3To:
From:
Date:
Subject:
Background:
Cost:
South Miami t,·.,,,
AD-America CItY
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
'1111.'
The Honorable Mayor & Members of the City Commission
Hector Mirabile, Ph.D., City Manager /4 --:::;;;2
November 2, 20 II Agenda Item No.:_ ~_
A resolution authorizing the City Manager to execute an addendum
to the existing 3 year agreement with Granicus, Inc. to add to the
existing module the Training Management Suite Module. This
module will increase its current investment of $1,050 monthly by
$330 monthly service charge; the new monthly investment total is $
1,380, charging account No. 001-1340-512-4632 (Internet Service);
and providing an effective date.
2001
The City would like to take the existing system one step further and add the
Training Management Suite; this module will benefit Code Enforcement, Human
Resources and other departmeuts giving them the capacity to train staff remotely,
making us a more efficient, effective better trained team.
Based on a mutual agreement, as part of the offer from Granicus, the City of
South Miami will receive monthly management services at no cost until July 1,
2012. The Training Management Suite includes all training, software, hardware,
24/7/365 support, professional service, installation and implementation. The city
will be responsible to pay monthly management service fee in full starting July 1,
2012, billing for this period starts April 15, 2012.
$ 330.00 monthly
Funding Source: 001-1340-512-4632 (Internet Service) with a current balance of $ 42,012.
Backup Documentation:
Q Resolution No. 33-11-13347 dated February 1,2011.
Q All back up documentation associated with Resolution NO. 33-11-13347
o Updated Proposal from Granicus dated October 11,2011.
o E-mail from Jack Melnicofffrom Granicus
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RESOLUTION NO.: ________ _
A resolution authorizing the City Manager to execute an addendum to the
existing 3 year agreement with Granicus, Inc. to add to the existing module
the Training Management Suite Module. This module will increase its
current investment of $1,050 monthly by $330 monthly service charge; the
new monthly investment total is $ 1,380, charging account No. 001-1340-512-
4632 (Internet Service); and providing an effective date.
WHEREAS, the city would like to take the existing system one step further and add the Training
Management Suite, this module will benefit Code Enforcement, Human Resources and other departments giving
them the capacity to train staff remotely, making us a more efficient, effective better trained team; and
WHEREAS, based on a mutual agreement, as part of the offer from Granicus, the City of South Miami
will receive monthly management services at no cost until July 1,2012. The Training Management Suite includes
all training, software, hardware, 2417/365 support, professional service, installation and implementation. The city
will be responsible to pay monthly management service fee in full starting July I, 2012, billing for this period starts
April 15, 2012.
WHEREAS, the City of South Miami wishes to execute an addendum to the existing 3 year agreement
with Granicus, Inc; and
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE
CITY OF SOUTH MIAMI, FLORIDA THAT:
Section 1: The City Manager is hereby authorized to execute an addendum to the existing 3 year
agreement with Granicus, Inc to add Training Management Suite Module.
Section 2: This resolution shall be effective immediately.
Passed and Adopted this _day of ___ , 2011.
ATTEST:
CITY CLERK
READ AND APPROVED AS TO FORM
LANGUAGE, LEGALITY AND
EXECUTION THEREOF:
CITY ATTORNEY
APPROVED:
MAYOR
Commission Vote:
Mayor Stoddard:
Vice Mayor Newman:
Commissioner Palmer:
Commissioner Beasley:
Commissioner Harris:
Proposal presented by:
Jack Melnkoff
Granicus, Inc.
(352)514-4653
jackm®granicus.com
l
• 1
Government Transparency and Agenda Workflow Solutions
®
1
10-11-2011
Hector Mirabile
City Manager
South Miami
Hector,
Thank you for choosing Granicus, we're excited to support your government training initiatives/needs.
It has been a pleasure to work with the City of South Miami over the past year. On the following few
pages, you will find a breakdown of the Training Management suite and detailed pricing. Once we
receive confirmation of this purchase we will begin deployment of the Training Management suite.
Below you will find a detailed proposal of the Training Management suite that includes all training,
software, hardware, 24/7/365 support, professional services, installation and implementation.
Over 950 jurisdictions have selected Granicus as a partner to help them build trust with citizens, reduce
staff time spent on processing meetings, government trainings and engage citizens in productive new
ways. Granicus has over 35 years of government-focused experience which has allowed us to develop
tools with government in mind and meet the market demand. We hope that you enjoy being part of
the Granicus client family.
Most Sincerely,
Jack Melnicoff
Software Sales Executive
(352)514-4653
Granicus 1 Inc
2
t
Training Management
The Training Management Suite is an easy way to create, manage, and deliver online video training for
staff and citizens. Web-based access allows you to manage and update content anywhere, at anytime.
Synchronize video with course materials including documents, graphics, or presentations. Comply with
state and federal training mandates through exam certifications and result tracking. Integrate with
Learning Management Systems (LMS) and Enterprise Resource Planning (ERP) solutions. Click here for
more information on the Training Management Suite.
• Trainee portal and transcript tracking
• Training course and exam builder
• Export training results
• Create certificates of completion
• API integrations
* As part of our offer City Miami will receive Managed Services at no cost 2012.
City of South Miami is responsible to pay their Monthly Managed Service fees in full starting July 1" 2012, billing
for this period starts April 15, 2012.
3
Granlcus® Open Platform
The Granicus@ Open Platform allows you to stream an unlimited number of meetings and events online
and over mobile devices -play video in H.264 * and Silverlight. Publish all of your content online with
indefinite retention schedules. Granicus Encoding Appliance gives YOll unlimited bandwidth and
storage as well as local live and on-demand streaming for up to 50 concurrent viewers. You can also
access a library of community content and start publishing videos immediately. Finally, leverage an
open architecture and connect in-house or third-party solutions to Granicus. Click here for more
information on the Granicus Open Platform.
o Stream unlimited meeting bodies and events
• Indefinite retention schedules
• Intelligent media routing
• Community content library
• Open architecture and SDK
* In pilot, will be available to all customers upon release
Government Transparency Suite
The Government Transparency Suite gives your citizens greater access to public meetings and records
online. Take the next step towards greater transparency and link related documents to your video,
offer your full agenda packet, and provide advanced searching of archives. Reach a broader audience
Reach a broader audience with podcasting -download media in MP3 and MP4 formats (MP3, MP4)
and view video offline. Granicus' reporting tools give you a detailed analysis of visitor statistics to help
you better understand viewership trends. Click here for more information on the Government
Transparency Suite. ~~~;;~
• Publish agenda packets with video
• Link relevant materials
• Build reports and analytics
• Index videos live
• Offer downloadable formats (MP3 & MP4)
®g[Qn i
Meeting Suite
The Meeting Efficiency Suite is a live meeting workflow solution that combines minutes with a
meeting's recording. Capture and publish minutes, saving staff time and cutting administrative costs.
Record roll-call, agenda items, speakers, motions, votes, and notes through a simple interface. After
the meeting, finalize minutes quickly and easily in Microsoft Word"'. With Vote Log, allow the public to
track legislation, ordinances and even voting member records through your website. This Suite you can
seamlessly integrate with agenda solutions already in place. Click here for more information on the
Meeting Efficiency Suite.
• Meeting preparation tools
• Live minutes automation
• Quick notes and text expansion
• Minutes editing and pUblishing
• Generate linked minutes
Professional Services
Hosu~d Web .. BilsBd Applicaiion
AgendiJ Parser
Meeting Software
Pllolic
Customi7.ed Website Integration • • •
I.egislative Portal Website Integration •
Document Assessment • •
Customized Agenda Template • • • support
• Development of a
Microsoft Word Customized Minutes Template
Standard Reports
Public I)isplayTemplate •
• 00-Tr<linjng Portal
6
• World's most experienced provider of government transparency, citizen participation, meeting
efficiency, legislative management, and training management solutions with:
o Over 950 clients in aliSO states, at every level of government
o Over 31 million government webcasts viewed
o More than 265,350 government meetings online
• First fully integrated legislative workflow management system for local government
• Open API architecture and SDK allow for seamless integrations with systems already in place
• Native iPad application for agenda viewing, note-taking, bookmarking and supporting material
review
• Media content compatible on multiple browsers
• Truly unlimited storage and distribution for all meeting bodies and non-meeting content
• Indefinite retention schedules for all archived meeting and non-meeting content
• Media content supported on both PC/Mac systems AND on mobile systems such as Appie lOS,
Android, and Blackberry
• Customized web integration to match the look and feel of the client's webpage
• Media content supported in multiple media formats such as Flash, Windows Media, Silverlight,
HTML5
• Software to allow content created to be shared over social networks
• Minutes annotation tools that can integrate with Microsoft Word to allow minutes to be built in
Word while leveraging the indexed video of the meeting for reference
• Minutes annotation tools that allow publishing the Minutes in PDF Format but still includes
links to the audio/video webcast within the PDF
• Reporting tools to track a detailed analysis of visitor trends
• Access library of peer-created government media content from over 950 Granicus users
• 24/7/365 customer service and support
• 97% customer satisfaction rating, 99% client retention rating
• Ranked 185 on Deloitte 500 fastest growing companies
• Ranked 419 on Inc 500 fastest growing companies
• Client Success stories are available here: http:Uwww.granicus.com/Clients/Case-Studies.aspx
7
Page 1 of2
Garcia. Maria
From: Riverol, Alfredo
Sent: Monday, October 24,2011 11:46 AM
To: Dennis Deblois
Cc: Dennis Deblois; kulick, Steven P; Garcia, Maria
Subject: RE: Granicus Training Management Suite
We need a copy of the proposal, amending the existing contract to include the training module at the stated
cost.
Once we get the proposed, revised agreement, this item will need to go before commission in the form of a
resolution, with public hearing, considering it is a multi-year agreement. Garcia, please help prepare.
Thanks
From: Dennis Deblois [mailto:DDeblois@intldata.com]
Sent: Monday, October 24, 2011 10:55 AM
To: Riverol, Alfredo
Cc: Dennis Deblois
Subject: FW: Granicus Training Managment Suite
Please see below.
Dennis
Dennis R. Deblois
Pres.ident / CEO
13302 sVi/128tn Stre et
~~[anllFL33186
(305) 253-7.677 Work
(305J.298-83P Mobile
··Dpeb1ok;@intldata:com
W\>\'W,intlpata-.com·
From: Jack Melnicoff [mailto:JackM@granicus.com]
Sent: Monday, October 24, 2011 10:53 AM
To: Dennis Deblois
Subject: Re: Granicus Training Managment Suite
Hey Dennis,
Yes the $330 will run the length of the contract, which goes until Oct. 2014.
Jack Melnicoff
{352}514-4653
Jamelnicoff@yahoo.com
10/24/2011
From: Dennis Deblois [mailto:DDeblois@intldata.com]
Sent: Sunday, October 23, 2011 04:25 AM
To: Jack Melnicoff
Cc: Dennis Deblois <DDeblois@intldata.com>
Subject: RE: Granicus Training Managment Suite
Hi Jack,
Page 2 of2
Thanks again for this proposal for the City of South Miami. With the exception of the free period, will the $330
monthly rate run for the term of their existing contract? The CFO asked me to check on that.
Dennis
From: Jack Melnicoff [mailto:JackM@granicus.com]
Sent: Friday, October 21, 201112:01 PM
To: hmirabile@southmiamifl.gov
Cc: Dennis Deblois
Subject: Granicus Training Managment Suite
Hector,
As we discussed yesterday. I was able to secure FREE monthly managed services for the City of South Miami
through July 1st as well as eliminate the up-front payment.
Please reply back to this email acknowledging the City of South Miami elects to add the Training Management
Suite and agrees to increase its current monthly investment by $330, as outlined in the attached proposal.
Let me know how I can help further.
Jack Melnicoff I Sales Executive I Granicus Inc.
600 Harrison Street, Suite 120
San Francisco, CA 94107
office: 415.357.3618 x1711 I cell: 352.514.4653
®granicus.
Follow Us! Blqg I Twitter I facebook I i.inkedin
This e-mail communication 1s confidential and is intended only for the individuaJ(s) or entity named above and others who have been specifically
authorized to receive it. If you are not the intended recipient, please do not read, copy, use or disclose the contents of this communication to others.
Please notify the sender that you have received this email in error by replying to the email. Please then delete tile email and any copies of it
This e-mail communication is confidential and is intended only for the lndividual(s) or entity named above and others who have been specifically
authorized to receive it. If you are not the intended recipient, please do not read, copy, use or disclose the contents orthis communication to others.
Please notify the sender that you have received this email in error by replying to the email. Please then delete the email and any copies of it.
10/24/2011
RESOLUTION No. 33-11-13347
A Resolution of the Mayor and City Commission of the City of South Miami,
FIOl'ida, authorizing the City Manager to expend $17,433.00 for the purchase
of Granicus Solution, charging account No. 001-1200-512-3450 (Contractual)
and to enter into a three-year Service Agreement with Granicus, Inc., a sole
source, to facilitate streaming and distribution of live and archived digital
media content; and providing an effective date.
WHEREAS, for the past few years it has been the desire and the collective effort of the elected
officials and staff to work towards the improvement of our environment; and,
WHEREAS, a Green Task Force was created by Ordinance No. 26-07-1927 to provide the City
Commission and staff with recommendations for developing policies that protect our natural resources
and quality of life; and,
WHEREAS, one of the recommendations from the Green Task Force Green Master Plan has
been to go paperless for public information requests; and,
WHEREAS, staff has met with the IT Department and with Granicus representatives and
hereby recommend the purchase of Granicus Solution which will improve transparency and efficiency
for the City Clerk's Office.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF
THE CITY OF SOUTH MIAMI, FLORIDA:
Section 1. The Mayor and City Commission authorize the City Manager to expend
$17,433.00 for the purchase of Gracicus Solution, charging account No. 001-1200-512-3450
(Contractual), with a current balance of $22,448.68, and to enter into a Service Agreement for three
consecutive years with Granicus, Inc., a sole source, according to the terms and conditions as set forth
in the Proposal which is attached and made a part of this Resolution.
Section 2. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 1 st, day ofFebrua;c'¥~ZOl1.
ATTEST:
~w~ CITY CLERK -
z~ CITY ATTORNEY
APPROVED:
COMMISSION VOTE:
Mayor Stoddard:
Vice Mayor Newman:
Commissioner Beasley:
Commissioner Palmer
Commissioner Harris:
5-0
Yea
Yea
Yea
Yea
Yea
W:\M:y Documents\resolutions\R.csolution purchasing Granicus,doc
Menendez, Maria M.
From: Jack Melnlcoff [JackM@granicus.comj
Sent: Thursday, January ZO, 2011 12:54 PM
To: Menendez, Maria M.
Cc: Velez, Pablo R
SUbject: RE: sole source
Maria 1
Page 1 00
Below are items that make Granicus a "sole source". Please confirm this meets your requirements and if
you would like to discuss further let me know.
Granicus is the world's only webcasting provider with a public meeting specific solution that will
allow you to reach all devices, operating systems and browsers. This is accomplished by our
ability to encode In H.264 (the codee) and into an MP4 file format. When end users play our
files, we detect the platform they are on and any plug-ins that are available. We will then load
the following players (in order) if available: .
o ForPe
• Silverlight
• Windows Media Player
• Flash Player
o For Mac
• Silverlight
• . Flash Player
o For iPhone/iPad! Android:
• HTML5 Player
Granicus is the world's only webcasting provider to provide a native iPad application for
distributing and viewing paperless agenda packets.
Granicus is the world's only government web casting provider to provide advanced
search. Search options indude agenda Item, dosed captloning text, motions, votes, data ranges
and the ability to use full Boolean logic.
Granicus is the world's only government webcasting provirlerto provide vote log
interfaces. This feature improves the public's ability to sort, search and build reports on specific
public meeting actions.
GraniCus is the world's only provider of both government webcasting and Training
Management software.
Granicus Is the world's only government webcasting provider that can grant you access to peer-
created government media content from nearly 800 Granicus clients.
Granlcus Is the world's only government webcasting service to provide encoding, minutes
annotation, transcription, and closed captioning services.
Granicus is offers truly unlimited storage and distribution for ail meeting bodies and non-
meeting content.
Granicus offers Indefinite retention schedules for all archived meeting and non-meeting
content.
1 {20/2011
, .
i
I
Jack Melnicoff 1 Software Sales Executive, Southeastern Region
Granicus Inc.
p: 352.514.46531 f: 415.618.0201
;ackm@granicus.coml www.granicus.com!clients
• granlcus.
Follow Us! Blog I Twitter I Facebook
From: Menendez, Maria M. [mailto:MMenendez@southmlamlfi.gov]
Sent: Wednesday, January 19, 2011 9:49 AM
To: Jack Melnicoff
Subject: RE: sole source
Thanks a lot Jack.
Mow£,ct/M. M~ CMC
Cet)!Cl<w1o
6130 S~Vrwe-
soutJv M£a.mi1 F'b 3311f3
{305} 663-631f0
~cay~n,e;{:
www.cayofio:uthm!am!f4f!!2j!
From: Jack Melnicoff [mailto:JackM@granlcus.com]
Sent: Wednesday, January 19, 2011 9:41 AM
To: Menendez, Maria M.
Ce: Velez, Pablo R
SUbject: Re: sole source
I am on the road this morning but to quickly respond yes this is definitely a 'sole source'.
Page 2 of3
Most of the language you will want to Include in the resolution is in the 'Granicus Differentiater' section in your
proposal but I will send you a formal response once I get to my hotel this evening.
From: Menendez, Maria M. [mailto:MMenendez@southmiamifi.gov]
Sent Wednesday, January 19, 2011 05:50 AM
To: Jack Melnicoff
Ce: Velez, Pablo R <PVelez@southmlamlfl.gov>
Subject: sole source
Hello Jack, we are preparing the resolution to go before the Commission February 1 and would like to verify
whether Granicus could be considered a "sole source".
Thanks for the prompt attention to this matter.
Mow£,ct/M. M~ CMc
Cet)! cle.r1o
6130 SIM'Uet-Vrw(9
1120/2011
Sout:h-Mt:arnt; %331.43
(305) 663-6340
~c£ty~Plet"
WWW.oec-yq(wut'lyntamtfl'flPv
1120/2011
Page 3 of3
GRANICUS, INC. SERVICE AGREEMENT
THIS SERVICE AGREEMENT (the "Agreement"), dated as of February 3, 2011 (the
"Effective Date"),. is entered into between Granicus, Inc. ("Granicus"), a California Corporation,
and City of South Miami (the "Client").
A. WHEREAS, Granicus is in the business of developing, licensing, and offering for
sale various streaming media solutions specializing in Internet broadcasting, and related support
services; and
B. WHEREAS, Granicus desires to provide and Client desires to 0) purchase the
Granicus Solution as set forth in the Proposal, which is attached as Exhibit A, and incorporated
herein, to facilitate streaming and distribution of Jive and archived digital media content, (U)
engage Granicus to integrate its Granicus Software onto the Client Website, (iii) use the Granicus
Software subject to the teons and conditions set forth in this Agreement, and (iv) contract with
Granicus to administer the Granicus Solution through the Managed Services set forth in Exhibit A.
NOW, THEREFORE, in consideration of the foregoing and the mutual agreements,
covenants, representations and warranties herein contained, the parties hereto agree as follows:
1. GRANICUS SOFTWARE AND MANAGED SERVICES.
1.1 Software and Services. Subject to the terms and conditions of this Agreement,
Granicus will provide Client with the Granicus Software, Professional Services, and Managed
Services that comprise the Granicus Solution as outlined in Exhibit A.
2. GRANT OF LICENSE.
2.1 Ownership. Granicus, and/or its third party supplier, owns the copyright and/or
certain proprietary infoonation protectab1e by law in the Granicus Software.
2.2 Use. Granicus agrees to provide Client with a revocable, non-transferable and
non-exclusive account to access the Granicus Software listed in the Solntion Description and a
revocable, non-sublicensable, non-transferable and non-exclusive right to use the Granicus
Software. All Granicus Software is proprietary to Granicus and protected by intellectual propertY
laws and international intellectual propertY treaties. Pursuant to this Agreement, Client may use
the Granicus Software to perform its own work and work of its customers/constituents.
Cancellation of the Client's Managed Services will also result in the immediate termination of the
Client's Software license as described in Section 2.2 hereof.
2.3 Limited Warranty; Exclusive Remedies. Subject tu Sections 6.1 and 6.2 of this
Agreement, Granicus warrants that the Granicus Software, as provided by Granicus, will
substantially perform in accordance with its applicable written specifications for as long as the
Client pays for and receives Managed Services. Client's sole and exclusive remedy for any breach
by Granicns of this warranty is to notity Granicus, with sufficient detail of the nonconformance,
and provide Granicns with a reasonable opportnnity to correct or replace the defective Granicus
Software. Client agrees to comply with Granicus' reasonable instrnctions with respect to the
alleged defective Granicus Software.
-----------------------------Pagel
2.4 Limitations. Except for the license in Section 2.2, Granicus retains all ownership
and proprietary rights in and to the Granicus Software, and Client is not permitted, and will not
assist or permit a third party, to: (a) utilize the Granicus Software in the capacity of a service
bureau or on a time share basis; (b) reverse engineer, decompile or otherwise attempt to derive
source code from the Granicus Software; (c) provide, disclose, or otherwise make available the
Granicus Software, or copies thereof, to any third party; or (d) share, loan, or otherwise allow
another Meeting Body, in or outside its jurisdiction, to use the Granicus Software, or copies
thereof, except as expressly outlined in the Proposal.
3. PAYMENT OF FEES
3.1 Client agrees to pay all costs as outlined in Exhibit A.
3.2 Monthly billing for Managed Services shall begin forty-five (45) days after the
receipt of a fully executed Agreement or the receipf of a purchase order for the up-front costs,
whichever occurs frrst, as agreed upon in Exhibit A.
3.3 Client agrees to pay all invoices from Granicus within thirty (30) days of receipt of
invoice, provided that Client agrees to pay the Managed Services Fee to Granicus on a monthly
basis, no later than the first day of each month in advance of services. Granicus, Inc. shall send all
invoices to:
Name: City of South Miami
Title: City Manager
Address: 6130 Sunset Drive, South Miami, Florida 33143
3.4 Upon renewal of this Agreement, Granicus may include (in which case Client
agrees to pay) a maximum increase of the current cpr percentage rate (as found at The Bureau of
Labor and Statistics website J.)ttP;lh:,{Y!~"Jil§,g\)y/.ce)i) or three (3) percent a year on Client's
Managed Services Fee, whichever is larger.
3.5 Training Cancellation Policies. Granicus' policies on Client cancellation of
scheduled trainings are as follows:
(a) Onsite Training. For any cancellations within forty-eight (48) hours of the
scheduled oosite training, Granicus, at its sole discretion, may invoice the Client for one
hundred (100) percent of the purchased training costs and all travel expenses, inclnding
any incurred third party cancellation fees. Subsequent training will need to be pnrchaSed
and scheduled at the previously quoted pricing.
(b) Online Training. For any cancellations within twenty-four (24) hours of
the scheduled online training, Granicus, at its sole discretion, may invoice the Client for
fifty (50) percent of the purchased training costs, including any incurred third party
cancellation fees. Subsequent training will need to be purchased and scheduled at the
previously quoted pricing.
3.6 Additions. Granicus, at its' sole discretion, may add featnres or functionality to
existing product suite bundles for varions reasons, including to enhance Granicus' offerings, or
improve user satisfaction. During the initial period of this Agreement, the 'customer understands
that the use of these additional products is included in the originally agreed npon monthly managed
services fees.
-----------------------------Page 2
At contract renewal, the customer acknowledges that this added functionality may have
additional monthly managed service charges associated with it and that monthly managed services
rates on renewals may have a higher rate than preceding years.
4. CONTENT PROVIDED TO GRANICUS
4.1 Responsibility for Content. The CHent shall have sole control and responsibility
over the determination of which data and information shall be included in the Content that is to be
transmitted, including, if applicable, the determination of which cameras and microphones shall be
operational at any particnlar time and at any particular location. However, Granicus has the right
(but not the obligation) to remove any Content that Granicus believes violates any applicable law
or this Agreement.
4.2 Restrictions. Client shall not provide Granicus with any Content that: (i) infringes
any third party's copyright, patent, trademark, trade secret or other proprietary rights; (li) violates
any law, statute, ordinance or regulation, inclnding without limitation the laws and regulations
governing export control and e-mail/spam; (iii) is defamatory or trade libelous; (iv) is pornographic
or obscene, or promotes, solicits Or comprises iuappropriate, harassing, abusive, profaue,
defamatory, libelous, threatening, indecent, vulgar, or otherwise objectionable or constitlltes
unlawful content or activity; (v) contains any viruses, or any other similar software, data, or
programs that may damage, detrimentally interfere with, intercept, or expropriate any system, data,
information, or property of another.
5. TRADEMARK OWNERSHIP. Granicus and Client'S Trademarks are listed in the
Trademark Information exhibit attached as Exhibit D.
5.1 Each Party shall retain all right, title and interest in and to their own Trademarks,
including any goodwill associated therewith, subject to the limited license granted to the Client
pursuant to Section 6 hereof. Upon any termination of this Agreement, each Party's right to use the
other Party's Trademarks pursuant to this Section 5 terminates.
5.2 Each party grants to the other a non-exclusive, non-transferable (other than as
provided in Section 5 hereof), limited license to use the other party's Trademarks as is reasonably
necessary to perform its obligations under this Agreement, provided that any promotional materials
containing the other party's trademarks shall be subject to the prior written approval of such other
party, which approval shall not be unreasonably withheld.
6. LIMITATION OF LIABILITY
6.1 Warranty Disclaimer. Except as expressly provided herein, Granicus' services,
software and deliverables are provided "as is" and Granicus expressly disclaims any and all express
or implied warranties, including but not limited to implied warranties of merchantability, non-
infringement of third party rights, and fitness for a particular purpose, Granicus does not warrant
that access til or use of its software or services will be uninterrupted or error free. In the event of
any interruption, Granicus' sole obligation shall be to use commerCially reasonable efforts to
restore access.
6.2 Limitation of Liabilities. To the maximum extent permitted by applicable law,
Granicus and its suppliers and licensors shall not be liable for any indirect, special, incidental,
consequential, or punitive damages, whether foreseeable or not, including but not limited til: those
arising out of access to or inability to access the services, software, content, or related technical
-----------------------------Page3
support; damages Of costs relating to the loss of: profits or revenues, goodwiil, data (including loss
of use or of data, loss or inaccuracy Or corruption of data); or cost of procurement of substitute
goods, services or technology, even if advised of the possibility of such damages and even in the
event of the failure of any exclusive remedy. In no event will Granicus' and its suppliers' and
licensors' liability exceed the amounts paid by client under this agreement regardless of the form of
the claim (including without limitation, any contract, product liability, or tort claim (including
negligence, statutory or otherwise).
7. CONFIDENTIAL INFORMATION & OWNERSHIP.
7. I Confidentialitv Obligations. Confidential Infol'mation shall mean all proprietary or
confidential information disclosed or made available by the other party pursuant to this Agreement
that is identified as confidential or proprietary at the time of disclosure or is of a nature that should
reasonably be considered to be confidential, and includes but is not limited to the terms and
conditions of this Agreement, and all business, technical and other information (including without
limitation, all product, services, financial, marketing, engineering, research and development
information, product specifications, technical data, data sheets, software, inventions, processes,
training manuals, know-how and any other information or material), disclosed from time to time by
the disclosing party to the receiving party, directly or indirectly in any manner whatsoever
(including without limitation, in writing, orally, electronically, or by inspection); provided,
however, that Confidential Information shall not include the Content that is to be published on the
website( s) of Client.
7.2 Each party agrees to keep confidential and not disclose to any third party, and to
use only for purposes of performing or as otherwise permitted under this Agreement, any
Confidential Information. The receiving party shall protect the Confidential Information using
measures similar to those it takes to protect its own confidential and proprietary information of a
similar nature but not less than reasonable measures. Each party agrees not to disclose the
Confidential Information to any of its Representatives except those who are required to have the
Confidential Information in connection with this Agreement and then only if snch Representative is
either subject to a written confidentiality agreement or otherwise subject to fiduciary obligations of
confidentiality that cover the confidential treatment of the Confidential Information.
7.3 Exceptions. The obligations of this Section 7 shall not apply ifreceiving party can
prove by appropriate documentation that such Confidential Information (i) was known to the
receiving party as shown by the receiving party's files at the time of disclosure thereof, (ii) was
already in the public domain at the time of the ~isclosure thereof, (iii) entered the public domain
through no action of the receiving party subsequent to the time of the disclosure thereof, or (iv) is
required by law or government order to be disclosed by the receiving party, provided that the
receiving party shall (i) notifY the disclosing party in writing of such required disclosure as soon as
reasonably possible prior to such disclosure, Oi) use its commercially reasonable efforts at its
expense to cause such disclosed Confidential Information to be treated by such goverrnnental
authority as trade secrets and as confidentiaL
8. TIill.M
8.1 The term of this Agreement shall commence on the date hereof and shan continue
in full force and effect for eighteen (18) ment!Js three (3) years after the date hereof. This
Agreement shall automatically renew for an additional three (3) terms of one (I) year each, unless
either party notifies the other in writing at least thirty (30) days prior to such automatic renewal that
the party does not wish to renew this Agreement.
-----------------------------Page4
8.2 Rights Upon Tennination. Upon any expiration or tennination of this Agreement,
and unless otherwise expressly provided in an exhibit to this Agreement:
(a) Client's right to access or use the Granicus Solution, including Granicus .
Software, tenninates and Granicus has no further obligation to provide any services;
(b) Client has the right to keep any purchased hardware, provided that Client
removes and/or uninstalls any Granicus Software on such hardware. However, if Client
has received hardware as part of a Granicus Open PlatfoPll Suite solution ("Open Platfonn
Hardware"), Client understands that they are leasing the Open Platform Hardware. Upon
tennination of this Agreement, Client shall immediately return the Open Platform
Hardware to Granicus, Inc. The Open Platform Hardware must be returned within fifteen
(15) days of termination, and must be in substantially the same condition as when
originally shipped, subject only to nonnal wear alld tear; and
(c) Client shall immediately return the Granicus Software and all copies
thereof to Granicus, and within thirty (30) days of tennination, Client shall deliver a
written certification to Granicus certifYing that it no longer has custody of any copies of the
Granicus Software.
8.3 Obligations Upon Tennination. Upon any tennination of this Agreement,
(a) the parties shall remain responsible for any payments that have become
due and owing up to the effective date oftennination;
(b) the provisions of2.1, 2.4,3,4,5,6.1,6.2,7,8.3, and 10 ofthe agreement,
and applicable provisions of the Exhibits intended tu survive, shall survive tennination of
this Agreement and continue in full force and effect;
(c) pursuant to the Tennination or Expiration Options Regarding Content,
Granicus shall allow the Client limited access to the Client's Content, including, but not
limited to, all video recordings, timestamps, indices, and cross-referenced documentation.
The Client shall also have the option to order hard copies of the Content in the fonn of
compact discs or other equivalent fonnat; and
(d) Granicus has the right to delete Content within sixty (60) days of the
expiration or tennination of this Agreement.
9. PATENT, COPYRIGHT AND TRADE SECRET INFRINGEMENT.
9.1 Granicus' Options. lfthe Granicus Software becomes, or in Granicus' opinion is
likely to become, the subject of an infringement claim, Granicus may, at its option and sole
discretion, (i) obtain for Client the right to continue to use the Granicus Software as provided in
tlus Agreement; (ii) replace the Granicus Software with another software product that provides
similar functionality; or (iii) if Granicus detennines that neither of the foregoing options are
reasonably available, Granicus may cease providing the applicable services or require that Client
cease use of and destroy the Granicus Software. In that event, and provided that Client returns or
destroys (and certifY to such destruction of) all copies of the Granicus Software in Client's
possession or control, if any, Granicus will refund to Client all license fees paid by Client under tile
current Agreement.
-----------------------------PageS
10. MISCELLANEOUS.
10.1 Amendment and Waiver. This Agreement may be amended, modified, waived or
canceled only. in writing signed by each of the parties hereto or, in the case of a waiver, by the
party waiving compliance. Any failure by either party to strictly enforce any provision of this
Agreement wi1lnot be a waiver of that provision or any further default.
10.2 Governing Law. The laws of the State of Galifumia Florida shall govern the
validity, construction, and performance of this Agreement, without regard to its conflict of law
principles.
10.3 Construction and Severability. Wherever possible, each provIsIOn of this
Agreement shall be interpreted so that it is valid under applicable law. If any provision of this
Agreement is held illegal or unenforceable, that provision will be reformed only to the extent
necessary to make the provision legal and enforceable; all remaining provisions continue in full
force and effect.
10.4 Independent Contractors. The parties are independent contractors, and no other
relationship is intended by this Agreement.
10.5 Force Majeure. Other than payment obligations, neither party is responsible for
any delay or failure in performance if caused by any event outside the reasonable control of the
party, including without limitation acts of God, government regulations, shortage of supplies, act of
war, ad ofterrorism, earthquake, or electrical, internet or telecommunications outage.
11.6 Closed Captioning Services. Client and Granicus may agree that closed captioning
or transcription services will be provided by a third party under this agreement. hI such case,
Client expressly understands that the third partY is an independent contractor and not an agent or
employee of Granicus. Granicus is not liable for acts perfurmed by such independent third party.
[The remainder of this page left blank intentionally]
-----------------------------Page6
This Agreement consists of this Service Agreement as well as the following exhibits, which are
incorporated herein by reference as indicated:
Exhibit A:
ExhibitB:
Exhibit C:
ExhibitD:
. ExhibitE:
Proposal
Support Information
Hardware Exhibit
Trademark Information
Termination or Expiration Options Regarding Content
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their
duly authorized representatives,
GRANICUS, lNC.
BY~~
BEl RoshlteB l(j In., f.ht.-J' k.-
Its: €hiefOperating Officer. t;;:;-; HY-e ""'~. q"wev
Address:
568 Howard Street, Suite 300
San Francisco, CA 94105
CITY OF SOUTH MIAMI
By: 7 .
Name: Hector Mirabile, Ph D
Its: City Manager
Address:
6130 Sunset Drive
South Miami, FL 33143
Date: feb 3,70)/
-----------------------------Page7
EXHIBIT A
PROPOSAL
[The remainder ofthis page is left blank intentionally.]
-------------------------------PageS
Proposal
G ranicus Proposal to South Miami
January 1Z"'. 2011
Dennis DeblOis,
Thank you for your time thus far. It has been a pleasure to learn about the unique needs of the
City of South Miami. We look forward to building' a mutuaUy rewarding, .long-term relationship
with the City of South Miami.
On the follOwing pages, you will find the investment options we have discussed, summary and a
breakdown of the solution, a summary of our Network Assessment, our standard implementation
tlmeline with a sample deployment schedule, and our Differentiators with our Florida CUent list.
Nearly 800 jurisdictions have selected Granicus as a partner to help them build trust with
citizens, reduce staff time spent on processing meetings, and engage citizens in new ways.
If I or any other member of the Granicus team can be of further assistance, please contact me at
352-514-4653.
Most Sincerely,
Jack Melnlcoff
Account Manager
Granlcus, Inc.
Proposal
**ro order for the terms ofthls proposal to apply contract and/or PO must be received by February 2ntl , The prices
listed tn the proposal will remain fixed until Sept", 31 rt 2014. Client agrees to pay for the first seVen months of Managed
Services up~front. Annual billing for Managed Services will begln on October 1st 2011.
Proposed Solution
Granicus® Open Platform
The. Granicus® Open Platform allows you to stream an unlimited number of meetings and events online.
Publish all your content online with indefinite retention schedules. Rely on the Open Platform's Unified
Encoder to gIVe you unlimited bandwidth, storage, and intelligent routing. You can also access a library of
community content and start publishing Videos immediately. Finally, leverage an open architecture and
connect iOHhouse or third-party sotutlons to GranlcU5.
o Stream unHmlted meeting bodies and events
o Indefinite retention schedules
• Intelligent media routing
• Open architecture and SDK
!J Community content tibrary
Government Transparency Suite
The Government Transparency SUite gives your cftizens access to public meetings and records online. Take
the next ste~ towards greater transparency and link related documli.'nts to your Video, offer your full
agenda packet, an<! provide keyword searching of archiVes. {Wacn a broader audIence through
downloadable formats (MP3, MP4) compatible with mootle devices. Granlcus' reporting tools glve you a
detailed analysis of viSitor statistics to help you better undentand Viewership trends. .
• Publish agenda packets with Video
• Offer downloadable formats (MP3 8: MP4)
o Custom player and view page
Meeting Efficiency Suite
The Meeting Efficiency Suite Is an automated solution that combines minutes with a meeting's recording.
Capture and publish minutes, saving staff .tlme and cutting administrative costs, Record roll-call, agenda
items, speakers, motions., votes, and notes through a simple interface. After the meeting, finaliz.e minutes
quickly and easily in Microsoft Word".
~ Meeting preparation tools
0-Live minutes automation
., Quick notes and text expansion
• Minlltes editing and publishing
... Generate linked Minutes
www.granicus.cQITI.568HowardStreet.SuitelOO.SanFrancisco.CA 94105 • (415) 357~3618
Page 2
Proposal
Future Option
Training Management Suite
The Training Management Suite is an easy way to create, manage, and deliver online video
training for staff and dtizens. Web-based access allows you to manage and update content
anywhere, at anytime. Synchronize video with course materials including documents, graphics, or
presentations. Comply with state and federal training mandates through exam certifications and
result tracking. Integrate with Learning Management Systems elMS) and Enterprise Resource
Planning (ERP) solutions.
• Trainee portal and transclipt tracking
• Training course and exam builder
• EXport training results
• Create certificates of completion
• API integrations
Page 3
W\oVlN.granicus.com .. 568 Howard Street, Suite 300, 5an Francisco, CA 94105 • (415) 357-3618
, .
Proposal
Metwork Assessment
There was concern about the connectivity up stream while City of South Miami works out final'
configurations on its existing T-1 line. One solution to this concern is Dennis will be obtaining a
dedicated DSL Une for upstream bandwidth until tM T-i issue is resolved. Initially, Dennis
discussed only havfng the encoder stream ovef the DSL. Later the encoder will be placed on both
networks so that it can provide streams to internal users.
The Granicus encoder requires an Audio [Balanced stereo (2 x XLR), Unbalanced stereo (2 x RCA)]
and Video [Composite (SHC: One BNC to female RCA adapter is included), S-Video, Component]
to be captured. Dennis indicated there was a need for an extra switch for this output to get to
the Granicus encoder, which Granlcus supplied recommendations for and Dennis wlll be making a
final decision on.
Both of these issues wilt need to be resolved before Granicus is able to deploy successfully.
Implementation Tfmeline
We can typically get your organization live with its new Granicus solution within 45 days of
reCeiving your Purchase Order or Signed Servfce Agreement. At this point, we consider your
deployment in progress and will schedule a Kickoff Call with key players at your organization and
Granicus. You can foUow your agency's progress 24x7 with our online deployment tracker tool,
helping you stay on schedule for you next big milestone. We know how exciting it can be to get
your Granicus solution up and running, so to help things run quickly and smoothly it's important
that resources are allocated for at your agency. Granicus is dedicated to ensuling that your
deployment stays on track and meets your needs.
Page 4
WW"N.grankus.com '" 568 Howard Street, Suite 300, San Frandsco, CA 94105 <t (41S) 157-3618
ProposaL
PageS
www.granicus.com9568HowardStreet.Suite300.Sanrranosco.CA 94105 .. (415) 357·3618
ProposaL
Granicus Differentlators
• World's most experienced provider of government transparency, citizen participation,
meeting efftdency, legislative management, and training management solutions with:
o Ove!' 750 clients in all 50 states, at every level of government
o Over 24,000,000 webcasts viewed
o More than 190,000 government meetings online
• Open API architecture and SDK allow for integrations with systems already in place
• Certified Integrations provide flexibility andchoice of best-of-breed solutions
• Only government webcasting service to provide encoding, minutes annotation,
transcription, and closed captioning services
• Truly unlimited storage and distribution for all meeting bodies and non-meeting content
• Indefinite retention schedules for all archived meetIng and nOll-meeting content
• Only provider of both government webcasting and Training Management services
• Access a libralY of peer-created government media content from over 100 Granicus users
• 97% customer satisfaction rating, 99% client retention rating
• Client Success stories are available here: htW:llwww.granicus.comfCllents(Case-
Studies_aspx
Granicus Clients in Florida
• Florida State Public
Service Commission·
• Canaveral Port
Authority
• City of Dunedin
• City of Delray Beach
• Town of Highland
Beach
• City of North Port
•.. City of Cocoa Beach
• City of Deerfield
Beach
• Town of Lauderdale
by the Sea
• City of Pompano
Beach
• City olBelle Glade
• City of Coconut
Creek
• Town of Palm Beach
• City of Palm Bay
• City of Sunrise
• City of Boca Raton
• City of Cooper City
• City of Oakland Park
• City of Eustis
• Village of Pinecrest
• City of Sunny Isle
Beach
• City of Safety
Harbor
• City of St.
Petersburg
• City of Gainesville
• City of Port St.
Lucie
• City of Sarasota
• City of Naples
• City of Miami
• City of Doral
• Miami-Dade County
• Alachua County
• Nassau County
• Otrus County
• Highlands County
• Sarasota County
• SUmter County
• Marion County
• Martin County
• Osceola County
• Charlotte County
• City of Clealwater
• CoUier County
Page 6
www.grankus.com(>568HowardStreet.Suite 300. San Frandsco) CA 94105 • (415) 351~361S
EXHlBITB
SUPPORT INFORMATION
1. Contact Infonnation. The SUppOlt staff at Granicus may be contacted by the Client at its mailing
address, general and support-only telephone numbers, and via e-mail or the Internet.
(a) Mailing Address. Mail may be sent to the support staff at Granicus
headquarters, located at 568 Howard Street, Suite 300, Sau Francisco, California, 94105.
(b) Telephone Numbers. Office staff may be reached from 8:00 AM to 7:00 PM
Pacific time at (415) 357-3618 or toll-free at (877) 889-5495. The technical support staff may be
reached at (415) 655-2400 from 8:00 AM to 7:00 PM Pacific time. After hours or in case ofa
techoical support emergency, the support staff may be reached at (415) 655-2414, twenty-four
(24) hours a day, seven (7) days a week.
(c) Internet and E-mail Contact Information. The website for Granicus is
l'tiI!;"(y'w,',g;mniii.',lS,!;!,lJ.J!.. E-mail may be sel1t to the support staff at
.~l1P-P.ort @aranicus.com.
2. Recognized Client Representatives. Granicus strives to provide unparalleled support to its
Clients by ensuring that Client staff is properly educated and is prepared to maximize its Granicus
Solution. Any Client Representative who wishes to participate and receive Granicus customer advocacy
services shall participate in and complete the training program that is suited for the Granicus Solution.
Once a Client Representative completes the training, that Representative will be recognized in Granicus'
internal system as qualified to receive support and ougoing education services. All Client Represeutatives
are eligible to receive technical support services, regardless of participation in the training program.
3. Support Policy. When Granicus received notification of an issue from Client, a Granicus account
manager or techoical support engineer will respond directly to the Client via phone or e-mail with (a) an
assessment of the issue, (b) an estimated time for resolution, and (c) will be actively working to resolve
the issue as appropriate for the type of issue. Notification shall be the documented time that Granicus
receives the Client's call or e-mail notifYing Granicus of an issue or the documented time that Granicus
notifies Client there is an issue. Granicus reserves the right to modifY its support and maintenance
policies, as applicable to its customers and licensees generally, from time to time, upon reasonable notice.
4. Scheduled Maintenance. Scheduled maintenance of the Granicus Solution will not be counted as
downtime. Granicus will clearly post that the site is down for m~ntenance and the expected duration of
the maintenance. Granicus will provide the Client with at least two (2) days prior notice for any
scheduled maiutenance. All system maintenance will only be perfonned dnring these times, except in the
case of an emergency. In the case that emergency maintenance is required, the Client will be provided as
much advance notice, if any, as possible under the circumstances.
5. Software Enhancements or Modifications. The Client may, from time to time, request that
Granicus incorporate certain featnres, enhancements or modifications into the licensed Granicus
Software. Subject to the tenns and conditions to this exhibit and the Service Agreement, Gracicus and
Client will use commercially reasonable efforts to perform all tasks in the Statement of Work ("SOW").
Upon the Client's request for such enhancements/modifications, the Client shalI prepare a SOW for the
specific project that shall define in detail the Services to be performed. Each such SOW signed by both
-------------------------------Page9
parties is deemed incorporated in this exhibit by reference. Granicus shall submit a cost proposal
including all costs pertaining to fumishing the Client with the enhancements/modifications.
5.1 Documentation. After the SOW has been executed by each party, a detailed requirements
and detailed design document shall be submitted illustrating the complete financial terms that
govern the SOW, proposed project staffing, anticipated project schedule, and other information
relevant to the project. Such enhancements or modifications shall become part of the licensed
Gmnicus Software.
5.2 Acceptance. Client understands that all work contemplated by this exhibit is on a "time-
and-materials" basis unless otherwise stated in the SOW. Within ten (10) business days of
Granicus' completion of the milestones specified in the SOW and delivery of the applicable
enhancement/modification to Client, Client will provide Granicus with writteu notice of its
acceptance or rejection of the enhancement/modification, based on the acceptance criteria set
forth in the SOW. Client agrees that it will not reject any enhancement/modification so long as it
substantially complies with the acceptance criteria.
5.3 Title to Modifications. All such modifications or enhancements shall be the sole property
of the Granicus.
6. Limitation ofLiabili1y; Exclusiye Remedy. IN THE EVENT OF ANY INTERRUPTION,
GRANICUS' SOLE OBLIGATION, AND CLIENT'S EXCLUSIVE REMEDY, SHALL BE FOR
GRANICUS TO USE COMMERCIALLY REASONABLE EFFORTS TO RESTORE ACCESS AS
. SOON AS REASONABLY POSSIBLE.
{End of Support Information]
_____________________________ Page
10
EXHIBITC
GRANICUS, INC.
HARDWARE EXlIlBIT
THIS HARDWARE EXHIBIT is entered into by Granicus and Client, as an attaclunent to the Service
Agreement between Granicus and Client, for the sale of the hardware components of the Granicns
Solution (the "Hardwal'c") by Granicus to Client. This exhibit is an additional part of the Service
Agreement and is incorporated therein by reference. This exhibit does not change any term of the Service
Agreement except to the extent it is contrary to the Service Agreement. Capitalized terms used but not
defmed in this exhibit have the meanings given in the Service Agreement.
I. Purchase Price. The purchase price for the Hardware shall be the price specified in the Proposal.
2. Title and Delivery. Any scheduled ship date quoted is approximate and not the essence of this.
exhibit. Delivery is F.O.B. Granicus' point of shipment Granicus will select the shipment method unless
otherwise mutually agreed in writing. The risk of loss passes to Client upon delivery to the carrier at
Granicus' point of shipment. Granicus retains title to the Hardware until Granicus has received payment
in full of all sums due pursuant to this exhibit. Granicus retains title to and ownership of all Granicns
Software installed by Granicus on the Hardware, notwithstanding the use of the term "sale" or
"purchase."
3. Acceptance. Use of the Hardware by Client, its agents, employees or licensees, or the failure by
Client to reject the Hardware within fifteen (15) days following delivery of the Hardware, constitutes
Client's acceptance. Client may only reject the Hardware if the Hardware does not conform to the
applicable written specifications.
4. Hardware Warranty. Granicns will provide to Client any warranty provided by the
manufacturer with respect to the Hardware. Granicus shall repair or replace any Hardware provided
directly from Granicus that fails to function properly due to normal wear and tear, defective
workmanship, or defective materials as long as such Hardware is then under the manufacturer's warranty.
5. Service Response Time. For hardware issnes requiring replacement, Granicns shall respond (via
written or verbal acknowledgment) to the request made by the Client within twenty-four (24) hours.
Hru'dware service repair Or replacement will occur within seventy-two (72) hours of the request by the
Client, not including tlle time it takes fur the part to ship and travel to the Client. The Client shall grant
Granicus or its Representatives access to the Hardware for the purpose of repair or replacement at
reasonable times. Granicus will keep the Client informed regarding the time frame and progress of the
repairs or replacements.
6. Use of Non-Approved Hardware. The Granicus platform is designed and rigorously tested
based on Granicus-approved hardware. In order to provide the highest level of support, we recommend
inclnding Granicus-epproved hardware in your solution. However, Granicus does afford clients with the
option of utilizing their own hardware, providing that there is successful validation by Granicus technical
staff. While it is Granicus' intention to provide clients that use their own hardware with the same level of
customer care and continuous software .. upgrades, this level of service is not guaranteed.
7. DISCLAIMER OF WARRANTIES. NOTWITHSTANDJNG TIlE MAJNTENANCE
PROVIDED UNDER SECTION 4 ABOVE, THE SOLE WARRANTY ON TIlE HARDWARE IS ANY
MANUFACTURER'S WARRANTY AS PROVIDED IN SECTION 1 ABOVE, AND GRANICUS
DISCLAlMS ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, JNCLUDJNG
THE lMPLIED WARRANTlES OF FITNESS FOR A PARTICULAR PURPOSE, OF
Page
11
MERCHANTABILITY AND AGAINST INFRINGEMENT, WITH RESPECT TO THE HARDWARE.
NO PERSON IS AUTHORIZED TO MAKE ANY WARRANTY OR REPRESENTATION ON
BEHALF OF GRANICUS.
8. LIMITATION OF LIABILITY. GRANICUS SHALL NOT BE LIABLE FOR
CONSEQUENTIAL, EXEMPLARY, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL
DAMAGES ARISING OUT OF OR RELATING TO TIDS EXHIBIT INCLUDING WITHOUT
LIMITATION LOSS OF PROFIT, WHETHER SUCH LIABILITY ARISES UNDER CONTRACT,
TORT (INCLUDING NEGLIGENCE), STRICT PRODUCT LIABILITY OR OTHERWISE, EVEN IF
GRANICUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH
DAMAGE COULD HAVE BEEN REASONABLY FORESEEN. IN NO EVENT wiLL GRANICUS'
LIABILITY TO CLIENT ARISING OUT OF OR RELATING TO TIDS EXHIBIT EXCEED THE
AMOUNT OF THE PURCHASE PRICE PAID TO GRANICUS BY CLIENT FOR THE HARDWARE.
{end of Hardware Exhibit]
_____________ Page
12
EXHIBITD
TRADEMARK INFORMATION
Granicus Registered Trademarks ®
granicus··
Granicus logo as a mark
Granicus®
MediaVault®
Mobile Encoder®
Outcast Encoder®
StrearnReplicator®
Granicus Trademark Names ™
Integrated Public Record'·
Intelligent Routing ~
LinkedMinutes ""
LiveManager""
MediaCenter '"
MediaManager
MeetingMember'"
MeetingServer'"
Simulcast Encoder TM
VoteCast'"
VoteCast'" Classic
VoteCast"" Touch
Client Trademarks
________________________________ Page
13
EXHIBlTE
TERMINATION OR EXPIRATION OPTIONS REGARDING CONTENT
In case of termination by Client or expiration of the Service Agreement, Granicus and the Client shall
work together to provide the Client with a copy of its Content. The Client shall have the option to
choose one (1) of the following methods to obtain a copy of its Content:
• Option 1: Video files on DVR and a compact disc (CD) that contains the index and clip
name data in CSV or XML format will be created and sent to the Client. this option may
result in an additional charge to Client.
• Option 2: Provide the Content via download from MediaManager or from a special site
created by Granicus. This option shall be provided free of charge.
• Option 3: Granicus shall provide the means to pull the content from the Media Vault in
CSV or XML format. This option shall be provided free of charge.
The Client and Granicus shall work together and make their best efforts to transfer the Content within the
sixty (60) daytemrination period. Granicus has the right to delete Content from its services after sixty
(60) days. '
_______________________________ Page
14
225E I THURSDAY,JANUARY 27, 2011 Sf __________________________ M;.:i;;am"'·=rHe~m I THEMtAMIH~LO
NEIGHBORS CALENDAR
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birds that cal! thiS::lreil hom&; 1;30-4
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barrier Island; tSQ.4 p.m. Sttnday;
$ZS, rewvat{ons requirod.
tampIng Ilm:l:er the Slats: An €Ve-
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menl.Ooral PQTice Oepartmentand
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CITY OF SOUTH MIAMI
COURTESY NOTICE
~OTtce IS HERESY glVan.lhat thl). CUy COmm!.\:$lon 01 tile City of SOU!/"l Mram1. Flood .. will conduct
Public Hw!ngs at 11$ regular City ComlTl"ls$on mooUng sehaduled fIJI' Tuasdsy Ffhnlm 1. 2911,
bc.g.intling 31 T!30 p.m, , follOwing the SMCAA mll"Ct~, In the City Commission Chemoo,s. $1$0 Sunset
Ollvll, to C¢JlsldllT the followmg item(s}:
M Ord"..nan<:a re\aUn(f to: a rtlqu~ !'J amend \:he officIal zoning map of Ihe-C\;y 01
South M!aml t.e/1d Development Code by changing \ho 2or.1ng use dis\ri¢t "from ARS4"
Low-Density RSS1d"emW Zoning Use Dislrlct to H!'R~ parKs and Recreation ZQIllng Us!.!
Dlsllict "for lha pr¢pMty klentilied as Van smith Parle loemed at 1800 SW 59 AVenue
(f'oio No. 09-403e.tn9-o020 and. Fol~ No. 00><103$-039-0025/.
An On:!lrumC!l. relating to a request to .amant!: the official .zcnlng m3fl of the City of
-South Miami !.and DO\'elopm!l(lt COda by el1anging thO toning use O"t$tr!ot from ~RS-~~
Low-Density Res1dential Zoning Use Dlstrlct to "PR~ Perk;s and Roorealkln Zortmg
US$ District for Iha property tdemlflad as Olson ParK loeat6d at 3051 SW 58 Avanu$
(Pono-NO'. 09-400&-000.0520),
An Or(jlnan~ relatlng to <l request to amend 1M official zoning mep .of the City of South
Miami Land Davul.opmtn( Coo's byohangln9 the zonillg \,IllS ct!$tl1ct1'rom "R.S..s~ Low-Density
ResIdential Zoning Use ()istriot to ·PR~ P.ark$ and RIlCl'lIation Zor.!ng US!) Olslriet for tho
"pro~rty idenl(fied ?S All Amanoa Veterans' M¢lTloriaJ Park fooal(ld at 6320$W $4 A"VOOue{roflO
No. 09-4025-000-0430}.
An Ordlnan~ relatIng 10 II r«iU~t to !/.mend the offic[;;l! zoning map of tho ClIy of
Soulh Miaml land Oevelopment Code by changing the zorung use crtSlnllt from "R$-4"
Single Family Resldantlal ZQning use OIsttlot to ~PR" Parks and Recjeation Zoning
Ustl Distriet fQr \ha property Idenllfied as a part Of the Mvrray Park Community CenMr
located.al 5800 SW 6alf). SIreI:rt and legaHy dElSCll1::eu as Lot 1. Block 1, l.2.rl\ins Townsite
{FQf{Q N"Q. 09-4025--02S·OO10}.
An Ordinance rnlatlngto II request to amend1htl: cfficlal ZQn!n9 map of 1M CllY of South Mwni
Land DevelOpment Code by changing the ZQIling U$$ tflSlr!¢t from "LO" Low-mlensity Offica
ZOrllng US(! OistrlatlJ "f'R"P21k$ and ROO'!latlon Zoning U$(l Olslrict for proparty {den!ifiI1Q "3$
a part of me-M\l/1"ay Pa;!\<; community Center locatild at 5845-5855 $W 66th Slret>t !lnd $731
SWS5th Plae{t, tln<:l legally deoorib!!<i as Lots 101hru17. S!o<:k 8, Townsite 01 LarlIins. {Folio Nos,.
09-4025-026-0900, 09-4025.()2g..0910~ 09-4025-02S-09Z0},
All OrdinBn::e roIating to II: nlq>.W$t to amend the: offi1:l!al 'i(onlng m$p of U\e City of SOuth M!ami
Land Development Codabychansingthe4Qtling usedi$trictfrcm "PI" Pub1icllns.lilullonIliZonlng
use Oi~riet to "RS-$" I.ow-Den$i\y Re.sidantiaIZo(ling Usc 01$tlk:t for tha property k!l1ml!ied as
the Rothan ~idenca I~al~ .at 7435 SW 66AvenlOO (Folio No. 09-403a..oS0-0020}.
[~~ A ReooIlAA:ln ilulhoriing: !ha Cily Manager to eJ<pend .$113,000 fot Ih$ purehas.a of Granlc;u.s)
SoMion, ¢!HIT.g!ng I.\coclJntNo. 001-1100-512-34513 {Contraetual) and ~o entw!nto a thre.e-year
.
Sarvles Agmem(lnt with Gtanrcu$, Inc., a.sola $O\lrce, to facll!tat(ll;lreamlng.and dls\ribulloll of
/iVa and arehlved d!gttal medIa content. .
nmher In(omwlon, plaase contaot tM Qty Clook.'$ Qffiee at (30.\» 66~,S340. ..
Ali. ll'llere;!'<ld parties am in'lite4 to attend .and wll! be heard.
Maria. M. Mer;ano'e~, CMC
City Clerk
~lIt \1> fll>rid~ S\aM(';o2Sv.010$, t!-.q City Iwn)by~l$»> Ilw pvbllQ-IlllEt (ttl p<!f${In dWl<l»lollPPllal My <.Ili<:lSlQn
mttd:II"byWs SoMd,NjllflcyO! CQmmiMk>n wi\h1"Mjl~to'Jrtjrrnlttet'''''fl$id&red al rrllm~Oj.ling <lrflm!~, heOf$11$. YdlI
fI&W a(~d 01 tile s:=QI.llngs>. aM tMtlC('weh 1l'JIPO$&.~d p&n:OrI: m>tyne«ltOtlMltrotl1at II ,,~roa\:rn rewrd
o{U\D procc"l1iI"P'* madnwh!e/l =!d 'M!Ude$ 1M !¢$\lmony and w.dM<:~ upoa...,ll/el1IM IIPPMl is: !o b91:>aso<1.
Oeet!rlli !ist<Jto: 16101 SW 120<:1 Ave.,
Palmelto Bar, fre(t wUh ml$.$1(Jf1 01
$\2, '$l kids 444. 3Qs..235-166S Of
W'lNI.*~rtll9estatMf9!
'D~tfl!g Hlstor!e fiOliSil Tj)urs:
Hi{lh~ghts 1M: I\($\ory wrrolloo'ng.
tile-~m and me stolY of.cnal!~
Q'eering. Incl<JOOs: vislt'l to the Stone
HOUle mld RiehlOOm! ~Uage.: 10$0
a.m..and 3 p.m. ~ily.
·~t\ttil Ar~a tOIlI$;" ;<;>jo.a
n~tum1ist suide and hoce tnl0U9h
JlJsh fQI~ of tropi{tI\ Mrdw«ld
Irllas ano clinging vines. «run (he
Native AmwWl footpath: 1l:30 {I,m.
lfaUy.
£(Oll~ttan o~ys; Join natuTaIists In
ra$l.otlng park$ S'nd Jl~l aleas.
Projects indooe remG"'ling weeds Qt
invasive e:w\lc ~al!Oll. planting,
mlllchlml and pld;jng up garllage,
BinI! \\'l.JJ"k glo'tcs and srrWI h~M
toolS. Sunsqeen,long slr:eYes, water,
hats and stmglilsses rewmmende<!".
For all ages; 9 a'!n.~f',o~m Saturday.
Arch Creek Park, ISSS N.E 135th St..
North M"~mJ &-each; ~ (e.s~r.'il"
UOtl$ required". 30S-944-STIl
f'c .... bi~n\t$t Shakt-A'Leg Miami"
olfl!rs i\(Ces.s to Ihe islands {«-atell
offshore ltom the Ccconut G"~ \'t'6t~rlront thrQU9h Mya"k, Slillboat
and powerbollt p\u~ guldl:d educa-
tional omill.9$. Pets nllt alfomldj
-da\iy (rom sunr~(! to S\ll"!sat;Sl1a\<~
A-u.s MIamI. 2620 S, llWlllore Or?
Coconut Grove; 0)11 forPlie~
3{)5-aS8-.sSS0, €Xt. 168 Qr
Jonas@~hi3J.:eaiegmiallll.Ol{l...
The falld!r1d Ota!!enge-Emlron--
mentall>e!rat-es: High school stu-
<lents debate Oil tQPja tdated w
Gulf~"A~' ~. .3.
<l1ll<l
Old( ...... .
p~SO%S1-1651«
wWI'/.fair(h1{dg;mten.org.
Gnld Coast RatTroad Mu:seImf,124S\1
SW152nd St" W*t Kelld$ll~ $6, .$4
\,id~ HZ.«~ fur kl~2 and unrl&
30-,.505-S405 or WWW.gcrnl.org:
"rraln$. nll DUS\C: Expeliellce tile.
muswm'$ altlactlcns ti\! dulle 10
am.~7p.m. Tl\msday.
·CItIldren's MovIe: noon ThUlSdar.
lllli].
'funw1~Food BldilY~ Pr<ndlool
!<ids tai;e ~It 1/'1 thQ; mit program
folk>w<!d by a 2-foot.gauge link \laln
{to'e; IO:3l).U:30 a.m, friday; kids $2
with admls5lvn, palents free with
Mmiss;oo.
'SIgma Cab Rides! Museum
offers.an cpportunRy to ride in the
engine cab-l)f a trnin ioc:cmotl\:'l!.
SeatIrQ limited ro four persons pet
tide; 11 a.rn.-4 pm. SatvrtIay ~nd
SUr.doy; ("all for price-.
"Toddler MinI Pnoto Sli~ot and
lIUr-0mH3et·One-Ftee MmI;.sI~
Oar.Story time for ptesd;oo! ldds,
Mothers invlted iO beooma '}()Junteer
noryteUets: >All for time, Monday, , ..
'$tory Tlm~ Tlresday.s: Pfeswool
kill.talle part in story ijme; 1l-11:30
;un, TUesday; $2 actMly fee.
.~ Un'k TI1l:1n Rrtfu llndArts
and tr.I:lts WSlUnl!sdays.: Ride on tile
Ww!n Jjnktwo.fQ{lt~u.se tral!L
tirOltlX! {<l one fT~ 'lfdQ per p!!l"son
(~Ql.litlom\J MilS ale $2.W each)..
Also «I\t~Part il'l 1111$ anti <rom
~~~1r!~~~til~3~~n. Guld~ Natura Walks.at «reYllolds
Palic Join a llat1J{a\lst for 2i{lVided
walk 3Jcvod M~ml-t)a.de County's
seror,t! ¢kiest Ila{k and ({ISWier Ule
wonder of lo® tislory, (lora and
faun;;) 9-iO am. and H p.m. Satllr-
day aM SIlr,l;Iay: Gtl\yn~d~ Pm.
17SW w. OIm H'>'N~ North MiamI
Seath;$3. 305094$-2$91 Ol'
30S-94So3425.
ill!!; Low. onfl~ or.!!I~e.s: The
~Iory of a YOll!lg prinG! cursed by a
w!ct<EKI wilen ami forcM to voyage
Into distqnt !anos In s¢aTch ofthT~e
oranges .e<lch of wblch (ont(!lr.s a
pM~ Wlit'Wt by C9rto GIrni aM
onglnal music by Luclano St<JzzOlle.
Ada)it~ and <lJr«:te.d by ~phanle
AnSin. For-ag~ 6. and up; 10 o.m.
ih'JlSday, Friday. '!lses<lay and
Wcdnr:sday; 1 p.m. Safurday;1 p.m.
Svmlay, !hl'ougt'l Feb, 6: TIle Play·
GrO\!ndTh~\re, 9806 Nt ~tmld
A~~ Hiam! Shotes;$2:o.
SOI).14S-moo or
Vlwwlkketmastet.com.
Mlanli C.hltdretl'.s MlI$eum: Jl} a,m,·6
j1.m. <Jaw; SSO MatArthur Cs-Ny..
Miami;SlS, Sl2 Florida j~idents, fNe
for jqdsl year and under .and m~m·
nelS, 3Il5om-S437 «
y.,"VN/.miamfduldIen!!1llmum.o:g:
"'Tfre luW.:!nttlre$ of Mt. potatl)
Head':"The ex.hibit Is desig!ted to
de'{t!!op ~Itoo! readlness and >;lea-
demic skills for young {dds, fualslflg
CIll!ler.;cy, problem'soNing, mathe-
matic, scten<:e ;rod social studie:;.
The Nt; POlato" Head cht/rtlderleads
kids and pa:renls Q!l edu<:~Uonal
IJtiventures, from trips to ou1.et~Jlace
to Ju!\!l(e safaris and ardleclog,ca1
d'!fIs: through May IS.
·Stoft TIme: At Yov. Me .. nd
Teddy Bears Too; 11 <I.m. daU)':.
-0twn St!.lIftW.'!t a.m . ..o pm. daily.
*1«II!1 Tato'$ DJg: 11:30 aJll, {{allY.
'Fwllng lime: noon dally.
~eet and Greet WIth Mr. Potato
Head; 1'30 pm. daily.
'W~t's M~ Job?:" 1:30 fUl1.
lhursdays,SlItUl'daysaml ~.
'Jungle S¥UD: 3:30 p.m, Ttrl1fS'o
oays<lnO Sundays.
'P!Ci\$SO V<ltato! 4'.30 p..m. dally.
'Mr. POtato Head's AdwnfUlel
2:30 pm. FMays, S\:ndays. Mcmlays.
aoo Wedmsdays.
'S!l<Ice 1'll.ter: 3:30 p.m. FlidIt,'S.
'~n you DIG II?; 3:l0 p,m,
fridays hIld TueWa\l5.
"~Ull Sub ClamZ:3Qp.m.
/l'tOndays.
"W¢nll.~rfu' WE!llM~t!lIlr. 3:30
p.m, Wedll~ays.. • HlRN to CALENDAR, 23SE:
MIAMI DAIl.Y BUSINESS REVIEW
~~~$ot~.~;\.(l(J"
!..e1J1l!~~
,~,1r4~c-..)',~:l
STATE. OF FLOfllOA
CQUNTY OF MIAW-DAOEl
Sefofe Ilie llro:!e~ aulhGfiI:y pal'5QMlly ;)ppeared
MARIA MESA, \'lIla on 0WI:sayz. Ulal M orstn~ 1$11\0
LEGAL. Cl.eff .... U~ NoUcesfJf-tlld MllIIi'It Oally BU1l!n~
Aw!!iI': IlWa Miami Review, a «lily {except SaMl1'ay. &!nd4y
and lfI93llitll!&y!o} IlSWlpaper. publlsnwill M!Mll m. MlamHladEI
Counlj'. AoriIja: lhall!>aallacl'le:l eopy Q'I a\1VM\$ement,
GiWlg a \.egal Advertisement of ~ 1[\ tho;! ma\lec¢f
ern' Of' SO\.ITM MIAMI
?ut>uC K&\f\'NG • FSBRUARY 1, 2011
{n!he XXXX ¢Mr,
'l'!"il$9I'bIi$helll!\;said 1>efflIpep~r;n llie l$:l"~ of
0112:IJW11
AlBan! n..11l\a( says mat \II~said M1a!l\1 QaIly BIIs!O¢SS
~11ll't19 ~ lIe71Sp!lf!¢rp\ll!rlShed tlUK!RI!'Il !rt said Mlaml-Qade
00vnly. ~aaMllhalltlo $ailS It$W$PaP4t liaS
here!¢.tte been IlOfltinUOUSly pubW~ fA Said Mial'l\l.Oare CounlJ.
AcMa. eaeh4ay (except Salutday. $\IIlIf3.y !InI! U!g~t HQWJay.5)
and bas liGen enl9red 33 s«O(IiI o;:laSSlll!lllmaller at \lie post
Qlfl¢"l! In Miami iltsaid MlamioOade Courtly. Flo(rda.lora
peoodet oooyu! :\Iiltl pmeedin~\he· fll'$l Jl1..'cIiea1lrlo /JIll\\!
a\1;te!Wd OOP'J or advu!l~fll:an:1$,lf!an1 £uM!lt$3y5 malm<)r
she has nellhll1' pa~ rwtP~ any p<m¢I), firm or~IPOl3!lon
any ~UlIt. reosle.. cOItlmis1lQnor relOild klrll10 jMjlQSlI
OfSe¢ll~ll"fpu':ll!eall¢nlnlh9$;li;t
~ \-....,
($~q
MARIA MESA p!l=~1Iy AACWfI,O ms
§!# ~ Rll\lItr.pl>WoS\"m()/~
• • V~'\O'Cf P9.nlt SJ. M,,,,",,wmO"''''' "'7~<j1' ~om3l'201?
, ... ~
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