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10-187.00 E-Gov (Electronic Commerce Link)Apr 15 2014 10:O1AM EC LINK `.5138538383 p.2 1 A E -Gov Software Agreement This AGREEMENT is made thj�kh day of l 2010 (Effective Date") by and between electronic commerce link Inc, 4303 Ham ltan Avenue, CI n Ionati, Ohlo 45223 (hereinafter referred to as "E -Gov Link") and City of Spokane Val ley (hereinafter referred to es "Customer"), and whose primary address is 11707 East Sprague Ave., Ste. 106, Spokane Valley, \VA 99206. 1. E -Gov /ink agrees to provide the software and services described on the attached Schedule A in consideration of the fees described in Schedule A. Any additional services shall be provided for fees as agreed in writing by Customer, and shall be made subject to this Agreement. 2. Customer acknowledges they are receiving only a limited license to use the Software and related documentation, it any, end shell obtain no title, ownership nor any other tights in or to the Sothvare and related documentation, all of which title and rights shall remain with E -Gov Link. 3. Customer agrees That tils license Is limited to applications for its own use. Customer may not rent or lease the Software nor offer its use for otters. 4. This license shall be in Sora for a term as defined In Schedule A and may be renewed for subsequent fern's as specified. Upon termination, E -Gov Link will discontinue services under this agreement and will provide Customer with an electronic copy of all ofCustomer's data. 5. E -Gov Link will host the application for Customer and will provide Customer with "bug" fixes and key user support. E-Oov Link agrees to use commercially reasonable efforts to correct any software bugs that are reported and to keep the website thnctioning. Downtime or operational issues which may arise which E -Gov Link makes such corrective efforts shat not be deemed a default hereunder. 6. Each party hereby agrees to maintain the confidentiality of the other party's proprietary information and materials, !including but not limned to, all information, knowledge or data not generally available to the public which fs ecqulred in connection with this Agreement, unless disclosure is required by law. Each party hereby agreesnot to copy, duplicate, or transcribe any confidential documents of the other patty except as required in connection with their performance ander this Agreement. E -Gov Link may use contractors in the development and support of the product. If contractors are used, then E•Oov Llnk will use reasonable efforts to Insure that the contractors maintain the confidentiality of proprletary materials and information. TABILITY OR FITNESS 7. ORAPARTICULAR PURPOSE OFrTHE SOFTWARESHALL HAVE ATION OR. WARRANTY AS TO NO E E -Gov Link MAKES IABILITYFORANY CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING, BUT NOT LIMITED TO, DATA LOSS AND BE AVAILABLE TO S CUSTTOMER. UNDER THIS AGREEMENT SHALL BE THOSE EION. AND THE PARTIES AGREE THAT THE ONLY DXPRESSLY SIES THAT EL FORTH IN THIS AGREEMENT. Customer's damages under this Agreement shall be limited to the fees paid for services under this Agreement. 13. Customer authorizes E.Gov Link to announce the highlights of ttls alxeoment, via a press release, or via promotional materiels such as sates brochures or website, that describe the services that E -Gov Link hes agreed to provide. No confidential materials that Customer provides to E•Oov'Link will be released. Website will include a email Ilnk in the footer (or another inconspicuous place), that indicates that the site was created and is hosted by E -Gov Link, and links back to the E-Oov Link home page. E -Gov Link is a trade name of electronic commerce link Inc., located at 4903 Hamilton Avenue, Cincinnati, OH 45223 IN WITNESS WHEREOF, the parties hereto have set forth their signatures as of the day and year first above written. electronic towns link By: T1te ("E-0 v Link') elearonfc commerce link, Inc. Page I of 4 Coto -t Si E -Gov Software Agreement This AGREEMENT is made thhh day of [ 2010 (Effective Date") by and between electronic commerce link inc., 4303 Hamilton Avenue, Cin rnnati, Ohio 45223 (hereinafter referred to as "E -Gov Link") and City of Spokane Valley (hereinafter referred to as "Customer"), and whose primary address is 11707 East Sprague Ave., Ste. 106, Spokane Valley, WA 99206. E -Gov Link agrees to provide the software and services described on the attached Schedule A in consideration of the fees described in Schedule A. Any additional services shall be provided for fees as agreed in writing by Customer, and shall be made subject to this Agreement. 2. Customer acknowledges they are receiving only a limited license to use the Software and related documentation, if any, and shall obtain no title, ownership nor any other rights in or to the Software and related documentation, all of which title and rights shall remain with E -Gov Link. 3. Customer agrees that this license is limited to applications for its own use. Customer may not rent or lease the Software nor offer its use for others. 4. This license shall be in force for a term as defined in Schedule A and may be renewed for subsequent terms as specified. Upon termination, E -Gov Link will discontinue services under this agreement and will provide Customer with an electronic copy of all of Customer's data. 5. E -Gov Link will host the application for Customer and will provide Customer with "bug" fixes and key user support. E -Gov Link agrees to use commercially reasonable efforts to correct any sofhvare bugs that are reported and to keep the website functioning. Downtime or operational issues which may arise which E -Gov Link makes such corrective efforts shall not be deemed a default hereunder. 6. Each party hereby agrees to maintain the confidentiality of the other party's proprietary information and materials, including but not limited to, all information, knowledge or data not generally available to the public which is acquired in connection with this Agreement, unless disclosure is required by law. Each party hereby agrees not to copy, duplicate, or transcribe any confidential documents of the other party except as required in connection with their performance under this Agreement. E -Gov Link may use contractors in the development and support of the product. If contractors are used, then E -Gov Link will use reasonable efforts to insure that the contractors maintain the confidentiality of proprietary materials and information. 7. E -Gov Link MAKES NO REPRESENTATION OR WARRANTY AS TO MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE SOFTWARE AND SHALL HAVE NO LIABILITY FOR ANY CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING, BUT NOT LIMITED TO, DATA LOSS AND BUSINESS INTERRUPTION, AND THE PARTIES AGREE THAT THE ONLY REMEDIES THAT SHALL BE AVAILABLE TO CUSTOMER UNDER THIS AGREEMENT SHALL BE THOSE EXPRESSLY SET FORTH IN THIS AGREEMENT. Customer's damages under this Agreement shall be limited to the fees paid for services under this Agreement. 8. Customer authorizes E -Gov Link to announce the highlights of this agreement, via a press release, or via promotional materials such as sales brochures or website, that describe the services that E -Gov Link has agreed to provide. No confidential materials that Customer provides to E -Gov Link will be released. Website will include a small link in the footer (or another inconspicuous place), that indicates that the site was created and is hosted by E -Gov Link, and links back to the E -Gov Link home page. E -Gov Link is a trade name of electronic commerce link inc., located at 4303 Hamilton Avenue, Cincinnati, OH 45223 IN WITNESS WHEREOF, the parties hereto have set forth their signatures as of the day and year first above written. electronic commerce link Inc. ("E -Gov Link") By: Title: President City ley ("Customer") Title: electronic commerce link, inc. Page 1 of 4 E -Gov Software Agreement SCHEDULE A E -Gov Link software and services as demonstrated and as further described below. E -Gov Basics 7 Features selected from the list below. $7,440 for the lst year $1,440 per year thereafter • Citizen Request Management (CRM)—Citizens can make suggestions, request information or request service at their convenience. Provides complete request management system for tracking and reporting. This feature is required for all other CRM features. • CRM Problem Location Tracking—Select valid addresses from a pre -loaded list. • CRM Request Mapping—Create maps to see locations of selected requests. Requires Problem Location Tracking Option. • CRM Reminder Scheduling—Staff can set reminder emails to be automatically sent to selected individuals at selected times. • CRM Form Letters—Merge data collected in CRM forms with standard "boilerplate" text to create standardized emails or letters. Example: code enforcement non-compliance letters. • CRM File Uploads—Add attachments to CRM requests. • CRM Administrative Only Fields—CRM requests can include fields not visible to public. "Up -Front" Pricing Any 4 features: $6200 first year and $1200 per year after that Any added feature: $620 first year and S120 per year after that For every 2 added features you buy, you get 1 free CommunityLink features included at no added cost. Prices include normal support and initial training for 1-2 key users, software maintenance, and hosting. Additional services, such as additional training sessions, available at $105 per hour. Hosting includes 1GB of disk storage. Additional storage available at $25/GB/month. Prices exclude credit card gateway and processing fees, which may be charged by other companies for these services. Agreement will become effective and billing for annual fees will start as soon as applications are set up by E -Gov Link. Terms are net 15 days. Services may be renewed by payment of annual fees each year, which will not increase for at least 3 years. electronic commerce link, inc. Page 2 of 4 E -Gov Software Agreement E Gov Basics Features Available CRM Features • Citizen Request Management (CRM)—Citizens can make suggestions, request information or request service at their convenience. Provides complete request management system for tracking and reporting. This feature is required for all other CRM features. • CRM Problem Location Tracking—Select valid addresses from a pre -loaded list. • CRM Request Mapping—Create maps to see locations of selected requests. Requires Problem Location Tracking Option. • CRM Survey Export—Create citizen surveys using citizen request forms and export survey data to Excel for analysis. • CRM Merge Action Forms to PDF's—Automate form submittal by merging data collected in CRM forms into PDF forms you create with Acrobat Professional. • CRM Form Letters—Merge data collected in CRM forms with standard "boilerplate" text to create standardized emails or letters. Example: code enforcement non-compliance letters. • CRM File Uploads—Add attachments to CRM requests. • CRM Administrative Only Fields—CRM requests can include fields not visible to public. • CRM Sub -Status Reporting—Create more specific sub -status types for each CRM status. • CRM Code Sections—Track and report violations by code section and incorporate into Form Letters. • CRM Reminder Scheduling—Staff can set reminder emails to be automatically sent to selected individuals at selected times. Other Features • Calendar—Community calendar allowing multiple categories, links to documents and websites, and key -word event search. • Multiple Calendars—Allows unlimited different public calendars. Requires Calendar Option. • Documents—Centralized document repository in Microsoft folder style with content search feature. • Hidden Document Folders—Set up folders that can only be viewed by authorized users with login. Requires Documents Feature. • Payments—Public can pay online for various payment types the City will specify. • Frequently Asked Questions (FAQ's) —Create searchable FAQ items, which can include links to documents or web pages with added information. • Email Subscriptions—Public can sign up online to receive emails on topics of interest to them. • Staff Directory—Display searchable, hierarchical staff directory so the public can identify and contact appropriate departments or staff members. • Job Postings—Job-seekers can see and respond to job openings and sign-up to be automatically notified when new jobs are posted. • Bid Postings—Suppliers can see bids by category and sub -category and sign-up to be automatically notified when new bids are posted. • Advanced Bids—Requires suppliers to register in order to download detailed specifications, so staff can tell who has access bid documents. Also allows bids to be electronically uploaded. Requires Bid Posting Feature. • News Scroller—Create news items that can appear on your website (requires adding code to your website) • Internal Calendar—Allows separate calendar only available to admin users • Internal Frequently Asked Questions (FAQ's)— Allows separate FAQ's only available to admin users electronic commerce link, inc. Page 3 of 4 E -Gov Software Agreement CommunityLink Core Features • CommunityLink Portal—where the public goes to see what's happening—shows what's new on the city's website, by aggregating the newest content from numerous E -Gov Basics applications and providing links to the details. • City Views provides an easy way for city officials to update the public on topics of interest. Citizens can send comments to the city. • News Headlines displays most recently added items to city news posts. • Upcoming events list next few events on the E -Gov Link calendar. • New documents lists most recently added documents to the E -Gov Link document center. • New FAQ's list most recently added items to the E -Gov Link FAQ list. Citizen can pose new questions. • Rumor Mill allows citizens to share rumors they have heard and get feedback from city staff. • RSS Feeds allow users to see city content in their favorite RSS reader without requiring them to visit the website • "Share This" allows users to post items of interest to their own Twitter, FaceBook or other social media pages. electronic commerce link, inc. Page 4 of 4 CITY MANAGER S � a a 811.6 Mark Calhoun,City Manager ...FValley® 10210 E Sprague Avenue ♦ Spokane Valley WA 99206 Phone: (509)720-5000 •Fax: (509)720-5075 ♦www.spokanevalley.org January 28, 2019 E-Gov Link 9378 Mason Montgomery Rd#428 Mason, OH 45040 To whom it may concern, Please consider this letter as notice of cancelation of the contract initiated April 29, 2010 between E-Gov Link and the City of Spokane Valley. This letter is notice that the contract will terminate as of February 15, 2019 as the agreement does not specify any other process for termination of the agreement. If you have any question please contact me at (509) 720-5000 or cityhall@spokanevalley.org. Regards, /VctAIL / Mark Calhoun City Manager