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HomeMy WebLinkAboutContract 45976 4 CGI COMm r Ar.7_t& CONSULTING AGREEMENT This is a Consulting Agreement("Agreement")dated as of AG i IV ,2014(the "Effective Date")by and between the City of Fort Worth("Client"),a home rule municipal corporation organized under the laws of the State of Texas with it principle place of business at City Hall, 1000 Throckmorton,Fort Worth,Texas 76102,and CGI Technologies and Solutions Inc.("CGI"),a Delaware corporation having its principal place of business at 11325 Random Hills Road,Fairfax,Virginia 2203 0. 1. SCOPE OF WORK CGI will perform the consulting and other tasks described in the Statement of Work attached as ExhibitA and any other Statements of Work subsequently issued under this Agreement and agreed to in writing by both parties (the"Services"). Each party will designate a project manager who is authorized to give or obtain all information, decisions and approvals of such party relating to the Statement of Work. Client will also provide CGI with timely access to other,appropriate Client personnel to facilitate the performance of the Services by CGL 2. COMPENSATION CGI will perform the Services on a time and materials basis at the rates specified in the Statement of Work,or on such other basis as may be provided in the Statement of Work. Client will also pay CGI's Reimbursable Expenses in an amount stated in the applicable Statement of Work. "Reimbursable Expenses"mean incidental actual expenses reasonably incurred by CGI in performing its obligations under this Agreement,including without limitation courier,document duplication,postage,long-distance telephone charges,travel and living expenses,and charges for any non-routine supplies and equipment called for in a Statement of Work or approved in writing by Client. Reimbursable Expenses shall be invoiced at cost based on CGI's actual out-of-pocket cost without any markup from CGI for any reason,including,but not limited to, CGI's overhead or processing costs. 3. PAYMENT TERMS Charges for all Services performed on a time and materials basis will be invoiced not more often than once every two(2)weeks covering the Services performed and CGI's Reimbursable Expenses. The invoices will show the hours worked by billable labor category and appropriate detail for the Reimbursable Expenses,including substantiating receipts or invoices for each expense. All fees and expenses are to be paid to CGI in United States Dollars,by electronic funds transfer to an account designated by CGI or by check sent to Bank of America,c/o CGI Technologies and Solutions Inc. at 12907 Collections Center Drive,Chicago,IL 60693. CGI's invoices are due and payable in full within thirty(30)calendar days from the date of the invoice. If Client withholds any invoiced amount which it disputes in good faith,Client must pay all undisputed amounts on the invoice within the agreed payment period and promptly notify CGI of the specific amount in dispute and the reasons why it disputes the amounts. CGI and Client will work together in good faith to resolve any timely disputed amount in a prompt and mutually acceptable manner. If Client does not pay an invoice for an undisputed amount within thirty(30) calendar days after the invoice date, CGI may add an interest charge in accordance with Texas law regarding prompt payment by government entities;this interest will begin to accrue on the day after the payment due date and will accumulate on the outstanding balance on a daily basis until paid in full. CGI acknowledges and agrees that Client is a government entity that is generally exempt from taxation,that no sales or other taxes shall be collected in connection with CGI's performance of the Services,and that CGI shall be solely responsible for its own taxes, including but not limited to,taxes on CGI's net income and all employer reporting and payment obligations with respect to its personnel. Consulting Agreement(U.S.) 1 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 RECEIVED SEP 2 5 2014 CGI 4. PROPRIETARY RIGHTS Unless otherwise agreed under a Statement of Work, CGI will own all right,title and interest in and to all work products developed by it under this Agreement. Subject to payment in full by Client of amounts owed to CGI under this Agreement, CGI grants to Client an irrevocable, nonexclusive,perpetual, royalty-free right and license to use,execute,reproduce,modify and create derivative works from such materials for Client's own internal use. Client hereby grants to CGI a nonexclusive,royalty-free license to use any Client data and materials provided by it to CGI during the Term of this Agreement solely for the purpose of performing the Services for Client. 5. NONDISCLOSURE Client and CGI agree that in connection with the performance of their respective obligations hereunder,each party may have access to the Confidential Information of the other party. The follow terms will apply to such access. A. "Confidential Information"means information belonging to or in the possession of a party which is confidential or a trade secret and is furnished or disclosed to the other party under this Agreement(including information exchanged in contemplation of entering into this Agreement): (i) in tangible form and marked or designated in writing in a manner to indicate it is confidential or a trade secret; or(ii)in intangible form and that is identified as confidential or a trade secret in a writing provided to the receiving party within thirty(30)business days after disclosure. "Confidential Information"does not include any information that,as evidenced by written documentation: (i)is already known to the receiving party without restrictions at the time of its disclosure by the furnishing party;(ii)after its disclosure by the furnishing party,is made known to the receiving party without restrictions by a third party having the right to do so;(iii)is or becomes publicly known without violation of this Agreement; or(iv) is independently developed by the receiving party without reference to the furnishing parry's Confidential Information. B. Confidential Information will remain the property of the furnishing party, and the receiving party will not be deemed by virtue of this Agreement or any access to the furnishing party's Confidential Information to have acquired any right,title or interest in or to the Confidential Information. The receiving party agrees: (i)to afford the furnishing party's Confidential Information at least the same level of protection against unauthorized disclosure or use as the receiving party normally uses to protect its own information of a similar character,but in no event less than reasonable care;(ii)to limit disclosure of the furnishing party's Confidential Information to personnel furnished by the receiving party to perform Services under a Statement of Work or otherwise having a need to know the information for the purposes of this Agreement;(iii)not to disclose any such Confidential Information to any third party unless such disclosure is required by law or court order;(iv)to use the furnishing party's Confidential Information solely and exclusively in accordance with the terms of this Agreement in order to carry out its obligations and exercise its rights under this Agreement;and(v)to notify the furnishing party promptly of any unauthorized use or disclosure of the furnishing party's Confidential Information and cooperate with and assist the furnishing party in every reasonable way to stop or minimize such unauthorized use or disclosure. C. Upon termination or expiration of this Agreement and all Statements of Work issued under this Agreement,the receiving party, at the furnishing party's option,will return or destroy all Confidential Information of the furnishing party that the receiving party does not possess under a valid license;provided that CGI may retain one(1)copy of all of its Consulting Agreement(U.S.) 2 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 CGI work products(including working papers)produced under this Agreement for archival purposes. D. Notwithstanding the foregoing, CGI acknowledges that Client is a government entity subject to certain legal requirements, including,but not limited to,the Texas Public Information Act,Tex. Govt Code Chapter 552, and that Client shall be required to act in accordance with all applicable legal mandates. In the event Client receives a request for CGI's Confidential Information under the Public Information Act or legal or judicial process,Client shall notify CGI in a timely fashion so that CGI may,at its own sole expense,seek to prevent disclosure. 6. LIMITED WARRANTIES AND REMEDIES FOR BREACH OF WARRANTY A. CGI warrants,for a period of thirty(30)calendar days commencing when the Services are completed that the Services will be performed in a workmanlike manner consistent with industry standards reasonably applicable to the performance of such Services. If Client believes there has been a breach of this warranty,it must notify CGI in writing within the warranty period stating in reasonable detail the nature of the alleged breach. If there has been a breach of this warranty,then CGI's sole obligation, and Client's exclusive remedy, will be for CGI to correct or re-perform, at no additional charge,any affected Services to cause them to comply with this warranty. B. CGI warrants that any original works of authorship developed by CGI personnel under a Statement of Work, including their use by Client in unaltered form,will not,to CGI's knowledge,infringe any third party copyrights,patents or trade secrets that exist on the Effective Date and that arise or are enforceable under the laws of the United States of America. (1) If a third party brings an action against Client making allegations that,if true, would constitute a breach of this warranty,then CGI will, at its own expense and subject to the provisions of Section 8.C, defend,indemnify and hold Client harmless in such proceeding,and CGI will pay all settlements, costs, damages and legal fees finally awarded. (2) If such a proceeding is brought or appears to CGI to be likely to be brought, CGI may, at its sole option and expense, either obtain the right for Client to continue using the allegedly infringing item(s)or replace or modify the item(s)to resolve such proceeding. If CGI finds that neither of these alternatives is available to it on commercially reasonable terms, CGI may require Client to return the allegedly infringing item(s),in which case Client will receive a refund of the amounts paid by it for the returned item(s). This Section 6.13 states CGI's entire obligation to Client and Client's exclusive remedy with respect to any claim of infringement and is in lieu of any implied warranties of non- infringement or non-interference with use and enjoyment of information. C. CGI may investigate and correct breaches of warranty at CGI's offices to the extent possible. If Client requires CGI to travel to Client's place of business to correct a breach of warranty that could have reasonably been corrected at CGI's place of business, Client will reimburse CGI for the reasonable travel time and Reimbursable Expenses of CGI's personnel. If a reported breach of warranty is attributable to a cause other than a breach of the applicable CGI warranty,then CGI will be entitled to payment for its investigation and correction efforts on a time and materials basis at the rates applicable to the Statement of Work pursuant to Section 2. D. CGI is not responsible for any claimed breaches of the foregoing warranties caused by: (i)modifications made to the item in question by anyone other than CGI and/or its Consulting Agreement(U.S.) 3 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 CGI subcontractors working at CGI's direction;(ii)the combination,operation or use of the item with other items CGI did not supply;(iii) Client's failure to use any new or corrected versions of the item made available by CGI;or(iv)CGI's adherence to Client's specifications or instructions. E. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,INCLUDING,BUT NOT LIMITED TO,ANY IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,INTEGRATION,PERFORMANCE AND ACCURACY AND ANY IMPLIED WARRANTIES ARISING FROM STATUTE,COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. 7. LIMITATION OF LIABILITY A. If Client should become entitled to claim damages from CGI for any reason(including without limitation,for breach of contract,breach of warranty,negligence or other tort claim), CGI will be liable only for the amount of Client's actual direct damages up to the amount that Client paid CGI for the items or Services that are the subject of the claim. In no event,however,will CGI be liable to Client(in the aggregate for all claims made with respect to a Statement of Work)for more than the fees paid by Client to CGI under the applicable Statement of Work during the three(3)month period prior to the breach. B. In no event will CGI be liable for: (i) any damages arising out of or related to the failure of Client or its affiliates or suppliers to perform their responsibilities;(ii) any claims or demands of third parties(other than those third party claims covered by Sections 6.13(1) or 8.A); or(iii)any lost profits, loss of business,loss of data, loss of use, lost savings or other consequential,special, incidental,indirect, exemplary or punitive damages,even if CGI has been advised of the possibility of such damages. C. The foregoing limitations do not apply to the payment of settlements, costs, damages and legal fees referred to in Section 6.13(1),or to any claims by Client for reimbursement under Section 8.A. The limitations of liability set forth in this Section 7 will survive termination or expiration of this Agreement. The parties agree that the foregoing limitations will not be read so as to limit any liability to an extent that would not be permitted under applicable law. S. INDEMNIFICATION A. If, as a result of one party's(the"negligent party")negligence,the other party(the "injured party")or its employees suffer personal injury or damage to tangible property, the negligent party will,to the extent allowed under Texas law,reimburse the injured party for that portion of any claims the injured party pays for which the negligent party is legally liable. B. If a third party brings an action against CGI alleging that any data or materials provided by Client to CGI,including their use by CGI in its performance of the Services under the applicable Statements of Work infringe any third party copyrights,patents or trade secrets that exist on the Effective Date and that arise or are enforceable under the laws of the country in which the Services are performed,then Client will, at its own expense and subject to the provisions of Section 8.0 and to the extent allowed under Texas law, defend,indemnify and hold CGI harmless in such proceeding and Client will pay all settlements, costs, damages, legal fees and expenses finally awarded. C. A party's indemnification obligations specified in this Agreement are conditioned upon the indemnified party promptly notifying the indemnifying party in writing of the proceeding,providing the indemnifying party a copy of all notices received by the Consulting Agreement(U.S.) 4 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 CGI indemnified party with respect to the proceeding, cooperating with the indemnifying party in defending or settling the proceeding, and allowing the indemnifying party to control the defense and settlement of the proceeding, including the selection of attorneys. The indemnified party may observe the proceeding and confer with the indemnifying party at its own expense. D. This Section 8 shall survive termination or expiration of this Agreement. 9. LAW AND DISPUTES A. Any claim,controversy or dispute arising under or related to this Agreement will be governed by the laws of the State of Texas,without regard to any provision of Texas law that would require or permit the application of the substantive law of any other jurisdiction.Notwithstanding anything to the contrary,the parties expressly agree that the provisions of the Uniform Commercial Code(UCC)as enacted under state and federal law,and the Uniform Computer Information Transactions Act(UCITA)as enacted under Va. Code Ann. §59.1-501.1 et seq.,or as set forth in any other Virginia or other statute of any state,or as may be amended or modified,applicable as of the effective date of this Agreement or thereafter,shall not apply to this Agreement. B. Both CGI and Client agree to comply fully with all relevant export laws and regulations of the United States to ensure that no information or technical data provided pursuant to this Agreement is exported or re-exported directly or indirectly in violation of law. C. At the written request of either party,the parties will attempt to resolve any dispute arising under or relating to this Agreement through the informal means described in this Section 9.C. Each party will appoint a senior management representative who does not devote substantially all of his or her time to performance under this Agreement. The representatives will furnish to each other all non-privileged information with respect to the dispute that the parties believe to be appropriate and germane. The representatives will negotiate in an effort to resolve the dispute without the necessity of any formal proceeding. Formal proceedings for the resolution of the dispute may not be commenced until the earlier of. (i)the designated representatives conclude that resolution through continued negotiation does not appear likely; or(ii)thirty(30)calendar days have passed since the initial request to negotiate the dispute was made;provided,however,that a party may file earlier to avoid the expiration of any applicable limitations period,to preserve a superior position with respect to other creditors,or to apply for interim or equitable relief. D. No proceeding,regardless of form,arising out of or related to this Agreement may be brought by either party more than four(4)years after the accrual of the cause of action, except that(i)proceedings related to violation of a party's proprietary rights or any duty to protect Confidential Information may be brought at any time within the applicable statute of limitations, and(ii)proceedings for non-payment may be brought up to two(2) years after the date the last payment was due. 10. TERMINATION A. This Agreement will commence on the Effective Date,and will continue until the Services have been performed and Client has paid CGI in full,unless either party terminates this Agreement pursuant to Section 10.B. B. Either party may terminate this Agreement, in whole or in part, at any time and for any reason upon at least thirty(30)calendar days' prior written notice to the other. CGI will inform Client of the extent to which performance is completed and CGI will take steps to wind down work in progress in an orderly fashion during the notice period. Upon the Consulting Agreement(U.S.) 5 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 1 termination of this Agreement, CGI will have no obligations except as specifically provided below. Client will pay CGI for all hours of Services actually performed through the effective date of termination,plus Reimbursable Expenses,together with any costs and expenses reasonably incurred by CGI to terminate its performance of the Services earlier than anticipated,including without limitation costs to relocate any CGI personnel from Client's site,and costs to terminate any special contracts or leases entered into for the purpose of performing the terminated Services. C. Any provision of this Agreement that imposes or contemplates continuing obligations on a party will survive the expiration or termination of this Agreement,including but not limited to Sections 5,7,and 8. 11. GENERAL A. Any legal notice or other communication required or permitted to be made or given by either party pursuant to this Agreement will be in writing,in English,and will be deemed to have been duly given: (i)five(5)business days after the date of mailing if sent by registered or certified U.S.mail,postage prepaid,with return receipt requested; (ii)when transmitted if sent by facsimile,provided a confirmation of transmission is produced by the sending machine and a copy of the notice is promptly sent by another means specified in this section;or(iii)when delivered if delivered personally or sent by express courier service. All notices will be sent to the other parry at its address as set forth below or at such other address as the parry may specify in a notice given in accordance with this section. In the case of Client: with a copy of legal notices to: City of Forth Worth CA kmob O C>t Municipal Building 1 n60 "C�-MN z t3 1000 Throckmorton V� W Wx iM 1 -rK I(e(02 Attn: A(IN IF&C FjN Ar)(E Fort Worth,Texas 76102 Fax: Attn: f yA4T PAPsAcy— Fax: In the case of CGI: with a copy of legal notices to: CGI Technologies and Solutions Inc. CGI Technologies and Solutions Inc. 11325 Random Hills Road,8fl'Floor 11325 Random Hills Road,8'l'Floor Fairfax,VA 22030 Fairfax,VA 22030 Attn:Daniel Keene Attn: Office of General Counsel Fax: 703-267-7288 Fax:703-267-7288 B. Neither party shall be liable for any damages for delays or failure in performance under this Agreement caused by acts or conditions beyond its reasonable control,without its fault or negligence, which could not have reasonably foreseen or prevented by reasonable precautions. Such acts or conditions(each a"Force Majeure")shall include,but not be limited to: acts of God or of the public enemy;civil war;insurrections or riots;acts of war;acts of government;acts of terrorism;fires;floods;storms;explosions;earthquakes or accidents;unusually severe weather;epidemics or public health restrictions;strikes or labor troubles causing cessation,slowdown or interruption of work;failures or fluctuations in electrical power,heat,light,air conditioning or telecommunication equipment; and other similar events,or any event referred to above preventing a subcontractor from performing its obligations under a subcontract. In the event of a Force Majeure, (i)the party experiencing the Force Majeure shall exercise due diligence Consulting Agreement(U.S.) 6 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 CGI in endeavoring to overcome any Force Majeure impediments to its performance and shall provide prompt notice to the other party of the Force Majeure;and(ii)the time for performance shall be extended by a period equal to the delay caused by the Force Majeure and, if warranted,the fees payable to CGI shall be equitably adjusted. C. During the term of this Agreement and for twelve(12)months after its expiration or termination,neither party will,either directly or indirectly,solicit for employment or employ(except as permitted below)by itself(or any of its affiliates)any employee of the other party(or any of its affiliates)who was involved in the performance of the party's obligations under this Agreement,unless the hiring party obtains the written consent of the other party. The foregoing provision will not(i)prohibit a general solicitation of employment in the ordinary course of business or prevent a party from employing any employee who contacts such party as a result of such a general solicitation;or(ii)be read so as to limit employment opportunities to an extent that would not be permitted under applicable law(e.g., California law). D. Neither party may assign or otherwise transfer this Agreement or any of the rights that it grants,without the prior written consent of the other party,which consent will not be unreasonably withheld or delayed. Any purported assignment in violation of the preceding sentence will be void. This Agreement will be binding upon the parties' respective successors and permitted assigns. E. Nothing in this Agreement will prevent CGI from marketing, developing,using and performing services similar to or competitive with the services furnished under this Agreement. Neither party will be prevented from using ideas,concepts,expressions, know-how, skills and experience possessed by it prior to,or developed or learned by it in the course of,performance under this Agreement. The provisions of Section 5 do not prevent CGI from describing to potential Clients any Services or work products provided by CGI under this Agreement, so long as CGI removes Client's Confidential Information and any identifying references to Client. F. No failure or delay by a party in exercising any right,power or remedy will operate as a waiver of that right, power or remedy,and no waiver will be effective unless it is in writing and signed by the waiving party. If a party waives any right,power or remedy, the waiver will not waive any successive or other right,power or remedy the party may have under this Agreement. G. The provisions of this Agreement will be deemed severable, and the unenforceability of any one or more provisions will not affect the enforceability of any other provisions. In addition,if any provision of this Agreement,for any reason, is declared to be unenforceable,the parties will substitute an enforceable provision that,to the maximum extent possible under applicable law,preserves the original intentions and economic positions of the parties. H. This Agreement constitutes the entire agreement between the parties, and supersedes all other prior or contemporaneous communications between the parties(whether written or oral)relating to the subject matter of this Agreement. This Agreement may be modified or amended solely in a writing signed by both parties. Consulting Agreement(U.S.) 7 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 CG I. The Exhibits referred to in and attached to this Agreement are made a part of it as if fully included in the text. J. Each party agrees that electronically reproduced signatures sent via facsimile or e-mail will have the same legal effect as original signatures and may be used as evidence of execution of this Agreement. Each party has caused its authorized representative to execute this Agreement as of the Effective Date. CGI Technologies and Solutions Inc. (CGI) City of Fort Worth,Texas(Client) By: By: Name:Daniel Keene Name: J%h A_(avu-S Title: Senior Vice President Title: b�s Tt, FmK Awo LcA-�i4r( By: Name: ��� Title: C O N Am(Lf-f( i By: Name: ��JV�j� � � T. o5 Title: ( �� p►� ��' �'1� � PO o00 00°oo g, by.. Q 0 s °0 C, 0 Mary J. KhA6r, City Secre Consulting Agreement(U.S.) 8 Confidential and Proprietary CGI Technologies and Solutions Inc. October 2013 i CGI Statement of Work This Statement of Work Number(this"SOW")is entered into pursuant to,and is subject to and governed by the terms of,that certain Consulting Agreement dated effective as of August 14,2014,(the "Agreement")by and between the City of Fort Worth. ("Customer"), a home rule municipal corporation organized under the laws of the State of Texas,with principal place of business located at City Hall, 1000 Throckmorton,Fort Worth,Texas 76102 and-CGI Technologies and Solutions Inc. ("CGI"),a Delaware corporation having its principal place of business at 11325 Random Hills Road,Fairfax,Virginia,22033. 1. Effective Date of this Statement of Work. This Statement of Work is effective on or before October 1,2014,executed by both parties, through March 31,2015. 2. Services to be Performed and Schedule of Performance. This Statement of Work is to provide up to 200 hours na,$210.00Ihour for BRASS data migration. A. Scope. The BRASS data migration quote comprises of the following scope of services to be executed remotely(not on-premise): • Provide guidance for developing the approach and planning for the conversion of the BRASS database to accommodate a larger organization chart of account field. • Provide technical assistance and advice for revising the length of the organization chart of account field. • Revise icVecf configurations to support larger organization chart of account field. • Support testing,as required. B. Assumptions. The BRASS data migration quote is based on the following assumptions: • The Customer will provide remote network access to a non-production environment for development and testing purposes. • The existing BRASS reports contain no custom fields using the organization code for ordering or selection. • Jesus Hernandez is the primary Customer contact and will be available,on average,for a minimum of one hour per business day throughout the length of the project. CGI Technologies and Solutions Inc. A-I Confidential and Proprietary City of Fort Worth Statement of Work CGI 3. Compensation. CGI will provide up to 200 (two hundred)hours of services at the standard hourly rate of$210.00 inclusive of travel and other reimbursement expenses as required. The Maximum amount billable under this Statement of Work is$42,000(Forty-Two Thousand Dollars). CGI will invoice monthly based upon the actual hours worked against the 200 hours. CGI is neither authorized nor obligated to expend additional effort beyond the 200 hours authorized herein without the mutual agreement of the parties and the execution of an amendment to the Agreement. The Customer is under no obligation to utilize any or all of the 200 hours. Pricing Assumptions: The pricing provided in the quote above is based on the following assumptions. • Additional Professional Services will be contracted through a Statement of Work(SOW) separate from any previous SOW. • The Customer has already licensed for Advantage BRASS module and remains current on its annual license maintenance. 4. Statement of Work Managers. The Statement of Work Managers are: Customer CGI Alan Shuror Jon Brax Budget&Research Manager Executive Consultant, CGI Alan.Shurorgfortworthtexas.gov jon.brax@c,�,i.com (817)392-8505 (816)885-6335 5. Resources and Responsibilities of Customer A. The professional service hours are to be used by the Customer solely for the activities related to BRASS data migration. B. The Customer will assign the appropriate resource(s)to assist with execution of the scope of services listed above. C. The Customer will assign a resource to be responsible for coordinating activities between CGI and the Customer(project management activities). D. The Customer will notify CGI within a minimum of two weeks advance notice for the required consultant resource(s). 6. Responsibilities of CGI A. CGI shall not exceed the 200 hours indicated in this SOW,without written authorization of the parties represented by an amendment to this SOW or contracted through an additional SOW. B. CGI agrees to provide a monthly invoice associated with the expended hours listed above. CGI Technologies and Solutions Inc. A-2 Confidential and Proprietary City of Fort Worth Statement of Work CGI C. CGI guarantees that consultant resource(s)will be made available to the Customer within a reasonable time following request to insure project efficiency and continuation for on- time completion. Agreed to and accepted by: CGI Technologies and Solutions Inc. City of Fort Worth (CGI) By: By: 1 Name: Daniel Keene Name: 13%) SGt o k k S Title: Senior Vice President Title: Date: August 14,2014 Date: I I By: Name: 6r,9, ,F T tKwa Title: WNS Date: ��A ROVED kS 10 pORNi 'I ID L t iiLl7'Y: E,ss' nt C? s racy Attiasted �o 060 0 J. sir, City S O0 0 0 0 0 CGI Technologies and Solutions Inc. A-3 Confide �9fi° ry City of Fort Worth St t