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SR 04-12-2022 3E City Council Report City Council Meeting: April 12, 2022 Agenda Item: 3.E 1 of 3 To: Mayor and City Council From: Andy Agle, Director, Community Services Department, Community Recreation Subject: Approval of Modification to Agreement with The Active Network Inc. for Recreation Management Software System Recommended Action Staff recommends that Council authorize the City Manager to negotiate and execute a fourth modification to agreement #10517 (CSD) in the amount of $100,000 with the Active Network Inc. to provide a cloud-based, hosted, recreation-management software system for the Community Services Department. The proposed modification would result in a 12-year amended agreement with a new total amount not to exceed $538,825, with future-year funding contingent on Council budget approval. Summary The Community Services Department (CSD) offers a dynamic array of social, cultural, recreational, and educational programming. The ActiveNet software system is used for class registration, facility reservations, membership tracking, point-of-sale transactions, and performance reporting. The current agreement with ActiveNet expired on June 30, 2021. City staff recommends reinstatement and fourth modification of the original agreement to increase the contract amount and extend the contract term while the City engages in a competitive process to identify a future software solution. Discussion ActiveNet offers a cloud-based platform used by community members to search and register for activities such as youth swim lessons, fitness memberships, adult sport leagues, and after-school programming. Staff use the system to reserve park meeting rooms, tennis courts, and BBQ areas for users. 3.E Packet Pg. 187 2 of 3 In 2011, the City contracted to use the ActiveNet platform to manage memberships at the newly opened Bike Center. In 2012, a multi-departmental team conducted a comprehensive needs assessment and selection process, evaluating systems available from a variety of vendors. ActiveNet was selected as the best solution, at the best price. In November 2012, the original contract was amended to add full functionality for Community Services Department staff to deploy ActiveNet. The system has been used since that time and ActiveNet continues to improve system functionality to better serve and connect users to the activities they are searching for, using any device. An RFP process initiated in early 2020 was paused due to the COVID-19 pandemic. Staff are currently working to coordinate the funding and staff capacity needed to advance a competitive selection process. A two-year extension to the contract term would allow time to fully assess funding availably and staff resources required to implement a new system. However, full implementation of a new system would likely take longer than two years to complete. In the interim, staff recommends reinstating and extending the existing agreement with ActiveNet for one year, with the option to extend for an additional year, and increasing the contract amount by $100,000. The current annual cost of $50,000 would not change. The same terms and conditions as the original agreement would continue, thus no interruption of service. Past Council Actions Meeting Date Description 02-11-2020 Attachment A Modification of Agreement #10517 to extend use of software through June 30, 2020. 11-13-2012 Attachment B Authorization to enter into agreement with The Active Network Inc. 3.E Packet Pg. 188 3 of 3 Financial Impacts and Budget Actions Staff seeks authority to approve funding from the General Fund to increase the amount of the agreement with The Active Network Inc. Future-year funding is contingent upon Council budget approval and budget adoption. Contract Modification Request – Agreement #10517 Contract Modification Request Agreement # Current Authorized Amount FY 2022-23 Budget Modified Request Amount Future Year Modified Request Amount Dept/CIP Account # Total Revised Contract Amount 10517 $438,825 $50,000 $50,000 01400015.529230 $538,825 Prepared By: Sam Fandrich, Principal Administrative Analyst Approved Forwarded to Council Attachments: A. Modification of Agreement #10517 to extend use of software through June 30, 2020 (Web Link) B. Original Authorization to enter into agreement with The Active Network Inc. (Web Link) C. Original ActiveNet Agreement D. 1st Modification E. 2nd Modification F. 3rd Modification G. City of Santa Monica - Oaks Initiative Notice - 032522 3.E Packet Pg. 189 3.E.c Packet Pg. 190 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 191 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 192 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 193 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 194 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 195 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 196 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 197 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 198 Attachment: Original ActiveNet Agreement (4913 : ActiveNet Contract Renewal) 3.E.c Packet Pg. 199 Attachment: Original 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254 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 255 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 256 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 257 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 258 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 259 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 260 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) 3.E.d Packet Pg. 261 Attachment: 1st Modification (4913 : ActiveNet Contract Renewal) Contract No. ____ (CCS) (formerly Contract No. ___ ) SECOND AMENDMENT TO PRODUCTS AND SERVICES AGREEMENT This Second Amendment to the Products and Services Agreement ("Second Amendment"), entered into as of thi�l�: day of December, 2017 ("Effective Date"), by and between City of Santa Monica ("City") and Active Network, Inc. (predecessor in interest to Active Network, LLC) ("Active") is made with reference to the following: RECITALS: A.On August 1, 2011, City and Active entered into a Products and Services Agreement ("Original Agreement") for a hosted subscription of the ActiveNet software system and related support and maintenance services ("Hosted System") for use by the City in connection with the Santa Monica Bike Center. B.On December 20, 2012, City and Active entered into Amendment No. 1 to the Products and Services Agreement ("First Amendment") to include additional modules in the Hosted System for a state-of-the-art, web-based, hosted, recreation management software system for the City's Community and Cultural Services Department. Pursuant to said First Amendment, the Hosted System was expanded to provide activity registration, facility rental, and membership modules, as well as data collection and reporting capabilities to the City's Community and Cultural Services Department. C.Pursuant to this Second Amendment, City and Active seek to continue the annual subscription for the Hosted System on the terms and conditions set forth herein. NOW THEREFORE in consideration of the mutual covenants, recitals and promises contained in this Second Amendment and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by each Party, the Parties hereto hereby agree as follows: TERMS AND CONDITIONS, 1.Term. The annual subscription for the Hosted System shall be renewed by the City for one year, with two (2) options to extend for additional fiscal years. Accordingly, Sections 18 and 25 of the General Terms of the Original Agreement entitled "Term for Hosted Software" and "Term for Support and Maintenance" shall be modified to include the following: 1 3.E.e Packet Pg. 262 Attachment: 2nd Modification (4913 : ActiveNet Contract Renewal) Fiscal Years 2018-19 and 2019-20, subject to budgetary appropriation by the City Council. Any further renewal of the Hosted System beyond Fiscal Year 2019-20 shall require the City Council authorization. 2.Subscription Fee. Section 1 of the First Amendment shall be modified to include the following: The annual subscription fee for the Hosted System for Fiscal Year 2017-18 shall be Fifty Thousand Dollars ($50,000) as set forth in the attached Budget attached hereto as Exhibit A and incorporated herein by reference. The annual subscription fee for the option periods of Fiscal Years 2018-19 and 2019-20 shall remain the same. 3. Insurance. Prior to commencing work, Active must procure, maintain and pay for insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of services by Active or Active's agents, representatives, employees or subconsultants for the duration of this Agreement. Active must obtain insurance that, at a minimum, meets the requirements for insurance set forth in Exhibit B, Insurance Requirements and Verifications. 2 3.E.e Packet Pg. 263 Attachment: 2nd Modification (4913 : ActiveNet Contract Renewal) 3.E.e Packet Pg. 264 Attachment: 2nd Modification (4913 : ActiveNet Contract Renewal) 1 THIRD AMENDMENT AND RESTATEMENT OF AGREEMENT NO. 10517 This Third Amendment and Restatement of Agreement Number 10517 (CCS) (“Third Amendment”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City” or “Cus- tomer”), and Active Network, LLC (“Active”) is made with reference to the following: RECITALS A.On August 1, 2011, the City and The Active Network, Inc. (predecessor in interest to Active Network, LLC) entered into a Products & Services Agreement Number 10517 (“Original Agreement”) for a hosted subscription of the ActiveNet software system and related support and maintenance services (“Hosted System”) for use by the City for the Santa Monica Bike Center. B.On December 20, 2012, the City and Active amended the Original Agreement to include additional modules in the Hosted System for a state-of-the-art and web- based hosted recreation management software system for the City’s Community and Cultural Services Department. This first amendment expanded the Hosted System to provide activity registration, facility rental, membership modules, and data collection and reporting capabilities (“First Amendment”). C.On August 8, 2017, the City and Active amended the Original Agreement to ex- tend the contract term for up to three additional years (“Second Amendment”). The Original Agreement, First Amendment, and Second Amendment may be re- ferred to collectively herein as “the Agreement.” D.The City and Active now desire to amend and restate the Agreement to extend the Agreement for one year, with the option to extend for an additional year, add ser- vice enhancements for fiscal year 2019-20, and modify the transaction and service charge fees. TERMS AND CONDITIONS Now, therefore, the undersigned parties do hereby mutually agree to amend the Agree- ment as follows: 1.Sections 18 of the Original Agreement entitled, “Term For Hosted System” shall be deleted in its entirety and replaced with the following paragraph: 18.Term for Hosted System Active shall provide Customer, and Customer shall purchase from Ac- tive, the Hosted Software commencing on the Effective Date of this Agreement and remaining in full force until June 30, 2021. The Agree- ment may be renewed for one additional fiscal year, until June 30, 2022, by mutual written agreement of the Parties. Either party may ter- minate this Agreement by giving written notice to terminate the DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 9/14/2020 3.E.f Packet Pg. 265 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) 2 Hosted Software no less than 90 days prior to the end of June 30, 2021 or the end of the renewal term, as applicable. Any further renewal of the Agreement beyond Fiscal Year 2021-2022 will require City Council authorization. 2.Sections 25.1 entitled, “Term” under Section 25 of the Original Agreement enti- tled “Term For Support and Maintenance” shall be deleted in its entirety and re- placed with the following paragraph: 25.1 Term. Active shall provide to Customer and Customer shall pur- chase from Active, Support and Maintenance for a period commencing on the Support and Maintenance Start Date continuing until either party gives written notice to terminate Support and Maintenance no less than 90 days prior to the end of June 30, 2021 or the end of the renewal term, as applicable. Support and Maintenance may be renewed for one additional fiscal year, until June 30, 2022, by mutual written agreement of the Parties. Any further renewal of the Agreement be- yond Fiscal Year 2021-2022 will require City Council authorization. 3.Subsection F of Section 1 of the First Amendment entitled, “Scope of Work and Active Net Quote” shall be amended by adding the following paragraph: Additional Services. For Fiscal Year 2020-21, ActiveNet will perform all of the additional services described in Exhibit A-3, Scope of Services (“Additional Services”) attached hereto. Customer will compensate Ac- tiveNet for the Additional Services as set forth in Invoice Nos. 11109398 and 1013995 attached to Exhibit B-3, Budget. The total con- tract price for Services and Additional Services pursuant to the Origi- nal Agreement, First Amendment, Second Amendment, Third Amend- ment, and renewal option shall not exceed Four Hundred Eighty-Three Thousand and Five Hundred Forty dollars ($483,540). 4.Subscription Fee. The “Ongoing Fees” section of the General Terms within Ex- hibit 1 of the Original Agreement shall be amended by adding the following para- graph: As set forth in Schedule No. 00116205 attached to Exhibit B-3, Budget, for Fiscal Year 2020-21, the annual subscription fee for the Hosted System shall be Fifty Thousand Dollars ($50,000). The annual subscription fee for the option period of Fiscal Year 2021-22 shall re- main the same. 5.Transaction and Service Charge Fees. The “Ongoing Fees” section of the General Terms within Exhibit 1 of the Original Agreement shall be amended by adding the following paragraph: As set forth in Schedule No. 00116205 attached to Exhibit B-3, Budget, for Fiscal Years 2020-21 and 2021-22, a fee of 2.95% will be applied to all staff DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 266 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) 3 entered transactions using payment processing technology and all payments en- tered directly by participants through the online interface using payment pro- cessing technology on all online payments. An ECP (electronic check pay- ment) processing flat fee 0.45 cents will be applied to each offline ECP pay- ment. The City will pass both the credit card and ECP fees to consumers. 6.Subsection D of Section 1 of the First Amendment shall be deleted in its entirety and replaced with the following paragraphs: D.Books and Records. (i)Active must maintain complete and accurate records with respect to Fees and Approved Charges collected for services provided pursuant to this Agreement. Active must keep the records, together with supporting docu- ments, for a period of three years after receipt of final payment. (ii)Active must maintain records in sufficient detail to permit an evalua- tion of the services provided pursuant to this Agreement and in accordance with generally accepted accounting principles. The City requires records to be maintained in a manner that allows for daily reconciliation of deposits (in- cluding the amount of deposits, credit card transactions, registration record) and Active must agree to cooperate with the City for the exchange of infor- mation necessary for daily reconciliation and verification of the payments made pursuant to this Agreement. (iii)Once per calendar year, upon ten (10) days advance written notice and during Active’s normal business hours, Active must allow the City, at its own expense the right to examine or audit Active’s books and records or to em- ploy, at City’s own expense, an independent Certified Public Accountant to do the same, and Active agrees to cooperate with any examination or audit of its records provided that all Active’s books and records remain Confidential Information of Active. 7.Integration with Merchant Service Provider. Should the City elect to process credit card, debit card, electronic check, and other payments through the Hosted System using the City’s chosen merchant services provider, Active agrees that it will work and cooperate with the City in good faith to integrate the Hosted Sys- tem, to the extent feasible, with the City’s chosen merchant services provider. 8.Integrated Contract. This Agreement represents the full and complete under- standing of every kind or nature whatsoever between the parties. Any preliminary negotiations and agreements of any kind or nature are merged into this Agree- ment. No oral agreement or implied covenant may be held to vary the provisions of this Agreement. This Agreement may be modified only by written agreement signed by City and Active, and approved as to form by the City Attorney. DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 267 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) 4 9.Counterparts. This Amendment may be executed in several counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document, binding against each of the Parties. To the maximum ex- tent permitted by law or by any applicable governmental authority, this Amend- ment may be transmitted by facsimile, electronic mail (including pdf) or other transmission method with the same validity as if it were an ink-signed document and any counterpart so delivered shall be deemed to have been duly and validly de- livered and be valid and effective for all purposes. 10.Exhibits A-3 and B-3 are attached hereto and incorporated by this reference. 11.Except as expressly modified by this Third Amendment, all other terms and condi- tions of the Agreement shall be and remain in full force and effect. In the event that any of the terms of the Agreement conflict with the terms and conditions of this Third Amendment, the terms and conditions of this Third Amendment shall prevail only as to the subject matter expressly stated herein. IN WITNESS WHEREOF, the parties have executed this Third Amendment as of the date and year first written above. ATTEST: ______________________________ DENISE ANDERSON-WARREN City Clerk APPROVED AS TO FORM: ______________________________ LANE DILGity Attorney CITY OF SANTA MONICA, a municipal corporation By: ______________________________ RICK COLE City Manager ACTIVE NETWORK, LLC By: _______________________________ Name: ____________________________ Title:_____________________________ DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 Interim City Attorney 9/11/2020 George Cardona 9/11/2020 Vice President Randy Skemp Interim City Manager 9/14/2020 Lane Dilg 9/14/2020 Denise Anderson-Warren City Clerk 3.E.f Packet Pg. 268 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Exhibit A-3 DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 269 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) ACTIVE Network Statement of Work ACTIVE Net Digital Marketing Consulting Services Premium Package Created March 2019 DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 270 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Overview With the Premium Digital Marketing Consulting Services, you will have a dedicated Digital Marketing Consultant (DMC) who will partner with you to build a foundation to better understand and evaluate your marketing performance across different platforms such as marketing analytics and search engine optimization. Analytics & Tagging Tasks: •Analytics Setup o Assist with setting up Google Analytics and Google Tag Manager accounts o Integrate Google Analytics and Google Tag Manager with Active Net o Set up cross domain and ecommerce tracking •Advanced Analytics o Installation and integration of 3rd party retargeting and conversion pixels (maximum of 4 3rd party pixels) o Setup registration goal funnels •Reporting o Navigating Google Analytics dashboards, reports and how to interpret them o Exporting and scheduling recurring reports o Baseline reporting assessment of conversion rates and traffic sources Deliverables: •Analytics Setup o Understand Google Analytics, Google Tag Manager and how they integrate with each other and Active Net •Advanced Analytics o Understand how 3rd party tracking integrates with Google Tag Manager o Be able to run 3rd party advertising campaigns and effectively track conversions and revenue o Understand how to track registrants through the registration flow and identify drop-off points •Reporting o Be able to identify which online sources and marketing channels are producing the most transactions o Be able to effectively navigate Google Analytics to view different sets of marketing data and dashboards o Receive report outlining baseline measure for several Google Analytics metrics showing online consumer engagement DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 271 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Search Engine Optimization Tasks: •SEO Overview o Review “Get to Know SEO” presentation discussing foundational elements and strategies of SEOi •Site Audit o Full website assessment across key metrics including domain authority, site compliance, desktop and mobile speed •Moz Site Crawl o Complete analysis of site and technical issues using Moz Site Crawl tool •Moz Keyword Analysis o Search engine rankings by location for client-provided custom keyword list Deliverables: •SEO Overview o Fundamentally understand Search Engine Optimization, how to influence it, and effective strategies to do so •Site Audit o Receive a digital copy of the site audit assessment with review and recommendations •Moz Site Crawl o Receive a digital copy of the site crawl run via Moz with review and recommendations •Moz Keyword Analysis o Receive keyword results with analysis of successes and places for improvement Tagging Assistance & Troubleshooting Tasks: •Tagging Assistance o Place and update 3rd party retargeting and conversion pixels within Google Tag Manager o Interface with customer-hired 3rd party agencies when needed to complete objectives •Troubleshooting o Review tracking, tagging and reporting abnormalities related to Google Analytics and Google Tag Manager Deliverables: •Tagging Assistance o Retargeting and conversion tags will be up-to-date and properly implemented in Google Tag Manager DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 272 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) •Troubleshooting o Have resolution to, or next steps on, how to address any issue or questions related to Google Analytics or Google Tag Manager as it pertains to Active Net Performance Benchmarking Tasks: •Benchmarking o Comprehensive review of key performance metrics using Google Analytics data o Metrics will review quarterly registration and website performance compared to other organizations in the industry o Presentation and analysis of results •Reporting Dashboard o Dashboard setup and ongoing configuration Deliverables: •Benchmarking o Receive digital copy of Performance Benchmarking review o Understand quarterly performance in key metrics o Understand metric comparison from previous quarters o Review performance compared to other organizations in the market o Receive recommendations for optimizations where applicable •Reporting Dashboard o Customized reporting dashboard with benchmarking data Timeline & Scheduled Meeting Cadence: Please see Appendix A below for a full overview of services. Assumptions: •Your DMC is empowered to be an advocate for your organization. They will work with you to understand your priorities and advise in such a way as to achieve these priorities and your organizational goals. •DMC will only be able to complete Analytics & Tagging and Tagging Assistance & Troubleshooting Tasks if granted Publish permissions in Google Tag Manager and Edit permissions in Google Analytics accounts. •Your DMC will work with your availability to schedule regular recurring meetings. Meetings can be adjusted as conflicts arise. •Active Network reserves the right to review all tags DMC is asked to place on Active Net and refuse placement at their discretion. •Your organization will provide all questions or steps to replicate issues and will assist with additional testing should confirmation be needed. •Client is responsible for developing and providing keyword list for Moz Keyword Analysis DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 273 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) •Upon completion of Analytics & Tagging, no changes will be made to the tagging setup related to Active Net within Google Tag Manager without the consent of a Digital Marketing Consultant. Active and DMC are not responsible for changes made within Google Tag Manager or Google Analytics without review by DMC or affects these this may have on tracking or marketing analytics. •Performance Benchmarking can only be completed if Google Analytics has been setup and is accurately reporting ecommerce and cross-domain tracking. •Final business-related decisions are the responsibility of the client. DMC will advise based on client goals and priorities but will not be responsible for decision-making. Constraints: •Regular recurring meetings will be conducted remotely via email, phone and screenshare. •Standard response time is 48 hours. You can expect to be in contact with your DMC within 48 hours of request submittal, however not all issues may be resolved within this timeframe. •Data and reporting are limited to capabilities innately integrated in and provided by Google Analytics and Google Tag Manager. •Services related to Analytics & Tagging and Tagging Assistance & Troubleshooting offerings are limited to Google products, specifically Google Analytics and Google Tag Manager o DMC will not be responsible for advising or implementing other analytics or tag management tools/platforms. •Regarding the Tagging Assistance & Troubleshooting offering: o You are entitled to two 1-hour meeting with your dedicated Digital Marketing Consultant each month o The meeting hours are non-transferrable. Those not used during each month will not roll over into the next. o Ongoing monthly call will be tentatively scheduled at the start of engagement with your Digital Marketing Consultant. •Requests falling outside the predetermined meeting cadence in this document will be held by DMC until next predetermined call. o Your dedicated DMC and Account Manager will work together to determine the severity and urgency of requests and if immediate action is needed outside the predetermined meeting cadence. •The following are excluded from all offered Digital Marketing Consultant services: o Services which are required to remedy problems which do not stem from any defect in Active Net, Google Tag Manager or Google Analytics. o Services which are required to remedy problems caused by lack of training of the organization’s personnel. o Improper treatment or use of Active Net, Google Tag Manager or Google Analytics data. o Full report customization service. o Services that may involve directly accessing a client-owned website, CMS or property. •The following actions will void the Digital Marketing Consulting Services: o The use of any other application that modifies data in the database, whether created by you or otherwise. DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 274 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) o The use or creation of any other application that competes with or replaces a module that is offered by Active to work with either the application or the application’s database. Appendix A – Timeline & Scheduled Meeting Cadence: Analytics & Tagging Search Engine Optimization Tagging Assistance & Troubleshooting Performance Benchmarking •One-time deliverable completed during first 6 weeks of engagement •(1) 30-minute meeting to review Google Analytics and Google Tag Manager and ensure customer has accounts and has granted DMC appropriate access •(1) 1-hour meeting to review Google Tag Manager configuration and Google Analytics dashboard and reports •(1) 1-hour meeting to review baseline metrics (30-45 days after completion of initial setup) •Ongoing engagement completed on a quarterly cadence •(1) 1-hour meeting at start of DMC engagement for SEO overview •(1) 30-minute meeting quarterly, preferably before quarterly analysis, to review customer’s goals and expectations for upcoming review •(1) 1.5-hour meeting every 3 months to present and review site audit, site crawl and keyword analysis •Ongoing engagement completed on a monthly cadence •(2) 1-hour meetings per month •Ongoing engagement completed on a quarterly cadence •(1) 1-hour meeting every 3 months to review data and analytics i Option. Available if needed. DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 275 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Exhibit B-3 DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 276 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) USD 223,000.00Annual Projected Contract Value 50,000.00Saas Total USD 50,000.00Total Price 2600 Ocean Park Blvd. Santa Monica, CA 90405 United States Ship To Address Aaron OrozcoShip To Contact 1901 Main Street Santa Monica, CA 90401 United States Bill To Address Aaron OrozcoBill To Contact City of Santa MonicaBill To Name aaron.orozco@smgov.netEmail (310) 458-8300Phone Aaron OrozcoContact Name briannap.kelly@activenetwork.comEmail Brianna P. KellyPrepared By USDCurrency 7/31/2020Expiration Date 00116205Quote Number 6/26/2020Created Date717 North Harwood Drive, Suite 2500 Dallas, TX 75201 US Company Address Product Product Type Description Quantity Sales Price Fee % Total Price ACTIVE Net - Annual Subscription Fee SaaS 1 50,000.00 50,000.00 ACTIVE Net - Staff Interface - Payment Processing Fee - Credit Card SaaS Rates for organizations between $1,500,000 to $8,000,000 in annual revenue through ACTIVE Net.1 2.95 ACTIVE Net - Staff Interface - ECP Transaction - Flat Fee SaaS 1 0.45 ACTIVE Net - Public Interface - Online Transaction Fee SaaS Rates for organizations between $1,500,000 to $8,000,000 in annual revenue through ACTIVE Net.1 2.95 ACTIVE Net - Functionality: Memberships SaaS 1 ACTIVE Net - (credit card refunds - flat fee)SaaS 1 0.10 ACTIVE Net - Functionality: Facility Reservation SaaS 1 ACTIVE Net - Functionality: League Scheduling SaaS 1 ACTIVE Net - Functionality: Activity Registration SaaS 1 ACTIVE Net - Functionality: Equipment Lending & POS SaaS 1 ACTIVE Net - Functionality: Daycare SaaS 1 ACTIVE Net - SaaS DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 277 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Signature: ______________________________________________________ Printed Name: ___________________________________________________ Title: __________________________________________________________ Date: __________________________________________________________ PO# (if applicable): _______________________________________________ All fees described herein are in consideration of the Software and Services that Active provides. Active and Client acknowledge that certain credit card network rules and laws prohibit imposing a surcharge that is based on the type of payment method used (e.g., having a different fee for the use of a credit card vs. debit card), and therefore, each agree not to impose such a surcharge on any End User. The payment options we offer may include MasterCard, Visa, American Express and Discover. *Sales tax and shipping not included in total price. Sales tax and shipping, where applicable, will be added to your invoice. Quote Acceptance Information DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 278 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Contact Info: 717 N. Harwood Street Dallas, TX 75201 United States Phone: 469-291-0300 Option 4 then Option 2 ▪ Fax: 469-533-3940 Invoice Questions? Email us at ActiveAR@active.com City of Santa Monica Cust #Invoice #Invoice Date Customer PO # 3423 1013995 31-JUL-19 Quote signed by Aaron Orozco 5.16.19 Please Remit Check/Cheque Payment to:Please Remit Wire/ACH Payments to: Active Network, LLC PO Box 744932 Atlanta, GA 30384-4932 Beneficiary's Bank: Bank of America, N.A. Beneficiary's Bank SWIFT BIC: BOFAUS3 Beneficiary's Account Number: 1453218221 Beneficiary's Bank Wire Routing Number: 122000030 Beneficiary's Bank ACH Routing Number: 122000661 Beneficiary's Name: Active Network, LLC Beneficiary's Address: 717 North Harwood Street, Dallas, TX 75201 TO PAY BY CREDIT CARD OR ACH, OR TO SET UP RECURRING PAYMENT, PLEASE CONTACT US AT ActiveAR@active.com. PLEASE BE SURE TO INCLUDE ACTIVE'S INVOICE NUMBER ON YOUR REMITTANCE Bill To: City of Santa Monica Attn: Accounts Payable City of Santa Monica- Community Recreati 2600 Ocean Pk. Blvd. SANTA MONICA, CA 90405 United States Ship To: CITY OF SANTA MONICA Attn: 2600 Ocean Park Blvd. Santa Monica, CA 90405 United States Customer Cust. # Contact Customer PO # City of Santa Monica 3423 Quote signed by Aaron Orozco 5.16.19 Project Contact Project Number Project Name Payment Due Tadeo, Ruth S PS3423/01490846 City of Santa Monica AN Bundle 30-AUG-19 ORG ID Deal ID AMG Project Terms Salesrep Name Currency 86 01490846 30 NET USD Event Summary: Event #Type Description Bill Amount 1 DR ACTIVENET 50% Total Service Costs at Service Initiation 28,000.00 Event Total:28,000.00 Task Detail (Backup): Task Name Exp Type Date Person OnSite Hours Rate Amount Detail Total: Sub-total:28,000.00 Tax Total:0.00 Invoice Total:28,000.00 Please Pay this Amount: Balance Due:28,000.00 DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 279 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) Contact Info: 717 N. Harwood Street Dallas, TX 75201 United States Phone: 469-291-0300 Option 4 then Option 2 ▪ Fax: 469-533-3940 Invoice Questions? Email us at ActiveAR@active.com City of Santa Monica Cust #Invoice #Invoice Date Customer PO # 3423 11109398 31-MAY-19 SIgned by Aaron Orozco Please Remit Check/Cheque Payment to:Please Remit Wire/ACH Payments to: Active Network, LLC PO Box 744932 Atlanta, GA 30384-4932 Beneficiary's Bank: Bank of America, N.A. Beneficiary's Bank SWIFT BIC: BOFAUS3 Beneficiary's Account Number: 1453218221 Beneficiary's Bank Wire Routing Number: 122000030 Beneficiary's Bank ACH Routing Number: 122000661 Beneficiary's Name: Active Network, LLC Beneficiary's Address: 717 North Harwood Street, Dallas, TX 75201 TO PAY BY CREDIT CARD OR ACH, OR TO SET UP RECURRING PAYMENT, PLEASE CONTACT US AT ActiveAR@active.com. PLEASE BE SURE TO INCLUDE ACTIVE'S INVOICE NUMBER ON YOUR REMITTANCE Bill To: City of Santa Monica Attn: Aaron Orozco 2600 Ocean Park Blvd. Santa Monica, CA 90405 United States Ship To: CITY OF SANTA MONICA Attn: Aaron Orozco 2600 Ocean Park Blvd. Santa Monica, CA 90405 United States Sales Person Sales Order # - Order Type Quote #Terms Due Date Transaction Type Curr Jones, Kevin A 2155309-AMER PARKS & REC 01490810 30 NET 30-JUN-19 INV-INC COM SOL USD Ln Item #Description Delivery Method Ordered Invoiced UOM Unit Price Ext Amount 1 77310 ACTIVE Net - Electronic Signature Pad Color 5.7in (DUAL SERIAL/HID USB BACKLIT) W/ Software 19.00 19.00 Each 597.50 11,352.50 2 77311 ACTIVE Net - Signature Pad Tilt Stand 19.00 19.00 Each 157.50 2,992.50 Sub-total:14,345.00 Tax Total:1,255.18 Invoice Total:15,600.18 Please Pay this Amount: Balance Due:15,600.18 DocuSign Envelope ID: 3B99A392-C9B6-459A-BEF6-95FD79A0DD82 3.E.f Packet Pg. 280 Attachment: 3rd Modification (4913 : ActiveNet Contract Renewal) 3.E.g Packet Pg. 281 Attachment: City of Santa Monica - Oaks Initiative Notice - 032522 (4913 : ActiveNet Contract Renewal) 3.E.g Packet Pg. 282 Attachment: City of Santa Monica - Oaks Initiative Notice - 032522 (4913 : ActiveNet Contract Renewal)