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Contract 50394
City Secretary Contract No b � r ��c9r B WORTH. 9�cj 94. PROFESSIONAL SERVICES AGREEMENT (Information Technology) This PROFESSIONAL SERVICES AGREEMENT(`Agreement')is made and entered into by and between the CITY OF FORT WORTH(the"City"or"Client'),a home-rule municipal corporation situated in portions of Tarrant,Denton,Johnson and Wise Counties,Texas,acting by and through its duly authorized Assistant City Manager, and s[Cube] Inc. (`Consultant'), a New York, S Corporation, and acting by and through Haileab Samuel its duly authorized Chief Executive Officer. City and Consultant are each individually referred to herein as a"party"and collectively referred to as the"parties." CONTRACT DOCUMENTS: The Contract documents shall include the following: 1. This for Professional Services Agreement; 2. Exhibit A—Statement Of Work Plus Any Amendments To The Statement Of Work; 3. Exhibit B—Payment Schedule; 4. Exhibit C—Milestone Acceptance Form; 5. Exhibit D—Network Access Agreement; and 6. Exhibit E—Signature Verification Form All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event of any conflict between the documents, the terms and conditions of this Professional Services Agreement shall control. The term "Consultant' or"Contractor" shall include the Consultant or Contractor,and its officers,agents, employees, representatives, servants, contractors or subcontractors. The term"City' shall include its officers, employees, agents, and representatives. 1. Scope of Services. Consultant hereby agrees,with good faith and due diligence,to provide the City with professional consulting services for the development, implementation, data migration and training that will enable the City to successfully consolidate Community Facilities Agreement (CFA), Infrastructure Plan Review Center(1PRC)and Construction permitting processes within the Accela Civic Platform software. Specifically,Consultant will perform all duties outlined and described in the Statement of Work, which is attached hereto as Exhibit "A" and incorporated herein for all purposes, and further referred to herein as the"Services."Consultant shall perform the Services in accordance with standards in the industry for the same or similar services. In addition, Consultant shall perform the Services in accordance with all applicable federal, state, and local laws, rules, and regulations. If there is any conflict between this Agreement and Exhibit A,the terms and conditions of this Agreement shall control. s[Cubel Inc. OFFICIAL RECORD Professional Services Agreement-Technology Rev.9/2017 CITY SECRETARY Page 1 of 37 FTa WORTH'TX City Secretary Contract No. 2. Term. This Agreement shall commence upon final execution ("Effective Date") and shall expire no later than nine(9)months afterward("Expiration Date"), unless terminated earlier in accordance with the provisions of this Agreement or otherwise extended by the parties. 3. Compensation. The City shall pay Consultant an amount not to exceed $252,655.00 in accordance with the provisions of this Agreement and Exhibit "B," Payment Schedule, which is attached hereto and incorporated herein for all purposes.Consultant shall not perform any additional services for the City not specified by this Agreement unless the City requests and approves in writing the additional costs for such services. The City shall not be liable for any additional expenses of Consultant not specified by this Agreement unless the City first approves such expenses in writing. City agrees to pay all invoices of Consultant within thirty (30) days of receipt of such invoice. Consultant may charge interest on late payments not to exceed one percent(1%). 4. Termination. 4.1. Convenience. Either the City or Consultant may terminate this Agreement at any time and for any reason by providing the other party with 30 days written notice of termination. 4.2. Breach. If either party commits a material breach of this Agreement, the non- breaching Party must give written notice to the breaching party that describes the breach in reasonable detail. The breaching party must cure the breach ten(10)calendar days after receipt of notice from the non-breaching party,or other time frame as agreed to by the parties. If the breaching party fails to cure the breach within the stated period of time, the non-breaching party may, in its sole discretion, and without prejudice to any other.right under this Agreement, law, or equity, immediately terminate this Agreement by giving written notice to the breaching party. 4.3. Fiscal Funding Out.In the event no funds or insufficient funds are appropriated by the City in any fiscal period for any payments due hereunder, the City will notify Consultant of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever,except as to the portions of the payments herein agreed upon for which funds have been appropriated. 4.4. Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration Date,the City shall pay Consultant for services actually rendered up to the effective date of termination and Consultant shall continue to provide the City with services requested by the City and in accordance with this Agreement up to the effective date of termination. Upon termination of this Agreement for any reason,Consultant shall provide the City with copies of all completed or partially completed documents prepared under this Agreement. In the event Consultant has received access to City information or data as a requirement to perform services hereunder,Consultant shall return all City provided data to the City in a machine readable format or other format deemed acceptable to the City. 5. Disclosure of Conflicts and Confidential Information. 5.1. Disclosure of Conflicts.Consultant hereby warrants to the City that Consultant has made full disclosure in writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement. In the event that any conflicts of interest arise after the Effective Date of this Agreement,Consultant hereby agrees immediately to make full disclosure to the City in writing. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 2 of 37 City Secretary Contract No. 5.2. Confidential Information. The City acknowledges that Consultant may use products, materials, or methodologies proprietary to Consultant.The City agrees that Consultant's provision of services under this Agreement shall not be grounds for the City to have or obtain any rights in such proprietary products, materials, or methodologies unless the parties have executed a separate written agreement with respect thereto. Consultant, for itself and its officers, agents and employees, agrees that it shall treat all information provided to it by the City("City Information") as confidential and shall not disclose any such information to a third party without the prior written approval of the City. 5.3. Unauthorized Access. Consultant shall store and maintain City Information in a secure manner and shall not allow unauthorized users to access,modify,delete or otherwise corrupt City Information in any way.Consultant shall notify the City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised, in which event,Consultant shall, in good faith,use all commercially reasonable efforts to cooperate with the City in identifying what information has been accessed by unauthorized means and shall fully cooperate with the City to protect such information from further unauthorized disclosure. 6. Right to Audit. 6.1. Consultant agrees that the City shall, until the expiration of three (3) years after final payment under this Agreement, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of the Consultant involving transactions relating to this Agreement at no additional cost to the City. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. The City shall give Consultant not less than 10 days written notice of any intended audits. 6.2. Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the subcontract, have access to and the right to examine at reasonable times any directly pertinent books,documents,papers and records of such subcontractor involving transactions related to the subcontract, and further that City shall have access during normal working hours to all subcontractor facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this paragraph. City shall give subcontractor not less than 10 days written notice of any intended audits. 7. Independent Contractor. It is expressly understood and agreed that Consultant shall operate as an independent contractor as to all rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in accordance with the conditions and provisions of this Agreement, Consultant shall have the exclusive right to control the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors and subcontractors. Consultant acknowledges that the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and employees, and Consultant, its officers, agents, employees, servants,contractors and subcontractors. Consultant further agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and Consultant. It is further understood that the City shall in no way be considered a Co-employer or a Joint employer of Consultant or any officers, agents, servants, employees or subcontractors of Consultant. Neither Consultant, nor any officers, agents, servants, employees or subcontractors of Consultant shall be entitled to any employment s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 3 of 37 City Secretary Contract No. benefits from the City. Consultant shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself,and any of its officers, agents,servants, employees or subcontractors. 8. LIABILITY AND INDEMNIFICATION. 8.1. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,WHETHER REAL OR ASSERTED,TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. 8.2. INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,AGENTS,SERVANTS AND EMPLOYEES,FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR CHARACTER,WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS, AND ANY RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF CONSULTANT,ITS OFFICERS,AGENTS, SUBCONTRACTORS,SERVANTS OR EMPLOYEES. 8.3. INTELLECTUAL PROPERTY INFRINGEMENT. 8.3.1. The Consultant warrants that all Deliverables, or any part thereof, furnished hereunder, including but not limited to: programs, documentation, software,analyses,applications,methods,ways,and processes(in this Section 8C each individually referred to as a "Deliverable"and collectively as the"Deliverables,")do not infringe upon or violate any patent,copyrights,trademarks,service marks,trade secrets, or any intellectual property rights or other third party proprietary rights,in the performance of services under this Agreement. 8.3.2. Consultant shall be liable and responsible for any and all claims made against the City for infringement of any patent,copyright, trademark,service mark, trade secret, or other intellectual property rights by the use of or supplying of any Deliverable(s)in the course of performance or completion of,or in any way connected with providing the services, or the City's continued use of the Deliverable(s) hereunder. 8.3.3. Consultant agrees to indemnify, defend, settle, or pay, at its own cost and expense,including the payment of attorney's fees,any claim or action against the City for infringement of any patent, copyright, trade mark, service mark, trade secret, or other intellectual property right arising from City's use of the Deliverable(s), or any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify, defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So long as Consultant bears the cost and expense of payment for claims or actions against the City pursuant to this section sfCube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 4 of 37 City Secretary Contract No. 8, Consultant shall have the right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however,City shall have the right to fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's interest, and City agrees to cooperate with Consultant in doing so. In the event City,for whatever reason,assumes the responsibility for payment of costs and expenses for any claim or action brought against the City for infringement arising under this Agreement, the City shall have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such claim; however, Consultant shall fully participate and cooperate with the City in defense of such claim or action. City agrees to give Consultant timely written notice of any such claim or action,with copies of all papers City may receive relating thereto. Notwithstanding the foregoing,the City's assumption of payment of costs or expenses shall not eliminate Consultant's duty to indemnify the City under this Agreement. If the Deliverable(s), or any part thereof,is held to infringe and the use thereof is enjoined or restrained or, if as a result of a settlement or compromise, such use is materially adversely restricted,Consultant shall,at its own expense and as City's sole remedy,either: (a) procure for City the right to continue to use the Deliverable(s); or (b) modify the Deliverable(s) to make them/it non-infringing, provided that such modification does not materially adversely affect City's authorized use of the Deliverable(s);or(c)replace the Deliverable(s)with equally suitable,compatible,and functionally equivalent non-infringing Deliverable(s)at no additional charge to City; or (d) if none of the foregoing alternatives is reasonably available to Consultant, terminate this Agreement, and refund all amounts paid to Consultant by the City, subsequent to which termination City may seek any and all remedies available to City under law. CONSULTANT'S OBLIGATIONS HEREUNDER SHALL BE SECURED BY THE REQUISITE INSURANCE COVERAGE AND AMOUNTS SET FORTH IN SECTION 10 OF THIS AGREEMENT. 9. Assignment and Subcontractin;. 9.1. Consultant shall not assign or subcontract any of its duties, obligations or rights under this Agreement without the prior written consent of the City. If the City grants consent to an assignment,the assignee shall execute a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties and obligations of Consultant under this Agreement. The Consultant and assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations may apply.The Consultant shall provide the City with a fully executed copy of any such subcontract. 9.2. MBE Goal -Delete if N/A- In accordance with City of Fort Worth Ordinance No. 20020-12-2011, the City has goals for the participation of Minority Business Enterprises and Women Business Enterprises (M/WBE) in City contracts. Consultant acknowledges the M/WBE goal established for this contract at insert % of goal and its commitment to meet that goal. Any misrepresentation of facts (other than a negligent misrepresentation) and/or the commission of fraud by Consultant may result in the termination of this agreement and debarment from participating in city contracts for a period of time of not less than three(3)years. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 5 of 37 City Secretary Contract No. 10. Insurance. 10.1. The Consultant shall carry the following insurance coverage with a company that is licensed to do business in Texas or otherwise approved by the City: 10.1.1. Commercial General Liability: 10.1.1.1. Combined limit of not less than $2,000,000 per occurrence; $4,000,000 aggregate; or 10.1.1.2. Combined limit of not less than $1,000,000 per occurrence; $2,000,000 aggregate and Umbrella Coverage in the amount of $4,000,000. Umbrella policy shall contain a follow-form provision and shall include coverage for personal and advertising injury. 10.1.1.3. Defense costs shall be outside the limits of liability. 10.1.2. Automobile Liability Insurance covering any vehicle used in providing services under this Agreement, including owned, non-owned, or hired vehicles, with a combined limit of not less than $1,000,000 per occurrence. 10.1.3. Professional Liability (Errors & Omissions) in the amount of$1,000,000 per claim and$1,000,000 aggregate limit. 10.1.4. Statutory Workers' Compensation and Employers' Liability Insurance requirements per the amount required by statute. 10.1.5. Technology Liability(Errors&Omissions) 10.1.5.1. Combined limit of not less than $2,000,000 per occurrence;$4million aggregate or 10.1.5.2. Combined limit of not less than $1,000,000 per occurrence; $2,000,000 aggregate and Umbrella Coverage in the amount of $4,000,000. Umbrella policy shall contain a follow-form provision and shall include coverage for personal and advertising injury. The umbrella policy shall cover amounts for any claims not covered by the primary Technology Liability policy. Defense costs shall be outside the limits of liability. 10.1.5.3. Coverage shall include, but not be limited to, the following: 10.1.5.3.1. Failure to prevent unauthorized access; 10.1.5.3.2. Unauthorized disclosure of information; 10.1.5.3.3. Implantation of malicious code or computer virus; 10.1.5.3.4. Fraud, Dishonest or Intentional Acts with final s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 6 of 37 City Secretary Contract No. adjudication language; 10.1.5.3.5. Intellectual Property Infringement coverage, specifically including coverage for intellectual property infringement claims and for indemnification and legal defense of any claims of intellectual property infringement, including infringement of patent, copyright, trade mark or trade secret, brought against the City for use of Deliverables, Software or Services provided by Consultant under this Agreement; 10.1.5.3.6. Technology coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, a separate policy specific to Technology E&O, or an umbrella policy that picks up coverage after primary coverage is exhausted. Either is acceptable if coverage meets all other requirements. Technology coverage shall be written to indicate that legal costs and fees are considered outside of the policy limits and shall not erode limits of liability. Any deductible will be the sole responsibility of the Consultant and may not exceed $50,000 without the written approval of the City. Coverage shall be claims-made, with a retroactive or prior acts date that is on or before the effective date of this Agreement. Coverage shall be maintained for the duration of the contractual agreement and for two (2) years following completion of services provided. An annual certificate of insurance, or a full copy of the policy if requested, shall be submitted to the City to evidence coverage; and 10.1.5.3.7. Any other insurance as reasonably requested by City. 10.2. General Insurance Requirements: 10.2.1. All applicable policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers, officials, agents, and volunteers in respect to the contracted services. 10.2.2. The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. 10.2.3. A minimum of Thirty (30) days' notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten(10)days' notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, with copies to the City Attorney at the same address. 10.2.4. The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A- VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 7 o1`37 City Secretary Contract No. 10.2.5. Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. 10.2.6. Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered to and approved by the City's Risk Management Division prior to execution of this Agreement. IL Compliance with Laws,Ordinances, Rules and Regulations. Consultant agrees to comply with all applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Consultant of any violation of such laws, ordinances, rules or regulations, Consultant shall immediately desist from and correct the violation. 12. Non-Discrimination Covenant._Consultant,for itself, its personal representatives,assigns, subcontractors and successors in interest,as part of the consideration herein,agrees that in the performance of Consultant's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non-discrimination covenant by Consultant, its personal representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to indemnify and defend the City and hold the City harmless from such claim. 13. Notices._Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2) delivered by facsimile with electronic confirmation of the transmission, or(3) received by the other party by United States Mail,registered, return receipt requested, addressed as follows: TO THE CITY: TO CONSULTANT: City of Fort Worth S[Cube] Inc. Attn:Assistant City Manager Attn: Haileab Samuel 200 Texas Street 251 State Street,Suite 302 Fort Worth TX 76102 Schenectady,NY 12305 Facsimile: (817)392-6134 With Copy to the City Attorney at same address 14. Solicitation of Employees. Neither the City nor Consultant shall, during the term of this Agreement and additionally for a period of one year after its termination,solicit for employment or employ, whether as employee or independent contractor, any person who is or has been employed by the other during the term of this Agreement,without the prior written consent of the person's employer.This provision shall not apply to an employee who responds to a general solicitation or advertisement of employment by either party. 15. Governmental Powers. It is understood and agreed that by execution of this Agreement, the City does not waive or surrender any of its governmental powers. 16. No Waiver. The failure of the City or Consultant to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of s[Cubel Inc. Professional Services Agreement-Technology Rev.9/2017 Page 8 of 37 City Secretary Contract No. the City's or Consultant's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 17. Governing Law and Venue. This Agreement shall be construed in accordance with the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought on the basis of this Agreement,venue for such action shall lie in state courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas, Fort Worth Division. 18. Severability. if any provision of this Agreement is held to be invalid, illegal or unenforceable,the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 19. Force Maieure. The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force majeure or other causes beyond their reasonable control (force majeure), including, but not limited to,compliance with any government law,ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems and/or any other similar causes. 20. Headings Not Controlling. Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 21. Review of Counsel. The parties acknowledge that each party and its counsel have reviewed this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 22. Amendments. No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in a written instrument, and duly executed by an authorized representative of each party. 23. Entirety of Agreement. This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference,contains the entire understanding and agreement between the City and Consultant, their assigns and successors in interest, as to the matters contained herein.Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. 24. Counterparts. This Agreement may be executed in one or more counterparts and each counterpart shall,for all purposes,be deemed an original,but all such counterparts shall together constitute one and the same instrument.An executed Agreement,modification,amendment,or separate signature page shall constitute a duplicate if it is transmitted through electronic means, such as fax or e-mail, and reflects the signing of the document by any party. Duplicates are valid and binding even if an original paper document bearing each party's original signature is not delivered. 25. Warranty of Services. Consultant warrants that its services will be of a professional quality and conform to generally prevailing industry standards. City must give written notice of any breach of this warranty within thirty(30)days from the date that the services are completed. In such event,at Consultant's option, Consultant shall either (a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or (b) refund the fees paid by the City to Consultant for the nonconforming services. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 9 of 37 City Secretary Contract No. 26. Milestone Acceptance. Consultant shall verify the quality of each deliverable before submitting it to the City for review and approval. The City will review all deliverables to determine their acceptability and signify acceptance by execution of the Milestone Acceptance Form, which is attached hereto as Exhibit"C." If the City rejects the submission, it will notify the Consultant in writing as soon as the determination is made listing the specific reasons for rejection.The Consultant shall have ten(10)days to correct any deficiencies and resubmit the corrected deliverable. Payment to the Consultant shall not be authorized unless the City accepts the deliverable in writing in the form attached. The City's acceptance will not be unreasonably withheld. 27. Network Access. 27.1. City Network Access. If Consultant, and/or any of its employees, officers, agents, servants or subcontractors(for purposes of this section"Consultant Personnel"),requires access to the City's computer network in order to provide the services herein, Consultant shall execute and comply with the Network Access Agreement which is attached hereto as Exhibit "D" and incorporated herein for all purposes. 27.2. Federal Law Enforcement Database Access. If Consultant, or any Consultant Personnel,requires access to any federal law enforcement database or any federal criminal history record information system, including but not limited to Fingerprint Identification Records System ("FIRS"),Interstate Identification Index System("III System"),National Crime Information Center ("NCIC") or-National Fingerprint File ("NFF"), or Texas Law Enforcement Telecommunications Systems ("TLETS"), that is governed by and/or defined in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing services for the administration of criminal justice as defined therein on behalf of the City or the Fort Worth Police Department, under this Agreement, Consultant shall comply with the Criminal Justice Information Services Security Policy and CFR Part 20, as amended, and shall separately execute the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum. No changes, modifications,alterations,or amendments shall be made to the Security Addendum.The document must be executed as is, and as approved by the Texas Department of Public Safety and the United States Attorney General. 28. Immigration Nationality Act. The City of Fort Worth actively supports the Immigration& Nationality Act (INA) which includes provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant shall verify the identity and employment eligibility of all employees who perform work under this Agreement.Consultant shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting employment eligibility and identity documentation for all employees,and upon request,provide City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. Consultant shall establish appropriate procedures and controls so that no services will be performed by any employee who is not legally eligible to perform such services. Consultant shall provide City with a certification letter that it has complied with the verification requirements required by this Agreement. Consultant shall indemnify City from any penalties or liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for violations of this provision by Consultant. 29. Informal Dispute Resolution. Except in the event of termination pursuant to Section 4.2, if either City or Consultant has a claim,dispute,or other matter in question for breach of duty,obligations,services rendered or any warranty that arises under this Agreement,the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing party shall notify the other party in writing as soon as practicable after discovering the claim, dispute,or breach. The notice shall state the nature of the dispute and s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 10 of 37 City Secretary Contract No. list the party's specific reasons for such dispute. Within ten (10) business days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort,either through email,mail,phone conference,in person meetings,or other reasonable means to resolve any claim,dispute,breach or other matter in question that may arise out of,or in connection with this Agreement. If the parties fail to resolve the dispute within sixty(60)days of the date of receipt of the notice of the dispute,then the parties may submit the matter to non-binding mediation in Tarrant County,Texas, upon written consent of authorized representatives of both parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect.The mediator shall be agreed to by the parties.Each party shall be liable for its own expenses, including attorney's fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute through mediation,then either party shall have the right to exercise any and all remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this informal dispute resolution process,the parties agree to continue without delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party may, before or during the exercise of the informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests. 30. No Boycott of Israel. Consultant acknowledges that in accordance with Chapter 2270 of the Texas Government Code,the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it:(1)does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this contract, Consultant certifies that Consultant's signature provides written verification to the City that Consultant: (1) does not boycott Israel, and(2) will not boycott Israel during the term of the contract. 31. Reporting Requirements. 31.1. For purposes of this section,the words below shall have the following meaning: 31.1.1. Child shall mean a person under the age of 18 years of age. 31.1.2. Child pornography means an image of a child engaging in sexual conduct or sexual performance as defined by Section 43.25 of the Texas Penal Code. 31.1.3. Computer means an electronic, magnetic, optical, electrochemical, or other high-speed data processing device that performs logical, arithmetic, or memory functions by the manipulations of electronic or magnetic impulses and includes all input, output,processing,storage,or communication facilities that are connected or related to the device. 31.1.4. Computer technician means an individual who, in the course and scope of employment or business, installs, repairs, or otherwise services a computer for a fee. This shall include installation of software,hardware, and maintenance services. 31.2. Reporting_ Requirement. If Consultant meets the definition of Computer Technician as defined herein, and while providing services pursuant to this Agreement, views an image on a computer that is or appears to be child pornography,Consultant shall immediately report the discovery of the image to the City and to a local or state law enforcement agency or the Cyber Tip Line at the National Center for Missing and Exploited Children. The report must include the s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 11 of 37 City Secretary Contract No. name and address of the owner or person claiming a right to possession of the computer, if known, and as permitted by law. Failure by Consultant to make the report required herein may result in criminal and/or civil penalties. 32. Signature Authority. The person signing this agreement hereby warrants that he/she has the legal authority to execute this agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance or other authorization of the entity. This Agreement,and any amendment(s)hereto,may be executed by any authorized representative of Consultant whose name, title and signature is affixed on the Verification of Signature Authority Form, which is attached hereto as Exhibit "E" and incorporate herein by reference. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. 33. Survival of Provisions. The parties'duties and obligations pursuant to Section 4.4(Duties and Obligations), 5 (Disclosure of Conflicts and Confidential Information), Section 6(Right to Audit),and Section 8(Liability and Indemnification)shall survive termination of this Agreement. (signature page follows) s[Cube]Inc. Professional Services Agreement-"Technology Rev.9/2017 Page 12 of 37 City Secretary Contract No. Executed in multiples this the day of , 20� ACCEPTED AND AGREED: CITY: CITY OF FORT WORTH CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract,including ensuring all performance and reporting requirements. By: Na e: _Susan Alanis Title: Assistant City Manager Date: ame: _ ve Streiffert_ APPROVAL RECOMMENDED: Title: Assistant Director, IT Solutions APPROVED AS TO FORM AND LEGALITY: By: Name: By: Title: N ro n A.'St ATTEST: om g Title: Assistant City Attorney CONTRACT AUTHORIZATION: M&C: d,— 52 4j Date Approved: <3—& By: Na e: _Mary J. Kayser Form 1295 Certification No.:C520100- Title: City Secretary OR /o2/D tZ CONSULTANT: # _s[Cubej In jFXAS EST: By: By: , Na e: Haileab Samuel_ Name: Alan Poirier Title: � CEO Title: CTO 3 Date: U �`13 OFFICIAL RECORD CITY SECRETARY s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 13 of 37 City Secretary Contract No. EXHIBIT A s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 14 of 37 City Secretary Contract No. Statement of Work for FoRT wo T CFA, IPRC, and Construction Consolidation Prepared for:The City of Fort Worth Planning and Development Department s[Cube)Inc 251 State Street,Suite 302,Schenectady,NY 12305 (877)437.2823 ext 1001 haileab.samuel@—beerte rprise.cam rs EU 1 L h eJ s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 15 of 37 City Secretary Contract No. Table of Contents EXECUTIVESUMMARY..................................................................:.....,,................,»..........:»................,..................,,3 CompanyBackground...................................................................................................................................................3 ClientRefetences.....................................................................................................................................................v SERVICES DESCRIPTION..........................................................................................................................................6 PURPOSE.......................... .............._.....,............_...........I........................_....................................6 ............. SCOPESUMMARY..........................................................................-.....................................................-................6 PROJECTTWEIJNE...___...............................................,..........-......,........-...........................................................7 CRITICAL SUCCESS FACTORS...............................................................................................................................7 PROJECT ASSUMPTIONS.....................................................................___........................................................a SERVICES AND DELIVERABLES WARRANTY.,........,»............................___..........,........,............,.........................a WORNDESCRIPTION_ ___..................................____.....................___.........--...................................... ----..........9 DELIVERABLE 1:Custorruzation of Accela.................................................................................................................9 DELIVERABLE 2 Develop Additional Electronic Plans Review(EDR)Functiordity................._.,......................._........10 2.1a INTERFACE ANALYSIS AND DEVELOPMENT.................................................................................................10 DELIVERABLE 3:Develop additional end-user self-service features............................................................................11 3.1 CITI7FN ACCESS CONFIGURATION.................................._...................._......................................................11 DELIVERABLE 4.Training end-users in the operation of Accda...............................................................................11 DELIVERABLE 5.CreaWi of work-lows to move perrrtits through the system.............................................................12 DELIVERABLE 6 Creation of Reports......................................................................................................................12 DELIVERABLE T Migration of historical data to City Accela @nvironment................................._....-...............-..-.......13 DELIVERABLE 7A.Hslor cal Data Conversions Analysis...........................................................................................13 DELIVERABLE 7B.Historical Data Conversion Development.....................................................................................14 IMPLEMENTATION PLAN........___.................... ...........,....................____--............_.......---..._.........-----._......14 Maintenanceand Support.......................................................................................................................................15 Cu 2 L b eJ s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 16 of 37 City Secretary Contract No. EXECUTIVE SUMMARY The City of Fort Wath treferred to as'City'herein)Community Fadhties Agreement(CFA),Infrastructure Plan Review Center (IPRC),and Construction processes comprise the end-to-end cycle for citizen or contractor application submission,reviews, approvals,inspections and final closeout of construction and related activities pertaining to infrastructure,residential and commercial new construction,additions,and remodels.The independent,yet inter-related processes fellow complex,but mostly manual vwr fluws that have recognized inefficiencies clue to many factors,not the least of which is the lack of a consolidated tod set and data store for data input,retnevA,and reporting across AI groups. City leaders launched the Infrastructure Delivery Process Improvement project to identify areas of needed improvements related to contracting for and acceptance of developerded infrastructure construction.Analysis was conducted with the goal to reduce lead limes,„redundancy,and vanation,eliturrate"eredcs,improve communication,and eitpedie processing activities. implementation of these revised processes has begun and includes a goal of consolidating the systems shorting these processes into a single data store to standardize across all touchpoints This phase of the Infrastructure Delivery Process Improvement initiative addresses the need to identify a common fodset to home CFA,IPRC,and Cnnstniction activities and unify the data source to support recommendations for improved workflows using current Accela implementation slCtibel is pleased to offer the City professional services,as outlined in this statement of work(SOW),to meet the need of the Infrastructure Delivery Process Improvement project,[s]Cube is committed to providing the City with a superior consolidated solution within the Accela platform that will be utilized by both the Cntys staff and the citizens of Fort Worth. (s]Cube offers customized protessionA services for the development,implementation,data migration and training that Will enable the City to successfully consolidate CFA,IPRC.and Construction permitting processes within the Gvic Platform software This proposal sets forth a scope and definition of the consulting/professional semces,work andlor protect to be provided by[s]Cube to the Qty [s]Cube has made a significant impact as an Acoria Business PI us Partner,playing a part in many key implementations across the country.The assembled tears of former Accela employees and career services consultants have allowed[s]Cube to race to the top of the Accela Partners list,and promtises to grow and rnnfinue to provide exemplary services to the Accela community. With experience implementing Accela sothvare across the country,sfCube]has the experience and expertise necessary to entire the City s objectives are met. In its history,[s]Cube has worked with multiple clients implementing Accela and has extensive knowledge of Accela's best practices.Most importantly,we have developed expel file in understandng and executing the Accela Implementation Methodology..s[Cube)'s own Delivery Process Model,directly aligned with the stages of Acceia's Implementation Methodology, facilitates efficiency and success in consistently meeting our diems needs in an agile fashion Company Background [s]Cube Inc,founded in July 2015,is a technology services company wtlh a strategic focus on Public Sector and Corporate Litigation clients-We specialize in at icensiruglPermitting ande•ascovery technology solution [s]Cube is headwartered in Schenectady,New York with a satellite office locate!in Boston,Massachusetts. In our short history,(s]Cube has worked with multiple clients implementing Accela and has extensive know/edge of the best practices which weld be beneficial to the City in delivering this project in a more predictive fashion We have been involved with Accela in various otherinitiatives,such as Open Data,Gathering knoWedge on and utilizing Accela API's in expanding and leveraging the capability of the Accela Framrewwork,Most importantly,hovxrver,we have developed expertise in executing the Accela Implementation Methodology,which consists of six stages-Initiation„To-Be Analysis„Solution Foundation;Buid, Readiness and Deploy.White js]Cube has mapped out its awn Delivery Process Model,it is drectly aligned with the sages of Accela s Implementation Methodology. Belau are a couple mmples of the types of projects that wave delivered The details of these projects are being provided as a reference and to provide a glimpse into the capabilities that[s]Cube has with all aspects of irrpiemenfing and extencirg the Accela product rs -i cu 3 L bel s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 17 of 37 City Secretary Contract No. r»torprrs�a prrritt .S'yste for Texas Peparbrerrrof Transportation,Austin.T)(August 2015-Jut?d 16j The protect objective was to implement anew outdoor permitting solution for the Texas Department of Transportation.The State believed such a system would give them the ability to; •Improve customer service to individuals and businesses •Skeahline the administrative processes associated with issuing and regaating outdoor permits •Reduce costs to taxpayers through standarzlia_ation and by eliminating the need to develop and maintain multiple independent sy sterrm- ls]Cube was responside for the end to end implementation of this protect which included the fotlowng services: Project Management-Is]Cube was responsible to managing the prolmt throughout the entire implementation, Business Analysis-IslCube's Business Analysts anolyzed'As-Is`business processes and documented them.After doing the An s"anelysis,gaps in current business processes we identified wit efficient'To Bo'business piocesseswere proposed and documented.The'To-Be'business processes were key inputs for development of permit workflows and requirement specifications.Requirement specifications were finalized and documented by the team. Configurabn/Scriptirng--(s]Cube's configuration and scripting analysts were responsitle for configuring and impleimenting the system based on the To Be documents that were developed during the business analysis phase. Interface Development--Is]Gube's team designed,developed,and tested the interfaces between the Accela COTS product and Qty systems. Data Conversion and Migration-This service involved the design and development of data conversion roufines for Legacy Data,which was provided via Oat files formal The data cleansing was done based on the business rubes provided by the agencies and scripts were wmiten and ioetuted to migrate data from the Legacy database to the Accda product databases. Final validation was performed on the migrated data to ensure acetracy and consistency. Reports-[s]Cube's Report Writers also developed and implemented reports using Crystal Reports and Oracle database. Quality Assurance and Teshng-A System Test strategy and test pans were created to perform system testing on the new application.The[s]Cube team tool:business process document and requirement specifications document as input to design the System Test scenarios These test scenario were then converted to System Test cases. Training-(s]:ubes team developed training material refechve of the implementation and provided training to the users of the new application Pernrar?s Plug UjVrark to Ac rol a for 0scKVi;C oafify,rf_ Jul 2016-Cngci,aq The project objective is to upgrade the legacy Permits plus to Accela for Osceda County in Florida. The County believes such a system wiz give them the ability to: •Improve cuslomer service to individuals and businesses •Streamline the administrative processes •Improve the fees calculation •Improved back-office workflow While analysis and developmental phases arecomplete,[s]Cube worked with the County,and the Departments listed below,to understand the current product implementation.business processes,and the potentials for reengineering the processes to gain future efficiencies, • Building • Customer Care •Planning •Zoning •Devolopment Review r .1 -Code Enforcement cu 5 L b eJ s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 18 of 37 City Secretary Contract No. •Fire Marshai's Office •Public Warks—RO'W&Utility Permits •Information Technology •Ran Review Upon cornpietion of the project;the•following Accela Products and Modules Wt€be impemented.b • Accela Land Management • Amela Licensing and Case Management • Accela Citizen Access • Accela Mobile Office • AccelaInspeetorApplication As an imperrerlation partner with Accela,[s)Cube has worked with many of the Accela products,which are specifically designed to provide government solutions.Our team has been involved in Accela related engagements in various capacities.Our client portfolio(Table 1)is also extensive,spanning from coast to coast,where we've used our e)W knoW edge of best practices to deliver predictive results. Tabk 1-(sir.*Acree Sarryrffe Gents Client City state Product New York State Division on Albany New York Licensing and Permitting sidget Texas Departments Audio Texas Permitting Tramipodation Lexington-Fayette County Lexington Kentucky Licensing,Permitting:Case Mann emelt San Bernardino County San Bernardino Cahfonra Urensing and Permitting Hermosa Beach Hermosa Beach California Licensing and Permittin Osce>la County Ckscecla County Florida Licensing and P milling Ft Lauderdele Ft,Lauderdale Florida Licensing and Permitting Pasco County Pasco County Fonda 17eetronic Document Review LaricasterCounty Lancaster California Permitting LouisWie-Je#ferson County Louisville Kentucky Licensing and Permitting Metro Government Michigan Department of Lansing Michigan Licensing,Case Licensing and Regulatory L Management Affair, I Washoe ODUntY Was hoe CountV Nevada LLicensmg and Permitting City of Reno Reno Nevada Perrnithn City of Sparks Spades Nevada Perrnittin Massachusetts Department Boston Massachusetts Licensing and Ptrmit6ng of Information Technology [sjCube has created a Center of Excellence for developng Acceia specific product knowledge and created an established resource pod with specific experience in Accela products,inplementabon,and related services The core team has gained their expert knoWedge of many Accela products while on thejob and through the training provided by Accela. We have developed expertise in the areas of Project Management,Accela Configuration,Accela Scripting,interface Development(from Accela system to third party systems and vice-versa),Data Conversion methodologies using the Aceda conversion tod,Report Development,quality Assurance,Testing involving Accela products(Accela Citizen Access,Accela Automation,Accela Mobile),and Training. r. be Lj s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 19 o1737 City Secretary Contract No. Client Reference Osceola County Florida Dimitra Kcastro Osceda County Project Manager 407.742.5828 dimitm.nicastroomeola org EDR interface Deliverable.i nlegrated the Accela Civic Platform with Ongase to provide electronic document review capabilities This included. •Analysis to deternrone which departments could utilize EDR. • Configured/Modified all workflow-.,scripts,and suggested reports •Added simplification by developing a redirect between.Accela Citizen Access which allows users to upload their documents in OnGese for review within Acrda. •Helped estaWisnad required business processes •Provided EDR training to all users. San Bernardino County(CA) Peri Halliwell Sr.Program Manage,ked'a Inc.971.226.6959 phallivMl@acceia.com EDR Interface Ddtveade.Integrated the Accda Civic platform oath Adobe Xi to provide eleciro€tic document reviewcapabdifies. This included •Developed API la document upload •Anays s to determinewhich departments could utilize EDR. •ConfiguredlModfied all workflows,scripts,and suggested reports. •Helped established required business processes. •Provided EDR training to all users. Lexington-Fayette County(KY) Kevin Wente Administrative Officer Sr Planning,Preservation&Development 859.2518.3436 office kwente@lexingtonky.gov EDR Interface Deliverable-Integrated the Accele Gvic Platform with Adobe DC to provide electronic document review capabilities. •Analysis to determine Mich departments could utilize EDR. •ConfigimedlModfned all workflows,scripts,and suggested reports3.0 Responses to City's Irnplementahon Requirements. SERVICES DESCRIPTION PURPOSE The purpose of this docurncnf is to deUt the specific activities,deliverables,roles and responsibilities,and acceptance cntena that comprise the development and custon-tzation of the wasting Accela platform which will be provided to the Qtf to satisfy the requirements of the Infrastructure Ddivery Process Improvement project. SCOPESUMMARY [s]Gabe will support the City with strearlining and cmnsdidahon of their Community Facilities Agreement,Infrastructure Plan Review Center,and Construction processes.In doing this,Is]Cube will deliver the following services, Complete Accela Solutions Foundation(Configuration) This entails developing and modifying the templates and forms associated with the CAmmunity Faclihes application-specifically.Application Submittal,CFA Review,M&C Approval, Construction Execution..and the dose out process.This also includes any Accela configuration associated with the consdidahon of CFA,buzzsaw,tPRC,and Construction database into a single application. 1 Devalop EMSE t Expression Scripting(Rules Automation) [s]Cube will develop and modify EMSE scripting to ensure the necessary automations me in dace(i.e.automatic emails to applicants upon w Mow decisions).EMSE scripting will also be used to support many of the compim fee structures associated with the CFA proce3s. Cu 6 L be s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 20 of 37 City Secretary Contract No. 3. Create and update of reports(SOL Reporting Services 1 Adhoc).(s)Cube wall develop reports utilizing the Accela Adhoc report writer and the SQL Report N services to diver the letters and reports that vdl be provided with the consolidated application. d Update and Streamline Fee Calculations.Fee calcrations Will be modified and develop utilizing Accda's fee functionality as wren as EMSE scripting for advance calculations 5.Complete ACA Implementation:ACA pagefows YWI be developed and modified to support the new functionality delivered with the consolidation of CFA,Buzasaw,IPRC,and Construction database. 6.Complete Accela Electronic Document Review(EDR)Implementation:[s Cube 41 extend the current implementation by adding new vioMows and scripting due to the merging of IPRC functionally into Arcata, Provide legacy data conversion and migration from the following sources. Ruzzsaw ir'Rr Databg�;+ Cc'szs'€ii;tIn patabaar✓ C!�A database PROJECT TIMELINE The tefm of this project is for 5-months.The timeline vAI be broken into twKt distinct rrWestones: 1. Firm 4-month timehrie to compete the development and custornizalions associated w5th deliverables 1-6 as identified in the wok description section of this document a, To ensure a delivery of the le,milestone by"IV of suns 2016.The project must kick-off no later than February 19,2018. b, A detailed project omerine has been included in the lmpler-nentabon section of this document, 2. The second milestone will be ddivemd within b months and consists of the completion of deirm,abe 7 as iderrktied in the work description section of this document. Upon execution of this SOW.the parties will collaborate to determine a start datefor Services to be rendered Upon initiation of these Services,the assigned resources veli work with the City to collaboratively define a high level baseline protect schedule.(s)Cube will use the baseline project schedule to pian and schedule resource availability to complete the defined scope. Given the fact that protect schedules are wof king documents that change over the course of the project,(s]Cube W11 work closely with City to update,monitor,agree,and communicate any modifications.Changes to the baseline project schedule may result in a change in resource availability PROJECT MANAGEMENT A dedicated protect manager will be assigned for this project.The expectation is fttat[s]Cube will manage the project timeline and project deliverables.The project manager wdll VoWe frequent updates to City stakeholders to ensure visibility to project status and will work with City stakeholders to ensure that any project issues are quickty resolved. CRITICAL SUCCESS FACTORS To successfully execute the services tescribed herein,there are several critical success factors for the prolect that must be closely monitored and managed by the stakeholders,These factors are critical in satting expectations between the City and [slCube,identifying and monitonng project risks,and pfonm6ng strong project communication. rs `bqj 7 s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 21 of 37 City Secretary Contract No. • Knowledge Transfer—While we cannot gurarantee specific expertise far Gty staff as a result of participating in the project,(s)Cube will make alt reasonable efforts to transfer knowledge to the City.It is critical that City personnel work with Is)Cube to schedule all work in thebest mannerto facilitate knowledge transfer and resource availability Dedicated City Participation—We fully understands that City staff members have daily responsibilities that will compete with the amount of time that can be dedicated to the implementation project However,it is critical that the City acknowledges that its staff must be actively involved throughout the entire duration of Services as defined in the Project Ran.[s)Cube will commuricate insufficient participation of City and[s]Cube resources to the project sponsor with real and potential impacts to the project timeline. Delivery of Needed ktfomsabon and Documentation-To guarantee success and meet the timelines and costs described it will be essential that the City provide required documentation and information as requested by the delivery staff in timely manner.The expected information required is described in detail in each of the delivery sections.Failure to provide the required information can result in all extension of the project timeline andlor an increasein the 3copetcost of the proposed solution. • Implementation Methodology-We after a successful:proven,ague implementation methodology which is crucial to the project success Amda's Civic Platform and custorw base is a niche market and as such our agile implementation methodology may differ from otter consulting firms and software packages.It is imperallve to project success that the City is welling to adhere/adopt to the Methodology and tasks described in this Statement of Work Our agile implementation strategy is based on the SCRUM framedvork. PROJECT ASSUMP71ONS • City and(s)Cube will review their resporsibilibes before work begins to ensure that Services can be satisfactorily corripl eted, Changes or additions to scope,requested by the ON may require a Change Order to reimburse Is)Cube for the additional costs associated with the change • City will provide work space for the Del{very Team for vwxk competed on City premises if onsite work is needed. • (s)Cube will deliver this project using the know features and functions that exist in the current Civic Platform version deployed on premise at the City at the time of the contract signing,Should a new version of the Civic Platform become available during the project irrplementation,the Gty can request the enhanced features,but it may require a Change a der to reimburse[s]Cube for the additional cast associated with the change or City can implement the enhancement alter project go-live. • City will maintain primary responsibility for the scheduling of Qty erriployees and facilities in support of project activities. • City is responsible for proper desktop hardwarefsoftwarefnetwork preparation in accordance with (s)Cube's specifications(if needed). City will commit to the involvement of key resources and sutlect matter experts for ongoing participation in all project activities as defined in this SOW.The importance of City staff participation is imperative to the successful,aril timely, implementation of the project deliverables. SERVICES AND DELIVERABLES WARRANTY (t) Warranty )s)Cube will commence and complete the Professional Services in a good and workmanlike manner, consistent with the practices and standards of care generally-accepted within and expected of[s]Cube's industry. Services and Deliverables provided by(s)Cube shall materially conform to their specificationslredutirements,as established in the applicatle Statertrent of Work.for a period of ninety(90)days followng Acceptance.[s]Cube provides no warranty whatsoever for any third-party ha.daaare or software products but agrees to pass-(tvu any third- party warranties for such products supplied by Accela,to the extent made available by the third party.Third-party, applications which utilize or rely upon the Professional Services may be advers€iy affected by remedial or other actions performed pursuant to this SA;[s]Cube bears no liability for and has no obligation to remedy such effects.Except as set forth herein,[s]Cube provides all Professional Services'as W without eV. ress or implied warranty of any kind regarding the character;function,capabilities,or appropriateness of such services or deliverables CU s L b eJ s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 22 of 37 City Secretary Contract No. (2) limitation of babtlity:To the extent not offset by its insurance coverage and to the maximum extent permitted by applicable laws,in no event will IslCube's cumulative liability for any general,incidental,special,compensatory,or punitive damages whatsoever suffered by the Qty or any other person or entity exceed the fees paid ki[slCube by the City during the twelve(12)calendar months immediately Preceding the circumstances which give rise to such claim(s)of liability,even if fslCube or its agents have been advised of the possiblity of$Lich damages WORK DESCRIPTION Thefdlowing section describes the speralic acCvrlies and tasks that will be executed to meet the business objectives and business requirements of the City.In 5uppert of the implementation effort as described abode,IslCube will provide the following detailed implementation services.For each defiveratle,a description is provided as well as criteria for acceptance of the deliverable. DELIVERABLE 1:Customization of Accefa 1.1 CONFIGURATION:Records,Forms&EMSE Scripting (s]Cube resrarces will custornize,configure,and develop autorrolions for the processes associated with extending the capabilities of the existing CFA system and consolidating CFA IPRC,and Construction.SpecitrcAlly[s]Cube,resources will: •Build and modify the forms and templates required for the GFA,WRC,and Construction consolidation. •Build and nodify worktfows required for GFA IPRC,and Construction consolidation.(Ftrttherdetai s outirred urrge1'de9WVbfe #5) •Develop EMSE scripts to add automations to the system More required.Examples of this wwuld be:scripting associated with auto issuance of letter,or notifications.workloww status updates,and receipt of required documentation. In terms of specific output,the felt owing will be executed for this deleverage: tslCube Resnonsibilibw •Forms,page low scripts,wworklows,and automation will be delivered to the City in two-week increments(2-week sp nit). •Provide demonstrations of development functionality at the end of each development period(2-creek sprint), aty Reswnsibtities: •Provech timely and appropriate responses(s]Cwbe requests for information •Cety staff must provide record type and data field feedback based on[s]Cube and Qty agreed upon project plan timeline. •Schedule appropriate Qty staff participants and meeting locations for activities. Acceutarice Cntara: •Confirmation of configured record fypz5listed above in the Support environment;and waoridoww diagrams and configuration documents for the record types reviewed and accepted by the City. 1.2 FEE CONFIGURATION&FEE SCRIPTING fs]Cube will configure simple fee requirements via Accela fee functionality(Fee Schemes&Fee Items),Cornplex fees will be scripted ming the Aceela EMSE engine.Al fees both simple aril complex that required to deliver the desired functionality well he included in the scope of this project, In terms of specific output;the fdloWng will be executed for this deliverable- lslCube Resnonsibilifie*. •Configure CFAfees to satisfy the project requirements. •Provide timely and appropriate responses to City's request for informafion •Conduct meetings via email,web conference anScirphone to demonstrate the newfee items configured in environment,based Cu 9 L b eJ s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 23 of 37 City Secretary Contract No. on City feedback City Responsibilities: •Provide timely and appropriate responses to(s]Cube requests for information. •Arrange for the availability of appropriate City staff to read the Best Practice Tempate Datasheet documents. •City staff must review and test all fee items configuration and provide feedback to]s]Cube based on the agreed upon project plan timeline, •Schedule appropriate City staff participants and meeting locations for activities. Acceptance Criteria: •Confirmation of sonfigured/scripted fee functionality by logging into Civic Platform with valid credentials and the Citys User Acceptance of the newfee functionality. DELIVERABLE 2:Develop Additional Electronic Plans Review(EDR)Functionality 2.1 EDR Updates For EOR updates,the]s]Cube technical lead vtlt work together with City's technical lead and business lead(s)to document functional and technical regtkrements for EDR enhancements in an Interface Specifications Document- The ocumentThe EDR updates wall begin upon written approval of the specifications.It is expected that the EDR interface wfil use GovXML, vmb services or batch engine No custom or third-party integration tool will be used to accomplish input or output of data tdfrom the Accela system In other wrtads,data corning into Acoda and data coming from Accela voll use the existing integration techrdogy. City responsibilities include prcnidrg permission forlevelltype of int�iration from apprrspriateapplicaBon owners.Further.City wilt ensure that Acceia resources have access to a Oev or Test version of the 3,,1 party system for interface development.The interface will be developed against't(one),agreed upon version of the 3-.j party system. [s]Cube has extensive experience integrating with many of the industry leading EDR packages.in particular,we have experience integrating with the following packages.Adobe,OnBase,and ePlanCheck 2.1a INTERFACE ANALYSIS AND DEVELOPMENT To delermine the City reci6rement;for the EDR updates,analysis session;well be conducted as a portion of this deliverable. Thefindings will then be documented in the Interface Spectfications Document(s)for use by[s]Crbe in building the interface code.The EDR updates are dependent on the assistance of the City's staff,specifically,interface analysis,data mapping,and data manipulation as required in the source system.Is]Cube wall provide a program to integrate 3rd Party data tolfrom the Accela Civic Platform. In tams of specific output;the falowing wall be executed for this deliverable: •Interface Specifications Document •Operational Intl face in the Development or Test environment IslCiabe Responsibilities: •Provide timely and appropriate responses to City's requestfor information, •Conduct Interface Analysis Sessions •Work with City staff to develop interface specibcatknvs document. •Use an Accela web serace or other tod to implement"interface functionality based on the specifications. •Budd all aspects of the interface that interact directly with the Acoda Gvic Platform City Resoonsibilities: •Provide timely and appropriate responses to is]Ctbe's request for information. •Provide system and access to individuals to provide required details of system interface, •Allocate the time for qualified business and technical experts for the testing sessions that are critical to the protect success. •Identify and coordinate any retaled tools used to implement the interface{3rd party or in-crouse development). r •Assist in the interface specification development aril delta mapping process. L t3U s[Cube]Inc Professional Services Agreement-Technology Rev.9/2017 Page 24 of 37 City Secretary Contract No. •Review and approve the interface specification documents •Work with Third Party Data Sources to determine best methods of interfacing to Accela system. •Validate interface through testing. •Work with 3r party to ensure data from Accele is in correct format. •Updates to interface:postgoatve,due to changes in 3�'parly system or Oty business processes. kgptarce Cn'teria: •Renew and approve the Interface Specifications document. •Demonstration and approval of the completed interface as per the requirements detailed in the interface specifications document,and City Luer Acceptance the interface interacts directly with the Accela Civic Platform. A tame Remow Peri •The City of Fort Worth will have 10 business days to review the deliverables.if no critical issues or feedback is reported within the 10 days,the ddiverat le is considered approved by the City.Upon delivery of initial feedback and mutually agreed upon, [slCube will complete the necessary changes and updates.The second and final review wtli have 3 business days for acceptance.If there are any third-party issues that need to be resolved,the 10-day review cycle only starts after that third-party is$lie is resolved, DELIVERABLE 3:Develop additional end-user self-service features 3-1 CITIZEN ACCESS CONFIGURATION [s]Cube will make distinct updates to the citizen;portal pages including adding page flow components,link attachments to an existing defined page flow setup,updating ttne section,adding instructional text with City language,inducting descriptive help instructions for specific City defined data fields,or updating the online cisclaimer text.Each update to the citizen portals and sections are considered a single action change In terms of specific output,the fdlowo%ng wail be executed for this delrveratye: s Cube Re• nsitilitles' •Deliver modified or new ACA page flow to satisfy the requirements of this prcgect. •Provide timely and appropriate responses to City's request(or information. •Configure distinct updates to the citizen portal pages,based on City feedback. •Conduct meetings via email,v eb conference andor phone to demonstrate the loaded citizen access branding,citizen portal pages and sections updated and payment acceptance in environment,based oil Qty feedback. City Responsibilities: •Provide timely and appropriate responses to[s]Cube requests for in tormabon. •City staff must review and test all Citizen Access configuration and provide feedback to[s]"Uba based on the agreed kipm project pian timeline. •Schedule appropriate Gty staff participants and meeting locations for activities. Acceptance Criteria: •Demonstration of the operational Citizen Access functionality such as review of the updated citizen portal page.. DELIVERABLE 4:Training end-users in the operation of Accela Is]Cube will provide tailored training to the City based on the work completed with this project.Fdiowng is a listing of topics to be included in the training: 1. Train-the-trainer 2 Accela Business Rae ScnptN Usage{Basic} 3. Accela Citizen Access Admin 4. Ad Hoc Report Writer training, 5. Report Writer training, 6 EDR training •I nrernet access and PGs are required for the training. •There are no rrvtrtmumo attendance requirements for the braining rS -1 •Training will take place on-site at tuna City's facil€tles, [_bei it s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 25 of 37 City Secretary Contract No. LslCCube RM2nsibilities: •Provide to the qty the Success Community welosde,demonstrate how to register and login,along with Crow to search for and find the online training content •Provide to the City the classes and materials for the trainingienahlement of the Accela sdutton. City Res>,on�bi rW: •Sept and provide the Success Community website to the staff users who writ require the online training content. •Ensure that users are proficient in using PCs as a prerequisite before accessing the online trainirsg content. •Ensure that users are familiar with use of standard Internet browsers as a prerequisite for the course. •Ensure City staff participates in[s[Cube lead classes. AcceptanceCriteria, •Access Accda Success oriline training. •Completed[s}Cube lead training DELIVERABLE 5:Creation of workflows to move permits through the system [s[Cube will provide distinct updates to existing workflow processes that currently exist or that have been maWy configured or modified in Deliveratie 1.The City will indicate wNch werklow Process to update.Distinct worklow process updates include renaming,adding,of removing a wa klow task or%aklow task status result.Each edit,update of remove of a voklow task, worklow,status result is considered a dstinct single action change. Any changes in the delivered record types resuhng in downstream affects,such as name changes or workflow changes that break automation scripts or reports.will be the responsivity of the Oty to resolve or the City can acquire[sjCube services through a change order at current T&M service rates,[stCube M.provide their expertise and inform the City of any changes that well have downstream impacts poor to making the changes. In terms of specific output,the fdlmrig will be executed for this deliveratie lsiCube Responsibilities: •Provide timely and appropriate responses to City's request for information. •Update existing wxrklow processes in the environment,per City requirements and based on the City feedback. •Create newwworklow processes in the environrrwnt,per City requirements and based on the Gty feedback. •Conduct meetings via email,web conference anNor phos to demonstrate the updated wtxklow process andlor inspection groups in environment,based at City feedback. Get Rem •Provide timely and appropriate responses to tsjCabe requests for information. •City staff must provide a list of distinct wort low process updates based on[s[<Cube and Gty agreed upon project plan timeline •City staff must review and test all wvrklow processes configuration and provide feedback to[s[Gabe based on the agreed upon protect plan timeline Acceptance Criteria •Confirm bon of distinct CityvZukflow process and inspection group updates byloggng into Civic Platform with valid credentials and Gty User AccWance of the worklow execution. DELIVERABLE 6:Creation of Reports tsjCube will develop reports per requirement;provided by the City The following will be executed with this ddrverabie islCube Resuonsibiilres, •Develop reports based on the reports and letters needed to satisfy the requirements of this project. •Provide timely and appropnate responses to Gty's request for information. •Provide the City with the report specifications and mockups for approval. 171 1 L btj 12 s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 26 of 37 City Secretary Contract No. •Conduct meetings via emal,vvab conference and/or phone to review the developed reports to ensure that development satisfies the specified requirements. City Responsibilities. •Provide timely and appropriate responses to[s]Cube requests for information. •Arrange for the availability of appropriate City staff to review the report specifications and completed reports. •City staff must review and test all ruts and provide feedback to[s)Cube based on the agreed upon project pan timeline. • Schedule appropriate City staff participants and meeting locations for activities. Acceptance Criteria •Confirmation by the City that the reports have been developed according to specification. DELIVERABLE 7:Migration of historical data to City Accela Environment Data conversion of historiclegacy data from the City system is a critical activity for the success of this project.The[s]Cube team is h igHy experienced in planning for,and executing these activities and will work closely with City staff to ensure a successful transition of data.Specifically,the[-,]Cube team wilt work with City to understand the data source,how it is used,More their date Wit be stored in Accela Civic Platform and the duality of that data. Often multiple sources store and manage similar information and decisions need to be made about the authoritative source.It is also common to find that data sources have not had strong controls and the accuracy is questionable or there is messing data. There are techniques and tools that[s]Cube will use in order to gain an understanding of the current state of the City's data so that decisions can be made about data quality and what to convert,Upon completion of the data analysis,mapping of historicalAegacy data sources will begin oath the Accela mapping tool and conversion iterations.[s]Cube provides release notes during these conversion tests to verify data is being transferred comely(e.g.,number of records and expectedvelues in fields) ]s]Cube will lead the conversion etfot and specifically assist in the following areas:data mapping,script development for conversion,assistance in data testing and validation,and w th the planning and execution of the final data conversion.for conversions,it is expected and anticipated that the City At provide resources knowledgeable with the historical data to assist in the data migrationlconversion effort.The rewired data mapping effort will be a conducted by[s]•Cube personnel with assistance from the City. Provide data sanding to validate via reporting of data conversion results with a success rate of 98%Orae the data mapping has been defined.[slCube veil ask that a representative of the City to sign-off on the data crops. [s]Cube will be responsible for the data conversion programs to load data from the staging tales to the Accela Civic PlabWnri database.[s]Cube wilt conduct Analys"app rig and Data Conversion Developmentkir each Legacy system that will be have data converted into Accela within the scope of this iniplernantation. DELIVERABLE 7A:Historical Data Conversions Analysis Upon receipt of City's Legacy data.(s]Cu be vWI create a Data Conversion Mapping Document detailing the data conversion process,mutually agreed upon requirements and mapping of City`s historical data into Accela Civic Platform In terms of speck output,the following will be executed for this deliverable •Historical Data Conversion Mapping Document •Report of conversion results with a 98%success rate. IslCuba Re=nsibilities: •Work with the Cily to define and document historical data elements that are required for the conversion. •Facilitate the data analysis and mapping process, •Cempslele the Data Conversion Specifications Document. ON Ra�onsifu ht es: •Provide historical data in acceptable formats such as delimited files(pipe,carat,comma)and database dumps. •Provide subject matter experts on the data source to help[slCube in identifying key components of the historical data •Provide subject matter experts on the historical configuration to aid in the data mapping process •Review and sign•off on completed Data Conversion Specifications document. rS L b e� 13 s[Cubel Inc. Professional Services Agreement-Technology Rev.9/2017 Page 27 of 37 City Secretary Contract No. Acceptance Crnteria. The Historical Data Comvervon Specifications document identifies historical data elements that wall be converted into Accela Gvic Platform as awl as dmument special consideration(ex.merging data sources,phasing,etc.) Acceptance Review Period. •Ten(10)business days total. DELIVERABLE 78:Historical Data Conversion Development Upon City approval of the Hstorical Data Conversion Specifications document,(Deliverable 10A),[sjCube well provide a program(s)to ingrate appropriate historical data into Acoda Qvic Platform Upon receipt of the conversion from[s]Cube,the City DBA([sjCube M1 worts with City to load the data)Ml load the data into the development or Test environment for validation, to terms of specific output,the following writ be executed for this deliverable. •Completion of rngrated data into Accela Civic platform development cr test environment ):sjCube Responsibilities: •Scrub and fxmat data into form regrtired toload successfully into Accela. •Provide a program to migrate historical data into the City's AA test database environment Eachdata conversion 41 include up to Wee(3)conversion loads for client testing •Validate the successful completion of the migration of historical data into the qty's test environment City Responsibilities, •Providing historical data in acceptable formats such as delimited files(p>ipe,carat,comma)and database dump •Assist in the execution of the data conversion program and proviclee access to environments as needed •Provide resources to validate the conversion statistics and the quality of the data converted into Accela qwc Plafform, Acceptance Qitena_ •Historical data has been converted to Accela Ovtc Platform testing environment according to the Data Conversion Mapping document and City expectations. &4 wlance Reew Period: •Ten(10)business days total. IMPLEMENTATION PLAN (sjCube wail adhere to an Agile Scrum framework tailored for the City and the Accela Gvic Platform.The methodology is an adaptation of Agile methods to wink wnthin this prelect's unique constraints of fixed price and fixed scope,a low risk tolerance; geographically distributed development teams,and implementation and custornizakon of a COTS product, The Agile framemrk for this prefect defines a series of 4 types of sprints 1)Foundation Analysis Sprint(Sprint Zero)—Upon project start,the team-Ml begin Wath a Sprint Zero to further elaborate the Release 1 product backlog(requirements analysis gathering)Wath focus on elaborating the Sprint 1 backlog iterns to a"ready for building`leve!of detall 2)Construction(Build)Sprints-Fdlowang Sprint Zero,construction begins through a series of time-boxed build Sprints The team uses the ouhpufs from the Sprint Zero to inform the solution architecture,configure the solution foundation,and develop the technical components.Workuig software is delivered during the sprints,with conversions,interfaces and reports developed concurrently.Sprints are time-boxed in order to maintain the integrity of the delivery timeline.Within a sprint,development proceeds according to the established priooties.The product developed in each sprint is mviewred and validated by the Product Owner with support from City Subect Matter Experts(SMEs),often through a walk through;facilitated by the developer,of each use case in the system. 3)Readiness(Production Release)Sprints-Completion of the planned sports is entry criteria for Production Release splint(s), during which the team completes frail end-to-end and regression tests,performs the final data conversions,and promotes the softwvare to production. rs 1 L btj Ya s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 28 of 37 City Secretary Contract No. 43 Warranty Period 90 days—Fdl owing production go-live,(s]Cube will provide a ninety(90)day post-production warranty period The knplementation Plan for ilia project will adhere to the following pro]ecUsprini schedule: 1. Sprint Zero v%dl begin on February 19,2018 and conclude on February 26,2018.During this initial sprint[s)Cube will work vwth City to list and refine the requirements backlog. 2. There wll to six build sprints between February 26,2018 and May 21,2018.During these sprints[s]Cube wit complete the requirements associated with deliverables 1—6,The requirements will be delivered in the priority order dictated by the City-'Note"work for deliverable 7 will begin during Sprint 5 3. There will be a production release mini sprint thatvll begin on May 21,2018 and conclude on the May 30,2018.All development will be migrated to the testing environment on May 211.. During this phase,(sj Cube along with the Qty 41 perform validation testing to ensure that all of the desired functionality is waking as expected 4. The first production migration,which will consist of deliverables 1-6,will be complOed on May 31,2018. 5 Between June 4,2018 and June 22,2018,we will begin the process to migrate and validate the converted data. 1-Y Conversion run wait be loaded into development emnronment(supp)on June 41' Citywill review data between June 5;2018 and June W,2018. NJ Cube will resolve any issues identify by the City by June 13f 2018(2J Conversions run). uty will validate conversion fixes by June 15,2018. [s]Cube ill migrate converted data into the testing environment on June 18,2018 City will validate the datalooks good in the testing environment by June 22,2018 o The second production migration..which watt consist of deliveiatle 7;wall be completed on June 29,2018 The coanveded data will be loaded into production 1 Am/post go-live conversion issues identified will be supported by the 90 day warranty being provided to the City Maintenance and Support Philosophy and Service Model Our execution strategy incorporates proven methoddogies,extremely qualified personnel,and a highly responsive approach to managing deliverables.Follovwng is a description of our project methods,inctuding hoax the project wit be developed„a proposed timeline of events,and reasons far why we suggest developing the project as described. To meet the request from the City,(s]Cube will deploy a dedicated staff to familiarize themselves with the current implementation of the Accela product at the Ciry Concurrently:m team will continue to address any immed ate resolution reeds such as configuration modifications,development of reports,etc.While dating this we will document ell changes that we have made to resolve issues and/or increase efficiencies to the public user,as well as the back-office stall. [s]Cube is planning to operate off-site for this engagement and MI not need arty additional space to be provided by the City As such,we will also not require any additional equipment,or space for equipment Through the course of this engagement,[s)Cube wit provide the pity with monthly status reports detailing the number of issues assigned to the team and the number issues resdved by the team.We will also include information on these issues regarding dates opened and dosed(to allowfor aging and service levet metrics),resolution details and pricrifizahon The Client Support Manager wit meet with the City on,at minimum,a weekly basis to discuss performance,priorities,and any other topics that the City feels to be relevant in that meeting. rs L bei Is s[Cubei Inc. Professional Services Agreement-Technology Rev.9/2017 Page 29 of 37 City Secretary Contract No. Customer Service (s]Cube prides ourselves in client responsiveness and delivering quality results by fully immersing ourselves in the clients business processes and customer tendencies and intricacies.By dedicating staff to rewewand refine existing scripts and configuration,we will begin to undolstand your business practices and regulations and ultimately begin to fed as it we are a part of your staff In the event of an issue that needs our attention,the City would contact ouf client support manager that is focused on your support needs.Once the situation has been discussed,the client support manager poli identify the right resource or resources from the dedicated team to be dispatched for resolution,As the team works through the issue,the client support manager will keep the Crty informed of status,and at tires may come back to the City for additional information to be used for resolution. Uhmately,minimizing the impact of any issue to the City and'or is constituents is our goal.Our team will work with you to understand the problem,classify the issue into one of our mutually agreed to Service Level Goals,prioritize its resolution,and provide informative status updates along the way. 7'abk 3-f4cube San e l cue!Cso9h Classification Description/Example Service Level Goal Critical Issues identified within this group Response-9 Hour are catastrophic to the business arae Resolution or Accepted Temporary the performance of the system,and Wo karound-24 Hours should be dealt with immediately to continue prmicing services to constituents.This classification assumes that the system is offline and not functioning Ex.Unable to connect to the application,unable to authenticate to the application Maor lssues identified within this group Response-4 Horns undermine the amity for Resolution or Accepted Temporary constituents or Department Workaround-72 Fours personnel to perform tran3a€6ons in I the appiicetion, Ex,Unable to process payments, unable to advanceworktlow Normal Issues identified within this group Response-I Day are typically those that has an Resolution or Accepted Temporary acceptable workaround in piaceor Workaround-2 Weeks that do not have a direct impact on the ability,to corrgiete transactions Exunable to prod<rce r Drt Mucor Dues identified within this group Response-I Day are nuisances or cosmetic typtally Resolution or Accepted Temporary They have no impact on the ability Workaround-t Month to complete transactions PRICE PROPOSAI. 17. -1Implementation and Training Pricing L btj 16 s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 30 of 37 City Secretary Contract No. thliry , Configuration/Scripting 18W $136,500.00 DeNverablas(1,3,6) Report Development 120 $15,$00.60 Deavemble 8 Data Conversion 320 $41,600.00 Deflverable EDR Implementation 160 s20,800.00 Deliverable Training 46 $5,20000 Deliverable 4 Total; 1$219.700M Post-imp1merMWn Support Pricing (sPube will provide a Wday warranty period post corriple6on of all the project requirements.Any additional support required after the 90-day warranty period can be provided at the rate of$130 per hour. Invoicing (s)Cube 41 invoice the City on a deliverable basis.The payment schedule is based on:the nature and scope of the Services and associated Deliverables outlined in this document,the expected staffing requirements,project schedule,[%]Cube`s and Customers roles and responsibilities and the other assumptions set forth in this SOW.Monthly progress is determined by the project plan.As part of the protect plan development[s]Cube and the City will develop criteria for measuring deliverable progress.Should(s)Cube fall more Man 5 business days behind the pan and ddiverabie progress based on these criteria and Without date"outside the control 01 tsjCube,the City M Withhold payment until such a time as[s]Cube has caught up on progress.As will it[s]Cube can exceed the timeline then the monthly invoice payment may include more than one month d the deliverable progress criteria is met, 1 May 31 2018 $178,100 2 June 30 2018 $41600.00 IT, CU e 17 L j s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 31 of 37 City Secretary Contract No. EXHIBIT B PAYMENT SCHEDULE s[Cube] Inc. will invoice following completion of deliverables as described in Exhibit A Statement of Work. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 32 of 37 City Secretary Contract No. EXHIBIT C MILESTONE ACCEPTANCE FORM Services Delivered: Milestone/Deliverable Ref. #: Milestone/Deliverable Name: Unit Testing Completion Date: Milestone/ Deliverable Target Completion Date: Milestone/Deliverable Actual Completion Date: Approval Date: Comments(if needed): Approved by Consultant: Approved by City Department Director: Signature: Signature: Printed Name: Printed Name: Title: Title: Date• Date: For Director Use Only Contracted Payment Amount: Adjustments, including penalties: Approved Payment Amount: s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 33 of 37 City Secretary Contract No. EXHIBIT D NETWORK ACCESS AGREEMENT 1. The Network. The City owns and operates a computing environment and network (collectively the "Network"). Consultant wishes to access the City's network in order to provide professional consulting services for the development, implementation, data migration and training to consolidate permitting processes for Planning and Development. In order to provide the necessary support, Consultant needs access to description of specific Network systems to which Consultant requires access to internet, intranet and Accela software. 2. Grant of Limited Access. Consultant is hereby granted a limited right of access to the City's Network for the sole purpose of providing development, implementation,data migration and training to consolidate permitting processes for Planning and Development. Such access is granted subject to the terms and conditions forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic Communications Resource Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of this Agreement for all purposes herein and are available upon request. 3. Network Credentials. The City will provide Consultant with Network Credentials consisting of user IDs and passwords unique to each individual requiring Network access on behalf of the Contractor. Access rights will automatically expire one (1) year from the date of this Agreement. If this access is being granted for purposes of completing services for the City pursuant to a separate contract,then this Agreement will expire at the completion of the contracted services, or upon termination of the contracted services,whichever occurs first. This Agreement will be associated with the Services designated below. 3.1. Services are being provided in accordance with City Secretary Contract No. Contract No.; 3.2. Services are being provided in accordance with City of Fort Worth Purchase Order No. PO No.; 3.3. © Services are being provided in accordance with the Agreement to which this Access Agreement is attached. 3.4. No services are being provided pursuant to this Agreement. 4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed annually if the following conditions are met: 4.1. Contracted services have not been completed; 4.2. Contracted services have not been terminated;and 4.3. Within the thirty (30) days prior to the scheduled annual expiration of this Agreement,the Consultant has provided the City with a current list of its officers,agents,servants, employees or representatives requiring Network credentials. Notwithstanding the scheduled contract expiration or the status of completion of services,Consultant shall provide the City with a current list of officers. agents, servants, employees or representatives that require Network credentials on an annual basis. Failure to adhere to this requirement may result in denial of access to the Network and/or termination of this Agreement. 5. Network Restrictions. Contractor officers,agents,servants,employees or representatives s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 34 of 37 City Secretary Contract No. may not share the City-assigned user IDs and passwords. Consultant acknowledges, agrees and hereby gives its authorization to the City to monitor Contractor's use of the City's Network in order to ensure Contractor's compliance with this Agreement. A breach by Contractor, its officers, agents, servants, employees or representatives, of this Agreement and any other written instructions or guidelines that the City provides to Consultant pursuant to this Agreement shall be grounds for the City immediately to deny Consultant access to the Network and Contractor's Data, terminate the Agreement, and pursue any other remedies that the City may have under this Agreement or at law or in equity. 5.1. Notice to Consultant Personnel — For purposes of this section, Consultant Personnel shall include all officers, agents, servants, employees, or representatives of Contractor. Consultant shall be responsible for specifically notifying all Consultant Personnel who will provide services to the City under this agreement of the following City requirements and restrictions regarding access to the City's Network: 5.1.1. Contractor shall be responsible for any City-owned equipment assigned to Consultant Personnel, and will immediately report the loss or theft of such equipment to the City; 5.1.2. Contractor, and/or Consultant Personnel, shall be prohibited from connecting personally-owned computer equipment to the City's Network; 5.1.3. Contractor Personnel shall protect City-issued passwords and shall not allow any third party to utilize their password and/or user ID to gain access to the City's Network; 5.1.4. Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic Communications Resources as described in the City's Administrative Regulation D7; 5.1.5. Any document created by Consultant Personnel in accordance with this Agreement is considered the property of the City and is subject to applicable state regulations regarding public information; 5.1.6. Contractor Personnel shall not copy or duplicate electronic information for use on any non-City computer except as necessary to provide services pursuant to this Agreement; 5.1.7. All network activity may be monitored for any reason deemed necessary by the City; and 5.1.8. A Network user ID may be deactivated when the responsibilities of the Consultant Personnel no longer require Network access 6. Termination. In addition to the other rights of termination set forth herein, the City may terminate this Agreement at any time and for any reason with or without notice, and without penalty to the City. Upon termination of this Agreement, Consultant agrees to remove entirely any client or communications software provided by the City from all computing equipment used and owned by the Contractor, its officers, agents,servants,employees and/or representatives to access the City's Network. 7. Information Security. Consultant agrees to make every reasonable effort in accordance with accepted security practices to protect the Network credentials and access methods provided by the City from unauthorized disclosure and use.Consultant agrees to notify the City immediately upon discovery of a breach or threat of breach which could compromise the integrity of the City's Network, including but not limited to, theft of Contractor-owned equipment that contains City-provided access software, termination or resignation of officers, agents, servants, employees or representatives with access to City- provided Network credentials,and unauthorized use or sharing of Network credentials. s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 35 of 37 City Secretary Contract No. (signature page follows) ACCEPTED AND AGREED: CITY OF FORT WORTH: s[Cube] Inc.: 1 By: By: sa C.- ,4ij SusUtaity is N me: aileab Samuel Ass �, ' Manager Title: Chief Executive Officer Date: "� ' Date: APPROVED AS TO FORM AND LEGALITY: By: zdffj, *4� ---- J n trong Assistant CitZ ey ATTEST: 1 14 By: &J.Kayserecretary XA*S OFFICIAL RECORD CITY SECRETARY IST.WORTH,TX s[Cubel Inc. Professional Services Agreement-Technology Rev.9/2017 Page 36 of 37 City Secretary Contract No. EXHIBIT E VERIFICATION OF SIGNATURE AUTHORITY Full Legal Name of Consultant: s[Cube] Inc. Full Business Address: 251 State Street, Suite 302, Schenectady,NY 12305 Services to be Provided: Professional consulting services for the development, implementation,data migration and training that will enable the City to successfully consolidate CFA, IPRC and Construction permitting processes within Accela software. Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or positions have the authority to legally bind the Consultant and to execute any agreement,amendment or change order on behalf of Consultant. Such binding authority has been granted by proper order, resolution,ordinance or other authorization of Company. The City is fully entitled to rely on the warranty and representation set forth in this Form in entering into any agreement or amendment with Consultant. Consultant will submit an updated Form within ten (10) business days if there are any changes to the signatory authority. The City is entitled to rely on any current executed Form until it receives a revised Form that has been properly executed by the Consultant. 1. Name: A l a vi �V ✓ `r �' Position: C. T-0 Ignature 2. Name: f Ito j v� Posi 'on: ''c 62 Aq� Si ature 3. Name: Position: Signature Nam ' 1, �(,Mvti Si ature of Pre ident/CEO Other Titles Date: 31 5 1, U l " s[Cube]Inc. Professional Services Agreement-Technology Rev.9/2017 Page 37 of 37 Offloal site of the Co of Fort Worth,Texa!; -FORT CITY COUNCIL ,Agh]0A 4RT11 A COUNCIL ACTION: Approved on 316/2018 REFERENCE.,, 041MPLEMENTATION OF DATE: 3/6/2018 NO.: C-28596 NAME: INFRASTRUCTURE DELIVERY PROCESSIMPROVEMNT CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize a Nine-Month Professional Services Agreement with [s] Cube Inc., in the Amount of$252,655.00 for Improvement of Accela Through Consolidation of Community Facilities Agreement, Infrastructure Plan Review Center and Construction Project Lifecycles (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize a nine-month Professional Services Agreement with [s] Cube Inc., in the amount of$252,655.00 to improve Accela through consolidation of data, workflows and related processes in the execution of contracting for and acceptance of developer-led infrastructure construction for Community Facilities Agreement, Infrastructure Plan Review Center and Construction project lifecycle. DISCUSSION: This Mayor and Council Communication is to authorize a nine-month professional services agreement with [s] Cube Inc., for Accela consolidation of Community Facilities Agreement (CFA), Infrastructure Plan Review Center (IPRC) and Construction processes. These processes comprise the project life cycle for application submission, reviews, approvals, inspections and final closeout of construction and related activities pertaining to infrastructure, residential and commercial new construction, additions and remodels. The independent yet inter-related processes follow complex, but mostly manual workflows that have recognized inefficiencies due to many factors, not the least of which is the lack of a consolidated tool set and data store for data input, retrieval and reporting across all groups. City leaders launched the Infrastructure Delivery Process Improvement project to identify areas of needed improvements related to contracting for and acceptance of developer-led infrastructure construction. The goal was to reduce lead times, redundancy and variation, eliminate bottlenecks, improve communication and expedite processing activities. Implementation of these revised processes has begun and includes a goal of consolidating the systems supporting these processes into a single data store to standardize across all touch points. This phase of the Infrastructure Delivery Process Improvement project addresses the need to identify a common toolset to house CFA, IPRC and Construction activities to improve workflows using Accela. M/WBE OFFICE -A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Department and approved by the M/WBE Office, in accordance with the BDE Ordinance, because the purchase of goods or services is from sources where subcontracting or supplier opportunities are negligible. The project will commence upon Council approval of this M&C, final execution of the Professional Services Agreement and creation of the purchase order to [s] Cube Inc. It is anticipated that the project will complete within six months and include a 90-day warranty program that will extend vendor support beyond project completion. e - mgq, CERTIFICATE OF INTERESTED PARTIES FORM 1295 l of l Complete Nos.l-4 and 6 it there are interested parties. OFFICE USE ONLY Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity tiling form,and the city,stale and country of the business entity's place Certificate Number: of business. 2018-312107 [s]Cube Inc Schenectady, NY United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 02/09/2018 being filed. The City of Fort Worth-Planning and Development Department Date Acknowle 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. Infrastructure Delivery Proces Software Implementation Services Nature of interest 4 Name of Interested Party City,State,Country(place of business) (check applicable) Controlling I intermediary (s]Cube Inc Schenectady,NY United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is ` N, I e pio v/1 Q moc I and my date of birth is 312LIJIq43 My address is 2 S Jmejit ✓U 111�i " A 17.305-- , L)> (street) (city) ' (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. `1 q Executed in `S V ° ' / County. State of Ne� y,k on the 1 day of N .2019 (month) (year) Signat f authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.elhics.state.tx.us Version V1.0.5523