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HomeMy WebLinkAboutContract 38067+,CLOG\*#S, Statement of Work for Consulting Services Prepared for City of Fort Worth, 0812912008 CITY SECRETARV coNTRAOT NO Statement of Work: System Implementation This agreement is between the City of Fort Worth ("Client"), 1000 Throckmorton Street, Suite 202, Fort Worth, TX 76102 and KS2 Technologies, Inc. ("KS2"), 1020 Mustang Dr. Grapevine, TX. The services to be performed by KS2 Technologies Inc. as detailed in this Statement of Work ("SOW") will constitute the agreement of the parties with respect to the services to be provided by KS2 Technologies hereunder. Scope of Work KS2 will provide the services to install a new IBM System i Model 525 with responsibilities as detailed below. KS2 Responsibilities • Conduct a planning meeting with the Client to develop detailed schedule. • Provide physical specifications and requirements for the servers and other equipment. • Install the HMC to support the server. • Install the server and associated equipment in proper order and location and ensure that the equipment is functioning. • Partition the server to support the production and development environments. • Install appropriate level of i5/OS (performing a "prior -release" upgrade from V5R2 to V5R4) and required IBM licensed programs. • Create test production environment. • Migrate data and applications from the existing IBM models 810 and 720 to the corresponding partitions. • Provide basic training on the use of partitioning and of the HMC. Client Responsibilities • Participate in a planning meeting to develop detailed schedule. • Provide physical space for the servers. • Provide power connections required for new servers. • Contact 3rd party software vendors to obtain: • Software keys, • PTFs • Manage problem reporting and problem resolution activities with all vendors. • Provide access by KS2 personnel to the new server and passwords and facilities as required to complete all tasks. • Provide primary point of contact that will be available to provide information and decisions related to the engagement in a timely manner. • Provide workspace for KS2 staff and any necessary facilities for meetings, discussions, and demonstrations. • Provide all necessary connectivity, including internet access, to networks or applications as required to fulfill the roles and responsibilities outlined above. Any activities or deliverables not explicitly addressed in this SOW are considered "out of scope" and, therefore, are not included in the services described herein. OFFICIAL RECORD CITY SECRETARY FT, WORTH, TX Printed on 12/11/2008 Project Budget This is a fixed cost engagement priced at $20,000. Payment is due in full at commencement of project. Out of scope work performed by KS2 personnel will be invoiced on an hourly basis at the rates stated below. These hourly rates are effective for a period of 12 months from the execution date of this agreement. Rate Managing Partner / Director $175/hour Sr. Developer/System Administrator $150/hour General Terms All payments are due net thirty (30) days from the invoice date. If any invoice is over ninety (90) days late, KS2 may suspend further performance of any and all duties and obligations under this Agreement or as specified in the SOW until all outstanding invoices are paid in full, provided that KS2 first provides written notice to Client of its suspension of this Agreement. This agreement is not valid if authorized more than thirty (30) calendar days than the date printed on the bottom of this document. During the period this Agreement, as defined in the SOW, and for a period of twenty four (24) months thereafter, each party (both Client and KS2) agree it will not, without the prior written consent of the other party, solicit the employees or agents of the other party for the purpose of offering them employment, retain an employee or agent of the other party, or interfere with the current employment of any employee of the other party, which provision will not apply for any employee who responds to an openly published solicitation for employment. Limitation of Liability Each party and its affiliates' entire and collective liability arising out of or relating to this Agreement or the performance of the services hereunder, regardless of the form of action, whether in contract, tort, statute or otherwise, shall not exceed the total amount paid for services rendered under this agreement up to a cap of one million dollars ( $1,000,000) with an annual aggregate of one million dollars ( $1,000,000 ). BOTH PARTIES FURTHER AGREE THAT NEITHER PARTY NOR ITS AFFILLIATES WILL BE LIABLE TO THE OTHER OR ITS AFFILIATES FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR SPECIAL DAMAGES, LOST PROFITS, LOSS OF BUSINESS OR ANTICIPATORY PROFITS, EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING NOR FOR ANY CLAIM OR DEMAND AGAINST THEM BY ANY THIRD PARTY. Warranties KS2 warrants that the services performed under this Agreement ("Work Product") shall be completed in a professional manner, by qualified personnel, and in conformity with generally accepted standards within KS2's industry. KS2 warrants that it will perform the services and prepare Work Product in all material respects in accordance with the requirements set forth in this Agreement, or as set forth in specifications mutually agreed upon by the parties. KS2 warrants that it will use best efforts to complete the services in accordance with the time frames and milestone dates set forth this agreement. KS2 does not warrant that any software provided or implemented under this agreement will perform uninterrupted or error free. Printed on 12/11/2008 2 of 3 NEITHER PARTY MAKES ANY EXPRESS OR IMPLIED WARRANTIES, EXCEPT AS SET FORTH IN THIS SECTION, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Authorization In witness whereof the parties have executed this Agreement by their duly authorized representatives: City of Fort Worth Name FORM .PN® 1,EGAUT Y: �kTY ATTO�N�Y o) Contract Autherizatiola Printed on 12/11/2008 KS2 T Dan Shinedling, Jr. Name President Title CITY SECRETARY FT. WORT14 3of<