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HomeMy WebLinkAboutRequest to Purchase - Sheriff & JailGRANT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submitted to the Clerk of the Board by 12:00pm on Thursday) REQUESTING DEPARTMENT: SherlffS Office REQUEST SUBMITTED BY: Gary Mansford CONTACT PERSON ATTENDING ROUNDTABLE:Gary Mansford CONFIDENTIAL INFORMATION: ❑YES ® NO DATE: 7/30/Z024 PHONE: 754-2011 x 2026 ~ w ® A 1 as r ❑Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment ❑ABPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑ Computer Related ❑ County Code ❑ Emergency Purchase ❑ Employee Rel. ❑ Facilities Related ❑ Financial ❑ Funds ❑ Hearing ❑ Invoices / Purchase Orders ❑ Grants — Fed/State/County ❑ Leases ❑ MOA / MOU ❑ Minutes ❑ Ordinances ❑ Out of State Travel []Petty Cash ❑ Policies ❑ Proclamations ® Request for Purchase ❑ Resolution ❑ Recommendation ❑ Professional Sery/Consultant ❑ Support Letter ❑ Surplus Req. ❑Tax Levies ❑Thank You's ❑Tax Title Property ❑WSLCB 10 lip SEA eO M Grant County Sheriff's Office (GCSO) would like to purchase LEADS Online for $6,702. Software will be utilized by all divisions of GSCO to assist with property crime investigations as well as narcotics investigations GCSO would also like to purchase Cellhawk for $5,995. This will replace our current software ZETX which has been deemed as unreliable by Colorado Courts. This software will also be utilized by all divisions of GCSO If necessary, was this document reviewed by accounting? ❑ YES L7 NO 0 N/A If necessary, was this document reviewed by legal? 0 YES ❑ NO ❑ N/A DATE OF ACTION: 0, � APPROVE: DENIED ABSTAIN D1: Z9&9 - D2: D3: 4/23/24 DEFERRED OR CONTINUED TO: WITHDRAWN: DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1 B -1470B1625383 6900 Dallas Parkway, Su'fte 825 Phone (972) 361-0900 Plano, TX 75024 Fax (972) 361-0901 le dsonline.com Toll -Free (800) 311-2656 JUL 2024 ; SUBSCRIPTION SERVICES AGREEMENT RANT COUNTY C0MMIS 1 011'J _S ffiis 'Tu- scrip itit on Services Agreement (Agreement) is between LeadsOnline LLC a Delaware limited liability company (LeadsOnline), Grant County WA Sheriff (Customer), and is effective as of the date of the last signature below. This Agreement contemplates one or more Order Forms for Services, which are governed by the terms of this Agreement. 1. SOFTWARE SERVICE. This Agreement and the applicable Order Form provide Customer access to and usage of an Internet -based software service, including, without limitation, its features, functions, and user interface, and underlying software, as specified on an Order Form and limited to the number of Eligible Users defined and listed on the Order Form (Service). 2. USE OF SERVICE. a. Customer Owned Data. All data, information, images, and files uploaded or otherwise entered by Customer into the Service remains the property of Customer, as between LeadsOnline and Customer (Customer Property). b. Responsibilities for Customer Property. Customer represents and warrants to LeadsOnline that Customer has provided all required notices and has obtained all required licenses, permissions, and consents regarding Customer Property for use within the Service under this Agreement. Customer grants LeadsOnline the right to use the Customer Property solely for Purposes of performing under this Agreement (which includes, without limitation, the right for LeadsOnline to enhance its technology and offerings). LeadsOnline will purge any or all Customer Property upon Customer's written request. Customer may export its Customer Property as allowed by functionality within the Service. c. General Responsibilities. Customer must (i) ensure that access to Service and information produced by or derived from it is limited to the Purpose defined in the Order Form, (ii) maintain any data accessed, received or otherwise derived from Service according to all applicable statutes, laws and regulations for use and disclosure of non-public personal information, (iii) connect to Service only using devices and browsers with proper encryption, (iv) promptly notify LeadsOnline (within the Service or by email to support@leadsonline.com) when an Eligible User is no longer employed by Customer or is no longer authorized to access Service, (v) ensure that each Eligible User is acting within the bounds of their authority from Customer and within their legal rights to search, possess, enter, analyze and use, all information and data submitted to and received from the Service, (vi) refrain from any use, misuse or actions related to Service or Data that infringe, misappropriate, or otherwise violate any right of anyone, or that violate any applicable law, and ensure that any instructions or directives Customer gives to or regarding anyone do not conflict with applicable laws, and (vii) verify the accuracy, timeliness, context and relevance of information or communication from Service or personnel prior to taking action. Customer acknowledges that LeadsOnline does not enforce laws, does not provide legal advice, and does not claim to have authority or expertise in legal or law enforcement matters. d. Governmental Agency Public Records Clause. If Customer is a government agency and is required by law to permit the inspection and copying of public records, Customer acknowledges the Service contains information protected by exemptions to public disclosure laws in many states, and if Customer searches the Service in response to a request for Public Records, Customer is acting on its own accord. LeadsOnline does not grant Customer access to the Service for the Purpose of searching for or creating records to respond to a public records request when Customer did not have the record in its possession at the time of the request. e. Customer Responsibilities. Customer: (i) must keep its passwords secure and confidential and use industry -standard password management practices; (ii) is responsible for its access control policies and administration of access rights to its account within the Service, the acts and omissions of its users, and the legality and accuracy of any data submitted to the Service, may not share any access credentials; (iii) must use commercially reasonable efforts to prevent unauthorized access to its account, and notify LeadsOnline promptly of any such unauthorized access; and (iv) may use the Service only in accordance with the Service's technical documentation (including without limitation, video tutorials) and applicable law. f. LeadsOnline Support. LeadsOnline must provide Customer support for the Service under the terms of LeadsOnline's Customer Support Policy (Support), which is located at leadsonline.com/support. 3. WARRANTY DISCLAIMER. a. THE SERVICE IS PROVIDED `AS IS' WITHOUT WARRANTY. LEADSONLINE DISCLAIMS ALL WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, AND FITNESS © 2000-2024 LeadsOnline LLC. All rights reserved. LEA/PS/SSA DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1 13-1470131625383 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plano, TX 75024 Fax (972) 361-0901 leadsonline.aorn Toll -Free (800) 311-2656 FOR A PARTICULAR PURPOSE. WHILE LEADSONLINE TAKES REASONABLE PHYSICAL, TECHNICAL, AND ADMINISTRATIVE MEASURES TO SECURE THE SERVICE, CUSTOMER UNDERSTANDS THAT THE SERVICE MAY NOT BE ERROR FREE, AND USE MAY BE INTERRUPTED. b. While Customer acknowledges that the Service may not be error -free and may not fully meet Customer's expectations, LeadsOnline does warrant that the Service is free from defects that will substantially affect performance, and that it has used commercially available tools designed to discern that no viruses or other security defects are present. LeadsOnline further warrants that the Service will function substantially in accordance with the Order Form. LeadsOnline will not intentionally cause or introduce any defect, virus, Trojan horse, spyware, malware, or other program code designed to erase, disable, or otherwise harm or interfere with Customer's equipment, data, or other programs. c. LeadsOnline cannot control the decisions and actions of Customer. LeadsOnline expressly disclaims and does not undertake or assume any duty, obligation or responsibility for any decisions, actions, reactions, responses, inaction by Customer or any other party as a result of or reliance on, in whole or in part, any use of the Service or information derived from it, or for any consequences or outcomes including death, injury, loss or damage to any property arising from or caused by any such actions decisions, reactions, responses, or inaction. 4. PAYMENT. a. Fees and Payment. Customer must pay all fees as specified on the Order Form, but if not specified, then within 30 days of receipt of an invoice. The fees are exclusive of sales, use, withholding, VAT, and other similar taxes, and if required by law Customer is responsible for payment of such taxes. b. Nonpayment. LeadsOnline will provide electronic notice (within the Service) and notice to the email registered with LeadsOnline (Customer is responsible for maintaining an updated email address with LeadsOnline) of the non-payment of an open invoice. If the payment is not made within 7 days of the first notice, then LeadsOnline may suspend Service and Support until the amount is paid in full or terminate the Service upon 30 days' notice under Section 9(c). 5. MUTUAL CONFIDENTIALITY. a. Definition of Confidential Information. Confidential Information means all non-public information disclosed by a party (Discloser) to the other party (Recipient), whether orally, visually, or in writing, 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). LeadsOnline's Confidential Information includes, without limitation, the Service. Customer's Confidential Information includes, without limitation, the Customer Property. b. Protection of Confidential Information. Recipient must use the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind (but not less than reasonable care) to: (i) not use any Confidential Information of Discloser for any Purpose outside the scope of this Agreement; and (ii) limit access to Confidential Information of Discloser to those of its and its Affiliates' employees and contractors who need that access for Purposes consistent with this Agreement, and who have a legal obligation under law or policy regarding confidentiality or have signed confidentiality Agreements with Recipient containing protections not materially less protective of the Confidential Information than those in this Agreement. c. Exclusions. Confidential Information excludes information that: (i) is or becomes generally known to the public without breach of any obligation owed to Discloser; (ii) was known to the Recipient before its disclosure by the Discloser without breach of any obligation owed to the Discloser; (iii) is received from a third party without breach of any obligation owed to Discloser; or (iv) is independently developed by the Recipient without use of or access to the Confidential Information. The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to seek a protective order unless otherwise directed by the court. 6. INFORMATION SECURITY. a. Data Security Measures. To protect Customer Property from unauthorized disclosure, alteration, or misuse, LeadsOnline shall: i. Agree to the terms of the Federal Bureau of Investigation Criminal Justice Information Services (FBI CJIS) Security Addendum. ii. Ensure that LeadsOnline personnel with unescorted access to unencrypted Customer Property and/or physically secure locations have a) completed CJIS Security Awareness Training and have passed the Level Four CJIS Security Test designed for Information technology personnel (system administrators, security administrators, © 2000-2024 LeadsOnline LLC. All rights reserved. LEA/PS/SSA DocuSign Envelope ID: C713E76DC-8A91-4F3C-8C1 13-1470131625383 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plano, Tx 75024 Fax (972) 361-0901 leadsonllne.cor Toll -Free (800) 311--2656 network administrator and b) submitted to and successfully passed state of residency and national fingerprint -based record checks. iii. Apply appropriate controls according to the AICPA Trust Services Criteria for Security so as to maintain a secure environment for all Customer Property. iv. Maintain proper encryption of data in transit using 256 -Bit Transport Layer Security (TLS) and at rest using FIPS 140-2 standards. v. Maintain advanced firewall and intrusion protection, database partitioning, patch management, account management, identification and authentication, configuration management and third -party application and network penetration tests. vi. Log events relative to access and use of the Services; maintain and protect logs from disclosure, alteration, or misuse. vii. Respond to security incidents; In the event of a data breach (as defined by applicable law), of Customer Property, LeadsOnline will act to eliminate the breach, preserve forensic evidence, and notify Customer without undue delay. LeadsOnline shall have no obligation to notify consumers or regulatory authorities of a breach of Customer data that was not the result of a data security incident experienced by LeadsOnline. viii. Purge any Customer Property upon Customer's written request. 7. INSURANCE. LeadsOnline shall maintain insurance policies for property, general liability, auto, workers compensation, errors and omissions/cyber liability insurance. 8. PROPERTY. a. Reservation of Rights. LeadsOnline and its licensors are the sole owners of the Service, including all associated intellectual property rights, and they remain only with LeadsOnline. Customer may not remove or modify any proprietary marking or restrictive legends in the Service. LeadsOnline reserves all rights that are not expressly granted in this Agreement. b. Restrictions. Customer may not: (i) share, provide, sell, resell, rent, or lease the Service or use it in a service -provider capacity or allow access to the Service or its output by a third party,; (ii) use the Service to store or transmit unsolicited marketing emails, libelous, or otherwise objectionable, unlawful, or tortious material, or to store or transmit infringing material in violation of third party rights; (iii) interfere with or disrupt the integrity or performance of the Service; (iv) attempt to gain unauthorized access to the Service or its related systems or networks or use any automated means to monitor, access or copy any data from the Service; (v) reverse engineer the Service; or (vi) access the Service to build a competitive service or product, or copy any feature, function, or graphic. LeadsOnline may suspend Service to Customer if LeadsOnline believes in good faith that Customer's use of the Service poses threat to the security, availability, or legality of the Service; in such event, LeadsOnline will work with Customer to address the issue and restore Service as quickly as possible. c. Audit Information. LeadsOnline logs events related to user registration, contacts, access, and use of the Services for legal, audit, security, and support Purposes (Audit Information). Audit Information is not Customer Property. 9. TERM AND TERMINATION. i a. Term. This Agreement continues until the 30th day after all Order Forms have expired or earlier terminated as provided below. b. Term of Order Forms. The term of each Order Form is specified in the Order Form. c. Mutual Termination for Material Breach. If either party is in material breach of this Agreement, the other party may terminate this Agreement at the end of a written 30 -day notice/cure period if the breach has not been cured. d. Termination by Mutual Consent. This Agreement and/or any Order Form may be terminated by the mutual consent of both parties. e. Termination of an Order Form Due to Non -Appropriation of Funds. Government Customers may terminate services in an Order Form by providing sixty (60) days' written notice to LeadsOnline prior to the next contract year if funding to make the next scheduled payment is not duly appropriated and authorized. © 2000-2024 LeadsOnline LLC. All rights reserved. LEA/PS/SSA 3 DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1B-1470B1625383 � 6900 Dallas Parkway, Suite 825 Phone (472) 361-0900 Plano, TX 75024 Fax (972) 361-0901 leadsonline.com Toll -Free (800) 311-2656 f. Return of Customer Property. • Within 60 days after termination, upon written or electronic request LeadsOnline will make the Service available for Customer to export Customer Property as provided in Section 2(a). • After such 60 -day period, LeadsOnline has no obligation to maintain the Customer Property and may destroy it. 10. LIABILITY LIMIT. a. Indemnification for Third -Party Claims. LeadsOnline will defend or settle any third -party claim against Customer to the extent that such claim alleges that the LeadsOnline technology used to provide the Service violates a copyright, patent, or trademark, if Customer: promptly notifies LeadsOnline of the claim in writing; cooperates with LeadsOnline in the defense; and allows LeadsOnline to solely control the defense or settlement of the claim. Costs. LeadsOnline will pay infringement claim defense costs it incurs in defending Customer, and LeadsOnline-negotiated settlement amounts, and court awarded damages. Process. If such a claim appears likely, then LeadsOnline may modify the Service, procure the necessary rights, or replace it with the functional equivalent. If LeadsOnline determines that none of these are reasonably available, then LeadsOnline may terminate the Service and refund any prepaid and unused fees. Exclusions. LeadsOnline has no obligation for any claim arising from: Customer's misuse of the Services, LeadsOnline's compliance with Customer's designs, specification, instructions, or technical information; a combination of the Service with other technology or aspects where the infringement would not occur but for the combination; Customer's directives, access or use of, or laws or policies applicable to Customer regarding the information and sources thereof accessible via the Services including Customer Property; or technology or aspects not provided by LeadsOnline. THIS SECTION CONTAINS CUSTOMER'S EXCLUSIVE REMEDIES AND LEADSONLINE'S SOLE LIABILITY FOR INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS. b. EXCLUSION OF INDIRECT DAMAGES. TO THE MAXIMUM EXTENT ALLOWED BY LAW, LEADSONLINE IS NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT (INCLUDING, WITHOUT LIMITATION, COSTS OF DELAY; LOSS OF OR UNAUTHORIZED ACCESS TO DATA OR INFORMATION; AND LOST PROFITS, REVENUE, OR ANTICIPATED COST SAVINGS), EVEN IF IT KNOWS OF THE POSSIBILITY OR FORESEEABILITY OF SUCH DAMAGE OR LOSS. c. TOTAL LIMIT ON LIABILITY. TO THE MAXIMUM EXTENT ALLOWED BY LAW, EXCEPT FOR LEADSONLINE'S INDEMNITY OBLIGATIONS, LEADSONLINE'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT (WHETHER IN CONTRACT, TORT, OR OTHERWISE) DOES NOT EXCEED THE AMOUNT PAID BY CUSTOMER WITHIN THE .12 -MONTH PERIOD PRIOR TO THE EVENT THAT GAVE RISE TO THE LIABILITY, EXCEPT THAT THE ABOVE LIMITATION DOES NOT APPLY TO CUSTOMER'S PAYMENT OBLIGATIONS FOR THE SERVICE. 11. GOVERNING LAW AND FORUM. a. Government Customers. This Agreement is governed by the laws of the State where Customer is located (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this Agreement. Any suit or legal proceeding must be exclusively brought in the federal or state courts for the County where Customer is located, and each party submits to this personal jurisdiction and venue. Nothing in this Agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. b. All other Customers. For all other Customers, this agreement is governed by the laws of the State of Texas (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this agreement. Any suit or legal proceeding must be exclusively brought in the federal or state courts for Collin County, Texas and Customer submits to this personal jurisdiction and venue. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. The prevailing party in any litigation is entitled to recover its attorneys' fees and costs from the other party. 12. OTHER TERMS. a. Entire Agreement and Changes. This Agreement and the Order Form constitute the entire Agreement between the parties and supersede any prior or contemporaneous negotiations or Agreements, whether oral or written, related to this subject matter. Customer is not relying on any representation concerning this subject matter, oral or written, not included in this Agreement. No representation, promise, or inducement not included in this Agreement is binding. No modification or waiver of any term of this Agreement is effective unless both parties sign an amendment to this Agreement. © 2000-2024 LeadsOnline LLC. All rights reserved. LEA/PS/SSA DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1 B -1470B1625383 e 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plano, TX 75024 Fax (972) 361-0901 leadsonline.00m Toll -Free (800) 311--2656 b. No Assignment. Neither party may assign or transfer this Agreement to a third party, except that the Agreement and all Order Forms may be assigned without the consent of the other party as part of a merger or sale of all or substantially all a party's businesses, assets, not involving a competitor of the other party, or at any time to an Affiliate. c. Export Compliance. The Service and Confidential Information may be subject to export laws and regulations of the United States and other jurisdictions. Each party represents that it is not named on any U.S. government denied -party list. Neither party will permit its personnel or representatives to access any Service in a U.S.-embargoed country or in violation of any applicable export law or regulation. d. Independent Contractors. The parties are independent contractors with respect to each other, and neither party is an employee, or partner of the other party or the other party's Affiliates. e. Enforceability and Force Majeure. If any term of this Agreement is invalid or unenforceable, the other terms remain in effect. Neither party is liable for its non-performance due to events beyond its reasonable control, including but not limited to natural weather events and disasters, labor disruptions, and disruptions in the supply of utilities. f. Money Damages Insufficient. Any breach by a party of this Agreement or violation of the other party's intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach of this Agreement. g. No Additional Terms. LeadsOnline rejects additional or conflicting terms of a Customer's form -purchasing document. h. Order of Precedence. If there is an inconsistency between this Agreement and an Order Form, the Order Form prevails. i. Survival of Terms. All provisions of this Agreement regarding payment, confidentiality, indemnification, limitations of liability, proprietary rights, and such other provisions that by fair implication require performance beyond the term of this Agreement shall survive expiration or termination of this Agreement until fully performed or otherwise are inapplicable. j. Feedback. If Customer provides feedback or suggestions about the Service, then LeadsOnline (and those it allows to use its technology) may use such information without obligation to Customer. 13. SIGNATURES. Each representative identified below represents and warrants that it has the full power, right and authority to enter into th is Agreement on behalf of its respective party. LeadsOnline LLC Grant County WA Sheriff (LeadsOnline) (Customer) Signature: Signature: �r Printed Name: Alexander Finley Printed Name: Cindy'Ca-rter, Title: CEO Title:, Chair Date: Date:„ .. C)_- Address: 6900 Dallas Parkway, Suite 825, Plano, Texas Address: 35 C St Nw, Ephrata, Washington 98823, United 75024, United States States © 2000-2024 LeadsOnline LLC. All rights reserved. LEA/PS/SSA DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1 B -1470B1625383 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Leads n1ine Plano, TX 75024 Fax (972) 361-0901 R, leadsonline,00rn Toll -Free (800) 311-2656 LEADSONLINE ORDER FORM: POWERPLUS CUSTOMER: GRANT COUNTY WA SHERIFF UNIT: INVESTIGATIONS ORDER FORM NO.: 10547-5715 1. SERVICE. LeadsOnline PowerPlus for Law Enforcement Agency users (Service). Customer represents that it is a law enforcement agency or governing body of a law enforcement agency, an entity duly authorized by municipal, state county or federal government to enforce laws or investigate crimes, and the Eligible Users are employed by Customer in the Unit listed at the top of this Order Form. 12. PURPOSE. Law Enforcement Use: Exclusively for the official law enforcement agency duties of Customer's Unit; information retrieved from the Service is for the exclusive use of Eligible Users with the exception of disclosure necessary to investigate and prosecute crimes within the jurisdiction of and investigated by Customer's Unit. 3. DEFINITIONS. Audit Records means records audit records retained for administrative, legal, audit, or other operational purposes. Audit Records are protected from modification, deletion and unauthorized access and are retained for a minimum of one (1) year. Deconflictiori Data means the subset of data provided to be made aware of activity by another Law Enforcement Official or Law Enforcement Customer regarding a matching person, person of interest, phone number, device identifier, item of property, location, vehicle or other data element to facilitate the benefits of coordinated investigative efforts by Law Enforcement Officials. Law Enforcement Official means a person employed by and authorized by a Law Enforcement Customer to, in their official duties, access or submit data according to the terms of this agreement. Reporting Business means any entity that records Transaction Data regarding the receipt or other disposition of merchandise or materials and reports such Transaction Data for access by Law Enforcement Officials according to official request, statutory requirement or otherwise. Repository Data means data and any other information LeadsOnline has received from entities other than the Customer. Transaction Data means information provided by Reporting Businesses and Law Enforcement Agencies about transactions, including, but not limited to, the transaction number, make, model, property description, serial number, name, address, identification number, telephone number, date of birth and any images recorded during the course of a transaction according to official request, statutory requirement or otherwise. Analysis Files means records electronically submitted by a Customer to the Service for automated analysis. Analysis Files include but are not limited to unstructured images, video, audio or text submitted, and data related to communications or movements of devices, vehicles and other entities, reference data for identifying locations including cell site lists, landmarks, and locations related to crimes. Analysis Files are Customer Property. 1 4. SERVICE RECIPIENT AND ELIGIBLE USERS. Service Recipient: An unlimited number of authorized personnel of Customer in its Investigations, each with a unique login (Eligible Users). • Eligible User logins may not be shared and individuals who are not Eligible Users may not access the Service. • During initial onboarding, Customer may provide LeadsOnline with the names and email addresses of Eligible Users. 5. TERM, SERVICE PERIODS AND SUBSCRIPTION FEES. Order Term: This Order Form will become effective as of the Effective Date and remain in effect through the Service Periods listed below (Initial Term) and any renewal Service Periods or until termination by LeadsOnline or Customer as described below. The Effective Date shall be defined as the date of the last signature below. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/Leads DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1 B -1470B1625383 Aft SERVICE PERIOD July 1, 2024 through June 30, 2025 July 1, 2025 through June 30, 2026 July 1, 2026 through June 30, 2027 6900 Dulles Parkway, Suite 8.25 Phone (972) 361--0900 Plano, TX 75024 Fax (972) 361-0941 leadsonline.com Toll -Free (800) 311-2456 DUE DATE AMOUNT Due on or before July 1, 2024 $6,702.00 Due on or before July 1, 2025 $6,903.00 Due on or before July 1, 2026 $7,110.00 Renewals: Neither party is obligated to renew this Order Form. Prior to the expiration of the Initial Term or any renewal term, the parties may renew this Order Form for an additional one-year term by LeadsOnline's submission of a valid invoice to Customer for the renewal Service Period at then -current pricing and Customer's payment of such invoice within thirty (30) days of re n ewa 1. 6. SERVICE DESCRIPTION. CAPABILITY POWERPLUS DESCRIPTION 3 PowerPlus Nationwide Search Nationwide search access through pawn shop, secondhand store and scrap metal recycler ' transactions. Unlimited accounts/searches for your personnel working your cases. Continuous saved searches alert investigators to persons or property after. Results include images of property, sellers, vehicles, thumbprints, etc. as reported. Robust identity resolution to spot suspect activity when identifiers are incorrect or out of date. Possible associates report to identify other leads in cases. Advanced property identification to overcome incomplete descriptions and missing information. Daily Stats (hits and statistics for each user). Nationwide Inter- s Benefit from coordinated investi ative efforts Agency Deconfliction g through pointers to the records of other Law SystemEnforcement Agencies when users match on persons, property, devices, vehicles, and other entities. 0 Phone Forensic Upload files from device extraction tools (i.e., Cellebrite, XRY, Oxygen) "ryto/find Y ryidentif and link Extraction Search activity of suspects. r�mrvexnuwruo:�isrorwiiea-.rsaiu..szacnawryivii..ssen..+noari.criiiar 3.. �.r:s::r:o::: .ri .ter, _..rriiivr; r:.n.- :.eco.. . NCIC Stolen Property Automated alerts on property including guns articles.. - and vehicles from your cases found within /and Notification outside of your jurisdiction. ,. ai.i. ,. ...-r. -.i„iii ..,. ._.. ,.. . :... _. vii/rcr.`iisa/iv...a.-..:.viiyr;✓--2.:riw..s: -: i........ Person /Property Notification Automatic alerts on suspects, wanted persons and stolen property from your agency's lists. Free online reporting system for all pawn/secondhand stores. Easy reporting for businesses. Compliance Compatible with point-of-sale systems. Management Property hold management system. Message Inbox for alerts and communication to and from businesses in vour jurisdiction. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/Leads 2 000uSignEnvelope ID: oraE7moo-8Ae1-4puo-8o1a-147oo1auooeo = 69cmDallas Parkway, Suite 825 Phone (9/2—) 361-0900�~��Leadso.H Plano, TX 75024 Fax (972) 361o901 leadsonline.com Toll -Free (800)m/l-26a6 Statement Identify inconsistencies and opportunities for follow-up in statements. Analyzer I Citizen Property Community engagement for improved reporting in property crimes. Inventory System I " Eligible Users register for o user account at vmww.|eadaon|ine.00m; Customer may provide lists of Eligible Users for expedited processing. � LeadsOnline Support will activate Eligible Users and provide training via in -app instructions, videos and live support. � Technical support services for non-critical issues, training and general assistance are provided to end-users in the form ofun|imitedemoi|and/orte|ephoneouppo¢MondoythroughFhday7:OOAW1-5:3OpW4C8TviotoU-freeot(8O0)311- 205Oorouppod@|eadaon|ine.com. This Order Form is attached to and incorporated into the Subscription Services Agreement between Customer and LeadsOn|ine dated L41gi8dv I (Agreement). This Order Form is governed by the terms of the Agreement between the parties. All terms not defined in this Order Form have the meanings ascribed to such terms inthe Agreement. This Order Form and the Agreement constitute the entire agreement between the parties, and supersede all prior or contemporaneous negotiations, agreements, and representations, whether oral or written, related to this subject matter. No modification orwaiver ofany term ofthis Order Form iseffective unless both parties sign enamendment tothis Order Form. LeadeOn|ine may include o purchase order number on Customerya invoice solely for Customer's internal payment and record keeping pmoeeeos, but any terms within any purchase order in response to o quote, order form or invoice will not modify or enlarge the obligations or liabilities of either party even if the parties sign it. LeadsOnline LLC Grant County WA Sheriff (LeadsOnline) (Customer) Signature: Signature: Printed Name: Alexander Finley Printed Name: Title: CEO Title: Date: Date: Address: 6900 Dallas Parkway, Suite 825, Plano, TX Address: 35 C St Nw, Ephrata, Washington 98823, 75024, United States United States @ 2000-2024LaeuaOnlino LLC. All rights reoemod.LEmLeeua 3 DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8C1B-1470B1625383 Ufi" �r iWm [1. SERVICE. 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plano, TX 75024 Pax (972) 361-0901 leadsonline.aom Tall -Free (800) 311-2656 LEADSONLINE ORDER FORM: CELLHAWK AGENCY SUBSCRIPTION CUSTOMER: GRANT COUNTY WA SHERIFF UNIT: INVESTIGATIONS ORDER FORM NO.: 10547-5715 LeadsOnline CellHawk Cell Phone Mapping & Analysis System for Law Enforcement Agency users (Service). Customer represents that it is a law enforcement agency or governing body of a law enforcement agency, an entity duly authorized by municipal, state county or federal government to enforce laws or investigate crimes, and the Eligible Users are employed by Customer in the Unit listed at the top of this Order Form. �2- PURPOSE. Law Enforcement Use: Exclusively for the official law enforcement agency duties of Customer's Unit; information retrieved from the Service is for the exclusive use of Eligible Users with the exception of disclosure necessary to investigate and prosecute crimes within the jurisdiction of and investigated by Customer's Unit. 3. DEFINITIONS. Analysis Files are records electronically submitted by a Customer to the Service for automated analysis including but not limited to unstructured images, video, audio or text submitted, and data related to communications or movements of devices, vehicles and other entities, reference data for identifying locations including cell site lists, landmarks, and locations related to crimes). Analysis Files are typically generated by telecommunications network providers and systems, app providers, computers, extraction systems and are provided to Customer via a legal process or voluntarily by persons with the right to provide them. Analysis Files are Customer Property. 4. SERVICE RECIPIENT AND ELIGIBLE USERS. Capacity and Eligible User: no more than 10 named individual employees of Grant County WA Sheriff in its Investigations unit, each with a unique login (Eligible Users). • Eligible User logins may not be shared and individuals in a division who are not Eligible Users may not access the Service. • During initial onboarding, Customer must provide LeadsOnline with the names and email addresses of Eligible Users (Customer may revise its Eligible Users Form a reasonable number of times each year) • Access to Analysis Files is limited to Eligible Users for Services on this Order Form, but may be shared with eligible users of other order forms if directed by Customer. Maximum number of rows allowed: Unlimited 5. TERM, SERVICE PERIODS AND SUBSCRIPTION FEES. Order Term: This Order Form will become effective as of the Effective Date and remain in effect through the Service Periods listed below (Initial Term) and any renewal Service Periods or until termination by LeadsOnline or Customer as described below. The Effective Date shall be defined as the date of the last signature below. SERVICE PERIOD DUE DATE AMOUNT July 1, 2024 through June 30, 2025 Due on or before July 1, 2024 $5,995.00 July 1, 2025 through June 30, 2026 Due on or before July 1, 2025 $6,175.00 July 1, 2026 through June 30, 2027 Due on or before July 1, 2026 $6,360.00 Renewals: Neither party is obligated to renew this Order Form. Prior to the expiration of the Initial Term or any renewal term, the parties may renew this Order Form for an additional one-year term by LeadsOnline's submission of a valid invoice to Customer for the renewal Service Period at then -current pricing and Customer's payment of such invoice within thirty (30) days of renewal. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/CellHawk DocuSign Envelope ID: C7BE76DC-8A91-4F3C-8ClB-147OB1625383 um00Dallas Parkway, suite 825 phone (972) 361-0900 Piano, rxna024 Fox (9r2)om-09o1 leadsonline.com Toll -Free (800) 311-2656 6. FEATURES. SERVICE CELLHAWK FEATURES LeadsOnline Upload Analysis Files to analyze communications or movements of devices, vehicles and other entities, reference data for identifying locations including cell site lists, landmarks, and locations CellHawk System related to crimes. LeadsOnline Create a Live Ping with any carrier and direct notifications from any carrier to route to your users Live Ping System and to LeadsOnline CellHawk for mapping, filtering, and analysis. Benefit from coordinated investigative efforts through pointers to the records of other Law LeadsOnline Enforcement Agencies when users match on persons, property, devices, vehicles, and other Deconfliction System LemdmOn|ino Toolbox Use LeadsOnline's automated search warrant generation, automated phone lookups, repository of training materials, video tutorials, templates, resources, software, process guides, carrier and network specifications, contacts, subject matter assistance and other content relevant to criminal 7. TRAINING AND REMOTE TECHNICAL SUPPORT. One -Hour Online New User CeUHawkBasic Training class. -Additional courses available via LeadsOn|ine CellHawk Training Portal. ' Other on -demand training webinars on digital evidence analysis are available inthe LeadsOn|ineToolbox. Technical Support program is described at leadsonline.com/support. This Order -F��������di�����������C��� ��|�dated (Agreement). This Order Form is governed by the terms of the Agreement between the parties, All terms not defined in this Order Form have the meanings ascribed to such terms in the Agreement. This Order Form and the Agreement constitute the entire agreement between the portias, and supersede all prior or contemporaneous negotiations, agreements, and representations, whether oral or written, related to this subject matter.No modification or waiver of any term of this Order Form is effective unless both parties sign an amendment to this Order Form. LoedaOn|ine may include a purchase order number on Customer's invoice solely for Customer's internal payment and record keeping processes, but any terms within any purchase order in response to a quote, order form or invoice will not modify or enlarge the obligations or liabilities of either party even if the parties sign it. LeadsOnline LLC Grant Count Sheriff I (LeadsOnline) u % r"*� sto er) -, ic Printed Name: Alexander Finley Printed Name: Cindy Carter, Title: CEO Title: Chair Date: Date: Address: 6900 Dallas Parkway, Suite 825, Piano, TX Address: 35 C St Nw, Ephrata, Washington 98823, United 75024, United States States @ 2000-2024Loauoonline LLC. All rights reserved. LEA/ComHowx 2 OWN 11. SERVICE. 6900 Dallas Parkway, Suite 825 Phare (972) 361-0900 Piano, TX 75024 Fax (972) 361-0901 leodsonline, rr Tall --Free (800) 311-2656 LEADSONLINE ORDER FORM: CELLHAWK AGENCY SUBSCRIPTION CUSTOMER: GRANT COUNTY, WASHINGTON UNIT: SHERIFF'S OFFICE ORDER FORM NO.: 10547-5715 LeadsOnline CellHawk Cell Phone Mapping & Analysis System for Law Enforcement Agency users (Service). Customer represents that it is a law enforcement agency or governing body of a law enforcement agency, an entity duly authorized by municipal, state county or federal government to enforce laws or investigate crimes, and the Eligible Users are employed by Customer in the Unit listed at the top of this Order Form. F2. PURPOSE. Law Enforcement Use: Exclusively for the official law enforcement agency duties of Customer's Unit; information retrieved from the Service is for the exclusive use of Eligible Users with the exception of disclosure necessary to investigate and prosecute crimes within the jurisdiction of and investigated by Customer's Unit. 3. DEFINITIONS. Analysis Files are records electronically submitted by a Customer to the Service for automated analysis including but not limited to unstructured images, video, audio or text submitted, and data related to communications or movements of devices, vehicles and other entities, reference data for identifying locations including cell site lists, landmarks, and locations related to crimes). Analysis Files are typically generated by telecommunications network providers and systems, app providers, computers, extraction systems and are provided to Customer via a legal process or voluntarily by persons with the right to provide them. Analysis Files are Customer Property. 4. SERVICE RECIPIENT AND ELIGIBLE USERS. Capacity and Eligible User: no more than 10 named individual employees of Customer in its Sheriffs Office unit, each with a unique login (Eligible Users). Eligible User logins may not be shared and individuals in a division who are not Eligible Users may not access the Service. During initial onboarding, Customer must provide LeadsOnline with the names and email addresses of Eligible Users (Customer may revise its Eligible Users Form a reasonable number of times each year) Access to Analysis Files is limited to Eligible Users for Services on this Order Form, but may be shared with eligible users of other order forms if directed by Customer. Maximum number of rows allowed: Unlimited 5. TERM, SERVICE PERIODS AND SUBSCRIPTION FEES. Order Term: This Order Form will become effective as of the Effective Date and remain in effect through the Service Periods listed below (Initial Term) and any renewal Service Periods or until termination by LeadsOnline or Customer as described below. The Effective Date shall be defined as the date of the last signature below. SERVICE PERIOD DUE DATE AMOUNT August 1, 2024 through July 31, 2025 Due upon receipt $5,995 August 1, 2025 through July 31, 2026 Due on or before August 1, 2025 $6,175 August 1, 2026 through July 31, 2027 Due on or before August 1, 2026 $6,360 Renewals: Neither party is obligated to renew this Order Form. Prior to the expiration of the Initial Term or any renewal term, the parties may renew this Order Form for an additional one-year term by LeadsOnline's submission of a valid invoice to Customer for the renewal Service Period at then -current pricing and Customer's payment of such invoice within thirty (30) days of renewal. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/CellHawk 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plano, TX 75024 Fax (972) 361-0901 leadsonline.com Toll -Free (800) 311-2656 �6. FEATURES. SERVICE CELLHAWK FEATURES I LeadsOnline Upload Analysis Files to analyze communications or movements of devices, vehicles and other A entities reference data for identifying locations including cell site lists, landmarks, and to CeIIHawk System related to crimes. LeadsOnline z Create a Live Ping with any carrier and direct notifications from any carrier to route to your users I Live Ping System and to LeadsOnline CellHawk for mapping, filtering, and analysis. Benefit from coordinated investigative efforts through pointers to the records of other Law LeadsOnline Enforcement Agencies when users match on persons, property, devices, vehicles, and other Deconfliction System entities. LeadsOnline Toolbox Use LeadsOnline's automated search warrant generation, automated phone lookups, repository of training materials, video tutorials, templates, resources, software, process guides, carrier and network specifications, contacts, subject matter assistance and other content relevant to criminal investigations. 1-7. TRAINING AND REMOTE TECHNICAL SUPPORT. One -Hour Online New User CellHawk Basic Training class. - Additional courses available via LeadsOnline CellHawk Training Portal. - Other on -demand training webinars on digital evidence analysis are available in the LeadsOnline Toolbox. Technical Support program is described at leadsonline.com/support. 8. MISC. This Order Form is attached to and incorporated into the Subscription Services Agreement between Customer and LeadsOnline dated [leadsOnlineLicSign-erDateField gvMee S (Agreement). This Order Form is governed by the terms of the Agreement between the parties. All terms not defined in this Order Form have the meanings ascribed to such terms in the Agreement. This Order Form and the Agreement constitute the entire agreement between the parties, and supersede all prior or contemporaneous negotiations, agreements, and representations, whether oral or written, related to this subject matter. No modification or waiver of any term of this Order Form is effective unless both parties sign an amendment to this Order Form. LeadsOnline may include a purchase order number on Customer's invoice solely for Customer's internal payment and record keeping processes, but any terms within any purchase order in response to a quote, order form or invoice will not modify or enlarge the obligations or liabilities of either party even if the *parties sign it. 2 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/CellHawk 1. SERVICE. 6900 Dallas Parkway, Suite 825 Phone (972) 361-0900 Plana, Tx 75024 Fax (972) 361-0901 lea s nline. om Toll -Free (800) 311-2656 LEADSONLINE ORDER FORM: POWERPLUS CUSTOMER: GRANT COUNTY, WASHINGTON UNIT: SHERIFF'S OFFICE ORDER FORM NO.: 105475715 LeadsOnline PowerPlus for Law Enforcement Agency users (Service). Customer represents that it is a law enforcement agency or governing body of a law enforcement agency, an entity duly authorized by municipal, state county or federal government to enforce laws or investigate crimes, and the Eligible Users are employed by Customer in the Unit listed at the top of this Order Form. 2. PURPOSE. Law Enforcement Use: Exclusively for the official law enforcement agency duties of Customer's Unit; information retrieved from the Service is for the exclusive use of Eligible Users with the exception of disclosure necessary to investigate and prosecute crimes within the jurisdiction of and investigated by Customer's Unit. 3. DEFINITIONS. Audit Records means records audit records retained for administrative, legal, audit, or other operational purposes. Audit Records are protected from modification, deletion and unauthorized access and are retained for a minimum of one (1) year. Deconfliction Data means the subset of data provided to be made aware of activity by another Law Enforcement Official or Law Enforcement Customer regarding a matching person, person of interest, phone number, device identifier, item of property, location, vehicle or other data element to facilitate the benefits of coordinated investigative efforts by Law Enforcement Officials. Law Enforcement Official means a person employed by and authorized by a Law Enforcement Customer to, in their official duties, access or submit data according to the terms of this agreement. Reporting Business means any entity that records Transaction Data regarding the receipt or other disposition of merchandise or materials and reports such Transaction Data for access by Law Enforcement Officials according to official request, statutory requirement or otherwise. Repository Data means data and any other information LeadsOnline has received from entities other than the Customer. Transaction Data means information provided by Reporting Businesses and Law Enforcement Agencies about transactions, including, but not limited to, the transaction number, make, model, property description, serial number, name, address, identification number, telephone number, date of birth and any images recorded during the course of a transaction according to official request, statutory requirement or otherwise. Analysis Files means records electronically submitted by a Customer to the Service for automated analysis. Analysis Files include but are not limited to unstructured images, video, audio or text submitted, and data related to communications or movements of devices, vehicles and other entities, reference data for identifying locations including cell site lists, landmarks, and locations related to crimes. Analysis Files are Customer Property. 1 4. SERVICE RECIPIENT AND ELIGIBLE USERS. Service Recipient: An unlimited number of authorized personnel of Customer in its Sheriff's Office, each with a unique login (Eligible Users). • Eligible User logins may not be shared and individuals who are not Eligible Users may not access the Service. • During initial onboarding, Customer may provide LeadsOnline with the names and email addresses of Eligible Users. 5. TERM, SERVICE PERIODS AND SUBSCRIPTION FEES. Order Term: This Order Form will become effective as of the Effective Date and remain in effect through the Service Periods listed below (Initial Term) and any renewal Service Periods or until termination by LeadsOnline or Customer as described below. The Effective Date shall be defined as the date of the last signature below. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/Leads 6900 Dallas Parkway, Suite 825 Piano, TX 75024 lea sanllne. o SERVICE PERIOD DUE DATE August 1, 2024 through July 31, 2025 Due upon receipt August 1, 2025 through July 31, 2026 Due on or before August 1, 2025 August 1, 2026 through July 31, 2027 Due on or before August 1, 2026 Phone (972) 361-0900 Fax (972) 361-0901 Tell -Fre (800) 311-2656 AMOUNT $6,702 $6,903 $7,110 Renewals: Neither party is obligated to renew this Order Form. Prior to the expiration of the Initial Term or any renewal term, the parties may renew this Order Form for an additional one-year term by LeadsOnline's submission of a valid invoice to Customer for the renewal Service Period at then -current pricing and Customer's payment of such invoice within thirty (30) days of renewal. 6. SERVICE DESCRIPTION. CAPABILITY POWERPLUS DESCRIPTION Nationwide search access through pawn shop, secondhand store and scrap metal recY cler transactions. a Unlimited accounts/searches for your personnel working your cases. Continuous saved searches alert investigators to persons or property after. PowerPlus Results include images of property, sellers, vehicles thumbprints, etc. Nationwide Search Y p as reported. Robust identity resolution to spot suspect activity when identifiers are incorrect or out of date. Possible associates report to identify other leads in cases. Advanced property identification to overcome incomplete descriptions and missing information. Daily Stats (hits and statistics for each user). :.v�iirx�-.i iaoi..rzzitayi>iiaras�ii��.rJidyi iii.,aas �iiii.,�y ;.-.-_..,i,,,_..i�•;e�oi.arv-x:.:aac..niisr.:o:.,,::=u,.: -,-: =,:ice<: :::U: sx.,. �r _i.<_,.. .. .•.,.-_._. ,...ri _.._.,._i_ .,_,.._.... .. r,..._,. ...._. �e... __ ....._ .,. _... ,_. _.- _. - Nationwide Inter- 3 Agency Deconfliction Benefit from coordinated investigative efforts through pointers to the records of other Law System e Enforcement Agencies when users match on persons, property, devices, vehicles, and other entities. I vi .rviiw�.tr-•ry �r�irn�iiiiii��a�y .a ��•:.v�iiii i -_.<c.. -,ism -hx .✓...:- , ,:..-,:,. ...._�.. i . ...,.... .v-rca:,>s.; ,;,: z-,._.;_.... .... ix .i,, .... ii.r-.✓i.-...s- i.M- r i . ...... .._.., .. .. .....moi.--......--.:-..-. -...e,,:_- ..i.-..-....si.,.. ::-..... ... :'; ...u..x-_..__, ..:-,:. _, <::. .:-:-r. Phone Forensic = Upload files from device extraction tools (i.e., Cellebrite, XRY, Oxygen) to find identify and link Extraction Search activity of suspects. s ryiiiiiiii�ai�:�.,�irz:�.wyiiii�iiiii�i�:airivliiitiiia.«�r �i.Ui ��sr.._--:xi-av::; .: _-.•i_-a-.,•<•.::.:i.:o.:sw...s:-iaz::::rw -. -..;sr ..::.. ..., _ < i sr NCIC Stolen Property I Automated alerts on property including guns, articles and vehicles fromour cases found within Y and Notification outside of your jurisdiction. +:•e-sm.��„r--::rr-si<,-�-r..:r�iir ;e.✓i ,i z:✓..w::- ..:-. .r,._irii�i--::. niiK-✓.;ei�-:-::,::ar._.i:-x:ii,-a-r.soi<in:-✓iernrs..,.. .iH..a i�nri:. ;.�,.. Person / Property Notification Automatic alerts on suspects, wanted persons and stolen property from your agency's lists. Free online reporting system for all pawn/secondhand stores. Easy reporting for businesses. Compliance Compatible with point-of-sale systems. Management Property hold management system. Message Inbox for alerts and communication to and from businesses in your jurisdiction. Unlimited technical support for reporting businesses. OfferUp & eBay Marketplace Access Identify. ,..,_ persons in your cases when evidence is found in online listings. Unlimited Support Updates, training and support for Customer personnel and businesses. Com pstat Mapping System Visualize suspect activity within and outside your jurisdiction. LeadsOnline Automated search warrant generation, automated phone lookups, repository of training materials, Toolbox video tutorials, templates, resources, software, process guides, carrier and network specifications, contacts, subject matter assistance and other content relevant to criminal investigations. © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/Leads 4V �! 6900 Dallas Parkway, Suite 825 Plane (972) 361-0900 Plana, TX 75024 Fax (972) 361-0901 leadsonline.a rn Toll -Free (800) 311-21656 Statement Analyzer Identify inconsistencies and opportunities for follow-up in statements. 3 a Citizen Property Community engagement for improved reporting in property crimes. s Inventory System ..ern - ii.:.- :-xw .,i. -�virvu,�Kz�:i.r, i..ims_-o-iris=ir.. e,•»; i_isu�:riwvz -. i>.. sn>i., - .ems.. �.,.i o_..s.. ..�._i_e- ,..�_•ii. ,ii,_�_i_. �.�-,-...H. --•....... ................ 7. ONBOARDING, TRAINING AND TECHNICAL SUPPORT. Eligible Users register for a user account at www.leadsonline.com; Customer may provide lists of Eligible Users for expedited processing. LeadsOnline Support will activate Eligible Users and provide training via in -app instructions, videos and live support. Technical support services for non-critical issues, training and general assistance are provided to end-users in the form of unlimited email and/or telephone support, Monday through Friday 7:00 AM — 5:30 PM CST via toll-free at (800) 311- 2656 or support@leadsonline.com. 8. MISC. This Order Form is attached to and incorporated into the Subscription Services Agreement between Customer and LeadsOnline dated IeadsOnlineLlcSi nerDateField 9tnUrSJ (Agreement). This Order Form is governed by the terms of the Agreement between the parties. All terms not defined in this Order Form have the meanings ascribed to such terms in the Agreement, This Order Form and the Agreement constitute the entire agreement between the parties, and supersede all prior or contemporaneous negotiations, agreements, and representations, whether oral or written, related to this subject matter. No modification or waiver of any term of this Order Form is effective unless both parties sign an amendment to this Order Form. LeadsOnline may include a purchase order number on Customer's invoice solely for Customer's internal payment and record keeping processes, but any terms within any purchase order in response to a quote, order form or invoice will not modify or enlarge the obligations or liabilities of either party even if the parties sign it. LeadsOnline LLC Grant County, Washington (LeadsOnline) (Customer) Signature: Signature: i Printed Name: Alexander Finley Printed Name: Cindy Carter, Title: CEO Title:, Chair Date: Date: Address: 6900 Dallas Parkway, Suite 825, Plano, TX Address: 35 C St Nw, Ephrata, Washington 98823, 75024, United States United States © 2000-2024 LeadsOnline, LLC. All rights reserved. LEA/Leads Gary Mansford <gmansford@grantcountywa.gov> Wed 7/31/2024 3:47 PM Tb:Caitlin E. Manell <cemane11@grantcountywa.gov> Sent from my iPhone Begin forwarded message: From: "Rebekah M. Kaylor" <rmkaylor@grantcountywa.gov> Date: July 18, 2024 at 3:43:19 PM PDT To: Jeff Wentworth <jswentworth@grantcountywa.gov>, Gary Mansford <gmansford@grantcountywa.gov> Subject: LEADS online Great! Thank you! Regards, Rebekah Kaylor Chief Deputy Prosecuting Attorney (Civil/Appel late) Grant County Prosecuting Attorney's Office PO Box 37 Ephrata, WA 98823 Phone: 509.754.2011 x3950 Fax: 509.754.6574 Lmkay jor@grantcoqntyAa.gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also pprmanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this e-mail may be considered a public record and be subject to disclosure upon request. From: Jeff Wentworth <jswentworth@grantcountywa.gov> Sent: Thursday, July 18,, 2024 3:23 PM To: Rebekah M. Kaylor <rmkaylor@grantcountywa-gov>; Gary Mansford <gmansford@grantcountywa.gov> Subject: RE: LEADS online I just sent Derek this; Derek, Our attorney just emailed me that you tried to reach out to her. She wanted me to letY ou know that she could not speak with you if your company is represented by counsel. If you are not represented then please let me know and I will let her know. If you are then she can only speak to you with permission from your attorney. Sorry for the inconvenience. Detective Sergeant Jeff Wentworth GT -12 Grant County Sheriff's Office Interagency Narcotics Enforcement team 35CStNW Ephrata, WA 98823 509-754-2011 ext 2317 office 509-770-0409 509-762-1160 MACC Dispatch jswentworth grantcountywg.gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender b reply e-mail and call 509-754-2011. Please also Y . permanently delete all copies of the original e-mail and any attached documentation. From: Rebekah M. Kaylor <Lmkayl r@grantcounty a.gov> Seat: Thursday, July 18, 2024 3:19 P M To: Jeff Wentworth <jswentworth@grantcountya.gov>; Gary Mansford <gr ansford.@grantcountyv aYgov> Subject: RE: LEADS online Good Afternoon, Derek attempted to contact me directly by phone. I cannot talk with him directly if he/his company is p Y represented by an attorney. I typically assume a company, especially is a big one, is represented by an attorney/firm. Please let him know I am happy to communicate with his company's attorney, but if his company is represented by counsel, I cannot speak with him directly. Regards, Rebekah Kaylor Chief Deputy Prosecuting Attorney (Civil/Appellate) Grant County Prosecuting Attorney's office PO Box 37 Ephrata, WA 98823 Phone: 509.754.2011 x3950 Fax: 509.754.6574 rmka,y or _grantcounty ya.gov <image001 Jpg> The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this e-mail may be considered a public record and be subject to disclosure upon request. From: Jeff Wentworth <jswentworthCq)g. Iva co!Lnty .L ggv> Sent: Thursday, July 18, 2024 9:36 AM To: Rebekah M. Kaylor <rmkaylor grantcounly �6g.gov>; Gary Mansford <rnansLord@grantco!Lnty�8Q a.g v> Subject: LEADS online L_ — Rebekah; I spoke with Derek Tomlinson with LEADS online. He doesn't seem to think there will be an issue with the verbiage change but he will give the information to their attorney and hopefully get back to me today. I did send him your contact info in the event their attorney wants to speak withyou. Thank you Detective Sergeant Jeff Wentworth GT -12 Grant County Sheriff's Office Interagency Narcotics Enforcement team 35 C St NW Ephrata, WA 98823 509-754-2011 ext 2317 office 509-770-0409 509-762-1160 MACC Dispatch jswentworth a grantcountywg.gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, d-istribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail and call 509-754-2011. Please also permanently delete all copies of the original e-mail and any attached documentation. Gary Mansford <gmansford@grantcountywa.gov> Wed 7/31/2024 3:47 PM TaCaitlin E. Manell <cemanell@grantcountywa.gov> Sent from my iPhone Begin forwarded message: From: "Rebekah M. Kaylor" <rmkaylor@grantcountywa.gov> Date: July 17, 2024 at 8:58:02 AM PDT To: Gary Mansford <gmansford@grantcountywa.g.ov> Subject: Another one Hi Gary, I just wanted to make sure you received the email below Regards, Rebekah Kaylor Chief Deputy Prosecuting Attorney (Civil/Appellate) Grant County Prosecuting Attorney's Office PO Box 37 Ephrata, WA 98823 Phone: 509.754.2011 x3950 Fax: 509.754.6574 rml<aylorPgrantcountywa.gov 47 A;*;C 'x M yyyS t 3: a_ The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this e-mail may be considered a public record and be subject to disclosure upon request. From: Rebekah M. Kaylor <rmkaylor@grantcountywa.gov> Sent: Monday, July 1, 2024 3:27 PM To: Gary Mansford <gmansford@grantcountywa.gov> Subject: RE: Another one Hi Gary, Overall, I think the contract is fine. There are a couple areas of concern. The biggest concern: Section 5(c). States: "The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to seek a protective order unless otherwise directed by the court." I appreciate that it allows for disclosures that the law requires, but the problem with being required to provide the disclosure is that the WACs specify that before an agency sends notice, it should have a reasonable belief that the record is arguably exempt." Notice to affected third parties. Sometimes an agency decides it must release all ora part ofa public record affecting a third party. The third party can file an action to obtain an injunction to prevent an agency from disclosing it, but the third party must prove the record or portion of it is exempt from disclosure. RCW 42.56.540. Before sending a notice, an agency should have a reasonable belief that the record is arguably exempt. Notices to affected third parties when the records could not reasonably be considered exempt might have the effect of unreasonably delaying the requestor's access to a disclosable record. WAC 74-14-04003(12). This is problematic because of the broad definition of "Confidential Information" which includes but is not limited to "Service," which in turn is defined in Section 1 as, "This Agreement and the applicable Order Form provide Customer access to and usage of an Internet -based software service, including, without limitation, its features, functions, and user interface, and underlying software, as specified on an Order Form and limited to the number of Eligible Users defined and listed on the Order Form ..." My recommendation would be to change the problematic sentence to something like: "The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to the extent allowed by law to seek a protective order unless otherwise directed by the court." My other two concerns were: • Section 4: "Customer must pay all fees as specified on the Order Form ..." This may be problematic with accounting depending on what Leads Online specifies. My recommendation is to change this to something like, "Customer must pay all fees within 30 days of receipt of an invoice, unless provided additional time on the Order Form." • Section 10: The liability is very, very limited. Please make sure you are OK with it. It likely would not even be worth litigating on our end. Please let me know if you want to chat about this. If you want to pass this along to Leads Online, we should probably chat first. Regards, Rebekah Kaylor Chief Deputy Prosecuting Attorney (Civil/Appellate) Grant County Prosecuting Attorney's Office PO Box 37 Ephrata, WA 98823 Phone: 509.754.2011 x3950 Fax: 509.754.6574 rmkaylor@grantcountywa.gov <image001 Jpg> The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this e-mail may be considered a public record and be subject to disclosure upon request. From: Gary Mansford <gmansfgrd@grantcountyEa.gov> Sent: Tuesday, June 25, 2024 7:42 AM To: Rebekah M. Kaylor <Lmkay1or@grantco!LntyEa.ggv> Subject: Another one Good morning Rebekah. My investigative division has requested to purchase software to assist their investigations. Would you mind taking a look at this contract before sending it to consent? GarY sord Chief Deputy, Investigations PO Box 37 / 35 C Street NW Ephrata, WA 98823 (509)750-8805 gmansford@grantcountyvLa.ggy Fwd: contract verbiagi Gary Mansford <grnansford@grantcount)(wa.gov> Wed 7/31/2024 3-49 PM To:Caitlin E. Manell <cemanell@grantcountywa.gov> 0 4 attachments (315 KB) Signature Packet - Grant County WA Sheriff.pdf; image002.png; image003.png; image004.png; Sent from my iPhone Begin forwarded message: From: Jeff Wentworth <jswentworth@grantcountywa.gov> Date: July 25, 2024 at 10:51:23 AM PDT To: Gary Mansford <gmansford@grantcountywa.gov> Subject: FW: contract verbiage I got the contract for leads online Detective Sergeant Jeff Wentworth GT -12 Grant County Sheriff's Office Interagency Narcotics Enforcement team 35 C St NW Ephrata, WA 98823 509-754-2011 ext 2317 office 509-770-0409 509-762-1160 MACC Dispatch jswentworth grantcountywggov ._ The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message*, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail and call 509-754-2011. Please also permanently delete all copies of the original e-mail and any attached documentation. From: Derek Tomlinson <derek@LeadsOnline.com> Sent: Thursday, July 25,,2024 6:23 AM To: Jeff Wentworth <jswentworth@grantcountywa.gov> Subject: RE: contract verbiage * *EXTERNAL EMAIL** This email originated from outside Grant County's network. Do not click links or open attachments unless you recognize the sender and know the content is safe. Here you go Jeff. Please let me know how else I can be of assistance. Thank you! Best Regards, Derek Tomlinson Account Executive E derek@leadsonline.com D (972) 364-7897 0 (800) 311-2656 leadsonfine.com Book time to meet with me This email and any files transmitted with it are confidential and intended solely for the individual or entity to whom they are addressed. If you have received this email in error destroy it immediately. LeadsOnline Confidential From: Jeff Wentworth <jswentwgrthftrantcouLnty a.ggv> Sent: Wednesday, July 24, 2024 5:30 PM To: Derek Tomlinson <derek @C.LeadsOnline.com> Subject: RE: contract verbiage Derek can you send me the document please? Thanks Detective Sergeant Jeff Wentworth GT -12 Grant County Sheriff's Office Interagency Narcotics Enforcement team 35 C St NW Ephrata, WA 98823 509-754-2011 ext 2317 office 509-770-0409 509-762-1160 MACC Dispatch jswentworth grantcountyAwa.gov %-f The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail and call 509-754-2011. Please also permanently delete all copies of the original e-mail and any attached documentation. From: Derek Tomlinson <derek@Leads0nline.c0m> Sent: Friday, July 19, 2024 12:48 PM To: Jeff Wentworth <jswentworth, cou nt grant L ty Aa.ggv> Subject: RE: contract verbiage * * EXTERNAL EMAIL* * This email originated from outside Grant County's network. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hello Jeff, The change to section 5C was accepted and I've got that changed in the document. The change on the Order Form as it speaks to when payment is due, I did not change. The initial invoice will have net 30 -day terms. Also, future invoices for renewals will be sent out 90 days before the renewal date and on those invoices it will have net 30 day terms as of the date of the renewal, thereby giving nearly 120 days to make a payment from the time of receipt of the invoice. I need to resend the documents out through Ironclad, should I send them to you for signature or should I have them sent to Rebekah for signature? Thank you! Best Regards, Derek Tomlinson Account Executive E derek(&,Ieadsonline.com D (972) 364-7897 0 (800) 311-2656 leadsonfine.com #171 r Book time on Derek's calendar This email and any files transmitted with it are confidential and intended solely for the individual or entity to whom they are addressed. If you have received this email in error destroy it immediately. LeadsOnline Confidential From: Jeff Wentworth <jswentwoLth@grantcouDty Aa ..,ggv> Sent: Thursday, July 18, 2024 11:28 AM To: Derek Tomlinson <derek@LeadsOnline.com> Subject: contract verbiage The biggest concern: Section 5(c). States: "The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to seek a protective order unless otherwise directed by the court." I appreciate that it allows for disclosures that the law requires, but the problem with being required to provide the disclosure. is that the WACs specify that before an agency sends notice, it should have a reasonable belief that the record is arguably exempt." Notice to affected third parties. Sometimes an agency decides it must release all or a part of a public record affecting a third party. The third party can file an action to obtain an injunction to prevent an agency from disclosing it, but the third party mustp rove the record or portion of it is exempt from disclosure. RCW 42,56.540. Before sending a notice, an agency o_0000 should have a reasonable belief that the record is arguably exempt. Notices to affected third parties when the records could not reasonably be considered exempt might have the effect of unreasonably delaying the requestor's access to a disclosable record. WAC 44-14-04003(12). - This is problematic because of the broad definition of "Confidential Information" which includes but is not limited to "Service," which in turn is defined in Section 1 as, "This Agreement and the applicable Order Form provide Customer access to and usage of an Internet-based software service, including, without limitation, its features, functions, and user interface, and underlying software, as specified on an Order Form and limited to the number of Eligible Users defined and listed on the Order Form My recommendation would be to change the problematic sentence to something like: "The Recipient may disclose Confidential Information to the extent required by law or court order but will provide Discloser with advance notice to the extent allowed by law to seek a protective order unless otherwise directed by the court.)) My other two concerns were: • Section 4: "Customer must pay all fees as specified on the Order Form . . ." This may be problematic with accounting depending on what Leads Online specifies. My recommendation is to change this to something like, "Customer must pay all fees within 30 days of receipt of an invoice, unless provided additional time on the Order Form.) • Section 10: The liability is very, very limited. Please make sure you are OK with it. It likely would not even be worth litigating on our end. Detective Sergeant Jeff Wentworth GT -12 Grant County Sheriff's Office Interagency Narcotics Enforcement team 35 C St NW Ephrata, WA 98823 509-754-2011 ext 2317 office 509-770-0409 509-762-1160 MACC Dispatch jswentworth@grantcountywa.,gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail and call 509-754-2011. Please also permanently delete all copies of the original e-mail and any attached documentation.