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Home My WebLink About2021-569-E-IT Dept-Wrike-Project Management Software annual renewalWrike, Inc. 70 North 2nd Street San Jose, CA 95113, US E-mail: abigail.box@team.wrike.com ORDER FORM DETAILS Order Number:Q-62170 Ship To (For Sales Tax Purposes):Bill To (For Invoicing): Company Name:Orange County Information Technologies Contact Name:Keith Chnupa E-mail:kchnupa@orangecountync.gov Address:ATTN: Sally Kadle 131 W. Margaret Street Hillsborough, NC 27278 United States Company Name:Orange County Information Technologies Contact Name:Keith Chnupa E-mail:kchnupa@orangecountync.gov Address:ATTN: Sally Kadle 131 W. Margaret Street Hillsborough, NC 27278 United States ORDER FORM INFORMATION Wrike Account ID:2090993 Billing Frequency:Upfront in full Offer Expiry Date:November 1, 2021 Payment Terms:Net 30 Effective Date:November 2, 2021 Currency:USD SUBSCRIPTION FEES PRODUCTS QTY ANNUAL EFFECTIVE RATE TOTAL TERM NOV 2, 2021 - NOV 1, 2022 Wrike Solution Package Business Subscription Licenses 20 Users $5,400.00 $5,400.00 Subscription Fees Total:$5,400.00 Order Total, USD:$5,400.00 ACCOUNT INFORMATION As of the Effective Date of this Order Form, this Order Form replaces and nullifies all prior quotes and orders between Parties related to the Wrike ID referenced above, including any self-service or online order by Customer (if any), except that (a) any previously-issued invoices associated with prior Order Form(s) are still owed and due by Customer; and (b) any pre-paid but unused Fees associated with prior Order Form(s) will apply as Credit to the invoice associated with this Order Form. TERMS AND CONDITIONS A.Governing Terms: This Order Form is for the Wrike products and services outlined herein and is governed by the October 31, 2018 separate Master Subscription & Services Agreement/SaaS Subscription Agreement signed between Parties (“MSA”) (together, “Agreement”), provided that in the event of a conflict between this Order Form and the MSA take place, this Order Form will take precedence and prevail as to the conflict. B.Additional Terms: 1.Wrike Subscription(s): Wrike is a cloud-based project management and collaboration software. The purchased Subscription(s) are outlined above and further defined at https://learn.wrike.com/enterprise-wproducts/. 2.Taxes: Fees do not include any direct or indirect local, state, federal or foreign taxes, levies, duties or similar governmental assessments of any nature, including value-added, use or withholding taxes (collectively, "Taxes"). Customer is responsible for paying all Taxes associated with its purchases hereunder, excluding taxes based on Wrike's net income or property. If Wrike has the legal obligation to pay or collect Taxes for which Customer is responsible under this section, the appropriate amount shall be invoiced to and paid by Customer, unless Customer provides Wrike with a valid tax exemption certificate authorized by the appropriate taxing authority. Page #1 DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942 3.Modifications: Other than applying a signature and filling in the related blank fields with information that matches Customer’s identity, any alteration or addition that Customer makes to this Order Form is void. No modification, amendment, or waiver of any provision of this Order Form shall be effective unless in writing and signed by the Party against whom the modification, amendment or waiver is to be asserted. No terms or conditions set forth on any Customer purchase order or preprinted form or document shall add to or vary the terms and conditions of this Order Form, and all such terms or conditions shall be null and void. 4.Representation on Authority of Parties/Signatories: Each person signing this Order Form represents and warrants that he or she is duly authorized and has the legal capacity to perform under this Order Form. Each Party represents and warrants to the other that the execution and delivery of the Order Form and performance of such Party's obligations hereunder have been duly authorized and the Agreement is a valid and legal agreement binding on such Party and enforceable in accordance with its terms. ACKNOWLEDGED AND AGREED For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree to the terms and conditions of this Order Form through their undersigned authorized representatives. Customer Wrike, Inc. Authorized Signature*:\s1\Authorized Signature: Name:\n1\Name:David Kwan Title:\t1\Title:VP Corporate Controller Date:\d1\Date:09/07/2021 Legal Notice Email:\legal_email1\Legal Notice Email:legal@team.wrike.com *By signing above, I represent and warrant I have the authority to sign on behalf of Customer. Page #2 DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942 10/5/202110/12/2021 Bonnie Hammersley County Manager bhammersley@orangecountync.gov 10/12/2021 BILLING SCHEDULES Below is the expected payment schedule for this Order Form. Please refer to the applicable issued invoices for exact dates and details. INVOICE DATE SUBSCRIPTION FEES INVOICE TOTAL Nov 02, 2021 $5,400.00 $5,400.00 Page #3 DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942 Revised 06/21 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Wrike Inc. Party/Vendor Contact Person: David Kwan Contact Phone: 877-779-7453 Party/Vendor Address: PO Box 1180 City San Jose State: CA Zip: 95108 Department: IT Amount: $5,400.00 Purpose: Project Management Software annual renewal Budget Code(s): 10315020-625010 Vendor # 65440 (N/A if new vendor) Vendor is a BOCC consultant? Yes NoX Contract Type: (Check one) New X Renewal Amendment Effective Date 05October2021 Approved by Board Yes NoX Agenda Date: --- For Section XIV. c. contracts only, Approved by Board in Current FY Budget Yes NoX This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this project has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmat ion. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: N/A Information Technologies (Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942 10/6/2021 10/6/2021 10/7/2021 10/12/2021 10/12/2021 1BMEMORANDUM OF INSURANCE DATE OF ISSUE: 3/13/2021 PRODUCER: AON RISK SERVICES Inc. of FL 1001 Brickell Bay Dr # 1100, Miami, FL 33131 0BCOMPANIES AFFORDING COVERAGE COMPANY LETTER A Hartford Fire Insurance Company COMPANY LETTER B Zurich Insurance Company INSURED: Citrix Systems, Inc. and all of its subsidiaries / Wrike Inc. and all of its subsidiaries 851 West Cypress Creek Road Ft. Lauderdale, FL 33309 COMPANY LETTER C COMPANY LETTER D COMPANY LETTER E 41BCOVERAGES This memorandum verifies that the following coverages are in force: Commercial General Liability, Auto, Workers’ Comp/Employer’s Liability and Professional Liability (E&O). This memorandum is furnished to you as a matter of information for your convenience. It is not intended to reflect all the terms and conditions or exclusions of such policies. This memorandum is not an insurance policy and does not amend, alter, or extend the coverage afforded by the listed policies. The insurance afforded by the listed policy is subject to all the terms, exclusions and conditions of such policies. 32BCO 33BLT R 2BTYPE OF INSURANCE 34BPOLICY 35BNUMBER EFF. 36BDATE EXP. DATE LIMITS SHOWN ARE AS REQUESTED 37BA 3BCOMMERCIAL GENERAL LIABILITY 4B20 C S40502 11/13/20 11/13/21 5BGENERAL AGGREGATE $ 2,000,000 6BX 7BCOM GEN LIABILITY 8BPRODUCTS-COMP/OP AGG $ 2,000,000 9BX 10BOCCUR PERSONAL & ADV INJURY $ 11BOWN & CONT PROT EACH OCCURRENCE $ 1,000,000 12B_________________ FIRE DAMAGE (Any fire) $ 1,000,000 MED EXPENSE (Any one person) $ 10,000 38BA 13BAUTOMOBILE 39BLIABILITY 14B20 AB S40504 11/13/20 11/13/21 COMBINED SINGLE LIMIT $ 1,000,000 15B X 16BANY AUTO 17BALL OWNED AUTOS 18BSCHEDULED AUTOS BODILY INJURY (Per Person) $ 19B X 20BHIRED AUTOS 21B X 22BNON-OWNED AUTOS BODILY INJURY (Per Accident) $ 23BGARAGE LIABILITY 24BSELF-INSURED PROPERTY DAMAGE $ 25B X 26BPHYSICAL DAMAGE 27BEXCESS LIABILITY $ 28BUMBRELLA FORM EACH OCCURRENCE 29BOTHER THAN UMB AGGREGATE $ 40BA 30BWORKERS' COMPENSATION AND 31BEMPLOYER'S LIABILITY 20 WN S40500 11/13/20 11/13/21  STATUTORY LIMITS $ EACH ACCIDENT $ 1,000,000 DISEASE-POLICY LIMIT $ 1,000,000 DISEASE-EACH EMPLOYEE $ 1,000,000 42BDESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/SPECIAL ITEMS B Errors and Omissions Liability / Professional Liability Coverage (includes Cyber Coverage) Policy EOC 0956216 - 01- Zurich Insurance Company – Limit of Liability $1,000,000 – 3/13/21 - 3/13/22. DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942 https://aonline.aon.com DocuSign Envelope ID: 16C13319-7F50-46E0-BB45-8FFE128F6942