AND REMEDY LIMITATIONS IN THIS AGREEMENT ARE
MATERIAL, BARGAINED FOR BASES OF THIS
AGREEMENT AND THAT THEY HAVE BEEN TAKEN
INTO ACCOUNT AND REFLECTED IN DETERMINING
THE CONSIDERATION TO BE GIVEN BY EACH PARTY
UNDER THIS AGREEMENT AND IN THE DECISION BY
EACH PARTY TO ENTER INTO THIS AGREEMENT.
Section 9 Non-Assignment.
SERVICE, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, ANY WARRANTIES OF, TITLE,
MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE. WITHOUT LIMITING THE GENERALITY OF
THE FOREGOING DISCLAIMERS, TT MAKES NO
WARRANTY AS TO THE RESULTS THAT MAY BE
OBTAINED FROM THE USE OF THE SERVICES OR THAT
THE SERVICES WILL BE ERROR-FREE OR AVAILABLE AT
ANY GIVEN TIME.
Section 7 Indemnification.
include, or shall cease to include, as applicable,
information or materials that (a) were available to the
public on the Effective Date; (b) become available to
the public after the Effective Date, other than as a
result of violation of this Agreement by Receiving
Party; (c) were rightfully known by the Receiving Party
prior to its receipt thereof from the Disclosing Party;
(d) are or were disclosed by the Disclosing Party
generally without restriction on disclosure; (e) the
Receiving Party received from a third party without
assemble, reverse compile or reverse engineer the
Service including any software, or otherwise attempt
to discover any Service source code or underlying
Confidential Information {as that term is defined
below). For the avoidance of doubt, Agency is not
granted any rights to distribute the TT App. Agency
will not remove or export the Service or any TT
Confidential information from the United States.
1.3 Support Obligations.
TOKEN TRANSIT™
DIGITAL PASS SALES OUTLET AGREEMENT
This DIGITAL PASS SALES OUTLET AGREEMENT (the “Agreement”) dated 2018 (the
“Effective Date”), is made by and between Token Transit, Inc., a Delaware corporation (“TT”), with its principal
place of business located at 3425 19th St. San Francisco, CA 94110, and the City of Nashua a NH Municipal
Corporation (“Agency”), with its principal place of business located at 229 Main Street, Nashua NH 03060
(each of TT and Agency may be referred to as a “Party”) with respect to the following:
Token Transit
Fast Set Up and Deployment
Our universal app and secure, seamless payment integration means we can deploy mobile ticketing
less than 6 weeks after signing a contract.
Modernized Fare Collection
Riders use their phone for Uber, Lyft, and trip planning. We make mobile ticketing easy so you can
modernize public transit and increase ridership.
Detailed Analytics
We provide detailed, account-level ridership data so you can analyze trends and run efficient routes that
best serve your riders.
° Community Development 589-3095
City of Nashua Planning and Zoning 589-3090
: one Building Safety 589-3080
Community Development Division Code Enforcement 589-3100
City Hall, 229 Main Street, PO Box 2019 Consunvaten commission 380-3105
www.nashuanh.gov FAX 589-3119
Date: February 28, 2018
To: Jim Donchess, Mayor
From: Camille Pattison, Transportation Manager
Re: Finance Committee — Token Transit Contract
| THE CITY OF NASHUA an
Financial Services
Purchasing Department
March 1, 2018
Memo #17-097
TO: MAYOR DONCHESS
FINANCE COMMITTEE
SUBJECT: NASHUA TRANSIT SYSTEM — TOKEN TRANSIT (VALUE $0)
DEPARTMENT: 186 TRANSPORTATION; FUND: GRANTS
Please see attached communication to Mayor Jim Donchess from Camille Pattison, Transportation
Manager, dated February 28, 2018 for information related to this contract award.
Liability Insurance Requirements
City of Nashua, NH
July 1, 2015
‘The VENDOR must maintain the following lines of coverage and policy limits for the duration of the
contract. Any subcontractors used by the VENDOR are subject to the same coverage and limits and is a
subcontractor to the VENDOR and not the OWNER. It is the responsibility of the VENDOR to update
Certificates of Insurance during the term of the contract.
» General Liability:
$1,000,000 per Occurrence
$2,000,000 Aggregate
(City of Nashua Additional Insured)
As-built survey locations shall be performed as features are constructed for payment and record
information and shall include all completed items as defined in the Drawings. This item will be paid on
a lump sum basis prorated over the scheduled duration of the work.
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