HomeMy WebLinkAboutContract 49813 City Secretary Contract No. ( U / 3
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PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH (the "City", "Client" or "Customer"), a Texas home-rule municipal
corporation, and CCG Systems, Inc. dba FASTER Asset Solutions ("Consultant,""Contractor"or"FASTER"),
a Virginia corporation Company. City and Consultant are each individually referred to herein as a "party" and
collectively referred to as the"parties."
CONTRACT DOCUMENTS:
The Contract documents shall include the following:
1. This Agreement for Professional Services
2. Exhibit A—Statement of Work,Pricing&Payment Terms
3. Exhibit B—Network Access Agreement
4. Exhibit C—Signature Verification Form
5. Exhibit D—Enterprise Unlimited User License Agreement for FASTER Web software
All Exhibits attached hereto are incorporated herein and made a part of this Agreement for all purposes. In the event
of any conflict between the documents,the terms and conditions of this Professional Services Agreement shall control.
The term"Consultant"or"Contractor"shall include the Consultant or Contractor,and its officers,agents,employees,
representatives,servants,contractors or subcontractors.The term"City"shall include its officers,employees,agents,
and representatives.
1. Scope of Services.
Consultant hereby agrees, with good faith and due diligence, to provide the City with professional consulting
services for specific description of services. Specifically,Consultant will perform all duties outlined and described in the
Statement of Work,which is attached hereto as Exhibit"A"and incorporated herein for all purposes,and further referred
to herein as the "Services.".Consultant shall perform the Services in accordance with standards in the industry for the
same or similar services. In addition, Consultant shall perform the Services in accordance with all applicable federal,
state,and local laws,rules,and regulations. If there is any conflict between this Agreement and Exhibit A,the terms and
conditions of this Agreement shall control.
2. Term.
This Agreement shall commence upon October 1, 2017 ("Effective Date") and shall expire no later than
September 30, 2018 ("Expiration Date"), unless terminated earlier in accordance with the provisions of this
Agreement or otherwise extended by the parties.
3. Compensation.
The City shall pay Consultant an amount not to exceed $184,260.00 for Software & Services (Annual
Upgrades&Support are additional)in accordance with the provisions of this Agreement and Exhibit"A,"Payment
Schedule, which is attached hereto and incorporated herein for all purposes. Consultant shall not perform any
additional services for the City not specified by this Agreement unless the City requests and approv mg tne
additional costs for such services. The City shall not be liable for any additional expenses of Consult nLua '*CORD
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by this Agreement unless the City first approves such expenses in writing. City agrees to pay all invoices of
Consultant within thirty(30)days of receipt of such invoice.Consultant may charge interest on late payments not to
exceed one percent(1%).
4. Termination.
4.1. Convenience.Either the City or Consultant may terminate this Agreement at any time and for any reason by
providing the other party with 30 days written notice of termination.
4.2 Breach. Subject to Section 29 herein, either party may terminate this Agreement for a material breach of
duty,obligation or warranty upon exhaustion of all remedies set forth in Section 29.
4.3 Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by the City in any fiscal
period for any payments due hereunder,the City will notify Consultant of such occurrence and this Agreement shall
terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the
City of any kind whatsoever,except as to the portions of the payments herein agreed upon for which funds have been
appropriated or for agreed-upon services performed by Consultant prior receiving notice by the City that sufficient
funds have not been appropriated.
4.4 Duties and Obligations of the Parties. In the event that this Agreement is terminated prior to the Expiration
Date, the City shall pay Consultant for services actually rendered up to the effective date of termination and
Consultant shall continue to provide the City with services requested by the City and in accordance with this
Agreement up to the effective date of termination. Upon termination of this Agreement for any reason, Consultant
shall provide the City with copies of all completed or partially completed documents prepared under this Agreement.
In the event Consultant has received access to City information or data as a requirement to perform services
hereunder,Consultant shall return all City provided data to the City in a machine readable format or other format
deemed acceptable to the City.
5. Disclosure of Conflicts and Confidential Information.
5.I Disclosure of Conflicts.Consultant hereby warrants to the City that Consultant has made full disclosure in
writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement. In the
event that any conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby agrees
immediately to make full disclosure to the City in writing.
5.2 Confidential Information. The City acknowledges that Consultant may use products, materials, or
methodologies proprietary to Consultant. The City agrees that Consultant's provision of services under this
Agreement shall not be grounds for the City to have or obtain any rights in such proprietary products,materials,or
methodologies unless the parties have executed a separate written agreement with respect thereto. Consultant, for
itself and its officers,agents and employees,agrees that it shall treat all information provided to it by the City("City
Information") as confidential and shall not disclose any such information to a third party without the prior written
approval of the City.
5.3 Unauthorized Access. Consultant shall store and maintain City Information in a secure manner and shall
not allow unauthorized users to access,modify,delete or otherwise corrupt City Information in any way.Consultant
shall notify the City immediately if the security or integrity of any City information has been compromised or is
believed to have been compromised,in which event,Consultant shall,in good faith,use all commercially reasonable
efforts to cooperate with the City in identifying what information has been accessed by unauthorized means and
shall fully cooperate with the City to protect such information from further unauthorized disclosure.
6. Rieht to Audit.
Consultant agrees that the City shall, until the expiration of three(3)years after final payment under this
Agreement, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records of the Consultant involving transactions relating to this Agreement at no additional cost to the
City. Consultant agrees that the City shall have access during normal working hours to all necessary Consultant
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facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with
the provisions of this section. The City shall give Consultant not less than 10 days written notice of any intended
audits.
Consultant further agrees to include in all its subcontractor agreements hereunder a provision to the effect
that the subcontractor agrees that the City shall, until expiration of three (3) years after final payment of the
subcontract, have access to and the right to examine at reasonable times any directly pertinent books, documents,
papers and records of such subcontractor involving transactions related to the subcontract,and further that City shall
have access during normal working hours to all subcontractor facilities and shall be provided adequate and
appropriate work space in order to conduct audits in compliance with the provisions of this paragraph. City shall
give subcontractor not less than 10 days written notice of any intended audits.
7. Independent Contractor.
It is expressly understood and agreed that Consultant shall operate as an independent contractor as to all
rights and privileges granted herein, and not as agent, representative or employee of the City. Subject to and in
accordance with the conditions and provisions of this Agreement,Consultant shall have the exclusive right to control
the details of its operations and activities and be solely responsible for the acts and omissions of its officers, agents,
servants, employees, contractors and subcontractors. Consultant acknowledges that the doctrine of respondeat
superior shall not apply as between the City,its officers,agents,servants and employees,and Consultant,its officers,
agents, employees, servants, contractors and subcontractors. Consultant further agrees that nothing herein shall be
construed as the creation of a partnership or joint enterprise between City and Consultant. It is further understood
that the City shall in no way be considered a Co-employer or a Joint employer of Consultant or any officers,agents,
servants, employees or subcontractors of Consultant. Neither Consultant, nor any officers, agents, servants,
employees or subcontractors of Consultant shall be entitled to any employment benefits from the City. Consultant
shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself, and any of its
officers,agents, servants, employees or subcontractors.
8. LIABILITY AND INDEMNIFICATION.
A. LIABILITY - CONSULTANT SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO
ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER TO THE EXTENT CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF
CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. CONSULTANT'S
LIABILITY, HOWEVER, SHALL NOT EXCEED THE ACTUAL AMOUNTS PAID BY THE CITY TO
THE CONTRACTOR UNDER THIS AGREEMENT OR IF COVERED BY INSURANCE,THE AMOUNT
OF THE POLICY LIMIT.
B. INDEMNIFICATION - CONSULTANT HEREBY COVENANTS AND AGREES TO INDEMNIFY,
HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS OF ANY KIND OR
CHARACTER FOR EITHER PROPERTY DAMAGE OR LOSS (INCLUDING DAMAGE OR LOSS TO
CONSULTANT'S BUSINESS, AND ANY RESULTING LOST PROFITS) PERSONAL INJURY,
INCLUDING DEATH, TO ANY AND ALL PERSONS, AND DAMAGES FOR CLAIMS OF
INTELLECTUAL PROPERTY INFRINGEMENT, ARISING OUT OF OR IN CONNECTION WITH
THIS AGREEMENT,TO THE EXTENT CAUSED BY THE ACTS OR OMISSIONS OF CONSULTANT,
ITS OFFICERS, AGENTS, SUBCONTRACTORS, SERVANTS OR EMPLOYEES. THIS INDEMNITY
PROVISION, HOWEVER, SHALL NOT EXCEED THE ACTUAL AMOUNTS PAID BY THE CITY TO
THE CONTRACTOR UNDER THIS AGREEMENT OR IF COVERED BY INSURANCE,THE AMOUNT
OF THE POLICY LIMIT.
C. INTELLECTUAL PROPERTY INFRINGEMENT—(i)The Consultant warrants that all Deliverables,or
any part thereof, furnished hereunder, including but not limited to: programs, documentation, software,
analyses, applications, methods, ways, and processes (in this Section 8C each individually referred to as a
"Deliverable" and collectively as the "Deliverables,") do not infringe upon or violate any patent, copyrights,
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trademarks,service marks, trade secrets, or any intellectual property rights or other third party proprietary
rights,in the performance of services under this Agreement.
(ii)Consultant shall be liable and responsible for any and all claims made against the City for infringement of
any patent,copyright,trademark,service mark,trade secret,or other intellectual property rights by the use of
or supplying of any Deliverable(s)in the course of performance or completion of,or in any way connected with
providing the services,or the City's continued use of the Deliverable(s) hereunder provided City uses all such
Deliverable(s)in accordance with the associated documentation and provisions of this Agreement.
(iii)Consultant agrees to indemnify,defend,settle,or pay,at its own cost and expense, including the payment
of attorney's fees, any claim or action against the City for infringement of any patent,copyright, trade mark,
service mark,trade secret,or other intellectual property right arising from City's use of the Deliverable(s),or
any part thereof, in accordance with this Agreement, it being understood that this agreement to indemnify,
defend, settle or pay shall not apply if the City modifies or misuses the Deliverable(s). So long as Consultant
bears the cost and expense of payment for claims or actions against the City pursuant to this section 8,
Consultant shall have the right to conduct the defense of any such claim or action and all negotiations for its
settlement or compromise and to settle or compromise any such claim; however, City shall have the right to
fully participate in any and all such settlement, negotiations, or lawsuit as necessary to protect the City's
interest, and City agrees to cooperate with Consultant in doing so. In the event City, for whatever reason,
assumes the responsibility for payment of costs and expenses for any claim or action brought against the City
for infringement arising under this Agreement,the City shall have the sole right to conduct the defense of any
such claim or action and all negotiations for its settlement or compromise and to settle or compromise any such
claim;however,Consultant shall fully participate and cooperate with the City in defense of such claim or action.
City agrees to give Consultant timely written notice of any such claim or action, with copies of all papers
City may receive relating thereto. Notwithstanding the foregoing,the City's assumption of payment of costs or
expenses shall not eliminate Consultant's duty to indemnify the City under this Agreement. If the
Deliverable(s), or any part thereof, is held to infringe and the use thereof is enjoined or restrained or, if as a
result of a settlement or compromise, such use is materially adversely restricted, Consultant shall, at its own
expense and as City's sole remedy, either: (a) procure for City the right to continue to use the Deliverable(s);
or (b) modify the Deliverable(s) to make them/it non-infringing, provided that such modification does not
materially adversely affect City's authorized use of the Deliverable(s); or (c) replace the Deliverable(s)
with equally suitable, compatible, and functionally equivalent non-infringing Deliverable(s) at no additional
charge to City; or(d)if none of the foregoing alternatives is reasonably available to Consultant,terminate this
Agreement,and refund all amounts paid to Consultant by the City,subsequent to which termination City may
seek any and all remedies available to City under law.CONSULTANT'S OBLIGATIONS HEREUNDER SHALL
BE SECURED BY THE REQUISITE INSURANCE COVERAGE AND AMOUNTS SET FORTH IN SECTION
10 OF THIS AGREEMENT.
9. Assignment and Subcontracting.
Consultant shall not assign or subcontract any of its duties, obligations or rights under this Agreement
without the prior written consent of the City. If the City grants consent to an assignment, the assignee shall execute
a written agreement with the City and the Consultant under which the assignee agrees to be bound by the duties and
obligations of Consultant under this Agreement.The Consultant and Assignee shall be jointly liable for all obligations
under this Agreement prior to the assignment. If the City grants consent to a subcontract, the subcontractor shall
execute a written agreement with the Consultant referencing this Agreement under which the subcontractor shall
agree to be bound by the duties and obligations of the Consultant under this Agreement as such duties and obligations
may apply.The Consultant shall provide the City with a fully executed copy of any such subcontract.
10. INSURANCE.
10.1 The Consultant shall carry the following insurance coverage with a company that is licensed to do business
in Texas or otherwise approved by the City:
1. Commercial General Liability
a.Combined limit of not less than $2,000,000 per occurrence; $3,000,000 aggregate or
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b.Combined limit of not less than$1,000,000 per occurrence;$2,000,000 aggregate and Umbrella Coverage
in the amount of $3,000,000. Umbrella policy shall contain a follow-form provision and shall include
coverage for personal and advertising injury.
c.Defense costs shall be outside the limits of liability.
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.
3. Statutory Workers'Compensation requirements per the amount required by statute and Employers' Liability
Insurance shall be maintained with a minimum limit of$1,000,000 policy limit each accident/occurrence.
4. Technology Liability(Errors&Omissions)
a.Combined limit of not less than$2,000,000 per occurrence;$2million aggregate
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.Any deductible
will be the sole responsibility of the Consultant and may not exceed$50,000 without the written approval of
the City'. Coverage shall be claims-made,with a retroactive or prior acts date that is on or before the effective
date of this Agreement. Coverage shall be maintained for the duration of the contractual agreement and for
two(2)years following completion of services provided. An annual certificate of insurance, or a full copy
of the policy if requested,shall be submitted to the City to evidence coverage.
5. Any other insurance as reasonably requested by City.
10.2 General Insurance Requirements:
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.
2. The workers'compensation policy shall include a Waiver of Subrogation(Right of Recovery)in favor of the
City of Fort Worth.
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,200 Texas St.,Fort Worth,Texas 76102,with copies to the
City Attorney at the same address.
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.
5. Any failure on the part of the City to request required insurance documentation shall not constitute a waiver
of the insurance requirement.
6. Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered
to and approved by the City's Risk Management Division prior to execution of this Agreement.
11. Compliance with Laws,Ordinances,Rules and Reaulations.
Consultant agrees to comply with all applicable federal, state and local laws, ordinances, rules and
regulations. If the City notifies Consultant of any violation of such laws,ordinances,rules or regulations,Consultant
shall immediately desist from and correct the violation.
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12. Non-Discrimination Covenant.
Consultant, for itself, its personal representatives, assigns, subcontractors and successors in interest, as part
of the consideration herein, agrees that in the performance of Consultant's duties and obligations hereunder, it shall
not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by
law. if any claim arises from an alleged violation of this non-discrimination covenant by Consultant, its personal
representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to
indemnify and defend the City and hold the City harmless from such claim.
13. Notices.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have
been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2)
delivered by facsimile with electronic confirmation of the transmission,or(3)received by the other party by United
States Mail,registered,return receipt requested,addressed as follows:
To CITY: To CONTRACTOR:
City of Fort Worth CCG Systems, Inc. dba FASTER Asset Solutions
Attn: Jesus,J. Chapa,Assistant City Manager Attn: Contracts
200 Texas Street 2700 International Parkway, Suite 300
Fort Worth,TX 76102 Virginia Beach,VA 23464
Facsimile: (817)392-8654 Facsimile:
With copy to Fort Worth City Attorney's Office at
same address
14. Solicitation of Employees.
Neither the City nor Consultant shall,during the term of this Agreement and additionally for a period of one
year after its termination, solicit for employment or employ, whether as employee or independent contractor, any
person who is or has been employed by the other during the term of this Agreement,without the prior written consent
of the person's employer. This provision shall not apply to an employee who responds to a general solicitation or
advertisement of employment by either party.
15. Governmental Powers.
It is understood and agreed that by execution of this Agreement,the City does not waive or surrender any of
its governmental powers.
16. No Waiver.
The failure of the City or Consultant to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted herein shall not constitute a waiver of the City's or Consultant's respective
right to insist upon appropriate performance or to assert any such right on any future occasion.
17. Governing Law and Venue.
This Agreement shall be construed in accordance with the laws of the State of Texas. If any action,whether
real or asserted, at law or in equity, is brought on the basis of this Agreement, venue for such action shall lie in state
courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas, Fort
Worth Division.
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18. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,the validity, legality and
enforceability of the remaining provisions shall not in any way be affected or impaired.
19. Force Majeure.
The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as
set forth in this Agreement,but shall not be held liable for any delay or omission in performance due to force majeure
or other causes beyond their reasonable control(force majeure), including, but not limited to, compliance with any
government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts, natural
disasters, wars, riots, material or labor restrictions by any governmental authority, transportation problems and/or
any other similar causes.
20. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of
this Agreement.
21. Review of Counsel.
The parties acknowledge that each party and its counsel have reviewed this Agreement and that the normal
rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be
employed in the interpretation of this Agreement or exhibits hereto.
22. Amendments.
No amendment of this Agreement shall be binding upon a party hereto unless such amendment is set forth in
a written instrument,and duly executed by an authorized representative of each party.
23. Entirety of Agreement.
This Agreement, including any exhibits attached hereto and any documents incorporated herein by
reference, contains the entire understanding and agreement between the City and Consultant, their assigns and
successors in interest,as to the matters contained herein. Any prior or contemporaneous oral or written agreement
is hereby declared null and void to the extent in conflict with any provision of this Agreement.
24. Counterparts.
This Agreement may be executed in one or more counterparts and each counterpart shall, for all purposes,
be deemed an original,but all such counterparts shall together constitute one and the same instrument. An executed
Agreement,modification,amendment,or separate signature page shall constitute a duplicate if it is transmitted through
electronic means, such as fax or e-mail, and reflects the signing of the document by any party. Duplicates are valid
and binding even if an original paper document bearing each party's original signature is not delivered
25. Warranty of Services.
Consultant warrants that its services will be of a professional quality and conform to generally prevailing
industry standards. City must give written notice of any breach of this warranty within thirty(30)days from the date
that the services are completed. In such event, at Consultant's option, Consultant shall either(a)use commercially
reasonable efforts to re-perform the services in a manner that conforms with the warranty,or(b)refund the fees paid
by the City to Consultant for the nonconforming services.
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26. Milestone Acceptance.
Consultant shall verify the quality of each deliverable before submitting it to the City for review and approval.
The City will review all deliverables to determine their acceptability and signify acceptance If the City rejects the
submission, it will notify the Consultant in writing as soon as the determination is made listing the specific reasons
for rejection. The Consultant shall have ten (10) days to correct any deficiencies and resubmit the corrected
deliverable. Payment to the Consultant shall not be authorized unless the City accepts the deliverable. The City's
acceptance will not be unreasonably withheld.
27. Network Access.
27.1 City Network Access. If Consultant, and/or any of its employees, officers, agents, servants or
subcontractors(for purposes of this section"Consultant Personnel"),requires access to the City's computer network
in order to provide the services herein, Consultant shall execute and comply with the Network Access Agreement
which is attached hereto as Exhibit"B"and incorporated herein for all purposes.
28. Immigration Nationality Act.
City actively supports the Immigration & Nationality Act (INA) which includes provisions addressing
employment eligibility, employment verification, and nondiscrimination. Contractor shall verify the identity and
employment eligibility of all employees who perform work under this Agreement. Contractor shall complete the
Employment Eligibility Verification Form (1-9), maintain any required photocopies of supporting employment
eligibility and identity documentation for all employees.Contractor shall establish appropriate procedures and controls
so that no services will be performed by any employee who is not legally eligible to perform such services.Contractor
shall provide City with a certification letter that it has complied with the verification requirements required by this
Agreement. Contractor shall indemnify City from any penalties or liabilities due to violations of this provision. City
shall have the right to immediately terminate this Agreement for violations of this provision by Contractor.
29. Informal Dispute Resolution.
Except in the event of termination pursuant to Section 4.2, if either City or Consultant has a claim, dispute,or
other matter in question for breach of duty,obligations,services rendered or any warranty that arises under this Agreement,
the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing patty 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 patty's specific reasons for such dispute. Within ten(10)business days of receipt of the
notice,both parties shall commence the resolution process and make a good faith effort,either through email,mail,phone
conference,in person meetings,or other reasonable means to resolve any claim,dispute,breach or other matter in question
that may arise out of,or in connection with this Agreement. If the parties fail to resolve the dispute within sixty(60)days
of the date of receipt of the notice of the dispute,then the parties may submit the matter to non-binding mediation in Tarrant
County, Texas, upon written consent of authorized representatives of both parties in accordance with the Industry
Arbitration Rules of the American Arbitration Association or other applicable rules governing mediation then in effect.
The mediator shall be agreed to by the parties. Each party shall be liable for its own expenses, including attorney's
fees; however, the parties shall share equally in the costs of the mediation. If the parties cannot resolve the dispute
through mediation,then either party shall have the right to exercise any and all remedies available under law regarding the
dispute. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with this
informal dispute resolution process, the parties agree to continue without delay all of their respective duties and
obligations under this Agreement not affected by the dispute. Either party may, before or during the exercise of the
informal dispute resolution process set forth herein, apply to a court having jurisdiction for a temporary restraining
order or preliminary injunction where such relief is necessary to protect its interests.
30. Prohibition On Contracting With Companies That Boycott Israel
Contractor acknowledges that in accordance with Chapter 2270 of the Texas Government Code,the City is prohibited
from entering into a contract with a company for goods or services unless the contract contains a written verification
from the company that it:(1)does not boycott Israel;and(2)will not boycott Israel during the term of the contract. The
terms"boycott Israel"and"company"shall have the meanings ascribed to those terms in Section 808.001 of the Texas
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Government Code. By signing this contract, Contractor certifies that Contractor's signature provides written
verification to the City that Contractor: (1) does not boycott Israel,and(2) will not boycott Israel during the term
of the contract.
31. Reaortine Requirements.
For purposes of this section,the words below shall have the following meaning:
Child shall mean a person under the age of 18 years of age.
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.
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.
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.
If Consultant meets the definition of Computer Technician as defined herein, and while providing services pursuant
to this Agreement, views an image on a computer that is or appears to be child pornography, Consultant shall
immediately report the discovery of the image to the City and to a local or state law enforcement agency or the Cyber
Tip Line at the National Center for Missing and Exploited Children.The report must include the name and address of
the owner or person claiming a right to possession of the computer, if known, and as permitted by law. Failure by
Consultant to make the report required herein may result in criminal and/or civil penalties.
32. Sip-nature Authority.
The person signing this agreement hereby warrants that he/she has the legal authority to execute this
agreement on behalf of the respective party, and that such binding authority has been granted by proper order,
resolution, ordinance or other authorization of the entity. This Agreement, and any amendment(s) hereto, may be
executed by any authorized representative of Consultant whose name,title and signature is affixed on the Verification
of Signature Authority Form,which is attached hereto as Exhibit"C"and incorporate herein by reference. Each party
is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment
hereto.
Executed in multiples this the day of ,20_
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AGREED: AGREED:
CITY OF FORT WORTH: CCG SYSTEMS, INC. DBA FASTER
ASSET SOLUTIONS:
;� �su
f Pl, f�.at1 By:
, ame: Chapa Authod Signatory
Title: Assistant City Manager Name: T�15 �•!C#4 4 rs y
Date: o f f Title: L G
Date: /11—/
FORT
ATTES 0x.:• ' Q ATTEST: r
By: ._ By ; J
City Secretar e: ry J. Kayser U ' * Name: s !
Title: City Secretary * Title:
APPROVED AS TO FORM AND LEGA
By:_ `2 �
Matthew A.Murray,Assistant City Attorney
M&C: P-12098 dated: September 12,2017
Form 1295 Certification No.:2017-247264
CONTRACT COMPLIANCE MANAGER:
By signing, I acknowledge that 1 am the person responsible
for the monitoring and administration of this contract, includin
ensuring all performance and reporting requirements.
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OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
CCG Systems, Inc.dba FASTER Asset Solutions Professional Services Agreement-Technology
Page 10 of 32 Rev.01/2017
City Secretary Contract No.
EXHIBIT A
Statement of Work, Pricing& Payment Terms
C3 Statement of Work (SOW),
FASTER Pricing, & Payment Terms
FASTER Asset Solutions
100% Employee-Owned
Created For:
City of Fort Worth
Date:
August 25, 2017
Senior Software Consultant:
Mike Brawley
Pricing in this proposal is valid for 60 days.
Qty Description
FMIS Core COTS System
07 - Software Cost: Standard Active Assets:
This price includes up to quantity listed standard active assets (which are
3800 defined as originally valued at $5000 or greater and active). Each $258,400
additional asset will be $68.00.
This includes one instance of the FASTER Web Application with one
database. T
12g - Software Cost: Non-Standard Active Assets:
0 his price includes up to the quantity listed non-standard active assets $0
(which are defined as originally valued at less than $5000 and more than
$500). Each Non-Standard Asset cost is 25% of the quoted Standard Asset
cost.
50 - Unlimited Named Accounts:
1 Included
Unlimited user access (named accounts) included.
CCG Systems, Inc.dba FASTER Asset Solutions Professional Services Agreement-Technology
Page 11 of 32 Rev.01/2017
City Secretary Contract No.
Add-ons
301 - Single Vendor Fuel Import (New Vendor or New File) - Existing
Customer:
This is a single vendor fuel import for an existing customer who has been
live on a FASTER product for more than 6 months. This pricing is for either:
1. To import a new fuel vendor fuel transaction file.
2. Or, to import a new fuel file from your existing vendor.
The Fuel Import (FI) is a COTS add-on. It is a robust yet inexpensive way
o import data from a Fuel System Vendor (FSV). It requires significant
configuration and testing by FASTER. Below are important items the
customer will need to provide for FASTER to configure, test and deploy:
1 1. FSV Fuel File Layout Definition -This is the layout for the export file you $3500
Ian on receiving regularly from your FSV. It defines your fuel export file's '
columns, positions and/or delimiters (if used)..
2. Fuel System Export Files - Live production export files from the fuel
system, including the complete disbursement transaction data. A minimum
f 100 transactions will be needed for proper testing. The export files
enerated from your fuel system must be flat files, not reports, and not
enerated in Microsoft Excel. It is important you ensure your FSV does not
hange this export file as any changes may require additional configuration
nd testing.
3. Completed FI-Customer Configuration Form -This is a detailed form that
ssists you in providing all the information required for the FI to be
onfigured and tested properly.
This FI does not import Site &Dispenser information. You can add the
mporting of Site &Dispenser data to the SFI for an additional ($2,500)
ost.
210 - Semantic Layer:
he Semantic Layer Add-on is not required to create or modify reports or
dashboards. It makes the process easier. The FASTER Web Semantic Layer
provides a business user friendly data layer, making it easier for a site to
1create their own reports and dashboards. It is built on the Microsoft SQL $10,000
Server Analysis Services (SSAS) Tabular Model. (Note: Microsoft's MS SQL
SAS Tabular Model is only available with the 2012 and above versions and
s only included in the Business Intelligence or Enterprise editions of MS
QL).
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City Secretary Contract No.
311 - FASTER Web Generic Inventory Import Utility
This COTS interface permits a Customer to import inventory data. Before
you purchase this add-on, you may want to provide your vender the export
file requirements and get their confirmation that they can provide an export
ile that meets the specifications. FASTER can provide this for you. For
xample, you can use this to import parts data from venders who manage
our parts storerooms.
Please note: This import is designed for venders and customers who prefer
r are limited to a daily batch update of inventory. If you prefer real-time,
.mporting or exporting of inventory data, you may want to buy FASTER's
PI add-ons instead of this import. FASTER has sophisticated APIs that can
handle a broad array of integration needs. FASTER, your IT staff or the
other vender can build middleware that can enable FASTER's APIs to
consume and pass data to and from your vender.)
This import consists of two main components:
1. A FASTER Web add-on application that retrieves an export file provided
by your vendor from a designated file location or SFTP or FTP site and
imports the data into FASTER Web. The vendor created export file will need
o contain items issued by the vendor for the previous day and credits to
work orders for the previous day.
- A record with a positive Selling Price will be treated as a issue.
- A record with a negative Selling Price will be treated as a work order
billing adjustment.
2. A special version of the work order print which includes (but is not
limited to) a work order number, technician identifier, and repair identifier.
endor personnel must enter this data into their system in association with
1 he item that is being issued so the Vender's export file can pass that data. $9,000
his data needs to then be included in the vendor's export file so this
import Utility can associate the item on the correct work order, repair, and
echnician.
Below are additional things to consider:
--The utility will create an order and a receipt line item for each item that
is issued. This maintains important business rules in FASTER Web without
requiring additional manual intervention.
--Your vender will need to identify each store room so that items issued
from the vendor export file will be associated with the FASTER Web
storeroom.
--If you have a vender who manages your inventory be aware that: Using
his import may require process changes. So it is important that you gain
agreement with the vendor prior to purchasing this import. You may want
o provide your vendor the FASTER specification document, so that vender
an confirm they can provide all that is needed.
--Use of this import will result in the vendor's system being the system
that maintains inventory levels instead of FASTER. If you desire to maintain
inventory levels in FASTER, you would want to purchase FASTER's API and
middleware services instead of this import. By using the APIs, you can
enable a vendor to be able to pass data in such a way that FASTER can
maintain a shadow inventory so FASTER Users can see stock that is on-
hand through FASTER. If the part vendor will not do this, the other option
is to maintain inventory in both systems by requiring the vendor's staff to
ual input data in their system and FASTER Web (We don't recommend this
last option, but if you already have a Parts vender that has limited
integration capability, this may be on option worth considering.)
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Converting FASTER Win Reports to FASTER Web
333m -Converting FASTER Win Reports to FASTER Web:
The below list of FASTER Win report(s), which were developed using Crystal Reporting Services, will be used
as a template to build each corresponding report using the FASTER Web Reporting tool. This cost is
discounted to reflect that FASTER is doing no requirements, specification or approval process related to
hese reports. The stored procedure and RPT file will be used as a template. FASTER will re-construct this
report for use in FASTER Web and deliver the report(s) at Soft Go-Live for customer testing. This does not
include any modifications to these existing report(s). If modifications are desired, the process involved to
facilitate understanding and approval plus the additional work required will lead to added cost.
(Please Note: if you export any reports using the Excel - Data Only option in FASTER Win, you will need to
request a custom export for FASTER Web to ensure you get data exported the way you want.)
Because FASTER Web has a more structured database than FASTER Win, there may be some differences
between FASTER Web's and FASTER Win's report design. Therefore some FASTER Win custom reports will
not be exactly the same when reproduced in FASTER Web.
1 FTW3550 Included
1 FTW3551 Included
1 FTW3552 Included
1 W3552a Included
1 FTW3553 Included
1 7W3553a Included
Converting FASTER Win Reports to FASTER Web Total Included
Converting FASTER Win Exports to FASTER Web
333m - Converting FASTER Win Integrations to FASTER Web:
he below list of customization(s) FASTER built for FASTER Win will be used as template(s) to build
corresponding customization(s) for FASTER Web. This cost is discounted because there is no need for an
approval process with requirements or specifications. The FASTER Win customization and supporting file(s)
will be used as a template. FASTER will re-construct these customization(s) for use in FASTER Web using the
technology FASTER determines will best meet the requirements and deliver the customization(s) at Soft Go-
Live for customer testing. This does not include any modifications to these existing customization(s). If
modifications are desired, the process involved to facilitate requirements understanding and approval plus
he additional work required will lead to added cost.
Because FASTER Web has a more structured database than FASTER Win, there may be some differences
between FASTER Web's and FASTER Win's customization design. Therefore some FASTER Win custom
integrations will not be exactly the same when recreated for FASTER Web.
304: Replicate the FASTER Win Export to PeopleSoft.
Including Custom migration of FASTER Win account codes to FASTER Web
1 $8,000
Converting FASTER Win Exports to FASTER Web Total $8,000
CCG Systems, Inc.dba FASTER Asset Solutions Professional Services Agreement-Technology
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City Secretary Contract No.
Data Services
08 - Migration Data Conversion:
The Migration Data Conversion Product is used for migrating data from COTS
FASTER Win-5.69 BR2 or higher to FASTER Web. It does not include migrating
ata that relates or is the result of a use of FASTER Win Add-On unless specifically
oted. For example, item 2 of the appendix identifies that if you have the graphics
1 idd-on, then all your graphics will be brought over with the migration. $15,000
Migration Data Conversion does not migrate data that is uniquely associated with
he customization you have. This will need to be addressed separately and
otentially as an additional custom migration. The attached appendix "Migration
Data Conversion Product" is an outline of the categories of data that will be
igrated during the Migration Data Conversion.
05 - Data Cleanup:
If the data in the current system is in need of correction prior to the extraction, the
customer will be responsible for data correction that takes place in the legacy
1system. (However, as part of the implementation process, FASTER Fleet n/a
Consultants will provide advice and guidance related to data correction.) For
customers who maintain reliable data, there should be no need for data correction.
However, if past practices or flawed conversions permitted incorrect data to be
entered in the current system, it is advisable that the customer correct this prior to
the extraction -process be innin-Y.
Configuration &Training
1 IMigration Implementation and Project Management Services $9,000
511a - System Overview Meetings (SOM):
1 System overview meetings take place via live, remote web-based sessions. They $3,300
consist of two, 4-hour meetings that will occur on the same day or two consecutive
days where the customer will ensure key users are able to participate.
511b - Configuration Training
1 This takes place via live, remote, web-based sessions. It consists of two 4-hour $3,300
sessions that can occur on the same day or two consecutive days. (If you bill by
account-code, there will be a third session that will also take 4-hours.)
512 - System Training/Go-Live:
This training includes the below training agenda.
1 See Below
Because training is hands-on, the maximum class size is 20 attendees and includes
single training location. Additional training sessions and trainers can be added at
n additional cost any time up to 4-weeks prior to your go-live.
512a - Go-Live Week System Training - Asset Module (4 Hrs.):
1 $2,200
Should include FASTER System Admin and Asset Managers.
512b - Go-Live Week System Training - Maintenance Module (4 Hrs.):
1 hould include FASTER System Admin, Maintenance Supervisor, Service Writers $2,200
nd/or Technician who will create work orders.
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512c - Go-Live Week System Training - Parts Module (4 Hrs.):
1 $2,200
Should include FASTER System Admin, Parts Staff and Parts Managers.
512d - Go-Live Week System Training - Fuel Module (1 Hr.):
1 $550
Should include FASTER System Admin and Fuel Clerk.
512e - Go-Live Week System Training - Vendors &Accounting Modules (1.5 Hrs.):
1 $825
IS hould include FASTER System Admin, Accounting Staff and Parts Managers.
512f- Go-Live Week System Training - Technician Workstation (2.5 Hrs.):
2 $1,375
Should include FASTER System Admin and Technicians.
5128 - Go-Live Week System Training - Additional Trainers (TBD):
The above training costs provide for one trainer the week of go live. One trainer
an provide one session of each of the above hands-on, user training sessions with
he exception of the Technician Workstation. (Two Technician Workstation sessions
an be accommodated by a single trainer.) If you determine your training needs
require additional training sessions due to shift work or other needs, an additional
FASTER trainer can participate during the week of go live for an added cost.
Therefore, it will be important for you to determine the total number of training
sessions and trainers you will need in order to then calculate your total training
cost. Each of the above training sessions are role-based. So it should be easy to
determine how many staff you have for each role. Typically the largest training
sessions are the Technician Workstation and Maintenance Module. Please
remember that you may want your Technicians to attend more than the Technician
Workstation training module.
1 o calculate your additional training costs: TBD
--The cost (including room, board and travel) of the 1st trainer is included in the
above costs.
--Travel, room and board will be a flat cost of $1,000 for each additional trainer.
-- To calculate session costs, multiply the number of additional training sessions
you need of each of the above session options by the cost of the training module as
listed above (module session cost times how many instances of that module
ession you require).
-- The above flat fee for travel, room and board of each additional trainer as well
s the fees for the above training assume that training sessions will be held
consecutively so as to minimize the number of days a trainer would need to be at
our location. It also assumes there is no weekend stayover. If training will begin
one week and extend into the next week, an additional $1,000 per trainer would
apply for travel, room and board ($1,000 flat fee per trainer times the number of
business weeks spanned).
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Discounts
00 - Existing WIN Customer Discount
1 -$25,840
Discount for Existing FASTER WIN Customers
Software & Services Sub Total $303,010
1 Support Fee offset for years 2014 through 2018 -$108,750
Upon year three (of above references $67,000 support payments) or after
Migration Cost he City can migrate to FASTER Web for an additional payment of:
(Software and services for this Migration are noted above)
Percent—
DueMile-stoneMigration Cost Payment Schedule By Milestone
30% of
Migration
Upon Purchase Confirmation Cost
30% of
COTS Software Delivery Migration
Cost
20% of
Migration
COTS System Overview Cost
20% of
Migration
Delivery of Converted Data and Go Live Cost
Hourly Work: Hourly work is billed monthly. TBD
Upgrades . . .
Qty-- Description
01: First Year Upgrades &Support (for period 2/1/2014 - 1/31/2015):
Annual support includes phone support, as well as upgrades for your
1 FASTER WIN software. This includes a discounted cost to migrate to $67,000
FASTER Web in year 3. (see below)
Invoice # 15532 - PAID
01: Second Year Upgrades &Support (for period 2/1/2015 - 1/31/2016):
Annual support includes phone support, as well as upgrades for your
1 FASTER WIN software. This includes a discounted cost to migrate to $67,000
FASTER Web in year 3. (see below)
Invoice # 16150- PAID
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01: Third Year Upgrades &Support (for period 2/1/2016 - 1/31/2017):
Annual support includes phone support, as well as upgrades for your
1 FASTER WIN software. This includes a discounted cost to migrate to $67,000
FASTER Web in year 3. (see below)
Invoice # 16829 - PAID
01: Fourth Year Upgrades & Support (for period 2/1/2017 - 1/31/2018):
1Annual support includes phone support, as well as upgrades for your
FASTER Web software. $67,000
Invoice # 17526 - PAID
01: Fifth Year Upgrades &Support (for period 2/1/2018 - 1/31/2019):
1Annual support includes phone support, as well as upgrades for your
FASTER Web software. $65,000
To be Invoiced January 2018
01 - Sixth Year Upgrades & Support (for period 2/1/2019 - 1/31/2020):
1 Annual support includes phone support, as well as upgrades for your $55,780
FASTER Web software. For subsequent annual support &upgrade periods,
he Upgrade & Support cost will increase at a rate of 3% annually.
01 - Seventh Year Upgrades & Support (for period 2/1/2020 -
1/31/2021):
1Annual support includes phone support, as well as upgrades for your $57,453
FASTER Web software. For subsequent annual support&upgrade periods,
he Upgrade & Support cost will increase at a rate of 3% annually.
01 - Eighth Year Upgrades &Support (for period 2/1/2021 - 1/31/2022):
1 Annual support includes phone support, as well as upgrades for your $59,177
FASTER Web software. For subsequent annual support &upgrade periods,
he Upgrade &Support cost will increase at a rate of 3% annually.
01 - Ninth Year Upgrades & Support (for period 2/1/2022 - 1/31/2023):
1 Annual support includes phone support, as well as upgrades for your $60,952
FASTER Web software. For subsequent annual support& upgrade periods,
he Upgrade&Support cost will increase at a rate of 3% annually.
Once FASTER Web is live for 30 days the above annual upgrades & support fee will require
that FASTER Win will no longer be in use.
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Annual
Purchase upgrade
Optional FMIS COTS System Add-ons: Cost &
Support
Cost
FMIS Core COTS System
007 - Software Cost: Standard Active Assets:
This price includes up to quantity listed standard active assets
100 (which are defined as originally valued at $5000 or greater $6,800 $1,360
and active). Each additional asset will be $68.00.
This includes one instance of the FASTER Web Application with
one database.
1 320f-Asset Locations Web Service API $6,500 $1,300
326 -Telematics Import - Engine Meters
1 This import will import the following data and place it in $6,500 $1,300
corresponding fields for operation use and reporting: Engine
Meters.
328 -Telematics Import - Alerts
1 This import will import the following data and place it in $6,500 $1,300
corresponding fields for operation use and reporting: Alerts.
330: Telematics Alert Mapping
For customers who have purchased an alert import capability
(using FASTER Web's Asset Alerts Web Service API or custom
import), alert data is by default accessible in the Asset module
under a tab called"Alerts"and via the Maintenance module
under the action "Service Request&Alerts,"and in the
Technician Workstation under the Work Order Repair screen
"Alerts" button as well as in the W343 Alerts &Service
Request standard report.
This Alert Mapping Add-on provides additional and separate
functionality from the above by enabling Fleet Operations staff
to map desired alerts to trigger:
1. Creating a service request.
1 2. Sending a notification via email and or text. $10,000 $2,000
3. If you map an alert to a repair code, you can also configure
alerts so alerts trigger the creation of Pending Repairs.
4. You can also use this mapping tool to identify any alert
which you do NOT want to trigger any action to only show up
on the Alerts tab in the Asset module.
This add-on also provides ease of use by permitting the user
to easily sort and filter for mapping to repair codes. In
addition, if your Telematics vendor does not provide alert
descriptions that are easy to comprehend, FASTER can provide
a reference to the SAE (Society of Automotive Engineers)
codes for cross reference purposes. (To use SAE's codes, a
separate fee will need to be paid directly to SAE to purchase
the license rights.)
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207nc - Dashboard Add-on:
Provides 20 standard metrics that monitor fleet industry
performance measures. The dashboards have powerful
1 configuration capability to enable effective display of data. Included $2,000
They are also drillable in that you can click and drill into the
data presented by the dashboard. And the Dashboards are
role-based so that you can empower users based on their
roles.
211 - VIN Decoder:
Allows user to scan VINs using a barcode scanner or to key in
VINs to access an asset already in FASTER. Or for new assets
1 not in FASTER Web, it will access, download and decode birth $7,500 $1,500
certificate data from the NHTSA database. The data
downloaded from NHTSA will integrate with/auto-populate
fields within the FASTER system in the Create Asset and Select
Asset processes. VIN Decoder is compatible with FASTER Web
v6.4.5x and higher.
Optional Items Payment Schedule
Milestone Percent
Due
Upon Purchase Confirmation 100%
CCG Systems, Inc.dba FASTER Asset Solutions Professional Services Agreement-Technology
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Migration Data ConversionProduct
After you have completed your data cleanup, it is important that you consider additional data
preparation tasks and information that will aid you in preparing FASTER Win data to migrate
effectively to a more robust and more structured FASTER Web database (DB) structure.
Below is detailed information.
After you deliver your clean FASTER Win database, FASTER begins the migration process.
After this point you will NOT be able to change data in the FASTER Win DB (other than daily
transactions). Therefore, NO cleanup can be done after this point. So be sure all your
data cleanup and prep is done prior to uploading your FASTER Win database to FASTER.
The migration process begins by FASTER creating and testing a test FASTER Web DB. This
test migration DB is called a soft go-live DB. You will be provided this soft go-live DB for
review and approval. Later, one week prior to go-live you will be able to provide to FASTER
another FASTER Win DB so new transaction data can be included in the final go-live DB.
Important Notes:
Once FASTER begins the migration work, you cannot do data cleanup or change data in
your FASTER Win DB in any way other than to add transactions. If you do, you will risk
your migration project timeline and could cause corruption or bad data or cause your
organization to spend a great deal of time reversing those entries or create added cost.
There is currently a migration path from 5.69BR2 and above to FASTER Web. If you have
a version of FASTER Win that is prior to 5.69BR2, you will need to upgrade to the latest
version of FASTER in order to migrate to FASTER Web.
Data that Will Migrate
The Migration Data Conversion Product is used for migrating data from COTS FASTER Win to
FASTER Web. It does not include migrating data that relates or is the result of a use of
FASTER Win Add-Ons unless specifically noted. For example, Item 2 below identifies that if
you have the graphics add-on, then all your graphics will be brought over with the migration.
A Migration Data Conversion does not migrate data that is uniquely associated with the
customizations you have. This will need to be addressed separately and potentially at an
additional cost for a custom migration.
Below is a specific list of the categories of data that will be migrated during the
Migration Data Conversion:
1. Equipment Inventory
• Birth Certificate
• Acquisition and Disposal
• Vehicle Replacement
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• Warranty Records
• Preventative Maintenance
• History (Is regenerated post migration based on successfully migrated data)
• User Reference
2. Graphics (Attachments) and Notes
3. Parts Inventory
• Birth Certificate
• Warranty Records
• Parts History (Is Regenerated Post Migration Based on Successfully Migrated Data)
• Order Receipts
- Parts Processing: Credits
• Transfers (Including Returns to Vendor)
• Interchangeable Part Numbers - IPN
• Vendors & Purchase Orders
• Parts Lists
4. Repair Types/Codes
S. Work Orders/Independent Parts/Deferred Repairs
• Transactional Detail
• Meter History
• Indirect Labor
- Deferred Repairs
• Task Lists
6. Operational Cost/Fuel
• Transactional Detail
7. Equipment Templates
8. Billing History
FASTER Web Handles Data Differently
FASTER Web is a separate, distinct product from FASTER Win. It was designed to provide
the best practices for a fleet's future needs. This means that some of the fields, forms, and
processes of FASTER Win have been modified or changed. Instead of building FASTER Web
to be similar to FASTER Win, we felt that building the best product (even if it deviated from
FASTER Win) is what our customers needed. Therefore, please review the FASTER Web
product and make sure that you are comfortable with the fact that some fields, forms, and
processes are different. Below is a summary of some of those differences:
Field Names
Some Field Names have shifted in FASTER web. A few examples of this include:
• Company changes to Organization
• Independent Issue changes to Direct Charge
• Equipment changes to Asset
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• Table Look Up to Fields
Along these lines, the field names and data elements within are not identical
between the two systems.
Applets No Longer Standalone
In FASTER Web, Applets have been consolidated into modules that represent roles.
For instance:
• Work Order, Independent Parts Issue, Shop Floor Manager, Task Lists, and Indirect
Labor Editor. These applets are in the Maintenance Module of FASTER Web.
• Part Inventory, Part Processing, Key Change and Parts Lists. These applets are in the
Parts Module of FASTER Web.
• Equipment Inventory, Equipment Template, Equipment Ownership, Warranty Tracking,
and Key Change. These applets are in the Assets Module of FASTER Web.
Process Changes
• Budget account codes are required in FASTER Web to process all purchases. If account
code usage was turned on in Win these codes are consolidated into a single migration code.
• FASTER Web does not support Last Receipt. Your costing method will be converted
to Moving Average.
• Table codes are now called Fields and have had their descriptions extended in length.
• FASTER Win Table Lookups included two fields, both a field for Code and a field for
Description. In FASTER Web some Table Look Ups only have a description because a Code
and a Description were redundant. Some examples of this would be Color, Make,
and Model. In some cases the data migration will append the WIN code and description
into the WEB description.
• Field relabeling functionality is limited to specific fields in FASTER Web; however, the
relabeled fields will carry through to the Reports and other Modules.
• Credits are no longer applied directly to a work order. They are added as a Billing
Adjustment that shows on the work order print out.
• Lifetime Warranty cycle type 'L' will be migrated to FASTER Web as a warranty with a
cycle type of'Y' for Years and the Cycle Length in FASTER Win will be migrated over
directly to FASTER Web's cycle length.
• Work Order Other Cost no longer requires a Repair Type. Therefore, the Asset History
totals in Web do not consider the Repair Reason code from Win. All Work Order Costs
are now displayed in the 'Other Cost' column in Web.
• FASTER Web does not provide batch entry functionality for work order related data.
• Since FASTER Web is a browser-based product you do not need to use a keyboard on
a handheld scanner or a PDA. You can use the following to satisfy the need for manual
data input while doing receiving, issuing, or inventory:
1. A notebook computer running a compatible browser or a tablet running a compatible
browser with a wireless card.
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2. A wireless network in your parts room.
3. If you have the above, you can take your notebook or tablet with you when you do
receiving, issuing, or inventory. You can enter directly into the notebook's or tablet's
keyboard the quantity in real-time in FASTER Web. Therefore, when you buy a barcode
scanner you can buy the less expensive scanner that does not have a keyboard.
New Processes Supported in FASTER Web
• Ability to have multiple contacts per asset in FASTER Web.
• Ability to have multiple standard specification types for the same asset in FASTER Web.
• Auto work order notification email for multiple statuses is available in FASTER Web.
- Auto Shop Charges for multiple costs is available in FASTER Web.
• Ability to plan for acquisition in FASTER Web.
• Core tracking & returns functionality is available in FASTER Web.
• Two-step part transfer audit trail in FASTER Web.
• User required to validate meter readings before processing fuel in FASTER Web.
• Close out process for asset inventory counts in FASTER Web.
• Ability to use P-card(procurement cards) in FASTER Web.
• Ancillary PM, inspections, and renewals are tracked as Scheduled Actions in FASTER Web.
Data Not Migrated
A Migration Data Conversion does not migrate data that is uniquely associated with any
customization you may have. This will need to be addressed separately and potentially at an
additional cost for a custom migration. The data outlined below will NOT be migrated from
FASTER Win to FASTER Web; But Functionality Is Available in FASTER Web.
Data Not Migrated But Functionality Is Available in FASTER Web
• Title Sets
• Equipment Account (EA Account)
• Billing Account (VBA Codes)
• Flat Rates
• Warranty Claims Tracking
• Backorders (only fully received orders are migrated)
• WRR (E-request repair requests from FASTER service center)
• RLS (Repair Labor Standard)
• Vendor Contact Cell Phone field
• F-Audit components: physical count adjustment, deleted orders, adjusted quantity,
adjusted cost
• Dashboard KPI views and individual settings
Data Not Migrated And Functionality Is Not Available in FASTER Web
The below listed data is not migrated. And FASTER Web does not include the below features
or functionality. Due to FASTER Web's improved design, some of this functionality is
not necessary.
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• Tank Inventory
• PM Scheduler Templates
• EOM History
• Work order estimates
• Quick buttons
• Work Order User Reference
• Max Issue from Parts
• EOQ, ABC, UCC
• Any customer created custom table codes (existing code will not be migrated & creating
new ones is not supported in FASTER Web)
- If you had FASTER develop any type of customization, usually financial, part of that
development often included custom table codes that were used to identify customer
specific data. These custom table codes are not migrated.
Radio Assets Management
If you are using FASTER Win to manage radio assets, you are likely managing radio assets as
a child asset of the fleet asset. While FASTER Web will provide the opportunity to manage
radio can do it differently than in FASTER Win. Therefore, just as you customized FASTER Win
to manage radio assets, you will want to customize FASTER Web to take advantage of its
unique qualities. If you choose to manage radios separately from assets, this will likely require
a second database and a second migration. This will be an added cost and is not part of the
FASTER Win to FASTER Web migration. Please discuss your needs with us.
Facilities Management
If you are using FASTER Win to manage facilities, there are some fundamental differences
in the way you would manage facilities in FASTER Web. In general, you will find FASTER Web
more robust. But in FASTER Web you will likely want to maximize your productivity by
managing Facilities data in a separate DB from Fleet data. This requires a separate instance
of FASTER Web (a second install of the FASTER Web application and a separate DB). And that
does mean there is a higher cost. While you can avoid this added cost of a second Facilitates
DB and instance by putting your Facilitates data in the same DB as your Fleet data; you will
lose the ability to customize Facilitates separate from Fleet data.
If you want Facilities data migrated from a Company in a FASTER Win DB to a FASTER
Web DB, there will be the extra cost of a custom migration. This is not part of the FASTER Win
to FASTER Web migration. Please discuss your needs with us.
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FASTER Web Product & Service Detail
1. Commercial-off-the-shelf and Custom Deliverables:
a. Definition of a Commercial-off-the-shelf Software (COTS):
The Statement of Work (SOW) may include custom work product, which is distinct and
separate from the COTS software. There are also several COTS software add-on
products that are sold separately (FASTER Web, MotorPool, Dashboard, Standard Fuel
Import, Barcode, etc.). Therefore, if the product is not specifically listed in the SOW,
FASTER will not be providing it to Customer. As FASTER Web is a COTS system, the
underlying software consists of standardized programs (i.e., pre-built). The COTS
software undergoes its own development cycle separately and distinctly from the
implementation process. This means that no Requirements Gathering; Requirements
and Design approval, Gap Analysis, Testing and development work is done on FASTER
COTS Software. However, custom development and testing will be done in conjunction
with the custom work noted in the SOW.
Whatever COTS software, custom work and converted data are listed in the SOW as
work product, will be deployed together to form a "Soft Go Live" instance. If there is
additional work product that is to be delivered separately (after the initial go-live) that
will be specifically listed in the SOW. The Soft Go Live instance is tested in the FASTER
data center and then deployed to the Customer's single environment that serves as the
Customer's test environment during the implementation and will become the production
environment upon go-live. This permits the Customer to perform whatever tests it
deems necessary in the later environment to which it will have access. The Customer
having one environment through the life of the implementation that will be promoted to
production is a critical aspect of quality control that is a distinctly important part of the
FASTER COTS implementation process. And deviation from this may lead to additional
cost. This process also reduces Customer IT expenses.
While Custom work product (if any) is built to specific customer-identified
specifications, the nature of COTS software requires that FASTER will not provide
custom modification, code changes or database structure changes to any COTS
software since this could adversely affect other customers. FASTER does enhance the
COTS software as part of its normal life cycle based on customer input from its more
than 370 customers, market research and on-staff fleet professionals.
b. Custom Work Approvals &Testing:
Custom work is defined as Integrations and Reports. The following process will be
followed to ensure that reliable custom work is delivered as part of the implementation.
After the Customer provides the following documentation, FASTER will create an
extensive Requirements Document for the Customer to approve. This document will
enable the Customer to have certainty about what it requires for a successful
customization. Documents to be provided by Customer:
• In the case of a Custom Report, a mockup in Excel or similar table.
• In the case of an Integration:
• A Data Flow Map that shows the data the Customer wants to import and/or
export.
• A written summary that explains:
o How should the integration be executed? For example, would it need to be run
manually or be scheduled to run automatically.
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o User Interface: Is a user interface be needed? If so, what are the key elements
needed?
o User interface?
o Error Handling: How should errors be logged? Are there any specific errors or
failures that could occur that would need the integration to notify the Customer
about?
o Special Considerations: Are there any additional business rules or special
considerations that the Customer could not show in the data map that the
integration needs to meet?
After receipt of the above, FASTER will create a Requirements Document for the
Customer's approval. Once the Customer approves the Requirements, FASTER will begin
and complete development and testing. And then the custom work product will be
delivered with the COTS components in the form of the Soft Go Live noted above.
The Customer may choose to do whatever testing it deems necessary on the custom work
during the implementation in.the Customer's implementation environment (more below
related to environments). Such testing will be administered by the Customer. FASTER will
provide to the Customer any and all of the test cases that FASTER has already performed
during its testing free of charge.
c. COTS Software Approvals &Testing:
As a result of the nature of a COTS system, the Implementation of the COTS software
components will not require the Customer or FASTER to do test plan approvals,
requirements documentation approvals, Gap analysis or Gap analysis approvals.
The Customer may choose to do whatever testing it deems necessary on the COTS
software components during the implementation in the Customer's implementation
environment (more below related to environments). Such testing will be administered by
the Customer. FASTER will provide to the Customer any of the 50,000+ test cases that
FASTER has already performed during its normal
COTS release cycle free of charge.
d. Data Conversion Testing:
If noted in Schedule-A, FASTER will perform data conversion services: If data conversion
services are
provided, FASTER will perform data validation testing that validates the accuracy of the
data FASTER loads into the Customer's FASTER Web database against the data provided
by the customer and confirms the Customer's data in the FASTER Web database meets
the business rules of FASTER.
Once FASTER has completed data validation testing internally, FASTER will provide the
Customer a Soft Go Live copy of the database that contains the data FASTER loaded. The
Customer can then perform whatever due diligence it deems necessary to validate this
data in the Customer's implementation environment. If the Customer chooses it can
redundantly perform some or all of the same Data Validation tests cases FASTER
performed. FASTER will provide data validation test cases for the Customer to use free of
charge. Therefore, additional Customer data testing can be done by the Customer. Any
data defects the Customer finds and reports during its implementation testing that
conform to the scope of data conversion work detailed in this Agreement will be corrected
by FASTER.
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NETWORK ACCESS AGREEMENT
1. The Network. The City owns and operates a computing environment and network (collectively the
"Network"). This agreement does not require Contractor to access the City's Network. However, should the City
desire Contractor to provide guidance,as a courtesy,FASTER can have its Technical Staff access the City's network
to provide assistance.
2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's Network for
the sole purpose of providing installation and configuration of hardware,database and 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 Contractor with Network Credentials consisting of user IDs
and passwords unique to each individual requiring Network access on behalf of the Contractor. Access rights will
automatically expire one (1) year from the date of this Agreement. If this access is being granted for purposes of
completing services for the City pursuant to a separate contract,then this Agreement will expire at the completion of
the contracted services,or upon termination of the contracted services,whichever occurs first. This Agreement will
be associated with the Services designated below.
❑ Services are being provided in accordance with City Secretary Contract No.
❑ Services are being provided in accordance with City of Fort Worth Purchase Order No.
® Services are being provided in accordance with the Agreement to which this Access Agreement is attached.
❑ No services are being provided pursuant to this Agreement.
4. Renewal. At the end of the first year and each year thereafter,this Agreement may be renewed annually if
the following conditions are met:
4.1 Contracted services have not been completed.
4.2 Contracted services have not been terminated.
4.3 Within the thirty (30) days prior to the scheduled annual expiration of this Agreement, the
Contractor has provided the City with a current list of its officers, agents, servants, employees or
representatives requiring Network credentials.
Notwithstanding the scheduled contract expiration or the status of completion of services, Contractor shall provide
the City with a current list of officers,agents,servants,employees or representatives that require Network credentials
on an annual basis. Failure to adhere to this requirement may result in denial of access to the Network and/or
termination of this Agreement.
5. Network Restrictions. Contractor officers,agents,servants,employees or representatives may not share
the City-assigned user IDs and passwords. Contractor acknowledges,agrees and hereby gives its authorization to the
City to monitor Contractor's use of the City's Network in order to ensure Contractor's compliance with this Agreement.
A breach by Contractor,its officers,agents, servants, employees or representatives,of this Agreement and any other
written instructions or guidelines that the City provides to Contractor pursuant to this Agreement shall be grounds for
the City immediately to deny Contractor access to the Network and Contractor's Data,terminate the Agreement,and
pursue any other remedies that the City may have under this Agreement or at law or in equity.
5.1 Notice to Contractor Personnel requiring Network access_—For purposes of this section,Contractor
Personnel shall include all officers, agents, servants, employees, or representatives of Contractor requiring Network
access. Contractor shall be responsible for specifically notifying all Contractor Personnel who will provide services
to the City under this agreement of the following City requirements and restrictions regarding access to the City's
Network:
(a) Contractor shall be responsible for any City-owned equipment assigned to Contractor Personnel,
and will immediately report the loss or theft of such equipment to the City
(b) Contractor, and/or Contractor Personnel, shall be prohibited from connecting personally-owned
computer equipment to the City's Network
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(c) Contractor Personnel shall protect City-issued passwords and shall not allow any third party to
utilize their password and/or user ID to gain access to the City's Network
(d) Contractor Personnel shall not engage in prohibited or inappropriate use of Electronic
Communications Resources as described in the City's Administrative Regulation D7
(e) Contractor Personnel shall not copy or duplicate electronic information for use on any non-City
computer except as necessary to provide services pursuant to this Agreement
(f) All network activity may be monitored for any reason deemed necessary by the City
(g) A Network user ID may be deactivated when the responsibilities of the Contractor Personnel no
longer require Network access
6. Termination. In addition to the other rights of termination set forth herein, the Parties may terminate this
Agreement at any time and for any reason with or without notice,and without penalty to the Parties.Upon termination
of this Agreement,Contractor agrees to remove entirely any client or communications software provided by the City
from all computing equipment used and owned by the Contractor, its officers, agents, servants, employees and/or
representatives to access the City's Network.
7. Information Security. Contractor 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. Contractor agrees to notify the City immediately upon discovery of a breach or threat of breach
which could compromise the integrity of the City's Network, including but not limited to,theft of Contractor-owned
equipment that contains City-provided access software, termination or resignation of officers, agents, servants,
employees or representatives with access to City-provided Network credentials, and unauthorized use or sharing of
Network credentials.
ACCEPTED AND AGREED:
CITCa RT WORTH: CCG SYSTEMS, INC. DBA FASTER
ASSET SOLUTIONS: .
y' 1 T���/�. �� By:
M me:Jes .Chapa Author' ed Signatory
Title:Assistant City
ypManager Name: �0 C
Date: 0/ D / I / Title: G "o
a� FORT Date:
ATTES ;' '�� 'ATTEST:
B,
City Secretarya : Mary J. Kayser * * Name:�J '
Title: City Secretary Acj. Title: &e5-5 "111,J
APPROVED AS TO FORM AND LEEGGALITY:
Matthew A. Murray,Assistanetity Attorney
M&C: P-12098 dated:September 12,2017 Forth 1295 Certification No.:2017-247264
CONTRACT COMPLIANCE MANAGER-
AN
signing,I acknowledge that I am the p on responsible OFFICIAL RECORD
for the monitoring and administration o his contract,including CITY SECRETARY
ensuring all rforma an i requirements.
By: FT.WORTH,TX
Name&Title:
CCG Systems, Inc.dba FASTER Asset Solutions eC 0e3 ssional Services Agreement-Technology
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EXHIBIT C
VERIFICATION OF SIGNATURE AUTHORITY
Full Legal Name of Company:
Legal Address:
Services to be provided:
Execution of this Signature Verification Form ("Form") hereby certifies that the following individuals and/or
positions have the authority to legally bind the Company and to execute any agreement,amendment or change order
on behalf of Company, Such binding authority has been granted by proper order, resolution, ordinance or other
authorization of Company. The City is fully entitled to rely on the warranty and representation set forth in this Form
in entering into any agreement or amendment with Company.Company will submit an updated Form within ten(10)
business days if there are any changes to the signatory authority. The City is entitled to rely on any current executed
Form until it receives a revised Form that has been properly executed by the Company.
1. Name: Joe Healey
Position: CEO
Signat
2. Name:
Position:
Signature
3. Name:
Position:
Signature
Name:
Signature of President/CEO
Other Title: G�IG}ik/Y1�r✓ O F oA/e
Date:
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT D
LICENSE AGREEMENT FOR FASTER WEB SOFTWARE
1. Perpetual License:
FASTER grants to Customer a perpetual,non-exclusive,non-transferable license to use the FASTER software
specified in Exhibit A in accordance with the terms of this Agreement. This includes unlimited Users and
provides for the number and type of assets specified in Exhibit A.
2. Environment:
Customer understands that it may use FASTER's proprietary software in a single environment. In this
Agreement an"environment"is defined as a single installation(instance)of the FASTER application and one
FASTER database. FASTER publishes specifications for each release of the product.Therefore,the first use of a
version of FASTER and each subsequent upgrade to a newer version requires that Customer's environment
comply with the minimum published specifications. Failure to meet the minimum specification puts Customer's
operation at risk and may lead to FASTER being unable to provide support until Customer's environment
complies with the published specification.
a. SINGLE FASTER TEST/PRODUCTION ENVIRONMENT: In order to minimize costs,as well as
control quality and reduce risk,there will only be one environment through the implementation process.
This environment, upon installation and during implementation will be the test environment on which all
tasks(system overview,configuration,testing,training,etc.)will be performed. Upon restoring a final,
go-live,database,this test environment will then be promoted to become the production environment.
b. TEMPORARY POST-GO-LIVE TEST ENVIRONMENT:After go-live of the FASTER system,this
Agreement permits Customer to stand up a temporary test environment on their premises, limited to the
following circumstances:Testing a new version of FASTER;Testing the delivery by FASTER of any
custom deliverables built by FASTER;Testing upgrades and/or patches Customer performs on
Customer's server operating system;or database patches or upgrades;or if Customer is replacing server
hardware.This test environment can be stood up 30-days prior to any of the above-identified testing and
must be turned off or deleted within 45-days after any of the above is complete. (This does not apply if
FASTER is providing hosting.)
c. OTHER TEST OR DEVELOPMENT ENVIRONMENT/S: Customer may have a separate test or
development environment for other purposes at any time(e.g.,during the implementation or after go-
live)with payment of an additional license fee and an annual support fee.
3.Copies, Backups&Catastrophic Fail-Over:
Customer understands that it is able to make regular backups of all programs and data and clone,copy or
maintain a mirror image of the production environment for catastrophic fail over.This includes the use of virtual
machine cloning.
4. Software Modifications:
Customer may not modify the FASTER software, including,but not limited to,reverse engineering of any
component of the FASTER system in order to perform any such modifications. Should Customer violate this
provision,all warranties associated with the FASTER system are null and void.
5. Restrictions on Customer Use:
a. The computer programs and other items supplied by FASTER hereunder are for the sole use of
Customer and Customer's employees/agents.
b.Copy or duplicate,or permit anyone else to copy or duplicate,any physical'or magnetic version of
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the programs,documentation,or information furnished by FASTER in machine-readable form.
c.Create or attempt to create,or permit others to create or attempt to create,by reverse engineering or object
program or otherwise,the source programs,or any part thereof, from the object program or from other
information made available by FASTER(whether oral,written,tangible,or intangible).Customer may copy
for its own use,and at its own expense,operator manuals,training materials,and other terminal copies made
for their distribution.
d.Demonstrations: Due to the proprietary nature of FASTER's Fleet Management System,Customer cannot
demonstrate or show this system to any competitors,or consultants that work with competitors,of FASTER.
e.Competitive Uses: Customer cannot directly or indirectly lease, license,sell,offer,negotiate,or contract to
provide any software similar to that supplied hereunder for any third party,but this clause shall not be
construed to prohibit Customer from acquiring,for its own use,software from third parties.
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