HomeMy WebLinkAboutR-2015-138 Mass Notification System Joint Use Agreement with Yakima CountyRESOLUTION NO. R-2015-138
A RESOLUTION authorizing the City Manager to execute and administer an
intergovernmental service agreement between Yakima County
(County) and City of Yakima (City) for the joint use of a Mass
Notification System.
WHEREAS, the need exists for a mechanism to provide timely notification and
direction to the community in the event of a large-scale emergency; and,
WHEREAS, Mass Notification Systems (MNS) serves the dual function of providing
pertinent emergency information to the community via multimodal delivery methods, and
providing a critical communication Zink for information sharing among key agency personnel;
and,
WHEREAS, through a comprehensive evaluation and Request For Proposal (RFP),
the County and City have selected an MNS platform that provides the most appropriate
balance of functionality and economy to meet the needs of the region; and,
WHEREAS, it is in the best interest of the citizens for the City and the County to
collaborate on a single MNS, yet allowing both jurisdictions the ability to operate the system
jointly or independently as the situation dictates; and,
WHEREAS, the City and County have authority to enter into interlocal cooperative
agreements pursuant to Chapter 39.34 RCW to jointly accomplish services each are
authorized to perform; and,
WHEREAS, the County will serve as the host agency and the City will make annual
pass-through payments, based upon a per capita formula, to the County; now, therefore
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized to execute an agreement with Yakima
County for a Mass Notification System, a copy of the Agreement is attached hereto and by
reference made a part hereof, now, therefore,
ADOPTED BY THE CITY COUNCIL this 17th day of November, 2015.
Micah Cawley Mayor
nun 11,1:1141r10
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. S.F.
For Meeting of: November 17, 2015
ITEM TITLE: Resolution authorizing the execution of a 5 -year Interlocal
Agreement with Yakima County for purchase and the joint use of a
Mass Notification System
SUBMITTED BY: Bob Stewart, Fire Chief
SUMMARY EXPLANATION:
The Mass Notification System is a web -based software platform that provides the means for emergency
management personnel to communicate critical information to the community. Information such as pertinent
evacuation instructions can be sent through voice message, text message or email within user -defined
geographical areas.
Resolution: X Ordinance:
Other (Specify):
Contract: X Contract Term:
Start Date: End Date:
Item Budgeted: Yes Amount: $12,050.15
Funding Source/Fiscal Impact:
Strategic Priority: Partnership Development
Insurance Required? No
Mail to:
Phone:
APPROVED FOR
SUBMITTAL:
RECOMMENDATION:
ATTACHMENTS:
Description
d Resolliinlioirn
City Manager
Upload Date
10/.26/2015
Type
Resoll ii n lioirn
DI Mass IIVAificatlion System LA 10/30/2015 Contract
INTERLOCAL AGREEMENT BETWEEN THE CITY OF YAKIMA AND YAKIMA COUNTY
FOR INSTALLATION AND JOINT USE OF A MASS NOTIFICATION SYSTEM
THIS AGREEMENT is entered into between the City of Yakima, (hereinafter "City"), a municipal
corporation, and Yakima County, Washington (hereafter "County"), a political subdivision of the State
of Washington, pursuant to RCW 39 34 The City and the County may be collectively referred to herein
as "the Parties".
WHEREAS, the need exists for a mechanism to provide timely notification and direction to the
community in the event of a large-scale emergency; and,
WHEREAS, Mass Notification Systems (MNS) serves the dual function of providing pertinent
emergency information to the community via multimodal delivery methods, and providing a critical
communication link for information sharing among key agency personnel, and,
WHEREAS, through a comprehensive evaluation and Request For Proposal (RFP), the County
and City have determined the MNS package offered by Everbridge Inc provides the most appropriate
balance of functionality and economy to meet the needs of the region; and,
WHEREAS, it is in the best interest of the citizens for the City and the County to collaborate on
a single MNS, yet allowing both jurisdictions the ability to operate the system jointly or independently
as the situation dictates, and,
WHEREAS, the County will serve as the host agency and the City will make annual pass-
through payments, based upon a per capita formula, to Everbridge Inc through the County.
NOW, THEREFORE, it is hereby agreed as follows.
1. Purpose The purpose of this Agreement is to provide for the Parties' cooperative participation
in County -wide mass notification services to be provided to the County by Everbridge, Inc under
separate agreement in accordance with the specific terms and conditions set forth in said
Everbridge, Inc. Agreement, attached hereto and incorporated herein as Exhibit A to this
Interlocal Agreement. it is also the purpose of this Interlocal Agreement to define the individual
responsibilities and expectations of the Parties hereto with regard to cost sharing, liability
allocation and other specific matters related to this Interlocal Agreement.
2. Duration. This Agreement shall become effective on the date of execution by the City and
County and shall continue for a term of five (5) years, terminating on the same date as the
Everbridge Agreement with the County expires, unless mutually renewed, terminated early or
replaced by a subsequent agreement between the Parties
3. Project Design and Construction The County shall be responsible for the installation and
operation of the Mass Notification System software in accordance with the underlying
Agreement between the County and Everbridge The City shall be entitled to receive connection
to the System to permit the City to enjoy the same level of emergency notification accessibility
as the County is able to receive The County shall obtain or cause to be obtained and
maintained in effect, all necessary permits, licenses and other governmental approvals that are
required in connection with authorizing and receiving the Mass Notification services provided
by Everbridge through the underlying service agreement.
4. Project Budget and Funding
4 1 Everbridge Service Budget The capital budget for the services to be provided to the
City and County under the Everbridge Agreement are set forth in the invoice from Everbridge,
attached hereto and made a part of this Interlocal Agreement as Exhibit B Total service costs,
including one-time first year implementation and set-up fees, are Fifty Two Thousand Fifty
Dollars and Fifteen Cents ($52,050.15). Annual fees thereafter, for a period of four additional
years, are Forty Nine Thousand Three Hundred Forty Seven Dollars and Sixty-five Cents
($49,347.65) per year. These fees shall be shared between the City and the County as
hereafter specifically provided below.
4 2 County Funding. The County will pay for a portion of the notification services towards
the total annual costs of Everbridge services set forth above. For the first year, the County will
pay Forty Thousand dollars. After the first year, the County will pay a proportionate amount of
the cost based upon the population of Yakima County, not including the population of the City
of Yakima. This amount, based upon 4/1/15 OFM population figures (156,750 — County, 93,220
— City), would be Sixty -Three percent (63%) of the annual cost, or Thirty -One Thousand, Eighty -
Nine Dollars and Two Cents.
4 3 City Funding. The City will be responsible to pay to the County, for direct pass-through
to Everbridge, the balance of the annual service fees owing to Everbridge under the Service
Agreement that are not covered by the County's first year obligation identified in paragraph 4 2,
above. For the first year, the City's obligation will be $52,050.15 - $40,000.00 = $12,050 15,
payable upon invoice from the County for pass-through to Everbridge to fully satisfy the annual
service obligation for Mass Notification service For years two through five, the City will pay its
proportionate share of the yearly cost based upon its share of population within the County
This amount, based upon 4/1/15 OFM population figures (156,750 — County, 93,220 — City),
would be Thirty -Seven (37%) of the annual cost, or Eighteen Thousand, Two Hundred Fifty
Eight Dollars and Sixty -Three cents.
4.4 The City and County will also share any incidental costs of the mass notification system
using the same calculation based upon each party's proportionate share of populations within
Yakima County. Notwithstanding the above, each party reserves the right to review and
separately approve claims for payment of incidental costs, and the parties may modify the
sharing calculation to more accurately reflect the percentage of benefit received by each party
through performance of the service that forms the basis for the incidental charge(s)
4 5 Repayment Schedule. The City's financial obligation identified in paragraph 4 3, above
shall be payable within thirty (30) days of receiving an invoice for payment due from the County
for each annual payment obligation. The County shall submit an invoice to the City in August of
each of the five (5) service contract years coinciding with Everbridge Inc invoicing the County
5. No Third Party Rights This Agreement is entered into for the sole benefit of the City and the
County It shall confer no benefits or rights, direct or indirect, on any third parties. No person
or entity other than the City and the County may rely upon or enforce any provision of this
Agreement.
6. Indemnification and Hold Harmless.
6.1 Each party hereto agrees to be responsible for and assume liability in the performance
of this Agreement for its own wrongful and/or negligent acts or omissions and those of its
officers, agents, or employees to the fullest extent allowed by law.
6 2 No party shall be required to indemnify, defend or save harmless the other party if a
claim, suit or action for injuries, death or damages is caused by the sole negligence of the other
party. For such claims, suits or actions resulting from concurrent negligence of the parties the
indemnity provisions provided herein shall be valid and enforceable only to the extent of the
party's own negligence. Each of the parties agrees that its obligations under this sub -paragraph
extends to any harm, demand and/or cause of action brought on by, or on behalf of, any of its
employees or agents. For this purpose, each party, by mutual negotiation, hereby waives, with
respect to the other party only, any immunity that would otherwise be available against such
claims under the industrial insurance provisions of Title 51 RCW, only to the extent necessary
to indemnify the other party
6 3 The provisions of this Section shall survive the termination or expiration of this
Agreement.
6.4 Nothing contained in this Section or this Agreement shall create a liability or a right of
indemnification in any third party
7. Integration. This Agreement contains all of the terms and conditions agreed on by the parties
No other understandings, oral or otherwise, regarding the subject matter of the Agreement, are
deemed to exist or to bind either of the parties
8. Modifications. The parties may modify this Agreement but no proposed changes or
modifications shall have validity or become binding on either party unless such changes or
modifications are in writing and executed by both parties.
9. Severabilit
9 1 If a court of competent jurisdiction holds any part, term or provision of this Agreement
illegal, or invalid in whole or in part, the validity of the remaining provisions shall not be affected,
and the parties' rights and obligations shall be construed and enforced as if the Agreement did
not contain the particular provision held invalid
9.2 If any provision of this Agreement is in direct conflict with any statutory provision of the
State of Washington, that provision which is in conflict shall be deemed inoperative and null and
void insofar as it conflicts, and shall be deemed modified to conform to such statutory provision
10. Waiver The waiver by either party of any term or condition of this Agreement shall not operate
in any way as a waiver of any other condition, obligation or term or prevent either party from
enforcing such provision
11. Survival. Any provision of this Agreement which imposes an obligation after expiration or
termination of this Agreement shall survive the expiration or termination and shall bind the
parties.
12. Notices Unless otherwise stated herein, all notices and demands are required in written form
and sent to the parties at their addresses as follows
TO. CITY OF YAKIMA
City Manager
City of Yakima
129 North Second Street
Yakima, WA 98901
TO YAKIMA COUNTY
Board of County Commissioners
128 North Second Street
Yakima, WA 98901
13. Governing Law. This Agreement shall be governed by and construed in accordance with the
laws of the State of Washington.
14. Compliance with Law. All parties to this Agreement shall comply with all applicable federal,
state and local laws, rules and regulations in carrying out the terms and conditions of this
Agreement.
15. Filing Copies of this Agreement shall be listed by subject on each Party's web site, pursuant
to RCW 39 34 040, and with the Yakima City Clerk.
Executed by the parties, this I day of N.L74,111a7. 2015.
ATTEST:
CITY 04 YAKIMA
O'R:•urke, City Manager
City Contract No :
Resolution No: /P-,-20/...0 / .3
BOARD OF YAKIMA O6IUNTY COMMISSIONERS
Rand Elliott, Chairman
ael D. Leita, Commissioner
Excused
Kevin J. Bouchey, Commissioner
r�y Approved as to form.
i, Don Anderson
` .Chief`Civil Deputy Prosecuting Attorney
ATTEST:
Tiera L. Girard,
Clerk of the Board
BOCC326-2015
November 3, 2015
ever
Everbridge, Inc.
Core Platfo Service Agreement
This Core Platform Service Agreement ("Agreement") is
entered into by and between Everbridge, Inc. ("Everbridge"), and
("Client"), effective on the date of
Client's signature below ("Effective Date"). Everbridge and Client
are each sometimes referred to as a "Party" and collectively, the
"Parties".
1. SERVICES.
1.1 Orders. Everbridge shall provide Client access to its
proprietary interactive communication solutions(s) (the
"Solution(s)") subject to the terms and conditions set forth in this
Agreement and the description of services and pricing provided in
the applicable quote or other ordering document (e.g., statement of
work) (the "Quote"). If applicable, Everbridge shall provide the
training and professional services ("Professional Services") set
forth in the Quote. Collectively, the Solutions and Professional
Services are referred to as the "Services". Everbridge shall provide
Client with login and password information for each User (as
defined below) and will configure the Solutions based on the
maximum number of Contacts, (as defined below), households or
Users, as applicable depending on the Solutions ordered.
1.2 Affiliates. An Affiliate (as defined below) may
purchase Services to the same extent as Client, provided, that the
Affiliate purchases the Services on the same terms and conditions
as are contained in this Agreement pursuant to a fully executed
Quote agreed to by Everbridge and such Affiliate. Solely as to the
Agreement between Everbridge and such Affiliate, all terms and
references to "Client" shall refer to such Affiliate upon execution of
an applicable Quote. By executing a Quote each Affiliate agrees to
be bound by all the terms and conditions herein as to such Affiliate.
"Affiliate" means any entity which directly or indirectly controls, is
controlled by, or is under common control with the subject entity.
"Control", for purposes of this definition of Affiliates, means (i) the
ownership of greater than fifty percent (50%) of the voting power to
elect directors of the subject entity, or (11) direct or indirect ownership
or control of more than 50% of the voting interests of the subject
entity An entity that otherwise qualifies under this definition will be
included within the meaning of Affiliate even though it qualifies after
the execution of this Agreement.
2. PAYMENT TERMS. Client shall pay the fees set forth in the
Quote ("Pricing"). If Client exceeds the usage levels specified in
the Quote, then Everbridge may invoice Client for any overages at
the then applicable rate. Everbridge shall invoice Client annually in
advance for all Solutions and Professional Services. All payments
shall be made within thirty (30) days from date of invoice, after
which interest shall accrue at a rate of one and one-half percent
(1.5%) per month or the highest rate allowed by applicable law,
whichever is lower Such interest shall be in addition to any other
rights and remedies of Everbridge. Unless otherwise provided,
Pricing does not include any local, state, federal or foreign taxes,
levies or duties of any nature, all of which Client is responsible for
paying, except for those relating to Everbridge's net income or
property. If Everbridge is legally obligated to collect or pay taxes
for which Client is responsible, the appropriate amount shall be
invoiced to and paid by Client, unless Client provides a valid tax
exemption certificate.
3. RESPONSIBILITIES.
3.1 Users. If Client has purchased Mass Notification or
Incident Communications, Client shall in its discretion authorize
SLG Core Platform Service Agreement v5 5.26.15
certain of its employees and contractors, and the employees and
contractors of Affiliates, to access that Service as Users. If Client
has purchased any other Solution, Client shall authorize the number
of Users set forth on the Quote as applicable to that Service.
Collectively, Client's employees and contractors who access any
Solution as provided in this subsection are referred to as "User(s)".
A "Contact' is any individual person that Client contacts through
the Solutions and/or provides their personal contact information to
Everbridge, including through an opt -in portal, as applicable. Client
shall undergo the initial setup and training as set forth in the
Onboarding Inclusion sheet provided with the Quote. If Client fails
to complete such onboarding process within sixty (60) days of the
Effective Date, unless such delay is the fault of Everbridge, any
additional onboarding services will be subject to additional charges.
There is no requirement to purchase additional services.
3.2 Client Data. "Client Data" is all electronic data Client
transmits to Everbridge to or through the Solutions. Client shall
retain all ownership rights in Client Data. Client shall have sole
responsibility for the accuracy, quality, integrity, and legality of all
Client Data. By ordering the Solutions, Client represents that it has
the right to authorize and hereby does authorize Everbridge and its
Solution Providers to collect, store and process Client Data
including Contact data subject to the terms of this Agreement.
"Solution Providers" shall mean communications carriers, data
centers, colocation and hosting services providers, short
messaging services ("SMS") providers and content and data
management providers that Everbridge uses in providing the
Solutions. Client shall maintain a copy of all Client Contact data it
provides to Everbridge. Client acknowledges that the Solutions are
a passive conduit for the transmission of Client Data and any data
submitted by Contacts, and Everbridge has no obligation to screen,
preview or monitor content, and shall have no liability for any errors
or omissions or for any defamatory, libelous, offensive or otherwise
unlawful content in any Client Data or data submitted by Contacts,
or for any losses, damages, claims, or other actions arising out of
or in connection with any data sent, accessed, posted or otherwise
transmitted via the Solutions by Client or Contacts.
3.3 Limitations on Use. Client is responsible for all
activity occurring under Client's account(s) and shall comply with all
applicable Privacy Laws (as defined below) and all other applicable
laws and regulations in connection with Client's use of the Services,
including its provision of Client Data to Everbridge. Where
applicable, Client shall obtain the required consent of Contacts to
send communications through the Solutions. Client shall use the
Service in accordance with Everbridge's then applicable Acceptable
Use Policy posted on . Client shall promptly
notify Everbridge of any unauthorized use of any password or
account or any other act or omission that would constitute a breach
or violation of this Agreement.
3.4 Security of Services. Everbridge's IT security and
compliance program includes the following industry standards
generally adopted by U.S. based SaaS providers: (i) reasonable
and appropriate technical, organizational and security measures
against the destruction, loss, unavailability, unauthorized access or
alteration of Client Data in the possession or under the control of
Everbridge, including to ensure the availability of information
following interruption to, or failure of, critical business processes;
and (iii) a third party audit of its security controls as provided in the
"Privacy and Security Compliance" link on www.everbridge.com.
"Privacy Laws" means all United States federal and state laws and
regulations regarding consumer and data protection and privacy
1
4. TERM. This Agreement shall begin on the Effective Date and
shall continue in effect until all underlying Quotes with Client have
expired in accordance with the terms of such Quote(s), or if this
Agreement is terminated earlier as provided herein. Services under
an applicable Quote will begin as set forth in such Quote and shall
continue for the initial term specified therein ("Initial Service
Term"). If a Quote contains Services added to an existing
subscription, such added Services shall be billed on a pro -rated
basis and will be coterminous with the Initial Service Term or
applicable renewal Service term ("Renewal Term"), unless
otherwise agreed to by the parties. If at the end of the applicable
Quote, Client intends to renew the Agreement, but has not provided
a timely executed written renewal prior to the end of such term, then
Everbridge, in its sole discretion, shall continue the Service(s)
hereunder for thirty (30) days (the "Grace Period") in order to
secure an executed renewal by Client, provided that Client shall pay
to Everbridge the annual fee then in effect divided by twelve (12)
(the "Monthly Holdover Fee"). The Grace Period is provided to
Client as a courtesy so that Services will not be terminated prior to
the execution of a renewal. Due to insurance and liability reasons
Everbridge can only provide one Grace Period and will charge the
Monthly Holdover Fee. The Monthly Holdover Fee is instituted in
order to protect Client from termination or suspension of the
Services, and to insure that timely renewals are entered into.
Monthly Holdover Fees shall not be returned or refunded to the
Client as a credit towards any renewal.
5. TERMINATION; SUSPENSION.
5.1 Termination by Either Party. Either Party may
terminate this Agreement upon the other Partys material breach of
the Agreement, provided that (i) the non -breaching Party sends
written notice to the breaching Party describing the breach in
reasonable detail; (ii) the breaching Party does not cure the breach
within thirty (30) days following its receipt of such notice (the
"Notice Period"); and (iii) following the expiration of the Notice
Period, the non -breaching Party sends a second written notice
indicating its election to terminate this Agreement.
5.2 Termination by Everbridge. If Client fails to pay any
amounts due within thirty (30) days of their due date, Everbridge
may terminate this Agreement or suspend the Services pursuant to
the notice provisions above in Section 5.1 Termination for non-
payment shall not relieve Client of its outstanding obligations
(including payment) under this Agreement. If Everbridge suspends
access to the Solution(s), Client's account shall not be reactivated
until Client is in compliance with this Agreement and has paid all
past due amounts plus a reconnection fee of up to the lesser of 10%
of their annual Solution subscription or $1,000.
5.3 Suspension. Everbridge may suspend the Solution or
any portion, for (i) emergency network repairs, threats to, or actual
breach of network security; (ii) any substantive violation by Client of
Section 3 or 6.2; or (iii) any legal, regulatory, or governmental
prohibition affecting the Solution. In the event of a suspension under
(i) or (iii), Everbridge shall use its best efforts to notify Client through
its Client Portal and/or via email prior to such suspension and shall
reactivate any affected portion of the Solution as soon as possible.
In the event of suspension under (ii), Everbridge shall use best
efforts to notify Client within two (2) hours of such suspension.
6. PROPRIETARY RIGHTS.
6.1 Grant of License. Subject to the terms and conditions
of this Agreement, Everbridge hereby grants to Client, during the
term of this Agreement, a limited, non-exclusive, non -transferable,
non-sublicensable right to use the Solutions.
6.2 Restrictions Client shall use the Solution solely for
its internal business purposes and shall not make the Solution
available to, or use the Solution for the benefit of, any third party
except as expressly set forth in this Agreement. Client shall not (i)
sell, transfer, assign, distribute or otherwise commercially exploit or
make available to any third party the Solution except as expressly
set forth herein; (ii) modify or make derivative works based upon the
Solution; (iii) reverse engineer the Solution; (iv) remove, obscure or
alter any proprietary notices or labels on the Solution or any
materials made available by Everbridge; (v) use, post, transmit or
introduce any device, software or routine (including viruses, worms
or other harmful code) which interferes or attempts to interfere with
the operation of the Solution; (vi) defeat or attempt to defeat any
security mechanism of any Solution, or (vii) access the Solution for
purposes of monitoring Solution availability, performance or
functionality, or for any other benchmarking or competitive
purposes; provided, however, that this subpart (viii) shall not
preclude Client's ability to issue test messages as specified in
Exhibit A. Client shall not and shall not attempt to access the
Everbridge systems programmatically except as set forth on the
System Inclusion sheet for Everbridge Open APIs.
6.3 Reservation of Rights. The Solutions (including all
associated computer software (whether in source code, object
code, or other form), databases, indexing, search, and retrieval
methods and routines, HTML, active server pages, intranet pages,
and similar materials) and all intellectual property and other rights,
title, and interest therein (including copyrights, trade secrets, and all
rights in patents, compilations, inventions, improvements,
modifications, extensions, enhancements, configurations,
derivative works, discoveries, processes, methods, designs and
know-how pertaining to any of the foregoing) (collectively, "IP
Rights"), whether conceived by Everbridge alone or in conjunction
with others, constitute Confidential Information and the valuable
intellectual property, proprietary material, and trade secrets of
Everbridge and its licensors and are protected by applicable
intellectual property laws of the United States and other countries.
Everbridge owns (i) all feedback and other information (except for
the Client Data) provided to Everbridge by Users, Client and
Contacts in conjunction with the Services, and (ii) all transactional,
performance, derivative data and metadata generated in
connection with the Solutions. Except for the rights expressly
granted to Client in this Agreement, all rights in and to the Solutions
and all of the foregoing elements thereof (including the rights to any
work product resulting from Professional Services and those to any
modification, extension, improvement, enhancement, configuration
or derivative work of the Solutions or any the foregoing elements
thereof) are and shall remain solely owned by Everbridge and its
respective licensors, and Client hereby assigns any such rights to
Everbridge. Everbridge may use and provide Solutions and
Professional Services to others that are similar to those provided to
Client hereunder, and Everbridge may use in engagements with
others any knowledge, skills, experience, ideas, concepts, know-
how and techniques used or gained in the provision of the Solutions
or Professional Services to Client, provided that, in each case, no
Client Data or Client Confidential Information is disclosed thereby.
7. CONFIDENTIAL INFORMATION.
7.1 Definition; Protection. As used herein, "Confidential
Information" means all information of a Party ("Disclosing
Party") disclosed to the other Party ("Receiving Party"), whether
orally, electronically, in writing, or by inspection of tangible objects
(including, without limitation, documents or prototypes), that is
designated as confidential or that reasonably should be understood
to be confidential given the nature of the information and the
circumstances of disclosure. Confidential Information includes
without limitation, all Client Data, all Everbridge Technology, and
2
either Party's business and marketing plans, technology and
technical information, product designs, reports and business
processes. Confidential Information shall not include any
information that: (i) is or becomes generally known to the public
without breach of any obligation owed to the Disclosing Party; (ii)
was known to the Receiving Party prior to its disclosure by the
Disclosing Party without breach of any obligation owed to the
Disclosing Party; (iii) was independently developed by the
Receiving Party without breach of any obligation owed to the
Disclosing Party; or (iv) is received from a third party without breach
of any obligation owed to the Disclosing Party. The Receiving Party
shall not disclose or use any Confidential Information of the
Disclosing Party for any purpose other than performance or
enforcement of this Agreement without the Disclosing Party's prior
written consent. If Receiving Party is compelled by law to disclose
Confidential Information of Disclosing Party, including under the
Freedom of Information Act or other public information request (i.e ,
"state sunshine" laws) it shall provide Disclosing Party with prior
notice of such compelled disclosure (to the extent legally permitted)
and reasonable assistance, at Disclosing Partys cost, if Disclosing
Party wishes to contest the disclosure. Receiving Party shall protect
the confidentiality of Disclosing Partys Confidential Information in
the same manner that it protects the confidentiality of its own
confidential information of like kind (but in no event using less than
reasonable care). Receiving Party shall retain Confidential
Information in accordance with its standard records and data
retention policies. Receiving Party shall promptly notify Disclosing
Party if it becomes aware of any breach of confidentiality of
Disclosing Partys Confidential Information.
7.2 Upon Termination. Upon any termination of this
Agreement, the Receiving Party shall continue to maintain the
confidentiality of the Disclosing Party's Confidential Information
and, upon request and to the extent practicable, destroy all
materials containing such Confidential Information.
Notwithstanding the foregoing, either Party may retain a copy of any
Confidential Information if required by applicable law or regulation,
in accordance with internal compliance policy, or pursuant to
automatic computer archiving and back-up procedures, subject at
all times to the continuing applicability of the provisions of this
Agreement.
8. WARRANTIES; DISCLAIMER.
8.1 Everbridge Warranty. Everbridge shall provide the
Solutions in material compliance with the functionality and
specifications set forth on the relevant Solution system inclusion
sheet. Everbridge shall provide 24X7X365 customer support in
accordance with its most recently published Support Services
Guide. Professional Services shall be performed in a professional
manner consistent with industry standards. THE FOREGOING
REPRESENT THE ONLY WARRANTIES MADE BY
EVERBRIDGE HEREUNDER AND EVERBRIDGE EXPRESSLY
DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND,
WHETHER EXPRESS, IMPLIED, STATUTORY, OR
OTHERWISE, WARRANTIES OF MERCHANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE, TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW.
8.2 Disclaimer. NEITHER EVERBRIDGE NOR ITS
LICENSORS OR SERVICE PROVIDERS WARRANT THAT THE
SOLUTION WILL OPERATE ERROR FREE OR WITHOUT
INTERRUPTION. WITHOUT LIMITING THE FOREGOING, IN NO
EVENT SHALL EVERBRIDGE HAVE ANY LIABILITY FOR
PERSONAL INJURY (INCLUDING DEATH) OR PROPERTY
DAMAGE ARISING FROM FAILURE OF THE SOLUTION TO
DELIVER AN ELECTRONIC COMMUNICATION, HOWEVER
CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF
EVERBRIDGE HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGE.
8.3 SMS Transmission. CLIENT ACKNOWLEDGES
AND AGREES THAT THE USE OF SMS SERVICES, ALSO
KNOWN AS SMS MESSAGING OR TEXT MESSAGING, AS A
MEANS OF SENDING MESSAGES INVOLVES A REASONABLY
LIKELY POSSIBILITY FROM TIME TO TIME OF DELAYED,
UNDELIVERED, OR INCOMPLETE MESSAGES AND THAT THE
PROCESS OF TRANSMITTING SMS MESSAGES CAN BE
UNRELIABLE AND INCLUDE MULTIPLE THIRD PARTIES THAT
PARTICIPATE IN THE TRANSMISSION PROCESS, INCLUDING
MOBILE NETWORK OPERATORS AND INTERMEDIARY
TRANSMISSION COMPANIES. CLIENT FURTHER
UNDERSTANDS, ACKNOWLEDGES, AND AGREES THAT IT
ASSUMES ALL RISK ASSOCIATED WITH ANY SUCH DELAY,
LACK OF DELIVERY OR INCOMPLETENESS.
9. INDEMNIFICATION.
9.1 By Client. Client shall defend, indemnify and hold
Everbridge harmless against any loss or damage (including
reasonable attorneys' fees) incurred in connection with any third
party claim, suit or proceeding ("Claim") arising out of any data
sent, posted or otherwise transmitted via the Solution by Client or
Contacts, or Client's breach of the tax provisions in Section 2 or any
breach by Client of Sections 3 or 6.
9.2 By Everbridge. Everbridge shall defend, indemnify
and hold Client harmless from and against any Claim against Client
alleging that the Solution as contemplated hereunder infringes an
issued patent or other IP Right in a country in which the Solution is
provided to Client.
9.3 Indemnification Process. The indemnifying party's
obligations under this Section 9 are contingent upon the indemnified
party (a) promptly giving notice of the Claim to the indemnifying
party once the Claim is known; (b) giving the indemnifying party sole
control of the defense and settlement of the Claim (provided that
the indemnifying party may not settle such Claim unless such
settlement unconditionally releases the indemnified party of all
liability and does not adversely affect the indemnified party's
business or service); and (c) providing the indemnifying party all
available information and reasonable assistance. With respect to
Everbridge's indemnification obligations, if (x) any aspect of the
Solution is found or, in Everbridge's reasonable opinion is likely to
be found, to infringe upon the IP Right of a third party as specified
above, or (y) the continued use of the Solution is enjoined, then
Everbridge will promptly and at its own cost and expense at
Everbridge's option: (i) obtain for Client the right to continue using
the Solution; (ii) modify such aspect of the Solution so that it is non -
infringing; or (iii) replace such aspect of the Solution with a non -
infringing functional equivalent. If, after all commercially reasonable
efforts, Everbridge determines in good faith that options (i) - (iii) are
not feasible, Everbridge will remove the infringing items from the
Solution and refund to Client on a pro -rata basis any prepaid
unused fees paid for such infringing element. The foregoing
remedies are Client's exclusive remedy for Claims for infringement
of an IP Right. Everbridge shall have no obligation or liability for
any claim pursuant to this Section to the extent arising from: (1) the
combinations, operation, or use of the Solution supplied under this
Agreement with any product, device, or software not supplied by
Everbridge to the extent the combination creates the infringement;
(ii) the unauthorized alteration or modification by Client of the
Solution; or (iii) Everbridge's compliance with Client's designs,
specifications, requests, or instructions pursuant to an engagement
for Everbridge Professional Services relating to the Solution to the
extent the claim of infringement is based on the foregoing.
3
10. LIABILITY LIMITS. To the maximum extent permitted by law,
neither Party shall have any liability to the other Party for any
indirect, special, incidental, punitive, or consequential damages,
however caused, under any theory of liability, and whether or not
the Party has been advised of the possibility of such damage.
Except for: (i) indemnification obligations under Section 9; (ii)
breaches of confidentiality; and (iii) misappropriations of intellectual
property, notwithstanding anything in this Agreement to the
contrary, in no event shall either Party's aggregate liability,
regardless of whether any action or claim is based on warranty,
contract, tort, indemnification or otherwise, exceed three times (3X)
amounts paid or due by Client to Everbridge hereunder during the
12 month period prior to the event giving rise to such liability. The
foregoing limitations shall apply even if the non -breaching party's
remedies under this Agreement fail their essential purpose.
11. MISCELLANEOUS.
11.1 Non -Solicitation. As additional protection for
Everbridge's proprietary information, for so long as this Agreement
remains in effect, and for one year thereafter, Client agrees that it
shall not, directly or indirectly, solicit, hire or attempt to solicit any
employees of Everbridge; provided, that a general solicitation to the
public for employment is not prohibited under this section.
11.2 Force Majeure; Limitations. Everbridge shall not be
responsible for performance under this Agreement to the extent
precluded by circumstances beyond Everbridge's reasonable
control, including without limitation acts of God, acts of government,
flood, fire, earthquakes, civil unrest, acts of terror, labor problems,
computer, telecommunications, Internet service provider or hosting
facility failures, or delays involving hardware, software or power
systems, and network intrusions or denial of service attacks. The
Solution delivers information for supported Contact paths to public
and private networks and carriers, but cannot guarantee delivery of
the information to the recipients. Final delivery of information to
recipients is dependent on and is the responsibility of the
designated public and private networks or carriers. Client
acknowledges and agrees that territories outside the U.S. and
Canada may have territorial restrictions resulting from applicable
law, telecommunications or internet infrastructure limitations,
telecommunications or intemet service provider policies, or
communication device customizations that may inhibit or prevent
the delivery of certain SMS, text or other notifications, or restrict the
ability to place or receive certain calls such as outbound toll free
calls. Everbridge shall have no liability to the extent such restrictions
impede the Solution.
11.3 Waiver; Severability. The failure of either Party
hereto to enforce at any time any of the provisions or terms of this
Agreement shall in no way be considered to be a waiver of such
provisions. If any provision of this Agreement is found by any court
or other authority of competent jurisdiction to be invalid, illegal or
unenforceable, that provision shall, to the extent required, be
deemed deleted or revised, and the remaining provisions shall
continue in full force and effect to the maximum extent possible so
as to give effect to the intent of the parties.
11.4 Assignment. Neither party may assign this
Agreement to any third party except upon the other Party's prior
written consent, which consent shall not be unreasonably withheld
or delayed; provided, that no such consent shall be required in the
event of an assignment to an Affiliate or to a successor -in -interest
to the business of the assigning Party resulting from a merger,
reorganization, or sale of all or substantially all assets.
Notwithstanding the above, neither Party shall assign this
Agreement to any third party which is a competitor of the other
Party
11.5 Governing Law; Attorney's Fees. This Agreement
shall be governed and construed in accordance with the laws of the
State of Delaware, without regard to its conflicts of laws rules. The
U.N. Convention on Contracts for the International Sale of Goods
shall not apply The prevailing party in any action arising out of this
Agreement shall be entitled to its reasonable attorneys' fees and
costs.
11.6 Notices. Legal notices (i.e., claimed breach or
termination) to be provided under this Agreement shall be delivered
in writing (a) in person, (b) by nationally recognized overnight
delivery service, or (c) by U.S. certified or first class mail to the other
party as set forth on the signature page hereto. All legal notices
shall be deemed to have been given upon receipt or, if under (c),
three (3) business days after being deposited in the mail. Either
party may change its address by giving notice of the new address
to the other party pursuant to this Section and identifying the
effective date of such change. Everbridge may provide all other
notices to Client's billing contact on the Client Registration Form or,
with respect to availability, upgrades or maintenance of the
Solutions, to the Everbridge Support Center.
11.7 Marketing. Client consents to Everbridge referencing
Client's name and logo as an Everbridge Client in Everbridge
publications, its website, and other marketing materials.
11.8 Equal Employment Opportunity. Everbridge, Inc. is
a government contractor and is subject to the requirements of
Executive Order 11246, the Rehabilitation Assistance Act and
VEVRAA. Pursuant to these requirements, the Equal Opportunity
Clauses found at 41 Code of Federal Regulations sections 60-
1.4(a) (1-7), sections 60 -250.4(a -m), sections 60-300.5 (1-11) and
sections 60-741.5 (a) (1-6) are incorporated herein by reference as
though set forth at length, and made an express part of this
Agreement.
11.9 Export Compliant. Neither Party shall export, directly
or indirectly, any technical data acquired from the other pursuant to
this Agreement or any product utilizing any such data to any country
for which the U.S. Government or any agency thereof at the time of
export requires an export license or other governmental approval
without first obtaining such license or approval.
11.10 U.S. Government End -Users. The Solutions and
related documentation are "commercial items" as defined at 48
C.F.R. 2.101, consisting of "commercial computer software" and
"commercial computer software documentation" as such terms are
used in 48 C.F.R. 12.212. Consistent with 48 C.F R. 12.212 and 48
C F.R. 227.7202-1 through 227.7202-4, U.S. govemment
customers and end-users acquire licenses to the Solutions and
related documentation with only those rights set forth herein.
11.11 General. This Agreement, including its Exhibits and
any Quote, constitutes the entire agreement between the Parties
and supersedes all other agreements and understandings between
the Parties, oral or written, with respect to the subject matter hereof,
including any confidentiality agreements. Everbridge represents
that its response to RFP #C11502 -P is true and accurate as of the
date of submission. This Agreement shall not be modified or
amended except by a writing signed by both Parties. ANY NEW
TERMS OR CHANGES INTRODUCED IN A PURCHASE ORDER
OR OTHER DOCUMENT ARE VOID AND OF NO FORCE OR
EFFECT EVERBRIDGE'S ACKNOWLEDGEMENT OF RECEIPT
OF SUCH DOCUMENT OR ACCEPTANCE OF PAYMENT SHALL
NOT CONSTITUTE AGREEMENT TO ANY TERMS OTHER THAN
THOSE SET FORTH IN THIS AGREEMENT There are no third
party beneficiaries to this Agreement. Any right, obligation or
condition that, by its express terms or nature and context is intended
to survive the termination or expiration of this Agreement, shall
4
survive any such termination or expiration hereof. This Agreement,
and any other document referencing and govemed by this
Agreement may be executed in one or more counterparts, each of
which shall be deemed an original but which together shall
constitute the same agreement. Each Party agrees to be bound by
its digital or electronic signature, whether transmitted by fax
machine, in the form of an electronically scanned image (e.g., in
.pdf form), by email, or by other means of e -signature technology,
and each Party agrees that it shall accept the signature of the other
Party transmitted in such a manner.
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly authorized representatives.
EVERBR
By:
Print Na
Title:
Date.
NC.
Address:
500 N. Brand Blvd., Suite 1000
Glendale, Califomia 91203
For legal notice:
Attention: Legal Department
CLIENT:
By:
Print Name:
Title:
Date:
Client's Address:
Attn:
Address for Legal Notice:
Attn:
EXHIBIT A
Additional Business Terms
The following additional business terms are incorporated by reference into the Agreement as applicable based on the
particular products and services described on the Quote.
Nixl- n; Branded Products and Community Engagement:
Client grants to Everbridge a non-exclusive, royalty free, worldwide and perpetual right and license (including sublicense)
to (a) use, copy, display, disseminate, publish, translate, reformat and create derivative works from communications Client
sends through the Solutions for public facing communications to citizens, other public groups and public facing websites,
including social media (e.g., Googl , Facebook®) (collectively, "Public Communications"), (b) use and display Client's
trademarks, service marks and logos, solely as part of the Public Communications to Contacts who have opted in to
receive those Communications, and on other websites where Everbridge displays your Public Communications, as
applicable, and (c) place a widget on Client's website in order to drive Contact opt -in registrations. Client further
acknowledges and agrees that all personal information from individuals registering through such widget is owned
expressly by Everbridge and such information will be governed by the applicable Privacy Policy.
Everbridge Branded Products:
"Data Feed" means data content licensed or provided by third parties to Everbridge and supplied to Client in connection
with the Solution (e.g., real time weather system information and warnings, 911 data, third party maps, and situational
intelligence).
"Incident Administrator" means an individual who is authorized by Client as an organizational administrator for the
Incident Management or IT Alerting Solution.
"Incident Operator" means an individual who is authorized by Client as an operator of the Incident Management or IT
Alerting Solution.
1. Data Feeds. Notwithstanding anything to the contrary in this Agreement, to the extent that Client has purchased or
accesses Data Feeds, such feeds are provided solely on an "AS IS" and "AS AVAILABLE" basis and Everbridge disclaims
any and all liability of any kind or nature resulting from any inaccuracies or failures with respect to such Data Feeds. The
sole and exclusive remedy for any failure, defect, or inability to access the content of such Data Feed shall be to terminate
the Data Feed with no further payments due.
2. Incident Management/IT Alerting. For Clients purchasing the Incident Management or IT Alerting Solution, unless
designated as unlimited: (a) Clients may only designate the number of Users set forth on the Quote, and such individuals
shall only have the access rights pursuant to such designation and role; (b) Incident Administrators shall have the ability
to build incident templates, report on incidents, and launch incident notifications; (c) Incident Operators shall only have
the ability to launch or manage incidents; (d) IT Alerting Users shall have the ability to build, launch or manage incidents
as well as participate in an on-call schedule to receive IT outage notifications, and (e) Client shall be provided the number
of incident templates purchased pursuant to the Quote.
3. Secure Messaging. For Customers purchasing peer to peer secure messaging solutions ("Secure Messaging"),
Everbridge shall comply with all applicable privacy laws including, the Health Insurance Portability and Accountability Act
of 1996 ("HIPAA"), Health Information Technology for Economic and Clinical Health Act ("HITECH Act"), and the Gramm -
Leach -Bliley and the Fair Credit Reporting Act, as applicable based on solution purchased. Any Business Associate
Agreement executed in connection with this Agreement shall be incorporated and made a part of this Agreement. Customer
acknowledges and agrees that Secure Messaging solutions are intended to deliver non-critical, non -emergency messages
between users as a convenience to facilitate communications and are not intended for or suitable for use in situations
where a failure or time delay of, or errors or inaccuracies in, the content, data or information provided through the services
could lead to death, personal injury or property damage.
Non -Critical Messaging
1 If Client is using the solution to send non -emergency calls, text messages or emails to consumers, Client expressly agrees
to comply with the Telephone Consumer Protection Act of 1991, including its implementing regulations, the CAN -SPAM
Act of 2003, and any other similar laws and regulation (collectively, "Consumer Protection Law"). Client shall not violate
these or others applicable laws and warrants that it shall receive express consent from Contacts if its messages fall within
these Consumer Protection Laws. Client shall defend, indemnify and hold Everbridge harmless from any violation by
Client of Consumer Protection Law. Client further agrees, that any marketing or sales related text messages will comply
with the policies and guidelines of the Mobile Marketing Association. More information can be found at
http://mmaglobal.com/policies.
6
EXHIBIT B
PAWS.- CMAS/VVEA Addendum
This addendum is incorporated by reference into this Agreemeol applicable based on the particular products and
services tir.,suribed or, the Quote
1 iPAWS Authorization Client represents and warrants to Everbridge that any employee, agents, or representatives of
Client who access IPAWS-OPEN using Client's credentials provided by FEMA (each. an 'PAWS User"), are authorized
by FEMA to use IPAWS-OPEN, have completed ail required training, and Client has executed an IPAWS Memorandum
of Agreement (MON') with FEMA. Client shall contact Everbridge immediately upon any change in Client or any IPAWS
User's right to access IPAWS-OPEN Client shall only access !PAWS -OPEN using its designated credentials and FEMA
issued digital certificate ("Digital Certificate"). Client acknowledges and agrees that Everbridge shall not have access to
its credentials and that Client assumes full responsibility for maintaining the confidentiality of any credentials issued to it.
Client shall be solely responsible for any and all claims, damages, expenses (including attorneysfees and costs) that
arse from any unauthorized use or access to IPAWS-OPEN
2. Credentials Client shall load and maintain within its Everbridge account Organization its Digital Certificate, COG ID
and Common Name. Client authorizes and requests Everbridge to use the foregoing stored information to connect Client
to IPAWS-OPEN.
Messaging: Client acknowledges and agrees that: (i) upon submission of messages to IPAVVS-OPEN, Everbridge shall
have no further liability for the distribution of such message, and that the distribution through IPAWS. OPEN, including,
but not limited to, delivery through the Emergency Alert System or the Commercial Mobile Alert System, is in no way
guaranteed or controlled by Everbridge (ii) Everbridge shall not be liable as a result of any failure to receive messages
distributed through IPAWS-OPEN, (iii) IPAWS may include additional features not supported through the Everbridge
system. and Everbridge shall not be required to provide such additional features to Client: and (iv) Client shall be solely
responsible and liable for the content of any and all messages sent through IPAWS-OPEN utilizing its access codes
4 Iffm. Client acknowledges and agrees that access to IPAWS-OPEN shall be available once Client has provided
Everbridge with the Digital Certificate and any other reasonably requested information to verify access to the system.
Upon termination of the Agreement access lo IPAWS-OPEN shall immediately terminale In addition. Everbridge may
immediately terrninatewithout liability, access to !PAWS -OPEN, if Client breaches this Addendum, the MOA, or FEMA
changes the IPAWS-OPEN system SD that it materially change the business terms andlor feasibility for Everbridge to
provide such access.
$*,$$$$.4$$$$,$,,,,,$$,
(Everbridge, Inc.)
44i
DONE this __ day of
dikQ'ArC7'
Attest: Tiera L. Girard
Clerk of the Board
BOCC236-2015
August 4, 2015
Approved as to fo
r \ \ kj. \ A.. \.
Deputy Prosecuting A ttorney-
111,64:i 2015
BOARD OF Y
Excused
CO
TY CO
1 1
SSIONERS
J. Rand Elliott, Chairman
icliaelD. Leita. Co • issioner
.chey, Commissioner
Board of County Commissioners
for t Ave° County, Washington
everbridge
Everbridge Inc.
500 North Brand Blvd.
Suite 1000
Glendale CA 91203
? Attn: Scott Miller
Yakima Valley Office of Emergency Management
2403 South 18th Street
Suite 200
Union Gap WA 98903
United States
1
100015722
Invoice
Page 1 of 2
I Attn: Scott Miller
1 Yakima Valley Office of Emergency Management
= 2403 South 18th Street
Suite 200
Union Gap WA 98903
United States
Stuver, Patrick
101-01-22-0101-000
101-01-22-0101-000
I
101-01-11-0203-000
101-01-11-0203-000
101-01-11-1002-000
101-01-11-1002-000
101-01-11-1004-000
101-00-11-1060-000
101-00-11-1060-000
Mass Notification Setup
Offset for Installment Billing
Everbridge Mass Notification (MN) with Unlimited
Domestic Minutes
Offset for Installment Billing
IPAWS/WEA Notification
I Offset for Installment Billing
Mobile Member
i Smart Weather Alerting (includes 1 location in base
weather subscription)
Offset for Installment Billing
3,662.55 i
1 1 -578.78
1 45,781.87
1
1?
1
1I
1
-9,642.39
2,500.00 1
I
-347.27
8,500.00
4,500.00
-578.78
31.74%
0.0%f
1
9.03% 1
0.0%
40.0%
0.0% I
100.0%
i
44.44%
0.0% 1
2,500.00
-578.78
41,650.00
-9,642.39
i
1,500.00 I
1
-347.27
0.00
2,500.00
-578.78
everbridge
Everbridge Inc.
500 North Brand Blvd.
Suite 1000
Glendale CA 91203
Invoice
11190 18/20/2015 , M2697O
Page 2 of 2
Everbridge Inc.
Subtotal
Tax (Sales Tax 8.1%)
Total
11190 Yakima Valley Office of Emergency M.. M26970
$40,000.00 j
Everbridge, Inc.
Dept LA 23623
Pasadena, CA 91185-3623
Wire Payments: Please call Everbridge Finance department at (818) 230 - 9786 for wire instructions.
37,002.78
2,997.22
$40,000.00
Remittance Slip
everbridge
Everbridge Inc.
500 North Brand Blvd.
Suite 1000
Glendale CA 91203
Attn: Scott Miller
1 Yakima Valley Office of Emergency Management
2403 South 18th Street
Suite 200
Union Gap WA 98903
United States
111190
Invoice
8/20/2015 M26971
Page 1 of 2
Attn: Scott Miller
Yakima Valley Office of Emergency Management
1 2403 South 18th Street
1 Suite 200
Union Gap WA 98903
United States
Net 30
42501
9/19/2015
;00015722
USD
101-01-22-0101-000 Mass Notification Setup
101-01-22-0101-000 ? Offset for Installment Billing
101-01-11-0203-000 Everbridge Mass Notification (MN) with Unlimited
Domestic Minutes
101-01-11-0203-000 I Offset for Installment Billing
101-01-11-1002-000 IPAWS/WEA Notification
101-01-11-1002-000 Offset for Installment Billing
101-01-11-1004-000 I Mobile Member
101-00-11-1060-000 } Smart Weather Alerting (includes 1 location in base
weather subscription)
i I
101-00-11-1060-000 i Offset for Installment Billing
1 Stuver, Patrick
8/4/2015
3,662.55
-1,921.22
45,781.87 1
1 -32,007.61
i I
1 I 2,500.00 a
1 1 -1,152.73
1 I 8,500.00
1 r 4,500.00
1 = -1,921.22
8/3/2016
31.74%
0.0%1
9.03%
0.0%
40.0%
0.0%
100.0%
44.44%
0.0%
85000
2,500.00
-1,921.22
41,650.00
-32,007.61
1,500.00
-1,152.73 1
0.00
2,500.00
-1,921.22
everbridge
Everbridge Inc.
500 North Brand Blvd.
Suite 1000
Glendale CA 91203
Invoice
11190
8/20/2015
M26971
Page 2of2
Subtotal
Tax (Sales Tax 8.1%)
Total
11,147.22;
902.93
$12,050.15 I
Everbridge Inc. Remittance Slip
11190 Yakima Valley Office of Emergency M... i M26971
$12,050.15
Everbridge, Inc.
Dept LA 23623
Pasadena, CA 91185-3623
Wire Payments: Please call Everbridge Finance department at (818) 230 - 9786 for wire instructions.
April 1, 2015 Population of
Cities, Towns and Counties
Used for Allocation of Selected State Revenues
State of Washington
County Census Estimate Estimate Estimate Estimate Estimate
Municipality 2010 2011 2012 2013 2014 2015
Whatcom 201,140 202,100 203,500 205,800 207,600 209,790
Unincorporated 87,065 87,535 87,921 88,276 88,822 89,788
Incorporated 114,075 114,565 115,579 117,524 118,778 120,002
Bellingham 80,885 81,070 81,360 82,310 82,810 83,580
Blaine 4,684 4,705 4,760 4,785 4,865 4,905
Everson 2,483 $ 2,495 2,520 2,550 2,570 2,580
Ferndale 11,415 11,530 11,830 12,290 12,710 12,920
Lynden 11,951 12,060 12,340 12,730 12,920 13,090
Nooksack 1,338 1,350 1,370 1,410 1,435 1,460
Sumas 1,319 * 1,355 * 1,399 " 1,449 * 1,468 * 1,467 *
Whitman 44,776 44,800 45,950 46,000 46,500 47,250
Unincorporated 5,961 5,974 5,974 6,035 6,065 6,084
Incorporated 38,815 38,826 39,976 39,965 40,435 41,166
Albion 579 555 545 550 555 555
Colfax 2,805 2,805 2,790 2,780 2,765 2,790
Colton 418 425 415 420 420 420
Endicott 289 293 # 295 295 300 + 296 +
Farmington 146 145 145 145 150 150
Garfield 597 600 595 595 595 595
LaCrosse 313 315 315 315 320 320
Lamont 81 " 80 80 80 80 80
Malden 203 205 205 205 205 200
Oakesdale 422 425 425 425 425 430
Palouse 998 1,005 1,020 1,020 1,030 1,030
Pullman 29,799 29,820 31,000 30,990 31,420 32,110
Rosalia 550 555 555 555 555 560
St. John 543 " 523 " 501 * 500 505 510
Tekoa 778 775 785 770 775 785
Uniontown 294 300 305 320 335 335 2 r
Yakima 243,231 244,700 246,000 247,250 248,800 249,970 'tea J S
Unincorporated 83,755 84,300 84,800 84,910 85,410 85,985
Incorporated 159,476 160,400 161,200 162,340 163,390 163,985
Grandview 10,862 10,920 11,000 11,010 11,170 11,200
Granger 3,246 3,270 3,285 3,315 3,495 3,640
Harrah 630 * 630 650 645 645 650
Mabton 2,286 2,290 2,290 2,305 2,310 2,310
Moxee 3,308 3,415 3,505 3,655 3,720 3,810
Naches 795 805 805 805 815 830
Selah 7,147 7,205 7,290 7,340 7,395 7,495
Sunnyside 15,858 16,010 16,130 16,200 16,230 16,280
Tieton 1,191 1,195 1,195 1,235 1,255 1,255
Toppenish 8,949 8,950 8,950 8,950 8,955 8,965
Union Gap 6,047 6,055 6,105 6,110 6,140 6,150
Wapato 4,997 5,025 5,030 5,035 5,040 5,040'-'7/
Yakima 91,196 $ 91,630 91,930 92,620 93,080 93,220
Zillah 2,964 3,000 3,035 3,115 3,140 3,140
Washington 6,724,540 6,767,900 6,817,770 6,882,400 6,968,170 7,061,410
Unincorporated 2,478,323 2,454,633 2,438,547 2,449,701 2,470,761 2,497,039
Incorporated 4,246,217 4,313,267 4,379,223 4,432,699 4,497,409 4,564,371