CITY OF CARMEL-BY-THE-SEA

Council Report
September 8, 2014
To: Honorable Mayor and Members of the City Council
From: J ason Stilwell, City Administrator
Submitted by: Susan Paul, Administrative Services Director
Subject: Consideration of a Resolution Authorizing the City Administrator to
Enter into a Contract with Granicus Inc. For Agenda and Legislative
Management Services in an Amount Not to Exceed $39,168 for a
Period of September 15, 2014 through March 15, 2016 and a
Contract for Project Management Oversight Services with Public
Consulting Group in an Amount Not to Exceed $20,800.

RECOMMENDATION(S):
That the City Council:
1. Adopt a Resolution (Attachment I) Authorizing the City Administrator to enter into a
contract with Granicus Inc. (Attachment II) for agenda and legislative management
services including in an amount not to exceed $39,168 for a period of September 15, 2014
through March 15, 2016 and a contract for project management oversight services with
Public Consulting Group (Attachment III) in an amount not to exceed $20,800.

EXECUTIVE SUMMARY:
On November 5, 2013, the City County adopted the FY 2013-2017 Information Technology Strategic
Plan. The Plan included five goals:
Goal 1: Residents, businesses, visitors and staff have easy access to the information and
transactions they need at their convenience (anytime; anyplace).
Goal 2: IT applications are designed to encourage collaboration and communication among
internal and external users.
Goal 3: Processes and procedures are in place to manage and track IT investments to ensure
they directly and measurably, support business priorities, initiatives and outcome goals.
Goal 4: The Citys applications effectively streamline business processes, improve information
sharing and enable an outcome-based, accountable approach to service delivery.
Goal 5: City staff are provided tools and training that enable them to work collaboratively to
provide internal and external customers the highest quality service and support.
Agenda Item: 7.E

Acquisition of the above products and services addresses Goals 1, 2 and 4 of the IT Plan by:
Providing easy access to documents through a searchable archive of Citys legislative process.
Increasing citizen outreach and engaging a wider audience using online tools including the
ability to comment on agenda items, planning documents and other City initiatives online.
Streamlining the process of developing, approving, and posting City Council, Planning
Commission, and other key meeting agendas, minutes and materials by:
o Automating the agenda creation and approval tracking system.
o Enabling for paperless agenda distribution.
o Enabling action style minutes and streamlining the minutes making process.
o Enabling easy and timely posting of meeting videos, agendas and minutes.

ANALYSIS/DISCUSSION: (including why Council is considering the item and justification for recommendation)
Since April 2008, the City has been a Granicus customer using their broadcasting capabilities for City
Council and Planning Commission meetings. Granicus has proven itself to be a reliable partner.
Since its founding in1999, Granicus has been a leader in promoting government transparency through
provision of tools to facilitate broadcasting and tracking the decisions made by local governing bodies.
Over 1000 clients in all 50 states, at every level of government
Over 31 million government webcasts viewed
More than 265,350 government meetings online
First fully integrated legislative workflow management system for local government

Although, there have been a number of other companies recently entering the market providing similar
services, Granicus maintains a 97% customer satisfaction rating and a 99% client retention rating.
Even so, the City researched and reviewed a number of competing products. A number of factors led
to the selection of Granicus for this next phase of IT Plan implementation.
Granicus has been a reliable partner to the City for over six years.
They provide a full webcasting service offering including encoding, minutes annotation,
transcription, and closed captioning services.
Their Speak Up citizen participation suite provides an online forum to help cities prioritize
projects and make the best decisions for their community. Citizens can vote on, comment on
and share other citizens ideas, as well as their own such as collecting
ideas for community improvement, obtaining feedback on projects underway and prioritizing
key public initiatives. Speak Up can be up and running just a few short weeks after contract
approval.
The Legislative Management system provides for full tracking of the legislative process from
start to finish including full text search to aid in finding specific items, and provides an archive
of the actions taken.
The new Granicus App Store provides an easy way to acquire and launch a growing number of
inexpensive applications developed by Granicus partners. The current list includes tools for
communicating solid waste and recycling schedules, easily publishing financial data, a texting
Agenda Item: 7.E
tool for citizen outreach and others. These new applications are designed to be easily plugged
into the Citys security structure making implementation and maintenance easy.
Granicus provides on-site training and support as opposed to remote only as is common with
other vendors.
A fully-integrated suite of legislative management products from one vendor eliminates the
need for coordination among multiple vendors, especially if problems occur. With Carmels
limited number of technical staff, this is a significant consideration.

Public Consulting Group understands the expectations of the Citys Administrative Services
Department and has a good working relationship with the project team. The PCG Team is
immediately prepared to provide effective Project Management, Oversight and Support Services. Both
managerial and technical staff will be assigned to the project. They will work alongside City staff
providing guidance, oversight and technical support as the Granicus team works with City staff to
define requirements, document workflow and implement the new hardware and software.
FISCAL IMPACT:
The implementation of an Agenda Management and Legislative Management system is an
approved FY 2014-15 Capital Project. The project is funded through a combination of General
Fund and Public Educational and Governmental funding (PEG).
Budgeted (Yes/No) Funding Source( general fund, grant, state)
Yes General Fund 01-67053
General Fund 50-25050-0804

18 Month Cost
Description Implementation
Monthl y
Subscription
Extended
for 18
Months
Total
Granicus - Hardware and
Software Acquisition, Training
and Implementation
$14,850.00 $1,351.00 $24,318.00 $39,168.00
Total $14,850.00 $1,351.00 $24,318.00 $39,168.00


Project Management Cost
Description
Implementation
Monthly
Subscription
Extended
for 18
Months
Total
PCG Project Management $20,800.00 $20,800.00
Total $20,800.00 $20,800.00
Agenda Item: 7.E


PREVIOUS COUNCIL ACTION/DECISION HISTORY:
In J anuary 2013, the City Council adopted the development of the IT Strategic Technology and
Interactive Government Projects, one of its key initiatives.
November 5, 2013 - Adoption of the FY 2013-2017 Information Technology Strategic Plan
J anuary 7, 2014 Adoption of the implementation of Year 1 of the IT Plan as a key initiative for
2014

ATTACHMENTS:
Attachment I Resolution
Attachment II Granicus Contract
Attachment III Public Consulting Group Contract

REVIEWED BY:
City Administrator City Attorney Administrative Svcs
Assistant City Admin. Director of CPB Director of Public Svcs
Public Safety Director Library Director Other: ___________

Agenda Item: 7.E
Attachment I
CITY OF CARMEL-BY-THE-SEA
CITY COUNCIL

RESOLUTION NO. 2014-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARMEL-BY-THE-
SEA AUTHORIZING THE CITY ADMINSTRATOR TO ENTER INTO A
CONTRACT WITH GRANICUS INC. FOR AGENDA AND LEGISLATIVE
MANAGEMENT SERVICES IN AN AMOUNT NOT TO EXCEED $39,168 FOR
A PERIOD OF SEPTEMBER 15, 2014 THROUGH MARCH 15, 2016 AND A
CONTRACT FOR PROJECT MANAGEMENT OVERSIGHT SERVICES WITH
PUBLIC CONSULTING GROUP IN AN AMOUNT NOT TO EXCEED $20,800


WHEREAS, on November 5, 2013, the City County adopted the FY 2013-
2017 Information Technology Strategic Plan; and

WHEREAS, the Plan included five goals designed to encourage
collaboration and communication among users, streamline business processes,
and provide ease of access for internal and external users; and

WHERAS, a component of the Plan is to implement an agenda and
legislation management system that automates the agenda creation and
approval tracking, enables paperless distribution, enables action style minutes
and streamlines the minute making process, and enables easy and timely
posting of meeting videos, agendas, and minutes; and

WHEREAS, Granicus has been a reliable partner to the City for over six
years; and

WHEREAS, Granicus can provide a full webcasting service offering
including encoding, minutes, annotation transcription and closed captioning
services; and

WHEREAS, Granicus contains a Speak up citizen participation suite that
provides an online forum to help cities prioritize projects and make best decisions
for their community. Citizens can vote on, comment, and share other citizen
ideas; and

WHEREAS, the legislative management system provides for full tracking of
the legislative process from start to finish including full text search to add in
finding specific items, and provides an archive of the actions taken; and

Agenda Item: 7.E
WHEREAS, Granicus can provide an App Store for inexpensive
applications and a fully integrated suite of legislative management products
eliminating the need for multi-vendor contracts; and

WHEREAS, in order to implement this product, expert project management
services are required; and

WHEREAS, Public Consulting Group (PCG) has been involved in the IT
Strategic Planning process, development of the Plan, and managed the
procurement process; and

WHEREAS, the PCG team is immediately prepared to provide effective
project management oversight and support services.

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF
THE CITY OF CARMEL-BY-THE-SEA DOES:

Authorize the City Administrator to Enter into a Contract with Granicus Inc. for
Agenda and Legislative Management Services in an Amount Not to Exceed
$39,168 for a Period of September 15, 2014 through March 15, 2016 and a
Contract for Project Management Oversight Services with Public Consulting
Group in an Amount Not to Exceed $20,800

PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF
CARMEL-BY-THE-SEA this 8
th
day of September, 2014, by the following roll call
vote:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:



SIGNED: ATTEST:

_________________ _______________________
J ason Burnett, MAYOR Lori Frontella
Interim City Clerk


Agenda Item: 7.E
Agenda Item: 7.E
ATTACHMENT II
GRANICUS, INC. SERVICE AGREEMENT
THIS SERVICE AGREEMENT (the "Agreement"), dated as of September 4, 2014 (the
"Effective Date"), is entered into between Granicus, Inc. ("Granicus"), a California Corporation,
and City of Carmel-by-the-Sea (the "Client").
A. WHEREAS, Granicus is in the business of developing, licensing, and offering for
sale various streami ng media solutions specializing in Internet broadcasting, and related support
services; and
B. WHEREAS, Granicus desires to provide and Client desires to (i) purchase the
Granicus Solution as set forth in the Proposal, which is attached as Exhibit A, and incorporated herein
by reference, (ii) continue with Client's existing solution as described in the Current Solution
document, which is attached as Exhibit B, and incorporated herein by reference, (i ii) use the Granicus
Software subject to the terms and conditions set forth in this Agreement, and (iv) contract with
Granicus to administer the Granicus Solution through the Managed Services set forth in Exhibits A
and B.
NOW, THEREFORE, in consideration of the foregoing and the mutual agreements,
covenants, representations and warranties herein contained, the parties hereto agree as foll ows:
I. GRANICUS SOFTWARE AND MANAGED SERVICES.
1 .1 Software and Services. Subject to the terms and conditi ons of this Agreement,
Granicus will provide Client with the Granicus Software, and Managed Services that comprise the
Granicus Solution as outlined in Exhibits A and B. "Managed Services" shall mean the services
provided by Granicus to Client as detailed in Exhibits A and B. "Managed Services Fee" shall mean
the monthly cost of the Managed Services, as detailed in Exhibits A and B.
2. GRANT OF LICENSE.
2.1 Ownership. Granicus, and/or its third party supplier, owns the copyright and/or
certain proprietary information protectable by law in the Granicus Software.
2.2 Use. Granicus agrees to provide Client with a revocable, non-transferable and non-
exclusive license to access the Granicus Software listed in the Solution Descri ption 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 to Sections 6.1 and 6.2 of this
Agreement, Granicus warrants that the Granicus Software, as provided by Granicus, will
substantial ly 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
Granicus of this warranty is to notify Granicus, with sufficient detail of the nonconformance, and
provide Granic us with a reasonable opportunity to correct or replace the defective Granic us Software.
---- - - --- ---- - ------ - Page 1 ----
____ , _____ - - ---
Agenda Item: 7.E
Client agrees to comply with Granicus' reasonable instructions with respect to the alleged defective
Granicus Software.
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 al low another Meeting Body, in or
outside its jurisdiction, to use the Granicus Software, or copies thereof, except as expressly outl ined
in the Proposal.
3. PAYMENT OF FEES
3.1 Client agrees to pay all costs as outl ined in Exhibits A and B.
3.2 Fifty percent (50%) of all up-front fees are due upon Granicus' receipt of a purchase
order. The remaining fifty percent (50%) of up-front fees are due upon completion of deployment.
Quarterly billing for Managed Services shall begin upon completion of depl oyment. Client will be
invoiced a pro-rated amount from the deployment completion date through the end of the
quarter. Thereafter, Client will be billed each January I, April I, July I, and October I . Client agrees
to pay all invoices from Granicus within thirty (30) days of receipt of invoice.
For Open Platform, Government Transparency, and Meeting Efficiency Suites, deployment is
complete once the software is installed, tested and deemed by the Cl ient and Granicus to be ready
for Cl ient's use.
For Legislative Management deployment is complete once the hardware and software are installed,
tested, and deemed by Granicus to be ready for Client's use, and the Legistar database is
configured for the Client and the Client and Granicus agree deployment is complete. The database
is considered to be fully configured after the final Needs Analysis Call and System Acceptance has
been signed by the City.
3.3 Granicus, Inc. shall send all invoices to:
Name:
Title:
Address:
Susan Paul
Administrative Services Director
P.O.Box CC
Carmel-by-the-Sea, California 93921
3.4 Training Cancellation Policies. Granicus' policies on Client cancellation of
scheduled trainings are as fo llows:
(a) Onsite Training. For any cancellations within forty-eight ( 48) hours of the
scheduled onsite training, Granicus, at its sole discretion, may invoice the Client for one
hundred (I 00) percent of the purchased training costs and all travel expenses, including any
incurred third party cancellation fees. Subsequent training will need to be purchased and
scheduled at the previously quoted pricing.
---- --------- --- -- Page2 - ------ ------- ---- -- -
Agenda Item: 7.E
4. CONTENT PROVIDED TO GRANICUS
4.1 Responsibility for Content. The Client 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 particular time and at any particular location.
4.2 Restrictions. Cli ent shall not provide Granicus with any Content that: (i) infringes
any third party's copyright, patent, trademark, trade secret or other proprietary rights; (ii) violates
any law, statute, ordinance or regulation, including without li mitat ion 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 inappropriate, harassing, abusive, profane, defamatory,
libelous, threatening, indecent, vulgar, or otherwise objectionable or constitutes unl awful 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 E.
5.1 Each Party shall retain al l right, title and interest in and to their own Trademarks,
including any goodwi ll associated therewith, subj ect to the limited li cense granted to the Client
pursuant to Section 2 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
containi ng 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 express ly di sclaims any and all express
or implied warranties, including but not limited to implied warranti es of merchantabili ty, and fitness
for a particular purpose. Granicus does not warrant that access to or use of its software or services
wi ll be uninterrupted or error free. In the event of any interruption, Granicus' sole obligation shall
be to use commercial ly 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 to: those
arising out of access to or inability to access the services, software, content, or related technical
support; damages or costs relat ing to the loss of: profits or revenues, goodwill, data (i ncluding 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.
- ----------------- Page 3
Agenda Item: 7.E
7. CONFIDENTIAL INFORMATION & OWNERSHIP.
7.1 Confidentiality Obligations. Confidential Information 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 all bus iness, technical
and other information (including without limitation, all product, services, fi nancial, 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 writi ng, 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 simi lar
to those it takes to protect its own confidential and proprietary information of a s imi lar 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 such 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 thi s Section 7 shall not apply if receiving 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 disclosure thereof, (i ii) 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 di sclosure as soon as
reasonably possible prior to such disclosure, (ii) use its commercially reasonable efforts at its expense
to cause such disclosed Confidential Information to be treated by such governmental authority as
trade secrets and as confidential.
8. TERM
8.1 The term of this Agreement shall commence on the date hereof and shall continue
in full force and effect for eighteen (18) months after the date hereof. This Agreement shall
automatically renew for an additional three (3) terms of one (1) year each, unless either patty 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.
8.2 Rights Upon Termination. Upon any expiration or terminati on 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, terminates and Granicus has no further obligation to provide any services;
(b) Client shall immediately return the Granicus Software and all copies thereof
to Granicus, and within thirty (30) days of termination, Client shall deliver a written
Page 4 - --- ---------------- - -
Agenda Item: 7.E
certification to Granic us certifying that it no longer has custody of any copies of the Granicus
Software.
8.3 Obligati ons Upon Termination. Upon any termination of this Agreement,
(a) the parties shall remain responsible for any payments that have become due
and owing up to the effective date of termination;
(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 to survive, shall survive termination of
this Agreement and continue in full force and effect;
(c) pursuant to the Termination or Expiration Options Regarding Content,
Granicus shall allow the Cli ent reasonable access to the Cl ient'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 form of
compact discs or other equivalent format; and
(d) Granicus has the right to delete Content within sixty (60) days of the
expiration or termination of this Agreement.
9. PATENT, COPYRIGHT AND TRADE SECRET INFRINGEMENT.
9.1 Granicus' Options. If the Granicus Software becomes, or in Granicus' opinion is
likely to become, the subject of an infringement claim, Granicus may, at its option and sole
di scretion, (i) obtain for Cli ent the ri ght to continue to use the Granicus Software as provided in this
Agreement; (ii) replace the Granicus Software with another software product that provides similar
functionality; or (iii) if Granicus determines that neither of the foregoing options are reasonably
available, Granicus may cease providing the applicable services or require that Cl ient 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 the current Agreement.
10. MISCELLANEOUS.
10.1 Amendment and Waiver. This Agreement may be amended, modified, waived or
canceled only in writing signed by each ofthe patties hereto or, in the case of a waiver, by the party
waiving compl iance. Any failure by either party to strictly enforce any provision of thi s Agreement
will not be a waiver of that provision or any further default.
I 0.2 Attorney Fees. Should either party to this Agreement bring legal action against the
other, (formal judicial proceeding, mediation or arbitration), the case shall be handled in Monterey
County, California, and the party prevailing in such action shall be entitled to a reasonable attorney's
fee which will be fixed by the judge, mediator or arbitrator hearing the case and such fee shall be
included in the judgment, together with all costs.
10.3 Construction and Severability. Wherever possible, each provision of this Agreement
shall be interpreted so that it is valid under appli cable law. If any provis ion 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.
------------------ - Page 5 ---- -------.. -- - ---- -
Agenda Item: 7.E
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 regul ations, shortage of supplies, act of war,
act of terrorism, earthquake, or electrical, internet or tel ecommunications outage.
10.6 Closed Captioning Services. Client and Granicus may agree that closed captioning
or transcription services will be provided by a third party under this agreement. In such case, Client
expressly understands that the third party is an independent contractor and not an agent or employee
of Granicus. Granicus is not liabl e for acts performed by such independent third party.
[The remainder of thi s page left blank intent ionally]
This Agreement consists of this Service Agreement as well as the following exhibits, which are
incorporated herein by reference as indicated:
-------- -- Page6
Agenda Item: 7.E
Exhibit A:
Exhibit B:
Exhibit C:
Exhibit D:
Exhibit E:
Exhibit F:
Proposal
Current Solution
Support Information
Hardware Exhibit
Trademark Information
Termi nati on or Expiration Options Regarding Content
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their
duly authorized representatives,
---- ------
GRANICUS, INC.
By:
Tom Spengler
Its: Chief Executive Officer
Address:
600 Harrison St, Suite 120
San Francisco, CA 941 07
City of Carmel-by-the-Sea
By:
Jason Stilwell
Its:
City Administrator
Address
P.O. Box CC
Carmel-by-the-Sea, California 93921
Date:
- ------ Page 7 - ------- --- - - ----- --- --
Agenda Item: 7.E
EXHIBIT A
PROPOSAL
Solution for the City of Carmel-by-the Sea
-- - - - - - ---- --- PageS - - ------- --- - - -----
Agenda Item: 7.E
---- Page 9
Agenda Item: 7.E
.

Granicus Solution for the City of Carmel-by-the-Sea
July : 4, 2014
Dear SJIIy
On the tollowng pilge:; you will tJnd J brtakdown of the needs t h ,t WI! hrlve uncovered, ou proposEd
s ulron som of our key drf':?rentrators ct ar
1
d prrtng Jnd il .,,Jt that .m our ndt teps Please
note: Th s letter NOT il st.1ndard covL. letter !or J proposal. The role of thrs te:acr rs t as both a
ceo d of the we've had and a collaborattvc sp<JCe for u5 to work together n imptlm"ntmg the
rght solut rom that meet your needs 11 wtll be .:rn tmportJnt tool in hclptnr, us your goJl -
<y our contnbutrons (and murk ups} ar\.: welcome encot filf,Cd.
Your Top Initiatives
DL r 1g our ocgrnn nt: on 1\pr,l 9, 2011 :.e Ot:. u.sea some of your h I s TOr the Crtv of
Carmclby-the-Se:t cl\ part of tile 201 11T 5tr.Jtet:tC Plan. Son,. of the the Ci!y Will t to ol Chii:OVC d S fJ " t of
plan are:
y t:; i'll pro. - :r mparen y 1ccc\ to dJtd
Update t >c'moiogy and mtcrn tl proce:.se5
Bnnr, Coty Hall Ontnc'
Specific Initiative Objectives
St rcamltlle t he p fOlCSS of rl;:vcloptng, ;,spp t OVI ' . tnd J:' I re Counctl, Plar>nint: CorllmiSSIOO, and
other key meetu g J.-endas and meetmg ;o m, te rJts
Provtdt:: ,_asy a oocuments
Create a searchable archtve ollhe Ctty's lcgrslaltve process by e1h1'1 mg the Gran1cuj Nper.encc
Provtde too!sva the ctv s webs:te-to cncourJ (le tnformatron slr.Jr n, ,md collabor<Jt on
.'
Page
10
-- --------- - ------ --- --
Agenda Item: 7.E
.

Solutions
We have ril,. .u>sed !.orne WJVS to adores_ : he chol!en6CS t he City of Carn v'{l CSca is aci'l!l. 8 :ow
thJt I bllu.?Vt' reprc;ent:; lht possrbl:. :;elutions:
the Jgend.r trCJt ton and approvJI trackmg
)t:archablc archrv or C1ty'<; process
asv and t1mely po;t r: of meettng vtdeos, Jgendas. Jnd mtnutc>
J utH.'dCh 1 td enga15e J wtdcr audience usrng online tools
Comment on online
Move to "a:tton styll Jnd streaml.nc mtnllteS mak,ng prot::cs;
P.Jpcr less agendJ dst"butJon Gr ancus ILCt:ISidtc a;Jp
Measure of Success
Hr!rc arc some ot the wavs w, v111i measure v0ur su.:ess w th our so!ut'vns
St,Jif wnc savt:d to fwcJiizc ., n uutt>s, a11d M.leo of t\ c t t:,
A brC.ld t \1ve ,lf .Jre r..:g:;larlv mtcract !' \' r the :::1: 1 'Joel ttl
Thr.! Ct y ot CarmLibytr> -SLa is J moat!l for how ;mall cites c 1n usc tl!chnotogy to run thelf
cove -r nent mort - ltw. ntly.
BeiO'<'i arc some tl'>t studieS lr<::Jm some of our cltcnt s. These w1ll gtve you <Jn idea o
1
v. hat
rmp ementJtton can ook l1ke.
TX Award-winnme cit mo>n coll,lboratton
Commerce. CJ ty co l' ISIJtiV(! mJnagC'mcnt w''l Jl' dll-lr one solutton
- ------------
Page
11
, ____ __ - - -------------
Agenda Item: 7.E
Plan
I the city wou d tkc cct these tmplcmcr.tco >OOn Some LOmponents t.Jke to
succ .. fully impl(;mcnt thun othcrs. ror example, the solutton is an wtdP.
sol t1on that t.Jkcs up to 90 days irom the NK ,Kvfl Can to tmplcmcnt SL.< y Some of
pr, -prOJI?Ct ar! hstr;ci tn the tab c below but I d
c.Jn roll out these solution 1n d W.J'f that wvll for you
I :Jm furward to the ,. lv ol C. rmcl -bytheS"d I"''CCt around tram::> cncv . vc
tntrnc ctttzl " t tpa!ton Our ncployment team .Jno I . tl ,,ork 1. 1th <Ct'i ,, , ::J . o-,e
WJY to m.Jkc you <lfe But 1t docsn t cnd there-our ..orlll clas:. Customer Car(: tt: 1m
i.lv.JilabtL aroJr J tn clock to 11elp vou \,.,th quest tons ,tnd ut course, you hCJve as your A,coun:
M Jn, r, r o ,., tn :J!I Grarucus.
Most
\\lrll Dtxon
Account Mdllil(:l.'r
7078
GriliHCus, Inc
--- - ------
Page
12
Agenda Item: 7.E
2)gron1cus.
Revlf. wand VaiJdc-1t1on- Th,
c .. stc:.n ct\ ... t ol. \ . .,)J p f" \Jfo1, .. 0 I J i; fa( fd 0 C.1'S
r ,;
' our 'lo" p ',cL
5 our .Jgcnda m Jtes lorl"'ats
1 or c 10 dO J proper teChf' o. al o "o :J-or dr oft os t c r:cd >ICP >.now for t.., o: a C.r,Jr 'JS solut o w
... c tor vOU and M\ rrf' r . t poncns t l H ,ou n r1 'Thrs "not too u :rl ,., knr:.v. that !I hr:or"lt t ot ,n .JII t
cortt<l >Ofutoon ciP.MCIIb ano <.N.!t<' 11.11 ('lu'lt w 1n l need to b St ..
Start Mllc.:-,tones
Page
13
4/ . 6/lO ..
1/.l/!0. ,
t :lt.S,.'t.d.i.Ot.!
l !u
'""t 1\dtr l: ' '1.11iwr
C ! 'I' '-lr.t'o
""'' J4t A.;Jnl \lf' ... S.. C(' \

s._u, 'I &v. 1- ,,, , . :.n
!)II ..! lr't""'l
...ll f ,, .. ;._ '" .Jt 1. 4" \.-ott\
Dt.!.J l !'" t""' '. (h
Agenda Item: 7.E
.
@gran1cus.
Budgetary Impact
G S')l .. ti r wih u. sed on r. ,rr cl- -r ()S as o
1
go'1C r 11c t a a rcy t 1 ZL 1
,..,c g elf oenc
1
OLCCS ' rd c' oJr crmttut t t. 54''' u .. 11; s <v l the I g,'l
SUi.JpJr:
Produ<t Name Quantity
Citizen Participation Suite 1
Granic us Encoding Appliance 1
Hardware (Purch;ue)
GranictJs Encoding Appliance Software
Gra.nicus Encoding Appliance
Hardware Configuration
US Shipping Charge B Large Item 1
legislative Management Suite 1
legislative. Management WorkHow 1
and Configuration
Project Management and Deployment 2 5
Services
Training Day OnSite 3
Diccunls
Product Name
Current Produru: Webcasting and Transparency
Solutions
Unit Uplront Unit Monthly Elmnded Upfront
$0.00 $250.00
$3,600 00 $0.00
$0.00 $10000
$875.00 $0.00
$125.00 $000
$0.00 $580.00
$2,400.00 $0.00
$1,700.00 $0.00
$1,700.00 $0.00
Upgrade Total
Quantity
Page
14
Unit Upfront
$0.00
Unit Mont hly
$521.00
Grand Total
$0.00
$3,600.00
sooo
$875.00
$125.00
$0.00
$2,400.00
$-1,150.00
$5,100.00
(5 1,.300.0JI

Extended
Upfront
$000

t . .1 d ,).
Eactended
Mont hiV
$25000
$000
$100.00
$0.00
$0.00
$680 00
$0.00
$000
$0.00
(5200 :xl.J
$830.00
Eactended
Monthly
$521.00
$1,351.00
Agenda Item: 7.E
.
,0gran1cus.
PROPOSAL [Xi> IRES S/l
T
'o. yo .. r "".b""'tJ<Itr . .a . wt .. .a
Stor ."\.lt bet: u c cor. lrot u p'
d .K'
11 of Curr:l .. b,. \tTt'C'-tt
,., A.,. l. sJy . Ot.tubt-1 l
r d 1-Jc:<IJ"le 1P'f',
tot.,. fet Chrn ) u\f', JOt 1-F i ...

. o!n:lf'tf"ON:I!' rt-.... ".Jf !.Ail''" nd \.dt-.;;arf!" r- ,. "" IP le)' rd bv "''* '

(fu-N "'">'" r'\,j h(o Lrft\l..)r 1 rrd -.... thr Ci-:'nl The ,._ fwllote '.-vrrd f.., &'t' I :ul .aJ '-'\ ,
Page
15
Agenda Item: 7.E
l)granJcus.
Proj ect Template for Similar Implementations
.l Pgi )f:ltivc t -.On}t_n_t.: AdmlfiJ'.lr.aliun 11 nmny
Ad m Or hr. S '>'>IOns I St \1on J hou . 1-t
Who dtttnd itl for .tdn n.str.llt !: .c tJ
Lt'CJI'ililllvc> !Aanaqunent - U::.er Trdtntn 1
Gr dftr r ":"r .slfllllg
J!au trc.n.ng 5tssrons fu c I o l : olltnCt t'
V\ ho \hould atrend: T os who urc rL
dXl.,,(' tJt on nto tt
J/10.-
1
UOI . H; on. for up to 12 Ollt' wCt'S
nosewho.Jcrc pon blclorut :trg hcApo,ol1Tr1 &Sf't 'eM'
pr ;r to futuro:: age J J those !:lie tor udnur Jltr .egt.TM
A. ntla Pr 1 dl Jll:ll''
Page
16
Agenda Item: 7.E
J)gran1cus.
hour r'o n.nc sss,onsjor t.;J to
Wno .utcnd ,., oO J rc rcsponsrt e too ucot: ng and :'ub:rst>rng fro, tre Jppru JCd .. gc d . d
tt o't' ,..,soc.. s.blc tor Jdm . tr at ne; lq!l . to1:
) . J /our CtQ.n,ng Sl!l S.OnS for w.O CO 1! o.JITCn;JI!t >
Who should attend ;.ryOnl' 1 ng 1'"1 d ' I ll !he tro t ng {loll'f' S'all'p 0: a t doloi('!T'S {(
r otcs ,, tJ: ro s vows dur tl-,c rT'cct n c! a"d tho.c res(:-:n b.c 'or old,., noS! rJ!rfl L< <tar
Tr rurg v d /l Jilt
... b
Who \hould dll cnd. ;..,.yo c r .. sp:> . b c tl\c Jrct r.cd v d!'.>oi .:l t t 'JrT'peJ .dJ ,>r or :o '.' :cs
:1fOC.i'SStng Jnd t OS e Leg .'" It \ ceo n v.no cspon.s <>I
1..-e
'.11 Ult P
3 4 'TOn ng 5<'H OnS/C' uP:" 1] ot:endt'es
Who ihould .attend: .:.nvorl rcspons b c to: ucJ: nr; & g "utcs tl os respons blc or ..o:lr .trolt g
Leg .tar
! " - r crommQ ><'. on}orup col.:! arret dtes
Admtn RPVICW
Page
17
Agenda Item: 7.E
., gran1cus.
Adrn nOr! I c s, s or P ..
1
r: J
Who >hOul d Ar
Who attend lhr:> Clerl., $eue-y =>,.;, t a ,J thO
Who 'hould attend rhc Pubhc lr'II<'IPlatton Ol ftter (Orr 'll'.;n!C, o' IOOS Dirt ''Or 0' StIff .... 0 .,. , t. lefor CIN!Ill)
a d uc.Jarrg con:ent ol ( oVJC ld FlttJI, t":'>st' cnabl .g c.C!ln .
Golfs.
T:. hOw tLOn yOvt '.1")10n 1f\tO l t..lllHl'lUI tt y \ f t6.1CCt thtOufjt LliltCidt: , , )
Tc u ulcrs:antlt!r end Jser e., pc&cl"ce
To ho" up i'O'Jr Crv . I ' a . s,:
: 1' 11 u. _\ _ 'Tlilf , g,_ Jnd ... &. ... d.; ..
Page
18
Agenda Item: 7.E
--------------- Page
19
Agenda Item: 7.E
.
o gran1cus.
Proposed Solut ions
Legi51a five Management Sui ft)
Let: '>I.Hrve Mcln<Jp,ern<?nt Sutte otfcrs d and worldlov. tv t Create
agenda itt?rns and them to thL dpproprrate agenda tr.akmg a,!enda crt>ation ..t:. 1 '!sS ltvm
approvals are done automatrcally .uc notlf:ed when thcr turr to SeJmles:.ly
cvnnect i.lgcnd.J t o the rPad to rc, rew .1gcnddS and support documtnt s. take and more
through th<:> rl egi!.latc applicatron. Capture all nectrng <Jctlons af ter the 1n o .he publrc recorJ
you C;JO organrze and s: ore electromc documents of any hie formd: 10 one All
arc automattcalty togged and 111dt>xed, mJI!tng ancl cJ v. T ' Su
1
.:: also
a'lows vou to track le,;rsi:Jtion from rnceptron through approvals and acttom t,Jio. 1 . Ci ick her" onorc
rnformatron on the Ler.rslat rve Manat;ement Su tc.
Agenda terr drdftmg
Electroruc .JOPt v.Ji
Agrndd p c .:.t cncratron and pub. cattun
Organrz12. 5-torC' and retnev., documents
Cont,nuous workflow
and search kr$1SI<ltlvt' uutJ
Page
20
,., "' .i
I ' <
Agenda Item: 7.E
gran1cus.
Citizen Participation Suite
The Partictpatton Suite commumty cnp,agerrH.'rll in poductue ways
onltne. Collccttdeas for communtty lmprovcrnt!nt,lc'lt'rar,e feedback on unuer.vay, and
IJJIOr t1w key publit J\UoN cittwm to lv contribute .cw " L nor lz_ tde.ls .. d
custom. zed wr?bstte ddcdt<:d to comrnun lf ide. sharm ul, '- onlu e J ons forun Jllc1
tools coiled feedbac on sp !CIItc toptr, LJt your cornmumly rnakc morl.' tnformed op1nions -
dtU ducc'ltt'nh c, p c atcd \0 \Our >lddltiO!lallv, w 'l be dUle to
ch:ctrcnicJ ly subrnlt t?rr, ents for ah.,rldULd r;cms u. nr. an on! :1e !orrr: twd to your upcommg
mcltutg <Jr,cnda. Run reports <Jnd them to elected n'embcrs or dcp,.ntmcnt heatiS grvm::
them a :Jct..:pcr of publrc opunon they rnake , .. ,. Cii d, here for nort..:
mforma: on on the Crtrwn Part1 l)dtion Surte
onlrne tools to c .. pture c
U-.lrze onlrc d rdea Jnd svuey to!.l c.:>llect f..:o.:db..J::i.. on spec1!1t
Pnor:t ze IJUbltt onlt1Jtrvt:s
Rcce1ve comments c ectronJcal!y 'or rt..,ms on the ag nda
Run detailed rl'port toT Icc brtt . r rnbrmed
comrnllnrly rdc.. demographics, anc feedback on dn
Pad mth tlcgtsl.,tl '
-
-
...... __ .. _____ .. _
Page
21
..... - ....
--------------------------
Agenda Item: 7.E
EXHIBITB
CURRENT SOLUTION
Granicus MediaManager Software
Granicus MediaManager consists of a set of web-based software tools designed to efficiently
organize and manage your public meeting and non-meeting content. These tools put the control of
web publishing, public meeting workflow and system reporting into the hands of non-technical
users.
Public Site to access media
Protected Admin Site
o Media Acquisition tools
o Automatic Live Event Scheduler and Archive Publishing
o Media Clip Administration
o Meeting Agenda Parser
o Searchable Indexes
o Meeting Document Manager
o Media Download
o Media Delivery Subsystems
o Summary Reports
o Templates
o Vi ews System
Granicus Managed Services
Granicus has crafted the Managed Services program to compliment each individual solution and
ensure its success, regardless of your network environment or technical expertise. Implementing
this program provides each cli ent expert attention and support. The Granicus Managed Services
program is based on four comprehensive components: storage and distribution management,
proactive systems management, continuous software upgrades and unlimited customer advocacy.
Storage and Distribution Management
Proactive Systems Management
Software Updates and Bug Fixes
Unlimited Customer Support
Page
22
Agenda Item: 7.E
EXHIBIT C
SUPPORT INFORMATION
I. Contact Information. The supp011 staff at Granicus may be contacted by the Cli ent at its mailing
address, general and support-only telephone numbers, and via e-mai l or the Internet.
(a) Mailing Address. Mail may be sent to the support staff at Granicus
headquarters, located at 600 Harrison Street, Suite 120, San Francisco, California, 94107.
(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) 357-3618 opt I.
lr t rnt;t Jr.
a (.
3fP.@g, 8 i. uc, . 0 , .
2. Recognized Client Representatives. Granicus strives to provide unparal leled 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 wi ll be recognized in Granicus' internal system
as qualified to receive support and ongoing education services. All Client Representatives are eligi ble to
receive technical support services, regardless of participation in the training program.
3. Support Policy. When Granicus receives notification of an issue from Client, a Granicus account
manager or technical support engineer will respond directly to the Client via phone or e-mail with (a) an
assessment ofthe 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
Cl ient 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 Mai ntenance. Scheduled maintenance of the Granicus Solution will not be counted as
downtime. Granicus will clearly post that the site is down for maintenance and the expected duration of
the maintenance. Granicus will provide the Client with at least two (2) days prior notice for any scheduled
maintenance. All system maintenance will only be performed during these times, except in the case of an
emergency. In the case that emergency maintenance is required, the Client wi ll 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 features, enhancements or modifications into the licensed Granicus Software. Subject
to the terms and conditions to this exhibit and the Service Agreement, Granicus and Client will use
commercially reasonable efforts to perform all tasks in the Statement of Work ("SOW"). Upon the Cl ient's
request for such enhancements/modifications, the Client shall prepare a SOW for the specific proj ect that
shall define in detail the Services to be performed. Each such SOW signed by both parties is deemed
------------- -----
Page
23
Agenda Item: 7.E
incorporated in thi s exhibit by reference. Granicus shall submit a cost proposal including all costs
pertaining to furnishing the Client with the enhancements/modifications.
5. I 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
Granicus Software.
5.2 Acceptance. Client understands that all work contemplated by thi s exhibit is on a "time-
and-materials" basis unless otherwise stated in the SOW. Within ten (I 0) business days of
Granicus' completion of the milestones specified in the SOW and delivery of the applicable
enhancement/modification to Cl ient, Client will provide Granicus with written 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 of Liability; Exclusive 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 POSSIDLE.
[End of Support Information]
___ Page
24
Agenda Item: 7.E
EXHIBITD
GRANICUS, INC.
HARDWARE EXHIBIT
THIS HARDWARE EXHIBIT is entered into by Granicus and Client, as an attachment to the Service
Agreement between Granicus and Client, for the hardware components of the Granicus Solution (the
"Hardware") provided by Granicus to Client. This exhibit is an additional part of the Service Agreement
and is incorporated therein by reference. Capitalized terms used but not defined in this exhibit have the
meanings given in the Service Agreement.
1. Price. The price for the Hardware shall be the price specified in the Proposal.
2. Delivery. Any scheduled ship date quoted is approximate and not the essence of this exhibit.
Granicus will select the shipment method unless otherwise mutually agreed in writing. Granicus retains
title to and ownership of all Granicus Software installed by Granicus on the Hardware, notwithstanding the
use ofthe term "sale" or "purchase."
3. Acceptance. Use of the Hardware by Client, its agents, employees or li censees, 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. Service Response Time. For hardware issues requiring replacement, Granicus, Inc. shall
respond to the request made by the Client within twenty-four (24) hours. Hardware service repair
or replacement will occur within seventy-two (72) hours of determination of a hardware issue, not
including the time it takes for the part to ship and travel to the Client. The Client shall grant
Granicus, Inc. or its representatives access to the equipment for the purpose of repair or
replacement at reasonable times. Granicus, Inc. will keep the Client informed regarding the
timeframe and progress of the repairs or replacement. Once the Hardware is received Client's
responsibilities will include:
a. Mount server on client rack (if applicable)
b. Connecting original network cables.
c. Connecting original audio and video cables (if applicable).
5. LIMITATION OF LIABILITY. GRANICUS SHALL NOT BE LIABLE FOR
CONSEQUENTIAL, EXEMPLARY, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES
ARISING OUT OF OR RELATING TO THIS 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 THIS EXHIBIT EXCEED THE AMOUNT OF THE PRICE
PAID TO GRANICUS BY CLIENT FOR THE HARDWARE.
___ Page
25
Agenda Item: 7.E
6. Hardware. In the event of malfunction for Hardware provided by Granicus, Hardware will be
repaired or replaced as per the warranty, and as detailed in thi s Exhibit.
Granicus provides the above mentioned services under Client's acknowledgment that all Granicus tools,
and systems will be installed by the manufacturer chosen by Granicus within the Hardware, provided to
the client. These software tools have been qualified by Granicus to allow the highest level of service for
the client. While it is Granicus' intention to provide al l Clients with the same level of customer care and
warranty, should the Client decline these recommended tools, certain levels of service and warranty may
not guaranteed.
7. Purchased Hardware Warranty. For Hardware purchased from Granicus by Client, Granicus
will provide to Client a three (3) year warranty with respect to the Hardware. Within the three (3) year
warranty period, 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.
8. Use of Non-Approved Hardware. The Granicus platform is designed and rigorous ly tested based
on Granicus-approved Hardware. In order to provide the highest level of support, Granicus requires the
use of Granicus-approved Hardware in your solution. While it is Granicus' intention to provide all clients
with the same level of customer care and continuous software upgrades, Granicus does not make any
guarantees or warranties whatsoever in the event Cl ient uses non-approved hardware.
9. Client Changes to Hardware Prohibited. Client shall not install any software or software
components that have not been agreed upon in advance between client and Granicus technical
staff. While it is Granicus' intention to provide all clients with the same level of customer care, Granicus
does not make any guarantees or warranties whatsoever regarding the Hardware in the event Client violates
this provision.
[end of Hardware Exhibit}
Page
26
- - - -------------
Agenda Item: 7.E
EXHIBITE
TRADEMARK INFORMATION
Granicus Registered Trademarks
.
gran1cus
Granicus logo as a mark
Granicus
Media Vault
Mobile Encoder/)1)
Outcast Encoder
Stream Rep I icator
Granicus Trademark Names TM
Integrated Public Record
Intelligent RoutingT"
LinkedMinutesT"
LiveManager
MediaCenter"'
Med iaManagerT"
Meeti ngMember
Meeti ngServer
Simulcast Encoder
VoteCasC'
VoteCasf" Classic
VoteCasf" Touch
Cl ient Trademarks
_ _ __ Page
27
----------- ---- -
Agenda Item: 7.E
EXHIBITF
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/Audio files made available through optional media: data CD, external
hard drive, or Granicus provided FTP site. A CSV, XML, and/or database file will be
included providing clip information, and/or legislative content.
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 using the Granicus
Application Programming Interface. 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) day termination period. Granicus has the right to delete Content from its
services after sixty (60) days.
_ Page
28
Attachment III
ASD-PCS-PCG-GR-023-2014-15


CONTRACT FOR PROFESSIONAL CONSULTING SERVICES

THIS CONTRACT is executed_______ this day of ______2014, by and between the
CITY OF CARMEL-BY-THE-SEA, hereinafter referred to as CITY and Public Consulting
Group, Inc., hereinafter called CONSULTANT.
IT IS HEREBY MUTUALLY AGREED AS FOLLOWS:
1. Scope. CONSULTANT hereby agrees to provide to CITY, as the scope of
services under this Contract the services set forth in Exhibit A attached hereto and
incorporated herein by this reference.
2. Timely Work. CONSULTANT shall perform all duties incidental or
necessary in a timely fashion; and shall be performed diligently, competently, and in
accordance with professional standards of performance. Failure to so perform is hereby
deemed a material breach of this Contract, and CITY may terminate this Contract with no
further liability hereunder. City may agree in writing with CONSULTANT to an extension
of time. It is expressly agreed and understood that CONSULTANT shall not be held
responsible for delays occasioned by factors beyond their control, nor by factors that could
not reasonably have been foreseen at the time of execution of this CONTRACT.
3. Term. The work under this Contract on the Granicus Agenda and
Legislative Management project shall commence September 2014, and shall terminate upon
completion of the project. The parties may agree to extend or amend this Contract prior to
its expiration.
4. Compensation. CITY shall pay CONSULTANT in an amount not to
exceed $20,800 in accordance with this Contract.
Compensation under this Contract shall become due and payable thirty (30)
days after CITYs approval of CONSULTANTS submission of monthly written invoices.
Written invoices shall clearly itemize each charge. The payment of any compensation to
CONSULTANT hereunder shall be contingent upon performance of the terms and
conditions of this Contract to the satisfaction of the City Administrator.
If the City Administrator determines that the work set forth in the written
invoice has not been performed in accordance with the terms of this Contract, CITY shall
not be responsible for payment until such time as the work has been satisfactorily
performed.
5. Additional Services. In the event that CITY should request additional
services not covered by the terms of this Contract, said services will be provided by
CONSULTANT and paid for by CITY only after a fee for said services has been agreed upon
Agenda Item: 7.E
- 2 -

between CONSULTANT and City Administrator and the City Administrator provides
written authorization for the additional work.
6. Meet and Confer. CONSULTANT agrees to meet and confer with CITY or
its agents or employees with regard to services as set forth herein as may be required by
City Administrator to insure timely and adequate performance of this Contract.
7. Indemnification. CONSULTANT hereby agrees to the following
indemnification clause:
To the fullest extent permitted by law (including, without limitation,
California Civil Code Sections 2782 and 2782.6), CONSULTANT shall defend (with legal
counsel reasonably acceptable to designated agents, departments, officials, representatives,
and employees (collectively Indemnitees) from and against claims, loss, cost, damage,
injury expense and liability (including incidental and consequential damages, court costs,
reasonable attorneys fees, litigation expenses and fees of expert consultants or expert
witnesses incurred in connection therewith and costs of investigation) to the extent they
arise out of, pertain to, or relate to, the negligence, recklessness, or willful misconduct of
CONSULTANT, any SUB-CONSULTANT, anyone directly or indirectly employed by them,
or anyone that they control (collectively Liabilities). Such obligations to defend, hold
harmless and Indemnify any Indemnitee shall not apply to the extent that such Liabilities
are caused in part by the negligence, or willful misconduct of such Indemnitee.
Notwithstanding the provisions of the above paragraph, CONSULTANT
agrees to indemnify and hold harmless CITY from and against any and all claims, demands,
defense costs, liability, expense, or damages arising out of or in connection with damage to
or loss of any property belonging to CONSULTANT or CONSULTANTS employees,
contractors, representatives, patrons, guests or invitees.
CONSULTANT further agrees to indemnify CITY for damage to or loss of
CITY OF CARMEL-BY-THE-SEA property to the proportionate extent they arise out of
CONSULTANTS negligent performance of the work associated with this Contract or to the
proportionate extent they arise out of any negligent act or omission of CONSULTANT or any
of CONSULTANTS employees, agents, contractors, representatives, patrons, guests or
invitees; excepting such damage or loss arising out of the negligence of CITY.
8. Insurance. CONSULTANT shall submit and maintain in full force
insurance as described herein. Without altering or limiting CONSULTANTS duty to
indemnify, CONSULTANT shall maintain in effect throughout the term of this Contract, a
policy or policies of insurance with the following minimum limits of liability:
Commercial general liability insurance including but not limited to premises,
personal injuries, bodily injuries, products, and completed operations, with a combined
single limit of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate.
Professional Liability Insurance CONSULTANT shall maintain in effect
throughout the term of this Contract professional liability insurance with limits of not less
than $1,000,000 per claim and $2,000,000 in the aggregate. CONSULTANT will either
maintain or cause to be maintained professional liability coverage in full force or obtain
Agenda Item: 7.E
- 3 -

extended reporting (tail) coverage (with the same liability limits) for at least three (3) years
following CITYS acceptance of work.
Workers Compensation Insurance If CONSULTANT employs others in the
performance of this Contract, CONSULTANT shall maintain workers compensation
insurance in accordance with California Labor Code section 3700 and with a minimum of
$100,000 per occurrence for employers liability.
9. Ownership of Work. Upon completion of the work under this Contract,
ownership and title to all materials and deliverables produced as part of this Contract will
automatically be vested in CITY and no further contract will be necessary to transfer
ownership to CITY.
10. Licensing. CONSULTANT represents that it is properly licensed to perform
the work specified under this Contract, including but not limited to, possession of a current
city business license.
11. Termination. This Contract may be terminated by either party upon
thirty (30) calendar days written notice to the other party. In the event of such termination,
CITY shall pay CONSULTANT for all services performed to the satisfaction of CITY to the
date of receipt of notice of termination. An itemized statement of the work performed to the
date of termination shall be submitted to CITY. In ascertaining the services actually
rendered hereunder up to the date of termination of this Contract, consideration shall be
given to both completed work and work in process of completion, and to complete and
incomplete drawings and other documents whether delivered to CITY or in the possession of
the CONSULTANT.
12. Agency. In performing the services specified under this Contract,
CONSULTANT is hereby deemed to be an independent CONSULTANT and not an agent or
employee of CITY.
13. Authority of the City Administrator. CONSULTANT shall perform all
necessary services provided under this Contract and outlined in the proposal and shall do,
perform, and carry out said work in a satisfactory and proper manner as determined by and
to the satisfaction of the City Administrator. The City Administrator reserves the right to
make changes, additions or deletions, to the scope of work as deemed necessary or advisable
to implement and carry out the purposes of this Contract. The City Administrator is
authorized to execute change orders.
14. Responsibility of Consultant. By executing this CONSULTANT represents
and state to CITY that he/she possesses, or will arrange to secure from others, all necessary
professional capabilities, experience, resources and facilities necessary to provide to city the
services contemplated under this Contract. CONSULTANT further warrants that he/she
will follow the current generally accepted practices of the profession to make findings,
render opinions, prepare factual presentations, and provide professional advice and
recommendations regarding the project for which services are rendered under this Contract.
15. Materials and Equipment. CONSULTANT shall furnish at his/her own
expense, all materials and equipment necessary to carry out the terms of this Contract.
Agenda Item: 7.E
- 4 -

16. Digital Files. CONSULTANT shall furnish copies of all deliverables on
compact disks (for example, final report) in digital format. Files shall be compatible with the
current versions used by PC computers.
17. Audit Authority. CONSULTANT shall keep full and detailed accounts and
exercise such controls as may be necessary for proper financial management under this
Contract; the accounting and control systems shall be satisfactory to CITY. CITY and CITYs
auditor shall be afforded access to CONSULTANTs records, books, correspondence and
other data relating to this Contract. CONSULTANT shall preserve these records, books,
correspondence and other data relating to this Contract for a period of four (4) years after
final payment or for such longer period as may be required by law. In addition,
CONSULTANT agrees to make said records, books, correspondence and other data relating
to this Contract available to CITY at CITYs principle place of business upon seventy-two
(72) hours advance written notice. The City Administrator, or his or her designee, shall at all
times have the right to inspect the work, services, or materials. CONSULTANT shall
furnish all reasonable aid and assistance required by CITY for the proper examination of the
work or services and all parts thereof. Such inspection shall not relieve CONSULTANT form
any obligation to perform said work or services strictly in accordance with the specifications
of any modifications thereof and in compliance with the law.
18. Notices. All notices herein provided to be given, or which may be given by
either party to the other, shall be considered fully received when made in writing and
deposited in the United States mail, certified and postage prepaid, and addressed to the
respective parties as follows:
CITY: City Administrator
City of Carmel-by-the-Sea
P.O. Box CC
Carmel-By-The-Sea, CA 93921

CONSULTANT: Public Consulting Group, Inc.
2150 River Place Drive, Suite 380
Sacramento, CA 95833

19. Entire Contract. This Contract constitutes the entire contract between
the parties hereto and supersedes any and all prior contracts, whether oral or written,
relating to the subject matter thereof. Any modification of this Contract will be effective
only if it is in writing signed by both parties hereto.
20. Validity. If any provision in this Contract is held by a court of competent
jurisdiction to be invalid, void or unenforceable, the remaining provisions will continue in
full force without being impaired or invalidated in any way.
21. Assignment of Interest. The duties under this Contract shall not be
assignable, delegable, or transferable without the prior written consent of CITY. Any such
purported assignment, delegation, or transfer shall constitute a material breach of this
Contract upon which CITY may terminate this Contract and be entitled to damages.
Agenda Item: 7.E
- 5 -

22. Conflict of Interest. CONSULTANT shall at all time avoid conflicts of
interest, or the appearance of conflicts of interest, in the performance of this Contract.
CONSULTANT shall file statements of financial interest on forms provided by CITY to the
extent and at the times required by CITYS Conflict of Interest Code and applicable law.
During the term of this Contract CONSULTANT shall not directly or
indirectly, either as a partner, employer, employee, consultant, principal, and agent or in
any individual or representative capacity, engage or participate in any business or
voluntary activity on behalf of any other party on any property located within the City of
Carmel-By-The-Sea without notification to City Administrator.
23. Non-discrimination/Affirmative Action. CONSULTANT will not
discriminate against any employee or applicant for employment because of race, creed,
color, sex, age, national origin, marital status, physical or other motor handicap, unless
based upon bonafide occupational disqualification.
CONSULTANT will take affirmative action to ensure that applicants are
employed and that employees are treated during employment without regard to their race,
creed, color, sex, age, national origin, marital status, physical or other motor handicap.
24. Counterparts. This Contract may be executed in multiple originals, each
of which is deemed to be an original, and may be signed in counterparts.
25. Laws. CONSULTANT agrees that in the performance of this Contract it
will reasonably comply with all applicable state, federal and local laws and regulations.
This Contract shall be governed by and construed in accordance with the laws of the State
of California and the City of Carmel-By-The-Sea.
26. Attorneys Fees and Court Venue. Should either party to this Contract
bring legal action against the other, (formal judicial proceeding, mediation or arbitration),
the case shall be handled in Monterey County, California, and the party prevailing in such
action shall be entitled to a reasonable attorneys fee which shall be fixed by the judge,
mediator or arbitrator hearing the case and such fee shall be included in the judgment,
together with all costs.
27. Severability. If any term of this Contract is held invalid by a court of
competent jurisdiction, the remainder of this Contract shall remain in effect.
IN WITNESS WHEREOF, this Contract is entered into by the parties hereto in
Carmel, California, on the day and year first written above.

CITY OF CARMEL-BY-THE-SEA
By: _____________________________
Its: _____________________________

CONSULTANT
Agenda Item: 7.E
- 6 -


By: _____________________________
Its: _____________________________


Agenda Item: 7.E
Exhibit A
Project Management Services for Implementation of the Agenda and Legislative
Management Project Page 1
1. Project Management Services for Implementation of the
Agenda and Legislati ve Management Project
The City of Carmel-by-the-Sea recently adopted an Information Technology Strategic
Plan and is seeking a contractor to provide Implementation Support Services for Year 1
of the Plan. This includes the implementation of a Legislation and Agenda Management
System.
Good project managers and a strong technical staff are necessary to ensure a sound
implementation of IT projects on-time and within budget, with a close eye on minimizing
scope creep. This includes carefully defining project scope, requirements, budget and
schedule as well as over-seeing the work of vendors hired to implement the selected
hardware and software. A successful implementation requires that all components of
the project come together seamlessly to meet the organizations goals while balancing
the need to get work done in the meantime.
In close coordination and partnership with the City, PCG consultants will ensure the
fulfillment of the required executive, management and technical roles outline above in
order to successfully implement the new systems.
2. Statement of Work
Public Consulting Group, Inc. proposes a strong team to assist the City in its
implementation.
Ms. Sally Nagy will provide CIO Advisory, Project Management, and related services to
the City. Working in partnership with City departments, Ms. Nagy shall fulfill the
following objectives, expectations and duties:
Oversee the implementation of the Agenda and Legislative Management System;
In addition, she will serve as Project Manager, providing day-to-day planning and
oversight on this project. She will also provide technical and business analyst expertise.
Sr. Level Consultants will provide subject matter expertise as necessary based upon
the particular application being implemented.
3. Reporting
The PCG Team will report to Ms. Nagy who will report to the City Administrator or his
designee.
4. Compensation
The City shall pay PCG according to the schedule below for services pursuant to this
agreement.



Agenda Item: 7.E
Exhibit A
Payment Page 2
Consultant Hourly Rate
Ms. Nagy $160
Sr. Consultant $145
5. Payment
Payment shall be made monthly upon submittal of an invoice.

Agenda Item: 7.E