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Home My WebLink AboutTraining Tracker Agreement- /++Kittitas County Review Form Grants & Contract Agreement Today's Date April13,2022 Agenda Date ril 19 2022 30 Sheriff Fund/Department Contract/G ra nt I nformation Financial lnformation Budget lnformation Pass Thro lnformation Contract Frontline Public Safety Solutionsrantn Period Begin Date: upon invoice payment Period End Date: L year subscription w/annual renewal Total Gra Contract Amount Sz 000 Gran Contract Number: NA Contract/Grant Summary: Frontline Public Safety Solutions provides a cloud-based training tracker portal with a module for also managing Daily Observation Reports (DORs). TotalAmount $7,000 State Funds S Federal Funds S Percentage County Funds Matching Funds S CFDA# ln-Kind S Expl ain ls Equipment being purchased?Who owns equipment? New Personnel being hired?Contact HR hiring - reporting requirements Future impacts or liability to Kittitas County: Budget for annual subscription Budget Amendment Needed?Yes ! attach budgetform No E Why not - Budgeted New Division Created? Revenue Code Expense Code 001-300154915 & 120-3001s4915 Agency to Pass Through Amount to Pass Through s Sub-Contract Approved Date: Grant/Contract Review Page 1 Prosecutor Review Has the Prosecutor reviewed this a ement?Yes No cAMAS# 53835 Cou Submitted De rtments I acted Auditor Facilities Maintenance lnformation Services Human Resource Prosecutor Treasurer Signature /-/-t- *zt ULO\Date: Department: Shefff ' Assi ment of Tracking lnformation Auditor's Office Human Resource Prosecutor's Office Z-*--\ 42Td(* +ft/uu"-t Who Signed the grant application /I Reviewer Date Grant/Contract Review Page 2 D ocuSi g n E nvel ope lD : 49E5 49C 4-2C C C-4 1 D C-96 D F - 4C 567 32 1 8EC7 $ g{r;{r} { E g$=j$TRAINING TRACKER Training Tracker Portal Agreement This Agreement") is by and between entity described below ("Customel'), and FrontLine Public Safety Solutions, LLC, an lllinois limited liability company ("Frontline") (each a "Party"; and collectively, the "Parties"). IACCESSANDUSE.SubjecttoandconditionedonCustomer'spaynrentofFees(asdefinedbelow) andcompliancewithallothertermsandconditionsofthis Agreement, FrontLine hereby grants to customer a limited non-exclusive, non-transferable, non-sublicensable right to access and use the portal during the term of this Agreement. 2. FEES AND PAYMENT TERMS. Customer agrees to pay to FrontLine fees in the amounts and on the terms described in the invoices issued by Frontline ("Fees"). Unless otherwise agreed by the Parties in writing, all Fees are due and payable within thirty (30) days ofthe date of invoice. FrontLine has the right to suspend Customer's access to the Portal should Customer default in the payment of Fees, or any part thereof. 3. CUSTOMERCONTENT;CUSTOMERREPRESENTATIONSANDWARRANT|ES.Customerownsallright,titleandinterestinandtoanyandall data, information, content, material or works of authorship that Customer makes available to FrontLine or that Customer or its third party users submit or enter into the Portal is collectively "Customer Content". Customer hereby grants to FrontLine, its licensors, service providers and contractors, a non-exclusive, sublicensable, perpetual, irrevocable, worldwide, royalty-free license to use, host, reproduce, copy, distribute, display, publish, and create derivative works of Customer Content in any and all ways necessary for the provision ofthe Portal and its functionality to Customer and for all other legitimate business purposes of FrontLine. FrontLine covenants to with its Privacy Policy at https://www.frontlinepss.com/privacy-policy, incorporated herein by reference. 4. UsE RESTRICTIONS' The Portal, together with all enhancements, modifications, edits, additions, adaptions or derivative works of Customer content made by FrontLine or the Portal in accordance with the license granted to it in Section 2 or by Customer via Customer's use of the Portal are collectively "FrontLine Property". Customer will not use FrontLine Property for any purposes beyond the scope of the access to the portal granted in this Agreement. The number of users will be determined and limited as set forth in the Customer's invoice. Customer will continue to have access to the Portal until the Frontlineremovesauthorization. CustomerisresponsibleforupdatingthePortalonanychangestoauthorizedusersintheeventofemployeetermination. 5. INTELIECTUALPROPERTY.CustomeracknowledgesandagreesthatFrontlineanditslicensorsandserviceprovidersaretheownersofallright,titleand interest in and to all FrontLine Property. The FrontLine Property may be used only in accordance with the terms and conditions of this Agreement. 6 CANCEttATlON,TERMANDTERMlNAT|ON.ThisAgreementwillremainineffectforsolongascustomeraccessesthePortal.FrontLinereservestherightto terminate or suspend access to the Portal without notice or liability if it has reason to believe that Customer is in breach of any term or condition of this Agreement or upon the termination or expiration of the duration of Portal access for which FrontLine has been paid. The terms ofthe following Sections will survive any termination or expiration of this Agreement: 3, 4, 5, 6,7 , 8, 9,11 and 12. 7. LIMITATIONOFLIABILIW.INNOEVENTWILLFRONTLINE'SAGGREGATELIABILITYUNDERORRELATEDTOTHISAGREEMENT,REGARDLESSOFTHETHEORYOF LlABlLlrY AND WHETHER lN AN ACTION lN CONTRACT, TORT OR NEGLTGENCE, EXCEED FEES pAtD By CUSTOMER TO FRONTLINE DURTNG THE stx (5) MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM. 8, FRONTLINEWARRANw.THEpoRTALTSpRovTDEDTocUsToMER"ASTs."FRoNTLINEGtvESNoREpRESENTATIoNSoRWARRANTtEs,EXpRESsoRtMpltED, RELATED TO THE PORTAI OR ANY FRONTLINE PROPERTY. FRONTLINE H EREBY DISCLAIMS, AND CUSTOIVi ER EXPRESSLY WAIVES,ALLREPRESENTATIONSAN D WARRANTIES,INCLUDINGWITHOUTLIMITATIONTHEIMPLIEDWARRANTIESOFMERCHANTABILITY, NONINFRINGEMENTANDFITNESSFORAPARTICULAR PURPOSE.THEPORTALMAYBESUBJECTTOLIMITATIONS,DELAYS,ANDOTHER PROBLEMSINHERENTINTHEUSEOFTHEINTERNETANDELECTRONIC COMMUNICATIONS. FRONTLINE IS NOTRESPONSIBLE FORANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. 9. GOVERN ING LAW. Th is Agreement is governed by and construed in accorda nce with th e interna I Laws of the State of ltlinois. Any lega I suit, action, or proceeding arising out ofor related to this Agreement or the licenses granted hereunder will be instituted exclusively in the federal or state courts in Dupage County, lllinois, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding. 10. ENTIREAGREEMENT;SUCCEssORsANDASslGNS.ThisAgreement,togetherwithanyotherdocumentsincorporatedhereinbyreferenceandall agreements between the Parties regarding payment of Fees, constitutes the entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, with respect to such subject matter, and will bind and inure to the benefit ofthe Parties and their successors andassigns. DocuSigned by: 6ur" .y'*"o/ Ben Laird FR ining Tracker Customer Date 4/12/2022 FRONTLINE Public Safety Solutions 630.519.5463 | www.frontlinepss.com I info@frontlinepss.com