HomeMy WebLinkAboutContractDocusign Envelope ID: 44975DE3-09C3-479A-9AFE-76FBF794CC2F
AGREEMENT FOR BLTN SOFTWARE BETWEEN THE CITY OF
RENTON AND MULTITUDE INSIGHTS INC.
(SOFTWARE AS A SERVICES AGREEMENT)
THIS AGREEMENT ("Agreement"), dated for reference purposes only as February 3rd, 2025, is by
and between the City of Renton (the "City"), a Washington municipal corporation, and Multitude
Insights Inc. ("Vendor"), a corporation. The City and the Vendor are referred to collectively in this
Agreement as the "Parties." Once fully executed by the Parties, this Agreement is effective as of
the last date signed by both parties (the "Effective Date").
1.Scope of Work: Vendor agrees to provide a software as a service product, Bl TN, providing
the City of Renton Police Department with a digital bulletin software to assist with
creating, distributing, searching, and linking crime bulletins as further described in Exhibit
A, which is attached and incorporated herein and may hereinafter be referred to as the
"Work." Vendor shall provide the Work consistent with the requirements of the Service
Level Agreement as set forth in Exhibit A.
2.Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions, deletions or modifications upon consultation
with the Vendor. Any such changes to the Work shall be ordered by the City in writing, and
the Compensation shall be equitably adjusted consistent with the rates set forth in Exhibit
A. or as otherwise mutually agreed by the Parties.
3.Time of Performance: Vendor shall commence performance of the Agreement within 30
days of the Agreement's execution.
4.Compensation:
A.Amount. The Costs for this Agreement shall not exceed $32,400.00 plus any applicable
state and local sales taxes. Costs shall be paid based upon Work actually performed
according to the rate(s) or amounts specified in Exhibit A. This cost covers a two year
agreement for the BLTN software licensing, customer support, and on-site training.
B.Method of Payment. The Vendor shall submit a voucher or invoice in a form specified
by the City, including a description of Payment shall be made by the City for Work
performed within thirty (30} calendar days after receipt and approval by the
appropriate City representative of the voucher or invoice. If the Vendor's performance
CAG-25-099
Docusign Envelope ID: 44975DE3-09C3-479A-9AFE-76FBF794CC2F
(software access, implementation, and training) does not meet the requirements of
this Agreement, the Vendor will correct or modify its performance to comply with the
Agreement. The City may withhold payment for work that does not meet the
requirements of this Agreement.
C.Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Vendor for failure of the Vendor to
perform the Work or for any breach of this Agreement by the Vendor.
D.Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the current
fiscal period, and this Agreement will terminate upon the completion of all remaining
Work for which funds are allocated. No penalty or expense shall accrue to the City in
the event this provision applies.
5.Termination:
A. The Either Party reserves the right to terminate this Agreement at any time, with or
without cause by giving sixty (GO) calendar days' notice to the other party in writing. In
the event of such termination or suspension, all finished or unfinished documents,
data, studies, worksheets, models and reports, or other material prepared by the
Vendor pursuant to this Agreement shall be submitted to the City, if any are required
as part of the Work.
B.In the event this Agreement is terminated by the City, the Vendor shall be entitled to
payment for all hours worked to the effective date of termination, less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the Vendor
an equitable share of the fixed fee. This provision shall not prevent the City from
seeking any legal remedies it may have for the violation or nonperformance of any of
the provisions of this Agreement and such charges due to the City shall be deducted
from the final payment due the Vendor. No payment shall be made by the City for any
expenses incurred or work done following the effective date of termination unless
authorized in advance in writing by the City.
C. Return of Information. Upon the written request of City, Consultant shall return any
of the City's Information in a usable format agreed to by the City at no additional cost
to the City.
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Docusign Envelope ID: 44975DE3-09C3-479A-9AFE-76FBF794CC2F
6.Warranties and Right to Use Work Product: Vendor represents and warrants that Vendor
will perform all Work identified in this Agreement in a professional and workmanlike
manner and in accordance with all reasonable and professional standards and laws.
Vendor further represents and warrants that all final work product created for and
delivered to the City pursuant to this Agreement shall be the original work of the Vendor
and free from any intellectual property encumbrance which would restrict the City from
using the work product. Vendor grants to the City a non-exclusive, non-sublicensable, non
transferable, revocable right and license to all Work during the term of this Agreement.
7.Record Maintenance: The Vendor shall maintain accounts and records, which properly
reflect all direct and indirect costs expended and Work provided in the performance of this
Agreement and retain such records for as long as may be required by applicable
Washington State records retention laws, but in any event no less than six years after the
termination of this Agreement. The Vendor agrees to provide access to and copies of any
records related to this Agreement as required by the City to audit expenditures and
charges and/or to comply with the Washington State Public Records Act (Chapter 42.56
RCW). The provisions of this section shall survive the expiration or termination of this
Agreement.
8.Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Vendor shall make a due diligent search of
all records in its possession or control relating to this Agreement and the Work, including,
but not limited to, e-mail, correspondence, notes, saved telephone messages, recordings,
photos, or drawings and provide them to the City for production. In the event Vendor
believes said records need to be protected from disclosure, it may, at Vendor's own
expense, seek judicial protection. Vendor shall indemnify, defend, and hold harmless the
City for all costs, including attorneys' fees, attendant to any claim or litigation related to a
Public Records Act request for which Vendor has responsive records and for which Vendor
has withheld records or information contained therein, or not provided them to the City
in a timely manner. Vendor shall produce for distribution any and all records responsive to
the Public Records Act request in a timely manner, unless those records are protected by
court order. The provisions of this section shall survive the expiration or termination of
this Agreement.
9.Independent Contractor Relationship:
A.The Vendor is retained by the City only for the purposes and to the extent set forth in
this Agreement. The nature of the relationship between the Vendor and the City during
the period of the Work shall be that of an independent contractor, not employee. The
Vendor, not the City, shall have the power to control and direct the details, manner or
means of Work. Specifically, but not by means of limitation, the Vendor shall have no
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Docusign Envelope ID: 44975DE3-09C3-479A-9AFE-76FBF794CC2F
negotiated and agreed to this waiver. The provisions of this section shall survive the
expiration or termination of this Agreement.
11.Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law, the Vendor shall not give a gift of any kind to
City employees or officials. Vendor also confirms that Vendor does not have a business
interest or a close family relationship with any City officer or employee who was, is, or will
be involved in selecting the Vendor, negotiating or administering this Agreement, or
evaluating the Vendor's performance of the Work.
12.City of Renton Business License: Unless exempted by the Renton Municipal Code, Vendor
shall obtain a City of Renton Business License prior to performing any Work and maintain
the business license in good standing throughout the term of this agreement with the City.
Information regarding acquiring a city business license can be found at:
https://www.rentonwa.gov/Tax
Information regarding State business licensing requirements can be found at:
https://dor.wa.gov/doing-business/register-my-business
13.Insurance: Vendor shall secure and maintain:
A.Commercial general liability insurance in the minimum amounts of $1,000,000 for each
occurrence/$2,000,000 aggregate for the Term of this Agreement.
B.In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability/ Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional standard
of care.
C.Workers' Compensation Coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
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Docusign Envelope ID: 44975DE3-09C3-479A-9AFE-76FBF794CC2F
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON
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DocuSigned by:
By:��!�!!3,��:land
Kristi Rowland
Deputy Chief Administrative Officer
3/30/2025 I 7:46 AM PDT
Date
Attest
Jason A. Seth
City Clerk
Approved as to Legal Form
By: _________ _
Shane Moloney
City Attorney
IT-Contract Template 6/17/2021
Clb 3/20/25 (3323)
PAGE 12 OF 12
VENDOR
I.
Signed by:
By:��=re�����Joe Ryan
Multitude Insights Inc. VP Sales
3/24/2025 I 11:09 AM PDT
Date
N/A
Approved by Cheyl Beyer via email 3/24/2025
