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HomeMy WebLinkAboutMembership Agreement - Collective Shift - Using and Creating Content on LRNG Platform1316 COUNTY -CITY BUILDING 227 W, JEFFERSON BoijI.EVARD Smi-rii BENI). INDIANA 46601-1830 CITY OF Sovrii BEND PETE Bui-Fic3lEG, MAYOR BOARD OF PUBLIC WORKS June 12, 2018 Granetta Blevins Collective Shift 190 S. LaSalle Street, Suite 173,0 Chicago, IL 60�603 RE: Membership Agreement Dear Ms. Blevins: PHOW, 574/235.9251 FAX 574/ 235-9171 The Board of Public Works, at its meeting held on June 12, 2018, approved the above referenced membership for -using and creating content on the LRNG platform in the amount of $4,400. Enclosed please find a copy of the agreement for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure c: Brian Donoghue, Innovation & Technology GARY A. CLOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMrs A. MUELLER THERESE J. DORAIJ MEMBERSHIP AGREEMENT ("Agreement") In order to register on and access the LRNG Platform (defined below), Collective Shift, an Illinois not -for -profit corporation, with offices located at 190 S. LaSalle Sheet, Suite 1730, Chicago, Illinois 60603 ("CS" or "we"), and City of South Bend, Indiana ("Member" or "you") with offices Iocated at 227 West Jefferson Blvd, Suite 1200 North, South Bend, Indiana 46601 enter into this agreement (the "Agreement") as o0ts,11Q Q (the "Effective Date") with the following terms and conditions. -� 1. Definitions. The following terms shall have the following meanings: "Applicable Privacy and Data Security Laws" means all privacy, security, data protection and data breach notification laws, rules and regulations of any applicable jurisdiction (including, without limitation, the U.S., Canada and the European Union and its member countries). "Confidential Information" means any information disclosed by one Party to the other Party in connection with this Agreement and which the receiving Party knows or has reason to know is confidential or proprietary, whether or not identified as confidential at the time of disclosure. Without limiting the foregoing, Confidential Information includes PII and Student Information. Information shall not be considered Confidential Information if it (i) becomes known to the public from a source other than the receiving Party; (ii) was known to the receiving Party, or becomes known to the receiving Party from a third party having the right to disclose it and having no obligation of confidentiality to the disclosing Party with respect to the applicable information; or (iii) is independently developed by the receiving Party without access to the Confidential Information "Data Breach" means any confirmed unauthorized access or use of Confidential Information. "Intellectual Property Rights" means all forms of intellectual property rights and protections including, without limitation, all right, title and interest in and to all (i) trade secret rights and equivalent rights arising under the common law, state law, federal laws of the United States and laws of foreign countries; (ii) copyrights under common law, state law, federal laws of the United States and laws of foreign countries; (iii) proprietary indicia, trademarks, trade names, symbols, logos and/or brand names under common law, state law, federal laws of the United States and laws of foreign countries ("Trade Rights"), (iv) patent rights under the federal laws of the United States and laws of foreign countries and (v) all enhancements, modifications, amendments, extensions and updates to and derivative works of the foregoing. "LRNG Platform" means the hardware, software, technical infrastructure, systems, services, web sites, user interfaces, and resources used or provided by CS to render the Services, "LRNG User Data" means all data created or generated by User's use of the LRNG Platform, excluding Member Permitted Data, Student Information and PII. Without limiting the foregoing, LRNG User Data includes behavioral characteristics and demographic characteristics that are not associated with a particular User and/or Member Affiliated User. "Managed System" means the System on the LRNG Platform managed by Member. "Member Affiliated User" means either (i) a User (or his or her guardian) who has chosen to be affiliated with a Member while registering onto the LRNG Platform or (ii) a User whose account and data is part of the Member Permitted Data entered and stored on the LRNG PIatform. "Member Affiliated User Data" means all data generated by a Member Affiliated User's activity on the LRNG Platform, excluding Student Information and PII. "Member Content IP" means Member's Intellectual Property Rights in all content and materials produced or otherwise created by Member and entered, stored and accessed on the LRNG Platform, including, without limitation, Member's Trade Rights and any archived or de -activated content "Member Permitted Data" means all data provided to CS by a Member in connection with the Member's registration on the LRNG Platformn, including all data (i) generated by or otherwise incorporating Member Content IP, or Qi) generated by a Member Affiliated User who has elected to share his or her information with the Member while registering on the LRNG Platform. For the purpose of clarification, Member Permitted Data excludes LRNG User Data. "System" means the network of interconnected groups, systems, web pages and other data containing content and features on the LRNG Platforn for Members and their associated Users. "Party" or "Parties" means Member and/or CS. "Personnel" of a Party means authorized representatives, agents, employees, volunteers, or subcontractors of such Party. "I'll" means any data element, or combination of data elements that can be used to identify a particular individual. Without limiting the foregoing, PII includes (i) full narne (or first initial and last name), mailing address, telephone number, email address, social security number (SSN), usernames and passwords, and individual health information; (ii) Information about an employee (full, part-time or temporary), teacher, school official, T-Mz@srd`Q1r. school district administrator, or user; (iii) information relating to an individual's personal characteristics, such as age/date of birth, gender, race or etlmic origin, sexual orientation, and general geographic location (e.g., zip code) ("demographic characteristics"); (iv) and information relating to an individual's interests, preferences and behaviors ("behavioral characteristics"), to the extent such information is associated with a particular individual; and (v) Information defined as such under Applicable Privacy and Data Security Laws (e.g., the Family Educational Rights and Privacy Act or the Children's Online Privacy Protection Act). "Services" means the services identified in this Agreement to be provided by each Party pursuant to this Agreement. "Student Information" means any data element or record provided by a school or school district for storage on the LRNG Platform. All Student hifonnation provided by a school or school district for storage on the LRNG Platform inust be restricted to Directory Information as defined by the school or school district in accordance with the Family Educational Rights and Privacy Act ("FERPA"), 20 U.S.C. § 1232g. Student Information may be included in Member Permitted Data, to the extent authorized by the school or school district. "User" means an individual age thirteen (13) or older who has, either individually or through a Member, registered on, accessed and/or used the LRNG Platform and who has accepted the terms and conditions associated with his or her access to and use of the LRNG Platfonn. 2. General. Member is obligated to pay for the use of the LRNG Platform and for the CS Services, defined below, as follows (the "Fee"), Member will pay to CS the Fee of Four Thousand Four Hundred and 00/100 Dollars ($4,400.00) annually, due upon execution of this Agreement (an "Annual Membership"). The Agreement and the Fee shall auto -renew annually on the anniversary of the Effective Date unless this Agreement is otherwise terminated pursuant to Section 3 or superseded by a new agreement, The Fee shall abate for a thirty (30) day period (the "Trial Period") in the first year of the Agreement only. 2.1 CS Services. CS will provide and administer the LRNG Platform in accordance with its Terms of Use and will provide the features and functionality set forth on Exhibit A. In addition, CS will provide updated and additional features on an ongoing basis, as part of the development of the LRNG Platform. As part of this development, CS reserves the right to change or remove features as CS deems necessary or prudent. 3. Term and Termination This Agreement shall continue in accordance with its terms for as long as Member maintains its registration on the LRNG Platform, unless sooner terminated as set forth below. 3.1 Failure to Pay. This Agreement shall terminate upon Member's failure to pay the Fee within thirty (30) days of the date upon which it becomes due and payable, as set forth in Section 2. 3.2 Termination Without Cause. Either Party may terminate this Agreement without cause upon thirty (30) days' prior written notice to the other Party In the event the Member terminates this Agreement, any Fee that is due and payable through the date of termination shall be refunded in the pro -rated amount from the end of the month following the thirty (30) day notice given pursuant to this Section. 3.3 Termination Due to Default. Either Party may terminate this Agreement if the other Party is in default of any term of this Agreement and fails to cure a material default within thirty (30) days. 3.4 Effect of Termination. Upon termination of this Agreement, all licenses granted to Member shall immediately terminate. Each Party shall return to the other Party, or destroy, any and all Confidential Infor-tnation of the other Party. Member shall be permitted to export Member Permitted Data and Member Affiliated User Data from the LRNG Platform existing as of the date of termination for up to ninety (90) days following the termination of this Agreement. Member acknowledges and agrees that it shall not be entitled to any data generated or created by a User after the date of termination, regardless of whether such User was formerly a Member Affiliated User. Notwithstanding anything to the contrary contained herein, Member acknowledges and agrees that CS owns and has all rights associated with each System, regardless of whether such System is a Managed System, and that Member's access to any System arises solely pursuant to, and in accordance with, this Agreement. In the event the Agreement is terminated by CS or by Member due to a breach by CS, Member will be entitled to a refund of a prorated portion of the fees paid to CS for any portion of term under this Agreement remaining following the effective date of the termination. Termination of this Agreement shall not effect CS's License to Member Affiliated User Data as provided in Section 5.3 which shall continue in full force and effect. 4. Confidential Information. During the term of this Agreement and for a period of two years thereafter; 4.1 Each Party agrees that it will keep the other Party`s Confidential Information confidential in rev: 2017-11-02 the same manner as it holds its own Confidential Information of like kind, but in any case, by the use of at least reasonable care. Disclosures of Confidential Information shall be restricted to those individuals who are participating in the performance of this Agreement and who are bound by obligations of confidentiality comparable to those set forth herein, provided that no disclosure of Confidential Information shall be made in violation of Applicable Privacy and Data Security Laws. 4.2 Each Party shall implement appropriate administrative, physical, and technical safeguards to protect Confidential Information, including the PII of any User, and the LRNG Platform against unauthorized access or use. 4.3 Except as otherwise specifically authorized by the disclosing Party in writing, neither Party shall reproduce, disclose or use any Confidential Information of the other Party for any purpose other than carrying out the activities contemplated in this Agreement or as expressly permitted by the disclosing Party in writing. 4.4 Each Party further agrees to advise such Party's Personnel of the proprietary and confidential nature of the Confidential Information and the terms and conditions of this Agreement. Each Party shall be liable for any breach of this Agreement by such Party's Personnel. 4.5 Each Party shall notify the other Party of any Data Breach as quickly as possible consistent with the legitimate needs of law enforcement or as necessary to determine the scope of the Data Breach and restore the reasonable integrity of the data system. After providing notice to the other Party of the Data Breach, the Party that sustained the Data Breach shall cooperate and coordinate with the other Party regarding an investigation of the Data Breach and compliance with any applicable breach notification laws or regulations, 4.6 Each Party shall return or destroy all such Confidential Information of the other upon request of the other Party. 4.7 If a Party is required by Iaw, rule or regulation, or requested in any judicial or administrative proceeding or by any governmental or regulatory authority, to disclose any Confidential Information of the other Party, such Party shall notify the other Party of such request promptly so that the other Party may seek an appropriate protective order or similar protective measure and shall, upon request and expense of the other Party, shall cooperate in seeking such order or similar protective measure. If a Party is compelled to disclose the Confidential Information, the Party shall disclose only that portion of the Confidential Information it is legally compelled or required to disclose. A Party shall not be held crhninally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that is made in confidence to a federal, state or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law. A Party shall not be held criminally or civilly liable under any federal, state trade secret law for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal. A Party who files a lawsuit for retaliation by the other Party for reporting a suspected violation of law may disclose the trade secret to its own attorney and use the trade secret information in the court proceeding, if such Party files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order. 5. Intellectual Propertx. 5.1 General. Both Parties acknowledge that the other Party has existing Intellectual Property Rights to their respective data, content, Trade Rights, inventions, discoveries, methods, ideas, systems and software. All Intellectual Property Rights to any and all ideas, including the LRNG Platform, programs, systems, or other matter will remain the property of their respective owners. 5.2 Member Permitted Data. Member shall retain all ownership rights in Member Permitted Data. Member grants CS a non-exclusive, perpetual, worldwide, irrevocable, royalty -free, fully sublicensable license to use, access, and create derivative works of all Member Pennitted Data. 5.3 LRNG User Data,• License to Member Affiliated User Data. CS shall retain all ownership rights in LRNG User Data Provided that User has so consented, CS grants Member a non-exclusive, revocable, royalty -free license to use and access solely for research and programmatic purposes all Member Affiliated User Data. Member shall not publish or share with any third party any Pit included within the Member Affiliated User Data. Member must destroy all Pit contained within the Member Affiliated User Data when such information is no longer necessary to accomplish the Services. 5.4 Member Content IP. Except as may otherwise be provided herein, Member shall own Member Content IP. To ensure that Member Content IP benefits the public, Member shall, and CS will require other organizations to, make Member rev: 2017-11-02 Content IP available to the public in a readily Permitted Data and Member Affiliated accessible format on the LRNG Platform under User Data without restriction, the most recent version of the Creative Commons Attribution license (CC BY) unless otherwise 7.1.2 Member Will use reasonable efforts to specified by the Member. Full legal text of the ensure that any organization data provided Creative Commons Attribution license is to CS will be free of threats (viruses, available at the following URL: trojans, etc.) or "backdoors" that enable htt)°//ci,eativecoi!iiiii,oiis.o�-��,/ i�ens sib unauthorized use or access. 5.5 Developments-, Patents. The Parties agree that 7.1.3 MEMBER WARRANTS AND the Parties will not create jointly owned property REPRESENTS THAT NEITHER IT under this Agreement, unless expressly agreed NOR ANY MEMBER CONTENT IP IT pursuant to a separate agreement. In the event UPLOADS ONTO THE LRNG the Parties contemplate joint development PLATFORM WILL CONTAIN A resulting in jointly owned property, the Pat -ties USER'S SOCIAL SECURITY will work together in good faith to define and NUMBER, PERSONAL. HEALTH document the terms of such arrangement. Under INFORMATION, BANK ACCOUNT no circumstances shall either Party file an INFORMATION, FINANCIAL application for patent, industrial design, utility ACCOUNT INFORMATION OR model, or equivalent protection, anywhere in the OTHER SIMILARLY PROTECTED world, which is based upon, uses, references or PERSONAL INFORMATION. discloses the property of the other Party (whether FURTHER, MEMBER WARRANTS or not such property constitutes Confidential AND REPRESENTS THAT NEITHER. Information) or Confidential Information IT NOR ANY MEMBER CONTENT IP disclosed to it by the other Party hereunder, IT UPLOADS ONTO THE LRNG without the prior written consent of the other PLATFORM WILL SOLICIT, INDUCE, Party and without crediting the other Party's REQUIRE, ENCOURAGE, REQUEST contribution to the subject of such application for OR ALLOW A USER TO PROVIDE HIS patent, industrial design, utility model, or OR HER SOCIAL SECURITY equivalent protection. NUMBER, PERSONAL HEALTH INFORMATION, BANK ACCOUNT 6. Relationship Management, The Parties will INFORMATION, FINANCIAL designate a relationship manager who will serve as the ACCOUNT INFORMATION OR primary point of contact for matters that may arise under OTHER SIMILARLY PROTECTED this Agreement. Each Party may replace its relationship PERSONAL INFORMATION, manager at any time in its sole discretion upon written notice to the other Party. 7.1.4 Member warrants and represents that its Personnel shall comply with all 7. Representations and Warranties. reasonable policies and procedures of CS 7.1 Member Warranties and Representations, disclosed to Member in writing, including Member warrants and represents as follows: but not limited to, relevant compliance - specific guidelines of CS and the Privacy 7.1.1 Member has complied and will continue Policy and Terms of Use on the LRNG to comply with any obligation under Platform, The Privacy Policy and the applicable law, including under applicable Terms of Use will be on the LRNG privacy and data security laws, to obtain Platform and updated from time to time, any required permissions or consent(s) in Member is responsible for keeping Lip to respect of the use, collection, access, and date with the Privacy Policy and the disclosure of Confidential Information, Tern -is of Use, P11, Student Information, and Member 7.1.5 Member agrees that it shall not, by or Permitted Data prior to transferring or through any means, provide unauthorized disclosing such data to CS as otherwise access to another organization or entity, expressly permitted under this Agreement regardless of organizational or legal including, but not limited to, under structure, or affiliation or non -affiliation FERPA or the Children's Online Privacy with Member, to the LRNG Platform, or Protection Act ("COPPA"), as applicable. atteiript to gain unauthorized access from Member has an agreement in place with another Member to the LRNG Platform. each and every Member Affiliated User, whereby CS is permitted to share Member 7,2 Authority of the Parties. The Parties represent and Warrant that they have the legal authority to rew 2017-11-02 enter into this Agreement and that they have taken actions required by their respective internal policies and procedures, bylaws or related company documents, and/or applicable law to exercise authority and to lawfully authorize the Person registering to complete the registration. 7.3 Unauthorized Data Disclosure. Member acknowledges and agrees that if at any time CS learns Member has transferred or disclosed to CS any Confidential Information, PII, Student Information, Member Permitted Data, or other data or information for which the required permissions or consents were not obtained, CS will destroy all such data and immediately restrict Member from further use of the LRNG Platform and access to any such data. 8. Limitation of Liability and Indemnification. 8.1 LIMITATION OF LIABILITY. EXCEPT AS DESCRIBED IN EXHIBIT A, MEMBER ACKNOWLEDGES.AND AGREES THAT THE LRNG PLATFORM AND ALL THE MATERIALS, INFORMATION, SOFTWARE, FACILITIES, SERVICES AND OTHER CONTENT IN THE SERVICE AND LRNG PLATFORM ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, CS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON - INFRINGEMENT. CS DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE LRNG PLATFORM WILL BE AVAILABLE, UNINTERRUPTED OR ERROR -FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CS DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE LRNG PLATFORM, MATERIAL, INFORMATION, SOFTWARE, FACILITIES, FUNCTIONS OR OTHER CONTENT IN THE SERVICE, THE LRNG PLATFORM, OR ANY SITES OR SERVICES LINKED TO VIA THE LRNG PLATFORM IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO MEMBER, THE ABOVE EXCLUSIONS WILL APPLY ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGE, LOSS OR EXPENSES (INCLUDING BUT NOT LIMITED TO BUSINESS INTERRUPTION, LOST BUSINESS, LOST PROFITS, OR LOST SAVINGS) EVEN IF IT HAS BEEN ADVISED OF THEIR POSSIBLE EXISTENCE INCLUDING, BUT NOT LIMITED TO, (i) NEGLIGENT ACTS AND/OR OMISSIONS OR, (ii) PERFORMANCE OR QUALITY OF PERFORMANCE OF ITS SERVICES AND OBLIGATIONS UNDERTHIS AGREEMENT, NOTWITHSTANDING THE FOREGOING, THIS LIMITATION OF LIABILITY PROVISION SHALL NOT APPLY TO ANY CLAIM RELATING TO OR ARISING OUT OF (i) AN INTENTIONAL, RECKLESS OR WILFUL ACT; (ii) BREACH OF THE CONFIDENTIALITY PROVISIONS OR A DATA BREACH; AND/OR (iii) INTELLECTUAL PROPERTY INFRINGEMENT OR VIOLATION OF ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS, EXCEPT THAT IN NO EVENT SHALL CS' LIABILITY FOR ANY ACTION EXCEED THE AMOUNT MEMBER PAYS TO CS FOR USE OF THE LRNG PLATFORM, 8.2 Indemnification. CS and Member shall indemnify and hold harmless each other and their respective affiliates, officers, directors, and agents from and against all liabilities, losses, costs, expenses (including reasonable attorney's fees), and damages resulting from either's: (i) willful misconduct or negligent act or omission or, (ii) violation of any municipal, state, or federal laws, rules, or regulations applicable to the performance of respective obligations under this Agreement, or (iii) intellectual property infringement or violation of any third parry's intellectual property rights. CS shall not be required to indemnify and hold harmless Member for any claim that is based on (a) a modification to the LRNG Platform made by someone other than CS or (b) a modification to the LRNG Platform by CS in accordance with Member's provided specifications or instructions. rev: 2017-11-02 9. Miscellaneous. 9.1 Choice of Law,• Jurisdiction, Survival. Member's use of the LRNG Platform and this agreement shall be construed in accordance with Indiana law without regard to the conflict of laws rules or principles thereof: It is agreed that both CS and Member hereby submit to the jurisdiction of the State of Indiana. 9.2 independent Contractor relationship; The Parties agree that under this Agreement they are each acting in the capacity of an independent contractor and that each has no authority to represent or act on behalf of the other without prior written consent. Accordingly, the Parties also shall not hold themselves out to third Parties as purporting to act on behalf of, serving as the agent off,. or entering into any agreements or understandings on behalf of the other without prior written consent. 9.3 Force Majeure. If the performance or observance of this Agreement or of any obligation herein is prevented or delayed by reason of an act of God, civil commotion, storm, fire, riots, strikes, legal moratorium, war, revolution, or action by government, the Party so affected shall„ upon prompt notice of such cause being given to the other Party, be excused from such performance or observance, only to the extent of such prevention or during the period of such delay, provided that the Party so affected shall use its best efforts to avoid or remove the cause(s) of non-performance and observance. Executed as of the date first written above. COLLECTIVE SHIFT By: Name: Title: 9.4 No Waiver. No failure or delay on the part of either Party in exercising any right under this Agreement will operate as a waiver of, or impair, any such right. No single or partial exercise of any such right will preclude any other or further exercise thereof or the exercise of any other right. No waiver of any such right will have effect unless given in a written document signed by the Party waiving such right. No waiver of any right will be deemed a waiver of any other right hereunder. 9.5 No Assignment. The Parties shall not assign this Agreement to any person, firm, partnership, corporation, or other entity (including by operation of law, judicial process, or otherwise) without prior written consent of the other Party, which consent shall not be withheld unreasonably. 9.6 Severabil . In the event any portion of this Agreement shall be held illegal, void, or ineffective, the remaining portions hereof shall remain in full force and effect. if any of the terms or conditions of this Agreement is in conflict with any applicable statute or rule of law, then such terms or conditions shall be deemed inoperative to the extent that they may conflict therewith and shall be deemed to be modified to conform to such law. 9.7 Survival. The rights, obligations, terms and conditions that would, by their meaning or intent, survive the termination of this Agreement shall so Survive. CITY OF SOUTH BEND, IINDIANA ("MEMBER") By: Name: ..._ Title: 6 rev: 2017-1'....1-02. EXHIBIT A LRNG Platform avid Technical Support: Collective Shift will provide: • Unlimited access to the LRNG platform including key functionality such as: o Content creation tools for XP's, Playlists and Badges o Library of remixable content (created by otber youth -serving organizations across the country) o User and group management tools • Provide reports and analytics of LRNG User Data and Member Affiliated User Data • Onboarding toolkits for administrators and participants • Unlimited access to online support for administrators and participants via helpdesk • Virtual group training and workshops • Marketing toolkits - LRNG branding • Membership in the community of practice with access to practitioner support • Monthly e-newsletter • Invitation to annual LRNG Summit • Maintain appropriate administrative, physical, and technical safeguards to protect Confidential Information and the LRNG Platform against unauthorized access or use, including reasonable efforts to protect from viruses and harmful content • Administration of the LRNG Platform including: o Ensuring no less than 99.5% uptime o Reasonable efforts to detect and fix errors o Facilitating content and data hosting o Support Member user account management, including creating, disabling, or deleting accounts as applicable o Providing user administration tools for the creation of Member accounts rev: 2017-11-02 INTEROFFICE MEMORANDUM Information Technologies Department 227 W Jefferson Blvd (574) 245-6000 TO: Board of Public Works, Linda Martin CC: Dan O'Connor; Santiago Garces FROM: Brian Donoghue, Director of Civic Innovation SUBJECT: Collective Shift — LRNG Platform DATE: 6/5/18 Linda and Members of the Board, Please see attached quote/contract from Collective Shift for acquiring the LRNG Platform for the City of South Bend. The LRNG platform allows City networks to create content for digital badging. The Office of Innovation and Technology team has reviewed the quote and gives favorable recommendation as well. The not to exceed cost of $4,400.00. This is for the City of South Bend's commitment as a LRNG Network Partner. Thank you, Brian Donoghue BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FOR[ Date June 5th 2018 Department Innovation and Name Brian Donoghue Technology BP I Date June 12th 2018 Phone Extension Required Prior to Submittal to Board Legal Attorney dame Sandra Kennedy Controller review is required for all Contracts $5,000.00 or more Controller ❑' and greater than one year in length per the City Purchasing Policy Purchasing Check the Appropriate Item Type — Required for All Submissions Agreement ® Contract ❑ Proposal ❑ ,Addendum ® Professional Services ❑ Amendment Bid Opening F-1 Bid award ❑ Req. to Advertise ❑ Title Sheet Quote Opening ❑ Quote Award El Chg Order No. ❑ C/O & PCA No. ❑ PCA ❑] Ease./Encroach. El Traffic Control ❑I Resolution Other: -]I Claim Company or Vendor Name New Vendor Arl-IMAN : A 1150TOMFIrms Project Name Project Number Funding Source Account No. Amount Terms of Contract Collective Shift ® Yes❑ If Yes, Approved by Purchasing ❑ No ❑ MBE Completed E-Verify Form Attached El Yes ❑'a+1lBE ❑ No LRNG Platform Department of Innovation and Technologv Professional Services 279-0672-415-31-06 $4400.00 Purpose/Description Becoming a network member for using and creating content on the LRNG platform — See memo For Change Orders Only Amount of ❑ Increase $ ❑ Decrease $ Previous Amount $ Current Percent of Change: % New Amount $ Total Percent of Change Time Extension: Copy Original El ❑ ❑ ❑ ❑ ❑