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HomeMy WebLinkAboutContractSambaSafety Agreement Page 1 of 30 AGREEMENT FOR SAMBASAFETY QORTA (SOFTWARE AS A SERVICES AGREEMENT) THIS AGREEMENT (“Agreement”), dated for reference purposes only as August 1, 2024, is by and between the City of Renton (the “City”), a Washington municipal corporation, and Samba Holdings, Inc., together with its wholly owned subsidiaries that provide services (collectively, “Vendor”), a New Mexico 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 licensing for the SambaSafety Qorta product for motor vehicle record monitoring and reporting as further described in Exhibit C, 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 Services Proposal as set forth in Exhibit C. 2.Changes in Scope of Work: The City, without invalidating this Agreement, may order changes to the Work consisting of additions, deletions or modifications. 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 C. or as otherwise mutually agreed by the Parties. 3.Time of Performance: Vendor shall commence performance of the Agreement within 90 days of the Agreement’s execution. 4.Compensation: A. Amount. The amount of the Agreement is made up of two parts, “One-Time Costs” which apply to Phase 1 of the Work, and “Recurring Costs” which apply to Phase 2 of the Work. One-Time Costs. The amount of the One Time Costs for this Agreement shall not exceed $20,617.50 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 BC. Recurring Costs. The amount of the Recurring Costs shall be $7,878.00, plus any applicable state and local sales taxes, plus any on-demand and support services requested by the City as outlined in Exhibit C for the period starting one year from the Effective Date. Recurring Costs are to be billed annually and are not to exceed an increase of 3% year over year unless otherwise agreed by both Parties. The Vendor agrees that any hourly or flat rate charged by it for its Work shall remain locked at the negotiated rate(s) unless otherwise agreed to in writing or provided in Exhibit BC. Except as specifically provided herein, the Vendor shall be solely responsible for payment of any taxes imposed as a result of the performance and payment of this Agreement. B. Method of Payment. On a monthly or no less than quarterly basis during any quarter in which Work is performed, the Vendor shall submit a voucher or invoice in a form specified by the City, including a description of what Work has been performed, the name of the personnel CAG-24-223 SambaSafety Agreement Page 2 of 30 performing such Work, and any hourly labor charge rate for such personnel. The Vendor shall also submit a final bill upon completion of all Work. 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 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 City reserves the right to terminate this Agreement at any time for cause by giving thirty (30) calendar days’ notice of cure opportunity to the Vendor in writing. If Vendor is not able to cure in that timeframe, then, 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. After the first 12 months from the Effective Date of this Agreement, the City reserves the right to terminate this agreement at any time for convenience by giving 30 days’ advance written notice. 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. 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, perpetual right and license to use, reproduce, distribute, adapt, modify, and SambaSafety Agreement Page 3 of 30 display all final work product produced pursuant to this Agreement. The City’s or other’s adaptation, modification or use of the final work products other than for the purposes of this Agreement shall be without liability to the Vendor. The provisions of this section shall survive the expiration or termination 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 obligation to work any particular hours or particular schedule, unless otherwise indicated in the Scope of Work or where scheduling of attendance or performance is mutually arranged due to the nature of the Work. Vendor shall retain the right to designate the means of performing the Work covered by this agreement, and the Vendor shall be entitled to employ other workers at such compensation and such other conditions as it may deem proper, provided, however, that any contract so made by the Vendor is to be paid by it alone, and that employing such workers, it is acting individually and not as an agent for the City. B. The City shall not be responsible for withholding or otherwise deducting federal income tax or Social Security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to Vendor or any employee of the Vendor. C. If the Vendor is a sole proprietorship or if this Agreement is with an individual, the Vendor agrees to notify the City and complete any required form if the Vendor retired under a State SambaSafety Agreement Page 4 of 30 of Washington retirement system and agrees to indemnify any losses the City may sustain through the Vendor’s failure to do so. 10. Hold Harmless: The Vendor agrees to release, indemnify, defend, and hold harmless the City, elected officials, employees, officers, representatives, and volunteers from any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties, expenses, attorney’s or attorneys’ fees, costs, and/or litigation expenses to or by any and all persons or entities, arising from, resulting from, or related to the grossly negligent acts, errors or omissions of the Vendor in its performance of this Agreement or a breach of this Agreement by Vendor, except for that portion of the claims caused by the City’s sole negligence. Should a court of competent jurisdiction determine that this agreement is subject to RCW 4.24.115, (Validity of agreement to indemnify against liability for negligence relative to construction, alteration, improvement, etc., of structure or improvement attached to real estate…) then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Vendor and the City, its officers, officials, employees and volunteers, Vendor’s liability shall be only to the extent of Vendor’s negligence. It is further specifically and expressly understood that the indemnification provided in this Agreement constitute Vendor’s waiver of immunity under the Industrial Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties have mutually 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. SambaSafety Agreement Page 5 of 30 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. D. Commercial Automobile Liability for owned, leased, hired or non-owned, leased, hired or non- owned, with minimum limits of $1,000,000 per occurrence combined single limit, if there will be any use of Vendor’s vehicles on the City’s Premises by or on behalf of the City, beyond normal commutes. E. Cyber Liability Insurance is required, with limits not less than $2,000,000 per occurrence or claim, with $2,000,000 aggregate minimum. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Vendor in this agreement and shall include, but not be limited to, coverage, including defense, for the following losses or services: claims involving infringement of intellectual property, infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security, coverage for unauthorized access and use, failure of security, breach of confidential information, or privacy perils. The policy shall provide coverage for breach response costs, to include but not limited to crisis management services, credit monitoring, public relations, legal service advice, notification of affected parties, independent information security forensics firm, and costs to re-secure, re-create and restore data or systems as well as regulatory fines and penalties with limits sufficient to respond to these obligations. F. Vendor shall name the City as an Additional Insured on its commercial general liability policy on a non-contributory primary basis. The City’s insurance policies shall not be a source for payment of any Vendor liability, nor shall the maintenance of any insurance required by this Agreement be construed to limit the liability of Vendor to the coverage provided by such insurance or otherwise limit the City’s recourse to any remedy available at law or in equity. Additional Insured requirements do not apply to Cyber Liability nor Professional Liability insurance, if applicable. G. Subject to the City’s review and acceptance, a certificate of insurance showing the proper endorsements, shall be delivered to the City before performing the Work. H. Vendor shall provide the City with written notice of any policy cancellation, within ten (10 ) business days of their receipt of such notice. 14. Safeguarding of Personal Information; Intellectual Property: A. Personal Information: Vendor shall not use or disclose Personal Information, as defined in chapter 19.255 RCW, in any manner that would constitute a violation of federal law or applicable provisions of Washington State law. Vendor agrees to comply with all federal and SambaSafety Agreement Page 6 of 30 state laws and regulations, as currently enacted or revised, regarding data security and electronic data interchange of Personal Information. Vendor shall ensure its directors, officers, employees, subcontractors or agents use Personal Information solely for the purposes of accomplishing the services set forth in the Agreement. Vendor shall protect Personal Information collected, used, or acquired in connection with the Agreement, against unauthorized use, disclosure, modification or loss. Vendor and its sub-providers agree not to release, divulge, publish, transfer, sell or otherwise make Personal Information known to unauthorized persons without the express written consent of City or as otherwise authorized by law. Vendor agrees to implement physical, electronic, and managerial policies, procedures, and safeguards to prevent unauthorized access, use, or disclosure of Personal Information. Vendor shall make the Personal Information available to amend as directed by City and incorporate any amendments into all the copies maintained by the Vendor or its subcontractors. Vendor shall certify its return or destruction upon expiration or termination of the Agreement and the Vendor shall retain no copies. If Vendor and City mutually determine that return or destruction is not feasible, the Vendor shall not use the Personal Information in a manner other than those permitted or authorized by state and federal laws. Vendor shall notify City in writing immediately upon becoming aware of any unauthorized access, use or disclosure of Personal Information. Vendor shall take necessary steps to mitigate the harmful effects of such use or disclosure. Vendor is financially responsible for notification of any unauthorized access, use or disclosure. The details of the notification must be approved by City. Any breach of this clause may result in termination of the Agreement and the demand for return of all Personal Information. B. Intellectual Property: Each Party retains all right, title, and interest under applicable contractual, copyright and related laws to their respective Information, including the right to use such information for all purposes permissible by applicable laws, rules, and regulations. 15. Delays: Vendor is not responsible for delays caused by factors beyond the Vendor’s reasonable control. When such delays beyond the Vendor’s reasonable control occur, the City agrees the Vendor is not responsible for damages, nor shall the Vendor be deemed to be in default of the Agreement. 16. Successors and Assigns: Neither the City nor the Vendor shall assign, transfer or encumber any rights, duties or interests accruing from this Agreement without the written consent of the other, which consent shall not be unreasonably withheld. 17. Notices: Any notice required under this Agreement will be in writing, addressed to the appropriate party at the address which appears below (as modified in writing from time to time by such party), and given personally, by registered or certified mail, return receipt requested, by SambaSafety Agreement Page 7 of 30 facsimile or by nationally recognized overnight courier service. Time period for notices shall be deemed to have commenced upon the date of receipt, EXCEPT facsimile delivery will be deemed to have commenced on the first business day following transmission. Email and telephone may be used for purposes of administering the Agreement, but should not be used to give any formal notice required by the Agreement. CITY OF RENTON Krista Kolaz 1055 South Grady Way Renton, WA 98057 Phone: (425) 430-7669 Email: kkolaz@rentonwa.gov VENDOR Contracts 5445 DTC Pkwy Suite 950 Greenwood Village, CO 80111 Phone: N/A Email: contracts@sambasafety.com Fax: N/A 18. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, the Vendor agrees as follows: A. Vendor, and Vendor’s agents, employees, representatives, and volunteers with regard to the Work performed or to be performed under this Agreement, shall not discriminate on the basis of race, color, sex, religion, nationality, creed, marital status, sexual orientation or preference, age (except minimum age and retirement provisions), honorably discharged veteran or military status, or the presence of any sensory, mental or physical handicap, unless based upon a bona fide occupational qualification in relationship to hiring and employment, in employment or application for employment, the administration of the delivery of Work or any other benefits under this Agreement, or procurement of materials or supplies. B. The Vendor will take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, creed, color, national origin, sex, age, sexual orientation, physical, sensory or mental handicaps, or marital status. Such action shall include, but not be limited to the following employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training. C. If the Vendor fails to comply with any of this Agreement’s non-discrimination provisions, the City shall have the right, at its option, to cancel the Agreement in whole or in part. D. The Vendor is responsible to be aware of and in compliance with all federal, state and local laws and regulations that may affect the satisfactory completion of the project, which includes but is not limited to fair labor laws, worker's compensation, and Title VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton Council Resolution Number 4085. 19. Miscellaneous: The parties hereby acknowledge: A. The City is not responsible to train or provide training for Vendor. B. Vendor will not be reimbursed for job related expenses except to the extent specifically agreed within the attached exhibits. SambaSafety Agreement Page 8 of 30 C. Vendor shall furnish all tools and/or materials necessary to perform the Work except to the extent specifically agreed within the attached exhibits. D. In the event special training, licensing, or certification is required for Vendor to provide Work he/she will acquire or maintain such at his/her own expense and, if Vendor employs, sub- contracts, or otherwise assigns the responsibility to perform the Work, said employee/sub- contractor/assignee will acquire and or maintain such training, licensing, or certification. E. This is a non-exclusive agreement and Vendor is free to provide his/her Work to other entities, so long as there is no interruption or interference with the provision of Work called for in this Agreement. F. Vendor is responsible for his/her own insurance, including, but not limited to health insurance. G. Vendor is responsible for his/her own Worker’s Compensation coverage as well as that for any persons employed by the Vendor. 20. Other Provisions: A. Approval Authority. Each individual executing this Agreement on behalf of the City and Vendor represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the City or Vendor. B. General Administration and Management. The City’s project manager is Krista Kolaz, Risk Manager. In providing Work, Vendor shall coordinate with the City’s contract manager or his/her designee. C. Amendment and Modification. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. D. Conflicts. In the event of any inconsistencies between Vendor proposals and this Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to this Agreement are incorporated by reference only to the extent of the purpose for which they are referenced within this Agreement. To the extent a Vendor prepared exhibit conflicts with the terms in the body of this Agreement or contains terms that are extraneous to the purpose for which it is referenced, the terms in the body of this Agreement shall prevail and the extraneous terms shall not be incorporated herein. E. Governing Law. This Agreement shall be made in and shall be governed by and interpreted in accordance with the laws of the State of Washington and the City of Renton. Vendor and all of the Vendor’s employees shall perform the Work in accordance with all applicable federal, state, county and city laws, codes and ordinances. F. Joint Drafting Effort. This Agreement shall be considered for all purposes as prepared by the joint efforts of the Parties and shall not be construed against one party or the other as a result of the preparation, substitution, submission or other event of negotiation, drafting or execution. SambaSafety Agreement Page 9 of 30 G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or interpret this Agreement or any of its terms or covenants shall be brought in the King County Superior Court for the State of Washington at the Maleng Regional Justice Center in Kent, King County, Washington, or its replacement or successor. Vendor hereby expressly consents to the personal and exclusive jurisdiction and venue of such court even if Vendor is a foreign corporation not registered with the State of Washington. H. Severability. A court of competent jurisdiction’s determination that any provision or part of this Agreement is illegal or unenforceable shall not cancel or invalidate the remainder of this Agreement, which shall remain in full force and effect. I. Sole and Entire Agreement. This Agreement contains the entire agreement of the Parties and any representations or understandings, whether oral or written, not incorporated are excluded. J. Time is of the Essence. Time is of the essence of this Agreement and each and all of its provisions in which performance is a factor. Adherence to completion dates set forth in the description of the Work is essential to the Vendor’s performance of this Agreement. K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be construed to give any rights or benefits in the Agreement to anyone other than the Parties, and all duties and responsibilities undertaken pursuant to this Agreement will be for the sole and exclusive benefit of the Parties and no one else. L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns, and legal representatives to the other party to this Agreement, and to the partners, successors, assigns, and legal representatives of such other party with respect to all covenants of the Agreement. M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party’s failure to enforce any provision of this Agreement shall not be a waiver and shall not prevent either the City or Vendor from enforcing that provision or any other provision of this Agreement in the future. Waiver of breach of any provision of this Agreement shall not be deemed to be a waiver of any prior or subsequent breach unless it is expressly waived in writing. N. Counterparts. The Parties may execute this Agreement in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date last signed by the Parties below. SambaSafety Agreement Page 10 of 30 CITY OF RENTON By:_____________________________ VENDOR By:____________________________ Kim Gilman Interim Human Resources and Risk Management Administrator Kevin McReynolds Sales Manager _____________________________ Date _____________________________ Date Approved as to Legal Form By: __________________________ Shane Moloney City Attorney IT-Contract Template 6/17/2021 Clb 7-9-24 (2979) Approved by Cheryl Beyer via email 7/31/2024 SambaSafety Agreement Page 11 of 30 SAMBASAFETY AGREEMENT CUSTOMERACCOUNTINFORMATION ACCOUNT INFORMATION CustomerName(the “Customer”) City of Renton MailingAddress 1055 S. Grady Way City Renton State WA Zip 98057 BillingAddress Same as mailing address, with Attn: Risk Management City State Zip Primary Contact Name Krista Kolaz Phone 425-430-7669 Email kkolaz@rentonwa.gov BillingContact Name Krista Kolaz Phone 425-430-7669 Email kkolaz@rentonwa.gov ComplianceContact Name Curt Russell Phone 425-430-7651 Email crussell@rentonwa.gov Federal Employer ID Number 91-6001271 Years Business Established 1901 DateIncorporated 1901 State Incorporated Washington Business License Number 177-000-094 State WA Expiration N/A Website(URL) www.rentonwa.gov SambaSafety Agreement Page 12 of 30 DOTNumber(s) None SambaSafety Agreement Page 13 of 30 Exhibit A: SambaSafety Master Services Agreement General Terms and Conditions Service Order Term: “Service Order Term” shall mean the period for which this Service Order is operative, which commences on the Effective Date and continues through the Initial Term and, if applicable, any Extension Term(s), subject to early termination in accordance with the terms and conditions of the Service Order and the Master Services Agreement (collectively, the “Agreement”). At the end of the Initial Term (and any Extension Term(s)) SambaSafety shall send a renewal invoice, not fewer than ninety (90) days prior to the expiration of the then-current term. General Payment Terms: All invoices are due and payable by Customer according to the Payment Terms set forth on the Service Order, as calculated from the invoice date. All payments of fees shall be made in U.S. dollars. Customer agrees to facilitate electronic payments to SambaSafety by setting up either (a) Automated Clearing House (ACH) payments, or (b) automatic monthly credit card payments. Customer shall allow SambaSafety to initiate a monthly draft for either payment method, and complete all necessary forms to facilitate such automatic payments, which shall be drawn according to the Payment Terms set forth on the Service Order. Payments by check will incur a $25.00 check fee. All undisputed fees are non-refundable. Any invoices which are not paid in full on the first of the month following the invoice due date shall accrue interest at the lesser of one and one-half percent (1 ½%) per month or the maximum amount permitted by law. In addition to any other rights or remedies available to SambaSafety, any failure by Customer to timely pay in full all undisputed invoices submitted by SambaSafety, entitles SambaSafety to discontinue Customer’s access to the services if such default in payment is not cured within 45 days. A twenty-five dollar ($25.00) Non-Sufficient Funds Fee will be assessed for all dishonored payments. After the Initial Term and until the Service Order Term terminates or expires, the fees shall be at SambaSafety’s then- current pricing applicable to its customers, which pricing may include a promotional discount. After the Service Order Term terminate or expires, the subscription or service fees may increase at SambaSafety’s and City Agreement, but in no event will such an increase be higher than 3% of then-current subscription fee prices. Discontinuance Fee: Customer and SambaSafety have mutually agreed upon the fees to be provided for the services based upon certain assumed volume of processing activity together with the Service Order Term. Customer acknowledges and agrees that, without the certainty of revenue promised by the commitments set forth in this Agreement, SambaSafety would have been unwilling to provide the services at the fees set forth in the Service Order. Because of the difficulty in ascertaining SambaSafety’s actual damages if the Customer were to terminate this Agreement prior to the Initial Term of 12-months, or due to Customer’s failure to achieve any required minimum volume throughout the entirety of the Service Order Term, Customer agrees that prior to any early termination taking effect, and in addition to all other amounts then due and owing to SambaSafety, Customer will pay to SambaSafety as a contract discontinuance fee, and not as a penalty, an amount equal to the balance of the fees that would have been due under this Agreement had there been no early termination (the “Discontinuance Fee”). The Discontinuance Fee will not apply after the Initial Term of 12-months. Customer acknowledges and agrees that the Discontinuance Fee is a reasonable estimation of the actual damages that SambaSafety would suffer if SambaSafety were to fail to receive the amount of processing business contemplated by this Agreement. Customer shall not be required to pay the Discontinuance Fee if Customer terminates this Agreement for a material, uncured breach by SambaSafety of one of its material obligations under this Agreement. Inactive Accounts: If following the Service Order Term, Customer’s account includes amounts owing to Customer, Customer shall request a refund of the balance within 5 months of the termination or expiration of this Service Order. Additional Terms The parties expressly incorporate by reference and intend this Agreement to include the additional terms and conditions in Exhibit A (the “Master Services Agreement”). If the Service Order includes monitoring and/or data solutions services, then the FCRA “permissible purpose” form(s) and the certifications made in such forms are incorporated into this Agreement as Exhibit B. SambaSafety Agreement Page 14 of 30 Monitoring Specific Terms and Conditions Services Description: MVR monitoring provides continuous visibility into employees’ driving records. In the United States, this is accomplished via a complex set of Department of Motor Vehicles (“DMV”) connections and 3rd party data sources (“State / Data Providers”), triggering an MVR, which is obtained automatically by the SambaSafety platform, only when there is new activity to report, thereby providing actionable information to improve drivers’ performance and mitigate risks. MVR Service Fees shall apply. Canada license monitoring is limited to just monitoring for changes in driver license status and the SambaSafety platform does not alert on new violations. Canada license monitoring also differs from US license monitoring in that changes to license status do not result in an Activity MVR being generated by the system. An activity is created and an alert is still generated identifying the status change. Activity MVR: The platform monitors drivers at least monthly for new activity on the driver’s driving record. This is done via multiple methodologies without always procuring a full MVR. If activity is found, an official MVR will be automatically procured on behalf of the Customer. On-Demand MVR: At any time, the Customer can manually procure an MVR for any driver, either individually or on a scheduled basis. This can be done via the dashboard. State-Required Annual MVR: In some states, where required by state DMV policy, State-Required Annual MVRs are procured automatically. Driver Error MVR: Some State / Data Providers charge a State/Data Fee even if the driver information submitted by SambaSafety on behalf of the Customer returns no results. This can happen when the Customer submits inaccurate driver information, including but not limited to license number, first and last name, or date of birth. The Samba system enforces certain checks to validate that a license number follows the appropriate format for a given state before the request is made to the state in an effort to minimize Driver Error MVR charges. Enrollment MVR: An Enrollment MVR is a State / Data Provider mandated MVR purchase when enrolling a driver into that particular state. Some states, such as California, charge State/Data Fees when adding drivers to the state monitoring programs. These fees are passed to the Customer. Monitored Driver: A driver shall be considered a Monitored Driver if they are enrolled in the platform for MVR monitoring at any point during a particular month. State Fees: State/Data Fees are charged by the State / Data Provider for all MVR types specified above and are billed to the Customer as pass through costs. Data Fees: are information and/or data-related fees that are charged by Federal/State agencies from which SambaSafety obtains MVRs and related records or information. Canada License Monitoring: Provides continuous license status monitoring in Canadian Provinces and Territories, generating alerts on new activity, allowing customers to stay informed and better mitigate driving risks. Includes alerts and workflow capabilities. Minimum Monthly Fee: Commencing on the Subscription Start Date and through the remainder of the Service Order Term, Customer agrees to minimally pay SambaSafety an amount equal to the Monthly Minimum Number of Drivers as set forth in the quote multiplied by the monthly Subscription Price per Driver set in the quote (the “Monthly Minimum Fee”). Separate Monthly Minimum Fees may apply (for US and Canada drivers) depending on whether Canada License Monitoring is a separate line-item capability on the Service Order. Customer Onboarding: Customer agrees to provide a completed Driver Upload Template and other required State Forms to SambaSafety within 15 business days prior to the Subscription Start Date specified above. If drivers are located in California or Pennsylvania, Customer must provide SambaSafety with the Driver Upload Template and additional required State Forms within six (6) weeks prior to the Subscription Start Date. Additional Canada Province or Territory forms may be required if Canada License Monitoring is included in the Service Order. SambaSafety Agreement Page 15 of 30 Accepted by: By executing below, Customer acknowledges and agrees to the terms and conditions set forth herein (the “Service Order Terms”) and the Master Services Agreement. Any reference to the “Agreement” shall refer to these Service Order Terms, and any additional Service Orders between the parties, together with the Master Services Agreement. This Agreement shall only become effective when signed by both Customer and SambaSafety, and any fees or other terms and conditions may be withdrawn or altered at any time unless and until this Agreement is executed by both parties. The later date on which either party signs shall be deemed the “Effective Date” of this Agreement. CUSTOMER SAFETY HOLDINGS, INC. (“SambaSafety”) Signature Kim Gilman Signature Kevin McReynolds Name Interim HRRM Administrator Name Sales Manager Title Title Date Date SambaSafety Agreement Page 16 of 30 Exhibit A: SambaSafety Master Services Agreement These Master Services Agreement terms supplement the foregoing Service Order Terms executed between Customer and SambaSafety (each, a “party”, and collectively the “parties”). All Service Orders executed between the parties and this Master Services Agreement shall together be referred to as the “Agreement.” The Effective Date on the Service Order above shall also be deemed the “Master Services Agreement Effective Date.” 1.Description of Services/License. During the Service Order Term specified in an applicable Service Order, SambaSafety will provide Customer with access to custom data reports and application services, including without limitation motor vehicle reports (“MVRs”), vehicle, title and registration histories, driver monitoring, database records, analytic services, and training (collectively, “Services”) as more fully described in the applicable Service Order. 2.Term. This Agreement will become effective on the Effective Date and remain valid until it is terminated by either party pursuant to the terms contained herein. Either party may terminate this Agreement upon written notice if the other materially breaches the terms and conditions of this Agreement and the other party fails to cure such material breach within thirty (30) days of receiving written notice from the non-breaching party. After the Initial Term of 12 months, the City shall have the right to terminate this Agreement for convenience with 30 days’ written notice. Return of Information. Upon the written request of City, SambaSafety shall return any of the City’s Information in a usable format agreed to by the City at no additional cost to the City. 3.Pricing and Payment. All invoices are due and payable as set forth in the applicable Service Order. In addition to all payments specified in this Agreement, Customer shall pay, or reimburse SambaSafety for, all taxes imposed by federal, state and local authorities, including but not limited to, sales, use, excise, and value-added taxes, based upon any fees set forth in this Agreement provided that Customer shall have no responsibility for taxes based on SambaSafety’s net income. 4.API Terms. Customer shall only access (or attempt to access) an API by the means described in the documentation of that API. SambaSafety sets and enforces limits on the use of its APIs in its sole discretion. Customer accepts and shall not attempt to circumvent any limitations documented with an API. Customer may request to use an API beyond the documented limitations, subject to the written authorization of SambaSafety. If Customer provides feedback or suggestions about SambaSafety’s APIs, SambaSafety may use such information without obligation to Customer. Customer agrees that SambaSafety may monitor use of the APIs to ensure quality, improve SambaSafety’s products and services, and verify Customer’s compliance with this Agreement and the documentation of the APIs. SambaSafety may suspend access to the APIs if SambaSafety reasonably believes that Customer is in violation of this Agreement, the documentation of an API, or Applicable Laws. Customer shall not acquire ownership rights to a SambaSafety API or the content accessed through an API. For purposes of this Agreement, the APIs and their documentation shall be Confidential Information. 5.Confidentiality. “Confidential Information” means information that one party, or a party’s corporate affiliate, discloses to the other party or its affiliate(s) under this Agreement, and that is marked as confidential or a reasonable person would believe to be considered confidential information given the nature of the information and the circumstances under which such information is disclosed; provided, however, neither party shall have any obligation to maintain the confidentiality of any Confidential Information which: (a) is or becomes publicly available by other than unauthorized disclosure by the recipient; (b) is independently developed by the recipient; or (c) is received from a third party who has lawfully obtained such Confidential Information without a confidentiality restriction. The recipient will not disclose Confidential Information of the discloser, except to recipient’s affiliates, employees, agents or professional advisors who need to know it and who have agreed in writing (or in the case of professional advisors are otherwise bound) to keep it confidential. The recipient will ensure that those people and entities to whom and which it transfers any Confidential Information of the discloser shall only use such information as permitted under the Agreement and that such individuals and entities shall keep it confidential in accordance with the Agreement. Notwithstanding the foregoing, if required by any court of competent jurisdiction or other governmental authority, the recipient may disclose to such authority, data, information or materials involving or pertaining to Confidential Information to the extent required by such court order or government authority; provided that the recipient shall have given reasonable notice to the discloser prior to such disclosure. Except for the limited use rights under the Agreement, neither party acquires any right, title, or interest in the other party's Confidential Information. The confidentiality of the information contained within the Services shall be maintained at all times. Information contained in the Services and MVRs shall not be distributed, sold or shared with any third party nor used by Customer in any way except as expressly authorized by this Agreement. Disclosure of such information may be cause for criminal and/or civil legal action against, Customer, its employees, principals, officers, agents, subcontractors, and any involved third party. Pursuant to State and Federal law, any person who willfully and knowingly obtains, resells, transfers, or uses information in violation of law may be subject to criminal charges and/or liable to any injured party for treble damages, reasonable attorneys fees, and costs. Other civil and criminal laws may also apply. The parties agree that this agreement is subject to RCW 42.56 the Public Records Act. 6.Governing Law. The Agreement shall be governed by and construed according to the laws of the State of Washington, SambaSafety Agreement Page 17 of 30 including, but not limited to, the Uniform Commercial Code, Title 62A RCW. Any claim or suit concerning the Contract shall only be filed in either the King County Superior Court or U.S. District Court for the Western District of Washington, in Seattle. 7. Compliance with Laws. Each party represents, warrants, covenants and certifies that it shall order, receive, disseminate and otherwise use the Services in compliance with all applicable federal, state and local statutes, rules, codes and regulations, including without limitation, the Fair Credit Reporting Act (“FCRA”), the Driver’s Privacy Protection Act, 18 U.S.C. §2721 et seq. (“DPPA”), and their state equivalents, including any changes, supplements or amendments to such SambaSafety Agreement Page 18 of 30 statutes, rules, codes and regulations (collectively, “Applicable Laws”). Customer will use Services solely in accordance with “Permissible Purposes,” as that term is defined under the FCRA. Services are solely for Customer’s internal use and may not be redistributed to any third party. 8.Audit.Customer agrees that SambaSafety will have the right (but not the obligation) to conduct audits for the purpose of assessing Customer’s compliance with the terms of this Agreement, upon reasonable notice, and Customer agrees to fully cooperate with SambaSafety in connection therewith. 9.Warranty.SambaSafety warrants that: (a) SambaSafety owns or has licensed the intellectual property rights to provide the Services to Customer, (b) the Services do not violate or infringe intellectual property rights of any third party. THE EXPRESS WARRANTIES IN SECTION THIS SECTION 9 ARE THE ONLY WARRANTIES APPLICABLE TO THE SERVICES. SAMBASAFETY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE WHICH ARE HEREBY DISCLAIMED. 10.Indemnification. Both parties shall indemnify, defend and hold harmless the other party from and against any claim, suit, proceeding, damages, costs, expenses (including, without limitation, reasonable attorneys’ fees and court costs) brought by a third party against or suffered by the other party to the extent arising from the indemnifying party’s violation of Applicable Laws or willful misconduct. 11.Liability.REGARDLESS OF THE FORM OF ACTION OR THEORY OF RECOVERY, WHETHER IN CONTRACT, TORT, STATUTORY, WARRANTY OR OTHERWISE, IN NO EVENT SHALL EITHER PARTY BE LIABLE OR RESPONSIBLE FOR INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, MULTIPLE OR EXEMPLARY DAMAGES, RELATING TO OR IN CONNECTION TO ANY BREACH OF THIS AGREEMENT, REGARDLESS OF ITS AWARENESS OF THESE RISKS. NOTWITHSTANDING ANY LANGUAGE ELSEWHERE TO THE CONTRARY IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW, EACH PARTY’S AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF OR RELATED TO BREACH OF THIS AGREEMENT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, BUT EXCLUDING PUBLIC RECORDS LIABILITY SHALL BE SUBJECT TO THE AMOUNT OF INSURANCE or $250,000 whichever is greater (EXCLUDING STATE DATA FEES AND PASS- THROUGH FEES REMITTED DIRECTLY TO DATA PROVIDERS AND SUBSEQUENTLY INVOICED TO CUSTOMER). NOTWITHSTANDING THE FOREGOING, THE LIMITS AND EXCULPATIONS SET FORTH IN THIS SECTION 11 SHALL NOT EXCUSE CUSTOMER’S OBLIGATION TO PAY ANY FEES, TAXES OR OTHER AMOUNTS WITH RESPECT TO THE SERVICES, WHETHER COMMITTED OR RENDERED, OR ANY OBLIGATION BY A PARTY TO INDEMNIFY AND DEFEND CLAIMS, AS SET FORTH IN THIS AGREEMENT. 12.Notification in Event of Breach or Misuse of Information. Both parties will promptly (but in any event within 72 hours of any inadvertent or unauthorized release) notify the other party of any inadvertent or unauthorized release or other security breach of Personal Information contained in any Service and will be in compliance with Applicable Law regarding breach notification and remediation. For purposes of this Section, “Personal Information” means (i) any information about an identifiable individual and (ii) information that is not specifically about an identifiable individual but, when combined with other information, may identify an individual. 13.Information Security.Both parties shall take all reasonable security procedures and practices necessary to prevent the unauthorized disclosure and misuse of Personal Information. Such measures shall include implementing and maintaining a comprehensive information security program that includes, at a minimum, appropriate administrative, technical, physical, organizational and operational safeguards and other security measures that are appropriate to (i) the nature of the Services being provided by SambaSafety, and (ii) the risks associated with the receipt or storage of such Personal Information by the Customer. 14.Miscellaneous. This Agreement and all Service Orders constitute the final and entire agreement between the parties with respect to the Services and shall supersede all prior agreements or purchase orders between the parties with respect to such Services. This Agreement may not be amended by any subsequent purchase order. There are no representations, warranties, or agreements among the parties with respect to the Services contained herein, which are not fully expressed in the entire Agreement. Neither party shall be liable for any failure or delay in performance directly or indirectly caused by any act or omissions beyond its reasonable control. This Agreement can be executed in counterparts and electronic signatures will be deemed originals. If any one or more provisions of this Agreement or any exhibit is held to be invalid or otherwise unenforceable by a court of competent jurisdiction, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the enforceability of the remaining provisions shall be unimpaired. No amendment to change, waiver or discharge this Agreement will be valid unless executed in writing by an authorized representative of each party. Any notice to the Customer, including invoices, shall be sent to the email or the physical address provided by Customer on the Customer Account Information page of this Agreement. Customer is responsible for providing notice to SambaSafety of any changes in contact information set forth on the Customer Account Information page. Any notice to SambaSafety shall be sent to: SambaSafety, 5619 DTC Parkway, Suite 1000, SambaSafety Agreement Page 19 of 30 Greenwood Village, CO 80111. Neither party may assign or transfer any rights or obligations under this Agreement without the prior written consent of the non-assigning party, which shall not be unreasonably withheld except that either party may assign this Agreement pursuant to a merger, acquisition or sale of all or substantially all of its assets. SambaSafety Agreement Page 20 of 30 EXHIBIT B: REQUIRED COMPLIANCE FORMS SAMBASAFETY PERMISSIBLE PURPOSE DISCLOSURE Permissible Purpose. Upon the terms, and subject to the conditions set forth in the Master Services Agreement, Safety Holdings, Inc. (“SambaSafety”) grants to Customer for the license period, a limited, nonexclusive, nontransferable, and revocable license to access the SambaSafety System only for the following purposes (check all that apply): CDL Employer: For use by an employer or its agent or insurer to obtain or verify information relating to a holder of a commercial driver’s license that is required under state or federal law. Employment Signed Release: For use by a business, its agents, employees, or contractors for employment purposes, if the requester obtains the written consent of the individual to whom the information pertains. Government: For use by any government agency, including any court or law enforcement agency, in carrying out its functions, or any private person or entity acting on behalf of a Federal, State, or local agency in carrying out its functions. Customer certifies that: 1. Customer shall use the Services for the sole and exclusive purpose(s) Customer has selected above and for no other purpose; and 2. Customer will only use the Services for its own use and Customer is the end user of the Services. Customercertifies that when requesting Services for Employment purposes,Customer will: 1. Prior to requesting a report, provide a written disclosure to the employee or prospective employee in a document consisting solely of the disclosure that Services may be obtained for employment purposes; 2. Prior to requesting a report, obtain express written consent from the employee or prospective employee prior to obtaining any Services which explicitly authorizes the retrieval and use by Customer, its agents or contractors of any Information Services regarding the particular employee or prospective employee in question; each submission of an order is a certification that the disclosure was provided, and authorization has been obtained. 3. Provide the employee or prospective employee a notice, along with a copy of his or her report and a summary of rights under the FCRA before taking adverse action; and 4. After taking adverse action, provide the employee or prospective employee a notice that adverse action has been taken along with a copy of the report and summary of rights under the FCRA. 5. Not use the Services in violation of any employment equal opportunity laws. This includes any laws generally known as “Ban-the- Box”. Customer certifies that it will not order a report until allowed under these laws. Customer acknowledges it is aware and will comply with all of the requirements of the Fair Credit Reporting Act (“FCRA”), and has downloaded a copy of the documents found under the heading “Consumer Disclosures” at https://www.sambasafety.com/msa. Customer understands that there are legal requirements and responsibilities when taking adverse action based in whole or part on consumer reports. Customer understands and agrees to comply with adverse action procedures required by the FCRA including requirements to provide a preliminary adverse action notice to consumers, along with a copy of the consumer report and A Summary of Your Rights Under the Fair Credit Reporting Act, allowing the consumer a designated period of time to contact the CRA if consumer wishes to dispute any information in the consumer report or to provide mitigating information to you, providing CRA contact information and providing a final adverse action notice to the consumer if a final adverse employment decision is made. Customer understands that SambaSafety is not legal counsel and cannot provide legal advice. Customer should work with counsel to develop an employment screening program specific to your needs. It is necessary for Customer to work with counsel to ensure that Customer’s policies and procedures related to the use of CRA-provided information are in compliance with applicable state and federal laws and your legal responsibilities. I hereby certify that I am a legally authorized representative of Customer, and I hereby obligate Customer to the terms and conditions listed above: SambaSafety Agreement Page 21 of 30 Exhibit C Service Order Account Name: City of Renton * In addition to the Services and associated fees in the table below, state, data and additional resource fees (“State/Data Fees”) may apply. Payment Terms Payment Method Net 30 ACH Subscription Services Item Name Number of Drivers Price Per Unit* Total per Month Service Description Essentials 325 $2.02 $656.5.0 Provides continuous monitoring of Motor Vehicle Record (MVR) violations and CSA inspections. Streamline driver enrollment and better mitigate driving risks. Includes alerts, reports, standard scoring and workflow capabilities. Implementation Services Item Name Price Service Description Platform Setup Fee $500.00 Initial implementation fee to set up and configure the monitoring account. On Demand and Support Services Item Name Price Service Description MVR Service Fee $1.00 SambaSafety MVR service fee charged in addition to data fee for MVRs defined by Customer’s policy; details on fees are included below under the Services Description. Charged when an MVR is pulled on-demand. Enrollment Service Fee $1.00 SambaSafety MVR service fee charged in addition to data fee for MVRs defined by Customer’s policy; details on fees are included below under the Services Description.Charged for specific states: MI, CA, TX, NY, MD and OH. Monitoring Service Fee $1.00 SambaSafety MVR service fee charged in addition to data fee for MVRs defined by Customer’s policy; details on fees are included below under the Services SambaSafety Agreement Page 22 of 30 Description. Charged when there is an alert. *The Price Per Unit is based upon the commitment by Customer of monitoring minimally the Number of Drivers set forth above, commencing on the Subscription Start Date throughout the remainder of the Service Order Term. Subscription Start Date Initial Term (Months)** 90 days after the Effective Date below 12 ** Initial Term begins on the earlier of the Subscription Start Date or the date when Drivers are enrolled in Services. All of the aforementioned fees shall apply to this Agreement from the Subscription Start Date through the duration specified in the Initial Term. After the Initial Term and until the Service Order Term terminates or expires, the fees shall be at SambaSafety’s then-current pricing applicable to its customers without discount. The above terms will be effective only if Customer signs and returns this agreement on or before July 30, 2024. SambaSafety Agreement Page 23 of 30 SambaSafety Services Proposal for the City of Renton PROPOSAL DATE: FEBRUARY 23rd, 2024 SambaSafety Agreement Page 24 of 30 SambaSafety is pleased to provide this proposal for its comprehensive mobility risk management solution. By partnering with SambaSafety, the City of Renton will be joining over 7,000 businesses in aligning to our shared mission of promoting safer communities by reducing risk through data insights. Like most organizations, we understand you are constantly working to ensure the following: Reduce risk exposure from employees driving on company time Increase visibility into employee driving records Decrease crash frequency and associated costs related to claims, litigation and increasing insurance premiums Reinforce a culture of safety through streamlining and automating company safety policies Promote community and driver safety Remain compliant with local, state and federal regulations To assist in the above efforts, SambaSafety recommends implementing: Continuous License and CSA Monitoring Proactively identify changes to driving violations, license status and roadside inspections (for regulated vehicles) through License and CSA monitoring Quickly respond to risk with contextualized alerts and intuitive workflows Compare, analyze and take action on areas of highest risk with standardized data from all sources Streamline driver monitoring enrollment and safety policy administration Continuous Telematics Monitoring Gain visibility into real-time driver risk that would otherwise go uncovered. Receive near real-time alerts for critical events from telematics devices and leading Telematics Service Providers to intervene on high-risk driving behavior, before an incident occurs Identify and respond to driver risk faster than ever before with the industry’s most comprehensive risk scoring model – the Risk Index Online Driver Training Access a robust course catalog of over 400 highly relevant, tailored training courses in various content categories Assign bulk or individual training and leverage AI-driven training recommendations based on specific alerts Enable proactive risk mitigation with ongoing development and targeted intervention Executive Overview SambaSafety Agreement Page 25 of 30 Driver Risk Assessment Standardize incident, crash and license status data from across the country to easily assess and compare risk with a single score Reduce the administrative burden of policy enforcement across regions with flexible scoring based on your risk tolerance, specifications and safety policy Data and Analytics Organize drivers into risk categories and identify concentrations of risk for more impactful consultation and risk mitigation Consolidate and simplify critical driver risk data from various sources, transforming it into actionable insight to improve safety Set risk thresholds, quickly share key insights and configure dashboard views for streamlined risk management Rest assured, SambaSafety has the technology and data insight to help with the City of Renton’s needs and is delighted to work with you. SambaSafety Agreement Page 26 of 30 Platform Overview Comprehensive Mobility Risk Management SambaSafety offers the most comprehensive driver risk management platform on the market, making driver risk data more powerful, reliable, accessible and actionable. Proven Results: Reducing Automotive Mobility Risk Combining the power of continuous monitoring and targeted online driver training enables organizations to proactively improve driver behavior, reducing risk and costs associated with crashes. SambaSafety Agreement Page 27 of 30 efficiency to businesses like yours. Feature Overview Benefits Continuous Monitoring Receive contextualized alerts to proactively identify and act on driving violations, license status changes, roadsideinspectionsand high-risk behaviors. Ensureonly qualifieddriversare behindthewheelof company vehicles Takecorrectiveactionimmediatelyafterhigh-risk behavior occurs Easilycompareandanalyzeriskwithstandardizeddata from all sources Reporting & Analytics Aggregatealldriverrisk datainto a single, comprehensive view to quickly assess driver risk at the micro or macro level. Quicklyidentifyhigh-riskemployeesandpin-point common risk areas more effectively. Access a global view of drivers including new and historical citations,suspensions,revocationsandcurrent and upcoming expired licenses. Proactivelyreachout toemployeesto take action before licenses expire or an incident occurs DriverScoring Combine and standardize multiple sources of driver risk data into a single scoretocapture a consistent, clean and easy to interpret assessment of the risk associated with each driver. Digitizeandenforce a comprehensivedriversafety policy Identifyleadingindicatorsthatturncrashesintocostly claims Assessandcompare riskacrossyourentire rosterof drivers MotorVehicleRecords InstantreturnsonMVRswithdirect, nationwide connections to DMVs in all 50 states and uniform violation codes. OrderMVRsfor an individualor entire listof drivers with ease SimplifyprocessesforDOTcompliance,annual employee reviews and pre-hire checks DriverProfiles Theindustry’smostholisticprofile of driver risk with comprehensive and secure information for each driver in your company. Accuraterecordkeepingallowsyoutoquicklyfindthe information you need Driver records available24/7 Reportsareautomaticallyarchivedprovidingeasy access to historical data Key Features and Benefits Learn more about the comprehensive features offered in the SambaSafety platform,as well as how they bring SambaSafety Agreement Page 28 of 30 Online Driver Training Enrolldrivers in online training courses that address high-risk behaviors before a crash or disqualifying event occurs. Proactivelyidentify,interveneandmitigatehigh-risk behavior in a single platform to retain top talent Assign bulk or individualtraining withover 400 mastery- based courses to choose form Effectively managedriving risk and prevent future crashes with AI-driven training recommendations tailored to specific alerts Simplified Configuration Organized, scalable and secure online platform to manage your driver population in a way that meets your organization’s unique needs Add and remove monitoreddrivers with ease Automate user roles Organizedriver populations into custom groups and divisions for convenient reporting Adaptable workflows to meet the specifications of any safety policy SambaSafety Agreement Page 29 of 30 After all contracts are signed and verified, the onboarding process will begin: You will receive an email from your Sales contact, introducing you to your dedicated Project Manager. The Project Manager will set up a kick-off meeting with your team where they will walk you through the implementation process and timeline. You will be introduced to other implementation team members, including your Onboarding Specialist. The Implementation team will work with you to determine the best structure for your account, based on your workflow needs. Some states require special paperwork; your Implementation Team will work with you on those requirements and submissions to the states. It is important to note that processing by Pennsylvania and California can take up to 8 weeks and is dependent upon state turn-around times. Your Implementation Team will work with you on the necessary driver data and will help perform the initial driver upload. Your Implementation Team will provide training on how to use the system and answer any other questions you may have. Please note: this process may take a few weeks and requires your participation and completion of a few tasks. After the initial onboarding process, your account will be transitioned to our Customer Success teams. Customer Onboarding SambaSafety Agreement Page 30 of 30 After the initial onboarding process, completion of your account set up and training, your account will be transitioned to our Customer Success teams, a group of subject-matter experts focused on providing exceptional customer service and technical support throughout the life of our partnership. To enhance your experience, our Customer Success teams are organized by industry verticals, providing you with consistent, personalized support. These teams are equipped to assist with inquiries on topics such as Motor Vehicle Records, state- specific information, account functionality and other technical support for SambaSafety’s solutions. Our Success Model is composed of four critical pillars: Industry-Leading Support: We get you the answers you need as quickly as possible. Our easy-to-use approach includes inquiries and case submissions via email, an in-app assistance module to view community posted enhancements and navigation guidance as well as our proprietary knowledge base, Samba365. Strategic Engagements:Our deep relationships are a critical element in both the evolution of SambaSafety’s capabilities and our customer’s derived value. These engagements help guide our roadmap with the priorities of our customer base and facilitate recurring business reviews to explore new business challenges and potential solutions. Team Composition:With specialized knowledge across Customer Success and beyond, SambaSafety teams are structured with a focus on specific customer types and use cases, allowing us to provide detailed and tailored responses that address the nuances unique to each customer’s business. Partnership Approach: What we offer to our customers is much more than just a product. We strive to understand our customers’ desired business outcomes and provide best-practice coaching to ensure those outcomes are met with maximum value and impact. To contact SambaSafety’s Customer Success team, reach out to success@sambasafety.com. Post-Implementation Customer Support From:Cheryl Beyer To:Lacey Pires Cc:Krista Kolaz; Megan Bermudez; Legal Admin; Cheryl Beyer Subject:Approved SambaSafety Agreement NS Date:Wednesday, July 31, 2024 4:59:58 PM Attachments:01 - Agreement - SambaSafety.pdf image001.png Lacey The attached SambaSafety Agreement NS is approved as to form. Please provide this email to the City Clerk’s office when submitting your document for processing. H/contracts/2024/2979 Cheryl L. Beyer Senior Assistant City Attorney City of Renton (425) 430-6486 cbeyer@rentonwa.gov From: Lacey Pires <LPires@Rentonwa.gov> Sent: Wednesday, July 31, 2024 4:39 PM To: Cheryl Beyer <CBeyer@Rentonwa.gov>; Krista Kolaz <KKolaz@Rentonwa.gov> Cc: Legal Admin <LegalAdmin@Rentonwa.gov>; Megan Bermudez <MBermudez@rentonwa.gov> Subject: Legal and Risk Approval Request: SambaSafety Hi Cheryl and Krista, We are requested Legal and Risk Management approval for the attached agreement with SambaSafety. Thank you, Lacey Pires Administrative Secretary I Executive Services - Information Technology 1055 South Grady Way | Renton, WA 98057 Cell: 206-584-1175 Desk: 425-430-6868 NOTICE OF PUBLIC DISCLOSURE: This message complies with Washington State’s Public Records Act – RCW 42.56 From:Krista Kolaz To:Cheryl Beyer; Lacey Pires Cc:Megan Bermudez; Legal Admin Subject:[Risk Approval] SambaSafety Agreement NS Date:Thursday, August 1, 2024 8:16:04 AM Attachments:01 - Agreement - SambaSafety.pdf Lacey- Risk Management has reviewed the attached agreement with SambaSafety and provides approval regarding risk language. Thank you- Krista Krista Kolaz, CSP, ARM Risk Manager Human Resources & Risk Management 425.430.7669 Human Resources & Risk Management Memorandum DATE:August 7, 2024 TO: Lacey Pires, Executive Services, Information Technology FROM: Risk Management SUBJECT: Insurance Review/ Samba Holdings, Inc. RE: Samba Safety Qorta MVR - Risk Management Risk Management has reviewed the certificate of insurance for the above-named entity. The insurance certificate meets the City of Renton’s risk management requirements. Corresponding with the COI expiration, this approval memo is valid until 7/15/2025, or until changes in the contract or work invalidate the insurance coverage.