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HomeMy WebLinkAbout2017-532-E ES - Everbridge for Emergency Alert Platform (OC Alerts) i DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 61ar 0 W;.e 155 North Lake Avenue,Sul 900 tel:+1-818-230 9700 www.everbridge.com �, Pasadena,CA 91101 USA fax_-1.818 230-9505 Quotation Prepared for: Kirby Saunders Quote#: Q-01704-14 Orange County, NC Date: 3/7/2017 O Or Box 8181 Expires On: 9/30/2017 Confidential Hillsborough NC 27278 United States Salesperson: Matt Severance Ph: 919-245-6135 Phone: Fax: Email: matt.severance @everbridgemail.com Email: ksaunders @orangecountync.gov Contract Summary Information: Contract Period: 12 Months Contract Start Date: 10/1/2017 Contract End Date: 9/30/2018 Contact Summary: Household Count: 63,100 Employee Count: 2,489 Qty Description Price 1 Everbridge Mass Notification(MN)with Unlimited Domestic Minutes USD 36,704.65 1 Everbridge Community Engagement USD 9,176.16 1 Smart Weather Alerting (includes 1 location in base weather subscription) USD 5,505.70 1 Everbridge ContactBridge USD 2,752.85 4 Everbridge Additional Organization USD 500,00 1 Social Media View USD 0.00 1 Everbridge (PAWS Notification USD 0.00 Pricing Summary: Year One Fees: USD 54,639.36 One-time Implementation and Setup Fees: USD 0.00 Professional Services: USD 0.00 Total Year One Fees Due: USD 54,639.36 Terms&Conditions 1 Additional rates apply for all international calls. 2 Quote subject to terms&conditions of GSA Contract No. GS-35F-0692P and the GSA Approved End User License Agreement("EULA"),the latter of which is attached hereto and incorporated by reference. Page 1 of 2 I DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 3 Subject to sales taxes where applicable. 4 The supplemental notes below, if any, supplied in this Quote are for informational purposes and not intended to be legally binding or override GSA Contract No. GS-35F-0692P, or the EULA. Authorized by Everbridge: DocuSigned by: Signature: PUAp f. hir Date: 9/12/2017 tri�rr��� Name(Print): Matt Severance Title: V.P. Controller To accept this quote,sign,date and return: DocuSigned by: Signature: j�V�lit tt iya�_,s Date: 9/28/2017 06379949755E477... Name(Print): Bonnie Hammersley Title: County Manager 155 North Lake Avenue, Suite 900 Pasadena, CA 91101 USA Tel: +1-818-230-9700 Fax: +1-818-230-9505 THANK YOU FOR YOUR BUSINESS! Page 2 of 2 `DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 r ever r ! GSA Approved End User License Agreement This End User License Agreement ("Agreement") is specified by Everbridge. Customer shall have sole entered into by and between Everbridge, Inc. ("Everbridge"), responsibility for the accuracy, quality, integrity, legality, and the client identified on the Quote ("Customer"), effective reliability, and appropriateness of all Customer Data. By on the date of Customer's signature on the Quote ("Effective purchasing the Service, Customer represents that it has the Date"). Everbridge and Customer are each hereinafter right to authorize and hereby does authorize Everbridge and its sometimes referred to as a "Party" and collectively, the "Service Providers" to collect, store and process Customer "Parties". Data subject to the terms of this Agreement, "Service Providers" shall mean communications carriers, data centers, 1. SERVICE. Everbridge shall provide Customer access to collocation and hosting services providers, and content and its proprietary interactive communication service(s) (the data management providers that Everbridge uses in providing "Service(s)") subject to the terms and conditions set forth in the Service. Customer shall maintain a copy of all Customer this Agreement and the description of services and pricing Contact data that it provides to Everbridge. Customer provided in the applicable quote (the "Quote"). If applicable, acknowledges that the Service is a passive conduit for the Everbridge shall provide the training and professional services transmission of Customer Data and Everbridge shall have no set forth in the Quote. Everbridge shall provide Customer with liability for any errors or omissions or for any defamatory, login and password information for each User (as defined libelous, offensive or otherwise objectionable or unlawful below) and will configure the Service to contact the maximum content in any Customer Data, or for any losses, damages, number of households (each a "Contact") set forth on the claims, suits or other actions arising out of or in connection Quote. with any Customer Data sent, accessed, posted or otherwise 2. PAYMENT TERMS. Customer shall pay the fees set transmitted via the Service. forth in the Quote ("Pricing"). If Customer exceeds the usage 4. TERM. This Agreement will commence on the Effective levels specified in the Quote, then Everbridge may invoice Date and will continue in full force and effect until all executed Customer for any overages at the established rates. Quotes have terminated. Everbridge shall invoice Customer annually in advance. All payments shall be made within thirty (30) days from receipt of 5. TERMINATION; SUSPENSION. invoice. 5.1 Termination by Either Party. [Intentionally 3. CUSTOMER RESPONSIBILITIES, Deleted] 3.1 Users. If Customer has purchased Mass 5.2 Termination by Everbridge. [Intentionally Notification, Customer shall in its discretion authorize certain of Deleted] its employees and contractors to access that Service. If Customer has purchased Incident Management, Customer 5.3 Suspension. Everbridge may suspend, with or shall authorize only those employees or contractors who are without notice, the Service or any portion for (i) emergency Incident Operators (as defined on Exhibit A) or Incident network repairs, threats to, or actual breach of network Administrators (as defined on Exhibit A)to access that Service. security; or (ii) any legal, regulatory, or governmental Collectively, Customer's employees and contractors who are prohibition affecting the Service. In the event of a suspension, authorized to access any Service as provided above are Everbridge shall use its best efforts to notify Customer and referred to as "User(s)". Each User must be bound in writing reactivate any affected portion of the Service as soon as to confidentiality obligations sufficient to permit Customer to possible. fully perform its obligations under this Agreement. Customer 6. PROPRIETARY RIGHTS. shall undergo the initial setup and training as set forth in the Implementation — Standard inclusion sheet provided with the 6.1 Grant of License. Everbridge hereby grants to Quote. The Implementation sheet provides a detailed list of Customer, during the term of this Agreement, a non-exclusive, the services included as part of the implementation purchased non-transferable, non-sublicensable right to use the Service and the corresponding timelines. If Customer fails to complete subject to the terms and conditions of this Agreement. Upon the Implementation process within the sixty (60) day suspension of the Service or termination of this Agreement for timeframe, Customer must purchase any additional any reason, the foregoing license shall terminate automatically implementation services. Customer shall be responsible for: (0 and Customer shall discontinue all further use of the Service. ensuring that Users maintain the confidentiality of all User login and password information; (ii) ensuring that Users use the 6.2 Restrictions. Customer shall use the Service Service in accordance with all applicable laws and regulations, solely for its internal business purposes and shall not make the including those relating to use of personal information; (iii) any Service available to, or use the Service for the benefit of, any breach of the terms of this Agreement by any User; and (iv) all third party except as expressly contemplated by this communications by Users using the Service. Customer shall Agreement. Customer shall not: (i) copy, modify, reverse promptly notify Everbridge if it becomes aware of any User engineer, de-compile, disassemble or otherwise attempt to action or omission that would constitute a breach or violation of discover or replicate the computer source code and object this Agreement. code provided or used by Everbridge in connection with delivery of the Service (the "Software") or create derivative 3.2 Customer Data. "Customer Data" is all works based on the Software, the Service or any portion electronic data transmitted to Everbridge in connection with the thereof; (ii) merge any of the foregoing with any third party use of the Service, including data submitted by Contacts. software or services; (iii) use any Everbridge Confidential Customer Data provided by Customer shall be true, accurate, Information to create a product that competes with the current and complete, and shall be in a form and format End User License Agreement GSA(based on CPA v3 7.30 13) 1 L DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 Software; (iv) remove, obscure or alter any proprietary notices 8. WARRANTIES; DISCLAIMER. or labels on the Software or any portion of the Service; (v) create internet "links" to or from the Service, or "frame" or 8.1 Everbridge Warranty. Everbridge shall use "mirror" any content forming part of the Service, other than on commercially reasonable efforts to provide the Services herein Customer's own intranets for its own internal business contemplated. To the extent professional services are purposes; (vi) use, post, transmit or introduce any device, provided, Everbridge shall perform them in a professional software or routine (including viruses, worms or other harmful manner consistent with industry standards. code) which interferes or attempts to interfere with the 8.2 Disclaimer. NEITHER EVERBRIDGE NOR ITS operation of the Service; (vii) use the Service in violation of any LICENSORS WARRANT THAT THE SERVICE WILL applicable law or regulation; or (viii) access the Service for OPERATE ERROR FREE OR WITHOUT INTERRUPTION. purposes of monitoring Service availability, performance or WITHOUT LIMITING THE FOREGOING, IN NO EVENT functionality, or for any other benchmarking or competitive SHALL EVERBRIDGE HAVE ANY LIABILITY TO purposes. CUSTOMER, USERS, CONTACTS OR ANY THIRD PARTY 6.3 Reservation of Rights. Other than as expressly FOR PERSONAL INJURY (INCLUDING DEATH) OR set forth in this Agreement, Everbridge grants to Customer no PROPERTY DAMAGE ARISING FROM FAILURE OF THE license or other rights in or to the Service, the Software or any SERVICE TO DELIVER AN ELECTRONIC other proprietary technology, material or information made COMMUNICATION, HOWEVER CAUSED AND UNDER ANY available to Customer through the Service or otherwise in THEORY OF LIABILITY, EVEN IF EVERBRIDGE HAS BEEN connection with this Agreement (collectively, the "Everbridge ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Technology"), and all such rights are hereby expressly 8.3 Customer Representations and Warranties. reserved. Everbridge (or its licensors where applicable) owns Customer represents and warrants that during use of the all rights, title and interest in and to the Service, the Software Service, Customer shall (i) clearly and conspicuously notify and any Everbridge Technology, and all patent, copyright, Contacts of the way in which their personal information shall be trade secret and other intellectual property rights ("IP Rights") used, and (ii) have primary safety and emergency response therein, as well as (i) all feedback and other information procedures including, without limitation, notifying 911 or (except for the Customer Data) provided to Everbridge by equivalent fire, police, emergency medical and public health Users, Customer and Contacts, and (ii) all transactional, officials (collectively, "First Responders"). Customer performance, derivative data and metadata generated in acknowledges and agrees that Everbridge is not a First connection with the Services. Responder,and that the Service does not serve as a substitute 7. CONFIDENTIAL INFORMATION. for Customer's own emergency response plan, which in the event of an actual or potential imminent threat to person or 7.1 Definition; Protection. As used herein, property, shall include contacting a First Responder prior to "Confidential Information" means all information of a Party using the Service. Customer represents and warrants that all ("Disclosing Party") disclosed to the other Party ("Receiving notifications sent through the Service shall be sent by Party"), whether orally, in writing, or by inspection of tangible authorized Users, and that the collection, storage and objects (including, without limitation, documents or prototypes), processing of Customer Data, and the use of the Service, as that is designated as confidential or that reasonably should be provided in this Agreement, will at all times comply with (x) understood to be confidential given the nature of the Customer's own policies regarding privacy and protection of information and the circumstances of disclosure. Confidential personal information; and (y) all applicable laws and Information includes without limitation, any personally regulations, including those related to processing, storage, identifiable Customer Data, all Everbridge Technology, and use, disclosure, security, protection and handling of Customer either Party's business and marketing plans, technology and Data. technical information, product designs, reports and business processes. Confidential Information shall not include any 9. INDEMNIFICATION, information that: (i) is or becomes generally known to the 9.1 By Customer. [Intentionally Deleted] public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party prior to its 9.2 By Everbridge. Everbridge shall indemnify and disclosure by the Disclosing Party without breach of any hold Customer harmless from and against any Claim against obligation owed to the Disclosing Party; (iii) was independently Customer, but only to the extent it is based on a Claim that the developed by the Receiving Party without breach of any Service directly infringes an issued patent or other IP Right in a obligation owed to the Disclosing Party; or(iv) is received from country in which the Service is actually provided to Customer. a third party without breach of any obligation owed to the In the event Everbridge believes any Everbridge Technology Disclosing Party. The Receiving Party shall not disclose or use is, or is likely to be the subject of an infringement claim, any Confidential Information of the Disclosing Party for any Everbridge shall have the option, at its own expense, to: (i) to purpose other than performance or enforcement of this procure for Customer the right to continue using the Service; Agreement without the Disclosing Party's prior written consent, (ii) replace same with a non-infringing service; (iii) modify such unless (but only to the extent) otherwise required by a Service so that it becomes non-infringing; or (iv) refund any governmental authority. Each Party agrees to protect the fees paid to Everbridge and terminate this Agreement without Confidential Information of the other Party with the same level further liability. Everbridge shall have no liability for any Claim of care that it uses to protect its own confidential information, arising out of (w) Customer Data or other Customer supplied but in no event less than a reasonable level of care. Without content, (x) use of the Service or Software in combination with limiting the foregoing,this Agreement and all terms hereof shall other products, equipment, software or data not supplied by be Everbridge's Confidential Information. Everbridge, (y) any use, reproduction, or distribution of any release of the Service or Software other than the most current release made available to Customer, or (z) any modification of the Service or Software by any person other than Everbridge. 2 DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 10. LIMITATION OF LIABILITY. Except for breaches of any court or other authority of competent jurisdiction to be Section 6, neither Party shall have any liability to the other invalid, illegal or unenforceable, that provision shall, to the Party for any loss of use, interruption of business, lost profits, extent required, be deemed deleted and the remaining costs of substitute services, or for any other indirect, special, provisions shall continue in full force and effect. incidental, punitive, or consequential damages, however caused, under any theory of liability, and whether or not the 11.4 Assignment. Neither this Agreement nor any Party has been advised of the possibility of such damage. rights granted hereunder may be sold, leased, assigned Notwithstanding anything in this Agreement to the contrary, in (including an assignment by operation of law), or otherwise no event shall Everbridge's aggregate liability, regardless of transferred, in whole or in part, by Customer, and any such whether any action or claim is based on warranty, contract, attempted assignment shall be void and of no effect without the tort, indemnification or otherwise, exceed amounts actually advance written consent of Everbridge, which shall not be paid by Customer to Everbridge hereunder during the 12 unreasonably withheld. month period prior to the event giving rise to such liability. 11.5 Governing Law; Attorney's Fees. This Customer understands and agrees that these liability limits Agreement shall be governed and construed in accordance reflect the allocation of risk between the Parties and are with the federal laws of the United States of America. essential elements of the basis of the bargain, the absence of which would require substantially different economic terms. 11.6 Notices. Either party may give notice at any time This clause shall not impair the U.S. Government's right to by any of the following: letter delivered by (i) nationally recover for fraud or crimes arising out of or related to this recognized overnight delivery service; (ii) first class postage Agreement under any federal fraud statute. Furthermore, this prepaid mail; or (iii) certified or registered mail, (certified and clause shall not impair nor prejudice the U.S. Government's first class mail deemed given following 2 business days after right to express remedies provided in the schedule contract mailing) to the other party at the address set forth on the (i.e. Price Reductions, Patent Indemnification, Liability for Quote,. Either Party may change its address by giving notice Injury or Damage, Price Adjustment, Failure to Provide as provided herein. Accurate Information). 11. MISCELLANEOUS. 11.7 No Third-Party Beneficiaries, There are no third-party beneficiaries to this Agreement. 11.1 Non-Solicitation. As additional protection for 11.8 Entire Agreement. [Intentionally Deleted] Everbridge's proprietary information, for so long as this Agreement remains in effect, and for one year thereafter, 11.9 Marketing. Everbridge shall obtain Customer's Customer agrees that it shall not, directly or indirectly, solicit, express written consent in order to reference Customer's name hire or attempt to solicit any employees of Everbridge; and logo as an Everbridge customer in Everbridge provided, that a general solicitation to the public for publications, its website, and other marketing materials. employment is not prohibited under this section. 11.10 Survival. Sections 2, 3.2, 5.2, 6, 7, 9-11 and the 11.2 Force Majeure; Limitations. Everbridge shall not applicable provisions of Exhibit A shall survive the expiration or be responsible for performance under this Agreement to the earlier termination of this Agreement. extent precluded by circumstances beyond Everbridge's reasonable control, including without limitation acts of God, 11.11 Counterparts. This Agreement may be executed acts of government, flood, fire, earthquakes, civil unrest, acts in one or more counterparts, all of which together shall of terror, labor problems, computer, telecommunications, constitute one original document. A facsimile transmission or Internet service provider or hosting facility failures, or delays copy of the original shall be as effective and enforceable as the involving hardware, software or power systems, and network original. intrusions or denial of service attacks. The Service delivers information for supported Contact paths to public and private 11.12 Export Compliant. Neither Party shall export, networks and carriers, but cannot guarantee delivery of the directly or indirectly, any technical data acquired from the other information to the recipients. Final delivery of information to pursuant to this Agreement or any product utilizing any such recipients is dependent on and is the responsibility of the data to any country for which the U.S. Government or any designated public and private networks or carriers. Customer agency thereof at the time of export requires an export license acknowledges and agrees that territories outside the U.S. and or other governmental approval without first obtaining such Canada may have territorial restrictions resulting from license or approval. applicable law, telecommunications or internet infrastructure 11.13 Equal Employment Opportunity. Everbridge, limitations, telecommunications or internet service provider Inc. is a government contractor and is subject to the policies, or communication device customizations that may requirements of Executive Order 11246, the Rehabilitation inhibit or prevent the delivery of certain SMS, text or other Assistance Act and VEVRAA. Pursuant to these requirements, notifications, or restrict the ability to place or receive certain the Equal Opportunity Clauses found at 41 Code of Federal calls such as outbound toll free calls. Everbridge shall have no Regulations sections 60-1.4(a) (1-7), sections 60-250.4(a-m), liability to the extent such restrictions impede the Service. sections 60-300.5 (1-11) and sections 60-741.5 (a) (1-6) are 11.3 Waiver; Severability. The failure of either Party incorporated herein by reference as though set forth at length, hereto to enforce at any time any of the provisions or terms of and made an express part of this Agreement. this Agreement shall in no way be considered to be a waiver of such provisions. If any provision of this Agreement is found by 3 DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 ADDITIONAL TERMS AND CONDITIONS These Additional Terms and Conditions are an Addendum to the GSA Approved End-User License Agreement entered into on 17 , 2017 )"Effective Date" by and between Everbridge, Inc. ("Everbridge") and Orange County, a local political subdivision of the State of North Carolina("Customer")with its principal place of business at 200 S. Cameron Street, Hillsborough,North Carolina 27278. I Goycrpinu I l i : This Agreement shall be governed by the federal law of the United States of America and the applicable laws of the State of North Carolina. Everbridge shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy(each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php). Any violation of this requirement is a breach of the Agreement and Customer may terminate this Agreement without further obligation on the part of the Customer. This paragraph is not intended to limit, and does not limit,the definition of breach to discrimination. By executing this Agreement, Everbridge affirms that Everbridge is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement, Everbridge certifies that Everbridge has not been identified, and has not utilized the services of any agent or subcontractor, on the list created by the State Treasurer pursuant to G.S. 147-86.58. 2. Non Appropriation: Everbridge acknowledges that Customer is a governmental entity, and the validity of this Agreement is based upon the availability of public funding under the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of Customer's obligations under this Agreement,then this Agreement shall automatically expire without penalty to the Customer immediately upon written notice to Everbridge of the unavailability and non-appropriation of public funds. 3. gri<lt„ur s: This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of the North Carolina General Statutes Chapter 66. Except for the additions and changes made herein,the GSA Approved End-User License Agreement shall remain in full force and effect to the extent it is not inconsistent with this Addendum. In the event there is a conflict between the GSA Approved End-User License Agreement and this Addendum,this Addendum will control. ORANGE COUNTY EVERBRIDGE, INC. DocuSigned by: Cr otAA rit, °aMrMt,V'S Matt severance By: By: 06379949755E477... DocuSigned by: Name and Title: county Manager Name an Title: P p ge, Ruff v.P. Controller ...._ EB1F.9904910C14F4. I DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 Exhibit A Additional Business Terms The following additional business terms are incorporated by reference into the Agreement as applicable based on the particular products and services described in the Customer's Quote. "Data Feed" means data content licensed by third parties to Everbridge and supplied to Customer through the Service (e.g., real time weather system information and warnings,and third party maps). "Incident Administrator" means an individual who is authorized by Customer as an organizational administrator for the Incident Management Service. "Incident Operator" means an individual who is authorized by Customer as an operator of the Incident Management Service. "Premium Features" means the products and services listed on the Premium Feature List attached to the Quote. 1, Data Feeds; Other Data. Notwithstanding anything to the contrary in this Agreement,to the extent that Customer has purchased or accesses Data Feeds,the sole and exclusive remedy for any failure, defect, or inability to access such Data Feed shall be to terminate the Data Feed with no further payments due. No refunds shall be granted with respect to such Data Feed. In addition,to the extent Customer has purchased a feature that allows Customer to monitor, and utilize information and data from other sources not supplied by Everbridge directly(e.g.,Twitter) (collectively "Other Data"), Everbridge disclaims any and all liability of any kind or nature resulting from any inaccuracies or failures with respect to all Other Data. 2. Incident Management. For Customers purchasing the Incident Management Service: (a) Customers may only designate the number of Incident Operators and Incident Administrators set forth on the Quote, and such individuals shall only have the access rights pursuant to such designation and role; (b) Incident Administrators shall have the ability to build incident templates, report on incidents, and launch incident notifications; (c) Incident Operators shall only have the ability to launch or manage incidents; and (d) Customer shall be provided the number of incident templates purchased pursuant to the Quote. If Customer exceeds the number of Incident Operators, Incident Administrators or incident templates purchased, Customer shall be charged the applicable fees then in effect for additional Incident Operators, Incident Administrators or incident templates, as applicable. 4 DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 ACC7RIJ CERTIFICATE OF LIABILITY INSURANCE ^DATE IYXYY) r...r� 04/03/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER ----r-CONTACT " MARSH USA,INC NAME' 99 HIGH STREET PHONE l o Est): FAX No): BOSTON,MA 02110 E-MAIL ADDRESS: Attn:Boston certrequest @Marsh.com Fax:212-948-4377 INSURER(S)AFFORDING COVERAGE NAIC# 109012298--caspx-17-18 INSURER A:Continental Casualty Company 120443 INSURED INSURER B:Continental Insurance Company 135289 Everbridge,Inc Attn: Kenneth S Goldman,CPA INSURER C:Axis Insurance Company 37273 25 Corporate Drive,Fourth Floor INSURER D Burlington,MA 01803 INSURER'.E INSURER F: COVERAGES CERTIFICATE NUMBER: NYC-008202559-11 REVISION NUMBER:4 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR ADDL SUER ...... POLICY EFF POLICY EXP .... _........ LTR TYPE OF INSURANCE IKS.D KOLD POLICY NUMBER '(MM/DD/YXYX) (MMIDD/1'XYY) LIMITS A X COMMERCIAL GENERAL LIABILITY :6024186090 04/01/2017 04/01/2018 EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X__ OCCUR DAMAG E TO RENT EU. ................. (Ea occurrence) $ 1,000,000 MED EXP(Any one person) $ 15,000 PERSONAL&ADV INJURY $ 1,000,000 GEN'L.AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,000 POLICY[ j PRA-0 X LOC PRODUCT T. S-COMP/OP AGG $ 2,000,000 O'(HER $ 11 AUTOMOBILE LIABILITY 6024186106 04/01/2017 04/01/2018 ii:r)MUINl-E;r bINCLE LIMIT $ 1,000,000 ANY AUTO BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X_. x NON-OWNED PROPERIYDAMAGE ........ HIRED AUTOS AUTOS (Per accident,) ,,,__.. Comp/Coll Deductibles $ 500/500 B X UMBRELLA LIAB X OCCUR 6024186042 04/01/2017 04101/2018 EACH OCCURRENCE $ 15,000,000 EXCESS LIAB CLAIMS-MADE AGGREGATE $ 15,000,000 DEt) X RETENTION$10,000 $ B WORKERS COMPENSATION 6024186056(ADS) 04/01/2017 04/01/2018 x PER OTFI AND EMPLOYERS'LIABILITY STATUTE ER B YIN 6024186087(CA) 04/01/2017 04/01/2018 ANY PROPRIETOR/PARTNER/EXECUTIVE V ( ) E L EACH ACCIDENT $ 1,000,000 '..OFFICER/MEMBER EXCLUDED? 1 N I N/A - -- -- --(Mandatory in NH) E L DISEASE-EA EMPLOYEE, 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below '.. E L DISEASE-POLICY LIMIT $ , A E&O Network Technology Blended 596673563 04/01/2017 04/01/2018 Limit:(see add'I page) 10,000,000 C Excess E&O MNN 783071/01/2017 04/01/2017 04/01/2018 Limit: 10,000,000' DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is required) Evidence of Coverage CERTIFICATE HOLDER CANCELLATION Everbridge Inc SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 25 Corporate Drive THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Burlington,MA 01803 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE of Marsh USA Inc. Elizabeth Stapleton 6 - - - ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID:2EB38731-F132-4892-9C24-99B22BE669C2 AGENCY CUSTOMER ID: 109012298 LOC#: Boston AC( RL ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH USA,INC Everbrdge,Ono Alin: Kenneth S Goldman,CPA POLICY NUMBER 25 Corporate Dr vs Font)Floor Burlington,MA 01003 CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance COO Network Technology Blended 1...iebil1ty conlinues: Aggregate Urnit$10,000,000 Technology and Professional Liability:$10,000,000-Ded 0100,000 each claim Media Liabi lity $10,000,000-Ded$100000 each claim • Network Security Liabili1y:$10,1000,000-Ded$V00,000 each claim Privacy Injury Regulation Proc,eeding:$10,000,000.[led$100,000 each claim Privacy Regulation Fees 01,000,000-Ded$100,000 each claim Retro Date for$5M0...imit 2/15/2001 Retro Deka Ian 01 OM 0 nil 09/04/2014 Reimbursement Coverages: Pdvacy Event Expense$5,000,000.Ded$100,000 each claim •xtort:lop Demand:$10,000,000-Ded 0100,000 each claim Privacy Regulation tnvestigat1on 01,000,000-Ded$100,000 each claim First Party BI nu/EF:$10,000,000-Del$100,000 each network impairment and 12 Flour Ell INP Pr cusp Event Expense Limit$5,000,000 privacy Regulation Privacy Ded .$100,000 ea claim COO Excess Layer Policies: 2nd Layer(could) AXIS Insurance Company Policy tlf.NANN 183071/01/2017 Policy Period: 04/01/2017-04/01/2018 1.1rnit: $10,000,000 Excess BO Lirrat$10,000,000 excess of$10,000,000 Excess Privacy Expense Sub mu $5,000,000 excess of 05,000,000 Retro Date:02/15/2001 3rd I...ayer Greenwich°Insurance Company(XL) Policy qUITE 9032591 02 Policy Period: 04/01/2017-04/01/2018 Limit: 04,000,000 Excess LAO Lirntt$4,000,000 excess of$20,000,000 Excess Pr1vacy Event Expense$2,000,000 excess of 010,000,000 Total Eras&Omissions Lira$24,000,000 ACORD 101 (2008/01) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD