Civic Engagement DCN Template

Civic Engagement DCN Template

Administrative Details

Project Name:

Document Control Number (DCN):     Effective Date:

Parties

Nonprofit    Government    Private Sector

Nonprofit    Government    Private Sector

Recitals

WHEREAS, Client seeks to retain Provider to perform civic engagement planning and outreach activities in support of the Project described above; and

WHEREAS, Provider represents that it possesses the expertise, personnel and resources necessary to conduct community outreach, stakeholder coordination, meeting facilitation, and related deliverables; and

WHEREAS, the parties desire to set forth the terms and conditions under which Provider will perform such services and Client will compensate Provider, as recorded in this Document Control Notice (DCN).

Scope of Work

Deliverables will include, at minimum, a written engagement plan, meeting materials, attendance records, stakeholder contact log, summary reports of community feedback, and a final engagement report. Provider shall perform work in accordance with the schedule set forth in the engagement plan and any approved amendments.

Payment Terms

Late Payment: Unpaid amounts shall accrue interest at a rate of on the unpaid balance per month, or the maximum rate permitted by law, whichever is less. Provider may suspend services if invoices are delinquent beyond 30 days after written notice.

Reimbursable expenses: Expenses incurred with Client approval will be reimbursed in accordance with receipts and the expense cap of .

Term and Termination

Term: This Agreement commences on Start Date: and continues until End Date: unless earlier terminated as provided herein.

Termination for Convenience: Either party may terminate this Agreement for convenience upon providing written notice at least days prior to the effective termination date. Termination for Cause: Either party may terminate immediately upon material breach by the other party if such breach remains uncured for 15 days following written notice.

Upon termination, Provider shall deliver all completed deliverables and shall invoice Client for all services performed and approved reimbursable expenses through the termination date. Client shall pay amounts due within 30 days of receipt of final invoice.

Confidentiality

Definition: "Confidential Information" means non-public technical, financial, operational, and stakeholder information disclosed in connection with the engagement, whether disclosed orally, visually, or in writing. Confidential Information does not include information that is publicly available through no fault of the receiving party or information lawfully obtained from third parties.

Obligations: Each party agrees to (a) maintain Confidential Information in strict confidence; (b) use Confidential Information solely to perform obligations under this Agreement; and (c) limit disclosure to employees, agents or subcontractors who have a need to know and who are bound by confidentiality obligations no less protective than those herein.

Remedies: The parties acknowledge that monetary damages may be inadequate and that injunctive relief or specific performance are appropriate remedies for breach of this confidentiality provision.

Data, Public Communications & Compliance

Data Handling: Provider will handle personally identifiable information and stakeholder data in accordance with applicable privacy laws and the data handling protocols described in the Scope of Work. Provider will implement reasonable administrative, technical and physical safeguards.

Public Statements: Neither party shall issue public statements, press releases or post materials referencing the other party's name or logo without prior written consent, except as required by law or governmental regulation.

Compliance with Laws: Provider shall comply with all applicable federal, state and local laws, ordinances and regulations in performing services under this Agreement.

Intellectual Property

Deliverables: Unless otherwise agreed in writing, Provider grants Client a perpetual, non-exclusive, royalty-free license to use deliverables prepared specifically for the Project. Provider retains ownership of its pre-existing materials, methodologies, templates and general know-how.

Limitation of Liability

Except for liability arising from gross negligence or willful misconduct, each party's aggregate liability arising out of this Agreement shall not exceed the total fees paid to Provider under this Agreement during the twelve (12) month period preceding the claim.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction of , without regard to conflict of law principles. Any dispute shall be resolved in courts located in that jurisdiction.

Entire Agreement

Integration: This Agreement, together with any attachments and approved DCN amendments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, proposals, and communications, whether written or oral.

Amendments: No amendment or modification of this Agreement shall be effective unless in writing and signed by authorized representatives of both parties.

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