HomeMy WebLinkAboutContract 56950 FORT WORTH CSC No.56950
CITY OF FORT WORTH
COOPERATIVE PURCHASE AGREEMENT
This Cooperative Purchase Agreement ("Agreement") is entered into by and between Carahsoft
Technology Corporation ("Seller") and the City of Fort Worth, ("Buyer"), a Texas home rule
municipality.
The Cooperative Purchase Agreement includes the following documents which shall be construed in the
order of precedence in which they are listed:
1. This Cooperative Purchase Agreement;
2. Exhibit A—City's Terms and Conditions;
3. Exhibit B—Conflict of Interest Questionnaire.
5. Exhibit C—Texas Department of Information Resources DIR-TSO-4288;
6. Exhibit D—DIR-TSO-4288 Pricing Index
7. Exhibit E—Network Access Agreement
8. Exhibit F—Carahsoft Questica Statement of Work and Pricing
Exhibits A,B, C,D,E, and F which are attached hereto and incorporated herein, are made a part
ofthis Agreement for all purposes. Seller agrees to provide Buyer with the services and goods included
inExhibit C pursuant to the terms and conditions of this Cooperative Purchase Agreement, including all
exhibits thereto. In the event of a conflict between Exhibit A—City's Terms and Conditions and Exhibit
C — Texas Department of Information Resources DIR-TSO-4288, then Exhibit A — City's Terms and
Conditions shall control,but only to the extent allowable under the DIR-TSO-4288.
Buyer shall pay Seller in accordance with the fee schedule in Exhibit C and in accordance with
the provisions of this Agreement. Total payment made under this Agreement for the first year by Buyer
shall not exceed One Million, Three Hundred Forty-Six Thousand, One Hundred Eighty-Eight and
60/100 dollars ($1,346,188.60). Seller shall not provide any additional items or services or bill for
expenses incurred for Buyer not specified by this Agreement unless Buyer requests and approves in
writing the additional costs for such services. Buyer shall not be liable for any additional expenses of
Seller not specified by this Agreement unless Buyer first approves such expenses in writing.
The term of this Agreement is effective beginning on the date signed by the Assistant City
Manager below ("Effective Date") and expires on February 21, 2023 to coincide with the Cooperative
Purchase Agreement.Buyer shall be able to renew this agreement for two(2) additional one-year renewal
options by written agreement of the parties.
The undersigned represents and warrants that he or she has the power and authority to execute
this Agreement and bind the respective Vendor.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 1 of 61
CITY OF FORT WORTH:
CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
By: Valerie Washington(Jan 7,2.02210:26 CST) responsible for the monitoring and administration
Name: Valerie Washington of this contract,including ensuring all performance
Title: Assistant City Manager and reporting requirements.
Date:
Jan 7,2022
David zellmor
APPROVAL RECOMMENDED: By: David Zell me r(Jan 6,202218:02 CST)
• Name: David Zellmer
Title: Sr. IT Solutions Manager
By: APPROVED AS TO FORM AND LEGALITY:
Name: Kevin Gunn
Title: IT Solutions Director
ATTEST: ,oa
�F°°°°°°°°°�,�a By:
°° °°0
0,� Name: Taylor Paris
a ° °
-o o�0 Title: Assistant City Attorney
.7�`I`IG��G c1. C7000��GG 0 2d
Jannette S.Goodall(Jan 10,2022 06:58 CST) °°° CONTRACT AUTHORIZATION:
00000 By: Name: Jannette Goodall aa��TExpS�Op M&C: 21-0936
��u��4 Authorized: December 14,2021
Title: City Secretary 1295. 2021-827940
SELLER:
Carahsoft Technology Corporation ATTEST:
By: 7 By:
Name: Colby Bender Name: Kristina Smith
Title: Contracts Team Lead Title: Director of Contracts
Date: 12/31/2021
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Cooperative Purchase Page 2 of 61
Exhibit A
CITY OF FORT WORTH, TEXAS
STANDARD PURCHASING TERMS AND CONDITIONS
1. Termination.
1.1. 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.
1.2. 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 Vendor 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.
1.3. Duties and Obligations of the Parties. In the event that this Agreement is terminated prior
to the Expiration Date,the City shall pay Vendor for services actually rendered up to the effective date of
termination and Vendor 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, Vendor shall provide the City with copies of all completed or partially
completed documents prepared under this Agreement. In the event Vendor has received access to City
information or data as a requirement to perform services hereunder,Vendor shall return all City provided
data to the City in a machine readable format or other format deemed acceptable to the City.
2. Disclosure of Conflicts and Confidential Information.
2.1. Disclosure of Conflicts. Vendor hereby warrants to the City that Vendor has made full
disclosure in writing of any existing or potential conflicts of interest related to Vendor's services under
this Agreement.In the event that any conflicts of interest arise after the Effective Date of this Agreement,
Vendor hereby agrees immediately to make full disclosure to the City in writing.
2.2. Confidential Information. The City acknowledges that Vendor may use products,
materials, or methodologies proprietary to Vendor. The City agrees that Vendor'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. Vendor, 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.
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2.3. Public Information Act. City is a government entity under the laws of the State of Texas
and all documents held or maintained by City are subject to disclosure under the Texas Public Information
Act.In the event there is a request for information marked Confidential or Proprietary,City shall promptly
notify Seller. It will be the responsibility of Seller to submit reasons objecting to disclosure. A
determination on whether such reasons are sufficient will not be decided by City,but by the Office of the
Attorney General of the State of Texas or by a court of competent jurisdiction.
2.4. Unauthorized Access. Vendor 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. Vendor 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, Vendor
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.
3. Right to Audit.
3.1. Vendor 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 Vendor involving transactions relating to this Agreement at
no additional cost to the City.Vendor agrees that the City shall have access during normal working hours
to all necessary Vendor 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 Vendor not less than
10 days written notice of any intended audits.
3.2. Vendor 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.
4. Independent Contractor. It is expressly understood and agreed that Vendor 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,Vendor 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.Vendor acknowledges that
the doctrine of respondeat superior shall not apply as between the City, its officers, agents, servants and
employees, and Vendor,its officers, agents,employees, servants, contractors and subcontractors.Vendor further
agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between City and
Vendor.It is further understood that the City shall in no way be considered a Co-employer or a Joint employer of
Vendor or any officers,agents,servants,employees or subcontractors of Vendor.Neither Vendor,nor any officers,
agents, servants, employees or subcontractors of Vendor shall be entitled to any employment benefits from the
City.Vendor 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.
5. LIABILITY AND INDEMNIFICATION.
5.1. LIMIMITATION OF LIABILITY - VENDOR 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 HIND OR
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CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT (A) CAUSED BY THE
GROSSLY NEGLIGENTACT(S) OR OMISSION(S), INTENTIONAL MALFEASANCE OR
INTENTIONAL MISCONDUCT OF VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES OR (B) ARISING OUT OF SECTION 2.4 (UNAUTHORIZED ACCESS),
SECTION 5.2 (INDEMNIFICATION) OR SECTION 5.3 (INTELLECTUAL PROPERTY
INFRINGEMENT).EXCEPT FOR THE FOREGOING,NOTWITHSTANDING ANYTHING TO
THE CONTRARY IN THIS AGREEMENT, IN NO EVENT WILL EITHER PARTY OR ITS
AFFILIATES, SUBCONTRACTORS OR SUPPLIERS BE LIABLE UNDER OR IN
CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY,
INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT
LIABILITY, AND OTHERWISE, FOR (I) CONSEQUENTIAL, INCIDENTAL, INDIRECT,
EXEMPLARY, SPECIAL, ENHANCED OR PUNITIVE DAMAGES; DATA, BUSINESS OR
GOODWILL; OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES,IN
EACH CASE REGARDLESS OF WHETHER SUCH PARTY WAS ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, LOSSES OR COSTS OR THEY WERE OTHERWISE
FORESEEABLE; OR(II)AN AGGREGATE AMOUNT EXCEEDING THE TOTAL AMOUNTS
PAID TO VENDOR UNDER THIS AGREEMENT IN THE 18-MONTH PERIOD PRECEDING
THE EVENT GIVING RISE TO SUCH LIABILITY.
5.2. INDEMNIFICATION - VENDOR 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 HIND OR CHARACTER, WHETHER REAL OR ASSERTED, FOR
EITHER PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
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 VENDOR,ITS
OFFICERS, AGENTS, SUBCONTRACTORS, SERVANTS OR EMPLOYEES, SUBJECT TO
SECTION 5.3.
5.3. INTELLECTUAL PROPERTY INFRINGEMENT.
5.3.1. The Vendor 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 5.3.1 each individually referred
toas 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.
5.3.2. Vendor 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 except as provided in
Section 5.3.3.
5.3.3. Vendor 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.
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defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So
long as Vendor bears the cost and expense of payment for claims or actions against the City
pursuant to this section 5, Vendor 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 Vendor 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, Vendor shall fully
participate and cooperate with the City in defense of such claim or action. City agrees to
give Vendor timely written notice of any claim or action under this Section 5,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 Vendor's duty to indemnify
the City underthis Agreement if Vendor has not complied with its obligations under this
Section 5.3.3. 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,Vendor 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 Vendor,terminate this Agreement, and refund all amounts paid to
Vendor by the City, subsequent to which termination City may seek any and all remedies
available to City under law. VENDOR'S OBLIGATIONS HEREUNDER SHALL BE
SECURED BY THE REQUISITE INSURANCE COVERAGE AND AMOUNTS SET
FORTH IN SECTION 7 OF THIS AGREEMENT.
6. Assignment and Subcontracting.
6.1. Vendor 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 Vendor under which the assignee agrees
to be bound by the duties and obligations of Vendor under this Agreement.The Vendor 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 Vendor referencing this
Agreement under which the subcontractor shall agree to be bound by the duties and obligations of the
Vendor under this Agreement as such duties and obligations may apply.The Vendor shall provide the City
with a fully executed copy of any such subcontract.
7. Insurance.
7.1. The Vendor shall carry the following insurance coverage with a company that is licensed
to do business in Texas or otherwise approved by the City:
7.1.1. Commercial General Liability:
7.1.1.1. Combined limit of not less than $2,000,000 per occurrence; $4,000,000
aggregate;or
7.1.1.2. Combined limit of not less than $1,000,000 per occurrence; $2,000,000
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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.
7.1.1.3. Defense costs shall be outside the limits of liability.
7.1.2. 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.
7.1.3. Professional Liability (Errors & Omissions) in the amount of $1,000,000 per
claim and $1,000,000 aggregate limit.
7.1.4. Statutory Workers' Compensation and Employers' Liability Insurance
requirements per the amount required by statute.
7.1.5. Technology Liability(Errors&Omissions)
7.1.5.1. Combined limit of not less than $2,000,000 per occurrence; $4million
aggregate or
7.1.5.2. 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.
7.1.5.3. Coverage shall include,but not be limited to,the following:
7.1.5.3.1. Failure to prevent unauthorized access;
7.1.5.3.2. Unauthorized disclosure of information;
7.1.5.3.3. Implantation of malicious code or computer virus;
7.1.5.3.4. Fraud, Dishonest or Intentional Acts with final
adjudication language;
7.1.5.3.5. 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 Vendor under this Agreement;
7.1.5.3.6. 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 Vendor and may
not exceed $50.000 without the written annro ,a] of the City_ Coverage shall be
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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
7.1.5.3.7. Any other insurance as reasonably requested by City.
7.2. General Insurance Requirements:
7.2.1. 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.
7.2.2. The workers' compensation policy shall include a Waiver of Subrogation(Right
of Recovery)in favor of the City of Fort Worth.
7.2.3. 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.
7.2.4. 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.
7.2.5. Any failure on the part of the City to request required insurance documentation
shall not constitute a waiver of the insurance requirement.
7.2.6. Certificates of Insurance evidencing that the Vendor has obtained all required
insurance shall be delivered to and approved by the City's Risk Management Division prior to
execution of this Agreement.
8. Compliance with Laws. Ordinances. Rules and Regulations. Vendor agrees to comply with all
applicable federal, state and local laws, ordinances, rules and regulations. If the City notifies Vendor of any
violation of such laws, ordinances, rules or regulations, Vendor shall immediately desist from and correct the
violation.
9. Non-Discrimination Covenant. Vendor, for itself, its personal representatives, assigns,
subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of
Vendor'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 Vendor,its personal representatives,assigns,subcontractors or successors in
interest,Vendor agrees to assume such liability and to indemnify and defend the City and hold the City harmless
from such claim.
10. 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:
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TO THE CITY: TO VENDOR:
City of Fort Worth Carahsoft Technology Corporation
Attn:Assistant City Manager Attn:Legal Department
200 Texas Street 11493 Sunset Hills Rd.,Suite 100
Fort Worth TX 76102 Reston,VA 20190
Facsimile:(817)392-8654 Facsimile: N/A
With Copy to the City Attorney
at same address
11. Solicitation of Employ.Neither the City nor Vendor 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.
12. 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.
13. No Waiver. The failure of the City or Vendor 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 the City's or
Vendor's respective right to insist upon appropriate performance or to assert any such right on any future occasion.
14. 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.
15. 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.
16. Force Majeure.The City and Vendor 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,butnot 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.
17. 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.
18. 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.
19. 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.
20. 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 Vendor, 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
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provision of this Agreement.
21. 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.
22. Warranty of Services. Vendor 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 Vendor's option,Vendor
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 Vendor for the nonconforming services.
23. Network Access.
23.1. City Network Access. If Vendor, and/or any of its employees, officers, agents, servants
or subcontractors(for purposes of this section"Vendor Personnel"),requires access to the City's computer
network in order to provide the services herein, Vendor shall execute and comply a Network Access
Agreement.
23.2. Federal Law Enforcement Database Access. If Vendor,or any Vendor 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")er 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, Vendor 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.
24. Immigration Nationality Act. Vendor shall verify the identity and employment eligibility of its
employees who perform work under this Agreement, including completing the Employment Eligibility
Verification Form (I-9). Upon request by City, Vendor shall provide City with copies of all I-9 forms and
supporting eligibility documentation for each employee who performs work under this Agreement. Vendor shall
adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services
will be performed by any Vendor employee who is not legally eligible to perform such services. VENDOR
SHALL INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,LIABILITIES,
OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY VENDOR,VENDOR'S EMPLOYEES,
SUBCONTRACTORS,AGENTS,OR LICENSEES.City,upon written notice to Vendor, shall have the right
to immediately terminate this Agreement for violations of this provision by Vendor.
25. Informal Dispute Resolution. Except in the event of termination pursuant to Section 4.2,if either
City or Vendor 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 list the parry'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
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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.
26. No Boycott of Israel. If Vendor has fewer than 10 employees or the Agreement is for less than
$100,000,this section does not apply. Vendor acknowledges that in accordance with Chapter 2270 of the Texas
Government Code, 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 Addendum, Vendor
certifies that Vendor's signature provides written verification to City that Vendor: (1)does not boycott Israel;and
(2)will not boycott Israel during the term of the Agreement.
27. Prohibition on Boycotting Energy Companies. Vendor acknowledges that in accordance with
Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th Leg., R.S., S.B. 13, § 2, the City is
prohibited from entering into a contract for goods or services that has a value of$100,000 or more that is to be
paid wholly or partly from public funds of the City with a company with 10 or more full-time employees unless
the contract contains a written verification from the company that it: (1)does not boycott energy companies; and
(2)will not boycott energy companies during the term of the contract. The terms"boycott energy company" and
"company"have the meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added
by Acts 2021,87th Leg.,R.S.,S.B. 13, §2. To the extent that Chapter 2274 of the Government Code is applicable
to this Agreement, by signing this Agreement, Vendor certifies that Vendor's signature provides written
verification to the City that Vendor: (1) does not boycott energy companies; and (2) will not boycott energy
companies during the term of this Agreement.
28. Prohibition on Discrimination Against Firearm and Ammunition Industries. Vendor
acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, as added by
Acts 2021, 87th Leg.,R.S., S.B. 19, § 1,the City is prohibited from entering into a contract for goods or services
that has a value of$100,000 or more that is to be paid wholly or partly from public funds of the City with a
company with 10 or more full-time employees unless the contract contains a written verification from the company
that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and(2)will not discriminate during the term of the contract against a firearm entity or
firearm trade association. The terms "discriminate," "firearm entity" and "firearm trade association" have the
meaning ascribed to those terms by Chapter 2274 of the Texas Government Code, as added by Acts 2021, 87th
Leg.,R.S., S.B. 19, § 1. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement,
by signing this Agreement,Vendor certifies that Vendor's signature provides written verification to the City that
Vendor: (1) does not have a practice,policy, guidance, or directive that discriminates against a firearm entity or
firearm trade association; and(2)will not discriminate against a firearm entity or firearm trade association during
the term of this Agreement.
29. Reporting Requirements.
Cooperative Purchase Page 11 of 61
29.1. For purposes of this section,the words below shall have the following meaning:
29.1.1. Child shall mean a person under the age of 18 years of age.
29.1.2. 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.
29.1.3. 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.
29.1.4. 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.
29.2. Reporting Requirement. If Vendor 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,Vendor 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 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 Vendor to
make the report required herein may result in criminal and/or civil penalties.
30. Survival of Provisions. The parties' duties and obligations pursuant to sections related to Duties
and Obligations, Disclosure of Conflicts and Confidential Information, Right to Audit, and Liability and
Indemnification shall survive termination of this Agreement.
31. Electronic Signatures. This Agreement may be executed by electronic signature, which will be
considered as an original signature for all purposes and have the same force and effect as an original signature.
For these purposes,"electronic signature"means electronically scanned and transmitted versions(e.g.via pdf file
or facsimile transmission)of an original signature,or signatures electronically inserted via software such as Adobe
Sign.
Cooperative Purchase Page 12 of 61
Exhibit B—CONFLICT OF INTEREST QUESTIONNAIRE
Pursuant to Chapter 176 of the Local Government Code, any person or agent of a person who
contracts or seeks to contract for the sale or purchase of property, goods, or services with a local
governmental entity (i.e. The City of Fort Worth) must disclose in the Questionnaire Form CIQ
("Questionnaire") the person's affiliation or business relationship that might cause a conflict of
interest with the local governmental entity. By law, the Questionnaire must be filed with the Fort
Worth City Secretary no later than seven days after the date the person begins contract discussions
or negotiations with the Buyer, or submits an application or response to a request for proposals or
bids, correspondence, or another writing related to a potential agreement with the Buyer.Updated
Questionnaires must be filed in conformance with Chapter 176.
A copy of the Questionnaire Form CIQ is enclosed with the submittal documents.The form is also
available at http://www.ethics.state.tx.us/forms/CIo.pdf.
If you have any questions about compliance, please consult your own legal counsel. Compliance
is the individual responsibility of each person or agent of a person who is subject to the filing
requirement. An offense under Chapter 176 is a Class C misdemeanor.
NOTE: If you are not aware of a Conflict of Interest in any business relationship that you
might have with the Buyer, state Seller name in the # 1, use N/A in each of the areas on the
form. However, a signature is required in the #4 box in all cases.
Cooperative Purchase Page 13 of 61
CONFLICT OF INTEREST QUESTIONNAIRE FORM CIO
For vendor doing business with local goverttmntal entity
This questionnaire reflects changes made to the Saw by H.B. 23,84th Leg., Regular Session. CFRCE USE ONLY
This questionnaire is being filed in accordance with Chapter 176,Local Government Code, 61111 Recepred
by avendorwho has a business relationship as defined by Section 176.001(1-a)with a local
governmental entity and the vendor meets requirements under Section 176.0%(a).
By law this questionnaire must be fi led w ith the records administrator of the local govemm ental
entity not later than the 7th business day after the date the vendor becomes aware of facts
that require the statement to be filed. See Section 176.006(a-1),Local Government Code,
A vendor commits an offense if the vendor knowingly violates Section 176.006, Local
Government Code.A n offense underthis section is a misdemeanor.
t Name of vendorwho has a business relatlonshlpwlth local governmental entity.
N/A
21 H Check this box ifyou are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate filing authority not
later than the 7th business day after the date on which you became aware that the originally filed questionnaire was
incomplete or inaccurate_)
3
Name of local government offlc .r about whom the information inthls section is being disclosed.
Name of Officer
This section(item 3 including subparts A, B, C, & D) must be completed for each officer with whom the vendor has an
employment or other business relationship as defined by Section 176 001(1-a). Local Government Code. Attach additional
pages to this Form CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment
income,from the vendor?
Yes F-1 No
B. Is the vendor receiving or likely to receive taxable income,other than investment income,from or at the direction of the local
government officer named in this section AND the taxable income is not received from the local governmental entity?
F] Yes F-1 No
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local
government officer serves as an officer or director,or holds an ownership interest of one percent or more?
= Yes = No
D. describe each employment or business and family relationship with the local government officer named in this section.
4
12/31/2021
Signature of vendor doing G&ness with the governmental entity Date
Adapted B2712015
Cooperative Purchase Page 14 of 61
Exhibit C
Carahsoft Technology Corporation
DIR-TSO-4288
hM2s://dir.texas.gov/contracts/dir-tso-4288
Contract Number
'] Q Q Contract Term date: 02I21123
D I R—TS O—4 L V Contract Expiration Date: 02/21/25
Vendor Information
Carahsoft Technology VENDOR CONTACT: DIR CONTACT-
Corporation David Marshall-Pinko Cr Mario Gutierrez Cr
Phone: (703) 581-6728 Phone: (512) 463-8989
Vendor Id: 1522189693700 Vendor Website C�'
HUB Type: Non HUB Q
RFO: DIR-TSO-TMP-416
Contract Status: Active
Cooperative Purchase Page 15 of 61
Exhibit D
DIR-TSO-4288 Pricing Index
Cooperative Purchase Page 16 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFr TECHNOLOGY CORP.
Product Description DIR Customer Discount%
off MSRP
4iq 2.00%
Accela 2.00%
Accelion 3.00%
AccessData Group,LLC(now AccessData-Exterro) 2.50%
Acquia 5.00%
Ada ptus 2.00%
ADF 1.00%
AdvoLogix 1.00%
AeroDefense SAO%
Akarnai 26.00%
Alteryx 2.00%
Amazon Web Services 2.00%
Ana pla n 1.00%
Application Perfect 3.00%
Appsian 2.00%
Apttus 2.00%
Aqua Security Software Ltd 2.27%
Arcusys 3.00%
Armis 4.00%
A5G 5.00%
Assured Data 2.00%
Atlassian 0.25%
Aurea 16.66%
Authentic8 3.00%
Avatier 2.00%
Ave Point 2.50%
Bint€Per five 10.00%
Bintl Tier four 8.00%
Dint!Tier one 2.00%
Binti Tier two 4.00%
Bint€Tier three 6.00%
Blackberry 4.00%
Blancc❑ 2,00%
Bomga r 5.25%
Bamgar Appliances 5.25%
Bomgar Licenses 9.50%
Box,I nc. 18.39%
Bracket Labs 2.00%
Braviu m 2.00%
BroadCom 2.00%
Buurst 2.00%
CA Technologies-On Demand or SaaS delivery 0.00%
CA Technologies-Perpetual License 20,00%
Page 1
Cooperative Purchase Page 17 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFf TECHNOLOGY CORP.
Carahsaft UP 1.00%
Cellebrite 0,00%
Centrify Corporation 8.00%
Chainalysis 9.09%
CityBase 2.00%
Cltyl n novate 1,00%
Clariti(formerly BasicGov) 3.53%
Clear Story Data 2.00%
Cloudbyx 2.00%
cloudera 4.95%
Cofense 2.00%
CollabNet 2.97%
Compilance5eal 2.00%
Confluent 1.00%
Copado 2,00%
Critical Start 5M0%
Cutting Edge 2.00%
Cyber-Ark 12,50%
CybeReady 30.00%
DarkOwl,LLC 2.62%
Data Dag 2.00%
Decision Lens 5.00%
Delph ix 9.72%
Digital Guardian 10.00%
Discover Technologies 2,GD%
DocuSign 4.00%
DOMA 2,00%
Dronedeploy 2,00%
Druva 1.00%
eC[vls Other Offer]ngs 3.00%
eCivis Software 15.00%
e0vis Training 3.00%
Elastirsearch 1.50%
Entco DBA Micro Focus 7,00%
Entco DBA Micro Focus SaaS 7,00%
Entco DBA Micro Focus Software 20,00%
Experian 15.00%
FICO 2.00%
Fico 2,00%
Fidelis 2.00%
FireEye Software/Hardware bundled,as part of a Software 5 00%
complete solution system
FireEye Management Software 35,00%
FireEye Software 3.00%
Five9 1.33%
Flexera 3.00%
Page 2
Cooperative Purchase Page 18 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFF TECHNOLOGY CORP.
Flosum 2.00%
Fore5cout Tech nologies 2.00%
ForgeRock 5.75%
Formstack 2.62%
Ford net-Tier one Software 0.50%
Forti net-Tier Three Bund le 20.40%
Ford net-Tier Two 15.00%
F-Secure 3.00%
Genesys 5.00%
Girnmal 0.75%
GitLab 1.49%
Globa Ifiyte 1.00%
GNT 20.00%
Granicus 4.25%
Groundwork 2.00%
GTY 1.00%
Hashicorp 1.00%
Haystax 2.00%
Hootsuite Media Inc. 1.27%
HyTrust 6.00%
ib0ss 26.00%
I❑.me 1.33%
i mprivata 3.12%
I nfocyte Security Softwa re 10.00%
Infocyte Volume Node Discount 20.00%
Informatica 15.00%
IronNEt 2.00%
Ivanti,Inc. 3.50%
Jams-Tier one 10=%
Jama-Tier Three 20.00%
Jama-Tier two 15.00%
Kapalya 2.00%
KnowWho 3.00%
Kofax 10,00%
Lea tree 2.00%
Liferay 3.00%
Unkedln Corporation 1.00%
Liquidware Labs 6.00%
Lookout Inc. 2.27%
MapAnything 2.00%
MarketResearch.com,Inc 1.26%
MarkLogic 10.40%
MB&A 2.00%
McAfee 5.00%
Meta logix 5.40%
Microsoft Azure 2.50%
Page 3
Cooperative Purchase Page 19 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFf TECHNOLOGY CORP.
Mon DB 5.00%
Mu le5oft 0.50%
NetAbstraction 1.00%
NetFoundry PaaS 16%
NetFaundry PaaS(Volume Discounts) 40%
Netskope 6.00%
New Relic,Inc. 3.00%
Nintex Drawloop 4.28%
Ntrepid 10.67%
Nuance 3.00%
N utanix 8.75%
N uvol0 5.00%
Okta,Inc. 1.50%
OpenCounter 5.00%
OutSystems 2.00%
Paxera Health W00%
PagerDuty 1.00%
PlatCore 1.00%
Pondera 2.00%
Precision Hawk 0.50%
Procore 1.00%
Puppet 6.00%
Qualtrics 1.74%
Questica 5.00%
Ran eForce 0.50%
Rapid7 3.00%
ReadSpeaker 5.00%
Recorded Future 1.00%
Red Hat Ansible 1.00%
Red Hat CEPH Storage 16.00%
Red Hat Cloud Solutions 16.00%
Red Hat Enterprise Linux Middleware 20.48%
Red Hat Enterprise Linux Platform 20.48%
Red Hat Enterprise VirtuaIization 20.48%
Red Hat Gluster Storage 16.00%
Red Hat Mobile Application Platform 1.00%
Red Hat Network Satellite and Related Network 20.48%
Red Hat Technical Account Managers 1.00%
REI Systems 2.00%
Remedia nt 15.00%
ReSTNSX 2.00%
Revenue Grid 2.00%
ReversingLabs 1.26%
RSA 10.00%
5ailpoint 2.00%
5alesforcemorn 5.30%
Page 4
Cooperative Purchase Page 20 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFr TECHNOLOGY CORP.
SAP 10.68%
Saviynt 1.19%
Sayari 10.00%
SDL Government 7.51%
5ecureworks,Inc. 1.39%
5erentityEHS 10.00%
5erviceNow 4.50%
5iren.io 0.50%
Skuid 2.00%
Slack 1,00%
Smartsheet 2.00%
SnowFlake 1.00%
5ocrata,Inc. 5.09%
Sofl:wa reAG 15.00%
5oiarwinds 10=%
5plunk 1.50%
5taveApps 1.00%
Steaithbits 6.00%
5ymantec 9.50%
5yncscort 3.00%
Tableau 0.75%
Team Northwoods 2.00%
Tech Soft 31),Inc. 4.28%
Telemessage 6.00%
Teradici 3.75%
Thoughtspot 2.i10%
TimeUnePI 2.00%
TimeTrade 2.00%
TransUnlon 15.00%
Trend Micro 5.00%
Trifacta 1.00%
Trimble 10.00%
Trustwave 10.08%
Tufin 3.00%
UlPath 2.00%
Unifi 2.00%
Unqork 5.00%
Userlst 3.00%
VALI MAIL 2.00%
VERITAS 15.64%
Veritone 2.00%
Vlocity 3.00%
VMware Academic Solutions 43.50%
VMware Government Solutions 3.50%
Vmware Velocloud 3.50%
Voyager Analytics Inc 1.00%
Page 5
Cooperative Purchase Page 21 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFf TECHNOLOGY CORP.
Wasabi 1.00%
W h iteCanyon 1.00%
Wickr 1.26%
Worksoft 2.00%
Xcentlal 2.00%
Zoom 2.00%
Zscaler,Inc. 10.00%
Service Description DIR Customer Discount%
off IVISRIP
41q 2.00%
Accela 4.25%
Accelion 2.00%
AccessData Group,LLC(now Access❑ata-Exterro) 2.50%
Acquia 4.24%
Ada ptus 2.00%
A❑F 1.00%
AdvoLogix 1,00%
AeroDefense 5.00%
Akamai 5.00%
Alteryx 2.00%
Amazon Web Services 1.00%
Ana pla n 1.00%
Application Perfect 3.00%
Apttus 2.00%
Aqua Security Software Ltd 2.27%
Arcusys 3.00%
Armis 3.00%
A5G 5.00%
Assured Data 2.00%
Atlassian 0.25%
Aurea 16.66%
Authentic8 3.00%
Avatier 2.00%
AvePoint 2.50%
Binti 2.00%
Blackberry 4.00%
Blanceo 2.00%
Bomga r 5.25%
Bomgar Appliances 5.25%
Bomgar Licenses 9.50%
Box,Inc. 5.00%
Bracket Labs 2.00%
Braviu m 2.00%
BroadCom 1.00%
Buurst 2.00%
CA Technologies 3.00%
Page 6
Cooperative Purchase Page 22 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 6) CARAHSOFf TECHNOLOGY CORP.
Cara hsoft 1.00%
Cellebrite 0.00%
Centrify Corporation 2.00%
Chainalysis 9,09%
CltyRase 2,00%
Cityl n novate 1.00%
Clariti(formerly BasicGov) 3.53%
Clear Story Data 2,00%
Cloud byz 2.00%
doudera 4.95%
Cofense 2.00%
CollabNet 2.97%
Compliance5eal 2.00%
Confluent 1.00%
Copado 2,00%
Critical Start 5.00%
Cutting Edge 2.00%
Cyber-Ark 12,50%
CybeReady 24,00%
Cylance 1,75%
DarkOwl,LLC 2,62%
Data Dog 2,00%
Decision Lens 1.00%
Delphlx 4,69%
Digital Guardian 1,30%
Discover Technologies 2.00%
DocuSign 3,00%
DOMA 2,00%
Drawloop 4.28%
Dronedeploy 2.00%
Druva 4,28%
ecivis 3.00%
Elasticsea rch 1.50%
Entco DBA Micro Focus 5,00%
Experian 15.00%
FICO 2.00%
Fldelis 2.00%
FireEye 2,00%
Five9 1,33%
Flexera 1.00%
Flosum 2,00%
ForeScout Technologies 2.00%
ForgeRock 5,75%
Formstack 2,62%
Forti net 2.00%
F-Secure 3.00%
Page 7
Cooperative Purchase Page 23 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 6) CARAHSOFr TECHNOLOGY CORP.
Genesys 5.00%
Gimmal 0.75%
GitLab 1.49%
Globa Iflyte 1,00%
GNT 20.00%
Granicus 4.25%
Groundwork 2.00%
GTY 1.00%
Hashicorp 1.00%
Haystax 2.00%
Hootsuite Media Inc. 1.27%
HyTrust 5,65%
iboss 10.00%
I D.me 1.33%
imprlvata 3.12%
I nfoblux 3.OD%
I nfocyte 10.00%
I nformatica 15.00%
IronNEt 2.00%
Ivanti,Inc. 2.50%
Jama 8.00%
Kapalya 2.00%
KnuwWho 3.00%
Kofax 5.00%
Leaptree 2.00%
Liferay 3.00%
Llnkedln Corporatlon 2.00%
Liquidware Labs 6.00%
Lookout Inc. 2.27%
MapAnything 2.00%
MarketResearch.com,Inc 1.26%
MarkLogic 10.45%
MB&A 2.00%
McAfee 5.00%
Metalogix 5.40%
Microsoft Azure 2,50%
MongDB 5.00%
Mulesoft 0.50%
NetAbstraction 1.00%
NetFoundry 10.00%
Netskope 5.00%
New Relic,Inc. 3.00%
Nintex Drawloop 4.28%
Ntrepid 10.67%
Nuance 1.00%
Nutanix S.OD%
Page 8
Cooperative Purchase Page 24 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 6) CARAHSOFf TECHNOLOGY CORP.
Nuvolo 5.00%
Okta,I nc. 1.50%
OpenCounter 5.00%
OutSystems 2.00%
Paxera Health 10.00%
PagerDuty 1.00%
Palo Alto Networks 5.65%
PlatCore 1.00%
Pondera 2.00%
Precision Hawk 0.50%
Procore 1.00%
Puppet 6.00%
Qualtrics 1.00%
Questica 5.00%
RangeForce 0.50%
Rapid7 2.00%
ReadSpeaker 4.90%
Recorded Future 1.00%
Red Nat AnsIble Software 1.00%
Red Hat CEPH Storage 1.00%
Red Hat Cloud Solutions 1.00%
Red Hat Enterprise Linux Middleware 1.00%
Red Hat Enterprise Linux Platform 1.00%
Red Hat Enterprise Virtualixation 1.00%
Red Hat GIuster Storage 1.0fl%
Red Hat Mobile Application Platform 1.00%
Red Hat Network 5atelliteand Related Network 1.00%
Red Hat Technical Account Managers 1,00%
REI Systems 2.00%
Remedia nt 15.00%
ReSTNSX 2.00%
Revenue Grid 2.00%
ReversingLabs 1.26%
RSA 10.0096
5ailpoint 2.00%
Salesforce.com 5.30%
5AP 10.68%
5aviynt 1.19%
5ayari 10.00%
5DL Government 0.00%
5ecureworks,Inc. 1.39%
5erentityEHS 10.00%
5erviceNow 1.50%
511ren.lo 0.50%
5kuid 2.00%
51ack 1.00%
Page 9
Cooperative Purchase Page 25 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFf TECHNOLOGY CORP.
5ma rtsheet 2.00%
SnowFlake 1.00%
Socrata,Inc. 1.00%
5oftwa reAG 15.00%
5olarwinds 1.39%
5plunk 1.50%
5taveApps 1A0%
Stealthbits 5.00%
Symantec 9.50%
Syncscort 3.00%
Tableau 0.75%
Team Northwoods 2.00%
Tech Soft 31),Inc. 4.28%
Telemessage 6.00%
Tenable 4.00%
Teradici 5.75%
Thoughtspot 2.00%
TimeUnePI 2.00%
TimeTrade 2.00%
TransUnion 15.00%
Trend Micro 5.00%
Trifacta 1.00%
Trimble 8.00%
Trustwave 10.08%
Tufin 1.00%
UiPath 2.00%
Unifil 2.00%
Unqork 5.00%
Userlst 3.00%
VALIMAIL 2.00%
VERITAS 4.50%
Veritone 2.00%
Vlocity 3.00%
VMware Academic 3.50%
VMware Government 3.50%
Voyager Analytics Inc 1,00%
Wasa bi 1.00%
W h iteCanyon TOR
Wickr 1.26%
Worksuft 2.00%
Xcential 2.00%
Zoorn 2.00%
2scaler,Inc. 5A0%
Page 10
Cooperative Purchase Page 26 of 61
APPENDIX C PRICING INDEX
DIR-TSO-4288 (PER AMENDMENT 5) CARAHSOFT TECHNOLOGY CORP.
off MSRP
BlackBerry Enterprise Mobility5uite-Collaboration Edition 1200%
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite-Collaboration Edition 12.00%
Subscription User-Premium Support
BlackBerry Enterprise Mobility Suite-Content Edition 12.00%
5ubscription User-Advantage Support
BlackBerry Enterprise Mobility Suite-Content Edition 12.00%
Subscription User-Premium Support
BlackBerry Enterprise Mobility Suite-Enterprise Edition 12.00%
Subscription User-Advantage Support
BlackBerry Enterprise Mobility Suite-Enterprise Edition 12.00%
Subscription User-Premium Support
BlackBerry Enterprise Mobility Suite-Management Edition
12.00%
5ubscription User-Advantage Support
BlackBerry Enterprise MoblIIty Suite-Management Edition
12.00%
Subscription User-Premium Support
Page 11
Cooperative Purchase Page 27 of 61
Exhibit E
Network Access Agreement
This Network Access Agreement("Agreement")is made and entered into by and between the City of Fort
Worth ("City"), a home rule municipal corporation with its principal location at 200 Texas Street, Fort Worth,
Texas 76102,organized under the laws of the State of Texas and Carahsoft Technology Corporation, a Virginia
corporation,with its principal location at 11493 Sunset Hills Rd., Suite 100,Reston,VA 20190,("Vendor").
1. The Network. The City owns and operates a computing environment and network(collectively
the "Network"). Vendor wishes to access the City's network in order to provide implementation services of
Questica budget software. In order to provide the necessary support,Vendor needs access to Internet and Intranet.
2. Grant of Limited Access. Vendor is hereby granted a limited right of access to the City's
Network for the sole purpose of providing implementation services for Questica budget software. 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 Vendor with Network Credentials consisting of user
IDs and passwords unique to each individual requiring Network access on behalf of the Vendor. 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. Otherwise, access rights will automatically expire one (1) year from the date of this Agreement
("Expiration Date").
❑ Services are being provided in accordance with City Secretary Contract No. ("Contract")
❑ Services are being provided in accordance with City of Fort Worth People Soft Contract No.
("PSK#")
® Services are being provided in accordance with the Agreement to which this Access Agreement is
attached.("Contract")
❑ Services are being provided without a City Secretary Contract at no cost to the City
❑ No services are being provided pursuant to this Agreement
4. Renewal. This Agreement shall renew in accordance with the term of the Contract or PSK#. If
there is no Contract or PSK#,this Agreement may be renewed annually by City, in its sole discretion,at the end
of the Expiration Date and each renewal term thereafter.
Notwithstanding the scheduled contract expiration or the status of completion of services, Vendor 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.Vendor officers, agents, servants, employees or representatives may not
share the City-assigned user IDs and passwords.Vendor acknowledges,agrees and hereby gives its authorization
to the City to monitor Vendor's use of the City's Network in order to ensure Vendor's compliance with this
Agreement. A breach by Vendor, its officers, agents, servants, employees or representatives, of this Agreement
and any other written instructions or guidelines that the City provides to Vendor pursuant to this Agreement shall
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be grounds for the City immediately to deny Vendor access to the Network and Vendor's Data, terminate the
Agreement,and pursue any other remedies that the City may have under this Agreement or at law or in equity.
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,Vendor agrees to remove entirely any client or communications software provided
by the City from all computing equipment used and owned by the Vendor,its officers,agents,servants,employees
and/or representatives to access the City's Network.
7. Information Security. Vendor 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. Vendor 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 Vendor-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.
8. LIABILITY AND INDEMNIFICATION. VENDOR SHALL BE LIABLE AND
RESPONSIBLE FOR ALL DAMAGES THAT THE CITY MAY INCUR DIRECTLY ON ACCOUNT OF
ANY BREACH OF THIS AGREEMENT BY VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES. THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, SHALL NOT
BE LIABLE FOR ANY DAMAGES THAT VENDORMAY INCUR AS A RESULT OF THE CITY'S
RESTRICTIONS TO OR DENIAL OF ACCESS TO VENDOR 'S DATA ON ACCOUNT OF ANY
BREACH OF THIS AGREEMENT BY VENDOR, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES, OR FOR ANY REASONABLE SECURITY MEASURES TAKEN BY THE CITY. IN
ADDITION, VENDORSHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY
LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, AND ALL
CLAIMS, DEMANDS AND JUDGMENTS THEREFOR, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF VENDOR, ITS
OFFICERS, AGENTS, SERVANTS AND/OR EMPLOYEES. VENDOR, AT VENDOR 'S OWN COST
OR EXPENSE,HEREBY AGREES TO INDEMNIFY,DEFEND AND HOLD HARMLESS THE CITY,
ITS OFFICERS,AGENTS, SERVANTS AND/OR EMPLOYEES FROM AND AGAINST ANY CLAIM,
LAWSUIT, DEMAND OR OTHER ACTION TO THE EXTENT THAT THE SAME ARISES FROM
THE NEGLIGENT ACT(S) OR OMISSION(S) OR INTENTIONAL MISCONDUCT OF VENDOR,ITS
OFFICERS,AGENTS,SERVANTS OR EMPLOYEES.
9. Confidential Information. Vendor, for itself and its officers, agents, employees, and
representatives, agrees that it shall treat all information provided to it by the City as confidential and shall not
disclose any such information to a third parry without the prior written approval of the City.Vendor further agrees
that it 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.Vendor shall notify the City immediately
if the security or integrity of any City information has been compromised or is believed to have been compromised.
10. Rieht to Audit. Vendor agrees that the City shall, during the initial term, any renewal terms,
and until the expiration of three (3)years after termination or expiration of this contract,have access to and the
right to examine at reasonable times any directly pertinent books,data,documents,papers and records,both hard
copy and electronic,of the Vendor involving transactions relating to this Agreement.Vendor agrees that the City
shall have access during normal working hours to all necessary Vendor 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 Vendor reasonable advance notice of intended audits. Vendor further agrees to include in all its
subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that
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the City shall,during the initial term,any renewal terms,and until expiration of three (3)years after termination
or expiration of the subcontract,have access to and the right to examine at reasonable times any directly pertinent
books, data, documents, papers and records, both hard copy and electronic, 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 reasonable notice of intended
audits.
11. Agreement Cumulative. This Agreement is cumulative of and in addition to any written
contracts,agreements,understandings or acknowledgments with the City signed by Vendor.This Agreement and
any other documents incorporated herein by reference constitute the entire understanding and Agreement between
the City and Vendor as to the matters contained herein regarding Vendor's access to and use of the City's Network.
12. Amendments. The of this Agreement shall not be waived, altered, modified, supplemented, or
amended in any manner except by written instrument signed by an authorized representative ofboth the City and
Vendor.
13. Assignment.Vendor may not assign or in any way transfer any of its interest in this Agreement.
Any attempted assignment or transfer of all or any part hereof shall be null and void.
14. 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.
15. Force Maieure. Each party shall exercise its best efforts to meet its 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.
16. Governing Law/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.
17. Signature Authority. By affixing a signature below,the person signing this Agreement hereby
warrants that he/she has the legal authority to bind the respective party to the terms and conditions in this
agreement and 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. The other party is fully
entitled to rely on this warranty and representation in entering into this Agreement.
[Signature Page Follows]
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[Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND
AGREED:]
City: Carahsoft Technology Corporation
By: Valerie Washington(Jan 7,202210:26 CST) By:
�2l{1i /�I eG
Name: Valerie Washington Name: Lorin Krzyw i
Title: Assistant City Manager Title: Sales Manager
Date: Jan 7,2022 Date: 12/31/2021
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended: 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
By: and reporting requirements.
Name: Kevin Gunn
Title: Director,IT Solutions
Pay1 l Zellmor
By: David Zellmer(Jan 6,2022 18:02 CST)
Approved as to Form and Legality: Name: David Zellmer
Title: Sr.IT Solutions Manager
By: City Secretary:
Name: Taylor Paris
Title: Assistant City Attorney
:7�`I`IG��G c1. C7000��GG
Jannette S.Goodall(Jan 10,2022 06:58 CST)
By:
Contract Authorization: Name: Jannette Goodall
M&C: 21-0936 Title: City Secretary
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Exhibit F
Carahsoft Questica Statement of Work and Pricing
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Pricing N
for
by
Chris Olsen
Questice Ltd.
December 30.2021
carahsaft �eica
N� Where brilliant begins.
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Scope of Work
Questica Budget, Budget Book, and
Balancing Act Implementation for
City of Fart Worth
1. General
1.1. Shared Responsibility
Questica and The Customer agree that the implementation of Questica Budget is a shared
responsibility,and that they will employ their best efforts to complete their agreed tasks on a timely
basis.Neither Questica nor The Customer is expected to have resources available to mitigate timeframe
slippage caused by the other parry,and neither shall have an obligation to do so.
1.2. General Clarification
Initial Data Load
'Data import', "import workbooks",and "initial data load"are synonymous terms referring to the initial
migration of data from The Customer's existing systems into Questica.
Where this initial data load is to be performed by Questica,the data shall be returned to Questica in
Excel workbooks.Questica's Project Manager will provide blank workbooks for this purpose as an output
of initial discovery meetings.These are adapted from standard templates to use The Customer's
terminology and to incorporate all elements of The Customer's chart of accounts,other data entities,
and columns within those data entities.Such data provided must be"clean",consistent,and complete.
The Questica PM is nat responsible for cleaning data,and will not repeatedly load data in order to repair
issues and/or add missing information.
The Customer can use the software's user interface or Questica's Excel®export/import feature to
further amend and maintain data,or to load data where this is a customer task.
For example,where Questica's work to load prior year data may be limited to a specific number of years
in order to reduce implementation cost,there is no system Iimitto the number of prior years that the
customer can load using Excel®export/import
Data Modal
The Quesbca Budget system is a relational database built on a standard data model.Using the system's
user interface,this data model may be enhanced to mirror The Customer's data structures,notably the
chart of accounts that is unique to The Customer's institution.While all of the standard tables('entities')
must be retained,the following points are held to be true.
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•Any of the standard entities may be renamed to match The Customer's terminology,
• 0ut-of-the•box entities may be ignored,or in soma cases filled with place-holder data,if not useful.
• There is a defined,immutable,relationship between certain entities-for example Costing Centers
(operating)and Projects(Capital)roll up to a single Department,each in turn rolling up to a single
Division.
• The GL Accou nt/Acoou nt Category,Division/Department,Fund Category/Fund,and Asset
Category/Asset Type structures must be consistent across all years and across the modules(operating,
Personnel.Capital,Financial Statements,and Performance):
• GL Account Categories must be categorized as containing either a revenue or expenditure accounts
(accommodation is made for other account types in the Financial Statements module).
• Questica Budget enacts data integrity through the use of relational data structures. Data structures
which da not follow accepted data principles(far example,re-using GL Accounts/abject Cad as to mean
d if fare nt th i n gs to different Departments)can typically be accommodated but is not guaranteed and
such accommodation can extend the import timeframe:
•A list of the standard entities and their relationship is available upon request.
f ntegrations
`Integration"as used in this Scope of Work refers to the automation of data exchange between
Questica Budget and 3rd party systems.For each of the integrations in scope,Questica shall be
responsi ble for.
• Configuring data transformations,as described by The Customer during the implementation.
• Providing the software interface into Questica Budget,and the operational infrastructure required to
manage the integration,as well as the operational infrastructure required to manage the integration
(e.g.FTP server).
Questica does not offer services to build the 3rd party system end of integrations.The Customer is
responsible for creating data sources and destinations within their 3rd pa rty systems,either through
their IT team or through their system's integrator.Such data sources and destinations may be database
queries,delimited files,and/or web services.
The Customer is advised that in a "cloud"environment,Questica is unlikely to be granted the local
network access to The Customer's other enterprise systems for a direct database-to-database
integration.The most likely made of integration will be exchange of formatted text(.CSV)files
transmitted using secure FTP(SFTP or UPS).Integration via web services may be possible where the
3rd party system provides a web services interface that provides/accepts data required by The
Customer.It will be The Customer's responsibility to create or cause to be created the necessary file
transfer mechanism on their side of the transfer;and to ensure that the 3rd party system's integration
components are available,including web services where used.
For all integrations in scope,the following are held to be true except where specifically listed as a
customization:
• Records being copied into Questica require a unique key to unambiguously match incoming data with
pre-existing records.This key may be a single field value(e.g.0bject Code)or a combination of multiple
values(e.g.Position+Employee Number).An exception report is provided for data elements which
cannot be thus matched.In the case of the Capital integrations this is particularly noteworthy:each
record must include a unique project identifier(a.g.Project N umber).
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•While it is likely that Questica can accommodate any chart of account segments("chart fields'),and
Questica shall accommodate reasonable requests for mapping chart fields to accommodate situations
such as legacy account structures,the encoding and decoding of arbitrary structures and mappings
(these which cannot be logically described)is not in-scope.
• Questica integrations do not include the synchronization of chart of accou nt str i ngs,segments,or
combinations;which is to say that the list of funds.GL accounts,costing Active, and projects,etc.is not
automatically updated from the general ledger or other external system.
• Each distinct data source and/or output file is considered one point of integration.For example,if
Statistical Actuals are required from multiple data sources,Questica will need to configure one
integration for each data source and a single Statistical Actuals integration will be insufficient.
• Filtering is coded into the integration and there is no custom user interface for the selective export of
sections of the budget except to choose a budget year,or in the case of Actuals imports the date range.
•Standard budget export integrations,where in scope,do not have the ability to export only changes
since the last export.The entire budget is exported each time.A budget amendment export integration
is required in order to export selected parts of the budget,such as changes since the last export.
•Amended budget export integrations,where in scope,will be either export individual amendments as
created,or export the hatch of amendments since the last export,or import amendments from the
general ledger system as read-only budget lines.Which of these options is used is a detail determined
during the implementation,but each amendment integration will only work in one of these modes.
•Actual Import integrations cannot be used to amend the budget
Customizations
Customizations include custom business rules,modifiers,user interface(grids,forms,etc.),non-
standard integrations,hand-crafted reports,and ad hoc entities.They are all detailed in section"2.10.
Customizations"of this Scope of Work document.Sections prior to"2.10.Customizations"detail the
delivery of standard product functionality and services.
2. Scope of Work
In the Scope of Work tables,entries in the column headed "Scope of Work"are defined as follows:
In scope The task or function is within the scope of work to be undertaken by Questica
professional services.There may be additional refinement of the scope.
Customer The task or function is not within the scope of work to be undertaken by Questica
task professional services, but will be undertaken by The Customer,with such help from
Questica as is detailed in the item description.There may be additional information
qualifying this.
Not in scope The task or function is not within the scope of work to be undertaken by Questica
professional service& nor wiII it be undertaken by The Gustomer.
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2.1. Questica Budget Configuration & Shared
Components
Functional Area Description Scop of Work
Implementation Hosting of production and test instances of N/A
Hosting Questica Budget during the implementation System to be implemented
period. on Questica production
host ng environment.
Production Hosting Hosting of a single production instance of the In scope
Questica Budget system,as well as additional As per hosting agreement.
sandboxes for The Customer's
development/test/QA/training needs.
In addition to these server instances,The
Customer must provide user workstation
environments as follows
•A web browser:supported browsers-Microsoft
Edge,Firefox latest release,Chrome latest
release,
• Microsoft.NET Runtime 4.6 installed;
• Microsoft Excel®2007 or newer(if spreadsheet
export/impart feature is required,and/or saving
reports as Excel is required);
• Microsoft Word@ 2007 or newer(if scheduled
reporting and/or saving reports as Word is
required)-
-A ClickOnce browser extension(if self-serve
report authoring is required Pram browsers other
than Internet Explorer or Edge),or Microsoft's
freely available desktop versior of Report Builder
installed.
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Consulting Services Questtica will facilitate a review of:-The budget In scope with:a maximum
BPI process for both the operating and capital of B half day workshop{s};-
bud gets;-The chart of accounts;-Personnel Gap document describing
planning and budgeting;-Reporting requirements. Questica's understanding
This process will require the participation of of gaps,options for filling
stakeholders in group workshops and may include the gaps,selected option
or one-on-one workshops.Budget Process End to (where one has been
end review,including high level descriptions of the identified).
tasks performed,the timing of these tasks,and
dependencies.Questica will facilitate a design of
the budget process as it relates to the Questica
Bud get system being implemented,seeking
opportunities for improvement.
This output will be documentation of:-Budget
process stages;-What happens in each stage;-
Input outputs,and participants in each stage;-
Stage permission requirements.Chart of Accounts
determine the data model,including the CCA,roll-
ups(whether part of the GL or not),and other
budgetary fields of data.Complete field mapping
and prototyping in Questica Budget.Personnel
B ud geti ngR evi ew and refine personnel budgeting
process and data.To include common personnel
budget issues including vacant positions,
overtime,benefits,allowances,and statutory
deductions-
Re porti n g Requirements Ensure reporting is
supported by the data model.Identify reports in
three primary groups:those required for
developing budget those required for managing
budget,and those d issem i nati n g for information
"up and out"(management and public).Reporting
can be through traditional print reports,saved
searches,dashboards,smart reports,and
0 pen Book.The customer will assume responsibility
for maintaining all process documerrts after hand-
off.
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Consulting Services Questica will facilitate a change management In scope with:
-Change process in relation to the implementation of -a maximum of 6 half day
Management Questica Budget.This process will requirethe workshops)(or equivalent
participation of stakeholders in group workshops in one-on-one interviews),
and may include or one-on-one workshops. -Change management
plan.
A change management plan document will be
produced based on the information gathered,
containing:
What is changing;
Organizations impacted by the change,
Each organizabon's abiIityand wi I I i ngn ess to
change.
Atraining plan;
Strategies for dealing with the change.
Note that the change management included in
this item offers the benefit of Questica's
experience in the domain of budget system
implementation.It is not the enactment of,or
rep I acement f or,a comprehensive project of
change management as may be required by the
customer's PMO(project management office),or
for as i gn i f ica int change beyond the introduction of
a new system that approximates to current
processes and procedures.
Project Questica will assign a Project Manager/Analyst In scopewith.-One weekly
Management& ("PM")to lead this implementation on Questica's status meeting:-60 weeks
Analysis behalf.The role and responsibility of the PM is to of project management and
ensure that the product is implemented according analysis contiguous from
to this Scope of Work and to carry out the tasks project kick-off,or until all
detailed in sub-section "2.11.1.Questica Project other implementation
Management Responsibilities"of this Scope of services are delivered,
Work.Limitations:-Weekly status meetings is the whichever occurs first.
number of scheduled meed n gs for th e purpose of
status reporting that the Questica PM is obligated
to attend/host.Exceeding this limit is at the
discretion of Questica's PM.This does not limit his
or her availability for ad-hoc contact as needed.-
The scope includes overhead of project
management and analysis as stated in the"Scope
or Work" column at right.Where delays are not on
the part of Questica,additional project
management and analysis beyond this limit may
be billable at Questica's standard services rate.
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On-Site PM Visits Each on-site visit by the Questica PM,and other *Up to six(6)onsite
implementation staff(excludingtraining,see PM/training visits included
below)shall be a minimum of one day and no in scope if PO issued by
more than five consecutive business days within 12/31/2021
the same working week.Where more than one
individual is on-site at the same time this is
considered as multiple visits(one per individual
attending).
Meeting premises,facilities[includingexternaI
internet access]and equipment are to be provided
by The Customer-
Al I other work by the Questica leads)will be
carrled out off-site and contact will be via normal
telecommunication channels.
Application-Level ❑etermine how and when to use the various Customer task:
Security security levels available within Questica Budget, Questica will assist with
enter users and assign them to groups and roles. this task until
administrators have
received training in security
configuration.
Single Sign-tin Configure Questica Budget to use The Customer's In scope.
existing Windows,LDAP,CAS,Google,or SAML Configure production
Authentication,for user Iogon.Nate that in a cloud instance to use The
hosting anvironmentthe Questica Budget is Customer's SAML
known to wcrk with Shibboleth IdP,AD FS(Active (Other/Generic)
Directory Federation Service),Azure AD Connect, Authentication for user
and Oracle I D M implementations of SAML It logon.Questica is not
should authenticate with any federated server that responsible for software
uses standard SAML and configuration changes
required to make it
authenticate with non-
standard implementations
of authentication protocols.
Import
Configuration...
Import Master Configuration and data import of the following In scope
Configuration Data Questica standard data structures,using data
supplied by The Customer in Excel workbooks
provided by Questica:• Division/Department
hierarchy,• Fund Categories and Funds;•Aocount
Categories and Expense and Revenue GL
Accounts•Statistical Account Categories and
Statistical Accounts• Other Chart of Account
Segment Values• Performance Measure Units
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Analytics...
Standard Reports Provision of Questica Budget's standard reports. In scope
These reports are provided as-is and may not fully
address The Customer's specific reporting
requirements.
Administrator Questica's reporting infrastructure allows users to In scope
Authored Reporting create ad hoc views which can be used as
datasets when using Report Builder 3.0 for
administrator authored reporting:as the data
source for dashboard widgets;and as part of the
ad-hoc analytics interface.Each ad hoc view
requires a base"entity'(database table),which
can be one of Questica's native data entities;a
user configured entity,or a custom built"report
entity'which consolidates the data from multiple
entities and presents it to the ad hoc view as a
single entity ready to report on.
2.2. Operating Module
The Questica Budget Operating module is included in this instal lab on-
FunctJonal Area
Description
Configuration...
Import Costing Configuration and data import of standard In scope
Centers Questica Operating data structures, using data
supplied by The Customer in Excel®workbooks
provided by Questica.At a minimum,the files will
contain the data necessary to:
• Create Costing Centers(for each historical and
current/future budget year to be loaded);
• Add Costing Centers to Departments consistent
with,and shared by,the Capital budget module;
•Associate Costing Centers with Funds;
• Define Budget Promotion Stages.
Initial Data Load...
Import Initial Budget Import the current/future Operating budget from _ Vn scope.
data import workbooks: Questica will impart the
• Create dollar budget line items at the chart of most recent budget with 1
account level years of future forecast
... by Costing Center. data.Questica will repeat
the import once,to
accommodate a refresh
prior to going live.
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Import Historic Impart prior years'Operating budgets.All prior In scope:
Budgets years must have a chart of account structure that Questica will import 2 prior
is the same,or a subset of,the initial budget.only years'budgets.
the amended OR the approved budget will be
imported in each of these prior years,but not
bath.
Import Actuals Import Operating actuals transactions from data In scope:
Transactions import workbooks. Questica will import 2 years
of actual costs.
Import Initial Import the current/future Operating statist cal In scope:
Statistical Budget budget from data import workbooks: Questica will impart the
• Create statistical budget line items at the most recent budget with 1
statistical account level years of future forecast
... by Casting categorized. data.Questica will repeat
the import once,to
accommodate a refresh
prior to going live.
Import Historic Import prior years'operating statistical budgets. Customer task:
Statistical Budgets All prior years must have a statistical account The Customer can add their
structure that is the same,or a subset of,the historical statistical budget
initial budget Only the amended OR the approved data using the Questica
budget will be imported in each of these prior user interface or Questica's
years,but not both. Excel®export/i mport
feature.
ImportStatisticaI Im port 0peratingstatisticaI actual stransactions In scope:
Actuals from data import workbooks. Questica will import 2 years
Transactions of actual costs.
Integration
Budget Export Automated faciIityto transfer the 0perating In scope;
module budget data from Questica Budget to The Questica will create no
Customer's oracle Financials general ledger at the more than 1 point of
approved budget object/costing centre Ieval when integration for the
invoked by a user. approved operating budget.
Note that this scope item is in additian to the built-
in budget export,which will create a CSV file using
the configured account structure suitable for
import into most generaI ledger systems.
Amended Budget Automated fac il ity to transfer individual approved In sco pe:Q uesti ca will
Export amendments to the Operating module budget create no more than 1
data,from Questica Budget to The Customer's point of integration for the
Oracle Financials general ledger,or the other operating budget
direction as requi red.This interface is required amendments-
on ly in the case where The Customer requires the
amended budget to be synchronized between the
two systems and where the general ledger cannot
be updated by re-running the full export provided
in the item in the`Budget Export"item above.
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Actuals Import Automated faciIityto transfer actual data from The I In scope:
Customer's Oracle Financials general ledger to the Questica will create no
Questica Budget Operating module at a more than 1 point of
transaction level on a daily basis when integration for the
automatically so hod uIed;and/or on demand. operating actual costs.
Note that this scope item is in addition to the built-
in actuals import which is able to read a CSV file,
provided it conforms to some simple formatting
requirements and the configured account
structure.
Statistical Budget Automated facilityto transfer the Operating In scope.
Export statistical budget data from Questica Budget to a Questica will create no
single target system at the approved budget more than 1 paint of
object/costing centre I eve€when invoked by a integration for the
user approved operating
statistical budget.
Amended Statistical Automated facilityto transfer individual approved In scope
Budget Export amendments to the operating statistical budget Questica will create no
data,from Questica Budget to a single target more than 1 point of
system,or the other direction as required. integration for the
operati ng stab sti cal budget
This interface is required only in the case where amendments.
The Customer requires the amended budget to be
synchronized between the two systems and where
the 3rd party system cannot be updated by re-
running the full export provided in the item in the
'Statistical Budget Export'item above.
Statistical Actuals I Automated facility to transfer actual data from a In scope
Import single target system to the Questica Budget Questica will create no
Operating statistics at a transaction level on a more than 1 point of
daily basis when automatically scheduled;and/or integration for the
on demand. operating budget statistical
actuals.
2.3. Personnel Planning & Budgeting Module
The Questica Budget Personnel Planning&Budgeting module is included in this installation-
Functional Area
Description
Initial Data Load... Configuration and data import of standard Questica Personnel data structures,
using data supplied by The Customer in Excel@)workbooks provided by Questica.
Ata minimum,the files wili contain the data necessary to.•Create positions;
Create saiarygrades,• Create saiarygrade steps,•Create modifiers(benefits);
Create employees;•Aflocate employees to positions;•Aflocate positions to
costing centers For the purpose of the above,the definitions of positrons.
grades,grade steps,employees and modifiers shalf be those found in the
Questrca Budget Personnel manuaf. The relationships between them shall be
those curren dy supported by Questica Budget and described in the Questica
Budget Operating Manual.
Cooperative Purchase Page 43 of 61
Import Positions& Impart from data import workbooks. In scope
Employees
Import Grades& Import from data import workbooks. In scope
Scales
Create Benefits Create"modifiers"to generate supplementary Customer task:
(Modifiers) personnel costs such as benefits, allowances,and Questica will assist with
insurance. this task until
administrators have
Note that modifiers are not simple 2-dimensional received training in
data that can be represented in a spreadsheet.It modifier configuration.
is not possible to load modifiers in bulk from
ExcelO workbooks.
Impart Import from data import workbooks. In scope
Position/Costing
Center Allocations
Integration...
Payroll Actuals Automated faciIityto transfer actual payroll In scope
Import transactions at the employee/position detail level Questica will create no
from The Customer's HR or payroll system to the more than 2 points of
Questica Budget Operating module;automatically integration for the payroll
scheduled,and/or on demand.This data may be actuals.
used to replace existing GL Actuals with payroll
detail or may be stored in a separate table.
Notwithstanding items expressly referenced in the
"Customizations"section of this Scope of Work;
and/or other communications between Questica
and The Customer to the contrary,standard
limitations of this integration include,but are not
limited to,the following points-
• Each distinct data source and/or outputfile is
one point of integration;
•A user interface will be created for the selective
import of sections of the budget within two date
ranges,no other criteria will be available;
• Data in each integration paint will either replace
all GL actuals in the personnel GL account
category or be written to a custom entity created
to store the payroll actuals.but not both.
HR Data Sync. Automated facilityto synchronize Personnel data In scope
between Questica Budget and The Customer's HR Questica will create no
or payroll system.This integration synchronizes: more than one integration
• New,deleted,and updated employees; for Employees,one for
• New,deleted,and updated positions; Positions,and one for
• Changes in employee-position relationships; Position Allocations.
• Changes in position-costing centre relationships.
The integration of profiles{bargaining units},
grades,steps,pay scales and benefits shall not be
included unless expressly referred to in the
"Customizations section of this Scope of Work.
Notwithstanding responses to Requests for
Cooperative Purchase Page 44 of 61
Proposals or other communications between
Questica and The Customer,the integration of
custom chart field items is not included unless
expressly set out in the"Customizations'section
of this Scope of Work.
2.4. Capital Module
The Questica Budget Capital module is included in this installabon-
Functional Area Dewription Soope of Work
Configuration...
Import Projects Configuration and data import of standard In scope
Questca❑perating data structures, using data
supplied by The Customer in Excel®workbooks
provided by Questica.At a minimum,the files will
contain the data necessary to:• Create Projects
(including closed projects where historical budget
is to be loaded).• Add Projects to Departments
consistent with,and shared by,the Operating
budget module;• Define Project Promotion
St@ges.The configuration data may optionally
contain data necessary to:• Define Asset
Categories&Asset Types;• ❑efine Project
Regions;• Define a Single Set of Project Ranking
Metrics.
Initial Data Load...
Import Initial Budget Import the current/future capital budget from data In scope.
import workbooks, Questica will import the
• Create dollar budget line items with GL Accounts most recent budget with 5
and Funds years of future forecast
by Project data.Questica will repeat
the import once,to
accommodate a refresh
prior to going live.
Import Historic Import prior years'capital budgets.All prior years In scope:
Budgets must have a chart of account structure that is the Questica will import 2 prior
same,or a subset of,the initial budget Only the years'budgets.
amended OR the approved budget will be
imported in each of these prior years,but not
both.
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Import Actuals Impart capital actuals transactions from data In scope:
Transactions import workbooks. Questica will import 2 years
Of actual casts.
Import Initial Import the currentlfuture capital statistical budget In scope:
Statistical Budget from data import workbooks: Questica will impart the
• Create statistical budget line items at the most recent budget with 1
statistical account level years of future forecast
by Project data.Questica will repeat
the import once,to
accommodate a refresh
prior to going live.
Import Historic Import prior years'capital statistical budgets.All Customer task:
Statistical Budgets prior years must have a statistical account The Customer can add their
structure that is the same,or a subset of,the historical statistical budget
initial budget Only the amended OR the approved data using the Questica
budget will be imported in each of these prior user interface or Questica's
years,but not both. Excel®export./import
feature.
Import Statistical Import capital statistical actuals transactions from In scope:Questica will
Actuals data import workbooks. import 2 years of actual
Transactions costs.The Customer can
add older actuals manually
or us i ng Q uesti ca Budgets
spreadsheet i mport feature
if desired.
Inta�stiorr...
Budget Export Automated facIIityto transfer the Capital module In scope:
budget data from Questica Budgetto The Questica will create no
Customer's Oracle Financials general ledger or more than 1 point of
project system at the approved budget integration far the
object costing centre level when invoked by a approved capital budget-
user-
IN ote that this scope item is in addition to the built-
in budget export,which will create a CSV file using
the configured account structure suitable for
impart into most general ledger systems.
Amended Budget Automated faciIityto transfer individual approved In scope:
Export amendments to the Capital module budget data, Questica will create no
from Questica Budget to The Customer's Oracle more than 1 point of
Financials general ledger or project system,or the integration for the capital
other direction as required. project budget
amendments.
This interface is required only in the case where
The Customer requires the amended budget to be
synchronized between the two systems and where
the general ledger cannot be updated by re-
running the full export provided in the item in the
'Budget Export" item above.
Cooperative Purchase Page 46 of 61
Actuals Import Automated faciIityto transfer actual data from The In scope:
Customer's Oracle Financials general ledger or Questica will create no
project system to the Questica Budget Capital more than 1 point of
module at a transaction level on a daily basis integration for the capital
when automati cal lyseheduIed.and/or on project actuaIs.
demand.
Note that this scope item is in addition to the built-
in actuals impart which is able to read a CSV file,
provided it conforms to some simple formatting
requirements and the configured account
structure.
Statistical Budget Automated faciIityto transfer the Capital statistical In scope:
Export budget data from Questica Budgetto a single Questica will create no
target system at the approved budget more than 1 point of
object/costing centre level when invoked by a untegration for the
user. approved capital project
statistical budget.
Amended Statistical Automated facilityto transfer individual approved In scope:Questica will
Budget Export amendments to the Capital statistical budget create no more than 1
data,from Questica Budget to a single target point of integration for the
system,or the other direction as requI red.This capital project statistical
interface is required only in the case where The budget amendments.
Customer requires the amended budget to be
synchronized between the two systems and where
the 3rd party system cannot be updated by re-
running the full export provided in the item in the
"Statistical Budget Export"item above.
Statistical Actuals Automated facilityto transfer actual data from a In scope:
Import single target system to the Questica Budget Questica will create no
Capital statistics at a transaction level on a daily, more than 1 point of
basis when a utomati ca I ly sc h ed u I ed-1 and/or on integration for the
demand. statistical actuals for
capital projects.
2.5. Financial Statements
The Questica Budget Financial Statements add-in is not included in this installation.
This feature adds the ability to configure and generate financial statements[Balance Sheets,Income
Statements and Cash Flow Statements]from revenue and expense budget data combined with non-GL
data entered by the user.
Cooperative Purchase Page 47 of 61
2.6. Performance Measures
The Questica Budget Performance Measures module is included in this installation.
This section of the SOW relates only to the configuration of the system.Unless explicitly included as a
consulting activity(above),it is The Customer's responsibility to plan,design,and roll-out the
performance measurement program(s)-
The`Unlimited Read Only'license does not pertain to this module,as it is provisioned with unlimited
read+write licenses.
Funcbonal Area Descripbon Scope of Work
Configuration...
Measure Categories Configuration of Performance Measures In scope:
and Units Categories and Units,establishing those lookup Questica will,with the help
values within the system- of The Customer,
determine and configure
the Performance Measures
Categories and Units,
establishing those lookup
values within the system.
Initial Data Load...
Measures Configuration of the initial set of performance In scope:
measures- Questica will import the
initial set of performance
measures,to a limit of 14
hours of consulting.
Scorecards Configuration of the initial set of performance In scope
measurement scorecards,and including them on Questica will,with the help
dashboards. of The Customer,create the
initial set of scorecards,to
a limit of 10 hours of
consulting.
Integration...
Measure ActuaIs Automated facilityto load actual data from The In scope
Import Customer's 3rd party data collection systems to Questica will create no
the Questica Budget performance measures on a more than 4 points of
scheduled basis,and/or on demand. integration for the
approved budget.
This integration requires the 3rd partysystem(s)to
provide the following three pieces of information:
1-A unique identifier for the measure,matching
that used in Questica;
2.A date,
3.A value.
Users can add measure actuaIs data not available
Cooperative Purchase Page 48 of 61
through an automated interface through the user
interface or using Excel export/import
2.7. OpenBook
Questica's"Open Book"cloud service for data transparency is included in this implementationFunctional Area Descripbon Scope of Work
ConfiguraUcin...
system General configuration of Open Book to set the look- Customer task.
Administration and-feel,captions,and add users. As a customer task,The
Customer will leverage
Questica's training material
and reasonable assistance
of Questica's PM or
consultant to understand
the administration options.
Configuration of The Customer is able to add multiple In scope:
Visualizations "visualizations"of their data to their Open Book A Questica consultant will
site.Each dataset is displayed according to a assist in configuring
template selected from a library of visualization OpenBook "Visualizations',
styles. to a limit of 10 hours of
consulting ti me.
Configuration of Configure ad hoc views in Quesdca Budget as a In scope
Questica Budget convenient source of source of 0penBook data. Questica will,with the help
of The Customer,configure
up to 3 ad hoc views as a
source of OpenBook data.
The Customer is able to
configure as many
additional ad hoc views as
required.
Integration—
Import from Connection of OpenBock to Questica Budget, In scope
Questica Budget through a shared API key,and the publication of
ad hoc views for seamless impart of data into
❑pen Book from Questica Budget
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Import from CSV Initial and ongoing population of datasets through Customer task:
Files the import of.CSV files. As a customer task,The
Customer will leverage
Questica's training material
and reasonable assistance
of Questica's PM or
consultant to load and
configure datasets from
CSV files.
2.8. Training
FunctionsDescription Scopeof Work
Online Resources Questica has invested in creating and maintaining a substantial library of online
training courseware in the Questica Help and the Questica Academy.Having
signed-up with a valid Customer email address,all material is available to all
users during and after the implementation.
Training Approach Questica's standard training model is to train the trainers and/or advanoed users
within The Customer's org-a n i zation in all aspects of the application related to the
system delivered.Training is a blend of online courseware and -live'training,
either in a classroom(if in scope,see"Training Location' below)or via a web
conference. In the case of video training Questica's PM will field outstanding
questions after the scheduled viewing.
Where a specialist trainer is"In Scope"below this might be as a follow-up to a
video or presentation of the entire course.
Training Schedule Questica's PM will help determine at which point in the implementation the
delivery of training is most appropriate.The Customer may prefer to receive
some or all of their training in the early stages of the implementation,in the
knowledge thatsuch training will need to be carried out using a generic training
database.Alternatively The Customer may choose to wait until the
implementation is s u bsta ntla I I y complete in order to be trained on their own
instance of Questica.
Having received train-the-trainer training,the Customer is responsible for training
the end users,except where explicitly included in scope{below}.
Cooperative Purchase Page 50 of 61
Training Location Note that this item relates only to location of training and does not confer
training in addition to those items scoped below.
0n-5iteTraining:
*Up to six(6)on site training/PM visits included if PO issued by 12/31/2021
On SiteTraining
A Questica trainer will deliver training using facilities and equipment at premises
provided by The Customer. The on-site trainingshaII be a minimum of one day
and no more than five consecutive business days within the same working week.
Remote Training:
Additional training provided by Questica will be delivered using web conferencing
tools.Attendees are able to participate in the training from multiple locations
using their own computer,or in a conference room with shared screen(their own
computer is recommended).Audio is provided by telephone or the computer's
own audio facilities.These sessions may be recorded upon request,with the
unedited recording provided to The Customer for storage and dissemination
using their own media repository.
Instructional Instructional on-hoarding videos(one per module) Not in scope
Videos/eLearning or full eLearning courseware(covering all
Courseware modules)aimed at end-users.This material will
show general system usage,and how to enter and
query budgets tailored to The Customer's process.
The foffowing sections detail the proposed training. The Customer's PM will work with Questica IsPM or
training specialist to determine the final training plan and topics may be swapped to receive more of
one and foss of another,prodded that the total amount of braining does not exceed this proposed plan.
Training: Training in Questica Budget administration is In scope:
Administration delivered via a series of training courseware,such This will be delivered in one
as pre-recorded videos. trainingsessian.
Training: Training in the use of ad hoc views and In scope:Up to 5 training
Administrator dashboards is delivered via pre-recorded training sessions will be held on
Authored Reporting videos.Questica also provides instructional videos this topic.
on the use of the Report Builder 3.0 report
authoring tool but recommend that users make
use of the many online resources to gain expertise
in this tool.
Train-the-Trainer: "Train the trainer'training in the use of Questica In scope:
Operating Budgets Operating module. Up to 7 training sessions
will be held on this topic.
Train-the-User: "Train the user'training in the use of Questica In scope
Operating Budgets Operating module. Up to 12 training sessions
will be held on this topic.
Train-the-Trainer: "Train the trainer"training in the use of Questica In scope:
Personnel Budgets Personnel Planning&Budgeting module. Up to 2 training sessions
will be held on this topic.
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Train-the-User: Train the user"training in the use of Questica In scope:
Personnel Budgets Personnel Planning&Budgeting module, Up to 4 training sessions
will be held on this topic.
Train-the-Trainer; 'Train the trainer°training in the use of Questica In scope:
Capital Budgets Capital module. Up to 2 training sessions
will be held on this topic.
Train-the-User: "Train the user"training in the use of Questica In scope:
Capital Budgets Capital module. Up to 7 training sessions
will be held on this topic.
Train-the-Trainer; "Train the trainer"training in the use of Questica In scope
Performance Budgets Performance module is via pre-recorded This will be delivered in one
Measures train i ng video. trainingsession.
Train-the-User "Train the user'training in the use of Questica In scope:
Performance Budgets Performance module. This will be delivered in one
Measures training session.
2.9. Budget Book
F.H.Black&Company[FHB]to guide Customer in reproducing the City of Fort Worth FY 2021 Adopted
Annual Budget and Program Initiatives{Budget Book}in Wdesk:
• Includes building 594 pages of content as formatted and outlined in the Budget Book(located
here:https--//www.fcrtworthtexas.gov/files/assets/public planning-data-analyties/
documents/budget-ana lysis/fy2421-budget/fy2021-city-of-fort-worth-adopted budget_1.pdf)
• ❑uring implementation we may make recommendations for changes to improve usabi Iity,or to
simplify ongoing maintenance by your team
• The project is complete when the 2021 Budget Book is recreated in Wdesk.
Budget Book Joint CPA,Project Manager and Client Success In scope provided by FHB
❑nboarding Manager assigned to engagement
• Guide the Customer through the entire
implementation.
• Importingthe2021 Budget Book into
Wdesk,get the basic sections setup and
provide up to 297 pages of linking.
• For the 297 pages of the 594 page
document linked by FHB-
o Create the connected spreadsheets,
linked spreadsheets and formulas.
Once this is complete,link the data to
the Wdesk document.
• 5et up Wdata and chains,
buiIdinga connection from Customer's
Wdata to accou nti ng system or folder.
• Integration with one data source either
via direct connection or loading standard
exported content-
Assist with load ingdata and demonstrate
how to tag and group imported data.
Cooperative Purchase Page 52 of 61
• We have utilized the Customer's 2021
Budget Book provided by the Customer as
the definition of your requirements in this
regard. Should thesize of the document
(594 pages)being setup vary in size or
complexity significantly,additional fees
may accrue.
• Provide data model purpose-built for
municipalities.
Budget Book Joint Customer provides FHB with access to the Customer Task
❑nboarding organization's Wdesk instance.
■ With the Joint Onboarding the Customer is
responsible for perForming the vast
majority of implementation tasks.
Consequently,Customer will be primarily
responsible for meeting project timelines
and deadlines.
• The Customer uploads Budget Book
related data and documents per FHB
instructions for the FHB consultant to
review prior to Project Kickoff.
• Provide on-going guidance to the FHB
team respecting presentation and
disclosure requirements,general ledger
structure,year-end processes,etc.,as
necessary.
• Group all accounts by,at minimum,by
Object and Function as recommended/
advised by FHB within Wdesk.
• Reconcile the financial data within the
Wdesk as necessaryto agree with
previously published reports. This process
may also require posting adjustingjournaI
entries within Wdesk or accounting
system.If this is necessary,the Customer
will be responsible for this work
• For the 297 pages of the 594 page
document not linked by FHB.
o Create the connected spreadsheets,
linked spreadsheets and formulas.
Once this is oomplete,link the data to
the Wdesk document.
• Provide a ma pp i ng/grc u p legend for each
value in the statements,schedules and
notes
• Complete misceIIaneaus tasks as may be
assigned during the implementation
including the configuration of any work
papers deemed necessary to automate
complex values.
• Review,test and sign-off an all FHB work
within five(5)business days of receipt of
FHB's work.
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• Team members working in the project will
take the courses recommended by FHB
from the Workiva Learning Huh.
• Project SME/Champion(s)attend 1.5
hours education session on the using
Wdata and Wdesk
Aftercare Forty hours of AfterCare support included. In Scope provided by FHB
AfterCare hours are valid for one year
from project completion date.Additional
AfterCare support through F.H. Black&
Company Inc.can be added at anytime
with the purchase of a Service Level
Agreement.
• Anything outside of the above scope of
work is outside the scope of this project
and will need to be identified and quoted
separately.
2.10. Customizations
2.70.1. Custom Business Rules(CBRs),Modifiers, User Interface
The following customizations are included within this Scope of Work:
•CBR/Action. Integrate role level security active directory
***Notes.Integrate role level sec u r ity acti ve directory(two active directories:wateVcity)
This project includes an additional 245 hours identified exclusively for the development of
customizations.Work on these customizations shall not exceed 245 hours except on receipt and
acceptance of a change order,which may require additional funding:
• ***Notes.Consulting required to determine scope of hours
Customizations not listed here can be accommodated upon receipt and acceptance of a change order,
which will include a spec'rffcation and may inolude an estimate for the work to be charged on a time&
materials basis at the applicable rate.
2.70.2. Custom Reports, Custom Rd Hoc Entities and Custom Dashboards
This project includes 444 hours identified exclusively for the development reports and/or ad hoc
entities.Work on these shall not exceed 400 hours except on receipt and acceptance of a change order,
which may require additional funding:
■ ***Notes.Consulting required to allocate hours
Custom reporting and dash beard requirements not listed here can be accommodated upon receipt and
acceptance of a change order,which will include a specification and may include an estimate for the
work to be charged on a time&materials basis at the applicable rate.
Cooperative Purchase Page 54 of 61
2.10.3. Specifications
Before Questica undertakes any customizations described herein,as well as integrations with other
systems,and data imports,The Customer and Questica shall prepare and sign-off on the detailed
specifications{"Specifications'}for the work to be performed.
2.70.4. Change Orders
Any changes to the agreed specifications,including changes requested by The Customer within the
warranty period,shall be the subject of a new change order and the work to be carried out thereunder
shall be separately quoted,agreed,and billed and shall not be included as part of this Scope of Work.
2.70.5. Warranty
❑nce completed the custom work shall be warranted by Questica in accordance with the"Technical
Support Services"section of the Questica Software License Agreement.
2.11. Project Management
2.71.1.Questica Project Management Responsibilities
1. Coordinatingthe development of the project plan in consultation with The Customer project
manager and team members-
2- Ensure the timely execution of Questica's deliverables.
3. Ensuring that members of The Customer team are sufficiently educated in the Questica Budget
application understand the implications of initial design decisions.
4. Providing The Customer with timely and detailed descriptions of the items identified as
"Customer task within this SoW,along with their expected completion dates.
5. Providing regular progress status reports to the key team members.
6. Advising The Customer of the impact on the expected delivery dates of any Questica or
Customer deliverable is advanced or delayed.
7. Tracking issues through an issue log.
8. Author and coordinate the approval of change order estimates,and the execution of the
deliverables approved.
2.71.2. The Customer Project Management Responsibilities
1 Running The Customer's project accordingto The Customer's norms,standards,practices,and
protocols.
2. Acting as primary communication point with the Questca PM.
3. Providing definitive responses to the Questica PM on all decision points.
4. Ensuring the timely execution of The Customer's deliverables,as identified within this SoW,and
advising the Questica PM of expected completion dates.
5. Ensuring that implementation training material is reviewed in a timely manner.
6. Ensuring that change orders contain a full specification of the changes required.
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7. Ensuring that customizations are fully specified and documented.
8. Ensuring that all Customer team members have a clear understanding of their responsibilities to
the project
9. Approving{sign-off}Questica deliverables.
2.71.3. Project Planning
1. The project plan will be prepared by the Questica project manager in consuitatian with The
Customer's project manager and team members.
2. The project planning phase will determine whether Questica Budget modules are to be
implemented serially or in parallel and,if serially,the order of module implementation-
3- The implementation of each Questica Budget module will involve the following stages:
a. An overview of,and training in,the module and the ways in which the module can be
extended by conf i gu rati on and customizations.
b. A determination of how best to configure and,if necessary,customize the module to
meet the objectives of The Customer.
c. An overview of the advantages and,if present,disadvantages of the proposed
configuration and customizations.
d. Documentation of the agreed configuration and customizations.
e. The preparation of data impart templates consistent with the agreed configuration and
customizations.
f. The completion by The Customer of the data import templates.
g. The import by Questica of the data import templates.
h. Customer approval of the imported Questica Budget structures and data.
i. The creation of custom report entities to support The Customer's reporting,where such
reporting is not readily available within Questica Budgets natural data model.
j. Training in the creation of(ad hoc)views,and ad hoc print reports using Microsoft
Report Builder 3.0.
k. ❑etermination of custom reporting requirements that cannot be met by the standard
reports and the use of the out-of-the-box ad hcc repo rtingfeatures.
I. The preparation of change orders and specification for any custom reports not detailed
in this Scope of Work.
M. The development by Questica of any required custom reports,whether detailed in this
Scope of Work or added to the scope through a change order.
n. The testing and acceptance of custom reports and report views.
o. The deployment of custom reports and report views.
p. The development of an integration strategy for updating the Questica Budget database
with actual result data from the financial system and the passing of budget data into the
financial system.
q. The development by The Customer of the integration components(queries,intermediate
tables,file output/input etc.)which are required to access actual data from the financial
system/HR System and update the financial system with budget data.
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r. The development by Questica of:
i. integration components which transform budget data prior to updating the
financial system;
ii. integration components which transform actual result data prior to updating the
Questica Budget database;
iii. integration components required to initiate the execution of integrations.
s. The deployment of all integration components.
t The testing and acceptance by The Customer of the integration components.
3. Customer Resources
1. The requirement for Customer resources is variable with:
a. The duration of the project-
b. The degree of internal Customer consultation-
C. The level of internal Customer agreement.
d. The number of customizations.
e. The familiarity of Customer staff with their General Ledger,ERP.HR,and other 3rd party
systems.
2.11. Citizen Engagement
F.H.Black&Company[FHB]to guide Customer through on boa rding BalancingAct to educate and
engage residents about financial issues. The project is complete when BalancingAct is setup and one
simulation is configured to support citizen engagement for Customer.
Citizen Engagement CPA,Project Manager and Cliant5uccess In scope provided by FHB
Joint Onboarding Manager assigned to engagement-
Guide the Customer through the
implementation of one simuIation.
• Integration of Workiva Budget Book Data
with BalancingAct
• Provide best practices for communicating
financial information
• FHB staff will provide one(1)training
session via web conference for Customer
staff.The training session will cover the
following items:
❑ Setting up site
❑ General orientation
❑ 5tratege advice
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Citizen Engagement Customer provides FHB with access to the Customer Task
Joint Onboarding organizations BalancingAct instance.
• Provide on-going guidance to the FHB team
• Customer is responsible for selecting and
uploading all content specific to its
intended use of the Balancing Act products,
includingcategories,subcategories,
supporting information,additional details,
numerical amounts,pictures,graphs or
videos that are not uploaded via
integration.
Citizen Engagement Unlimited technical support with using In scope provided by
Ongoing Support features of BalancingActsoftware- Balancing Act
■ Up to 40 hours of custom software
development per year for BalancingAct
software,(e.g.custom API's or reports).
■ Anything outside of the above scope of
work is outside the scope of this project
and will need to be identified and quoted
separately.
Cooperative Purchase Page 58 of 61
Questica Pricing Notes
Quotation ID#:City of Fort Worth,Texas-11/16/2021
Pricing valid though: December 20, 2021
This quotation is reflective of Texas D I R pricing contract through Cara hsoft
■ Term: 5 Years, Inflation at 5%beginning in Year 4
■ Terms of Payment
o Software:
■ $304,755.85 upon Contract Effective Date
■ Year 2 due 365 days from Contract Effective Date and annually thereafter
o Professional Services{Quesbca Budget}:
■ $137,864.48 Project kick off
■ $137,864.48 Earlier of Historical operating budget available for validation or 120
days from contract effective date
• $91,909.65 Earlier of operating actuals import integration accepted by client
140 days from contract effective date
■ $91,909.65 Earlier of personnel data available for validation or 150 days from
co ntra ct eff e cti ve date
• $91,909.65 Earlier of personnel import integration accepted by client 165 days
from contract effective date
• $91.909.65 Earlier of Historical capital budget available for validation or 180
days from contract effective date
■ $91,909.65 Earlier of capital actuals impart integration accepted by client 210
days from contract effective date
■ $137,864.48 Earlier of completion of training or 240 days from contract
effective date
■ $45,954.81 Earlier of final customer acceptance or 30 days continuous use in a
production environment
o Professional Services(Budget Book and Citizen Engagement).
• $122,336.25 upon commencement of related services
Cooperative Purchase Page 59 of 61
Government Price Quotation
Questica at Carahsoft carahsoft.,%)o .
Questica 11493 SUNSET HILLS ROAD I SUITE 100 1 RESTON,VIRGINIA 20190
vmerebdm-te.gi— PHONE(703)871-8500 1 FAX(703)871-8505 1 TOLL FREE(888)66CARAH
WWW.CARAHSOFT.COM SALES@CARAHSOFT.COM
TO: Cayce Lay Lamas FROM: Tyler Sapp
Assistant Finance Director Questica at Carahsoft
The City of Fort Worth 11493 Sunset Hills Road
200 Texas St Suite 100
Fort Worth,TX 76102 USA Reston,Virginia 20190
EMAIL: cayce.laylamas@fortwodhtexas.gov EMAIL: Tyler.Sapp@carahsoft.com
PHONE: (817)392-7621 PHONE: (571)662-3097 FAX: (703)871-8505
TERMS: DIR Contract No.DIR-TSO-4258 QUOTE NO: 31716357
Expiration Date:February 21,2025 QUOTE DATE: 11/09/2021
FTIN 52-2189693 QUOTE EXPIRES: 02/12/2022
Shipping Point:FOB Destination RFQ NO:
Credit Cards:VISA1MaslerCard/AMEX
Remit To,Same as Above SHIPPING: ESD
Payment Terms:Net 30(On Approved Credit) TOTAL PRICE: $1,346,188.60
Texas VID#:1522189693700
Sales Tax May Apply
TOTAL QUOTE: $1,346,188.60
LINE NO. PART NO. DESCRIPTION LIST PRICE DISC QUOTE PRICE QTY EXTENDED PRICE
1 OB-B126-1-679 Data Visualisation and Citizen $28,750.00 5% $27,312.50 TX DIR 1 $27,312.50
Engagement Portal;Between$1-2
Billion;per/year
Queslica OpenBook
Questica-OB-B12B-1
2 CB-B12B-1-679 Operating,Salary and Capital Budget $192,993.00 5% $183,343.35 TX DIR 1 $183,343.35
Preparation and Budget Management
Software,Performance Measurement
Software;Between$1-2 Billion,
per/year
Questica Budget
Questica-OB-131213-1
3 BA-131213-1-679 Between$1-2 Billion $46,000.00 5% $43,700.00 TX DIR 1 $43,700.00
Queslica Citizen Engagement Powered
by Balancing Act
Questica-BA-B12B-1
4 OG-IE-ALL-RR- Designs project architecture and $255.00 5% $242.25 TX DIR 3794 $919,096.50
11-1-679 develops implementations plans;
administration activity.
Implementation-Priced per Hour
Questica-OG-IE-ALL-RR-1 H
5 WV-BB-01-679 Per Unit $60,000.00 16% $50,400.00 TX DIR 1 $50,400.00
Questica Budget Book-Powered by
Workiva
Questica-WV-BB-01
6 QB-WV-PM-01- Implementation $255.00 5% $242.25 TX DIR 465 $112,646.25
679 Questica Budget Book-Powered by
Workiva.Priced per Hour
Queslica-OB-WV-PM-01
CONFIDENTIAL QUOTE DATE: 11/09/2021
PAGE 1 of 2 QUOTE NO: 31716857
Cooperative Purchase Page 60 of 61
Government Price Quotation
Questica at Carahsoft cars hsoft,
$0 Questica .
11493 SUNSET HILLS ROAD I SUITE 100 1 RESTON,VIRGINIA 20190
Where bd%.g begins.
PHONE(703)$71-8500 1 FAX(703)871-8605 1 TOLL FREE(888)66CARAH
WWW.CARAHSOFT.COM I SALES@CARAHSOFT.COM
7 QB-BA-PM-01-679 Implementation $255 00 5% $24225 TX DIR 40 $900-00
Implementation services for Questica
citizen Engagement Powered by
Balancing Act.
Priced Per Hour
Questica-QB-BA-PM-01
SUBTOTAL: $1,346,188.60
TOTAL PRICE: $1,346,188.60
TOTAL QUOTE: $1,346,180.60
CONFIDENTIAL QUOTE DATE: 11/09/2021
PAGE 2 of 2 QUOTE NO: 31716857
Cooperative Purchase Page 61 of 61
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA F°RT�1'
DATE: 12/14/2021 REFERENCE **M&C 21- LOG NAME: 03BUDGET SOFTWARE
NO.: 0936 REPLACEMENT
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL) Authorize Execution of an Agreement with Carahsoft Technology Corporation, for
the Purchase and Implementation of Questica Budget Software, Utilizing Texas
Department of Information Resources Cooperative Contract DIR-TSO-4288 For An
Amount Up to $1,346,189.00 for the First Year and Five Annual Renewals up to
$305,135.00 For the Planning and Data Analytics Department and Adopt the Attached
Appropriation Ordinances in the Amount of$1,346,189.00
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of an agreement with Carahsoft Technology Corporation for procurement
and implementation of Questica Budget, budgeting software, in an amount up to
$1,346,189.00.
2. Adopt the attached appropriation ordinance to increase appropriations in the General Fund in
the amount of $1,346,189.00, reducing from fund balance for the purpose of transferring to
the ITS Capital Projects Fund; and
3. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations
in the ITS Capital Projects Fund in the amount of $1,346,189.00, transferred from available
funds in the General Fund, for the purpose of funding the ERP IT programmable project (City
Project No. P00093).
DISCUSSION:
The Planning and Data Analytics Department (P&DA) is responsible for the development of the City's
annual operating and capital budget. The current budget software is at end of life for support and
requires replacement. P&DA engaged the Information Technology Solutions Department (ITS) to
assist in a review of replacement software platform.
After the Departments' review, staff recommends replacing the current on premise software with a
software-as-a-solution platform from Questica, Inc. sold by Carahsoft Technology Corporation using
the Texas Department of Information Resources (DIR) cooperative purchasing contract DIR-TSO-
4288. The new software will satisfy the City's needs and includes the operating budget function,
capital budget function, budget book/reporting function, and citizen engagement function.
By approving the execution of the agreement and adopting the appropriation ordinances,
$1,346,189.00 will be transferred from the fund balance of the General Fund to the ITS Capital
Projects Fund for the costs associated with the project.
COOPERATIVE PURCHASE - State law provides that a local government purchasing an item under a
cooperative purchasing agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
SUCCESSOR CONTRACTS - In the event the DIR agreement is not renewed, staff would cease
purchasing at the end of the last purchase agreement coinciding with a valid DIR agreement. If the
City Council were to not appropriate funds for a future year, staff would stop making purchases when
the last appropriation expires, regardless of whether the then-current purchase agreement has
expired.
The City will initially use the DIR contract to make purchases authorized by this M&C. The
Cooperative Contract is set to expire on February 21, 2025. If DIR-TSO-4288 is extended, this M&C
authorizes the City to purchase similar equipment and supplies under the extended contract. If DIR-
TSO-4288 is not extended but DIR executes a new cooperative contract with Carahsoft Technology
Corporation and with substantially similar terms, this M&C authorizes the City to purchase the
equipment and supplies under the new DIR contract. If this occurs, in no event will the City continue to
purchase goods and services under the new agreement for more than three (3) years without seeking
Council approval.
BUSINESS EQUITY- A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
AGREEMENT TERM - Upon City Council's approval, this agreement will become effective and expire
February 21, 2023 in accordance with the DIR contract. The agreement will renew on an annual basis
thereafter.
RENEWAL OPTIONS - This agreement may be renewed for up to five one-year renewal terms at the
City's option. This action does not require specific City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are currently available in the General Fund and upon
approval of the above recommendations and adoption of the attached appropriation ordinances,
funds will be available in the ITS Capital Fund for the ERP IT project to support the approval of the
above recommendations and execution of the agreement. Prior to an expenditure being incurred, the
Planning & Data Analytics Department has the responsibility of verifying the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by_ Fernando Costa (6122)
Originating Department Head: Mark McAvoy (6222)
Additional Information Contact:
ATTACHMENTS
03 BUDGET SOFTWARE REPLACEMENT.docx (CFW Internal)
03BUDGET SOFTWARE REPLACEMENT 10100 A022(r2).docx (Public)
03BUDGET SOFTWARE REPLACEMENT 30112 A022(r3).docx (Public)
03BUDGET SOFTWARE REPLACEMENT FID TABLE.xlsx (CFW Internal)
Form 1295 Certificate 2021-827940 signed.pdf (CFW Internal)