THRILLSHARE%20QUOTE%20AND%20TIP%20CONTRACT.pdf

Parent document: REVISED - Regular Meeting - Meeting #02-07-15-2024.pdf

Text

O apptegy Printed 11 July 2024

www.apptegy.com

Apptegy
EMAIL PO & VENDOR QUCTE TO: TIPSPO@TIPS-USA.COM
PO MUST REFERENCE VENDOR TIPS CONTRACT NUMBER
PAYMENT TO TIPS CONTACT

ADDRESS 2201 BROOKWOOD DR, STE NAME Charlie Martin

CiTy LITTLE ROCK PHONE (866) 839-8477
STATE AR FAX (866) 839-8472
ZIP 72202 EMAIL tips@tips-usa.com

DISADVANTAGED/MINORITY/WOMAN BUSINESS ENTERPRISE: N HUB: N

SERVING STATES

AL [AK |AZ|AR|CA|CO|CT|DE|DC{FL|GA|HI| ID] IL|IN|IA| KS | KY |LA|ME| MD | MA|MI| MN] MS | MO | MT |
NE |NV|NH|NJ[NM|NY|[NC|ND|OH|OK|OR|PA|RI|SC|SD|TN|TX|UT|VT| VA] WA|WV|WI|WY|PR

Iverview

:p>Apptegy provides custom websites, mobile apps, a mass notification system, and a two-way classroom
‘communication system to schoo! districts across the nation — all powered by our publishing platform,
*hrillshare. Thrillshare was designed to centralize all communication channels for a schoo! district, making it as easy
1s possible for schools to manage and build their online presence.</p>


AWARDED CONTRACTS

Contract Comodity
230105

"View EDGAR Doc" on Website

Exp Date EDGAR
Technology Solutions Products and Services

05/31/2028 See EDGAR Certification Doc.

CONTACTS BY CONTRACTS

Matthias Wehnert

Director of Business
Benjamin Berley

(501) 612-4442

matthias.wehnert@apptegy.com
(870) 833-0702

benjamin@apptegy.com

Director of Sales


©apptegy
Powering Your School’s Identity

Apptegy started in 2014 with the goal of enabling public school districts to build a strong brand
and communicate more effectively with their audiences. In 2015, we partnered with our first
three beta clients. Today, 2024, we've partnered with more than 4,000 clients in all 50 states to
build their website, custom mobile app, and the mass notiification system.

What Makes Us Different

@ Thrillshare’s Ease of Use

With our publishing platform, Thrillshare, you
don’t need any programming knowledge

to update your district's website, app, or mass 66 oe
notification Svan. Now, you can promote | is GREAT. Thrillshare simplifies
your success stories across all communication the process of posting things to
channels right from your smartphone. VANGUEESNABTSRAresa uss
to the point where 1 can see where
we will be sharing so much with
2) The User Experience for parents, especially on the app.
Your Community —

Wherever your community engages with you
online, they’ll be able to do so with ease.
No more pinching and pulling to view your
website on a smartphone or being redirected
somewhere else within your mobile app.

All of you at Apptegy have been
absolutely wonderful to work with.
We have received great feedback
on our new website and app, and
one of our most recent posts
reached more people than we
ever have! That would never have

© Your Experience Working happened without Thrillshare!
With Us 99

From the beginning, Apptegy set out to be more
than a software provider. We strive to be a true
partner and resource for our districts. That
commitment and our personal, fast, and easy
support has earned Apptegy an unheard of 99%
client retention rate.


© apptegy

Scope & Deliverables

At Apptegy, we've developed the first publishing platform for school districts, so your team
manages all of your communication channels from a single place. This means you'll share more
stories with your community without creating more work for your staff.

By eliminating the technological barrier required to communicate, Thrillshare makes it easy to
assign roles and privileges to your team to update what they care most about. With this level of
customization and control, you can be confident about consistent messaging being shared with
your community.

Publishing Platform

From the beginning, Thrillshare was designed to
contain all your district communication channels in

= Create Post

one place.

Select Chareet

Built specifically for school districts, Thrillshare not
only manages your website, but also your custom
mobile app, all of your social media channels,

Grganizations
Darret Beenartiry Met Me

9 Push Notification Groups
Putri

and your alerts and notification system. Keeping
information up-to-date is as easy as it gets, from
the lunch menu to your calendar and news.

Mobile Apps

(i

We build beautiful mobile apps for Android and
iPhone that focus on what really matters: the user =
experience. A user experience that delights parents 2 TUNES a SEE ry
and community members means they will continue ia ental Kerr einen - Funwebsite ©
to come back to the app for meaningful information. | McAllen ISO oan a Notifications

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O apptegy

Empuasering Cur Chileon to Succreed

Websites BH srt sang eat she simp eal

We will work with you to understand how you want
your district brand to come across by creating anew
website. Within your common branding, each school

ff a r oh

webpage can be customized, using the school’s oat eth ats z

ft ¢ i Gil f 3
specific colors, mascots, logos, etc. We want your | vanes |
website to stay fresh and never grow stale, so we

include a free re-design with each year of our
LIVE FEED

partnership.

Alerts

Inorder to save you time, we can automatically syne
with your Student Information System so you can
send out text, phone and email notifications. Easily
send and schedule recurring alerts like attendance
calls. Plus, with state-of-the-art technology, your text, f wW
email and voice calls can be automatically translated.

li)
©
‘
Cd

Transition & Support

Hi Team!

We handle all of the heavy lifting including design,

development, static content migration, training and ye eons ty Deuce CUS a esos

the chat below or call us at 501-613-0370!

ongoing support. Your own dedicated contacts at

Apptegy during implementation and after launch ;
Start a conversation

fé - Our usual reply time
‘ dG) A few minutes
With unlimited training and prompt support,

every Thrillshare user will always have someone to

assist with any questions that arise.

make it an easy transition for the district.

See all your conversations


© apptegy

I. Estimated Transition Timeline

Kick-off
Week 1

Design
Weeks 2-3

Development &
Content Migration
Weeks 4-6

Training Sessions
Weeks 7-8

Launch Campaign
Weeks 9-10

Support
Ongoing

We get our partnership started with a meeting to introduce stakeholders
on your side and ours. In this meeting, we will cover our detailed roadmap,
initial designs, and the overall structure of the planned implementation.

We create a mockup asa first draft and iterate from there. Since we've
already established a good understanding of what youre looking for in the
kick-off call, this process is typically quite fast.

Once we're done with the development, we migrate your static content

for you. After our team has gone through your entire website and app and
confirmed that everything is working, we will ask you to approve the content
and functionality as well.

Anideal training schedule will include a setup call with your project lead,
in-depth sessions for all of your power users, and introduction sessions for
casual users.

Flipping the switch is all it takes: we just point your domain to our servers
and the change to the new website will be instant.

Of course we don't want the switch to go unnoticed by your community.
That's why we design an entire launch campaign around the app and
website with you. You'll get a custom marketing playbook, including
graphics, videos, and alaunch plan.

Now that you are live, we work together to drive adoption of your new
website and mobile app. You will be working closely with your Client
Success Manager on marketing strategies and our Support Team on any
questions your users have after the switch.


© apptegy
Il. Order Form

Client Name: Boone County Schools, WV
Address: 69 Avenue B, Madison Email: mrriggs@k12.wv.us
West Virginia 25130 Phone: 3043693131

| Description Price Qty Subtotal

Mobile App Development (one-time) $16,000 1 $16,000
One-time app development for iOS and Android apps for the District + 13
campuses

*Billed one-time

App Development Discount (one-time) -$7,750 1 -$7,750
Discounting app development for agreement signed by July 31, 2024
Thrillshare (annual) $16,575 1 $16,575

Thrillshare Publishing Platform (desktop and mobile) for ~3100 students
*Billed and payable in full annually

*For Clients that elect automatic renewal, pricing subject to 5% annual
increases after last year of initial purchased term(see Terms for more

info)

Website design and hosting $0 1 $0
Up to 1 re-design per contract year

Included in Thrillshare cost

Alerts $0 1 so
Unlimited text, voice, and email alerts

Included in Thrillshare cost

*Subject to Carrier restrictions (see Terms for more info), including, but
not limited to, character limits per SMS message [currently 320

characters per SMS message]

Support, service, and training $0 1 SO

Included in Thrillshare cost

Static content migration $0 1 $0

Included in Thrillshare cost


© apptegy

lll. Payment Schedule

Payment Schedule: Payable subject to the terms of Amount

Agreement

Total of the above, collectively, the "Services" $24,825.00

Billed after signature $24,825 (one-time development cost + annual)

60 Days from signature ("Client Start Date’)

One year from Client Start Date $16,575 (annual, if renewed)

*Subject to 5% increase for renewal

This Order Form and Master Services Agreement (collectively, the “Agreement”) between Apptegy, Inc. (“Apptegy”), and
the client listed above (“Client”) is effective as of the date of Client's signature below. This Agreement includes and
incorporates the above Order Form, as well as the attached Master Services Agreement (“MSA”). By signing below, Client
acknowledges receipt of this Agreement, including the Order Form and the MSA, and hereby accepts and agrees to be
bound by this Agreement.

Client Apptegy, Inc.

“S
S SIGNAL MINE By: ge Joseph Wren
By: ~ Matt Riggs

Name: Joseph Wren
Name:Matt Riggs

Title: Sales Representative
Title: Superintendent


© apptegy

Master Services Agreement

The following terms and conditions are a binding part of the Order Form and Master Services
Agreement of Apptegy, Inc. (together with its affiliates, agents, and assigns, "Apptegy") between
Apptegy and the Client that is set out in the Order Form. References to the "Agreement" below
collectively include the Order Form (including and incorporating the terms and conditions set out in
the "Estimated Transition Timeline" and the "Payment Schedule" that is provided with this Agreement)
and the following terms and conditions. This Agreement provides the terms and conditions for Client
to purchase and use Apptegy's Services (as defined below). Capitalized terms used but not otherwise

defined in the following terms and conditions will have the meanings given to them in the Order Form.

1. Integration with Other Documents. This Agreement is the entire agreement between Apptegy and
Client with respect to the Services, except as expressly set out below. No separate written or online
agreements or terms and conditions will be incorporated in this Agreement or otherwise bind the
parties unless expressly set out in this Agreement or in a Client Addendum (as defined below). The
Client Addendum will control and govern with respect to all matters expressly set out in the Client
Addendum, and this Agreement will control and govern in all circumstances. To be enforceable on
the parties, any amendment, modification, or additions to the terms and conditions of this Agreement
must be set out in a separate written addendum to this Agreement confirming such amendments,

modifications, and/or additions in writing (a "Client Addendum’).

2. Services; License. During the License Term, Apptegy will provide, and Client and the individuals
allowed to access the Services by or on behalf of Client ("User(s)") may access and use, the products
and services set out in the Order Form (collectively, "Services"). Client hereby grants Apptegy a limited,
nonexclusive, revocable, worldwide, fully-paid, royalty-free license to use, copy, and modify Client's
information, material, data, photographs, videos, intellectual property (including without limitation
all copyrights, trademarks, service marks, and similar rights), and other content (collectively, “Client
Content”) for providing and improving the Services. Client’s right to access and use the Services, and
Apptegy’s license to Client Content, will automatically terminate upon termination or expiration of this

Agreement.


3. Fees. Client will pay to Apptegy all fees set out in the Order Form. Apptegy will submit invoice(s) to
Client for all fees due upon execution of the Agreement and/or on the Client Start Date(s) (as defined
below) as set out in the Order Form. Apptegy will invoice all subsequent-year fees on or about the
anniversary of the applicable Client Start Date(s). Client agrees to pay all invoices in full within 30 days
of the date of the invoice. Client agrees that (i) development and implementation fees are due as set
out in the Order Form, (ii) fees for use of the Services are payable in annual portions for each year of the
License Term as set out in the Order Form, (iii) fees for use of the Services are subject to Five Percent
(5%) annual increases, starting the first renewal year after the last year of the term initially purchased
by Client and continuing each year thereafter, as set out in the Order Form, and (iv) discounts for
purchases of bundled Services will automatically expire if Client cancels any of the bundled Services
and Client will thereafter be invoiced for the full price of the continuing Services. Client acknowledges
that fees for Services do not include taxes, duties, and other government charges, including sales, use,
consumption, VAT, GST, and other withholding, as applicable, and Client is solely responsible for any

such obligations.

4. License Term. The term of Client's license to use the Services (the “License Term’) will start on the
date(s) set out on the Order Form (the "Client Start Date(s)"). Clients that purchase multiple Apptegy
products may have different license start dates for different products. If no license start date is set
out on the Order Form, the Thrillshare Media Client Start Date will be the date that is 60 days after
Apptegy receives an executed agreement from Client and the Thrillshare Rooms Client Start Date will
be the date that is 90 days after Apptegy receives an executed agreement from Client. The License
Term will terminate on the anniversary of the applicable Client Start Date(s) that is after the number
of license years initially purchased by Client, as set out in the Order Form, plus any renewal periods.
This Agreement will renew for successive, additional periods of one (1) year from the anniversary of
the Client Start Date(s), unless Client provides Apptegy with written notice of non-renewal before the
end of the then-current License Term. Subject only to applicable procurement and appropriations law,
Client agrees that it may not terminate this Agreement before the expiration of any then-current License
Term without cause, unless Client pays Apptegy all fees in full for all license years of the then-current
License Term, as set out in the Order Form, plus payment of any previously discounted amounts for
the Services during the Term. All fees paid to Apptegy are non-refundable, subject only to applicable

procurement and appropriations law.


5. Performance Terms. In addition to this Agreement, the rights and obligations of the Client and
Apptegy with respect to the providing, accessing, and using the Services will also be subject to
and governed by the Apptegy Terms of Use ("Terms of Use") and Privacy Policy ("Privacy Policy’),
available at the following links: https://www.apptegy.com/terms-and-conditions/ and
https://www.apptegy.com/privacy-policy/. The Terms of Use and Privacy Policy, as each may be
amended, are incorporated into this Agreement in their entirety, as applicable to Client. Without limiting
the generality of the foregoing, the Terms of Use and Privacy Policy set out and govern the terms
and conditions for Services availability, User eligibility and acceptable use, data privacy and security,
regulatory notices and information, warranties, disclaimers, and liability limitations, and other related
terms. The applicability of the Terms of Use and Privacy Policy is limited to the order of priority set out

below.

6. Carrier Restrictions. Apptegy provides unlimited text, voice, and email messaging to Client subject
to restrictions placed on Apptegy by mobile and wireless carriers and network operators (collectively,
“Carriers”). For example, Carriers have (i) placed limits on the number of characters that may be
included in messages sent via the Services and (ii) placed restrictions on the type of messaging
content that may be sent through the Services. Carrier restrictions are not within the control of Apptegy
and are subject to change without notice. When a Carrier places new or modified restrictions on
Apptegy, certain features and functions of the Services may change as a result without notice to you.
Client agrees that Apptegy will not be responsible or liable for any change in Services that arise from

or in connection with Carrier restrictions.

7. TCPA/CTIA Compliance. Client is exclusively responsible for complying with applicable laws and
regulations governing communications sent via the Services by Client and Users under Client's
account, including, but not limited to, the Telephone Consumer Protection Act of 1991, as it may be
amended ("“TCPA"), and the requirements and policies of CTIA — The Wireless Association (“CTIA”).
Client is encouraged to establish and implement methods and procedures to ensure compliance
with applicable laws and regulations, including the TCPA and the CTIA, and to inform and train
each of its employees, contractors, and representatives who use the Services on the methods and
procedures. Apptegy may provide Client with materials and information about such laws and
regulations, including the TCPA and the CTIA;


Client acknowledges that all such materials and information is provided for general education
purposes only. No such act by or information from Apptegy (whether individually or taken as a whole)
will create or be deemed to create responsibility or liability on the part of Apptegy with respect to
Client’s compliance with the laws and regulations governing the communications sent via the Services

by Client and Users under Client’s account, including the TCPA and/or the CTIA.

8. COPPA Notice and Compliance. Apptegy prohibits use of the Services by children under the age of
thirteen (13), unless and only to the extent the child is a User invited or added to the Services by Client.
When children are invited or added to the Services as Users under Client's account, Apptegy provides
the Services with respect to the children solely in the educational context authorized by Client under
this Agreement and solely for the benefit of Client and its Users. Client consents, as agent for and on
behalf of such children (and their parents and guardians), to Apptegy's collection, use, disclosure, and
storage of personal information about or from the children in accordance with this Agreement. Client
acknowledges that Apptegy is relying on Client's consent in the previous sentence for the purposes of
complying with the Children’s Online Privacy Protection Act, as it may be amended (“COPPA’), and that
Apptegy is authorized to presume that Client has obtained and will maintain all required parent and
guardian consent for Apptegy's collection, use, disclosure, and storage of information for any children

under the age of thirteen (13) that are invited or added to the Services under Client's account.

Please note that Client is responsible for complying with COPPA with respect to Users under Client's
account if Client invites or adds children under the age of thirteen (13) to the Services. Client is
encouraged to establish and implement methods and procedures to ensure compliance with COPPA,
and to inform and train each of its employees, contractors, representatives, and Users who use the
Services on the methods and procedures. Apptegy may provide Client with materials and information
about complying with COPPA; Client acknowledges that all such materials and information is provided
for general education purposes only. No such act by or information from Apptegy (whether individually
or taken as a whole) will create or be deemed to create responsibility or liability on the part of Apptegy

with respect to Client’s compliance with COPPA.

The Terms of Use and Privacy Policy, accessible as set out above, confirm that Apptegy may collect
information about children as a necessary part of providing the Services to Client (for example, as

applicable: contact information for communications sent via the Services;


posts made on messaging tools in the Services; information included in assignments and other class
content submitted via the Services) and provide notice regarding Apptegy's collection, use, disclosure,
and storage of personal information from children. Please note that some or all of this information
may not be private as to the individual child, parent, or guardian. For example, for Users of Rooms,
information shared by a User via the messaging features of Rooms will be visible to Client, as the
party providing access to the Services to its Users. In some circumstances, information provided by or
about a child may be available or visible to other individual Users. For example, for Users of Rooms,
information about a child that is posted in the group messaging tool in a Child's Room may be visible
to other individual Users that are also authorized users for the same Room. Apptegy will collect, use,

and disclose such information in accordance with COPPA and the Privacy Policy.

9. Accessibility Compliance. Client is exclusively responsible for complying with all applicable laws
and regulations governing accessibility of the parts of the Services under the control of Client (for
example: Client's website and/or mobile applications), including, but not limited to, the Americans with
Disabilities Act, as it may be amended (“ADA”), and the requirements and policies of Web Content
Accessibility Guidelines (“WCAG”). Client is encouraged to establish and implement methods and
procedures to ensure compliance with applicable laws and regulations, including the ADA and the
WCAG, and to inform and train each of its employees, contractors, and representatives who use the
Services on the methods and procedures. The Services include tools to assist Client with accessibility
compliance, and Apptegy may provide Client with materials and information about such laws and
regulations, including the ADA and the WCAG; Client acknowledges that all such tools, materials, and
information are provided to assist Client with its compliance obligations and for general education
purposes only. No such functionality, act by, or information from Apptegy (whether individually or taken
as a whole) will create or be deemed to create responsibility or liability on the part of Apptegy with
respect to Client's compliance with the laws and regulations governing accessibility of the parts of
the Services under the control of Client (for example: Client's website and/or mobile applications),
including the ADA and/or the WCAG.

10. Third Party Functions. Apptegy relies on third-party providers and partners for parts of the Services
(for example: posting a message or communication on Facebook or Twitter account; hosting Client
websites). APPTEGY IS NOT RESPONSIBLE FOR ANY CONSEQUENCE, LOSS, OR DAMAGE (DIRECT
OR INDIRECT) ARISING FROM OR RELATING TO THE PARTS OF THE SERVICES MANAGED OR MADE
AVAILABLE BY OR VIA THIRD-PARTY PROVIDERS AND PARTNERS. Please see the Terms of Use and

Privacy Policy for more information.


11. Disclaimers; Limited Liability. Apptegy provides the Services subject to certain disclaimers and

limitations of liability. Please see the Terms of Use and Privacy Policy for more information.

12. Intellectual Property. Nothing in this Agreement or the performance of this Agreement will convey,
license, or otherwise transfer any right, title, or interest in any intellectual property or other proprietary
rights held by either party, except as expressly set out in the Agreement. Apptegy retains all right,
title, and interest in all intellectual property rights, including patent, trademark, trade secret, and
copyright (whether registered or unregistered), in and to the Services and the underlying software
and technologies, all related technical documentation, and all derivative works, improvements, and
modifications to any of the foregoing. Client agrees the foregoing is necessary to Apptegy providing

the Services.

13. Compliance with Laws. The parties agree to comply with all laws applicable to the use of the

Services and performance of this Agreement.

14. Miscellaneous. The Order Form and Master Services Agreement, together with (i) the Terms of
Use and Privacy Policy, and (ii) the Client Addendum, if applicable, is the entire agreement between the
parties with respect to the subject matter, and supersedes all prior agreements and understandings,
whether written or oral. If any conflict or ambiguity exists with respect to any term or condition of any
of the foregoing, the following priority will govern and control: (1) if applicable, the Client Addendum for
all matters expressly addressed in the Client Addendum; then (2) this Order Form and Master Services
Agreement for all other matters; then (3) the Terms of Use and Privacy Policy. Apptegy is not subject
to any obligations that are not expressly identified in this Agreement, a Client Addendum, or the Terms

of Use and Privacy Policy.

This Agreement is governed by the laws of the state in which Client is located, without regard to conflict
of law principles. The parties irrevocably submit to the exclusive jurisdiction and venue of the federal
courts having jurisdiction where Client is located for any dispute that relates to the Services or this
Agreement. Except as set out in this Agreement, this Agreement may not be amended or modified

without the prior written consent of both parties.


Neither party may assign this Agreement without the prior written consent of the other party, except
in connection with a merger, acquisition, or sale of all or substantially all of a party's assets or voting
securities. If any provision(s) of this Agreement is held invalid or unenforceable, such invalidity or
unenforceability will not invalidate or render the Agreement unenforceable, but rather the Agreement
will be construed as if not containing the unenforceable provision(s), and the rights and obligations
of the parties will be construed and enforced to honor the parties’ original intent to the maximum
extent permitted under applicable law. This Agreement will inure to the benefit of the successors and
assigns of the parties. The Agreement may be executed in multiple counterparts and executed by
original, facsimile, or electronic signature (including PDF, Proposify, HelloSign, and similar methods),
each of which when delivered will be deemed an original, and all of which together will constitute one

agreement.

© apptegy