as natural
catastrophes, governmental acts or omissions, laws or regulations, labor strikes or difficulties,
transportation stoppages or slow -downs.
10.4 Nothing in this Agreement, express or implied, is intended to confer upon any person, other
than the parties hereto, any benefits, rights, or remedies under or by reason of this
Agreement. There are no third -party beneficiaries. The only persons who may enforce this
Agreement and any rights under this Agreement are CITY and Leads.
10.5 This Agreement shall be governed by and construed in accordance with the laws of the
State of Texas, without regard to conflicts of laws provisions. Sole and exclusive jurisdiction
1'21 1661:)15 6
Leads nline
Catching crooks and cooks since 2000
6900 Dallas Parkway, Suite 825. Plana, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
for any action or proceeding arising out of or related to this Agreement shall be in an
appropriate state or federal court located in the State of Texas.
10.6 This Agreement constitutes the entire agreement between the parties, and shall supersede
all prior agreements and understandings, if any, between the parties respecting the subject
matter hereof.
10.7 In the event City submits any work order, purchase order, performance or delivery request
or the like (the "Initiation Document"), any term or provisions contained therein which
purports to modify or enlarge the obligations or liabilities of Leads shall not be effective
without the express written consent thereto by Leads. The mere acceptance by Leads of
an Initiation Document and/or Leads' performance or delivery of goods and services
thereunder shall not constitute or imply its consent to the modification or enlargement of its
obligations and liabilities under this Agreement.
LEADS CITY
LeadsOnline LLC
Signature: Signature:
Print Name: David K. Finley
Title: President & CEO
Date: Date: 71`�®15I
The City of Round Rock
Print Name: 1_\o`t d
Title: �� Mayvv, Q [
Address: 6900 Dallas Parkway, Suite 825 Address: 221 East Main Street
Plano, Texas 75024 Round Rock, TX 78664
Federal Tax I.D. # 42-1720332
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Leadsooks nline
Catching crooks and csince 2000
6900 Dallas Parkway. Suite 825, Plano, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 TP 800-31 1-2656
AGENCY AGREEMENT - Attachment 'A'
POWERPLUS PACKAGE INCLUDES:
> Online reporting system for all Secondhand Dealers
> Accounts for an unlimited number of Authorized Officials
> Images of property, sellers, vehicles, thumbprints, signatures as provided by
reporting businesses
> System updates, training and support for Authorized Officials, Secondhand
Dealer personnel, and Scrap Metal Dealer personnel
> Store monitor compliance tools
> Three (3) years history plus current year (Free archive retrieval for cold cases)
> Report It citizen property inventory system
> NCIC automated stolen property reports
> Nationwide search access to transaction Data from Secondhand Dealers
> Hit alerts to mobile phones
> BOLO (continuous, saved) searches (105 entries)
> eBay First Responder Service
> Persons of Interest (P01) Inter -agency communication system (2,000 entries)
> Online reporting system for all scrap metal dealers
> Nationwide search access to transaction Data from Scrap Metal Dealers
• CompStat mapping System
> Statement Analyzer System
> Case Search System
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Leads4141inline
Catching crooks and cooks N since 2000
6900 Dallas Parkway, Suite 825, Plano, TX 75024 leadsonline.com T 972-361-0900 F 972-361-0901 TF 800-311-2656
AGENCY AGREEMENT - Attachment 'IV
SUBSCRIPTION FEE SCHEDULE POWERPLUS SERVICE PACKAGE
Full twelve (12) month
service periods: $5,890
OTHER TERMS
Payments are due upon execution of this Agreement and on the first day of each of the
service periods during the term.
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