2019/12/18 NextRequest Electronic Public Records Request (PRA) Management SystemCITY OF Mf,NIFEE
PROFESSIONAL SERVICES AGREE]VI ENT
CITY OF MENIFEE: ELECTRONIC PUBLIC RECORDS REQUEST (PRA)
MANAGEMENT SYSTEM
TIIIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and effective
this iDtq day of tur-r*rhop ,2019 ("Effective Date") by and belween the CIITY OF MENIFEE,
a Califomia municipal corporalion, ("City'') and NEXTREOUEST. a Califomia Corporation
("Consultant"). City and Consultant may sometimes herein be referred to individually as a "Party"
and collectively as the "Parties."
SECTION I. SERVICES.
Subject to the terms and conditions set forth in this Agreemenl, Consultant shall provide to
City the services described in the Scope ofServices, attached hereto as Exhibit A and incorporaled
herein by this reference (the "Services"). Consultant will perfornr subsequent task orders as
requested by the Contract Administrator (as defined below), in accordancc with the Scope of
Services. ln the event ofa conflict in or inconsistency between the tcrms of this Agreement and
Exhibit A, except as expressly provided herein, this Agreement shall prevail.
1. I Term of Services. The term of this Agreement shall begin on December
18, 2019 and shall end on November 30,2020 unless the term of this Agreement is otherwise
terminated or extended as provided for in Section 8. The time provided 1o Consultant to complete
lhe Services required by this Agreemenl shall nol affecl City's dght to lerminale this Agreement,
as provided for in Section 8.
1.2 Standard of Performance. Consultant represents and warrants that
Consultant is a provider of first class work and services and Consultant is experienced in
performing the Services contsmplated herein and, in light of such status and experiencc,
Consultant shall perform the Services rcquired pursuant to this Agreement in the manner and
according to the standards observed by a competent practitioner of the profession in which
Consultant is engaged in the geographical area in which Consultant practices its profession and to
the sole satisfaction ofthe Contracl Administrator.
1.3 Assignment of Personnel Consuhanl shall a-ssign only compelent
personnel to perform the Services pursuanl to Agreement. In the event that City, in its sole
discretion, at any time during the term of this Agreemert, desires the reassignment of any such
persons, Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 I!8. Consullanl shall devote such time to the performance of the Services
pursuant to this Agreernent as may be reasonably necessary to satisry Consultant's obligations
hereunder.
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I .5 Authorization to Perfomr Scrviccs. Consultant is not authorizcd to perfomr
any of thc Serviccs or incur any costs whatsoever under the terms ofthis Agrcement until receipt
of authorization from thc Contract Administrator.
SECTION 2. COMPENSATION.
City hereby agrees to pay Consultant a sum not to exceed TEN THOUSAND FOUR
HUNDRED FIFTY DOLLARS AND ZERO CENTS ($10,450.00) notwithstanding any
contrary indications that may be contained in Consullant's proposal, for the Services 1o be
performed and reimbursable costs incuned under this Agreement. In the evenl of a conflict
between this Agrecmenl and Exhibil A, regarding the amount of compensation, this Ageement
shall prevail. City shall pay Consultant for the Services rendered pursuant to this Agreement at
the time and in the manner set forth herein. The payments specified below shall be the only
paymenls from City to Consultant for the Services rendered pursuanl to this Agreement.
Consultant shall submit all invoices to City in the manner specified hcrein. Except as specifically
authorized in advance by City, Consultant shall not bill City for duplicate services performed by
more than one person.
Z.l Invoices. Consultant shall submit invoices monthly during the term ofthis
Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to
the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress billsl i.e., Progress Bill No. I for the first
invoice, etc.:
b. The beginning and ending dates ofthe billing periodl
c. A "Task Summary" containing the original contract amount, the amount of
prior billings, the total due this period, lhe balance available under this Agreement, and the
percentage of completion;
d. At City's option, for each item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name ofthe person performing the
Services, the hours spent by each person, a brief description of the Services, and each
reimbursable expense;
e. The lotal number of hours of work pedormed under this Agreement by
Consultant and each employee, agent, and subcontractor of Consultant performing the
Services hereunder necessary to complete the Services described in Exhibit A;
Rcccipts for expenses to be reimbursed;
The Consultant Reprsscntalive's signature
Invoices shall be submitted to:
City of Menifee
Attn: Accounts Payable
f.
t67l /01 I 858-0001
?6J0421-2 a08/29/19
29844 Haun Road
Menifee, CA 92586
2.2 Monthlv Pavment. City shall make monthly payments, based on invoices
received, for the Services satisfaclorily performed, and for authorized reimbursable costs incurred.
City shall have thiny (30) days from the receipt of an invoice thal complies with all of the
requirements above to pay Consultant.
2.3 Final Paymcnt. ('ity shall pay the last fivc percent (5%) ofthe total amount
due pursuant to this Agreement within sixty (60) days after completion of the Services and
submittal to City of a final invoice, if all of the Services required have been satisfactorily
performed.
2.4 Total Pa),ment. City shall not pay any additional sum for any expense or
cost whatsoever incuned by Consuhant in rendering the Services pursuant to this A$eement. City
shall make no payment for any exlra, further, or additional sewice pursuant to this Agteement.
In no evenl shall Consultant submit any invoice for an amounl in excess of the
maximum amount of compensation provided above either for a task or for thc entirety of the
Scrvices pcrformed pursuant to this Agreement, unless this Agreement is modified in writing prior
to thc submission ofsuch an invoicc.
2.5 llourly Fees. Fecs for thc Services performed by Consultant on an hourly
basis shall not exceed the amounts shown on the fec schedule included with Exhibit A.
2.6 Reimbursable Exnenses. Reimbursable expenses are included within the
maximum amount of this Agrcement.
2.7 Payrnent of Taxes. Consultant is solely responsible for the payment of
employment laxes incurred under this Agreement and any federal or state taxes.
2.8 Payment uoon Termination. ln the event that City or Consultanl terminates
this Agreemenl pursuant to Section 8, City shall compensale Consultant for all outstanding costs
and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable
cxpenses as oflhe date of written notice of termination. Consultant shall maintain adequate logs
and timesheets in order to verifu costs and reimbursable expenses incurred to that date.
SECTION 3. FACILITIES AND EQUIPMENT.
Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all
facilities and equipment necessary to perform the sewices required by this Agreement. City shall
make available to Consultant only physical facilities such as desks, filing cabinets, and conference
space, as may be reasonably necessary for Consultant's use while consulting with City employees
and reviewing records and the information in possession of City. The location, quantity, and time
of fumishing those facilities shall be in the sole discretion of City. ln no event shall City be
required lo fumish any facility that nray involve incurring any direct expense, including but nol
limited to computer, Iong-distance telephone or other communication charges, vehicles, and
reproduction facilities. Cily acknowledges that Consultant uses Service Providers (as defined in
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Appendix B, Additional Terms and Conditions ("Appendix B") to provide certain parts of the
Service and that facilities and equipment necessary for the service are hosted at the Service
Providers' facilities.
SECTION 4. INSURANCE REQUIREMENTS.
Before beginning any work under this Agreement, Consultant, at its own cost and expense,
shall procure the types and amounts of insurance checked below and provide Certificates of
Insurance, indicating that Consultant has obtained or currently maintains insurance that meets the
requirements of this section and which is satisfactory, in all respects, to City. Consultant shall
maintain the insurance policies required by this section throughout the term of this Agreement.
Thc cost ofsuch insurance shall be included in Consultant's compensation. Consultant shall not
allow any subcontraclor, consultant or olher agent to comnence work on any subcontract until
Consultant has obtained all insurance required herein for the subcontractor(s) and provided
cvidence thercofto City. Verification of the required insurance shall be submitted and made part
ofthis Agreement prior to execution. Consultant acknowledges the insurance policy must cover
inter-insured suits between City and other Insureds.
4.I Workers' Compensation. Consultant shall, at its sole cost and expense,
maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any
and all persons employed directly or indirectly by Consultant pursuant to the provisions of the
Califomia Labor Code. Statutory Workers' Compensation Insurance and Employer's Liability
lnsurance shall be provided wilh limits of not less than ONE MILLION
DOLLARS ($l,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease
per employee, and ONE MILLION DOLLARS ($1,000,000.00) discase per policy. In the
ahemative, Consuhant may rcly on a self-insurance program 10 meet those requircments, but only
if the program of self-insurance complies fully with the provisions ofthe California Labor Code.
Determination of whelher a self-insurance program meets the standards of the California Labor
Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is
provided, or Consultant, if a program of self-insurance is provided, shall waive all rights of
subrogation against City and its offrcers, officials, employees, and authorized volunteers for loss
arising from the Services performed under this Agreement.
4.2 Commercial Gcncral and Automobilc Liabili tv Ins urancc.
a. General requirernents. Consultant, at its own cost and expense, shall
maintain commercial general and automobile Iiability insurance for thc lerm ofthis Agreement in
an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined
single limit coverage, for risks associated with the Services conlemplaled by this Agreement, TWO
MILLION DOLLARS ($2,000,000.00) general aggregatc, and TWO MILLION
DOLLARS ($2,000,000.00) products/completed operations ag$egate. If a Commercial Gencral
Liability Insurance or an Automobilc Liability Insurance fomr or other form with a general
aggregate limit is used, either the general aggregate limit shall apply separately to the Services to
be performed under this Agrcement or the general aggregate limit shall be at lcast twice the
required occurrence limit. Such coverage shall include but shall not be limited to, protection
against claims arising from bodily and personal injury, including death resulting therefrom, and
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damage to property resulting from the Sewices contemplated under this Agreement, including the
use ofhired, owned, and non-owned automobiles.
b. Minimum scope of coverage. Commercial gcneral coverage shall
be at least as broad as Insurance Services Office Commercial Gcncral Liability occurrence form
CG 0001. Automobile coverage shall be at least as broad as Insurancc Scrvices Office Autoniobile
Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached limiting the coverage.
c. Additional requirements. Each ofthe following shall be included in
the insurance coverage or addcd as a certified endorsernent to thc policy:
a. The insurance shall cover on an occurrence or an accident basis, and
not on a claims-made basis.
b. Any failure ofConsultant to comply with reporting provisions oflhe
policy shall not affect coverage provided to City and its officers, employees, agents,
and volunteers.
4.3 ProfcssionalLiabilitylnsurance.
a. Gcneral requirements. Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement professional liability insurance for licensed
professionals performing the Services pursuant to this Agreement in an amount not less than ONE
MILLION DOLLARS ($1,000,000) covering the licensed professionals' errors and omissions.
Any deductible or self-insured retention shall be shown on the Certificate. If the deductible or
self-insured retention exceeds TWENTY-FIVE THOUSAND DOLLARS (S25,000), it must be
approved by City.
b. Claims-made limitations. The following provisions shall apply if
the professional liability covcrage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be no
laler than the commcncement ofthe Services.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after the expiration or termination of this
Agreement or completion of the Services, so long as commercially available at
reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with
another claims-made policy form with a retroaclive date that precedes the Effective
Date ofthis Agreemenl, Consultant nust provide extended reporting coverage for
a minimum of fivc (5) years after the expiration or termination of this Agreement
or the complction ofthc Sewiccs. Such continuation coverage may be provided by
one ofthe following: (l) renewal of the existing policy; (2) an extended reporting
period cndorsement; or (3) replacement insurance with a rctroactive date no later
than the commencement ofthe Services under this Agreement. City shall have the
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righl to excrcise, at Consultant's sole cost and expense, any extended reporting
provisions ofthe policy, ifConsultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements musl be submitted to
City prior to the commencement of the Services under this Agreement.
OF MENIFEE: ELECTRONIC PUBLIC oRDs REOUEST (PRA) MAIiAGEMENT
SYSTEM. The name and address for Additional Insured endorsements, Certificates of Insurance
and Notice of Cancellalion is: City of Menifee, 29844 Haun Road, Menifee, CA 92586. City must
be endorsed as an additional insured for liability arising out ofongoing and completed operations
by or on behalf of Consultant.
c. Notice of Reduction in or Cancellation qf Covcrasc. C'onsultant
shall provide writtcn notice to City within tcn (10) working days it (l) any of the required
insurance policies is terminated; (2) the limits ofany ofthe required polices are reduced; or (3) the
deductible or self insured retention is increased.
d. Additional insurcd: primary insurance. Ci ty and its officers,
employees, agents, and authorized volunteers shall be covered as additional insureds with respect
to each of the following: liability arising out of the Services performed by or on behalf of
Consultant, including the insured's general supervision of Consultanti products and completed
operations of Consultanl, as applicable; premises owned, occupied, or used by Consultant; and
automobilcs owned, leased, or used by Consultanl in the course ofproviding the Services pursuant
to this Agreemenl. The coverage shall conlain no special limilations on the scope of protection
afforded to City or its officers, employees, agents, or authorized volunteers. The insurance
provided to City as an addilional insured must apply on a primary and non-contributory basis with
respect to any insurance or self-insurance program maintained by City. Additional insured status
shall continue for one ( l) year after the expiration or termination ofthis Agreemcnt or completion
ofthe Services.
A certified endorsernent must be attached to all policies stating that coverage is
primary insurance with respect to City and its officcrs, officials, employees, and volunteers, and
that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss
under the coverage.
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4.4 AII Policies Reouirements.
a. Acceptabilitv of insurers. All insurance required by this Section is
to be placed with insurers with a Bests' rating of no less than A:VII and admitted in Califomia.
b. Verification ofcoverage. Prior to beginning the Services under this
Agreement, Consultant shall fumish City with Certificates of Insurancc, additional insured
endorsement or policy language granting additional insured status complctc certified copies ofall
policies, including complete certified copies of all endorsements. All copies of policies and
certified endorsements shall show the signature of a person authorized by that insurer to bind
coverage on its behalf The Certificate of Insurance must include the following reference: @
e. Deductibles and Self-insured Retentions. Consultant shall obtain
the written approval of City for the self-insured retentions and deductibles before beginning any
ofthe Services.
During the term of this Agreement, only upon the prior express written
authorization of the Contract Administrator, Consultant may increase such deductibles or self-
insured retentions with respect to City, its officers, employecs, agents, and volunteen. The
Contract Administralor may condition approval of an increase in deduclible or selfinsured
relention levels wilh a requirement that Consultant procure a bond guaranteeing payment oflosses
and relaled investigations, claim administration, and defense expenses that is satisfactory in all
respecls 10 each of them.
f Subcontractors. Consultant shall include all subcontractors as insureds
under its policies or shall fumish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the requircments stated
herein. City agrees to Seclion 8.4 ofAppendix B, which provides that Contractor is not required
to ensure that its Sewice Providers meet the City's insurance requirements or provide evidence of
insurance.
g. l@g!4[jgg The Contract Administrator may, but is nol required to,
approve in writing a variation in the foregoing insurance requirements, upon a determination that
the coverage, scope, Iimils, and fomrs ofsuch insurance are eilher not commercially available, or
that City's intercsts are otherwise fully protected.
4.5 Rernedies. In addition to any other remedies at law or equity Citymayhave
if Consultant fails to provide or maintain any insurance policies or policy endors€ments to the
extent and within the time herein required, City may, at its sole option, exercise any of the
following remedies, which are altematives to other remedies City may have and are not the
exclusive remedy for Consultant's breach:
a. mreunt-of+hepremiun*
€or su€h ineranee ft'o@; llntentionally omittedl
b. Order Clonsultant to stop work under this Agreement or withhold any
payment that becomes duc to Consultant hereunder, or both stop work and withhold any
paymcnt, until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminale this Agreement.
SECTION 5. INDEMNIFICATION.
5.1 Indemnification for Professional Liabilitv. Where the law establishes a
professional standard of care for performance of the Services, to the fullest extent permittcd by
law, Consultant shalI indemnify, protcct, defend (with counsel selected by City), and hold harmless
City and any and all of its officers, employees, officials, voluntees, and agenls from and against
any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action
(whether in tort, contract, undcr statute, at law, in equity, or otherwisc) charges, awards,
zrssessments, fines, or penalties of any kind (including reasonable consultant and expert fees and
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expenses of investigation, costs ofwhatever kind and nature and, if Consultant fails to provide a
defensc for Ci1y, the legal costs of counsel retained by City) and any judgment (collectively,
"Claims") to the ex1on1 same are caused in whole or in part by any negligent or wongful act, error,
or omission of Consultanl, its officers, agents, employees, or subcontractors (or any entity or
individual that Consultant shall bear the legal liability thereof) in the performance ofprofessional
services under this Agreement.
5.2 indemnification for Other than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law, Consultant shall
indemniff, protect, defend (with counsel selected by City), and hold harmlcss City, and any and
all ofits officers, employees, officials, volunteers, and agents from and against any and all Claims,
where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in
part, the performance of this Agreement by Consultant or by any individual or entity for which
Consultant is legally liable, including but not limited to officers, agents, ernployecs or
subcontractors of Consultant.
5.3 Limitation of Indemnification. The provisions of this Section 5 do not
apply to claims occurring as a rcsuh of City's sole or active negligence. The provisions of this
Section 5 shall not release City from liability arising from negligence, gross negligence or willful
acts or omissions of Cily or any and all of i1s officers, officials, employees, and agenls acting in
an official capacity.
5.4 Indemnification Subject to Limitation of Liability. Consultant's indemnification
obligations under this Section 5 are subject to the limitation of liability set forth in Section 8 of
Appendix B. To the extent applicable law prohibits such limitation ofliability, Section 8 shall nol
be severed from this agreement and Service Provider's liability is limited to the grealest exlent
allowed by applicable law.
SECTION 6. STATUS OF CONSULTANT.
6.1 Indeocndent Contractor. At all times during the term of this Agreemenl,
Consultant shall be an independent contractor and shall no1 be an employee of City. City shall
have the right to control Consultant only insofar as the resulls ofthe Services rendered pursuant to
this Agreement and assignmenl of personnel pursuant to Subparagraph 1.31 however, otherwise
City shall not have the right to control the means by whrch Consultant accomplishes the Services
rcndered pursuant to this Agreemenl. The personnel performing the Services under this
Agreement on behalfof Consultant shall at all times be under Consultant's exclusive direction and
control. Consultant shall not at any time or in any manner rcprcscnt that it or any of its officers,
employecs, or agents is in any manner officers, officials, enrployees, or agents of City. Consultanl
shall not incur or have the power to incur any debt, obligation, or liability whatever against City,
or bind City in any manner. Except for the fees paid to Consukant as provided in this Ageement,
City shall not pay salarics, wagcs, or other compensation to Consultant for performing the Serviccs
hereunder for City. City shall not be liable for compensation or indemnification to Consultant for
injury or sickness arising out of performing the Services hereunder. Notwithstanding any other
City, slate, or federal policy, rule, regulation, law, or ordinance to the contrary, Consullant and any
of its employees, agenls, and subcontractors providing services under this Agreement shall not
quali$ for or become entitled to any compensation, benefit, or any incident of employment by
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7630421 2 a0E/29l1e
City, including but not limited to eligibility to enroll in the Califomia Public Employees
Retircment System ("PERS") as an employee of City and entitlement to any contribution to be
paid by City for employer contributions and/or ernployee contributions for PERS benefits.
SECTION 7. LEGAL REQUIREMENTS.
7.1 Governins Law. The laws of the State of California shall govern this
Agrccnrcnt.
7.2 Compliancc wilh ApDlicablc Laws. Consultant and any subcontractor shall
comply with all applicable local, state, and federal laws and regulations applicable to the
pcrlomrance ofthe work hereunder- Consultant shall not hire or employ any person to perfom.t
work within City or allow any person to perform the Services required underlhis Agreement unless
such person is properly documented and legally enlitled 1o be employed within the United States.
Any and all work subject to prevailing wages, as determined by the Director oflndustrial Relations
of the State of Califomia, will be the minimum paid to all laborers, including Consultant's
enployee and subcontractors. It is understood that it is the responsibility of Consultant to
delermine the correct scale. The State Prevailing Wage Rates may be obtained from the Califomia
Department of Industrial Relations ("DIR") pursuant to Califomia Public Utilities Code, Sections
465,466, and 467 by calling 415-703-4774. Appropriate records demonstrating compliance with
such requirement shall be maintained in a safe and secure location at all times, and readily available
at City's request. Consultanl shall indemni!, defend, and hold City and its elected and appointed
boards, mcmbcrs, offrcials, offrcen, agents, represcntatives, employees, and volunteers harmless
fiom and against any liability, loss, damage, cost or expensos (including but not limited to
rcasonable attomeys' fees, expert witncss fees, court cosls, and costs incurred related to any
inquirics or proceedings) arising from or related to ('i) the noncompliance by Consultant or any
party performing the Services ofany applicable local, state, and/or federal law, including, without
limitation, any applicable federal anrVor state labor laws (including, without limitation, thc
requirement to pay state prevailing wages and hire apprcntices); (ii) the implementation ofSection
I 78 I of the Labor Code, as the same may be amended from timc to time, or any othcr similar law;
and/or (iii) failure by Consultant or any party perfomring the Services to provide any required
disclosure or identification as required by Labor Code Section 1781, as the same may be amended
fiom time to iime, or any other similar law. It is agreed by the Parties that, in connection with
perfomrance ofthe Services, including, without limitation, any and all public works (as defined
by applicable law), Consultant shall bear all risks ofpayment or non-payment ofprevailing wages
under California law and/or the implementation of labor Code Section 1781, as the same may be
amended from time to time, and./or any other similar law. Consultant acknowledges and agrees
thal it shall be independenlly responsible for reviewing the applicable laws and regulations and
effectuating compliance with such laws. Consultant shall require the same ofall subcontractoni.
7.3 Licenses and Permils. Consultant represents and warranls to City that
Consultant and its employees, agents, and any subcontmclont have all licenses, pem:its,
qualifications, and approvals of whatsoever nature that are legally required to practice their
respective professions. Consultant represents and warrants to City that Consultant and its
employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all
times during the term of this Agreement any licenses, permits, and approvals that are legally
rcquired to practice their respective professions. ln addition to the foregoing, Consultant and any
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subcontractors shall obtain and maintain during the term of this Agreement valid Business
Licenses from City.
7.4 City is solely responsible for Customer Content (as defined in Appendix B) and
will comply with all laws applicable to City's use of the Service, including without limitation
privacy and security laws and laws regarding the export of data or software. Consultant shall not
be liable for any damages that arise due to City or Customer's Users' (as defined in Appendix B)
publication, processing, storage or transmission of any information in violation of any law.
Consuhant maintains the level of security outlined in Consultant's Systems Security Plan
("Security Policy), which is available at: https://wwrv.nextrequest.com./compliance/system-
security-plan. City represents and wanants that it has reviewed the Security Policy carefully and
has nrade its own, independent determination whether the levels ofprivacy and security set forth
in the Security Policy are sufficient for City's use ofthe Service. City acknowledges and agrees
that the Service, including withoul limitation the degree of privacy and security provided by the
Service, may not comply with special privacy and security requirements relating to the processing,
storage or transmission of Sensitive Information. City will not use the Service to process any
information subject to thc Health Insurance Portability and Accountabili$ Act ("HIPAA"). CiV
agrees that if City uses the Service to proccss Sensitive Information, any such use is at City's own
risk and, so long as Consultant maintains the levcls of security described in the Security Policy,
Consultant will have no liability to City or any third party arising out ofor relating to such use.
City will not disclose to Consultant or any third party any information that City is prohibited by
any law or regulalion from disclosing. To the extent that Cuslomer Conlent causes Consultant or
its Service Providers to be subject to any law lo which it otherwise would not be subject (such as
IIIPAA), Consultant or its Service Providers may renove such data or discontinue the Service
without any liability except to rcfund any fees City paid lo Consultant attributable to unused
services. City agrees to Consultant's privacy policy available at
hftps://www.nextrequest.com./privaclpolicy, which applies to information collected with respect
to Requestcrs and with respecl to the City and its users using the Service, including Requester
Content, Usage Data and email correspondence handled by thc Service. The privacy policy applies
to Usage Data relating to Customer Content, but does not apply to Customer Content itself.
"Sensitive lnformation' means information such as financial data, personal data, individually
identifiable information about children, individually identifiable health information, geolocation
information about specific people, Social Security numbcrs, driver's license numbers, other
confidential ID numbers, financial account numbers, credit or debit card numbers, personal
identification numbers (PINs) or passwords, street addresses, phone numbers or other personal
information.
8. I Termination. Cily may canccl this Agreement at any time and without cause
upon written notification to Consultant.
8.2 Temrination by Consultant Clonsultant may cancel this Agreement upon
30 days' written notice to City.
8.3 Conseouences ofTermination. In the event oftermination, Consultzrrt shall
be entitled to compensation for the Services performcd up to the date of termination; City,
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SECTION 8. TERMINATION AND MODIFICATION.
howevcr, may condition payment ofsuch compensation upon Consultant delivering to City any or
all documents, photographs, computer software, video and audio tapes, and other matcrials
provided to Consultant or prepared by or for Consultant or City in connection with this Agreement.
8.4 Extsnsion. City may, in its solc and exclusive discrction, extend the end
date of this Agreement beyond that provided for in Subsection l. l. Any such extension shall
require a written amendment to lhis Agreement, as provided for herein. Consultant understands
and agrees that, if Cily grants such an extension, City shall have no obligation lo provide
Consultant with compensation beyond the maximum amount provided for in this Agreement.
Similarly, unless authorized by the Contract Administrator, City shall have no obligation to
reimburse Consultant for any otherwise reimbursable expenses incurred during the extcnsion
period. For avoidance of doubt. the foregoing applies to extcnsion for the purpose of completing
the proposed services, not renewal beyond the term.
8.5 Amendments. The Parties may amend this Agreement only by a writing
signed by all the Parties.
8.6 Assienment and Subcontractine. City and Consultant recognize and agree
that this Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant's unique personal compelence, experience, and specialized personal
knowledge. Moreover, a subslanlial inducernenl lo City for entering into this Agreement was and
is the professional reputation and competence of Consullant. Consultant may not assign this
Agreement or any interest therein without the prior writtelr approval ofthe Contract Administrator.
Consultant shall not subcontract any portion oflhe performance contemplated and provided for
herein, other than to the subcontractors noled in Consultant's proposal, without prior written
approval ofthe Contract Administrator. In the evenl thal key personnel leave Consultant's employ,
Consultant shall notiff City immediately. City consents to Consultant's use ofService hoviders
as provided in Appendix B and agrees that such use does not violate this Section 8.6.
8.7 Survival. All obligations arising prior to the expiration or termination of
this Agreement and all provisions of this Agreement allocating liability between City and
Consultant shall survive the expiration or termination of this Agreement.
8.8 ODtions uDon Breach bv Consultant. If Consultant materiall y breaches any
oflhe terms ofthis Agreement, City's rernedies shall include, but not be limited to, any or all of
the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design
documents, and any other work product prepared by Consultant pursuant to this
Agreement;
c. Retain a different consultant to complete the Services described in
Exhibit A; and/or
2671/03 I 85E400 t
1630471 .7 zoal29l19 -tt-
d. Charge Consuhant the difference between the cost to complete the
Scrvices describcd in Exhibit A that is unfinished at the time ofbreach and the amount that
City would have paid Consultanl pursuant to Section 2 if Consultant had completed the
Services. Consultant's liability underthis Section 8.7(d) shall be limited to the total amount
ofthe agreement and any corresponding amendment(s).
SECTION 9. KEEPINC AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. All reports, data,
maps, models, charts, studies, suweys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in elechonic or any other form that Consultant
preparcs or obtains pursuant to this Agreement and that relate to the matters covered hereunder
shall be the property of City. Consultant hereby agrees to deliver those documcnts to City upon
the expiration or termination of this Agreement. It is understood and agreed that the documents
and other materials, including but not limited to those described above, prepared pursuant to this
Agreement are prepared specifically for City and are not necessarily suitable for any future or other
use. Any use of such documents for other projects by City shall be without liability to Consultant.
City and Consultanl agree that, until final approval by City, all data, plans, specifications, reports,
and other documents are confidenfial and will not be released to third parties without prior written
consent ofboth Parties unless required by law.
9.2 Licensing of Inlellectual Prooerty. Section 9.2 does not apply. This
Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property
embodied in plans, specifications, studies, drawings, estimates, test data, survey results, models,
renderings, and other documents or works of authorship fixed in any tangible medium of
expression, including but not limited to, phlsical drawings, digital renderings, or data stored
digitally, magnetically, or in any other medium, which are prepared or caused to be prepared by
Consultant under this Agreement ("Documents and Data"). Consultant shall require all
subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for
any Documents and Data the subcontractor prepares under this Agreement. Consultant represents
and warrants that Consultant has the legal right to license any and all Documents and Data.
Consultant makes no such representation and wananty in regard to Documents and Data which
were prepared by design professionals other than Consultant or provided to Consultant by the City.
City shall not be limited in any way in its use of the Docunrents and Data at any 1ime, provided
that any such use not within the purposes intended by this Agreernent shall be at City's sole risk.
9-3 Consultant's Books and Records. Consultant shall maintain any and all
lcdgers, books of account, invoices, vouchers, canceled checks, and other rccords or documents
evidencing or relating to charges for the Services or expenditures and disbursements charged to
City under this Agreement for a minimum of thee (3) years, or for any longer period rcquired by
law, fiom the date of final pa),rncnt to Consultant under this Agrecment. All such records shall be
maintained in accordance with generally accepted accounting pnnciples and shall be clearly
idenl ified and readily accessiblc.
?630421.2.0&29/19
9.4 Inspeclion and Audit of Records. Any records or documents that
Seclion 9.3 of this Agreenrent requires Consultant to maintain shall be made available for
-tz-
inspcction, audit, and/or coplng at any time during regular business hours, upon oral or written
request ofCity. Under Califomia Governmenl Code Section 8546.7, ifthe amount ofpublic funds
cxpended under this Agreemenl cxcecds TEN THOUSAND DOLLARS ($ 1 0,000.00), this
Agreement shall be subject to the examination and audil oflhe State Auditor, at the request of City
or as part of any audit of Cily, for a period of three (3) years after final paynent under this
Agreement. City agrees thal information obtained by City during any audit performed pursuant to
this section is Consultanl's proprietary confidential information and is not part ofthe public record.
The Clily agrees it will not use or disclose such information unless rcquired by a court order.
Consultant shall provide copies ofannual security audit completed.
9.5 City agrees that to the extent this section 9 conflicts with section 2.1, 2.2,
2.3,2.4,2.5 or 2.7 ofAppendix B, those provisions ofAppendix B shall apply.
SECTIONIO, MISCELLANEOUSPROVISIONS.
10.4 Section Headines and Subheadings. The section headings and subheadings
contained in this Agreement are included for convenience only and shall not limit or otherwise
affect the terms of this Agreernent.
10.5 No Imolied Waiver of Breach. The waiver of an y breach of a specific
provision of this Agreernent does not constitute a waiver ofany other breach of that term or any
other term ofthis Agreement.
10.6 Successors and Assi8Ins. The provisions of this Agreernent shall inure to
the benefit of and shall apply to and bind the successors and assigns of the Parties.
10.7 Consulta nt ReDresentative. All matters under this Agreement shall be
handled for Consultant by Reed Duccy-Gibbs ("Consultanl's Representative"). The Consultant's
Rcprescntative shall have full authority to represenl and act on behalfofConsultant for all purposes
under this Agreement. The Consultant's Representative shall supcrvise and direcl the Services,
2671l03 I 85&0001
1634421 .2 fiE!2949 -13-
l0.l Attornevs' Fees. If either Party to this A$eement brings any action,
including an action for declaratory relief, to enforce or interpret the provision of this Agreement,
the prevailing Party shall be entitled 1o reasonable attomeys' fees and expenses including costs, in
addition to any other relief to which that Party may be entitledi provided, however, that the
attorneys' fees awarded pursuant to this Section shall not exceed the hourly rate paid by City for
legal services multiplied by the reasonable number of hours spent by the prevailing Party in the
conduct of the litigation. The court may set such fees in the same action or in a separate action
brought for that purpose.
10.2 Anolicable Law: Venue. The intemal laws of the State of California shall
govem the interpretation and enforcement of this Agreement. In the event that either Party brings
any action against the other under this Agreement, the Parties a$ee thal trial of such aclion shall
be vested exclusively in Riverside County.
10.3 Severabilitv. If any provision of this Agreement is held invalid, the
remainder of this Agreernent shall not be affected thereby and all other parts of this Agreement
shall nevertheless be in full force and effect.
using his best skill and attcntion, and shall be responsible for all means, methods, techniques,
sequences, and procedures and for the satisfactory coordination of all portions of the Services
under this Agreement.
10.8 Citv Contract Administration. This Agreement shall be administered by a
City employee, Roxy Elliott, Records Technician ("Contract Administrator"). All correspondence
shall be directed to or through the Contract Administrator or his designec. The Contract
Administrator shall have the power to act on behalfofCity for all purposes under lhis Agreement.
Unlcss otherwise providcd in this Agreenrent, Consultant shall not accept dircction or orders fiom
any person othcr than the Contract Administrator or his designee.
10.9 Noticcs. Any written noticc to Consultant shall bcscntto:
NEXTREQUEST
Attn: Reed Duecy-Gibbs
433 Bryant St
San Francisco, CA 94123
Any written notice to City shall be sent to the Contract Administrator at:
City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: Roxy Elliofl, Records Technician
with a copy to
City Clerk
City of Menifee
29844 Haun Road
Menifee, CA 92586
10.10 Professional Seal. Where applicable in the detemrination of the Contract
Administrator, the first page ofa technical report, first page ofdesign specifications, and each page
of construction drawings shall be stamped/sealed and signed by the licensed professional
responsiblc for the report/design preparation. The stamp/seal shall be in a block cntitled "Seal and
Signature of Registered Professional with report/design responsibility," as in the following
examplc.
Seal and Signature ofRegistered Professional with
desi rc onsibili
10. I 1 Rights and Remedies. Except with respect to rights and rcmedies expressly
declared to be cxclusive in this Agrcement, the rights and remedies ofthe Partics are cumulativc
and the exercise by either Party of one or more of such rights or remcdics shall not preclude the
1671 io:t 1 85 8{001
163A42, -2 dAA/29 19 -14-
exercise by it, at thc same or different times, of any othcr rights or rcmedies for thc samc dcfault
or any other default by thc other Party.
10.12 lnteeration. This Agrccment, including the scopc of services attached
hereto and incorporated herein as Exhibit A, represenls the entire and intcgrated agreenlent
between City and Consultant and supersedes all prior ncgotiations, represcntations, or agrccments,
either written or oral. The terms of lhis Agrcement shall bc construed in accordance with the
meaning of the language used and shall not bc construed for or against cither Parly by reason of
the authorship ofthis Agreement or any other rulc ofconstruction which might otherwise apply,
10.13 Counterparts. This Agreenten'l nray bc exccuted in mulhple counterparts.
each of which shall be an original and all of which togelher shall constitute onc agreemcnt.
10.14 Execution ofContract. The persons executing this Agreement on bchalfof
each ofthe Parties hcreto represent and warrant that (i) such Party is duly organized and existing,
(ii) they are duly authorized to execute and deliver this Agreemcnt on behalfofsaid Party, (iii) by
so executing this Agreement, such Party is formally bound to the provisions of this Ageement,
and (iv) that entering into this Agrecmcnt does not violatc any provision ofany other Agreement
to which said Party is bound.
10.15 Nondiscrimination. Consultant covenants that, by and for itself, its heirc,
cxecutors, assigns, and all persons claiming under or through them, that in the performance oflhis
Agreement there shall be no discriminalion against or segregation of any person or group of
persons on account of any impermissiblc classification including, but not limited to, race, color,
creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.
10. l6 No Third Partv Beneficiaries. With the exceplion of the specific provisions
set forth in this Agreement, there are no intended third-party beneficiaries under this Agreemenl
and no such other third parties shall have any rights or obligations hereunder.
10. I 7 NonliabiliW of Citv O fficers and Emolovces. No officcr , official,
employee, agent, representative, or voluntccr of City shall be personally liable to Consultant, or
any successor in interest, in the event of any default or breach by City or for any amount which
may become due to Consultant or to ils successor, or for breach of any obligation ofthe terms of
this Agrcement.
10.18 No Unduc Influence. Consultant declares and warrants thal no undue
influcncc or pressure is used againsl or in concert with any officcr or employee of City in
conncction with the award, lerms or implenrentation ofthis Agrcenlcnt, including any mcthod of
coercion, confidenlial financial arrangemenl, or financial induccment. No officcr or employec of
City shall receive compensalion, directly or indireclly, fiom Consultant, or from any officcr'
employce, or agenl ofConsullanl, in conneclion with thc award ofthis Agrccnlcnt or any work to
be conducted as a result oflhis Agreement.
t0. t9 No Bcnefit to Arisc to (litv Emblovccs. N o membcr, officer, or cmploycc
of City, or their designecs or agents, and no public official who cxercises authority over or has
responsibilitics with respect to this Agrecnrent during his/hct tcnurc or for one ( I ) year thereafter,
:67 r /01 I 85 E-000 I
7610421 1 a08l29 tl9 - l5-
shall have any intcrest, direct or indircct, in any agreement or sub-agreement, or thc procceds
thcreof, for the Services to be perfomted under this Agreement.
10.20 10.20 City agrees that Consultant's liability under this Agreement shall be
limited as provided in Section 8.3 ofAppendix B, except that the amount ofthe liability cap shall
be the total amount of the agreement and any corresponding amendment(s). To the extcnt
applicable law prohibits such limitation of liability, Section 8 shall not be severed from this
agreement and Service Provider's liability is limilcd to the grealcsl cxtent allowed by applicable
law.
lSignatures on Following Pagel
t6? L',0.1 I 85 8-000l
?610421.2 s08/29l19 - l6-
IN WITNESS WHEREOF, the Parties hereto have exccuted and €ntered into this
**ryM*
Agreement as ofthe Effective Date.
CITY OF MENIFEE CONSULTANT
Duecv-(ii COOiCo-ounder
T Manik-CEO /Co-Founder
LN otc:2 offrccr's signatures requircd if
Consultant is a corporation, unless provided
with a certificate ofsecretary inJieul
A. t"{
as ro Form:
J Melching, City
Clcrk
26 7 l/01 I 858400 t
16lO42t .2 &ttJ29n9 -17-
Altestl L,t ?
EXHIBIT A
SCOPE OF SERVICES
Services shall include comprehensive elcctronic Public Records Management (PRA) system , as
further detailed in the following pages, in lhe not to exceed amount of TEN THOUSAND FOUR
HUNDRED FrFTY DOLLARS AND Zf,RO CENTS ($10,450.00).
:671/01t858-0001
7630{?1.2 !08/29/19
EXHIBIT A
MENIFEE
New. Better. Best
ATTACHMENT A: COST PROPOSAL & ACCEPTANCE OF PROPOSED
CONTRACT/AGREEMENT
For each task during the term of the Agreement, please submit the e>tended cost, Proposers must
submit cost proposats for the comptete scope of u/ork, Note any e)ceptions to th6e requirements'
The City reserves the right to add or remove services over the contract term. The City reserves the
right to award the service(s) tisted on thls soticitation "individuatty", uy group", "al[ or none", or
by any other method as deemed in the best inter€Et of the City.
BASE SERVICE9:
Task Description TOTAL
Pubtt Recor& Requ€st Software (Annuat Cost)
Yerr I S10.450 lor base licens€
plus on6-time sstup
Pubtk Recor& Request Software (Annuat Cost)
Yelr z (Optbnal, rt Clty's Olscretion)$8,662.501or base liconse with
requesi cap of 700/Yr
Publ.ic Records Request Software (Annual Cost)
Yelr 3 (Optlon!|, .t Clty's olscretlon)$9.095.63 for bas€ license
with r€quest cap ol 700ryr
Pubtt RecorG Request Software (Annuat C-ost)
Yelr ,l (Option!1, rt Clty's DBcretlon)$9,550.41 lor bas€ license with
requed cap ol 700ryr
Pubtic Record Requet Software (Annual Costl
Yelr 5 (Optbn!|, rt Clty's Dlscretlon)$10.027.93 for base license
with request cap o, 700/Yr
tr
o
Doornal Ral: CSKiS.IQWT€S46i o)O]E
26? t/01 I 858.0m I
75l0a2l .2 a0O'00O{)-2-
Vendor sha[[ provide for a comprehensive Etectronic Pubtic Records Request
management Software to be used by the Office of the City Clerk to etectronicatty
manage/track Pubtic Records Requests (PRAs) received / processed.
1. A Software as a Service, Ctoud-hosted sotution to enabte members of the pubtic to submit
pubtic records request through a web-based portal. The Web-based cloud-hosted sotution
witt have ftexibitity, security and self-service capability to meet current and future pubtic
records governance.
2. The vendor wi[[ describe the overall project imptementation approach that will ensure a
successful deptoyment. Describe your methodotogy, inctuding project phases, rotes and
responsibitities on each task for the vendors and City, change controt, imptementation
best practices and too(s or models that your firm uses for best practice imptementations.
3. Technical lnfrastructure Design and lmptementation Plan containing at a minimum
detailed information on:. Methodotogy, toots, procedures, activities, and services. Recommendations of physical upgrades to City's current systems. Hardware and Software specifications, server and storage, sizing, capacity
ptanning, apptication, middteware and databases. Security infrastructure and services (identify, protective, monitoring/detective,
and responsive / recovery). Network and connectivity. Performancecharacteristics. Data warehouse and reporting requirements. Avaitabitity, ftexibitity, and growth requirements.
4. System Design Documents. Requirements Vatidation Document: Work product that vatidates the desired
future state business processes and required functionatity.. System Design Document: Work product that identifies both business process
decisions as welt as system configuration decisions for each in scoped business
process and system feature.
5. System instattation and configuration, legacy data migration (as required), and report
imptementation and devetopment
6. Test ptans and scripts based on the functionaI requirements and system design document
that require successfut comptetion of each item in scope (functional requirements) and
the set-up of the system (system configuration).. User Acceptance Ptan. Pre-production security testing
7. The proposat shoutd inctude user training for its staff members who witt be using and
administering the PRA system.. System Administration documentation and training: comptete system manual for
how to use the configured system (Manuats, training video, etc.). Provide training to appropriate staff to produce e-forms/smart forms
26710rrE58-0001
?6Jo,lll.l 60o,'LXlll0 -3
Provide rote-based End User documentation and training:
o End-users: basic functionatity of PRA system/ processing
o lT staff: integration with other system (Active Directory, other apps, etc.)
o System Administration/Configuration - supporting system
8. Complete set of activities required for Go-Live lnctuding Go-Live and Post Go-Live support
9. The proposed Public Records Act Request software witt provide a contemporary and
consistent Graphical User lnterface (GUl) across the entire sotutions. This shatt inctude
togical menus, intuitive navigation, and consistent visual cues (putl downs, checklists,
check boxes, etc.). The GUI witt support a consistent user experience across aU major
browsers, i.e., Internet Exptorer, Edge, Firefox, Chrome, and Safari. The imptemented
system wit[ provide a navigation that conforms to industry best Practices, across a[[
modutes inctuding consistent use of good keyboard shortcuts, keyboard form navigation,
standardized form vatidation, and standardized use of tookup / search screens,
dropdowns, and pop-ups, toottip text, icons, etc.
10. The implemented system shatl provide on-line access to the current year ptus two (2)
previous years of data retained in the system and shatl provide archive capabilities
thereafter, the abitity for users to selectivety copy and/or archive system data to
external storage media (e.g., CD-ROM, Digitat Video Disk (DVD)) based on user-defined
number of years or other user-defined criteria and the evotution of the external data
storage industry and a process to purge archived documents/data and automated purge
capabitities and process to stop automatic purging if needed.
11. The Vendor shatl provide system interfaces for the fottowing internal and external
apptication and databases.
Direclory
Service
Officc 365
City Website
(CivicPlus)
Microsoft Office
Suite (2016)
Windows Server
2016
Windows
Web Bascd
Application
Windows
MS SQL
MS SQL
12. Each detiverabte witl be the responsibitity of the Vendor and wi[[ be formally presented
to the City for review and sign off.
RDIiNIS()sFunction Description
Active
Directorr-
Microsoft
Exchange
Sen ice
City of
Menifee
lYebsite
Outlook
Calendar
16? I /0-1 I 85 8-00)I
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ONextRequest
References
Clry ofStn
Dl.to, CA
Clty of Lo3
Ant.lcs. CA
Kirk Yamamoto / Senior
Systerns Analyst
An8ela Liurita /
Protram Manate{
alaurita@ssndre
ca.gcv
(619)5336507
DeputyCity Clerk
kkk.vamamoto6)l h(lEs://recordsreollilLae ls$J{itv,erg
213-944,5975
htlos://sandieeo.n
extreouE3i.corl|/
aoea.son@cr-ouv
alluo.wa.us
251 U1.5461
au<rdfrx 3rn.. m15
hnps://(ityofpuyall
up.nextrequesl-co
Cultol1B 5inc€ 2016.
r€daction, paynentt
cur(ome. rince 2017
(ltt, of
Puyallup.
Plan to Provide Services
See Cu'tomer Suc(6s Plx! in Appendix A Follot{in8 the exe(ution ol conraa! a NextReque5t
customar Su(ress Speriallsi will (ondu(t a full process mappln8 and configuration plan as wellas an
implementation plar! and dmeline.
Pricing
Fullprinr out of pri(ing spreadsheel attached
Supplementary lnformation
Appendix A
at rhe stara of the rmplem€ntation procesg, your dasignated Custome. Expeience Spe(ialist wll
work closely wilh your proje(! nl.naBer and stakeholders Io map out a Customer Su(€e5s Plan for
the (ity and implemenrarion timeline. Below i5 a remplare ro provide you with a routh outline of the
implementa on process.
Success Plan for City of Menifee
1:l
:6TtOllEJE-0001
?6.1042 L2 .00ml00 :
QNextRequest
Please take a few mrnutes to look at thrs do{ument wele put to8ether to Sive },ou an idea
of our plan for making sure the city of Menilee is suc(essful with NextRequest. Feel free to
edit - this is a plan we'll create toSether. fach s€ction walks throuth one pan oflhe plan.
our success plan has three pansi
We'lL start wrth who rs rnvolved. We find rmplementations work best when the followinB
roles are identified withrn your agenry. These roles can be fllled by the same person or
different people.
Ere€utivc Spontor
lmplemcnt.tlon Lead
Euslness Process owner
Portal Ovvner
lT contact
Finance contart (lt have p.trments)
NextRequeit success Manager
NextRequett lmplementation support
lName, Title, tmaill
IName, Title, Emaill
[Name, Title, Emarll
IName, Title, EmaiU
lName, Title, Email]
lName, Title, Emaifl
Rachel Meresman
ra(hel@nextreouest.com
l8l,4\ 161 -8263 exr. 705
Antelique Mansell
a!&]icus@oralecussr9m
14
ongoing Support
6t6710t1858-000,
?6-10 121 .2 a00/00/00
Process and
Success Planning
;,FE, ]
&I
Configuration &
Training
ElR5r C 6C Oaf-
l, .
I Set Che(k-an Croils
chect-ins
Onboarding Schedule
what w€'ll Do
Proceai Mapping - fill out (ustomer
confi guration plan, start gathering
rnformatron
coordln.tlon MretlrE - 60 min meelrn&
revrew pr oce5s rrapprn& onboardrng
checklist, and configuration
(&14) 767-8253 ext. 715
Who + Oate
IKey Stakeholders]
[[4ONTH DAY, TIME]
lKey Stakeholdersl
[est. MONTH DAY, TIMEI
@NextRequest
15
Admin Traani.t - 90 mrn trarnin&
re(ommended for people vrho will be
admrnrstefl ng the NextRequest portal
StatfTr.lnlng - 90 min trainings.
r€commended for all people vrho will be
using lhe NextRequen portal
omdd Launch - External messaging
and communication on how )ou are uslng
NextRequest
week 2'4
[ESt. MONTH DAY, TIMEI
Week 4-6
[est. MONTH DAY, TIMTI
Week 4-6
lest. MONTH DAY, TIMEI
NextRequest R€vlew *l - confirm the
firsl 30-50 days of NextRequest went a5
planned and 60 day succ€ss Boals were
met
week l2
PortalOwner
[est. MONTH DAY, TIME]
Process and Success Planning - Week I
Clearly understanding and mappint yotrr current records requen pro(ess as wellas your
future process usirE NextRequest are imponant first steps to ensurin8 a successful launch
of NextRequen.
:67tl011853-0001
763042!., .00i0000 -7-
ONextRequest
Current Process
Summary:
Sp€cific Process Assessment:
CurrentProcess Asses9ment NextRequest Procers
Proposed Process (Future)
Summary:
Configuration and Training - First 60 Days
we've found customer5 are most successful when we 8et departments up and runnrnS
wrthin 60 days. we'll work as a team to get you started.
Onboarding overview
what do€s NextRequest
167ll031858-0001
7630421 .2 a00/00/00 -8-
ONextRequest
5uccess look like in
the flrst 60 days?
What is/ar€ the tirst
divlsion(') you want uring
t{ertRequ€st?
OnboardinS Notes
Customizable lnformation
There are many different ways that you (an (ustomize your NextRequest portal to not only
match your organization s processeS but also reduce the number of requests you 8et as
well ar the tiore needed to respond to requests. while not all ofthe rnformation in thrs
section is requir€d, rr€ emourage you to input a5 much as possible so as to save yourself
time in the long run. We1l provide guides on how to input each type of information as well
as examples of what other NextRequest customers have done.
Requiredl
. Preferred URL for the NextRequest po(al
. List of departments and users, rnduding their responsibi,ties within the publt(
records request process (a spreadsheet will be pro,/ided)
. Crty logo aod background image
. Desrgnate person responsible for respons€s to notifications
. Whitelist nextrequest.com aod public-records-requests.com
. Oesignate lI contact to s€t up single sigGon
. Create Stripe account to process payments
. Create ln\oice template
Optlonal (but 3ron8ly encouraged!)
. Cusrom te)(t for rhe landinS page of the po(al
. Custom text for the gdebar of the Make a Request page
17
2671/0llE5E-0001
?6.10.121.2 a00/00/00 -9
lweek,
month, yearl
Rachel,
IPonal
Ownerl,
additional
slakeholders
(optional)
3 monthCheck"in [month, ]€arl Rachel,
lPortal
Own€rl,
additional
stakeholders
(oPtional)
ONextRequest
. Review status or 60 Day Goal5. Review implementation and
usage
. Review sratus of60 Day Goals. Review irnplementalon and
usaSe. Review optional/additional
functionalrry. Review new features. Set 5 month Soals
. Aert ke) ,Yords and message text
. Templales for frequent responses
. Tags for cateSonzing request
. Custom redaction reasons
. FAQ page
Ongoing Support
Throuthout the year, M,e'll work wjth you to make s!re you're successfully uting
NexReque*.
Date Attendees AtendaItem
1 month Check'rn
6 Monrh Check'rn Inronth, yearl . Revrew Usage. Revew new features. Q&A
Rachel,
lPonal
Ownerl.
additlonal
stakeholders
(ootrona0
12 month Check-in lmonlh, yearl Rachel,
lPortal
Ownertr
additlonal
stakeholders
(oPtional)
. Revrew Usage. Review new featu.es. Q&A
18
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QNextRequest
Ongorng Check-ins TBD
every 6 months
(or as needed)
Rd(lEl,
lPortal
Owne rl.
dddrtional
stakeholders
(optional)
. Review Usageo Review new featureg. Q&A
ln addition to the xheduled che(k'ins, staff(an reach out at any time with questions or to
8et suppon on how they use NextRequest:
. Email sJmod@Bxl[eqJJe5l.tqm
. Chat funcion in NextRequest ponal
We've also created avarietyof online resources:
. Your NextRequest Portal
. Hor r Tds and D,ocumentation
. gdsaJuariah
we're ercited to get NextRequest up and runnir€ for you and look forward to a smooth
rollout! Please know that you can rea(h out to us at any tlme with questions.
Thanks agarn.
The NextRequest team
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Appendix B
Additional Terms and Conditions
These terms are in addition to the Customer's Terms and Conditions, and to the extent there is a conflict
between the Customer's Terms and Conditions and these additional terms, these addition terms shall
govern. 'Customer" means the Cily of Menifee.
1. Security. The Service is hosted by third-party Service Partners pursuanl lo agreements between
NextRequest and such Service Partners. The facilities used to store and process Customer Content use
reasonable and appropriate measures designed to secure Customer Content against accidental or unlaMul
loss, access or disclosure.
2. lntellectual Property and Licenses.
2.1. Service. The Service is protected by copyright, trademark, trade secret, and other intellectual property
laws of both the United Slates and foreign countries. Except for the express licenses granted in lhis Section
2.1, NextRequest reserves all rights in the Service. As between Customer and NextRequest, NextRequest
retains all and exclusive rights, title, and interest in and to the Service, including all lntellectual Property in
the Service and any software used to provide the Service to Customer. During the Term and conditioned
upon Customels compliance with all provisions of this Agreement, NextRequest hereby authorizes
Customer to access and use the Service for purpose of accepting, resPonding to and managing public
records requests and publishing responsive documents ('Purpose"), and grants to Customer a personal.
limited, royalty-free, non-exclusive, non-assignable, non-sublicensable and nontransferable right and
license to use the Service only for the Purpose. Customer and Customer's Users shall not (a) copy, modify,
translate or create derivative works or improvements of the Service; (b) rent, lease, lend, sell, sublicense,
assign, distribute, publish, transfer or otherwise make available any Service or any part or derivative thereof
to any person; (c) reverse engineer, disassemble, decompile, decode, adapt or otheMise attempt to derive
or gain access to (he source code, underlying ideas. algorithms, slructure or organization of lhe Service, in
whole or in parti or (d) defeat, bypass, breach, deactivale, or otheMise circumvent any security device or
protection used by the Service or access or use the Service other than through the use of its own then valid
access credenlials.
2.2. Third-Party Soflware. Open source software licenses for componenls of the Service released under an
open source license constitute separate written agreemenls. To the limited extent lhat the open source
software licenses expressly supersede this Agreement, the open source licenses govern Customer's
agreement wilh NextRequest for the use of the components of the Service released under an open source
license. For the avoidance of doubt, the owners of the open source licenses do not have access to
Customer Content or Requester Conlent.
2.3. Customer Content. As between Customer and NextRequest, Customer retrains ownership of all
lntellectual Property in Customer Content. Customer grants to NextRequest, its Service Provide6 and each
ot NextRequests respective subsidiaries, affiliates, and successors a worldwide, non-exclusive, royalty-
free, fully-paid, transferable, irrevocable, perpetual, unlimited, and su[licensable right to use, host, store,
cache, reproduce, publish, publicly display, perform, distribute, transmit, translate, publicly perform, adapl,
and modity Customer Content, in all media now known or later developed, for the purpose of mainlaining,
operating, or improving the Service. NextRequest and its Service Providers may access Customer Content
as necessary to comply with the law or an orderofa governmental body. Cuslomer represents and warrants
and undertakes that it has all necessary raghts in the Customer Content to permit Customeis use of the
Service and to grant the licenses contained in this Agreemenl without infringing the lntellectual Property
rights of any third parlies, violating any applicable laws, or violating the terms of any license or agreement
to which it is bound.
2.4. Requester Content. NextRequest and/or Requesters retain ownership of all lntellectual Property in
Requester Content. NextRequest grants to Customer a worldwide, nonexclusive, royalty-free, fully-paid,
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non-transferable, irrevocable, perpetual, and nonsublicensable right to use Requester Content for the
Purpose.
2.5. Usage Data. NextRequest retains ownership of all lntellectual Property in Usage Data, and Customer
hereby unconditionally and irrevocably grants to NextRequest an assignment of all right, title and interest
in and to the Usage Data, including all lnlellectual Property rights relating thereto. NextRequest grants to
Customer a worldwide, non-exclusive, royalty-free, fully-paid, non-transferable, irrevocable, perpetual, and
non- sublicensable right to use Usage Data for the Purpose.
2.6. Transfer of Contenl. Customer Content may be disclosed and otherwise lransferred to an acquirer. or
successor or assignee as parl of any merger, acquisition, debt financing, sale of company assets, or similar
transaction, as well as in the event of an insolvency, bankruplcy, or receivership in which such data is
transferred to one or more third parlies as a NextRequesl business asset.
?.7. Feedback and improvements. Any suggestions provided by Customer to NextRequest with respect to
NextRequesl's producls or services shall be collectively deemed "Feedback." NextRequest will be free to
use Feedback without any obligation to Customer and Customer hereby assigns to NextRequest all rights,
title, and interesl in and to any Feedback. NextRequesl will be considered the sole author of all modifications
or improvements to the Service. NextRequest may use Customer Content to improve the Service and shall
be the sole owner of any such improvements, so long as such use protects the confidentiality of Customer
Content
3. Customer Obligations
3.1. Security, Customer will protect the accounts, passwords, and other authentication information
Customer uses to access the Service and any NextRequest system, and will be responsible for any activity
attributable to a Customer account or Customer Users. Customer's user names, passwords, other login
information or personal information may be stored by NexlRequest or its Service Providers in lhe course of
providing Service and may be available to the NextRequest applicalion and Service Providers.
3,2 Data Backup. Customer will maintain backups of all Customer Content stored in the Service in an
environmenl separale from lhe Service.
3.3. Laws Applicable to Customer. Customer is solely responsible for Cuslomer Content and will comply
with all laws applicable to Cuslomer's use of the Service, including without limitation privacy laws and laws
regarding the export of data or software. Customer will nol use lhe Service to slore data thal Customer is
prohibited by any law or regulation from disclosing to NextRequest or any third party, such as financial data,
individually identifiable information about children, individually identifiable health information, geolocation
information about specific people, Social Security numbers, drive/s license numbers, other confidential lD
numbers, financial account numbers, credit or debit card numbers, personal identification numbers (PlNs)
or passwords, street addresses, phone numbers or other personal information of third parties. NextRequest
shall not be liable for any damages that arise due to Customer or Customer Users' publication of any
information in violation of any law. To the extent that Customer Content causes NextRequest to be sub.iect
to any law to which it otherwise would not be subject (such as HIPAA), NextRequest may remove such
data or discontinue the Service without any liabilityexcept to refund anyfees Customer paid to NextRequest
atlributable Io unused services.
3.4. Public Records Laws. Customer is solely responsible for compliance with all applicable public record
laws and under no circumstances shall NextRequest be liable for any damages relating to non-compliance,
regardless of whether such noncompliance arises oul of or relates to Customer's use of or reliance on the
Service. Customer wanants thal Cuslomer is solely responsible for all Cuslomer Content and use of
Cuslomer Content by Requesters. Neither NextRequest nor its Service Providers guarantees the accuracy,
integrity or quality of Customer Content.
3.5. Acceptable Use Policy. Customer and Customer Users shall nol use the Service (i) to send or facilltate
the sending of unsolicited bulk commercial email (spam); (ii) to send, upload, distribute, or transmit or store
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Prohibited Content (iv) to distribute malware, including viruses, worms, Tro.jan horses, corrupted files,
hoaxes, or other items of a deslructive or deceptive naure; (v) to alter, disable, interfere with, disrupt,
circumvent or exploit vulnerabilities in any aspect of the Service or NextRequest's or third parties'other
services or systems; (vi) to infringe the lntellectual Property or privacy rights of any person; (vii) to otherwise
violate, or promole the violation of, any law or the legal rights of any person; (viii) to impersonale another
person; (ix) for any high risk use where tailure of the System could lead to death or serious bodily injury or
any person or lo physical or environmental damages, such as applications controlling transportation,
medical systems or weaponry systems; or (x) to otherwise access or use the Service beyond the scope of
the authorization granted under Section 2.1 . lf Customer becomes aware of any actual or threatened activity
prohibited under lhis section, Cuslomer shall immediately take all reasonable measures to stop the activity,
to mitigate its effects, and to notify NextRequest. Customer is responsible for any act or omission oI any
Customer User.
4. Term and Termination
4.1. Terminalion for Breach. Either Party may terminate the Agreemenl for breach if the other Party
materially fails to meet any obligation stated in the Agreement and does not remedy that failure within thirty
(30) days of writlen notice from the nonbreaching Party describing the railure.
5. Removal of Customer Content, Suspension of Service
5.1 . NextRequest and its Service Providers reserve the right to remove or prohibit any Customer Content
or Requester Content. NextRequest may suspend or terminate Customer's use of the Service without
liability if NextRequest or a Service Provider reasonably believes that: (a) it is required to do so by law or a
regulatory or government body, or doing so is necessary to protect the rights of NextRequest, its Service
Providers. or its other customersi (b) Customer or any Customer User has Jailed to comply with any material
term of this Agreement, including the Acceptable Use Policy; (c) Customer's or any Customer User's use
violates applicable law or third-pady rightsi (d) Customer Content causes NextRequest to be subject to any
law to which it otheMise would not be subject (for example, HIPAA); or (e) this Agreement expires or is
terminated. Notwithstanding lhe foregoing and for the avoidance of doubt, NextRequest and ils Service
Providers have no obligation to monitor. filter, or disable access to any Customer Content or Requester
Content.
5.2. lf NextRequest or a Service Provider elects to remove Customer Conlent or suspend the Service. lo
the extent possible. NextRequest will give Cuslomer advance notice of al least one (1) Business Day.
6. Changes to Services. NextRequest may change, updale or disconlinue any or all of the Service at any
time. NextRequest will make commercially reasonable efforts to timely notify Customer of discontinuation
of the Service
7. lndemnification
7.1. NextRequesf s lndemnitication Obligation. lf any action is instituted by a third party against Customer
based upon a claim that any part of the Service (an'lnfringing ltem'), infringes a United States patent,
copyright or trademark, NextRequest's sole obligation will be at its option and expense to (a) procure for
Customer the right to continue using the lnfringing ltem, (b) replace or modify the lnfringing ltem so that it
is no longer infringing but continues to provide comparable functionality, or (c) terminate this Agreement
and Customer's access to the Service, in which case NextRequest shall refund a proratd amount of any
amounts paid for which Service have not yet been received. NextRequest shall have no liability to Customer
for any infringemenl action lo the extent such action arises oul of a breach of the terms and conditions of
this Agreemenl by Customer or of lhe use oflhe Service (or any component part thereof) after it has been
modified by Customer wilhout NextRequesl's prior wrilten consent. This seclion expressly supersedes any
indemnification obligation contained in Citys Oocuments.
8. Disclaimers and Limitations on NextRequesl's Liability
8.1. NextRequesl is not responsible to Customer or any third party for unauthorized access to Customer
Content or the unauthorized use of the Service unless the unauthorized access or use results from
NextRequest's or its Service Providers' failure to meet its security obligations under this Agreemenl.
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Cuslomer is responsible for the use of the Service by any employee of Customer, any person Customer
authorizes to use the Service, any person to whom Customer has given access to the Service, and any
person who gains access to Customer Conlenl or the Service as a result of Customer's failure lo use
reasonable security precaulions, even if such use was not authorized by Customer. Customer is not
responsible for the use of the Service by Requesters, so long as such use would nol otheMise be a violation
of the foregoing sentence
8.2. Disclaimer of Warranty. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE
SERVICE lS PROVIDED "AS lS" ANO "AS AVAILABLE" AND NextRequest MAKES NO WARRANTY OF
ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT
LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NON
INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OR TRADE
PRACTICE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, NextRequest MAKES NO
REPRESENTATION OR WARRANW (A) USE OF THE SERVICE WILL MEET CUSTOMER'S
REQUIREMENTS, (B) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR (C)
REGARDING THE ACCURACY OR RELIABILITY OF ANY CONTENT.
8.3. Limitation of Liability. NextRequest WILL NOT BE LIABLE FOR LOST REVENUES OR INDIRECT,
SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING OUT OF
OR RELATING TO THIS AGREEMENT HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY
(INCLUDING NEGLIGENCE), EVEN IF IT KNEW OR SHOULO HAVE KNOWN THAT SUCH DAIVAGES
WERE POSSIBLE AND EVEN lF DIRECT DAMAGES DO NOT SATISFY A REI\iIEDY. lN NO EVENT
WILL THE AGGREGATE LIABILiTY OF NextRequesl OR ITS SUCCESSORS, LICENSORS, SERVICE
PROVIDERS OR SUPPLIERS UNOER OR IN CONNECTION WITH THIS AGREEI\,TENT OR ITS
SUBJECT IVIATTER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF
CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY AND OTHERWISE EXCEED THE
TOTAL AMOUNT ACTUALLY PAID BY CUSTOI\rER TO NextRequest UNOER THIS AGREEIVIENT.
8.4. lnsurance. NextRequest uses third party service providers to perform part of the Services. Because of
the nature of these relationships, NextReguest shall not be required to ensure that such service providers
meet the Countys insurance requirements or to provide evidence of insurance. NextRequest remains fully
responsible to Customer under this Agreement for Services performed by its third-party service providers
to the same extent as if NextRequest performed the Services itself.
Capitalized terms have the following meanings:
"Customer Content' means all data that Customer or Customer Users store in, transmit to, or produce with
the Service, or otherwise provide to NextRequest under this Agreement, Customer Content does not
include Usage Data collected from Customer, Customer Users, or Requesters.
"Customer User" means a person aulhorized by Customer, such as a Cuslomer employee, to use the
Service on Customer's behalf. Customer User does not include Requesters.
"lntellectual Properly" or "lP'means legally protectable rights related to patents, copyrights, trademarks,
trade secrets. rights of publicity and any other proprietary inlellectual property.
"Prohibited Content" means contenl (i) that violales any third party's rights, including privacy or lntellectual
Property rights; (ii) that is libelous, harassing, abusive, fraudulent, defamatory, excessively profane, hate
related, violent, harmful to minors; (iii) that advocates racial or ethnic intolerance; (iv) intended to advocate
or advance computer hacking or cracking; (v) gambling; (vi) other illegal activity; (vii) drug paraphernalia;
(viii) phishing; (ix) malicious content; and (x) other material, products or services that violate or encourage
conduct that would violate any laws or third-party rights.
"Requesler" means a member of the general public who uses the Service to make a public records request.
"Requester Content" means information provided by or collected from a Requester. Requester Content
does not include Usage Data collected from Requesters.
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'service" means NextRequesfs integrated web-based service, which assists customers in responding to
public records requests. The Service consists of a core web-based application and any optional modules
which may be purchased by Customer. The details of the Service subject to this Agreement are set forth in
the Order Form.
"Service Providers" means third-party providers of services that are part of the Service. "Usage Data'
means information other than Customer Content or Requester Content that is collected, directly or
indirec{y, from Customer, Customer Users, or Requesters by or through the Service, including information
that incorporates or is derived from the processing of information, dala or content by or through the Service
as well as any information, data or other conlent derived trom NextRequesl's or its Service Providers'
monitoring of Customer's access to or use of the Service such as information reflecting the access or use
of the Service by or on behatf of Customer, any Customer User, or any Requester.
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