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Home My WebLink AboutSproutsocial - 2023-07-31 (2) Service Order sproutsocial Service°Order Information = Agreement For Subscription Start Date Subscription End Date City of Huntington Beach July 31,2023 July 30,2026 Billing In"formation .�.�.......... ...�..n °".x."�°:.:`�6x� � � . .._.,� .. ...,.*..._.,. ? .,w °.-, Billing Street Billing Email 2000 Main St Billing City Billing Method ACH Huntington Beach Billing State/Province Billing Frequency Annual California Billing Country Net Terms Net 30 United States Billing Zip/Postal Code Payment Portal Used? 92648 • •° .. A,. A. uan ty r K 8,,'� . S Professional Plan 1.00 Additional Users 9.00 Additional Profiles 15.00 Total Investment(USD): $53,897.04 APPROVED AS TO FORM �n By: CC MICHAEL E. GATES CITY ATTOPINEY CITY OP HUNTiNCTCN BEACH Page 1 of 3 Servicesproutsocial itAgrnpt'on 1nfor.e ation �4 Prices shown above do not include any state and local taxes that may apply.Any such taxes are the responsibility of the Subscriber and will appear on the final invoice. Is the contracting entity exempt from sales tax? Please select Yes or No: If yes, please complete the following: Tax Exempt ID: r oh'ase ® de f® ion � r Is a Purchase Order(PO)required to be attached to this Service Order for the purchase or payment of the products on this Service Order? Please select Yes or No: If yes, please complete the following: • PO Number: Ad i54't oval er '.ce ®rde I,nfor ration ' Subscriber shall be invoiced on a yearly basis for the Total Investment in three equal installments: (1)an approximate amount of $17,965.68 will be invoiced for the period covering[7/31/2023-7/30/2024],and (2)an approximate amount of$17,965.68 will be invoiced for the period covering[7/31/2024-7/30/2025],and(3)an approximate amount of$17,965.68 will be invoiced for the period covering[7/31/2025-7/30/2026] Amounts are approximate and do not include any applicable taxes or future upgrades made by Subscriber. Page 2 of 3 • Service Order !�`�� sproutsocial Special Contract Terms This Service Order is executed between Sprout Social,Inc.("Sprout Social")and the below named subscriber("Subscriber"),and is governed by the terms and conditions of the Sprout Social,Inc.Terms of Service,which is available for review at soroutsocial.com/terms/("Agreement")and expressly incorporated by reference into this Service Order.The services described above may only be used by the Subscriber,and subject to the scope limitations set forth herein. Unless otherwise set forth above or in the Agreement,Sprout Social requires payment made in advance of the subscription period.Pro-rated refunds are not provided for early cancellation and Subscriber may not terminate prior to the end of the subscription term for convenience. All payments required by this Service Order are exclusive of federal,state,local and foreign taxes,duties,tariffs,levies,withholdings and similar assessments(including without limitation,sales taxes,use taxes and value added taxes).Subscriber shall be responsible for the payment of all such charges(excluding taxes based upon Sprout Social's net income),which amount will be reflected on the invoice issued by Sprout Social.All amounts payable by Subscriber hereunder shall be grossed-up for any withholding taxes imposed by any foreign government on Subscriber's payment of such amounts to Sprout Social. This Service Order,including any additional users,profiles,brand keywords,groups,mentions,topics,or any other add-ons,will automatically renew for additional periods equal to the length of the subscription term set forth above unless either party provides written notice to the other party at least 30 days prior to expiration.Subscriber must email its account manager or c cc,r msjeamesoroutsopial.corrt to provide such notice. Sprout Social may use Subscriber's name or logo on its website or in any promotional materials,press releases,investor materials,and other stockholder communications. Sprout Social will comply with any reasonable written logo guidelines provided by Subscriber in writing. If Professional Services(as defined in the Agreement)are delivered to Subscriber in connection with the services described above or pursuant to a Statement of Work attached to this Service Order,Subscriber agrees that it will:(i)be available for discovery call if requested;(ii)cooperate in all matters relating to the Professional Services and appoint an employee or representative of Subscriber to serve as the primary contact who will have the authority to act on behalf of Subscriber with respect to the Professional Services;(iii)respond promptly to any request to provide direction,information,approvals,authorizations or decisions that are reasonably necessary for performance of the Professional Services;(iv)provide the information Sprout Social may reasonably request in order to carry out the Professional Services;and(v)if the Professional Services involve implementation of Listening Product,Subscriber will provide a full list of any needed keyword inclusions(branded hashtags or handles). If Sprout Social's performance of its obligations under this Service Order or the Agreement are prevented or delayed by any act or omission of Subscriber or its agents, subcontractors,consultants or employees,Sprout Social will not be deemed in breach of its obligations under this Service Order or the Agreement or otherwise liable for any costs,charges or losses sustained or incurred by Subscriber,in each case,to the extent arising directly or indirectly from such prevention or delay. Subscriber acknowledges and agrees that Sprout Social shall have the right to access its account for the purposes of onboarding,implementation,and/or initial product training.Such services shall be completed within four(4)weeks from the Subscription Start Date unless otherwise delayed by Subscriber.All one-time service hours within this Service Order are subject to expiration after one hundred twenty(120)days from the Subscription Start Date. Should the Professional Services involve Sprout Social accessing Subscriber's account,as requested or approved by Subscriber,the parties agree that Subscriber acts as a controller of any personal data processed by Sprout Social in performance of the Professional Services.Such processing shall be subject to the data processing addendum found at httos://media.soroutsocial.com/uoloads/Downloadable-Customer-DPA.pdf and Sprout Social acts solely as a processor and processes personal data in accordance with Subscriber's instructions. Subscriber-City of Huntington Beach Sprout Social, Inc. Name:1.Tebeth iti rf Name: T itle:?<Lim sir-4",..yr O friA feel-e ^ Title: Signature: Signature: C..- Date: LAtAj 2� ,20 q Date: Receive and File J ,COUNTERPART ez.414iiiiiietiA Clay Clerk 77 Page 3 of 3 DocuSign Envelope ID:68DA0F1E-4B92-4FF8-AF9C-648A1DABCD05 Service Order sproutsocial Special Contract Terms This Service Order is executed between Sprout Social,inc.('Sprout Social")and the below named subscriber(-Subscriber"),and is governed by the terms and conditions of the Sprout Social,Inc.Terms of Service,which Is available for review at sptoutsocial,com/termsI("Agreement")and expressly incorporated by reference into this Service Order.The services described above may only be used by the Subscriber,and subject to the scope limitations set forth herein. Unless otherwise set forth above or in the Agreement,Sprout Social requires payment made in advance of the subscription period.Pro-rated refunds are not provided for early cancellation and Subscriber may not terminate prior to the end of the subscription term for convenience. All payments required by this Service Order are exclusive of federal,state,local and foreign taxes,duties,tariffs,levies,withholdings and similar assessments(including without limitation,sales taxes,use taxes and value added taxes).Subscriber shall be responsible for the payment of ail such charges(excluding taxes based upon Sprout Social's net income),which amount will be reflected on the invoice issued by Sprout Social.All amounts payable by Subscriber hereunder shall be grossed-up for any withholding taxes imposed by any foreign government on Subscriber's payment of such amounts to Sprout Social. This Service Order,Including any additional users,profiles,brand keywords,groups,mentions,topics,or any other add-ons,will automatically renew for additional periods equal to the length of the subscription term set forth above unless either party provides written notice to the other party at least 30 days prior to expiration.Subscriber must email its account manager or success�.emi a routsociat._fa m to provide such notice. Sprout Social may use Subscriber's name or logo on its website or in any promotional materials,press releases,investor materials,and other stockholder communications. Sprout Social will comply with any reasonable written logo guidelines provided by Subscriber in writing, If Professional Services(as defined In the Agreement)are delivered to Subscriber in connection with the services described above or pursuant to a Statement of Work attached to this Service Order,Subscriber agrees that it will:(i)be available for discovery call if requested:(ii)cooperate in all matters relating to the Professional Services and appoint an employee or representative of Subscriber to serve as the primary contact who will have the authority to act on behalf of Subscriber with respect to the Professional Services;(iii)respond promptly to any request to provide direction,information,approvals,authorizations or decisions that are reasonably necessary for performance of the Professional Services;(iv)provide the information Sprout Social may reasonably request in order to carry out the Professional Services:and(v)if the Professional Services involve implementation of listening Product,Subscriber will provide a full list of any needed keyword inclusions(branded hashtags or handles). If Sprout Social's performance of its obligations under this Service Order or the Agreement are prevented or delayed by any act or omission of Subscriber or its agents, subcontractors,consultants or employees,Sprout Social will not be deemed in breach of its obligations under this Service Order or the Agreement or otherwise liable for any costs,charges or losses sustained or incurred by Subscriber,in each case,to the extent arising directly or indirectly from such prevention or delay. Subscriber acknowledges and agrees that Sprout Social shall have the right to access its account for the purposes of onboarding,implementation,and/or initial product training.Such services shall be completed within four(4)weeks from the Subscription Start Date unless otherwise delayed by Subscriber.All one-time service hours within this Service Order are subject to expiration after one hundred twenty(120)days from the Subscription Start Date. Should the Professional Services involve Sproul Social accessing Subscriber's account,as requested or approved by Subscriber,the parties agree that Subscriber acts as a controller of any personal data processed by Sprout Social In performance of the Professional Services.Such processing shall be subject to the data processing addendum found at httpE.LLnesge.sproutsocial,co oloadsIDownloadable-Customer-DPA.Ddf and Sprout Social acts solely as a processor and processes personal data in accordance with Subscriber's instructions. Subscriber-City of Huntington Beach Sprout Social, Inc. Name:+•� '� I_nv...',f() Name: Connor Gri ffi th Title: „ .4 44 ,.J C trti 14,476 4,41 Title: Manager, Renewals, Enterprise Signature: Signature too jiter a /trttl '1/4—BAE19o1A2D43479... Date: \ 2 20 3 Date: July 27, 2023 COUNTERP ART Page 3 of 3