HomeMy WebLinkAboutResolution - 2016-R0276 - Contract - Hill's Pet Nutrition Sales Inc. - In-Shelter Food - 08_11_2016Resolution No. 2016-RO276
Item No. 4.21
August 11, 2016
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for
and on behalf of the City of Lubbock Contract 12780 for the provision of In -Shelter Food
for animals held by the City of Lubbock Animal Services Department, by and between
the City of Lubbock and Hill's Pet Nutrition Sales, Inc., Topeka, KS, and any related
documents. Said Contract is attached hereto and incorporated in this resolution as if fully
set forth herein and shall be included in the minutes of the City Council.
Passed by the City Council on August 11, 2016
0
DANIEL M. POPE, MAYOR
ATTEST:
)\x-
Rjbe ca Garza, City Sec eta
APPROVED AS TO CONTENT:
Bill erton, Assistaytt City Manager
APPROVED AS TO FORM:
A Sims' Deputy City Attorney
RES.Contract-Nbr 12780, Hill's Pet Nutrition Sales Inc
6.9.16
Resolution No. 2016-RO276
SHELTER AGREEMENT
CONFIDENTIAL
THIS AGREEMENT is made and entered into the 1 1 th day of A„guRt (month), 2(]6(year)
(the "Effective Date"), by and between HILL'S PET NUTRITION SALES, INC., a Delaware
corporation with its principal place of business located at 400 SW 8'� Avenue, Topeka, Kansas 66603
(''Hill's"), and CITY OF LUBBOCK ANIMAL SERVICES, with its principal place of business located
at 3323 SE Loop 289 Lubbock, TX 79404 ("Shelter").
WHEREAS, Hill's and the Shelter desire to enter into an arrangement whereby Hill's provides
and/or makes available Hill's& Science Diet0 pet food, under specified terms, for the express and limited
purpose of feeding cats and dogs being cared for by Shelter ("In -Shelter Food"), in exchange for the
Shelter.
(i) exclusively feeding In -Shelter Food to cats and dogs being cared for by the Sheller ("Pets"); and
(ii) activell displaying and communicating Hill's Food Shelter K Lovc0 partnership, as specified
herein, in the course of Shelter's public communications and Pet adoption activities.
NOW, THEREFORE, in consideration of the mutual agreements, covenants, and provisions
contained herein, the parties agree as follows:
1. Hill's Obligations. Hill's covenants and agrees that it will:
(a) Provide and/or snake available In -Shelter Food to the Shelter under terms as specified in
Section 4 and Appendices A and B, subject to the following:
(i) The type and quantity of In -Shelter Food provided and/or made available by hill's to
Sheller shall be agreed to in writing. Hill's reserves the right to substitute or designate
the type of In-Sheher Food.
(ii) Hill's shall provide and/or make available In -Shelter Food at the list price minus any
discount as specified in Appendix B. All pricing is subject to change with 30 days
written notice.
(iii) The parties acknowledge that unforeseen business conditions may require the Shelter to
request an increase in the food allotment. Any such increases shall be considered on a
case -by -case basis, and if mutually agreed to, shall be memorialized in writing.
(iv) Hill's may take any legally permissible action that, in Hill's discretion, is necessary to
prevent or stop die unauthorized resale or dismbution of the In -Sheller Food and Adopter
Kits.
(b) Give Sheller access to Hill's Slicker Web Portal (the "Portal"), which enables Slicker to
retrieve a library of relevant information, such as articles, larks to important organizations and
other shelter resources. Additionally, it allows the Shelter to manage and monitor all food and
promotional material orders, track Shelter monthly progress as well as conveniently submit
adopter names and information and renew Shelter contracts; and
(c) For the duration of the Agreement, grant Shelter a non-exclusive, limited, non-transferrable,
revocable, non -royally bearing license to use Hill's trademarks, logos, and other intellectual
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property as may be required by Shelter to fulfill its promotional activities pursuant to Section 2,
below.
2. Shelter's Oblii-,ations. Shelter hereby covenants and agrees that it will:
(a) Maintain its credentials and standards of care for Pets at all times during this Agreement,
including without limitation to the following:
(i) Maintaining in good standing its status as a 501(c)(3) not -For -profit organization or as a
governmental entity. and notify Hill's immediateh of any actual or threatened revocation
of that status;
(ii) Housing all Pets in a safe, caring, clean and socially -enriched environment;
(iii) Refraining from subjecting or exposing Pets to abusive or inhumane treatment;
(iv) Educating Pet adopters about caring for Pets; and
(v) Employing, or of Riating with, one or more veterinarians who can and do provide on-
going healthcare for Pets.
(b) Purchase In -Shelter Food for die purpose of exclusively feeding In -Shelter Food to cats and
dogs being cared for by the Shelter (as set forth in Section 4 and Appendix A of this Agreement),
unless there is a medical or other condition that would prohibit the use of the In -Shelter Food for
a particular pet;
(c) Make good faith efforts to ensure that Slicker's employees and volunteers involved with the
Pet adoption process are trained to educate Pet adopters about Hill's' brands and products
(including through the use of adopter script in Appendix D, and other instruction materiels
provided by Hill's from time to time);
(d) Actively and exclusively display and communicate Hill's Food, Slicker & Lovc@ partnership.
including without limitation the following:
(i) Prominently displaying Hill's products and/or point -of -purchase materials;
(4) At tutte of adoption, promote the Slicker's exclusive feeding of In -Shelter Food to Pets,
providing adopters with an adopter kit ("Adopter Kit") as specified in Appendix C, and
any other communication assets as may be designated by Hill's from time to time. Shelter
shall order and maintain, at no cost to Shelter, a sufficient inventory of Adopter Kits
needed to fulfill its obligations hereunder. For the avoidance of doubt, Adopter Kits are to
be used by Shelter for adoptions only, and any other use (including without limitation,
resale or unauthorized diversion) is strictly prohibited and will constitute a material
breach of this Agreement;
(iii) Providing other communication assets to the public, as specified in Appendix D or, as
may be designated by Hill's at writing from time to time; and
(iv) On any website operated by or on behalf of Shelter, maintaining a landing page
containing a display of the Science Diet logo with an active link to HiUspet.com; and
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CONFIDENTIAL
(v) Not promoting, displaying, distributing, endorsing, or feeding any competitive brands
and/or products of pet food; with the exception that Shelter may redistribute other brands
of donated pet food products so long as such redistribution does not constitute direct or
implied endorsement of such donated product.
(e) Provide Hill's with the following Pet and Pet adopter information in electronic format or such
other format acceptable to Hill's, provided that at all times Shelter complies with () applicable
law including any applicable privacy and disclosure laws in collecting and then sharing the
information with Hill's; and (i) the Data Submission and Privacy Policy contained in
Appendix E:
(i) Pet adopter name, address and a minimum of 75% of adopters' e-mail addresses
(provided they have consented to participate in the Hill's New Pet Parent program);
(i i) the adopted Pet's name, breed, and date of birth; and
(iii) the adoption date, adoption location, brand of adopter bag provided (Science Diet or Ideal
Balance),
In addition, Shelter will provide Hill's with monthly Pet adoption numbers and updated shelter
contact information as specified in Appendix E.
(f) Provide Hill's with a right of first refusal for all pet food company sponsorship opportunities;
(g) Provide Hill's with a delivery address of either a physical shelter with a business sign and
posted operating hours, a veterinary clinic:, or a pet -related business; and
(1,) Order and replenish In -Shelter Feeding and Adopter Kit materials through the Hills Shelter
portal.
3. Term and Termination.
(a) This Agreement shall become effective upon the Effective Date, and shall remain in effect for
one (1) year (''Initial Term"). At the end of the Initial Term, the Agreement shall automatically
renew for h%o (2) successive terms of one (1) year each (each, a "Renewal Term") unless either
party notifies the other at least thirty (30) calendar days prior to the end of the Initial Term or
any Renewal Term of its wish not to renew for a subsequent Term.
(b) This Agreement may be terminated at any time:
(i) by either party, for any reason or no reason whatsoever, upon the delivery of thirty (30)
calendar days' written notice to the other party;
(i) by either party, immediately upon written notice to the other party, if a parry ceases doing
business, becomes insolvent, makes a general assignment for the benefit of creditors, has
a receiver appointed for its assets, or an order has been made for its 'wind'umg-up"; and
(w) by Hill's, immediately upon written notice to Shelter, if (A) Shelter loses and/or fails to
maintain its status as a 501(c)(3) not -for -profit organLaition or governmental entity, (B)
Shelter breaches its material obligations (including, but not limited to, nonpayment or any
obligations under Section 2); or (C) Shelter's account remains inactive for a minimum of
three (3) months.
(c) Upon the expiration or termination of this Agreement, Hill's shall cease providing the In -Shelter
Food, and the Shelter shall within thirty (30) days thereof pay any outstanding amounts owed
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CONFIDENTIAL
to Hill's. Additionally, the Shelter shall return to Hill's or, at Hill's discretion, make available
for pick up by Hill's or its designated agents, and Hill's promotional materials which Hill's
had provided to the Shelter (including without limitation, any coupons, pet food trial bags,
point -of -purchase materials and display racks).
4. Sales and Payment Terms.
(a) Hills will invoice Shelter for In -Shelter Food at list prices reflecting the discounted amount.
Upon receipt of invoice, Shelter shall remit payments to Hill's.
(b) All list prices and/or discount amounts listed in Appendix B are subject to change upon thirty
(30) days written notice.
(c) Nothing in this Agreement shall prohibit Shelter from purchasing Hill's products through Hill's
normal sales channels. Shelter agrees such products are not purchased for resale and that such
products will not be re -sold unless Shelter is approved by Hill's as an authorized [fill's retailer.
5. Confidentiality. The Shelter agrees that, to the extent permitted by law, it shall maintain in
confidence and shall not disclose to any third party the terms of this Agreement without the prior
written consent of Hill's.
Hill's Policies. Shelter represents and warrants that it is in compliance with Hill's Supplier/Business
Partner Code of Conduct as of the Effective Date and will remain in compliance throughout the term
of this Agreement, as it may be amended from time to time. Hill's Supplier Code of Conduct can be
found at httoWwww.coleate-valmolive.com under website tabs "Contact Us" and "Supplier
Information". Additionally, attached and incorporated by reference to this Agreement as Appendix F
is a copy of Hill's FCPA and Anti-Bnbery Policy. Supplier represents and warrants that it has
reviewed the contents of Hill's FCPA and Anti -Bribery Policy and agrees that it shall abide by the
terms of such Policy.
7. Audit. Upon reasonable notice and within the Shelter's normal business hours, Hill's shall have the
right to audit and inspect the Shelter's facilities, books, documents, papers and records directly
relating to Shelter's performance obligations under Sections 2 and 4, above.
8. Indemnification. Each party (as indemniter) agrees to indemnify and hold the other party (as
indemnitee) harmless against and from any and all losses, claims, damages or liabilities, joint or
several, to which the indemnitee may become subject as the result of acts or omissions, by the
indemnitor in connection with the performance of the indemnhor's duties under this Agreement or as
the result of its material breach of any representation, warranty, covenant or agreement pertinent to
this Agreement. This indemnity provision shall survive the termination of this Agreement.
9. Assignment. This Agreement shall inure to the benefit of and be binding upon the successors and
assigns of the parties hereto, provided, however, neither party to this Agreement shall assign its
interest or obligations herein, including, but not limited to, the assignment of any monies due and
payable, without the prior written consent of the other party, which consent shall not be unreasonably
withheld.
10. Governing Law. This Agreement shall be construed and enforced in accordance with the laws of the
State of Kansas without regard to its principles governing conflicts of law.
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CONFIDENTIAL
11. Waiver. No failure by ciflier party hereto at any time to require performance by the other parry of any
of the conditions, terms, or provisions of Qiis Agreement shall in any way affect such party's right
tltercafter to enforce the samoc or any other condition, term or provision of this Agreement; nor shall
any waiver by either party of any breach of this Agreement, or of any term, condition, or provision
hereof, be taken as or held io be a waiver of any subsequent breach, or of the right to terminate this
Agreement for any subsequent breach of the some or any other condition, term, or provision of this
Ap-cemeriL
12- Entire Agreement. This Agreement embodies the entire uVecinent of the parties in relation to the
subOct matter thereof and supersedes all previous agreements, arrangetmiriLs and understandings,
verbal or otherwise, in relation thereto. There are no representations, either oral or written, upon
which either party relies as an inducement to enter into this Agreement other than those set forth
herein. Except as expressly provided herein, no change in, addition to, or deletion from any partkn
of this Agreement shall be valid or binding upon the parties unless it is declared expressly to be a
nxidification of this Agreement and is approved as such in writing by each party.
13. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be
deemed an original and together shall constitute one and the same Agreement.
IN WITNESS WHEREOF, the duly -authorized representatives of the parties hereto have executed this
Agreement the day and year first above written.
CM OF LUBBOCK ANEN AL SERVICES
By.
Print Name: ,n,niel A►1Pope
Title: Mayor
HILL'S PET NUTRITION SALEC.
By
Prue
Title:
LlstofAmpendicelloor
A — Hill's Terms and Conditions of Sale
B Applicable Discount for In -Shelter Food
C — Adopter Kit Materials
D — Materials Pursuant to Sections 2(c) and 2(d)
_E — Data Subtaission and Privacy Policy
F — Hill's FCPA and And -Bribery Policy
Pagr 5 of 15
APPROVED AS TO
BillWivefton, Assistant
Manager
APPROVED AS TO FORM:
r
A n S:ms, Dep , City Attorney
'EST
Rota cca Garza, City Secre ary
CONFIDENTIAL
APPENDIX A
Hill's Terms and Conditions of Sale
Orders. All orders for HILL'S® SCIENCE DIET® products accepted by HILL'S shall be subject to
HILL'S terms and conditions as set forth in this Agreement. It is expressly understood and agreed by the
Shelter that HILL'S shall have the right at its sole option to amend these terms and conditions from time
to time, including without limitation, payment terms, shipping terms, pricing and discounts. HILL'S shall
not be obligated to accept any order. In the event of partial shipment of an order, the order shall be
accepted only to the extent of such shipment.
Shipping_ Terms. The shipping terms for all SCIENCE DIET products ordered under this Agreement will
be prepaid FOB origin of shipment which, for purposes of this Agreement, means that HILL'S shall
prepay freight costs but that title and risk of loss shall pass from [-TILL'S to Shelter at the point the
SCIENCE DIET products are loaded onto the common carrier at HILL'S plant or warehouse facility.
Unless otherwise specified in this Agreement, shipping terms used in this Agreement shalt have the
meanings adopted by the International Chamber of Commerce in "INCOTERMS - 2010".
Payment.
(a) Unless Shelter shall have secured prior written approval from HILL'S in 'Topeka, Kansas, of other
terms of payment, payment shall be made by Shelter in U.S. dollars.
(b) Terms of payment shall be determined at the sole discretion of HILL'S and will be communicated to
the Shelter in writing. Shelter shall be eligible for payment terms of Net 30 Days from date of invoice,
provided HILL'S receives and approves the following Shelter documents: (i) annual audited financial
statements (within 90 days of fiscal year end); and (ii) quarterly internal financial statements (true and
accurate profit and loss statement, balance sheet and cash flow statement) if available. Shelter must
provide true and accurate annual financial information in order to remain on 30-day terns.
(c) Shelter's account with HILL'S must remain current at all times. Failure by Shelter to make payments
when due may result in HILL'S denial of further shipments until Sheller's account is brought current.
(d) A monthly charge of 1.5% or the highest allowable interest will be applied to any past due balance.
A charge of $15.00 will be added to any dishonored checklinstrument, in addition to any other charge
permitted under the laws of the State of Kansas. Past due accounts are subject to HILL'S credit
limits/restrictions. In the event litigation or collection action is commenced by HILL'S to enforce
payment of any overdue balance on Shelter's account, Shelter sliall be responsible for payment of all
HILL'S legal fees, court costs, and other expenses incurred by HILL'S or their authorized agent in
relation thereto.
Dama zed/Outdated Product. Shelter shall not, under any circumstances and regardless of whether or not
Shelter is entitled to remedy from Hill's in accordance with Hill's limited warranty as set forth below, sell
or transfer any damaged or out-of-date product without prior inspection and written consent of HILL'S.
Product shall be considered to be damaged in any of the following circumstances: (i) for spoilage by fire,
water or other such occurrence; (ii) if Shelter claims it is damaged and HILL'S approves such claim, or
(iii) if it is considered by HILL'S to be in a condition which is inappropriate for sale. SCIENCE DIET
products shall be considered out of date after the "Best Before" date stated on the packaging. In the event
product becomes damaged or out-of-date, HILL'S reserves the right at its sole option to require Shelter
either to dispose of such product in accordance with HILL'S instructions and to provide HILL'S with
proof of such disposition or to return such product to a place to be designated by [-TILL'S at HILL'S
expense.
Limited Warranty of HILL'S
(a) HILL'S warrants that all SCIENCE DIET products packaged in cans will remain merchantable for
twenty-four (24) months from the date of manufacture as provided on such packaging. HILL'S warrants
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CONFIDENTIAL
that all dry SCIENCE DIET products will remain merchantable for eighteen (18) months from the date of
manufacture as provided on such packaging. The foregoing limited warranties do not extend to products
which are not stored: (i) between 50-120 degrees Fahrenheit at all times after shipment by HILL'S; (ii) in
a commercially reasonable manner; (iii) in an appropriate insect and rodent controlled environment, or
(iv) in damage -free packaging, except to extent the packaging was damaged before shipment by HILL'S,
or in the event packaging is otherwise damaged by fire, flood, storm, earthquake or other such occurrence
following shipment of the product by Hill's to Shelter.
(b) HILL'S liability for any loss or damage arising out of or in connection with the sale or use of
SCIENCE DIET products shall be limited to replacement of any defective products and in no event shall
HILL'S be liable for consequential, special, indirect or other damages resulting from commercial loss.
(c) Claims for loss or damage arising out of or connected with the sale or use of SCIENCE DIET
products must be submitted in accordance with HILL'S published bulletins regarding such claims. These
bulletins, as amended from time to time, will be furnished to Shelter by IIILUS.
LIMITATION OF LIABILITY THE FOREGOING LIMITED WARRANTIES ARE IN LIEU OF
ALL OTHER WARRANTIES WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT
LIMITED TO, TIME IMPLIED WARRANTIES OF NIERCHANTIBILITY AND FITNESS FOR A
PARTICULAR PURPOSE. TIME FOREGOING LIMITED WARRANTIES ARE LIMITED TO
DEFECTS SOLELY ATTRIBUTABLE TO HILL'S. AND IN NO EVENT WILL HILL'S BE
LIABLE FOR CONSEQUENTIAL, SPECIAL OR INDIRECT DAMAGES IN ANY ACTION,
EVEN 1F HILL'S HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
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CONFIDENTIAL
APPENDIX i3
Applicable Discount for In -Shelter Food
% Discount off
SKUs
SKU Description
Lbs
then -current List
Price
2092
Science Diet Kitten Healthy Growth
35
33.00 %
6801
Science Diet Feline Adult Optimal Care Pro Pack
20
33.00 %
2091
Science Diet Puppy Healthy Growth
40
23.00 %
6735
Science Diet Canine Adult Advanced Fitness Pro Pack
40
23.00 %
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APPENDIX C
Adopter Mt Materials
Adopter kit will consist of-
- 1 Hill's® Science Diet@ or Hill's® Ideal BalanceT111 transition bag
o Feline:1.00 Lbs. Bag
o Canine:2.00 Lbs. Bag
- I Hill's Pet Nutrition adopter coupon on the bag
- New Pet Parent website content
o A digital Best Friend Guide available
o Additional Hill's Pet Nutrition digital coupons
The following transition bags will be available:
Feline:
- Science Diet® Kitten Healthy Development
- Science Diet® Feline Adult Optimal Carey
- Ideal Balancer" Kitten
- Ideal BalanceTll Feline Adult
Canine:
Science Diet® Puppy Small Bites
Science Diet® Puppy Large Breed
Science Diet® Canine Adult Advanced Fitness
Ideal BalanCCTM Puppy
Ideal Balancer" Canine Adult
CONFIDENTIAL
Page: 9 of 15
CONFIDENTIAL
APPENDIX D
Materials Pursuant to Sections 2(c) and 2(d)
HILL'S RESERVES THE RIGHT TO AMEND OR SUBSTITUTE THESE MATERIALS DURING THE
TERM OF THE AGREEMENT.
A. ADOPTION SCRIPT
During the adoption process, shelter staff will communicate and provide the following Hill's Food,
Shelter & Love® program components to the new pet parent:
l Pets in the shelter are fed Hill's® Science Diet® brand pet foods
2 Benefits of choosing Science Diet or Ideal Balance for their newly adopted pet
3 Science Diet or Ideal Balance trial bag
4 —Hill's Pet Parent portal and its benefits
Here is a tentative adoption script:
• "At 'shelter name', were proud to be part of the Hill's Food, Shelter & Love ®program and ive
feed our pets Hill's® Science Diet® brand pet foods
— We offer all our new pet parents the opportunity to participate in the Hill's New Pet
Parent program. As part of the Hill's New Pet Parent program, you will receive an
email with a link to Hill's New Pet Parent ►vebsite, and more information about the Hill's
food, the Adoption Kit and other tips for neiv pet parents. If al any time yout 1vish to no
longer receive entails about the Hill's New Pet Parent program, you may opt -out at tine
link at the bottom of the emails, or other►vise contact Hill's at
Hills Corporate Consumer AfTaits(a-hillmet.comor call 1-800-445-5777.
111le suggest that you contintue feeding "Pet's name " Hill's Science Diet:
— Continuity and consistency offood helps avoid the stress ofswitching
— If1 ile feeding Science Diet, you are offering "Pet's name " a pet food that is or has:
• Vets' #1 Choice to feed their own pets
• Proven benefits that pronhole vitality and well-being
• Extensive portfolio of nutrition for every lifestage that also includes solutions to
address a variety of health needs
• Precisely prepared with natural ingredients, phis vitamins, minerals and amino
acids
• High quality protein 1st ingredient (dryfoods)
• No chicken by-product meal
• Made in Hill's own USA facilities (dtyfoods)
• 100%satisfaction guaranteed or your n►oney back
Ifyou would prefer to feed Hill's Ideal Balance to "Pet's nante, " here are a few- of the benefits:
• Natural ingredients perfectly balanced with added vitamins, minerals and an►ino
acids
• No corn, no wheat, no sov or artificial colors, flavors or preservatives
• 100% satisfaction guaranteed or your n►oney back
• Made in the USA (dryfoods)
— Here is a transition bagfor "Pet's Nan►e. " It contains:
• approximately 1 week offood
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CONFIDENTIAL
• as trell as a $5 coupon for yotu• first pttrcltase of any Hill's® pet food product.
tVe also suggest that you visit Hill's New Pet Parent website for additional offers.
Own you choose Hill's® Science Diet(@ or Hill's® Ideal BalanceTt.! you help our shelter and
the Hill's Food, Shelter & Love's progrand
Would you like to be signed up for the Hill's New Pet Parent program?
Page I I of 13
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B. MONTHLY COMMUNICATIONS
Objective
• Shelter's social media communication will focus on the pets & Shelter as the story heroes.
• Hill's will be introduced in a supporting role, via Hill's Food, Shelter & Love program.
Form, Content & Tone
• Shelter communications shall be sent via social media platforms (i.e., not via emails); and shall
comply with all applicable laws and website terms of use or service in posting social media
communications.
• Shelter communication is based on a true & authentic Shelter story.
• Shelter produces the communication based upon its own brand equity, brand persona & tone.
• Sheller's communication will be posted on any of the following social platforms, in order of
preference: Facebook, Twitter, Instagram.
• The communication will reference one of the following brands, based upon content:
o Hill's Pet Nutrition
o Hill's Science Diet
o Hill's Ideal Balance
o Hill's Prescription Diet
o Hill's Food, Shelter & Love
• Shelter will tag #HitlsFoodShelterLove at the end of the communication.
Process
• Step 1: Shelter will post 1 communication per month on its social digital assets.
• Step 2: Hill's will identify the best monthly communications across Hill's Food, Shelter & Love
program participants. Hill's will select one testimonial weekly and share on Hill's social assets.
Suggested ideas for monthly communication content
• Pet ready for home, shelter adoption events
• Pet feeding time, treat moment
• Pet training, pet exercise, pet play time
• Pet recovery
• Community support, etc...
Monthly communication example
Another Walk' n Trail for Max to
support Pet Friends League homeless
pets .... And he feels like he has
deserved a delicious Hill's Science
Diet treat... You're right Maxl
#Walk'nTrail
#HillsShelterPets
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CONFIDENTIAL
C. EXAMPLE OF EMAIL TO NEW ADOPTERS
• The latest version of the "Thank you for adopting!" email is available on the shelter portal.
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race 13 of 15
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APPENDIX E
Data Submission Renuirements and Privacy Policy
A. Data Submission Frequency from Shelter to Hill's
• Shelter will submit files of pet and pet adopter information on a quarterly basis
• Shelter will complete the Shelter Profile section (located on the Hill's Food, Shelter &
Love® portal) on a monthly basis, to provide updated pet adoption numbers and accurate
shelter contact information
B. Privacy Policies Related to Data Submitted by Shelters to Hill's
• Shelter will maintain a privacy policy that permits the disclosure of adopter information to
non-affiliated third party business partners, such as Hill's, including for marketing
purposes.
• Shelter will only provide Hill's with adopter information for those adopters that have opted
in to receive communications from Hill's Pet Nutrition. If the adopter refuses the Adopter
Kit or otherwise requests not to be included in the Hill's New Pet Parent program, no
personal information will be submitted to Hill's where the adopter opted out, nor any
communications will be sent to him/her in any circumstance.
• Hill's will use the adopter information provided by Shelter to contact the adopter with a
"Thank you for adopting!" email and regular Hill's Pet Nutrition newsletters, promotions
and special offers. Each such communication will include the ability for the adopter to opt -
out from receiving future communications from Hill's.
C. Hill's Privacy Policy
Hill's values pet owners and their pet's privacy. We do not rent, sell or give away pet
owner e-mail addresses and only contact pet owners when we are given permission to do so
The latest version of the Hill's Privacy Notice can be found at
www.hiIIspet.com/leeal-statement-and-privacy-noIicy.lttml. Hill's Privacy Policy can also
be found as a link in the footer of each email sent by Hill's Pet Nutrition to adopters.
t'acr 14 of 15
CONFIDENTIAL
APPENDIX F
Hill's FCPA & Anti-Bribery Policv
Hill's is committed to ethical business practices and to acting with integrity in all aspects of its business.
Hill's reputation for integrity is a vital business asset that depends upon the commitment of all Hill's
directors, officers and employees everywhere to act in accordance with Hill's parent company's (Hill's)
Code of Conduct and all applicable laws and regulations. Hill's reputation depends not only on its own
conduct, but also on the conduct of those with whom it does business. It is Hill's goal to ensure that all of
its vendors, including without limitation suppliers, distributors, contractors, consultants, counterparties
and agents (referred to hereafter as "Vendors") reflect the same high ethical standards as Hill's and
demonstrate a commitment to compliance with all laws governing their activities, including laws
prohibiting bribery or corruption. It is therefore required that Hill's Vendors share this commitment to
FCPA and anti -bribery compliance as set forth below:
(a) Our Vendors are aware that anti -bribery and anti -corruption laws around the world generally prohibit
bribery of governmental officials and among private commercial parties, including the giving or receiving
of bribes in connection with conducting business. More specifically, these laws prohibit people and
organizations, or those acting on their behalf, from:
(i) paying or offering to pay money or anything of value, directly or indirectly, to (A) a
government official to influence that official to secure an improper advantage or obtain or
retain business, or (B) any private person or organization to induce any person to improperly
perform a function or activity in connection with a business or organization, a person's
employment, or a public function; and
(ii) requesting, agreeing to receive, or accepting a financial or other advantage in exchange for
improper performance of a function or activity in connection with a business or organization,
a person's employment, or a public function.
(b) Our Vendors have not undertaken and will not undertake any action that would cause them or Hill's
to be in violation of any anti -bribery laws, nor have they been accused of conduct that would violate any
anti -bribery laws.
(c) Our Vendors understand that it is their responsibility to ensure that their employees and
representatives understand and comply with this FCPA and Anti -Bribery Policy.
(d) Our Vendors understand that failure to adhere to this FCPA and Anti -Bribery Policy may cause Hill's
to terminate the business relationship.
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Exhibit A
A. Non -Arbitration
The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or
otherwise, including without limitation, the right to seek any and all forms of relief in a court of
competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to
exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are
cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict
between —this provision and another provision in, or related to, this document, this provision shall
control.
B. The City Right to Audit
At any time during the term of the contract, or thereafter, the City, or a duly authorized audit
representative of the City or the State of Texas, at its expense and at reasonable times, reserves the
right to audit Contractor's records and books relevant to all services provided to the City under this
Contract. In the event such an audit by the City reveals any errors or overpayments by the City,
Contractor shall refund the City the full amount of such overpayments within thirty (30) days of
such audit findings, or the City, at its option, reserves the right to deduct such amounts owing the
City from any payments due Contractor.
CERTIFICATE OF INTERESTED PARTIES
FORM 129rJ
1 of 1
Complete Nos. 1- 4 and 6 if there are interested parties.
OFFICE USE ONLY
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
CERTIFICATION OF FILING
Certificate Number:
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
2016-119222
Hill's Pet Nutrition, Inc,
Topeka, KS United States
Date Filed:
10/03/2016
2 Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
City Of Lubbock Animal Services
Date Acknowledged:
3
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
12780
Science Diet Pet food for dogs and cats to feed the City of Lubbock Animal Services shelter pets.
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
I Intermediary
5
Check only if there is NO Interested Party.
X
6
AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct.
JENE HAAS
> Notary Public - State of Kansas
My Appt. Expires July 1, 2018
SAnature of authorized agen
contracting business entity
AFFIX NOTARY STAMP / SEAL ABOVE
D `,
Sworn to and subscribed before me, by the said _ : J (�Q� f\FVvl�1 � this the
20. Q , to certify which, witness my hand and seal of office.
_ day of (Y±6W,
AA -i a,, ClS
0. u
Sig i a re of offi administering oath Printed name of officer administering oath
Title of office ministering oath
Forms prodded by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277
CERTIFICATE OF INTERESTED PARTIES
FORM 129`J
lofl
Complete Nos. 1 - 4 and 6 if there are interested parties.
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
OFFICE USE ONLY
CERTIFICATION OF FILING
Certificate Number:
2016-119222
Date Filed:
10/03/2016
Date Acknowledged:
10/06/2016
1
Name of business entity filing form, and the city, state and country of the business entity's place
of business.
Hill's Pet Nutrition, Inc.
Topeka, KS United States
2
Name of governmental entity or state agency that is a party to the contract for which the form is
being filed.
City Of Lubbock Animal Services
3
Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a
description of the services, goods, or other property to be provided under the contract.
12780
Science Diet Pet food for dogs and cats to feed the City of Lubbock Animal Services shelter pets.
4
Name of Interested Party
City, State, Country (place of business)
Nature of interest
(check applicable)
Controlling
I Intermediary
5
Check only if there is NO Interested Party. ❑
6
AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct.
Signature of authorized agent of contracting business entity
AFFIX NOTARY STAMP / SEAL ABOVE
Sworn to and subscribed before me, by the said this the day of
20 , to certify which, witness my hand and seal of office.
Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277