City Council and Authorities Concurrent
April 23, 2024

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC
This agreement for the performance of services( " Agreement ") is made and entered into on this b.~ day of Dea~ . 2014, ("Effective Date") by and between PublicStuff, Inc ., a Delaware corporation , with its principal place of business located at 214 West 29th Street, Suite 205, New York, NY 1000 I ("Contractor "), and the City of Santa Clara, California , a chartered California municipal corporation with its primary business address at 1500 Warburton Avenue, Santa Clara , California 95050 ("City"). City and Contractor may be referred to individually as a "Party" or collectively as the "Parties " or the "Parties to this Agreement. " Terms and Conditions for Contractor Services
These terms and conditions for services ("Agreement") and one or more written orders ("Order Schedules ") govern use of our services .

Contractor provides a tool that City can use to understand issues surfaced by users of the Contractor applications in respect of City. By subscribing to the Contractor Services, Contractor allows City to interact directly with individuals in City location by providing such individuals with tools and applications to report issues, concerns or problems to City for efficient resolution .

The Contractor Services are made available to City through a password-protected hosted interface and dashboard provided by Contractor .

This Agreement was last updated on February 27, 2013.

This Agreement and the applicable Order Schedu les (incorporated herein by reference) are effective between City and Contractor as of the date that City accept these Terms and Conditions .

1. DEFINITIONS
"Implementation Services" means services provided to City to integrate and implement the Contractor Services , as may be mutually agreed upon by the parties. "Platform " means all ideas, concepts, inventions , systems , platforms, software, dashboards , interfaces , tools , utilities , templates , forms, techniques, methods , processes , algorithms, know­ how, trade secrets and other technologies , implementations and information that are used by Contractor in providing the Contractor Services .
"Contractor Data" means all data and information created , received , processed or provided by Contractor in performing the Contractor Services, or that result from performance of the Contractor Services .

Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13 ; Typed 10/14/ 15

"Contractor Services" means, collectively, the interface and dashboard hosted by Contractor and provided to City from time to time, the Contractor Data, the Platform, the Implementation Services and the documentation. The Contractor Services include any change, improvement, extension or other new version thereof that is developed or otherwise made available to City. "Third-Party Applications" means online, Web-based applications and offiine software products that are provided by third parties, interoperate with the Contractor Services, and are identified as third-party applications.
"User Guide" means the online user guide for the Services, accessible via login at accounts. publicstuff.com as updated from time to time. "Users" means individuals who are authorized by City to use the Contractor Services and who have been supplied user identifications and passwords by City (or by Contractor at City request).

Users may include but are not limited to City employees, consultants, contractors and agents. "City" means the Municipality or other legal or governmental entity accepting this Agreement. "City Data" means all electronic data or information submitted by City to the Contractor Services.

2. CONTRACTOR SERVICES

2.1 Order Schedules. These Terms and Conditions will be implemented through one or more written orders that reference this Agreement and contain such other information as City contact information, the Contractor Services to be accessed, any third-party applications to be accessed, subscription fees, implementation services, the term and agreed-upon termination provisions.

Any change to the terms of this Agreement within an Order Schedule will apply only to the Contractor Service described therein. Contractor may provide the Contractor Services directly, or indirectly using contractors or other third party vendors or service providers. Contractor agrees that it shall be fully responsible for performance of Contractor Services for City by any such third party contractors, vendors or service providers.

2.2 Contractor Services. Subject to these terms and conditions and the Order Schedules, Contractor will use commercially reasonable efforts to operate and host the Platform in connection with making the Contractor Services available to Customer in accordance with the service levels which can be accessed on our website at http://www.publicstuff.com/terms as amended, from time to time. Contractor reserves the right to modify the Contractor Services (in whole or in part) at any time, provided that Contractor will not materially reduce the functionality of the Contractor Services.

2.3 Analytics. Contractor hereby grants City all necessary rights to access and analyze Contractor Data, solely via the Contractor Services during the term defined in the applicable Order Schedule.

2.4 Third-Pa1iy Products and Services. Contractor may offer Third-Party Applications for sale under Order Schedules. Any other acquisition by City of Third-Party Applications, and any Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

exchange of data between City and any third-party provider, is solely between City and the applicable third-party provider. Contractor does not warrant or support third-party products or services, except as specified in an Order Schedule. No purchase of third-party products or services is required to use the Contractor Services.

2.5. Third-Party Applications and Customer Content. If City installs or enable Third-Party Applications for use with the Contractor Services, City acknowledges that Contractor may allow providers of those Third-Party Applications to access City content as required for the interoperation of such Third-Party Applications with the Contractor Services. Contractor shall not be responsible for any disclosure, modification or deletion of City content resulting from any such access by Third-Party Application providers.

2.6 Availability of Third Party Applications. Contractor Service features that interoperate with Third Party Applications depend on the continuing availability of such Third Party Applications. If such Third Party Applications cease to be available on reasonable terms for inclusion in the Contractor Services, Contractor may cease providing such Third Party Applications without entitling City to any refund, credit, or other compensation.

2. 7 Support. Contractor will use commercially reasonable efforts to provide City with the necessary technical support and updates for the Contractor Services.

2.8 Limitations. Contractor will not be responsible or liable for any failure in the Contractor Services resulting from or attributable to (a) usage in excess of the usage for which City have ordered pursuant to an applicable Order Schedule, (b) failures in any telecommunications, network or other service or equipment that are not within Contractor's reasonable control, (c) City negligence, acts or omissions, (d) any force majeure or other cause beyond Contractor's reasonable control, or ( e) unauthorized access, breach of firewalls or other hacking by third parties, except to the extent such access, breach or hacking is caused by Contractor's negligence or willful misconduct.

2. 9 Privacy. Contractor shall collect, process and store personally identifiable information in accordance with Contractor's pnvacy policy located at http:/ /www.publicstuff.com/privacy.

2.10 User Subscriptions. Unless otherwise specified in the applicable Order Confirmation, (i) Services are purchased as User subscriptions and may be accessed by no more than the specified number of Users, (ii) additional User subscriptions may be added during the applicable subscription term at the same pricing as that for the pre-existing subscriptions thereunder, prorated for the remainder of the subscription term in effect at the time the additional User subscriptions are added, and (iii) the added User subscriptions shall terminate on the same date as the pre-existing subscriptions. User subscriptions are for designated Users only and cannot be shared or used by more than one User but may be reassigned to new Users replacing former Users.

3. FEES AND PAYMENTS
Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

3.1 Fees. City agree to pay Contractor all fees and expenses in the amounts and at the times specified in the applicable Order Schedule.

3.2 Payment Terms. Unless specified otherwise or subject to a good faith dispute, all amounts due hereunder shall be paid in full (without deduction, set-off or counterclaim) within 45 days after City receipt of invoice in US dollars at Contractor's address or to an account specified by Contractor.
3 .3. Overdue Charges. If any charges are not received from City by the due date, then at Our discretion, (a) such charges may accrue late interest at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid, and/or (b) We may condition future subscription renewals and Order Confirmations on payment terms shorter than those specified above.

3.4. Suspension of Service and Acceleration. If any amount owing by City under this or any other agreement for Our services is 30 or more days overdue, We may, without limiting Our other rights and remedies, accelerate City unpaid fee obligations under such agreements so that all such obligations become immediately due and payable, and suspend Our services to City until such amounts are paid in full.

4. PROPRIETARY RIGHTS

3.1 Contractor Services. Except for the limited rights and licenses expressly granted to City hereunder, no other license is granted, no other use is permitted and Contractor (and its licensors) shall retain all rights, title and interests (including all intellectual property and proprietary rights) in and to the Contractor Services.
3 .2 Customer Content. City shall own all rights in all content and data created or provided by City, subject to the rights and licenses granted herein. During the term of this Agreement, City hereby grant Contractor and its successors a worldwide royalty free, nonexclusive, sublicensable right and license to exploit and use City content in connection with the provision or exploitation of the Contractor Services.

3.3 Restrictions. Except as expressly permitted in this Agreement, City shall not directly or indirectly (a) use any of Contractor's Confidential Information (as defined herein) to create any service, software, documentation or data that is similar to any aspect of the Contractor Services, provided that the foregoing does not prohibit independent development of similar functionality by City or third parties, (b) disassemble, decompile, reverse engineer or use any other means to attempt to discover any source code of the Platform, or the underlying ideas, algorithms or trade secrets therein, ( c) encumber, sub license, transfer, rent, lease, time-share or use the Contractor Services in any service bureau arrangement or otherwise for the benefit of any third party, (d) copy, distribute, manufacture, adapt, create derivative works of, translate, localize, port or otherwise modify any aspect of the Contractor Services, (e) use or allow the transmission, transfer, export, re-export or other transfer of any product, technology or information it obtains or learns pursuant to this Agreement (or any direct product thereol) in violation of any export Agreement for Professional Setvices with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15
Page4 of9
control or other laws and regulations of the United States or any other relevant jurisdiction or (f) permit any third party to engage in any of the foregoing proscribed acts.

5. CONFIDENTIALITY
Each party agrees that the business, technical and financial information, that is designated in writing as confidential, or is disclosed in a manner that a reasonable person would understand the confidentiality of the information disclosed, shall be the confidential property of the disclosing party and its licensors ("Confidential Information"). Confidential Information does not include information that (a) is previously rightfully known to the receiving party without restriction on disclosure, (b) is or becomes known to the general public, through no act or omission on the part of the receiving party, (c) is disclosed to the receiving party by a third party without breach of any separate nondisclosure obligation, or (d) is independently developed by the receiving party.

Except as expressly and unambiguously allowed herein, or required by law, the receiving party will hold in confidence and not use or disclose any Confidential Information and shall similarly bind its employees, consultants, and independent contractors. Upon the expiration or termination of this Agreement, all of the Confidential Information (including any copies) will be returned to the disclosing party, and receiving party will make no further use of such materials. If required by law, the receiving party may disclose Confidential Information of the disclosing party, but will give adequate prior notice of such disclosure to the disclosing party to permit the disclosing party to intervene and to request protective orders or other confidential treatment therefor.

6. LIMITED WARRANTY AND DISCLAIMERS

6.1 General. Each party represents and warrants that: (a) it is a duly organized and validly existing under the laws of the jurisdiction in which it is organized; (b) it has full power and authority, and has obtained all approvals, permissions and consents necessary, to enter into this Agreement and to perform its obligations hereunder; ( c) this Agreement is legally binding upon it and enforceable in accordance with its terms; and ( d) the execution, delivery and performance of this Agreement does not and will not conflict with any agreement, instrument, judgment or understanding, oral or written, to which it is a party or by which it may be bound.

6.2 Contractor. Contractor warrants to Customer that (i) the Contractor Services will be provided in a professional and workmanlike manner; (ii) the Contractor Services will perform in accordance with the documentation in all material respects; (iii) the Contractor Services as delivered by Contractor do not contain any Trojan horses, worms, or undocumented disabling devices; and (iv) Contractor scans the Contractor Services and the hosted environment for known viruses using industty standard virus detection techniques.

6.3 Disclaimers. CONTRACTOR DOES NOT WARRANT THAT THE CONTRACTOR

SERVICES WILL MEET CITY REQUIREMENTS OR RESULT IN ANY OUTCOME, OR

THAT THEIR OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE TO THE

FULLEST EXTENT PERMITTED BY LAW, CONTRACTOR HEREBY DISCLAIMS (FOR

ITSELF AND ITS SUPPLIERS) ALL OTHER WARRANTIES, WHETHER EXPRESS OR

IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE CONTRACTOR SERVICES Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

INCLUDING, WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF TITLE, NON­

INFRINGEMENT, QUIET ENJOYMENT, INTEGRATION, MERCHANT ABILITY OR

FITNESS FOR ANY PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM

ANY COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE

7. INDEMNIFICATION

7.1 Infringement. Except as provided below, Contractor agrees to (a) defend City against any claim by a third party that the Contractor Service infringes a valid US patent (issued as of the Effective Date), or any copyright or trade secret, of such third party and (b) indemnify City for settlement amounts or damages, liabilities, costs and expenses (including reasonable attorneys' fees) awarded and arising out of such claim. If any Contractor Service becomes or, in Contractor's opinion, is likely to become the subject of any injunction preventing its use as contemplated herein, Contractor may, at its option (i) obtain for City the right to continue using the Contractor Service or (ii) replace or modify the Contractor Service so that it becomes non­ infringing without substantially compromising its principal functions. If (i) and (ii) are not reasonably available to Contractor then it may (iii) terminate this Agreement upon written notice to City and refund to City any Contractor Service fees that were pre-paid for the then current term, pro-rated for the remainder thereof.

7.2 Exclusions. Contractor shall have no liability or obligation hereunder with respect to any claim based upon (a) use of any Contractor Service in an application or environment or on a platform or with devices for which it was not designed or contemplated, (b) modifications, alterations, combinations or enhancements of the Contractor Service not created by or for Contractor (c) any of City content, (d) any portion of the Contractor Service that implements City requirements, ( e) City continuing allegedly infringing activity after being notified thereof or its continuing use of any version after being provided modifications that would have avoided the alleged infringement or (f) any intellectual property right in which City or any of its affiliates has an interest.

7.3 Procedures. Any claim for indemnification hereunder requires that (a) the indemnified party provides prompt written notice of the claim and reasonable cooperation, information, and assistance in connection therewith, and (b) the indemnifying party shall have sole control and authority to defend, settle or compromise such claim. The indemnifying party shall not make any settlement that requires a materially adverse act or admission by the indemnified party without the indemnified party's written consent (such consent not to be unreasonably delayed, conditioned or withheld). The indemnifying party shall not be liable for any settlement made without its prior written consent.

7.4 Entire Liability. The foregoing states the entire liability of Contractor and City exclusive remedy, with respect to any actual or alleged violation of intellectual property rights by the Contractor Services, any part thereof or its use or operation.

8. LIMITATION OF LIABILITY
Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

EXCEPT FOR ANY BREACH OF SECTION 5 (CONFIDENTIALITY), INDEMNIFICATION OBLIGATIONS PURSUANT TO SECTION 7 OR A PARTY'S GROSS NEGLIGENCE OR

WILFULL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY BE LIABLE

CONCERNING THE SUBJECT MATTER OF THESE TERMS AND CONDTIONS OR ANY

ORDER SCHEDULE, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHEREWISE),

FOR ANY (A) LOSS OR INACCURACY OF DATA, LOSS OR INTERRUPTION OF USE,

OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICES, (B) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR

CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF

BUSINESS, REVENUES, PROFITS AND GOODWILL OR (C) DAMAGES IN THE

AGGREGATE, IN EXCESS OF THE AMOUNT PAID TO IT (IN THE CASE OF

CONTRACTOR) OR PAID AND PAYABLE BY IT (IN THE CASE OF CITY) HEREUNDER DURING THE PREVIOUS 12 MONTHS, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. TERM AND TERMINATION

9.1 Term. These Terms and Conditions and each applicable Order Schedule shall commence upon City acceptance of the Terms and Conditions and each Order Schedule and shall continue in effect until terminated in accordance with the Order Schedule.

9.2 Termination. This Agreement may be terminated (in whole, or in respect of any Order Schedule) by a party (a) if the other party materially breaches a provision of these Terms and Conditions or the applicable Order Schedule and fails to cure such breach within 30 days (I 0 days in the case of non-payment) after receiving written notice of such breach from the non­ breaching party or (b) as otherwise set forth in the Order Schedule.

9.3 Effects of Termination. Upon any expiration or termination of any Order Schedule or the termination of these Terms and Conditions, all corresponding rights, obligations and licenses of the parties shall cease, except that (a) all obligations that accrued prior to the effective date of termination (including without limitation, all payment obligations) shall survive and (b) the provisions of Sections 3 (Fees and Payments), 4 (Proprietary Rights), 5 (Confidentiality), 6 (Limited Warranty and Disclaimers), 7 (Indemnification), 8 (Limitation of Liability), 10 (General Provisions) and this Section 9.3 shall survive.

10. GENERAL PROVISIONS
JO.I Entire Agreement. These Terms and Conditions (including the Order Schedules) constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements (oral or written), between the parties regarding the subject matter of these Terms and Conditions (and all past dealing or industry custom). Any inconsistent or additional terms on any related writing or similar form, even if signed by the parties hereafter, shall have no effect under these Terms & Conditions. Contractor reserves the right to change these Terms and Conditions from time to time upon written notice to City. The failure of either party to enforce its rights under these Terms and Conditions at any time for any period will not be construed as a Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

waiver of such rights, and the exercise of one right or remedy will not be deemed a waiver of any other right or remedy. If any provision of these Terms and Conditions is determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that these Terms and Conditions will otherwise remain in full force and effect and enforceable. 10 .2 Prevailing Party. In any action or proceeding to enforce these Terms and Conditions, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys' fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.

10.3 Remedies. Except as specifically provided otherwise herein, each right and remedy in these Terms and Conditions is in addition to any other right or remedy, at law or in equity. Each party agrees that, in the event of any breach or threatened breach of Section 4 or 5, the non­ breaching party will suffer irreparable damage for which it will have no adequate remedy at law.

Accordingly, the non-breaching party shall be entitled to injunctive and other equitable remedies to prevent or restrain such breach or threatened breach, without the necessity of posting any bond.

10.4 Notices. All notices under these Terms and Conditions will be in writing, in English and delivered to the parties at their respective addresses stated herein or at such other address designated by written notice. Notices will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile; the day after being sent, if sent for next day delivery by recognized overnight delivery service; or upon receipt, if sent by certified or registered mail, return receipt requested.

10.5 Force Majeure In the event that either party is prevented from performing, or is unable to perform, any of its obligations under these Terms and Conditions and Order Schedule(s) (except payment obligations) due to any cause beyond its reasonable control, the affected party shall give written notice thereof to the other party and its performance shall be extended for the period of delay or inability to perform due to such occurrence.

10.6 Publicity. Neither party shall use the other party's trademarks, trade names or make any public statements concerning the relationship between the parties without the other party's prior written consent, which will not be unreasonably withheld, conditioned or delayed.

Notwithstanding the foregoing, City hereby grant to Contractor the right to use, reproduce and publish, City name, trademarks, service marks, brand names and brand marks in connection with advertising, marketing and sales.

10. 7 Assignment. These Terms and Conditions and the rights and obligations hereunder may not be assigned, in whole or in part, by either party without the other party's written consent, not to be unreasonably withheld, conditioned or delayed. However, without consent, either party may assign their rights and obligations hereunder to any successor to all or substantially all of its business (whether by sale of assets or equity, merger, consolidation or otherwise). These Terms and Conditions shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties hereto.

Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

I 0.8 Independent Contractors. The parties shall be independent contractors , and nothing herein will constitute either party as the employer, employee , agent or representative of the other party, or both parties as joint venturers or partners for any purpose.

10.9 Anti-Corruption. City have not received or been offered any illegal or improper bribe, kickback , payment , gift, or thing of value from any of Contractor employees or agents in connection with these Terms and Conditions. If City learns of any violation of the above restriction, City agree to contact us immediately .

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument; and, the Parties agree that signatures on this Agreement, including those transmitted by facsimile, shall be sufficient to bind the Parties.

The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives. It is the intent of the Parties that this Agreement shall become operative on the Effective Date.

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
- .. Noskf, JR.

City Attorney City Manager
1500 Warburton Avenue
Santa Clara, CA 95050 ATTEST, ~
Telephone: (408) 615-2210
Fax: (408) 241-6771
ROD DIRIDON, JR.

City Clerk
"CITY"

PUBLICSTUFF, INC

A DELAWARE CORPORATION
By: / ~ ~
(Signature of Person executing the Agreement on behalf of Contractor) Name: Vi" C&/\.i ~,, l1d o/O
Title: Co/0
Local Address: ~IL\ \r/. ,2 'lt ~ sf > L,1 , f e_ d- 05 Telephone : (3 ~]) j j J - 7 J 17
Fax: (3'-f 7) {a t;O ,. 5 ~f J,
"CONTRACTOR "
Agreement for Professional Services with PublicStuff, Inc.

Rev. 2/27/13; Typed 10/14/15

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBIT A

SCOPE OF SERVICES
The Services to be performed for City by the Contractor, Inc. under this Agreement are more fully described below and in the Contractor's proposal and follow up document entitled, "RFP for Professional Services: Mobile/Smartphone Application City of Santa Clara" dated August 8, 2014, and "City of Santa Clara, CA PublicStuffCRM and Mobile Applications for Citizen Engagement and Request Reporting" dated September 24, 2014, which are attached to this Exhibit A.

Week l Kick-Off- Coordinate and lead kick-off meeting
Review Timeline
Week 2 - 3 Administrator Training - Administrator product training
Data Setup - Determine service request types,
users, departments, workflows, and widgets
Custom Branding & Mobile - Contractor to build
branded mobile applications with staff-provided
graphics built to specifications
Marketing - Marketing and promotion of new
annlication to residents
Week 2 - 4 Integration with Active Directory* and Lncity** - Discuss, plan, build, and test integrations
Inte2ration to City Website
Week 2-5 Testing and Modification - Test and iterate on the system
Week 5 Staff Training - Train staff users in one onsite Contractor visit
Week 6 Internal Soft Launch - Use of system internally
and modify system configuration, based on feedback
Week 6-12 Marketing and Launch - Prepare marketing and
launch olan
Week 6-12 Launch - Prepare marketing and launch nlan
Week 6-12 Post Production Support
Agreement with PublicStuff, Inc/Scope of Services/Exhibit A Rev. 8/26/14; Typed 10/14/15
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Pagel of2
* Active Directory Integration Requirements

1. City's LDAP system to allow secure third-party access a. Contractor only provides server IP for test and does not provide support for security setup

2. City agrees that users' LDAP username will be the same as Contractor username Week 1
Week 2-3 Test access to LDAP server
Week 2-4 Import user account information
Week 2-5 Test
**Lucity Integration
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Integration into Lucity requires activation of the Lucity API with Contractor plug-ins.

Week2 Provide Lucity contact person, version number and documentation
Week 2-3 Open development and production servers to
Contractor IP addresses
Week 2-3 Provide Endpoint URL for the API
Week 3 Verif access to end oint and verif XML return
Week4 Map Lucity category and problem codes to Contractor service re es
Week 4-5 Configure integration
Week2-5 Test
Agreement with PublicStuff, Inc/Scope of Services/Exhibit A Rev. 8/26/14; Typed 10/14/15
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PUBLICSTUFF
RFP for Professional Services: Mobile/Smartphone Application City of Santa Clara
Submitted: 8 August 2014
Clty Stats
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}es By Volume
PublicStuff, Inc. Proprietary & Confidential
Stuart Grooby
Web Manager
City of Santa Clara
1500 Warburton Ave.

Santa Clara, CA 95050
Dear Mr. Grooby,
On behalf of the team at PublicStuff, I want to thank the City of Santa Clara for the opportunity to respond to the RFP for a Citizen Engagement Web Application. I am pleased to present the enclosed proposal to empower the City to enhance customer service and drive operational efficiency through the use of digital and interactive technologies, while promoting the new brand of the City. I look forward to the opportunity to discuss this proposal with you and your stakeholders as the process unfolds.

I am a principal representative of PublicStuff, Inc. and duly authorized to present offers, conduct negotiations, and enter into agreements. I hereby warrant that our firm is willing and able to perform the commitments contained in this proposal and comply with this RFP's contract requirements. Please feel free to contact me with any questions you may have.

As a former employee of several city agencies, I understand that choosing the right service provider is one of the most important factors for a successful ongoing partnership. Our team takes great pride in building cutting-edge solutions specifically for government organizations. Everything we build starts from conversations with our partner cities. City agencies and residents are at the core of our innovation process, and as such, we strive to partner with leaders in innovation, such as the City of Santa Clara.

Moreover, based on PublicStuff's current partnerships with other communities in California, including Palo Alto, Daly City and Redwood City, we have a proven ability to partner with communities to solve issues specific to Bay Area communities - such as graffiti, as well as managing traffic in the South Bay headed to the new stadium for 49ers' home games! Thanks again for the opportunity to work with the City of Santa Clara. Please let me know if there is ever anything that I can do for you, throughout this process.

Sincerely,
Lily Liu,
Founder, PublicStuff, Inc.

Public5tufl, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Table of Contents
CHAPTER 1- PROPOSAL SUMMARY ...................................................................................................................................... 4 ATTACHMENT A - PROPOSAL FORM & PROJECT CONTACTS .......................................................................... 17 ATTACHMENT B -SCOPE OF WORK/SERVICES ............................................................................................... 19 CHAPTER 2- PROFILE OF THE PROPOSING FIRM .............................................................................................................. ZS CHAPTER 3 - QUALIFICATIONS OF THE FIRM ..................................................................................................................... 29 CHAPTER 4 - WORK PLAN OR PROPOSAL ........................................................................................................... 31 CHAPTER 5 - PROPOSED INNOVATION ............................................................................................................... 37 CHAPTER 6- PROJECT STAFFING ........................................................................................................................ 39 CHAPTER 7-PROPOSAL EXCEPTIONS ................................................................................................................. 40 CHAPTERS-ONGOING SUPPORT ...................................................................................................................... 41 CHAPTER 9 - PROJECT COST SHEET & RATES ...................................................................................................... 43 PublicStuf( Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 1 - Proposal Summary
At PublicStuff, we view the opportunity to work with the City of Santa Clara as a truly unique opportunity to create a partnership that could serve as a national example of how to leverage technology to drive citizen engagement and effectively manage civic infrastructure. We look forward to engaging on a strategic level, both during the phased implementation process and on an ongoing basis thereafter, to determine how best to complement your current branding initiative, leverage your meaningful number of engaged e-notify users, and integrate with your promotion of the City as the new home of the San Francisco 49ers.

PublicStuff offers the City of Santa Clara a complete, turnkey, best-in-class solution that includes branded smartphone applications, a public-facing web portal, a private back-end CRM system for staff workflow (with administrative dashboards for city administrators), and an industry-leading approach to integration - all within the context of a single solution. The PublicStuff solution includes a flexible API that allows for integration into existing city applications. Additionally, the PublicStuff platform allows the City of Santa Clara the ability to seamlessly embed their unique content within the user experience of their mobile applications, as well as link to create widgets linking to videos, biogs, podcasts and other on line content.

In its current release, the services bulleted below meet or exceed the requirements of the City of Santa Clara (including all "Desired" and "Nice to Have" features), as documented in the completed table from Appendix Bat the end of this chapter. • _Qynamically Branded.Mobile AJJ.~: Mobile apps supported on Apple's iOS, Google's Android OS, Microsoft's Windows OS, and BlackBerry, readily available for download via their respective online App stores- supporting both phone and tablet device types. • Public-facing Citizen Portal: The public-facing web portal is self-contained within a web iframe allowing it to be embedded on any website or social media sites the city wishes to make the service available. Additionally, web traffic landing at PublicStuff.com will route directly to the appropriate department and system within each respective city. • Constituent Relationship Management solution: The cloud-based constituent relationship management (CRM) solution allows staff to analyze, prioritize, and respond efficiently to citizen requests. Administrative dashboards also provide map views and robust analytics for reporting and performance management. • Simplified GIS: Integrated Google and ESRI GIS maps that display all service requests.

Extensive filtering allows users to display only relevant information to spot trends and analyze data; each point can be clicked to get more information. The City of Frisco can easily load GIS map layers onto PublicStuff or enter their GIS Service map service URL. • Dedicated Account Management for implementation, training, and continued support.

PublicStuff, Inc. Proprietary & Confick:>nti,1!
City of Santa Clara RFP, Mobile/Smartphone Application
As a solution designed specifically for local governments, our system is designed to be flexible, secure, and simple to deploy. The application and database servers that support the system are hosted on RackSpace's cloud server networks, which provide a reliable, configurable, and most importantly, scalable environment. Daily backups of the entire system (including both the database content and the application information) are done using Amazon's Elastic Cloud hosting environment. All transmissions in and out of the system support SSL authentication and encryption to ensure that user and city data is secure and private. We combine this with a strict policy to only store sensitive data (such as password information) in a SHA encrypted format that is never accessible by anyone on or off the PublicStuffteam.

The system is compatible on all mobile devices with an Internet connection, enabling workers in the field to have entire access to the request management system. No hardware is required by the City; the only software required is a currently-supported Internet browser.

Finally, based on our proven experience in working with local government, PublicStuff can contractually represent and warrant to our ability to take the City of Santa Clara live within each proposed phase within your desired timeframe.

Prnven & Distinguishing Capabilities
Extreme Ease-of-Use: Ease-of-use is a core strength of the PublicStuff platform. The user interface for the CRM system is designed for use and comprehension by a maximum range of users with varied technical ability. The user experience is consistent with that of familiar everyday consumer websites like Facebook, Amazon, EBay, etc.

All PublicStuff applications are built around responsive design, which ensures optimal usability for all device types and form factors. The PublicStuff CRM Dashboard is also touch navigation optimized for use on tablets and mobile devices. Users can use the full dashboard under normal wireless or cell tower signal strengths. In areas with low wireless or weak cell tower signal strengths, City users can access a light dashboard to manage the caseload.

Privat~Re(j_lJ_ests and Positive Tran~arency: PublicStuff is uniquely focused on providing solutions that give our government clients complete flexibility and control. With PublicStuff, the City of Santa Clara has complete control and ownership around how the service is deployed and what is/is not made public. Many systems on the market either keep all requests hidden or force all requests to be public. PublicStufftakes a balanced approach in that citizens can still submit private requests when necessary and City Staff retains control over the ability to take requests out of public view when the content is inappropriate or offensive.

PublicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
PublicStuff Widget System: PublicStuff was the first company in our space to offer a Widget system within a mobile citizen platform, allowing staff to create "apps within the app". This provides a scalable solution to meet future needs of different departments without having to procure additional single function apps.

This also allows citizens to access one single app that does it all, as opposed to downloading and engaging with multiple apps from the city. For example, one month after implementing their PublicStuff Philly311 app, Hurricane Sandy hit the City of Philadelphia. The City's 911 and 311 centers were overwhelmed with inbound calls seeking information and reporting downed trees. The City quickly put together a "Hurricane FAQ" Widget to direct citizens on the safest course of action, as well as a "Fallen Tree" category for citizens to report downed limbs with photos and the GPS coordinates, creating an actionable inventory of fallen trees to clear right after the storm.

Push Notifications: City staff can send notifications to any citizen using a smartphone. Any changes to the status of an update can be delivered to residents through push notification, informing them when city staff receive the request, begin work to fix the issue, and ultimately solve the issues - in real-time. This feature can also be used for emergency notifications- as Philadelphia did during Hurricane Sandy to broadcast important information to residents.

For Santa Clara, residents can receive traffic updates and suggested alternative routes on Sundays before and after home games!
Static and Dynamic Translation: PublicStuff is the only system on the market that offers dynamic language translation capabilities on the mobile applications to open up government communication to non-English speakers. This enables a resident to have their mobile device in another language, while having all static and dynamic content translated into their native language. Any information they submit will be sent over to staff in English and staff updates and comments will be automatically translated back into the residents' native language. Given the significant Asian and Hispanic communities living in Santa Clara, this capability is essential to ensuring that the City can adequately reach and serve your entire population. leading Citizen Engagement Tools
With PublicStuff, the City of Santa Clara will be able to customize the branding of their citizen engagement tools to match your unique brand. Service requests can be reported through the smart phone applications, submission form embedded on the city's website and social media pages managed by the city; moreover, these tools allow for updates to case status, social sharing of cases, and provides numerous other features that strengthen the communication between the public and the government.

Pub!icStuft, lnc. Proprietarv & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
PublicStuff supports iOS, Android, Blackberry (general), and Windows Mobile, and is 100% optimized for submissions not only from smartphone applications, but all resident communication channels: mobile browsers; SMS text submission; toll-free voice line for request submission (for extra, or after-hours, phone coverage); Face book; Twitter (requests can be tweeted directly into the PublicStuff system); and desktop.

At a high-level, the PublicStuff mobile platform features include (but are not limited to):
• Photo and text submissions with file attachments
• Case type and tracking numbers for the service request and contact details for staff • All customization and modifications are updated in real time • Over 60 languages supported in the web portal
• Case status updates and social sharing of cases
• Custom fields, and the ability to make both private and public requests • GPS auto geo-location
• Visual request location pin-pointing/modification on the map • Saving draft requests
• List view of nearby requests
• Map view of nearby requests
• Filtering parameters
• "My Stuff" dashboard to view and manage my requests, comments, drafts, supported request, change profile, change preferences, etc.
• Civic Engagement Dashboard - customizable "widgets" to provide additional information and services to users directly on the city's app. u.16 · ~~-(_i'•~'.tr1~/1,'.~'.°Zi:.•,. ,,, .
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Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Additional Features
PublicStuff PRO enables staff to completely customize the workflow associated with managing service requests from residents. Workflow can be customized by request type with the ability to edit or remove components. Additionally, system administrators can easily modify and create new request types based on location or other criteria, with full configuration over: internal service levels (SLAs), including reminders and escalations notices; confirmation messages, either when a request status changes or a request is completed; the modification of custom data fields; workflow assignments; categories; duplication detection; custom automatic privacy settings; status notifications; and more.

Requests can be pre-configured as public, private (city-viewable only), or sensitive (viewable by specific department or even users). However, any request can be also be changed ad hoc, "on­ the-fly" by city staff from public to private or sensitive {or visa versa), as needed. In short, the City has complete control, at all times, over all requests, as we believe this is essential in order for enable citizen engagement in a way that is truly collaborative and positive.

The requests tab in PublicStuff PRO allows staff to view all their assigned requests in one screen. Department heads and administrative users are able to see requests city-wide. The collapsible filters allow staff users to filter the data based on any data field, including department, request type, address, geographic region, custom fields, contact information, keywords, ticket number, priority level, status, overdue, image attachments, privacy setting and comments. Commonly used filters can be saved and easily accessed in the future through the drop down option.

Moreover, customer service teams can access longitudinal data on user submissions and activity, allowing staff the ability to manage the lifetime record of resident requests. tJser Detol\s
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Public.Stuff, lnc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Each request submitted is assigned a unique tracking identification number; citizens will receive this number after submission and will be notified via email. They, as well as city staff, can then look up a service request by this tracking number. Citizens will also be notified during any activity change in the status of their request. Once a request has been closed, the requester will be automatically notified and a customer survey will be generated and stored upon completion.

The request details page shows and archives all details around a request, including the original submission data to the notes, status, images, workflow and other attachments entered by staff.

This page is where staff will update the status, priority level and update workflow steps.

Comments on a request can be marked viewable as private or public. The ability to make public comments to a resident can be locked to only authorized staff members. Built into the commenting section are "canned" responses for commonly used messages and the city's knowledge base system, which suggests potential articles for inclusion. PublicStuff PRO enables staff with institutional knowledge to customize the city's knowledge base system as needed.

Additional options in the request details page include:
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•
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• Duplicate request consolidation
• Track back to 3'd party integration data
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PublicStuff, lnc. Proprietary & Confidential
City of Santa Clara RF P, Mobile/Smartphone Application PublicStuff offers an integrated knowledge base for frequently asked questions (FAQs). The knowledge base allows citizens to find answers to their issues before contacting the city.

PublicStuff PRO allows staff to easily create and manage articles and FAQ templates. Knowledge base articles are compatible with both natural and wildcard search, and can be directly linked to categories and service request types. The PublicStuff PRO interface would allow for staff to develop detailed call scripts to provide a consistent, uniform experience to callers.

Article Creation
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PublicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
City staff can be added to notification list when an incoming service is received or during a status change in workflow. This can also be used to implement escalation policies. For example, certain individuals can be notified if a request is overdue by a certain period. This service can also be used to designate an alternative staff member, while primary contact is out of the office or on vacation.

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From the dashboard view, staff can view the number and type of requests assigned to them at any given time. In addition, the dashboard allows for robust statistical reporting (1.9), including number of requests open, number of requests closed, number of similar requests and the number of comments submitted. Finally, staff can stay up-to-date on current announcements.

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PublicStuff, Inc, Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Finally, PublicStuff PRO incorporates two types of push notifications, which offer multiple benefits to the City of Santa Clara. The first is automatic push notifications. These notifications will send a push notification to the original reporter and supporters/followers based on any changes to the status of a request or comments that are made. This allows citizens to know when city staff have received the request, are working to fix the issue, and when the problem has been solved, in real-time.

The second type of push notification is a customized notification (1.10). These messages can be customized around any city announcement/information and are easily sent through the PublicStuff PRO notification control screen. In times of emergency, PublicStuff push notifications can be used to provide urgent public safety notifications. From the PublicStuff PRO site dashboard, city staff can create a message with a title that will be sent as a push notification directly to the mobile devices of resident users. A great example of this feature was utilized by Philadelphia during Hurricane Sandy in which the Philly311 app was used to broadcast important information to Philly residents.

Notify Your Mobile Citizens
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PubHcStuff1 Inc. !_)_ Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
System and Data Integration
PublicStuff PRO can integrate into any third party systems as a direct integration or through our APls, which we publish openly through the Developer Toolkit (publicstuff.com/developers). We focus on creating bi-directional integrations with 3'd party solutions. Data originally submitted through PublicStuff is sent directly to the 3'd party system. Any updates, comments and closed status are then sent back to the PublicStuff system. This will trigger the notification process back to the resident(s). Moreover, PublicStuff has the ability to work with Microsoft Office programs for document creation and attachment to requests, the ability for pictures and maps for attachment and viewing, and handles Adobe PDF format viewing.

Below is an overview on how our integration process functions:

Step 1: Choose what you want
t'he PubllcStuff system to do
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PublicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Integration of Third-Party Websites within Mobile Applications The unique Widget system within the PublicStuff platform allows staff to create "apps within the app". This provides a scalable solution to meet future needs of different departments without having to procure additional single function apps. This also allows citizens to access one app that does it all as opposed to downloading and engaging with multiple apps from the city.

Below are some examples of how other cities have leveraged the platform to create widgets for their city and for more information on this, please visit www.publicstuff.com/developers.

Elk Grove Waste
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DigiTally City Pa,ks
Residents and visitors
can find information
about nearby parks by
location and activity
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DigiTally Online
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owners in Tallahassee
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City of Santa Clara RFP, Mobile/Smartphone Application
Resident Portal & !Frame Integration within Third-Party Websites The Citizen Web Portal and submission form is built inside a responsive iframe that will fit optimally to any defined space in a webpage. It can also be integrated into the City's social media pages such as Face book. PublicStuff also hosts a complimentary web portal for the City of Santa Clara on publicstuff.com to receive web traffic landing at PublicStuff.

This simple line of code is: <iframe height="900" frameborder="0" width="100%" src="https;//iframe.pubf icstuff. com/# ?client_ id=431 "></iframe> All content within the public web portal is easily translated through a drop-down option into over 60 different languages. Moreover, PublicStuff Knowledge Base (FAQ feature) is enabled and populated within the iframe; users do not need to navigate another FAQ page (2.3).

Overview of Service Request Process
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City of Santa Clara RFP, Mobile/Smartphone Application
Reporting
PublicStuff PRO includes a robust reports function that breaks out submissions, performance, and data. This data can then be filtered by any field to track city metrics, performance and trends. With custom reporting, the City of Santa Clara can produce an unlimited number of reports/views, so that they can gather data on request submissions, user activity, departments, staff, submission channel (iPhone, Android, etc) and many other options, including reports by:
request type; status; requestor; assigned to; geo-location; who entered request and where routed; time to completion.

Report visualizations are beautiful, easy-to-use, and customizable; moreover, like all features in PublicStuff PRO, reports can be customized to include any branding required by the City.

Reports can be previewed prior to printing. All data can be exported into various data formats, including excel.

Pub!icStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
ATTACHMENT,\- PROPOSAi. FORM&. PROJECT CONTJ.i,OS
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City of Santa Clara RFP, Mobile/Smartphone Application
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PublicStuft, lnc. Propri1:.:tary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application

ATTACHMENT B - SCOPE OF WORK/SERVICES
The project will be approached in three phases:
• Implement the best solution (Mobile/Smartphone Application) possible for the City of Santa Clara, and deploy the solution to capture City related infrastructure reporting and requests, City Manager's Office requests and power outage notifications. • The City will then broaden its reporting and requests categories to include other categories such as utilities, planning & inspection, non-emergency public safety and animal control. Targeted completion dates to be determined. • Integrate with existing work order systems through Web Services or Web Application Protocol Interface (API) standards and other applications such as GIS, content management system (CMS) and social media.

PublicStuff response to proposed project approach/phasing: As part of the standard PublicStuff client model, PublicStuff offers dedicated Account Management and Integration Support. The phased rollout request above will be supported in this proposal; no additional implementation services fees will apply (with the exception of time and costs for onsite work).

Other Work Related to Project
No. Category Ranking Functional Requirements PS Response The dashboard should allow easy
configuration, operation and
maintenance by City personnel,
DDl Dashboard Features A without requiring vendor interaction Included in proposal or significant custom development
including the addition, modification
and deletion of custom fields.

PublicStuff, l11c Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
The dashboard should allow individual
staff or workgroups to monitor,
DD2 Dashboard Features A contribute more information to, re- Included in proposal categorize, redirect, and promptly respond to, the requestor's service
requests.

The dashboard should allow the
D03 Dashboard Features A option to enter "staff only" notes in Included in proposal the service requests for internal communication.

The dashboard should allow staff to
generate customizable and exportable
D04 Dashboard Features A reports for distribution to Included in proposal management in common data format
such as XML, Excel, and delimited files.

The dashboard must be compatible
D05 Dashboard Features A with all the major web browsers Included in proposal including but not limited to: IE, Safari, Chrome, Firefox
PublicStuff, Inc. Proprietary & Confidenti<1l
City of Santa Clara RFP, Mobile/Smartphone Application
The dashboard should allow staff to
D06 Dashboard Features A
enter new service requests as a result Included in proposal of a report by phone, email, walk-in or self-initiated request.

The mobile application must conform
M01 Mobile App Feature A to the look & feel of the City of Santa Included in proposal Clara branding. See http:/ /santaclaraca.gov
The mobile application must be easily
M02 Mobile App Feature A accessible from the mobile's Included in proposal corresponding app store and a link from the City's website.

M03 Mobile App Feature A
Provide smartphone apps for the Included in proposal following platforms: Android and iOS The mobile application must provide a
method of attaching to the request,
M04 Mobile App Feature A electronic image(s) from the mobile Included in proposal device's camera or from an existing
library of images.

PublicStuft, lnc. Proprietary & Confidf:'ntia\
City of Santa Clara RFP, Mobile/Smartphone Application
The mobile application should be map
based and utilize location-aware
MOS Mobile App Feature A technology. Requestor must be able to Included in proposal make more precise adjustments or
enter a street address for more
accurate location reporting.

The mobile application shou Id display
any existing/open service requests in
M06 Mobile App Feature A proximity, to verify that the new Included in proposal proposed request hasn't already been
submitted by another requestor.

PublicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
The mobile application should allow
requestors to submit requests initially
without registering personal
information. The system should then
M07 Mobile App Feature A
immediately send acknowledgement Included in proposal to the mobile app, to include a unique case number, summary of the request,
as well as instructions directing them
to the public facing web portal for
registration and follow up.

The mobile application should allow
the requestorto submit a request
MOS Mobile App Feature A
publicly or privately (for requestor's Included in proposal and key staff eyes only) for sensitive cases such as crime tips or internal
only reports.

Pub!fcStutf 1 Inc Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
The mobile application should allow
requestors to choose up to two levels
of categories for their requests.

M09 Mobile App Feature A Example, a level one category may be Included in proposal "Street Repairs" with secondary level
categories such as "Potholes" and
"Cracked Sidewalk"
The mobile application should allow
subsequent requestors to follow or
MlO Mobile App Feature A "like" existing requests to give them Included in proposal the same benefit of notification as the
original requestor.

The public facing portal must conform
P01 Public Facing Portal A to the look & feel of the City of Santa Included in proposal Clara website, see http://santaclaraca.gov
The public facing portal should allow
requestors to submit new requests,
P02 Public Facing Portal A register contact information, follow~ Included in proposal up and update their requests, and see
existing requests statuses.

PubltcStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
The system should facilitate role-level
501 System Feature A administration and access in the Included in proposal dashboard.

Requests should be routed
automatically to appropriate City
502 System Feature A departments or divisions based on Included in proposal user configurable parameters for
resolution.

Automatically notify requestors of
503 System Feature A status changes, progress, redirects and Included in proposal completion via email.

Retain requests transaction history
504 System Feature A indefinitely and allow for export of the Included in proposal data for archive.

The system should be able to provide
support of the MAPI (Messaging
sos System Feature A Application Program Interface) and/or Included in proposal SMTP (Simple Message Transfer Protocol) for seamless integration to
the City's Exchange email system.

The system should adhere to the Open
506 System Feature A 311 application program interface Included in proposal (API) standards specification.

The system should be able to send
507 System Feature A emergency or important public Included in proposal announcements to the mobile app e.g. power outage notifications
The system should be able to integrate
with Lucity, Chameleon, Utility Outage Included in proposal 508 System Feature A Management System, Content (additional fees may Management System and other City apply)
applications
PubiicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
In the dashboard, provide facility to
make custom configuration to the
DD7 Dashboard Features B mobile app to link to City web Included in proposal resources including, social media, RSS
feeds or other mobile apps.

Provide support for active directory Included in proposal D08 Dashboard Features B (additional fees may integration for staff. apply) Provide a method of attaching to the
Mll Mobile App Feature B request other electronic files such as Included in proposal video or audio.

The system should provide a tablet-
M12 Mobile App Feature B optimized interface to the dashboard Included in proposal via web browser or tablet app to facilitate field worker access.

The system should allow the
M13 Mobile App Feature B submission of requests and check Included in proposal request status via Facebook and other social media channels.

The public facing portal should allow
the requestor to cancel or "un-submit"
their request so it will no longer show
P03 Public Facing Portal B on the web portal. The system should Included in proposal be able to keep track of "un- submitted" requests and notify staff
to cancel any scheduled work
associated with it.

The mobile app should display crime Included in proposal M14 Mobile App Feature B information on a map using data from (additional fees may service like crimereports.com apply)
The portal should be able to display
D09 Public Facing Portal B crime information on a map using data Included in proposal from City applications
The system should be able to integrate
S09 System Feature B with the City of Santa Clara GIS layers Included in proposal and the ESRI platform
PubiicStuff 1 lnc Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Provide smartphone apps for
M15 Mobile App Feature C Windows Mobile, BlackBerry and/or Included in proposal SMS platforms.

Integration with the City website Included in proposal
D10 Public Facing Portal C (additional fees may content management system apply) D11 Public Facing Portal C Provide option for translating into Included in proposal multiple languages PubiicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 2 -· Profile of the Proposing Firm
PublicStuff, Inc. (FIN: 45-4740121) is a venture capital-backed, Delaware-based corporation, headquartered at 214 West 29th Street, Suite 205, New York, NY 10001. All company employees and officers work out of the headquarters office, and can be reached at (347) 442- 7227. PublicStuff does not operate under a parent company, or with any general or limited partners. No lawsuit or litigation has resulted from any performance of services, to date.

PublicStuff was founded in 2009 and has operated continuously under the name of PublicStuff since that time. Today, the PublicStuff platform is a civic engagement tool that connects residents and local governments, providing city-branded mobile and web access points to help improve the quality of life in over 100 communities.

The mission of PublicStuff is to help local governments, such as the City of Santa Clara, connect residents and staff to improve their communities via robust and comprehensive, yet easy-to­ use and low-cost, technology solutions. All product development is done in-house.

Operating under a software-as-a-service (SaaS)-based business model, all company revenue results from direct agreements for services with partner cities. PublicStuff does not in any way monetize citizen use of the service, whether through digital ad sales or third-party use of citizen data. Accordingly, PublicStuff provides its services only in communities in which it is an explicit partner of the local government and on websites sanctioned by our partners, ensuring that we are always aligned with the interests of all stakeholders committed to advancing good government for those communities.

Over the last 9 months, PublicStuff has doubled in size, with expansion into Europe and growth throughout North American (including Canada). With regard to stability, PublicStuff has raised over $6.5 million in institutional funding, making our Company one of the most financially stable vendors in our space. Beyond financial capital, we enjoy the ongoing support and advisement from our investors (who are among the leaders in tech as well as innovation in government) with regard to the Company's strategic direction and growth plans. Our leadership team includes both of our original founders, as well as executive experience with some the fastest growing companies in tech, including Groupon, Linked In, and ZocDoc.

PublicStuff does not have an office local office, nor does it plan to deploy any full-time staff to reside in the area during the project. However, across our extensive client base, including several Bay Area cities, PublicStuff has not needed a local presence to effectively service our clients. Our customer service leverage numerous tools and access points to be immediately available and highly responsive to customer issues.

Public.Stuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 3 -· Qualifications of the Firm
PublicStuff is being utilized by the largest cities in the country, including Philadelphia, PA and New York, NY; by metropolitan 311 call centers, such as Evanston, IL (a suburb of Chicago); Open311 cities, such as Vancouver, BC; as well as a significant number of small communities - including clients of well under 10,000 residents, such as the Town of Wendell, NC. Moreover, in a testament to the scalability and functionality of the system, the use cases by which government departments leverage our platform are as numerous as the number of our clients - from managing urban blight and dumping, to preventing West Nile virus and crowdsourcing information following a gaslamp outage, to powering a call center and facilitating police reporting, to publishing broadcast city announcements.

At PublicStuff, we exclusively focus on building industry-leading products that directly address the key goals of the initiative outlined in this RFP. Our dedicated team of 30 associates has the capacity to partner closely with the City through all three phases of this project, and to provide ongoing, "white glove" support for the lifetime of the partnership. In short, PublicStuff has all the necessary resources to own the entire end-to-end delivery of the proposed solution, including all products and services, for the entire agreement. No third-parties will be necessary in order to deliver a complete, end-to-end solution to the City of Santa Clara.

Previous Experience in mobile/CRM implementations include /but are not limited to):

Asheville, NC (population 85,000)
Chandler, AZ (population 236,000)
East Peoria, IL (population 23,000)
Elk Grove, CA (population 153,000)
McAllen, TX (population 130,000)
North Miami Beach, FL (population 42,000)
Pensacola, FL (population 52,000)
Plano, TX (population 259,000)
San Marcos, TX (population 45,000)
PublicStutf, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
ATTACHMENTC-.'IAMPLE TABLE
QUALIFICATIONS OP PIRM RliU TlVE TO CITY'S NliEDS
Pwjlllll ~nroi: tlkm DC:hCriptiM of Tt1U11 Pwj1.-.:;t C1')~t Ptrctmtag.t ilfwod. P1:t\Q(! Wl'!rk C!i,rnl wurk~afo~med fom s.~ ti:spo11.1ih-k WM i.:C-Ol>lc(·
A:.-.::e~s hman~ font<ff\t,t.A Cfl;M &Mobile %,800 ijnnLJ:at f£-e 100¾ ii weeki Sa·e b.el~w Did )'O\lr fitm meet tlie ~,roJe:ct $die.fu!e jCirde,;ine~ (!,:·0 t'.J!..-e ;i bric! st:Hement cf the f!rm·~ adh11:,ence to ti>.e schedufe and budget for 1h'El pm)e-ct; !'ubl11::Stuffprn11ides;, fiat•fee anll we do no~ 11..m ever ot1r annual foa, Oirnni1 Vl11s\1::h, Cf Obg:1w, {'tic-91 3~0-6676
MyOce.;,rsi'de Ocear.~1dl'!,-CA tflM & Mobile $!1,0'10 :;!fltlUal f~Hl 100% l W,aefl See lle!ow Old '\'O\lr firm mee1 th>!' prnjectuJ1edU(-.! (Cifde onei :C...::0 G!ve ~ br?e! sle:t<-ment of the firm'~ ajhererice ta- t!ii? ichedu1e and budget for the proJ~ct Pt1bli1:Stw:ffpro-"\!.'de~ a n,u-fe,:, ansd wtl" ,;lo not run ovf..'r ovt armua\ foe, \'ukan t::r;iuse-arnwn., n Man2get, (760143!:t-3.821
li';iJ..-Nw:Ht PJto Alto, tA CRM &. Moblre sa,ouo ;nnual fe2 lOO'it, 6 wee~s See Below OJd V'Ot.lf firm meet the proje•n ithei:!ule \Ctr,::.t;; ,t,rie! :(~ GJ,•e a !Jt:el' iUtement of lh1!! firm··~ aChere.!'ice to the schedule and budgH for the prolect: f't11l!,cSts1rf pra\!;dr:s a flat.fee and we do not run c,;•er our anr,ual fee. ioe.1 t.'ltno. l'J \"rojerl Man-ager_. 650--j; 29-1.686 PublicStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 4 -- Work Plan or Proposal
Speed-to-market is a core value at PublicStuff and we are continuously optimizing our client onboarding process. By following the proven methodology that PublicStuff has developed through our extensive implementation experience with government clients, the City of Santa Clara will realize its goal of an on-time implementation, with immediate system availability for design and phase 1 functionality within eight (8) weeks or less.

The implementation plan for the City of Santa Clara will be built in collaboration with community project sponsors, prior to contract execution, and will be organized in a Welcome Packet and presented at Project Kick-off in a manner designed to be as simple as possible for staff. In addition, PublicStuff will also provide strategies for the City of Santa Clara to drive change management across departments, including a plan to engage staff within each phase.

For the City of Santa Clara, key implementation responsibilities center on: coordinating project tasks and meeting internal deadlines for arranging training, configuring the system based upon design requirements, creating graphics and design, and making decisions around the launch plan. These responsibilities and key milestone dates will be clearly articulated and agreed to by our account team within a Scope of Work, prior to contract execution. For more detail, a sample project checklist has been included in this chapter, as well.

There are no additional costs associated with the implementation of our services, across the three phases outlined by the City.

In addition, PublicStuff will work with Santa Clara on strategies for resident adoption and best­ practices around user acquisition. A basic marketing launch plan could include (but is certainly not limited to) tactics outlined below. However, PublicStuff would also welcome the opportunity to collaborate with the City of Santa Clara on a broader plan that incorporates the City's new branding strategy, as well as your communications plan specific to Levi's Stadium, as well as your plans for leveraging this new City asset to drive residential growth and ongoing economic development.

Pre-Launch:
• Schedule a kick off call with the PublicStuffteam to discuss marketing strategy and determine public launch date.
• Brand your PublicStuff system.
o Name your App. Examples include: Access Fontana, Dormont Delivers, Philly311 o Brand your mobile app with an image and custom widgets. • Draft a press release to be sent to relevant media platforms with quotes from project leaders in your City staff.
• Identify potential community partners to promote your PublicStuff system.

PublicStuff, Inc. Proprielary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
o Examples include: downtown agencies, non-profit groups, community groups, local schools, and business associations.
• Include links to your PublicStuff program and iFrame code on your city website. • Follow PublicStuff on Face book and Twitter for cross promotions.

Public Launch:
• Send out a PublicStuff "Dear-valued-resident-intro-letter" to residents via direct mail or email.
• Distribute press release announcing the launch of PublicStuffto local media. • Host a press conference to announce the PublicStuff request tool in your City. • Announce PublicStuff on your Social Media channels:
o Sample messaging: Download PublicStuff, our new mobile app to connect with city services and news 24/7!
• Announce PublicStuff on your City's current communication channels . o Water bill
o City newsletters
• Customize and distribute flyers to local businesses, residents and community organizations, transit stations and more.

Implementation Plan - Phase 1: 8 week estimated time frame Work Deliverable Team Members ActJvify/Role Date
Kick-Off Account Manager (AM) Coordinating & leading kick-off meeting. Week 1 Santa Clara Staff
Project Mapping AM+ PS Tech Map project and business requirements with Week 2-5 Santa Clara Staff each department lead.

Implementation AM+ PS Tech Implement work flow and business requirements Week 3-5 Santa Clara Staff
Marketing Plan AM Prepare marketing and launch plan Week 3-8 Santa Clara Staff
Administrator Training AM Administrator product training Week 2 Santa Clara Staff
Knowledge Base AM+ PS Tech Discuss and set-up KB Week 2-4 Santa Clara Staff
Set-up Customized Text Number AM+ PS Tech Create a unique number for Santa Clara Week 5-6 and Toll-free Number (if needed) Santa Clara Staff residents to text and call into PublicStuffsystem Testing & Modification Santa Clara Staff Test and iterate on the system Week 5-8 Staff Training AM Train staff users in one PublicStuff-led remote Week 7-8 Santa Clara Staff training session
launch Santa Clara Staff Prepare launch plan Week 7-8
PubHcStuff, Inc Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application

PUBLICSTUFF
lrnplernenting PublicStuff Checklist
For a smooth and successful launch, PublicStuff site managers should use this checklist as a guide to the implementation process. This checklist also includes information pertaining to third party system integrations and the PublicStuff Knowledge Base.

Week One
Kickoff
Kickntf
Week Two
Custom
Ur anding
i<nowledge
Ba:-se
PublicStuff, Inc.

Schedule 30-minute kickoff call with Publicstuff Account Manager Invite key municipality staff to kickoff call
D Review Implementation Timeline and other implementation materials □ Schedule Site Admin Training with PublicStuff Account Manager Confirm Web Services and APilicense for 3rd party system Locate docwnentation and contact information for 3rd party system □ Site Admin Training
□ Schedule with your PublicStuff Account Manager
□ Invite key municipality staff (IT, Dept. Heads)
D Collect required information for service request types □ Resources: Site Population Spreadsheet, Service Request Setup Checklist, Publicstuff Services Worksheet
□ Determine app name
□ Meet with key staff to brainstorm and decide on a name □ Resource: PublicStuff App Name Suggestions
□ Prepare Custom Branding
□ 1600 x 1000 px Registration Screen Header
□ 1024 x 1024 px App Icon
□ Resource: Publicstuff Branding Guide
□ Knowledge Base Training
□ Invite key staff that will create articles
Getting Started wtth PublicStuffChecklist
Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Custortr
f3randlng

PUBLICSTUFF
D~!!!'rmSne who will tnarket and promote the nMq app and satU't.rite to residents
0 Begin Po;;ml•ti•K lietl'$, ll¢NI>l1;J,Jl\t;,SoP,lt•.K,t'l}l~~t'))!j,;,,,.,.,,:1.wotl<l\Ol'I~ □ Consult-with dep:artuient he-ads ()lfi oo'.rttent for w1dSei:! 0 li. .. oure<>: l'ublkStuffCuldo to Widget.

D Subm,tCUJStom B,,.ndl>1g tol'ubll<Stuff
0 Registra\!011 screen Head•r, App !OOn, App Nam•, O.scr!ption and Keyword,
l''t,. ,,,·,"" I 0 , , .tgf,;;,,,k,, 1 Cl
Jl.'!l·,<,WS\'':,Ci•:•, Q
Provide endpoint a.nd AP1 aettss- information tu Publk.Stuff Provld• list of oo)ectll to imp 1111th Publi<Stuff AP!
Provide documeti.ta.tiot'i and contact i::nformatJon for·3~ party isystem I
t~rn;v~¾'k:·dg_H l O
B:11-2
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St~t,up
lr0lnlnt; f,,,,­
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tJ Complete Populatkm of U.iYJta_, Oepartttxenti,Rm:·;,,,1-r:.¢.Rtques.t .'I:t41e11 Mill w lltllllrm•
0 Review entered de.fa o-:n iframe and mobile ap.p and ma.k-e llny necm.s.ay chang"'
0 ltcsGU.rte: Service ReigUC'f>t Setup Ched<lis.t
Schedul<, StaffTralnlng
Internals.oft laundi announeemi!nt to staff
Testing with tnt.et't'lal ust-n and external user group Marketing I Cl
intc~gY-nrhJ.n i O
·,,,,>,,.,,, .. ·,V•' l
!ll!l/loW PuhlieStuffmrk•tmg template•
0 ~SO~: Press ltelf:'ilS.-0, Social Media G-~1dit1 NL11."1Slc\ttu', !nt•m•l £n'Ulil
T6sdng ofinte~raUon between Pub-lk:Stuffand thirdµarty system Pub!icStuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
52*_,i! DHU'l
Sfct, UI}
PubiicStuft, !nc

PUBLICSTUFF
i O P.repw-e 11,iess release and other launch day n1t.•stagft-s i 0- senrl internal C'frUtll ano.ounc@mtnt to rtiunidpaUty mff t:I Dele:te all te31 and sarnple ru,que:s~ froru Publk':Stuff Pro 0 V•rify all st•ff user,; can log Into PublleStuff Pro
0 Flm!Uw all widg•ts i!l l'UbllcStuff Pro Hattal!£,W1dg,:i;, □ :Embed: ifr::a.:i:ne on rrminidpality w®i.ite
Send press release a11d be a:vailable for press questicHi& Stmd lai.mch day messages
Mon-Hor support channels for qu!!-Stioni, I food.b.ick ftotn residents Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Training
Once the system is fully set up and configured with the correct service request categories and workflows, our focus is on proper education of both staff and residents through live training webinars and extensive marketing efforts.

PublicStuff provides training and ongoing support to meet the City's needs. Training sessions will be provided via webinars lasting approximately 60-120 minutes, depending on the training group. The following is an overview of the types of training sessions:
• Administrator Training: This training session lasts 60 minutes and covers all setup components ofthe system, modifying agents, updating mobile applications and more. • Staff Training: This training session lasts 60 minutes and covers the details on how to submit service requests, manage them and obtain reports.

All training sessions are recorded and sent to staff for future reference. Additionally, training materials and videos are accessible through PublicStuff PRO at our Client Resource Center. We provide step-by-step guides for your staff and managers as well as information on marketing leading up to and after the launch of PublicStuff. All materials are continuously maintained, and reflect the most current version of our applications. Moreover, as client success is a core value of ours at PublicStuff, we provide this resource to all clients at no additional charge.

PublicStuff does not usually conduct on-site training as we find our webinars to be equally effective and more convenient for City staff, and have successfully launched more than 100 clients with this methodology while passing cost savings onto our partner City.

However, on top of the above approach, PublicStuffwill also conduct on-site training to the team, if desired, at a highly discounted rate - as we understand that training is something that is extremely important to the City.

This is one more demonstration of our desire to develop a unique partnership with the City of Santa Clara, as we see a great potential for our platform to see significant adoption among your residents.

Public.Stuff, Inc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 5 -- Proposed Innovation
As a single platform, the PublicStuff system, as proposed, reflects all of the best practices, most recent product enhancements, and current learnings of our client partners. Each day, we work to build a better product and to provide more value to our clients. Moreover, because of our core business model, we work to ensure that all of these improvements reach every one of our clients. Santa Clara will benefit from such ongoing innovation at no additional charge.

Examples of our continuous improvement across each area of our business include:
• Product: we leverage agile development methodologies to ensure the continuous improvement of the platform. Because of our ability to constantly improve upon our platform, PublicStuff currently incorporates the most contemporary design principles, based upon ongoing usability testing which ensures an exceptional user experience. In demonstration of this, PublicStuffv3, released in April and featured in this proposal, is a complete redesign of the user experience and is tangible proof of our commitment to user experience.

Moreover, beyond allowing clients to embed their own widgets (or "apps within the app"), our development team dedicates meaningful engineering time each "sprint" to push out new native widget tools- expanding the platform's value, out of the box, well beyond 311 service requests.
• Implementation and account management: we have over-invested to create a rich library of on line tools and training guides, giving clients the ability to quickly accomplish implementation milestones and train staff members outside of the core implementation training sessions. These tools have both lowered the costs of our implementations, as well as the average time to go-live, for our clients.
• Marketing and citizen engagement: we study citizen adoption across our entire client base, uncovering trends that are driving engagement. Moreover, this \earning is made actionable, with turnkey recommendations for implementation to our clients.

As part of our implementation plan, we would collaborate with the City to create an annual resident communication plan, with strategies for promoting downloads and adoption prior to spikes in requests to the City occur.

However, beyond our core proposal, PublicStuff sees a huge opportunity to partner with Santa Clara in unique ways. For instance, our platform has the ability to pull in "smart" data from third-party partners. Companies such as Booz Allen have the ability to feed PublicStuff data on potholes, as the develop, automatically creating work orders to fix roads before conditions worsen and result in significantly greater costs (from traffic delays, accident claims, and repair costs themselves). Additionally, we can work with partners, such as Placemeter, to monitor automotive as well as pedestrian volumes around key areas around Santa Clara, giving the City PublicStuff, !nc. Propri1:.:tary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
real insight into how best to manage the influx of traffic around events at Levi's Stadium.

Finally, our system's unique GIS capabilities support layers of mapping and service request routing, which would allow PublicStuffto take requests sent to the City and route them to the appropriate owners, even if they fall outside of City Hall (including County departments and private management companies [such as Levi's Stadium facilities management]).

In short, by working with PublicStuff, the City will create a partnership with a company invested in your long-term success - as well as invest in a product that is not only the most advanced in this space today, but a platform that will be "future-proof" in the years ahead.

PublicSluff, lnc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 6 -- Project Staffing
The PublicStuffteam is a diverse group of employees with vastly different skills and experiences that form a highly effective engine of innovation. Every day, our team strives to deliver technically superior solutions. Our robust system is maintained by a full time in house technology team consisting of back end programmers, front-end web developers, designers, and mobile developers. By working together each day at company headquarters, we can provide unparalleled responsiveness for our clients. In lieu of resumes, links have been provided to each member's Linkedln profile.
~urva Yalamanchi/i~EO
Surya joined PublicStuff with broad set of experience across both small and large companies.

He served as a brand manager at Procter & Gamble (PG) for 5 years working on the Olay brand and in a corporate marketing role. He was also part of the pre-I PO teams at Linkedln (LNKD), where he served as Director of Marketing, and Groupon (GRPN), where he led the merchant group reporting to the COO
Vincent Polidoro, Chief Technical Officer
Vincent has a dual degree in Computer Science and Psychology from Carnegie Mellon University. Prior to working with PublicStuff, he was developing interactive software platforms, including working with large corporations to create voice activated warehouse management software. He also has experience working with Red Zone Robotics, in addition to founding several other successful companies.

Lily Liu, Co-Founder
Lily stays engaged in every project on a personal level and strongly believes in quality over quantity. Lily has been working around public policy issues at the local and national level for over 10 years. Lily has worked with Mayor Bloomberg's Special Projects & Analytics Unit in the Department of Education, a $20B organization. Prior to that, she worked in the City of Long Beach, CA and the Transportation Security Administration in Washington, D.C around policy development and local government management.

Asiya Wadud, Account Manager
Asiya Wadud is an account manager at PublicStuff, where she builds relationships with municipalities and provides product support. A city planner and community development practitioner by training, Asiya has spent the last several years working on projects that leverage new technology to enhance community engagement at the neighborhood level. Asiya has master's degrees from UC Berkeley and Stanford University and a bachelor's degree from the College of Wooster.

PublicStuff, Inc. Propri(-:tary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 7 -- Proposal Exceptions
As noted in Chapter 1, there are no exceptions to the functionality requirements of the City found in our proposed solution. That is, in its current release, the PublicStuff platform meets or exceeds the requirements of the City of Santa Clara (including all "Desired" and "Nice to Have" features), as outlined in Attachment B of this RFP.

With regard to the standard contract terms in the RFP, a small number of sections have terms that are usually amended when contracting with our clients: Section 3 (not applicable to service); Section 11 (given the upfront investment made and costs amoritized via a Saas business model); and Section 12 (except for in the event of a sale, this is otherwise fine).

PubllcSi.uff, lnc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 8 -· Ongoing Support
The PublicStuff account management team provides dedicated implementation, training, as well as ongoing, "white-glove" support. Your dedicated account manager can be reached directly via phone and email; city staff can also submit tickets online.

PublicStuff is a cloud hosted solution, so all City and County staff, as well as citizen users are always upgraded simultaneously, without any interruption to service. Our mobile applications are also all updated at the same time, and in a way to ensure that legacy versions of our app (in instances where users forget or refuse to update their applications) are still fully supported.

Significant updates to the City facing software (new features, improved user interfaces, etc.) are posted in the Announcements section of the Pro dashboard so they are visible to all staff. Early warning is provided to administrators by their dedicated account managers in these cases to ensure the additional features are added without the risk of confusing or disrupting day-to-day operations. There are no additional costs for ongoing maintenance or for system upgrades.

In short, we pride ourselves on exceptional customer service and try to go above and beyond for our partners. Below are our standard terms for technical and customer support that we will include in our contract with the City. Moreover, as a testament to our commitment to our you long-term success, our Account Management team will work with you to schedule regular executive update meetings to review current performance, share best practices from other clients, set new goals for the City, and discuss opportunities for expanded use by City staff.

1. SERVICE LEVEL COMMITMENT.

1.1 General. PublicStuff shall use commercially reasonable efforts to maintain the Minimum Service Level during the Term of the Agreement.

Uptime Availability of the PublicStuff Service
with al\ material functionality
Monthly 99%

1.2 Service Disruption PublicStuff will inform Customer, by email (or other prompt means if email is unavailable), of any service disruption, unless such disruption is of an insignificant nature (less than l hour).

PublicStuff will use commercially reasonable efforts to restore service as soon as reasonably practicable and inform Customer by email (or other prompt means if email is unavailable) once service is restored.

PublicStuff, lnc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application

1.3 Exceptions. The following downtime minutes will be excluded from the measurement of compliance with the Minimum Service Level: (i) downtime minutes related to scheduled maintenance; (ii) downtime minutes related to any matter constituting force majeure pursuant to Section 10.5 of the Agreement; (iii) downtime minutes resulting from acts by Customer other than in accordance with the Agreement, including but not limited to any negligence, willful misconduct or use of the PublicStuff Service in breach of the Agreement and (iv) downtime minutes resulting from data or transmission quality issues outside of PublicStuff's reasonable control. All scheduled maintenance will be conducted between the hours of 12:00 a.m. El and 6:00 a.m. El. PublicStuff at its sole discretion may plan additional scheduled maintenance which will be communicated by email to Customer at least 24 hours in advance with notice of how may hours of downtime is expected.

1.4 Support Hours. Normal hours of operation are 9am ~ 6pm ET, Monday through Friday, excluding PublicStuff-observed holidays. Outside of Support Hours, Customer can access PublicStuff support at https://pro.publicstufLcom/marketing. PublicStuff will use commercially reasonable efforts to address issues within 6 hours during Support Hours and within 12 hours outside of Support Hours. For system down issues, PublicStuff will be available 24x7.

Public.Stuff, lnc. Proprietary & Confidential
City of Santa Clara RFP, Mobile/Smartphone Application
Chapter 9 -· Project Cost Sheet&. Rates
PublicStuff has designed our business and delivery model in such a way as to ensure that Santa Clara realizes all of the value described in this proposal without the risk of unplanned project expenses or cost overruns. All core solution components are fully "baked" into a single, low­ cost subscription: all software license, software hosting (no hardware is required by the City), system setup, configuration, implementation, training, upgrades, support and maintenance fees are all included in the proposal below. Integration fees may also apply, based upon the 3'd party system. However, this fee will also be quoted on subscription pricing basis.

Mobile Application
iOS, Android, Blackberiy & Windows Phone
City User Accounts
API & Integration Support
Mapping (GIS Integration)
Reporting
System Setup, Online Training & Marketing
Documents & Manuals: 24x7 Resource Center
SMS Text Submission
Maintenance & Support
Custom (branded) in-app store application
Web application for City website and Facebook
Unlimited Widgets
Enterprise PRO bundle· 100 Users
·-----<
Included
ESRI Enhanced
Enhanced Reporting 8, Analytics
Included
Included
Included
Account Manager
1--------------------........;~--------------------·--·- Phone Submission IVR It
PublicStuff PRO CRM & Citizen-facing Tool Suite $15,400 Lucity Integration $2,000
Chameleon Integration $3,000
Active Directory Integration $1,000
Optional: Onsite training $1,000 / day (plus travel)
Optional Module: Knowledge Base (Annual) Waived for Year 1 Total Annual Subscription $21,400
Pub!icStuf( Inc. Proprietary & Conf\dentid!
City of Santa Clara RFP, Mobile/Smartphone Application

ATTACHMENT D- COST PROPOSAL
I. Total Price for Mobile/Smartphone Application
$15,400/ year; 21,400/year, including integrations
ll. Breakdown of proposed costs for the types of services to be provided. Indicate which Items are considered taxable. Pricing for the Items will remain valid for the terms listed beiow .. (Attacb additional pages If necessary)
We desire o,,e customized prfoing that will meet all our needs witlwul having to negotiate complex mu.ltiple-tiered pricing matrixes.

Description of License:
• Licensing llmitation such as how many users can simultaneously access the administrative dashboard?
• Population based liCt.--nsing?
Pricing based on population licensing based on
117K residents. 100 licenses are included.

Initial lmplcmentadon Fee and lst Year License, Mainh,"Uance and Integradon with internal applications
• Year 2 License & Maintenance $15,400/ year;
• Year 3 Lie<.--nsc & Maintenance 21,400/year, including integrations Technical Support Fees Included in annual subscription
Cost of future enhancements (rater 10 B, aru:l Cs in the Evaluation Crilc>ria Section} Cost of Upgrades Included in annual subscription
Training Included in annual subscription
Cost of On-site Consulting when needed $1,000/day + travel PublicSiuf/, Inc. Proprietary & Confidential
PUBl.lCSTUFF
City of Santa Clara, CA
PublicStuff CRM and Mobile Applications for Citizen Engagement and Request Reporting Summary of Responses for the City's RFP Committee, 9124114 (1) Lucity Integration
Summary of our integration to Lu city:
• PublicStuff and Lu city have a formal partnership that allows for a seamless solution to clients (additional information provided in a separate document) •
•
•
Lucity has designed a module to specifically integrate with PublicStuff, allowing for a very turnkey, procedural integration (outlined below)
Service request updates and comments are sent by PublicStuffto Lucity Status updates and comments are pushed back to PublicStuff by Lucity References include: Fontana, CA; Chandler, AZ; Pensacola, FL The implementation steps for the integration are as follows:
• City: Activate (or verify activation) of Lucity API
• City: Verify Lu city version number and documentation • City: Identify Lucity contact to work with PublicStuff • PublicStuff: Send production server IP address
o Server: 198.101.155. 95
o If needed, open up ports 80 and 443
o Establish two-way communication, using TCP
• City: Provide Endpoint URL for the API
• City: Open development server to IP addresses
• PublicStuff: Verify access to endpoint
• PublicStuff: Verify XML return
• City: Send Lucity category and problem codes needed for integration • City: Send or add service request information for input into PublicStuff for each service request handled by Lucity
• PublicStuff: Write the integration
• PublicStuff: Test
Proprietary & Confidential - Please Do Not Distribute
September 24, 2014
(2) Accela Integration
Summary of our integration to Acee la:
• PublicStuff and Accela maintain a strong business relationship, with our CE Os meeting quarterly to review the partnership
Accela has a very solid API and strong documentation; however, as opposed to Lucity, they have not written a unique module for integration to PublicStuff • Therefore, PublicStuff has written both sides of the integration:
o One service to send requests and comments
o Another service to pull for status updates/changes and comments o Additional customization (e.g. non-service request object types; advanced workflow routing; etc) is available
• References include: McAllen, TX
(3) Uptime
PublicStuff will contractually represent our ability to provide 99.9% uptime. If, in any month, PublicStuff fails to deliver this level of uptime, PublicStuff will provide one (1) additional month of service to the City of Santa Clara at no charge.
(4) 100 Users License Count
Based on City's of similar size and use case, 100 licenses should meet or exceed the needs of Santa Clara. That said, pricing for additional licenses is $100/user/year; for $10,000/year, the City could acquire an unlimited of users.

If the City would like to negotiate a higher number of licenses within the initial agreement, we are happy to evaluate this within the context of other, holistic considerations during contracting. (5) Professional Service Agreement Terms
Comments Provided. To be discussed during the call.
p. 2

PUBLICSTUFF
(5) Work Plan Overview
Below is an initial work plan for the phase 1 implementation (graffiti only), as discussed during the our on site interview earlier this month.

PublicStuff-CITYNAME lrnp!en1entation Agreen1ent
The purpose of this Agreement is to outline a roadmap that ensures a successful launch for the CITYNAME. This document outlines the mutually agreed upon roles, responsibilities, and due dates for CITY NAME and PublicStuff to hit the mutually agreed upon launch date of DATE HERE.

Phase Scope Who
Training CITYN AME Own er:

Completed: DATE CITYNAME Escalation:

PublicStuff Owner:

PublicStuff Escalation:

Site Set-up CITYNAME Owner:

Completed: DATE CITYNAME Escalation:

PublicStuff Owner:

PublicStuff Escalation:

Custom Branding & Mobile CITYNAME Owner:

Completed: DATE CITYNAME Escalation:

PublicStuff Owner:

PublicStuff Escalation:

Marketing CITYNAME Owner:

Completed: DATE CITYNAME Escalation:

PublicStuff Owner:

PublicStuff Escalation:

CITYNAIVIE PU BLICSTU FF
p. 3

PUBLICSTUFF
Week 1
Kickoff
Pos\.

Kickoff
Mobile App
Transfer
Week 2
Training
Site Data
Setup
Custom
Branding
&
Mobile
□ Schedule 30·minute kickoff call with PublicStuff Account Manager
□ Invite key municipality staff to kickoff call
□ Review Implementation Timeline and other
implementation materials
□ Schedule Site Adm in Training with PublicStuff Account Manager
□ Alert previous mobile app provider to impending mobile app transfer
D Site Adm in Training
0 Schedule with your PublicStuff Account Manager
D Invite key municipality staff (IT, Dept. Heads)
□ Collect required information for service request types D Resources: Site Population Spreadsheet, Service
Request Setup Checklist, PublicStuff Services
Worksheet
D Prepare Custom Branding
□ 1600 x 1000 px Registration Screen Header
D 1024 x 1024 px App Icon
D Resource: PublicStuff Branding Guide
D Submit Custom Branding to PublicStuff
D Registration Screen Header, App Icon, App Name,
Description and Keywords
Marketing I □
Determine who will market and promote the new app
and service to residents
PUBI..ICSTUFF
Lead
Lead
I
Time
30-60
mins
15 mins
15 mins
Time
1 hr
1-6 hrs
1 hr
115 mins
p.4
\Neck 3
□ Begin Populating Us~ De12artments! Service Reguest Lead Time Site Data Types and Workflows
Set-up □ Consult with department heads on content for widgets 1-8 hrs □ Resource: PublicStuff Guide to Widgets
Week 4
□ Complete Population of 1!_~ Departments, Service Lead Time Site Data Reguest Types and Workf!ows
□ Review entered data on iframe and mobile app and 1 hr Set-up make any necessary changes □ Resource: Service Request Setup Checklist
□ Review PublicStuff Marketing templates
Marketing □ Resources: Press Release, Social Media Guide, 1 hr Newsletter, Internal Email
WeekS
Training & □ Schedule Staff Training Lead Time
□ Internal soft launch announcement to staff
Testing □ Testing with internal users and external user group 1- 5 hrs □ Prepare press release and other launch day messages
Marketing □ Send internal email announcement to municipality staff □ Embed iframe on municipality website 1 hr
Siti?. Data
,~
Delete all test and sample requests from PublicStuff Pro I
130 mins Set-up Verify all staff users can log into PublicStuff Pro Custom □ Finalize all widgets in PublicStuff Pro r'{l.9na_g§ __ Wk]g~.1§.

Branding&. □ Open each widget to verify proper display and content 30 mins Mobile
p. 5
PUBLICS.TUFF
\/\/eek 6
Launch
D Send press release and be available for press questions D Send launch day messages
D Monitor support channels for questions/ feedback from residents
D Verify all submitted requests are received by staff and responses are sent.

Lead Time
1 hr
(6) Training - Detailed Approach
As noted in our RFP response, our training plan is as follows:
• System Administrator Training (takes place within 1-2 weeks of kick-off) •
•
o This training is typically 60-120 minutes, and emphasizes all aspects of system setup o The training is recorded for future review, and admin staff are immediately granted access to our Client Resource Center, which is a repository of tutorials, on line videos, and best practice overviews
o Our dedicated Account Manager will be available thereafter for answering questions as well as providing additional, ad hoc training
Staff Training training (takes place within 1-2 weeks prior to go-live) o This training is typically 60 minutes, and emphasizes all the tools needed for staff to work in the system
o Thereafter, PublicStuff holds general trainings each month for all customers, which any City staff can attend (both new hires and current users looking for a refresher) In Summary:
o PublicStuff strives to train all users of the system (at all levels) upfront, following a train-the-trainer approach thereafter.
o This training approach is complemented by ongoing, dedicated Account Management throughout the lifetime our the City's relationship with PublicStuff o PublicStuff typically does not offer onsite training, but would be willing to include this service, if desired (at with some additional cost), within the context of a broader contract negotiation
p.6

PUBLICSTUFF
p. 7

PUBLICSTUFF

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBITB
O1ll)ERSCHEDULE
The Order Schedule is more fully described in the Contractor's proposal entitled, "Pro Edition Order Schedule (OS) Confirmation" dated October 21, 2014, which is attached to this Exhibit B.

Agreement with PublicStuff, Inc./Fee Schedule/Exhibit B Rev. 8/26/14; Typed 10/14/1 5

PUBLICSTUFF
Pro Edition Order Schedule (OS) Confirmation
General Information
Client Name City of Santa Clara, CA
Client Contact Vanna Gissler
408-615-5537 •. . .·
·.·
Client Contact Email vg issler@sa ntacla raca. gov . .· •.

Accounts Payable Information
Accounts payable contact will receive invoice via email. Please enter their information below:
.. . .·
AP Contact Vanna Gissler
AP Address .· City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
.
.

AP Contact Email [email protected]
.

Agreement Term*
Invoices will be sent out using the term start and end dates below:
. .. •
Term Start November 10, 2014 . .
.

Term End November 9, 2015 . ...
*The City has the option to renew the Order Schedule and Agreement for two additional one­ year terms.

PublicStuff, Inc.
214 W 29th Street, Room 205, New York, NY 10001 I email: [email protected] I phone: (347) 442-7227 Description of Scope of Services
PublicStuff, Inc. ("Contractor") will provide Client with access to Contractor's citizen engagement & workflow management suite (thf' "Scope of Services"), which includes the following:
• Custom branded smartphone applications
• Public-facing web portal
• Cloud-based CRM and administrative dashboard
~
. .·• .

Staff User Accounts 200 included (100 standard, plus 100 additional licenses) -:'
Mobile Application • City branded in-app store application for iOS, Android & .·
Windows phone, with Unlimited widgets. General Blackberry app .
. . . . .

Mapping Features • • Google (standard) and ESRI (enhanced) .

AP! Document & Support Included
.

Knowledge Base Included
Dynamic Translation Included . . .

Reporting. Enhanced reporting with analytics
. . · .

System Configuration • Remote, account manager assisted . .

Training . Onsite, account manager assisted
. . ·
Account Support Account Management support is available Monday through ' . Friday between 9:00am and 6:00pm EST, excluding holidays . . • . . .

Marketing Support At cost**
**During the initial term.

PublicStuff, Inc.
214 W 29th Street, Room 205, New York, NY 10001 I email: [email protected] I phone: (347) 442-7227 Products & Pricing Conditions
In no event shall the amount billed to City by Contractor for services under this Agreement exceed twenty-four thousand nine hundred dollars ($24,900), subject to budget appropriations.

The basic service amount shall be seventeen thousand four hundred dollars ($17,400).

Optional items are budgeted for seven thousand five hundred dollars ($7,500), for a total contracted amount that shall not exceed twenty-four thousand nine hundred dollars ($24,900).

Order Schedule Pricing
• ·. .

Products & Services • . Billing Frequency .

PublicStuff Pro Annual
Lucity Integration Annual
Active Directory Integration Annual
Total Annual Subscription Annual
. . •.

OptionaLProducts & Services
..

Billing Frequency .

Accela Integration Annual
Onsite Training*** As incurred
Additional Marketing Services**** As incurred
Travel (for Onsite Training)**** As incurred
Total Not to Be Exceeded - Year 1
***For Phase 1, as outlined in Exhibit A, only.
****Amount not to be exceeded, without City Approval.

Miscellaneous Fees/Expenses
• . . •.

Price . •.•
$14,900
$2,000
$500
$17,400
.
. Price
$2,000
Waived
$4,000
$1,500
$24,900
Should travel be required for special projects, City will reimburse vendor for all reasonable out­ of-pocket expenses incurred (e.g., air travel, accommodation, per-diem etc.). Per-diem will be $50 per day, which covers food and out-of-pocket expenses. All expenses shall be billed without any markup. City will require approval in advance of vendor's travel. All travel by vendor will be consistent with City's travel policies and original itemized receipts are required for all items. Estimated travel shall not exceed $1500.00 without City approval.

Where miscellaneous items include consumable or expendable materials such as workbooks, binders, etc., Contractor shall charge the City the actual cost of items purchased with reasonable lowest price procurement methods and receipts are required for all items.

PublicStuff, Inc.
214 W 29th Street, Room 205, New York, NY 10001 I email: [email protected] I phone: (347) 442-7227 Payment
Contractor will send Client invoices based on Exhibit F of the associated Agreement.

Payments will be due within 45 days of the invoice date. Any changes to the Payment Milestone Schedule outlined in Exhibit F needs to be approved in writing by both parties.

Should Contractor not receive payment when due, Contractor reserves the right to discontinue Services upon ten days prior with written notice. Client will be responsible for all costs and expenses (including, without limitation, reasonable attorneys fees) Contractor incurs in collecting late payments not disputed in good faith.

Piggybacking
Client hereby consents to extend to other municipalities the same terms available in this Agreement for use in inter-governmental cooperative purchasing ("Piggybacking'').

Notwithstanding the foregoing, the terms of this Order Schedule and Agreement are Confidential Information.

PublicStuff, Inc.
214 W 29th Street, Room 205, New York, NY 10001 I email: [email protected] I phone: (347) 442-7227

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBITC

INSURANCE REQUIREMENTS
Without limiting the Consultant's indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Consultant shall purchase and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Consultant's insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Consultant; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Consultant to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and
c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits ofliability.

Agreement with PublicStuff, lnc./Insurance Requirements/Exhibit C Rev. 8/26/14; Typed 10/14/15

B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 w1.th policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials, Consultant and/or its subcontractors involved in such activities shall provide coverage with a limit of one million dollars ($1,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.

C WORKERS' COMPENSATION
I. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Consultant included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be wtitten on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Consultant Covered services as designated in the policy must specifically include work performed under this agreement Coverage shall be in an amount of not less than one million dollars ($1,000,000) per occurrence or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney's Office.

Agreement with PublicStuff, Inc./Insurance Requirements/Exhibit C Rev. 8/26/14; Typed 10/14/15

E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Consultant's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 10 03 97 and CG 20 37 10 OJ, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Consultant shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Consultant's msurance.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non­ payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten ( 10) days prior to the effective date of non­ renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non-renewal.

4. Qther Endorsement;. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURANCE RELATED PROVISIONS
Consultant and City agree as follows:

1. Consultant agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services Agreement with PublicStuff, Inc./Insurance Requirements/Exhibit C Rev. 8/26/14; Typed 10/14/15

by Consultant, provide the same minimum insurance coverage required of Consultant, ~xcept as with respect to limits. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

Consultant agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to withhold payments from the Consultant in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Consultant, and each and every subcontractor (of every tier) shall, at its sole cost and expense, purchase and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Consultant shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Consultant or its insurance broker shall provide the required proof of insurance compliance, consisting ofinsurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City's request, Consultant shall submit to City copies of the actual insurance policies or renewals or replacements.

Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be mailed to:

EBIXInc.

City of Santa Clara [Information Technology]
P.O. 12010-S2 or 151 North Lyon Avenue
Hemet, CA 92546-8010 Hemet, CA 92543
Agreement with PublicStuff, Inc./Insurance Requirements/Exhibit C Rev. 8/26/14; Typed 10/14/15

Telephone number:

Fax number:

Email address:

I. QUALIFYING INSURERS
951-766-2280
770-325-0409
[email protected]
All of the insurance companies providing insurance for Consultant shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

S:\Attomey\INSURANCE\CITY\EXHIBIT C-06 Professional Service Contract.doc Agreement with PublicStuff, Inc./Insurance Requirements/Exhibit C Rev. 8/26/14; Typed 10/14/15

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBITD

ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN

AGREEMENT WITH THE CITY OF SANTA CLARA, CALIFORNIA
Termination of Agreement for Certain Acts.

A. The City may, at its sole discretion, terminate this Agreement in the event any one or more of the following occurs:

1. If a Contractor1 does any of the following:
a. ls convicted of operating a business in violation of any Federal, State or local law or regulation;
b. Is convicted2 of a crime punishable as a felony involving dishonesty3; c. ls convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) performing a public contract or subcontract; d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a City contractor or subcontractor; and/or, e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.

2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner, employee or other individual associated with the Contractor For purposes of this Agreement, the word "Consultant" (whether a person or a legal entity) also refers to "Contractor" and means any of the following: an owner or co-m:vner of a sole proprietorship; a person v,1ho controls or who has the power to control a business entity; a general partner of a pminership; a principal in a joint venture; or a primaty corporate stockholder [i.e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation. 2 For purposes of this Agreement, the words "convicled" or "conviction" mean a judgment or conviction of a criminal offense by any comi of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere within the past five (5) years. 3 As used herein, "dishonesty" includes, but is not limited to, embezzlement, theft, forgery, bribery, falsification or deslluction of records, making false statements, failure to pay tax obligations, receiving stolen property, collusion or conspiracy.

Agreement with PublicStuff, Inc./Ethical Standards/Exhibit D Rev. 8/26/14; Typed 10/14/15

can be imputed to the Contractor when the conduct occurred in connection with the individual's performance of duties for or on behalf of the Contractor, with the Contractor's knowledge, approval or acquiescence, the Contractor's acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiescence.

B. The City may also terminate this Agreement in the event any one or more of the following occurs:

1. The City determines that Contractor no longer has the financial capability 4 or
business experience 5 to perform the terms of, or operate under, this Agreement; or,

2. If City determines that the Contractor fails to submit information, or submits false information, which is required to perform or be awarded a contract with City, including, but not limited to, Contractor's failure to maintain a required State issued license, failure to obtain a City business license (if applicable) or failure to purchase and maintain bonds and/or insurance policies required under this Agreement.

C. In the event a prospective Contractor (or bidder) is ruled ineligible (debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Contractor may appeal the City's action to the City Council by filing a written request with the City Clerk within ten ( 10) days of the notice given by City to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with the City Clerk. The Contractor will have the burden of proof on the appeal.

The Contractor shall have the opportunity to present evidence, both oral and documentary, and argument.

Contractor becomes insolvent, transfers assets in fraud of creditors, makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankmptcy Code ( 11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof, is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trnstee is appointed for all or substantially all of the assets of Contractor.

Loss of personnel deemed essential by the City for the successful perfomrnnce of the obligations of the Contractor to the City.

Agreement with PublicStuff, Inc./Ethical Standards/Exhibit D Rev. 8/26/14; Typed 10/14/15

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBIT E

AFFIDAVIT OF COMPLIANCE WITH ETHICAL STANDARDS
I hereby state that I have read and understand the language, entitled "Ethical Standards" set forth in Exhibit D. I have the authority to make these representations on my own behalf or on behalf of the legal entity identified herein. I have examined appropriate business records, and I have made appropriate inquiry of those individuals potentially included within the definition of"Contractor" contained in Ethical Standards at footnote 1.

Based on my review of the appropriate documents and my good-faith review of the necessary inquiry responses, I hereby state that neither the business entity nor any individual(s) belonging to said "Contractor" category [i.e., owner or co-owner ofa sole proprietorship, general partner, person who controls or has power to control a business entity, etc.] has been convicted of any one or more of the crimes identified in the Ethical Standards within the past five (5) years.

The above assertions are true and correct and are made under penalty of perjury under the laws of the State of California.

By:

Name:

PUBLICSTUFF, INC.
a Delaware corporation
Signature of Authorized Person or Representative
Title ( TO

NOTARY'S ACKNOWLEDGMENT TO BE ATTACHED
Please execute the affidavit and attach a notary public's acknowledgment of execution of the affidavit by the signatory. If the affidavit is on behalf of a corporation, partnership, or other legal entity, the entity's complete legal name and the title of the person signing on behalf of the legal entity shall appear above. Written evidence of the authority of the person executing this affidavit on behalf of a corporation, partnership, joint venture, or any other legal entity, other than a sole prop1ietorship, shall be attached.

Agreement with PublicStuff, Inc./ Affidavit of Compliance/Exhibit E Rev. 8/26/14; Typed 10/14/15
Page I of 1

NEW YORK 'ALL-PURPOSE' ACKNOWLEDGMENT
REAL PROPERTY LAW §309-a
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On the :t,J ,J day of O c.ft£,£.,,J-</ ;},£) I 'I in the year ___ l _____ before me, Day Month
the undersigned personally appeared
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Name of Signer
______________________ ) personally known to me or
Name of Additional Signer, if Any
proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(iert), ·and that by his/her/their signature(s) on the instrument, the individual(s), or the person upoY, ehalf_ of wp' the individual(s) acted, executed the instrument. -M 1-rt }-~
Signature of Notary Public
Notary Public - State of New York
Place Seal Below OR cc9rf p1ete Lin?8) Be)ow
Jiu/lo" /Lt24, I I tL .:_i_:;=-=.. __ .:..:::,:_:_:c.:__ ________ _ Name of Notary
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Name of in Which Originally Qualified
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Name of County in Which Certificate of Official
Character Fifed (if required)
---------------OPTIONAL---------------
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: __________________________ _ Document Date: ________________ Number of Pages: _______ _ Signer(s) Other Than Named Above:
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Week 1
Week 2-3
Week2-4
Week 2-5
Weeks
Week6
Week 6-12
Week6-12
Week 6-12
6 months
(180 days)

AGREEMENT FOR PROFESSIONAL SERVICES

BY AND BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA
AND

PUBLICSTUFF, INC

EXHIBIT F

MJLESTONESCHEDULE
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Kick-Off - Coordinate and lead kick-off meeting
Review Timeline
Administrator Training - Administrator product
training
Data Setup - Determine service request types, users,
departments, workflows, and widgets
Custom Branding & Mobile - Contractor to build
branded mobile applications with staff-provided
graphics built to specifications
Marketing - Marketing and promotion of new
aoplication to residents
Integration with Active Directory and Lncity -
Discuss, plan, build, and test integrations
Integration to City Website
Testing and Modification - Test and iterate on the
system
Staff Training - Train staff users in one onsite
Contractor visit
Milestone 1 $8,700
Deliverable: User Acceptance Test completed and
signed off
Internal Soft Launch - Use of system internally and
modify system configuration, based on feedback
Marketing and Launch - Prepare marketing and
launch plan
Launch - Prepare marketing and launch plan
Post Production Suooort
Milestone 2 - Final Acceptance $8,700
Deliverable: Product acceptance completed and signed
off
Agreement with PublicStuff, Inc./Milestone Schedule/Exhibit F Rev. 8/26/14; Typed 10/14/15

Should the City elect to delay the completion of any work deliverable and not reach a given milestone, due to no fault of the Contractor, the payment milestone shall be considered reached and payment due upon 45 days of the scheduled milestone date.

Agreement with PublicStuff, Inc./Milestone Schedule/Exhibit F Rev. 8/26/14; Typed 10/14/15
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