AGR-6954 - GOGOV INC - CITIZEN REQUEST MANAGEMENT (CRM), ARCGIS INTEGRATION (GIS) SUBSCRIPTIONs c-b s4-
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u GOGov Order Form 2019
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City of Orange, CA
Citizen Request Management (CRM),
ArcGIS Integration (GIS)
June 18, 2020
Prepared By:Prepared For:
Kevin Strauss, Director of Sales Susan Galvan
631) 861-5812 Economic Development Manager
KevinCGoGovApps.com s alvanC citvoforan e.orQ
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G O Order Form 2019
Subscriptions Services
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GORequest I $1 400
Citizen Request Management (CRM) - Unlimited Subscription month
ArcGIS j 325
Integration to GIS System i /month
Services: $0 Annually: $20,700 Monthly Total: $1,725
Order Details
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Contact Name: j Susan Galvan Phone: (714) 744-2222
T tle: Economic Development Manager Email ,s alvanC citvoforanQe.orQ
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Quote Month: ; Email:
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PO#: (Optional) i Cycle: Annual Billing
Billing Practices: GOGovApps will send renewal quotes for budgeting purposes at the beginning of the Quote Month
specified. Invoices are sent 45 to 60 days prior to subscription renewal and are due prior to the start of the
Subscription Period. To align billing with budget cycles, extend Initial Subscription Period to include extra months
and we will send an initial invoice for the extra prorated months and then a second invoice for the remainder of the
Initial Subscription Period.
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Initial Subscription Period: 12 Months Starting:
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j Replacing Contracts: i If replacing existing agreement provide contract#or description Ft date.
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i Contract#: (Internal)
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ttr GOGov Order Form I 2019
Terms & Conditions
The following terms are the latest version of the GOGovApps Master Terms & Conditions that is maintained and
updated. No part of these terms may be modified other than the"Special Terms& Exceptions"section.
1. IMPORTANT NOTICE TO USER: GOGov, Inc. (dba "GOGovApps") owns all intellectual property in the software
products listed in the Products and Services section (collectively"Software"or"Subscription Services")in the Order
Form. Customer shall not modify,adapt,translate, rent, lease or otherwise attempt to discover the Software source
code. The following terms and conditions(this"Agreement")will be effective as of the date of last signature of the
Order Form ("Effective Date")and will be governed by the laws in force in the State of New York.
2. Software License. The Software subscription services and the accompanying files, software updates, lists and
documentation are licensed, not sold, to you. You may use a copy of the Software on your compatible computer for
the purpose of connecting to the hosted service provided by GOGovApps as long as you are a current subscriber and
maintain your annual continued services for the applicable licenses. Except as expressly set forth herein,GOGovApps
disclaims any and all express and implied warranties, including but not limited to warranties of merchantability and
fitness for a particular purpose.
3. Continued Services
3.1 Hosting. GOGovApps agrees to maintain Customer data in a secure datacenter and is committed to providing 99.5%
uptime and availability. GOGovApps will perform nightly backups of your hosted data to an alternate physical
location.
3.2 Ownership of Data. All hosted data specific to Customer is owned by the Customer. Within thirty(30)calendar days
following termination of this Agreement, the Customer can request and GOGovApps will provide a complete copy of
Customer's dkta without additional charge through a downloadable zip file provided the customer is current on
payments. '.
4. Payment Terms e•Fees
4.1 Subscription Term and Termination. The initial Subscription Term of this Agreement begins on Effective Date (last
signature)and will continue to the end of the Initial Subscription Period listed in the Order Form, At the end of the
initial Subscription Term,Customer's subscription and this Agreement will renew for an additional twelve(12)month
term and for subsequent twelve (12) month periods thereafter. To stop the auto-renewal listed in the foregoing
sentence, Customer must submit written notice to GOGovApps at Billing@GOGovApps.com not less than sixty (60)
calendar days prior to the end of the then-current Term. GOGovApps reserves the right to increase the annual fees
by 7%on the anniversary date of each annual term.
4.2 Payment Terms. Initial payment is due at the beginning of the subscription term. Each subsequent annual billing
will be due on the anniversary date of the initial term. Payment Terms are NET 30 Days from the invoice date.
4.3 Taxes&Obligations. In exchange for its use of the Subscribed Services,Customer will pay to GOGovApps the amounts
indicated in the Order. Said amounts are based on services purchased and not actual usage; payment obligations
are non-cancelable and fees paid are non-refundable, except as otherwise specifically-provided herein. Unless
otherwise stated, such fees do not include any taxes, levies, duties or similar governmental assessments of any
nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state,
provincial, federal or foreign jurisdiction("Taxes"). Customer is responsible for paying all Taxes associated with its
purchases hereunder. If GOGovApps has the legal obligation to pay or collect Taxes for which Customer is
responsible, the appropriate amount will be invoiced to and paid by Customer, unless GOGovApps is provided with
a valid tax exemption certificate authorized by the appropriate taxing authority. GOGovApps is solely responsible
for taxes assessable against it based on its income, property and employees,
4.4 On-Site Services&Expenses. Should on-site services requiring travel by GOGovApps staff be requested by Customer,
GOGovApps will provide on-site service at GOGovApps's then-current time-and-materials rates. In addition to these
charges, Customer will compensate GOGovApps for associated airfare, lodging, rental transportation, meals and
other incidental expenses as such expenses accrue and will be billed at cost and invoiced separately.
5. Limitation of Liability. GOGovApps will, at all times during the Agreement, maintain appropriate insurance
coverage. In no event will GOGovApps's cumulative liability for any general, incidental, special, compensatory, or
punitive damages whatsoever suffered by Customer or any other person or entity exceed the fees paid to GOGovApps
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a 7 Order Form 2019
by Customer during the six (6) calendar months immediately preceding the circumstances which give rise to such
claim(s)of liability, even if GOGovApps or its agents have been advised of the possibility of such damages.
6. Updating of Terms. Upon each renewal of this Agreement, the latest Master Terms ft Conditions that GOGovApps
has published within the software ninety(90) days prior to the renewal date shall replace these terms. Any Special
Terms it Exceptions listed in the original document shall carryover to the renewal terms. We reserve the right to
change our Master Terms t Conditions atany time, If the changes are material, GOGovApps will advise the Customer
by email or posting a notice on the site before changes go into effect. If the Customer does not agree to the new
terms, Customer may contact SupportC GOGovApps.com to have objections considered.
7. Alternate Terms Disclaimed, The parties expressly disclaim any alternate terms and conditions accompanying drafts
and/or purchase orders issued by Customer.
s. Special Terms& Exceptions. GOGov agrees to lock pricing for the first two 12 month terms.The first year the City
is eli ible for any uplift would be the third annual renewal term.
Thi r Form is en r d in o herwee Ci1ctnmP andli(2GoVA_pps.._Lustomer ccepl'apd_ag.r_ees_to.adher to tbe
Terms and Conditions with this order form, will be referenced as Lhe "Agreement." This Agreement between
Customer and GOGovA ps, which Customer hereby acknowledges and accepts, constitutes the entire agreement
between GOGovApps and Customer governing the Services referenced above. Customer represents that its signatory
below has the authority to bind Customer fio the terms of this Agreement.
GOGov, Inc. City of Orange, CA
S n: Sign:
Name: Daryl Blo Name: `
G1c O v
Title; CEO Titte:hv, t.no.-e.rL.
Date: 6/29/20 Date: - ac
Additional Customer Signatures (Optional)
Sign: Sign:
Name:Name:
Title; Title:
Date: Date:
APPROVED AS TO FORM
M Y E. BINNING
Senior Assistant City Atto e
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