HomeMy WebLinkAboutContract 50022 City Secretary Contract No.500Q
FORTWORrFH
PROFESSIONAL SERVICES AGREEMENT
(Information Technology)
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH (the"City"or"Client"),a Texas home-rule municipal corporation, and
OneRain Incorporated ("Consultant" or "Contractor"), a Colorado 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 plus any amendments to the Statement of Work
3. Exhibit B—Payment Schedule
4. Exhibit C—Milestone Acceptance Form
5. Exhibit D—Network Access Agreement
6. Exhibit E—Signature Verification Form
7. Exhibit F-One Rain Software Hosting and End-User License Subscription Agreement
8. Exhibit G—Software Access License Agreement
9. Exhibit H—Standard Software Maintenance Agreement
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. Scone of Services.
Consultant hereby agrees,with good faith and due diligence,to provide the City with professional consulting
services for implementation of Contrail Software in a three-server hybrid configuration. 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 final execution of this Agreement ("Effective Date") and
shall expire no later than two years after Effective Date ("Expiration Date"), unless terminated earlier in
accordance with the provisions of this Agreement or otherwise extended by the parties. This Agreement
may be renewed for 3 years annually at the City's option, each a"Renewal Term."The City shall provide
Consultant with written notice of its intent to renew at least thirty(30)days prior to the end of each term.
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3. Comaensation.
The City shall pay Consultant an amount not to exceed $148,700.00 in accordance with the provisions of
this Agreement and Exhibit "B," Payment Schedule, which is attached hereto and incorporated herein for all
purposes. Consultant shall not perform any additional services for the City not specified by this Agreement unless
the City requests and approves in writing the additional costs for such services. The City shall not be liable for any
additional expenses of Consultant not specified by this Agreement unless the City first approves such expenses in
writing. City agrees to pay all invoices of Consultant within thirty(30)days of receipt of such invoice. Consultant
may charge interest on late payments not to exceed one percent(1%).
4. Termination.
4.1. Convenience. Either the City or Consultant may terminate this Agreement at any time and for any reason
by providing the other party with 30 days written notice of termination.
4.2 Breach. Subject to Section 29 herein, either party may terminate this Agreement for 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.
4.4 Duties and Obligations of the Parties. In the event that this Agreement is
terminated prior to the Expiration Date, the City shall pay Consultant for services actually rendered up to the
effective date of termination and Consultant shall continue to provide the City with services requested by the City
and in accordance with this Agreement up to the effective date of termination.Upon termination of this Agreement
for any reason, Consultant shall provide the City with copies of all completed or partially completed documents
prepared under this Agreement. In the event Consultant has received access to City information or data as a
requirement to perform services hereunder,Consultant shall return all City provided data to the City in a machine
readable format or other format deemed acceptable to the City.
5. Disclosure of Conflicts and Confidential Information.
5.1 Disclosure of Conflicts. Consultant hereby warrants to the City that Consultant has made full disclosure
in writing of any existing or potential conflicts of interest related to Consultant's services under this Agreement.In
the event that any conflicts of interest arise after the Effective Date of this Agreement, Consultant hereby agrees
immediately to make full disclosure to the City in writing.
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.
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6. Richt 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
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,WHETHER REAL OR ASSERTED, TO
THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR
INTENTIONAL MISCONDUCT OF CONSULTANT, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES.
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, WHETHER REAL OR ASSERTED, FOR EITHER PROPERTY DAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO CONSULTANT'S BUSINESS, AND ANY
RESULTING LOST PROFITS) PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, AND DAMAGES FOR CLAIMS OF INTELLECTUAL PROPERTY INFRINGEMENT,
ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT,TO THE EXTENT CAUSED BY
THE ACTS OR OMISSIONS OF CONSULTANT, ITS OFFICERS, AGENTS, SUBCONTRACTORS,
SERVANTS OR EMPLOYEES.
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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,
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.
(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. Assienment and Subcontractine.
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.
A waiver of the goal for MBE/SBE subcontracting requirements was requested by the Purchasing Division
and approved by the Minority/Women Owned Business Enterprise (M/WBE) Office, in accordance with the
Business Diversity Enterprise (BDE) Ordinance, because the purchase of goods or services from sources where
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subcontracting or supplier opportunities are negligible.
10. INSURANCE.
10.1 The Consultant shall cant'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;$4million aggregate or
b. Combined limit of not less than $1,000,000 per occurrence; $2,000,000 aggregate and Umbrella
Coverage in the amount of$4,000,000. Umbrella policy shall contain a follow-form provision and shall
include coverage for personal and advertising injury.
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. Professional Liability (Errors & Omissions) in the amount of $1,000,000 per claim and $1,000,000
aggregate limit.
4. 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.
5. Technology Liability(Errors&Omissions)
a.Combined limit of not less than$2,000,000 per occurrence;$4million aggregate or
b. Combined limit of not less than $1,000,000 per occurrence; $2,000,000 aggregate and Umbrella
Coverage in the amount of$4,000,000. Umbrella policy shall contain a follow-form provision and shall
include coverage for personal and advertising injury. The umbrella policy shall cover amounts for any
claims not covered by the primary Technology Liability policy.Defense costs shall be outside the limits of
liability.
(a) Coverage shall include,but not be limited to,the following:
(i)Failure to prevent unauthorized access
(ii)Unauthorized disclosure of information
(iii)Implantation of malicious code or computer virus
(iv)Fraud,Dishonest or Intentional Acts with final adjudication language
(v) Intellectual Property Infringement coverage, specifically including coverage for intellectual
property infringement claims and for indemnification and legal defense of any claims of
intellectual property infringement,including infringement of patent,copyright,trade mark or trade
secret, brought against the City for use of Deliverables, Software or Services provided by
Consultant under this Agreement.
Technology coverage may be provided through an endorsement to the Commercial General Liability
(CGL)policy,a separate policy specific to Technology E&O,or an umbrella policy that picks up coverage
after primary coverage is exhausted.Either is acceptable if coverage meets all other
requirements.Technology coverage shall be written to indicate that legal costs and fees are considered
outside of the policy limits and shall not erode limits of liability. Any deductible will be the sole
responsibility of the Consultant and may not exceed $50,000 without the written approval of the
City. Coverage shall be claims-made,with a retroactive or prior acts date that is on or before the effective
date of this Agreement. Coverage shall be maintained for the duration of the contractual agreement and for
two(2)years following completion of services provided. An annual certificate of insurance,or a full copy
of the policy if requested,shall be submitted to the City to evidence coverage.
6. Any other insurance as reasonably requested by City.
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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.
12. Non-Discrimination Covenant.
Consultant,for itself, its personal representatives,assigns,subcontractors and successors in interest,as part
of the consideration herein,agrees that in the performance of Consultant's duties and obligations hereunder, it shall
not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by
law. If any claim arises from an alleged violation of this non-discrimination covenant by Consultant, its personal
representatives, assigns, subcontractors or successors in interest, Consultant agrees to assume such liability and to
indemnify and defend the City and hold the City harmless from such claim.
13. Notices.
Notices required pursuant to the provisions of this Agreement shall be conclusively determined to have
been delivered when (1) hand-delivered to the other party, its agents, employees, servants or representatives, (2)
delivered by facsimile with electronic confirmation of the transmission, or (3) received by the other party by
United States Mail,registered,return receipt requested,addressed as follows:
TO THE CITY:
City of Fort Worth With Copy to the City Attorney
Attn:Ranjan S.Muttiah at same address
200 Texas Street
Fort Worth TX 76102
Facsimile:(817)392-2433
TO CONSULTANT:
Name:OneRain Incorporated
Attn:James Logan
Address:1531 Skyway Drive Unit D
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City,State,Zip:Longmont,CO 80504
Facsimile:303-774-2037
14. Solicitation of Emnlovees.
Neither the City nor Consultant shalt, 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. Governine Law and Venue.
This Agreement shall be construed in accordance with the laws of the State of Texas.If any action,whether
real or asserted,at law or in equity,is brought on the basis of this Agreement,venue for such action shall lie in state
courts located in Tarrant County,Texas or the United States District Court for the Northern District of Texas,Fort
Worth Division.
18. Severability.
If any provision of this Agreement is held to be invalid,illegal or unenforceable,the validity,legality and
enforceability of the remaining provisions shall not in any way be affected or impaired.
19. Force Maieure.
The City and Consultant shall exercise their best efforts to meet their respective duties and obligations as
set forth in this Agreement, but shall not be held liable for any delay or omission in performance due to force
majeure or other causes beyond their reasonable control (force majeure), including, but not limited to, compliance
with any government law, ordinance or regulation, acts of God, acts of the public enemy, fires, strikes, lockouts,
natural disasters, wars, riots, material or labor restrictions by any governmental authority,transportation problems
and/or any other similar causes.
20. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part
of this Agreement.
21. Review of Counsel.
The parties acknowledge that each party and its counsel have reviewed this Agreement and that the normal
rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be
employed in the interpretation of this Agreement or exhibits hereto.
22. Amendments.
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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 Aereement.
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.
26. Milestone Acceptance.
Consultant shall verify the quality of each deliverable before submitting it to the City for review and
approval.The City will review all deliverables to determine their acceptability and signify acceptance by execution
of the Milestone Acceptance Form, which is attached hereto as Exhibit"C." If the City rejects the submission, it
will notify the Consultant in writing as soon as the determination is made listing the specific reasons for rejection.
The Consultant shall have ten(10)days to correct any deficiencies and resubmit the corrected deliverable.Payment
to the Consultant shall not be authorized unless the City accepts the deliverable in writing in the form attached.The
City's acceptance will not be unreasonably withheld.
27. Network Access.
27.1 City Network Access. If Consultant, and/or any of its employees, officers, agents, servants or
subcontractors(for purposes of this section"Consultant Personnel"),requires access to the City's computer network
in order to provide the services herein, Consultant shall execute and comply with the Network Access Agreement
which is attached hereto as Exhibit"D"and incorporated herein for all purposes.
27.2 Federal Law Enforcement Database Access. If Consultant, or any Consultant Personnel, requires
access to any federal law enforcement database or any federal criminal history record information system, including
but not limited to Fingerprint Identification Records System ("FIRS"), Interstate Identification Index System ("III
System"),National Crime Information Center("NCIC") or National Fingerprint File ("NFF"), that is governed by
and/or defined in Title 28, Code of Federal Regulations Part 20 ("CFR Part 20"), for the purpose of providing
services for the administration of criminal justice as defined therein on behalf of the City under this Agreement,
Consultant shall comply with the Criminal Justice Information Services Security Policy and CFR Part 20, and shall
separately execute the Federal Bureau of Investigation Criminal Justice Information Services Security Addendum.
28. Immieration Nationality Act.
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The City of Fort Worth actively supports the Immigration & Nationality Act (INA) which includes
provisions addressing employment eligibility, employment verification, and nondiscrimination. Consultant shall
verify the identity and employment eligibility of all employees who perform work under this Agreement.Consultant
shall complete the Employment Eligibility Verification Form (I-9), maintain photocopies of all supporting
employment eligibility and identity documentation for all employees,and upon request,provide City with copies of
all 1-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement.
Consultant shall establish appropriate procedures and controls so that no services will be performed by any
employee who is not legally eligible to perform such services.Consultant shall indemnify City from any penalties or
liabilities due to violations of this provision. City shall have the right to immediately terminate this Agreement for
violations of this provision by Consultant.
29. Informal Dispute Resolution.
Except in the event of termination pursuant to Section 4.2,if either City or Consultant has a claim,dispute,or
other matter in question for breach of duty, obligations, services rendered or any warranty that arises under this
Agreement,the parties shall first attempt to resolve the matter through this dispute resolution process. The disputing
party shall notify the other party in writing as soon as practicable after discovering the claim,dispute,or breach. The
notice shall state the nature of the dispute and list the party's specific reasons for such dispute. Within ten(10)business
days of receipt of the notice, both parties shall commence the resolution process and make a good faith effort,either
through email, mail, phone conference, in person meetings, or other reasonable means to resolve any claim, dispute,
breach or other matter in question that may arise out of, or in connection with this Agreement. If the parties fail to
resolve the dispute within sixty(60)days of the date of receipt of the notice of the dispute,then the parties may submit
the matter to non-binding mediation in Tarrant County,Texas,upon written consent of authorized representatives of both
parties in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable
rules governing mediation then in effect.The mediator shall be agreed to by the parties.Each party shall be liable for
its own expenses,including attorney's fees; however,the parties shall share equally in the costs of the mediation. If
the parties cannot resolve the dispute through mediation,then either party shall have the right to exercise any and all
remedies available under law regarding the dispute. Notwithstanding the fact that the parties may be attempting to
resolve a dispute in accordance with this informal dispute resolution process,the parties agree to continue without
delay all of their respective duties and obligations under this Agreement not affected by the dispute. Either party
may,before or during the exercise of the informal dispute resolution process set forth herein,apply to a court having
jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its
interests.
30. Reaortine Reauirements.
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
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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.
31. Sienature Authority.
The person signing this agreement hereby warrants that he/she has the legal authority to execute this
agreement on behalf of the respective party, and that such binding authority has been granted by proper order,
resolution, ordinance or other authorization of the entity. This Agreement, and any amendment(s)hereto, may be
executed by any authorized representative of Consultant whose name, title and signature is affixed on the
Verification of Signature Authority Form, which is attached hereto as Exhibit "E" and incorporate herein by
reference. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement
or any amendment hereto.
Executed in multiples this the day
AGREED: AGREED:
CITY OFF RTH: OneRain orpo tcd
By. BY:
James Logan
Assistant City Manager Chief Exccutive Officer
Date: 1 a 9-/7 Date: 11—l cf -2-01-7
R-7-
;
ATTE ®�C,.• "' "!/ ATTE
By"- By:
mky J �.Kaye _ra BriaAfl'
City Secretar Chier
* f
APPROVED AS TO FORiVl AND
LA
By:
Joh . 'Strong
Assistant City Attorney
Form 1295 Certification No.c -a 44
M&C: No:P.'�)_)
Date: `k� tLA n
CONTRACT COMPLIANCE MANAGER:
By signing,I acknowledge that I am the person responsible
for the monitoring and administration of this contract,including
ensuring all performance and reporting requirements.
Name: Ranjan S. Muttia
Title:Senior Professional Engineer
t
OneRam[ncorporatcd Professional Services A ral,Tec�:wbgy
Page 10 of 17 Rev.01/2017
4
City Secretary Contract No.
EXHIBIT A
STATEMENT OF WORK
See attached Scope of work document
OneRain Incorporated Professional Services Agreement-Technology
Page 1 I of 17 Rev.01/2017
City Secretary Contract No.
EXHIBIT B
PAYMENT SCHEDULE
PRICING FOR OPTION B:NON-COMPLIANT THREE SERVER HYBRID
Task/wks from
start First Year Future Year
Licensing
Task 2— 2 wks Contrail Server-Hosted($12K/Server/Yr) $24,000 $24,000
Task 3— 7 wks Contrail®Base Station($20K/Base station) $20,000 $ 5,000
3rd Party Software n/a n/a
Sub-total Licensing $44,000 $29,000
Implementation
Task 1— 2 wks Project Management $ 4,200
Task 2,3— 7 wks Installation $ 2,500
Task 4— 5 wks Specialized hardware(see RFP) $ 3,000
Task 4— 7 wks Configuration $ 3,000
Task 5— 10 wks Data migration $ 8,000
Task 6— 16 wks Training $ 4,000
Task 7— 24 wks Conversion from ALERT to ALERT2 $ 5,000
Task 8— 20 wks Deployment
Task 9— 10 wks Integration
Task 10— 7 wks Public facing website configuration $ 5,000
Task 11-18 wks Documentation $ 5,000
3rd party software n/a
Sub-total Implementation $39,700
Support Services
Task 12a Standard business hours support cost included with $ 0
licensing above
Task 12b
Annual public website reconfiguration and support $ 0 $ 2,000
Sub-total Support Services $ 0 $ 0
Additional
Services
Task 13-TBD Custom Tasks $34,000
Sub-total Additional Services $ 34,000
Total Costs $117,700 $31,000
OneRain Incorporated Professional Services Agreement-Technology
Page 12 of 17 Rev.01/2017
City Secretary Contract No.
EXHIBIT C
MILESTONE/DELIVERABLE ACCEPTANCE FORM
Services Delivered:
Milestone Deliverable Ref.#:
Milestone/Deliverable Name:
Unit Testing Completion Date:
Milestone Deliverable Target Completion Date:
Milestone/Deliverable Actual Completion Date:
Approval Date:
Comments(if needed):
Approved by Consultant: Approved by City Department Director:
Signature: Signature:
Printed Name: Printed Name:
Title: Title:
Date: Date:
For Director Use Only
Contracted Payment Amount:
Adjustments,including penalties:
Approved Payment Amount:
OneRain Incorporated Professional Services Agreement-Technology
Page 13 of 17 Rev.01/2017
City Secretary Contract No.
EXHIBIT D
NETWORK ACCESS AGREEMENT
1. The Network.The City owns and operates a computing environment and network(collectively the
"Network").Contractor wishes to access the City's network in order to provide implementation of Contrail
Software.In order to provide the necessary support,Contractor needs access to the server running the application via
SSH(via VPN or direct external access)for installation,configuration and troubleshooting.The server also should
be accessible to the contractor via a web browser. Additionally,the servers hosted by OneRain should be able to
communicate with the server hosted in the City network for replication,SSH,and data feeds. Ports for this
communication will be provided by OneRain during implementation.
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,configuration and troubleshooting of the software application.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.
X 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—For purposes of this section,Contractor Personnel shall include
OneRain Incorporated Professional Services Agreement-Technology
Page 14 of 17 Rev.01/2017
N
L
• City Secretary Contract No.
all officers, agents, servants, employees, or representatives of Contractor. 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
(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) Any document created by Contractor Personnel in accordance with this Agreement is considered
the property of the City and is subject to applicable state regulations regarding public information
(f) 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
(g) All network activity may be monitored for any reason deemed necessary by the City
(h) 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 City may terminate this
Agreement at any time and for any reason with or without notice,and without penalty to the City.Upon termination
of this Agreement,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:
CITY OFT WORTH: OneRain In oral d:
By. / �� By:
S� eeh4iimis. T�oa.•y
j. Name:1 s Logan
Assistant Ci Manager Title:Chief F,xecutive Officer
Date: Date: j I—ly —zo 1'1
ATTEST- � �; `'•. TCF.S •
Jar•— ':�
By: B
Mary J. r } N e: riE. Loftin
City etary V �e '•, Titf :Chic financial Officer
APPROVED AS TO FORM A
By -- _
Nam John B. Strong
Ass tans City Attorri���ey ' �. $" �'o
M&C: 1'
Form 1295: CITY C!,r"rmy
I'T� t aR��u� .S '
OncRain Incorporated Professiona - n to
Page 15 of 17 Rev.01/2017
City Secretary Contract No.
CONTRACT COMPLIANCE MANAGER:
By signing,I acknowledge that I am the person responsible
for the monitoring and administration of this contract,including
e:..,,.....b ail 1—..,........ ,,,,,.,ing requirements.
Name::Ranjan S.Muttiah
Title: Senior Professional Engineer
OneRain Incorporated Professional Services Agreement-Technology
Page 16 of 17 Rev.01/2017
City Secretary Contract No.
EXHIBIT E
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: 3mlS LooJAr�
Position: C E
Signature
2. Name: 6r (av) �^A�It►�
Position: C ro
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Signature
3. Name:
Position: C to G r
Signature
Name:
Signature of esidcnt/CFO
Other Title: e f✓O
Date: 11-Ig -"177
OneRain Incorporated Professional Services Agreement-Technology
Page 17 of 17 Rev.01/2017
EXHIBIT A
STATEMENT OF WORK
One
The Rainfall company ` --- Statement of work for RFP 17-0188
One
The Rainfall Company
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STATEMENT OF WORK FOR
RFP 17-0188
FLOOD WARNING SOFTWARE
Submitted to
City of Fort Worth
Purchasing Division
Lower Level
200 Texas Street
Fort Worth,Texas 76102
Prepared by
OneRain Incorporated
1531 Skyway Drive,Unit D,Longmont,CO 80504
Contact:James Logan I email:james.logan@onerain.com
1-800-758-RAID (7246)or 303-774-2033
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Wig.,
July 7,2017
Ranjan S.Muttiah
Stormwater Management,TPW
City of Fort Worth
1000 Throckmorton Street
Fort Worth,Texas 76102
Re: Response to Request for Proposal for Flood Warning Software Reference:
RFP-17-0188
Dear Ranjan,
In support of Contracting for the Flood Warning Software RFP-17-0188,please find a
draft scope of work.
We look forward to supporting the City and its partners during this evolution in your
program.
James ogan
Chief Executive Officer
t 303-774-2033(main)
303-774-2035(direct)
james.logan@onerain.com
One. ain.
The Rainfall Camp tay
Contents
Proposed Configuration-Option B from RFP...........................................................................................................1
Scopeof Work.......................................................................................................................................................................2
ProjectOrganization...........................................................................................................................................................7
TrainingAgenda...................................................................................................................................................................8
ProjectSchedule.................................................................................................................................................................10
Budgetand Pricing............................................................................................................................................................12
Glossaryof Terms..............................................................................................................................................................13
Table of Figures
Figure 1 -Option B: Contrail in a three-server hybrid configuration................................................................................1
Figure2.Team Organization..............................................................................................................................................................7
Figure 3 -Gantt chart depicting an example project schedule...........................................................................................11
One Ra it
The Rainfall company �- Statement of Work for RFP 17-0188
Proposed Configuration — Option B from RFP.
Option B—Non-compliant Three-Server Hybrid Configuration
DATAT A RECEIVE I 7
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ANTENNA •
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Figure 1-Option B:Contrail in a three-server hybrid configuration
Option B implementation,illustrated above represents the final configuration and has three
independent base station servers.The first server is hosted on City premise running licensed
Contrail Base Station software. The second server is cloud-hosted as Contrail Server at OneRain's
data center and replicates with the City hosted database in real time.
Initially,the City only has a single antenna receive site at Burnett. That site will be configured to
feed both the Primary and on-premise secondary server. This initial system will have the drawback
of a single point of failure for the receive equipment but still have redundancy at the server level.
The third cloud-hosted Contrail Server provides public URL Web access and specific user level
privilege views of the data.Public is provided access to flood warning and low-water crossing data.
This non-compliant option is presented because it more completely addresses resiliency of the
system during loss of any single component of the system,and it provides a public web interface
that doesn't share any resources with the operational system.
� 1
< n ,,iin
The Rainfall Company '`.�— --' Statement of work for RFP 17-0188
Scope of Work
The following scope of work is required to complete this project. This scope assumes that the City
chooses to implement option B in the original RFP response with 24/7 support.
1. Sign Contract-Begin Project
a. Project Kickoff Meeting
b. Pre-installation document-Send Document to IT contact. (see Attached
Pre-installation document)
c. Deliverables:
i. Pre-installation document filled out by Ft.Worth IT
2. OneRain Hosted Server Installation(duration: 9 days)-Server installation occurs
on cloud-hosted servers first because they can be configured quickly,don't require
VPN access,and can be synchronized through database replication and file
synchronization with other servers later on. On-site servers typically take longer
because they may require physical hardware that must be ordered,they will require
firewall coordination with Agency's IT resources,and the IT resources are typically
in different departments from the operational group purchasing the software.
a. Generate Licenses for two OneRain hosted servers.
b. Configure backup and public Virtual Servers on OneRain hosted server stack
c. Load Core Operating System (OS) onto OneRain hosted Virtual Servers
d. Load Contrail Software onto OneRain hosted Virtual Servers
e. Deliverables:
i. Hosted two servers demonstrating replication between primary and
public.Primary server will demonstrate read/write access and
public server will demonstrate read/only access.
ii. Memo with URL and admin login for access
3. City Hosted Server Installation(duration:41 days)-The City must choose between
a physical server in Information Technology Services (ITS) Department or on a ITS
virtual server. The City server does not require any additional licenses besides the
OneRain Contrail license.
a. Generate License for City hosted server
b. Specify and Order Physical Servers or allocate virtual server on city
datacenter
c. Coordinate firewall with City IT staff
d. Load OS onto City Physical Servers or virtual server
e. Load Contrail Base Station licensed software onto City Physical Servers or
virtual server Configure Replication between OneRain and City servers
f. Deliverables:
i. Working onsite server with replication between primary and
secondary
ii. Memo with URL and admin login for access
4. Configure the combined Contrail servers with City of Fort Worth specific
configuration(duration: 9 days).
12
One al
The Rainfall Company +`—...
Statement of work for RFP 17-0188
a. Configure Metadata for Sites and Sensors. This includes site names and
locations,sensor IDs,types,calibrations.
b. Configure existing Alarms based on previously defined thresholds in the
DataWise system. This includes setting up email and text contacts and
associating them with the appropriate alarms.
c. Configure Data Collectors. This includes the ALERT,ALERT2 interfaces
which will be ready to receive data from either ALERT decoders or ALERT2
demodulators and are independent data collectors that will operate through
the phased transition from ALERT to ALERT2.
d. Configure Specialized hardware (Serial-to-IP Connection Kits)that will allow
the existing data receivers to provide data to the Contrail instances
e. Configure Firewalls
f. Configure Secure Shell(SSH)connections,which provides secure access to
servers by OneRain
g. Configure Data Feeds from External Sources. This would include any USGS,
or METAR that the City wants on their website. This would also include any
map layers from GIS Web Map Services that the city may have available.
h. Deliverables:
i. Pre-installation checklist updated with final configuration
5. Migration Services (duration:34 days) -Bring historical data from existing
DataWise software into Contrail
a. Export Data from DataWise
b. Inventory exported data
c. Format data to ingest into Contrail
d. Ingest data into Contrail
e. Validate Converted Data
f. Deliverables:
i. Memo with summary counts of sites,sensors,data records loaded
6. Training(duration: 14 days) -OneRain will provide in-depth end-user,system
administrator and server administrator training on site with the City's own system
and data. OneRain's appointed Project Manager will coordinate the training plan
and schedule with the City once the system is set up and data is being collected.
Relevant City staff members and Contractor(s)will participate at the training
sessions. Our on-site training for end-users,software administrators,and train-the-
trainers,will take place over two (2) consecutive days and includes:
a. Contrail User Training:Detailed user interface,viewing data with map view
and site lists;drilling down to sensor data.Use of single and multiple graphs.
Retrieving historical data and exporting data.Overview of detailed help
system.
b. Contrail Administrator Interface:Setting up users and authorizing privilege
levels,establishing sites and sensors,creating validation formulas,setting
thresholds and creating alarm rules and notifications,acknowledging and
clearing alarms,accessing alarm logs,accessing standard maintenance
reports,modifying themes,adding content and links.Administration
managers will be well equipped to transfer knowledge and train new users
on the software.
13
One
The Rainfall Company �— Statement of work for RFP 17-0188
c. System Administration Training: Detailed training on server access and
usage.Full description and details of the architecture of the system,how all
the components interface and details of each component.Troubleshooting
and problem solving processes are covered.This advanced training is
designed for those responsible for maintaining the servers,applying
software upgrades and performing system failovers.
d. Deliverables:
i. Training outline
ii. Memo with record of training dates and attendance
7. Conversion from ALERT to ALERT2 (duration: 35 days)-Support and configuration
for ALERT2 conversion of the existing network.
a. Configuration of ALERT2 Data Collectors.
b. Support for converting sites and sensors from ALERT to ALERT2 data
collection,including history.
c. Deliverables:
i. Memo certifying ALERT2 collector readiness
8. Deployment(duration:46 days) -OneRain will provide total project support
through every phase of flood warning system planning and deployment,training
and support to ensure complete satisfaction.
a. The system will be live tested during operation across three (3)storms
b. After verification through operations,Go Live
c. Deliverables:
i. Documentation of the system implementation including components,
configuration,network configurations,and verification of backup of
all configurations
9. Integration(duration:95 days)-OneRain's Contrail base station software will be
integrated with existing City computer systems. Contrail will do this in the
following ways:
a. GIS-Contrail can be configured to consume and display ESRI services,such
as WMS layers,in its pan and zoom maps.OneRain will configure map layers
to be displayed based on information provided by the City. In addition,
OneRain will provide training to system administrators on how additional
maps can be set-up and configured in Contrail
b. Social Media-Contrail can be configured to send social media messages in
two ways:
i. Contrail can embed a social media in its interface for manual release
of information. This method allows a human to be a gate keeper to
ensure the quality and accuracy of the messaging.OneRain will
provide training to system administrators on how social media
feeds,such as Twitter,can be added to dashboard displays.
ii. Contrail's alarms can be configured to feed third-party services for
automatically posting warnings on social media feeds.OneRain will
provide training to system administrators on how third-party
14
Cine alp
The Rainfall Compney Statement of work for RFP 17-0188
services can be leveraged to automatically post warning on social
media feeds,such as Twitter.
c. External Websites-Contrail can ingest both data feeds and WMS services
from external sources. For example,integration of NWS radar or NWS
Watches and Warnings can be accomplished through an easy configuration.
OneRain will provide training to system administrators on how additional
external sources,such as WMS layers and NWS services,can be set-up and
configured in Contrail.
With the public website option,Contrail can share information to external
websites through:
i. Public website links to its web content
ii. Data access via API for sharing of data.OneRain will provide
documentation for the Contrail API. In addition,OneRain will
provide example queries to access data from an output system.
d. Partner Telemetry-Contrail can ingest data from partner telemetry
systems. A subset of the list of available formats includes:ALERT,ALERT2,
Array Collector(flexible input),Campbell Scientific(CSI) LoggerNet,CSI Web
API,CSV,Data Exchange API,DvCollector,NWS Flash Flood Guidance,
GoData,HADS,GOES LRGS,METAR,Modbus,Radar Basin Average,Radar,
RWIS NTCIP,NWS SHEF.A,NWS SHEF.E,StormLinkT"Satellite A/A2
Concentrator,StormLinkT"Satellite (IDP),StormLinkT""Cellular Data,Sutron,
TIDES,USGS,and YSI. New formats can be added either by OneRain as a
project,or by agencies using our published Data Exchange API.
OneRain will provide training to system administers on the set-up and
configuration of additional data feeds. Documentation on adding sites for
common,widely available,data-sets,such as USGS and HADS will also be
provided.
e. Open data-Contrail is best configured to provide data via its API. Contrail
uses a SQL database,but any external application that directly queries the
database could break as the data model evolves. External applications that
use the API would continue to be supported through future upgrades to the
database or data model.OneRain will provide documentation for the
Contrail API. In addition,OneRain will provide example queries to access
data from an output system.
f. Deliverables:
L Summary memo depicting integration elements used and those
trained but not actively used.
10. Public Facing Website (duration:40 days)
a. Branding and design of public facing website
15
The Rainfall Company Statement of work for RFP 17-0188
b. Configure Agency Look and Feel. Configure the agencies logo,background,
and Contrail home page to be consistent with the City or department
website.
c. Configure homepage content for City
d. Deliverables:
i. Memo providing public URL announcing access to Public Website
ii. Website with configuration from steps a-c above.
11. Testing and Documentation (duration: 150 days)
End-to-End software testing will be based on monitoring replication,the sensor
network etc.for software functionality over a 30 day period. Testing does not
involve addressing hardware or sensor issues and simply addresses whether the
software is receiving and displaying the received data. Documentation will be a
compilation of the memos and technical diagrams created in tasks 1 through 10.
Documentation will be provided at the following stages.
a. Installation Documentation
b. Configuration Documentation
c. Migration Documentation
d. Training Documentation
e. Deployment Documentation
f. Integration Documentation
g. Deliverables:
i. Documents for each of items a through g above.
12. Ongoing Operational Support(duration: 180 days)
a. Standard business hours support for City hosted server-9:00 AM to 6:00
PM Central Time weekdays except holidays
b. Annual public website reconfiguration and support to keep the public facing
website fresh using the improvements in Contrail over the previous year.
c. Deliverables:
i. Annual memo with results of web reconfiguration
13. Custom Tasks (duration: 120 days)
a. All tasks are handled by configuration of COTS software.If development is
needed to support any integration or configuration needed by the city,those
changes would be made part of the standard software and supported in
future releases.
b. The city has discussed the possibility of ingesting hydrologic modeling,
simulation capability for table top exercises,but the scope of that is not
defined yet.
c. There is also the possibility of doing custom web development or adding
custom dashboard widgets.
d. Deliverables:
i. TBD-once scope is agreed
16
One '„ ,' in
The Rainfall Company 1- __� Statement of work for RFP 17-0188
Project Organisation
We understand how critical it is that the City's expectations are met.OneRain will provide
dependable professional services and timely delivery.The key technical resources identified in our
organizational chart for this contract represent a small portion of our available professional
resources,should there be unexpected challenges.
We have examined our workloads based on current and future projections and are confident that
we have the resources necessary to complete the requirements of this contract as they arise within
the projected time requirements.We are accustomed to meeting stringent schedule requirements
and client-required scope changes.Our ongoing industry success reflects our outstanding
performance history.
OneRain has identified several key personnel for this project,all of whom have a consistent record
of successful leadership and project management,and who bring technical experience in the area of
flood early warning systems and hydrologic data management.The following team organization,
depicted in Error!Reference source not found.,will support this contract. All members are
located in Longmont,CO,and will be available to travel to City of Fort Worth for specific
installation and training tasks,as required.
The project team is the same team originally proposed to City of Fort Worth.
nagement �.
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The Rainfall Company �--••� Statement of work for RFP 17-0188
Training Agenda
The following agenda is for training across two days and three sessions.
Contrail Base Station Administration Training-Session 1 Server Administration
Attendees: Core Staff;IT Representative
(Computers REQUIRED for attendees,access to primary J secondary and servers using SSH)
1. System Overview
2. Access to Server
3. Services
4. Collectors
5. Agents
6. Updates
7. Troubleshooting
8. System Improvements
9. Status.OneRain.com
Contrail Administration Training-Session 2 Administration Interface
Attendees: Core Staff
(Computers REQUIRED for attendees,Access to primary/secondary and projector for presenter)
1. Client Configuration
a. Account Management
b. Systems-Input&Output
c. Views
d. Maps
e. Creating New Maps
f. Web&Theme Management
g. News&Notes
2. Sites and Sensors
3. Status
4. Calibrations&Validations
5. Thresholds
6. Rain Reset
7. Text Translation
8. Synthetics&Rating Tables
9. Data editing and Re-validation
10. Data Import
11. Alarms
12. Dashboards
13. Reports
14. Insight
15. Advanced Configuration
a. Remote Updates
b. Settings
16. Data Exchange
17. Scenario Reviews
a. No Data(Validation,Network Troubleshooting,Unknown Log)
18
Cinek l�
The Bair(fall Company Vii' Statement of work for RFP 17-0188
b. Bad Data Points (Validation,Data Editing)
c. Calibration Updates (Sensor Editing,Re-validation)
d. Rain Reset
e. Creating Alarms(Latency,Data related)
f. Dashboard Filters
g. Creating New Sensor of New Type
h. 24 Hour Max Sensor(Synthetics,Equations)
Contrail User Training-Session 3 User Interface
Attendees:Core Staff&Data/End Users
(Computers SUGGESTED for attendees,access to primary base station and projector for presenter)
1. Introduction to Contrail Base Station and Cloud Server
a. Overview
b. Architecture
2. Introduction to the Contrail User Interface
a. Main Home Page&Menu
b. List of Sites
L Sensor Types
ii. Views
iii. Status Information
c. Static Maps to Display Data
i. Sensor Types
ii. Layers/Overlays
d. Pan&Zoom Maps to Display Data
e. View Sensor Information
i. Status Information
ii. Raw Data
iii. Data Quality Flags
f. Retrieving data
L Data Selection
ii. Data Export
g. Graphs
i. Thresholds
ii. Multiple Sensor Graphs
h. Dashboards
i. Bookmarks
j. Reports
k. Where to Find Online Help
3. General Overview of Scenarios
a. Multi-Graph(different axes)
b. Bookmarks-Live vs.Archival
c. Verifying data after an alarm
4. Contrail Inventory
5. Questions
19
One
The Rainfall Company �'
Statement of work for RFP 17-0188
Project Schedule
The City of Fort Worth desires to have the FWS software in production within 6 months of
execution of the contract. We have taken the requested scope,along with the targeted timeline and
created a preliminary Project Plan.
Please note that"First year'means the first full year of the project,and all tasks excluding Custom
Tasks of the schedule will be accomplished in 6 months. Ongoing operational support will extend
to a full year and extend with each year renewal of support.
Certain of the tasks such as the Custom Task may extend beyond the 1st year period.
The Project Plan is depicted in the following Gantt chart:
110
One � � .
The Rainfall Company Statement of work for RFP 17-0188
GANTT Chart
Flood Warning Software
City of Ft. Worth
0 50 100 150 200 250
1.Sign Con',,
1.a Project KicKotl i r
1.b Pre-Installation Info 0
2.Hosted Server d
2.a Generate Licer a
21 Configure Virtual +
2.c Load Core OS onto I a
2.d Load Contrail onto a
3.City Hosted Servet j
3.a Specify and OrA {
3.b Load OS r?. o
3.c Load Contrail:.r(; a
4.Configuratit )t 1 a
4.a Configure Look at +
4.b Configure Metadat;° +
4.c Configure Data i +
4.e Configure Firewall: 1 +
4.f Configure SSH a _
4.g Configure Data Feeds a _
4.h Configure Physical_ !
5.Migration Services
5.a Export from DataWise cr
5.b Inventory exported e
5.c Format dataingest p_-
5.d Ingest -?nto,.
5.e Validate Gc• - t,cf.
6 --
6.a Prepare r3uuitr;
6.b User 4ninj, a
6.c Administration 1 _
6.e Server Admin Training 1"
7.Conversion ALERT_ _
7.a ALERT2 Collector
7.b Support of c�
8.Deployment _
8.a Operation across 3
8.b Go Live A
9.Integration
9.a Testing feeds to.. a
9.b NWS SHEF Feed r
9.c Model Integration _
10.Public Facing Website
10.a Branding..
11.Documentation
11.a Installation.. E
11.b Configuration.. d
11.c Migration..
11.d Training_
11.e Deployment..
11.f Integration..
12.Ongoing.. _
12.a Standard Business..
13.Custom Tasks
13.a Scope and Effort
Figure 3-Gantt chart depicting an example project schedule
The Rainfall Company `�— Statement of work for RFP 17-0188
Budget and Pricing
PRICING FOR OPTION B:NON-COMPLIANT THREE SERVER HYBRID
First Year Future Year
Licensing
Task 2 Contrail Server-Hosted($12K/Server/Yr) $24,000 $24,000
Task 3 Contrail®Base Station($20K/Base station) $20,000 $ 5,000
3rd Party Software n/a n/a
Sub-total Licensing $44,000 $29,000
Implementation
Task 1 Project Management $ 4,200
Task 2,3 Installation $ 2,500
Task 4 Specialized hardware(see RFP) $ 3,000
Task 4 Configuration $ 3,000
Task 5 Data migration $ 8,000
Task 6 Training $ 4,000
Task 7 Conversion from ALERT to ALERT2 $ 5,000
Task 8 Deployment
Task 9 Integration
Task 10 Public facing website configuration $ 5,000
Task 11 Documentation $ 5,000
3rd party software n/a
Sub-total Implementation $39,700
Support
Services
Task 12a Standard business hours support cost included $ 0
with licensing above
Task 12b Annual public website reconfiguration and
support $ 0 $ 2,000
Sub-total Support Services $ 0 $ 0
Additional
Services
Task 13 Custom Tasks $34,000
Sub-total Additional Services $ 34,000
Total Costs $ 117,700 $31,000
112
One i�
The Rainfall company —
Statement of work for RFP 17-0188
Glossary of Terms
ALERT Automated Local Evaluation in Real-Time(ALERT)is a radio protocol developed in the
1970 and is still used today to support hydrology and flood warning applications.
ALERT2 A next generation standard developed by the ALERT2 Technical Working Group
(TWG)of the National Hydrologic Warning Council is a modern backward compatible upgrade for
ALERT to improve many of ALERT's shortcomings.
API Application Programming Interface(API)
COTS Commercial off-the-shelf(COTS)software is the purchase of packaged software solutions
which are then adapted to satisfy the needs of the purchasing organization,rather than the
commissioning of custom made solutions.
Custom Dashboard Widgets Contrail allows agencies to create custom displays called dashboards
using drag and drop editing. Widgets are the user interface components that are dragged and
dropped. The library of widgets available in Contrail is growing as agencies request new
capabilities.
EOC Emergency Operations Center
FWS Flood Warning Software (FWS)
GIS Geographical Information System(GIS)provides map based information
NWS National Weather Service(NWS)
OS Operating System(OS)for example,Windows,Linux,Android
RWIS Road Weather Information Systems (RWIS)provide road weather information for safety of
drivers on roads
SSH Secure Shell (SSH)a cryptographic network protocol for operating network services
securely over an unsecured network.
SQL Structured Query Language (SQL) is a standard language for storing and retrieving data
from a database.
URL A Uniform Resource Locator(URL),colloquially termed a web address,is a reference to a
web resource that specifies its location on a computer network and a mechanism for retrieving it.
Wikipedia
USGS United States Geological Survey(USGS)
WMS Web Map Service (WMS)is a standard protocol for serving(over the Internet)
georeferenced map images which a map server generates using data from a GIS database.[
113
EXHIBIT F
ne
Software Hosting and
'I"lre CZaCatfuCC Company Lam.,,,
End-User License
Subscription Agreement
This Software Hosting and End-User License Subscription Agreement (the "AGREEMENT") is entered into and
effective as of the date Users first access the Subscription (the "Effective Date") between OneRain Incorporated
("ONERAIN" or "LICENSOR"), a Colorado corporation, having offices at 1531 Skyway Drive, Suite Unit D,
Longmont, Colorado 80504 and City of Fort Worth, having offices at 1000 Throckmorton Street, Fort Worth.
Texas 76102("ORGANIZATION"),for access to the"SOFTWARE"on a Hosted System or Hosted Servers.
The SOFTWARE that ORGANIZATION seeks to use was developed by ONERAIN and by accessing and using
the SOFTWARE, ORGANIZATION is agreeing to be bound by the terms of this AGREEMENT.
1. DEFINITIONS (h) "Business Day" means any day other than a
(a) "Software" means only the ONERAIN software Saturday or Sunday or other day upon which banks are
program(s) and third party software programs, in each authorized or required to close in the State of
case, supplied by ONERAIN herewith ("SOFTWARE"), Colorado.
and corresponding documentation, associated media,
printed materials, and online or electronic 2. HOSTING
documentation. Hosted Services: ONERAIN will provide the following
Software hosting services as part of a Subscription:
(b) "Hosted System" means the service provided by
ONERAIN to install and host the SOFTWARE on a (a) Services to be provided: See EXHIBIT F-1.
host server that is accessible to the ORGANIZATION
over the Internet. (b) Data Downloads: ORGANIZATION may request a
copy of Customer Data at any time. The charge to
(c) "Hosted Server" means the server provided by ORGANIZATION will be at OneRain's then standard
ONERAIN or its agent through which ORGANIZATION per hour rate.
accesses the Hosted System, over the Internet.
(c) Security: ONERAIN will exercise industry-standard
(d) "Licensed Subscription" means the combination of measures to prevent unauthorized access to the server
SOFTWARE and Hosting provided by ONERAIN to the sites.
ORGANIZATION during the specified Subscription
Period. (d) Support: ONERAIN will provide ORGANIZATION
the following support services:
(e) "Subscription Period" means the period(s) during
which an ORGANIZATION's rights to access and use i. Telephone Consultation: Reasonable telephone
the Hosting System and SOFTWARE are in effect. consultation and support on the use of the
SOFTWARE during OneRain's normal business hours
(f) "Customer Data" means all information entered into (8am to 5pm Mountain Time) Monday through Friday.
the Hosted System by ORGANIZATION in the course
of its authorized use of the Hosted System and stored ii. Online: ORGANIZATION may log requests for
on the Host Server for access by the Hosted System support via email by directing its query to an email
and retrieval by ORGANIZATION. account or website provided by LICENSOR.
(g) "User(s)" means authorized employees, iii. Support Response Time: LICENSOR will make
representatives, consultants, contractors, agents or reasonable efforts to respond to emails and phone
customers of ORGANIZATION. messages within one(1) Business Day.
CITY OF FORTWORTH,TX SOFTWARE HOSTING AND END-USER LICENSE SUBSCRIPTION PAGE 1 OF 5
AGREEMENT
EXHIBIT F
serving as a basis for any improvements,
3. LICENSE GRANTS& RESTRICTIONS modifications, derivative works, and applications
(a) ONERAIN hereby grants ORGANIZATION a non- ORGANIZATION may develop), and all copies thereof.
exclusive, non-transferable license to use the Hosted All rights not specifically granted in this AGREEMENT,
System and Licensed Subscription, subject to the including all copyrights, are reserved by ONERAIN and
terms and conditions of this AGREEMENT. its suppliers. ONERAIN, Contrail®, Contrail Inventory
(b) ORGANIZATION hereby grants to ONERAIN a Contrail Insight and other trademarks contained in the
non-exclusive royalty-free, worldwide license to store, SOFTWARE are trademarks or registered trademarks
reproduce, distribute and display the Customer Data. of ONERAIN Incorporated. This AGREEMENT does
not authorize ORGANIZATION to use, remove or alter
(c) ORGANIZATION may use the Licensed ONERAIN's or its licensors' names or any of their
Subscription only for ORGANIZATION's business respective trademarks.
purposes.
7. CHARGES AND PAYMENT OF FEES
4. EACH PARTIES' RESPONSIBILITIES ORGANIZATION is responsible for paying for all
ORGANIZATION is responsible for its activity occurring instances of the SOFTWARE installed on Hosted
on ONERAIN's servers and shall abide by all Server(s) for the entire Licensed Subscription Period,
applicable local, state, national and applicable foreign whether or not such instances of the SOFTWARE are
laws, treaties and regulations in connection with its use actively used. An "instance" is an installed copy of the
of the Subscription, including those related to data SOFTWARE. ONERAIN reserves the right to modify its
privacy, international communications and the fees and charges and to introduce new charges at any
transmission of technical or personal data. time, upon at least 30 days prior notice to
ORGANIZATION. All pricing terms are confidential,
LICENSOR is responsible for providing the Hosted and ORGANIZATION agrees not to disclose them to
Service and shall abide by all local, state, national and any third party unless ONERAIN has made them
foreign laws, treaties and regulations applicable to it in publicly available beforehand.
connection with the Subscription, including those
related to data privacy, international communications 8. BILLING AND RENEWAL
and the transmission of technical or personal data. ONERAIN charges and collects in advance for use of
the Licensed Subscription. ONERAIN will automatically
Each party shall: (i) notify the other immediately of any renew and issue an invoice to ORGANIZATION
unauthorized use of any password or account or any annually. Fees for other services will be charged on an
other known or suspected breach of security; and (ii) as-quoted basis. ONERAIN's fees are exclusive of all
report to the other party immediately and use taxes, levies, or duties imposed by taxing authorities,
reasonable efforts to stop immediately any and ORGANIZATION shall be responsible for payment
unauthorized copying or distribution of Customer Data of all such taxes, levies, or duties, excluding only
that is known or suspected by either party. United States (federal or state) or foreign taxes based
solely on ONERAIN's or its personnel's income.
5. ACCOUNT INFORMATION AND DATA
ORGANIZATION shall have sole responsibility for the 9. NON-PAYMENT AND SUSPENSION
accuracy, quality, integrity, legality, reliability, In addition to any other rights granted to ONERAIN
appropriateness, and intellectual property ownership or herein, ONERAIN reserves the right to suspend or
right to use of all Customer Data, and ONERAIN shall terminate this AGREEMENT and ORGANIZATION's
not be responsible or liable for the deletion, correction, access to the Subscription if ORGANIZATION fails to
destruction, damage, loss or failure to store any pay any invoice within thirty (30) days of the due date.
Customer Data. Delinquent invoices (accounts in arrears) will be
assessed finance charges at an 18% per annum rate
6.INTELLECTUAL PROPERTY OWNERSHIP at 60 days past due, retroactive to 31 days past due.
(a) ONERAIN Software. The foregoing grants of rights ORGANIZATION will continue to be charged for
give ORGANIZATION limited license to use the Subscription during any period of suspension. If
SOFTWARE. No title or ownership rights to the ORGANIZATION or ONERAIN initiates termination of
SOFTWARE are transferred to ORGANIZATION by this AGREEMENT, ORGANIZATION will be obligated
this AGREEMENT. ONERAIN and its suppliers retain to pay the balance due on ORGANIZATION's account
all right, title and interest, including all copyright and prior to the date of termination.
intellectual property rights, in and to, the SOFTWARE
(as an independent work and as an underlying work
CITY OF FORTWORTH,TX SOFTWARE HOSTING AND END-USER LICENSE SUBSCRIPTION PAGE 2 OF 5
AGREEMENT
EXHIBIT F
10. TERM AND TERMINATION AVAILABILITY OR ACCURACY OF THE
This AGREEMENT commences on the Effective Date. SUBSCRIPTION OR ANY DATA.
The Initial Term will be from the Effective Date for the
period of one (1) calendar year. Unless either party (b) ONERAIN AND ITS SUPPLIERS DO NOT
provides written notice of non-renewal to the other REPRESENT OR WARRANT THAT THE USE OF
party thirty (30) days prior to expiration of the Initial THE SUBSCRIPTION WILL BE SECURE, TIMELY,
Term, upon the expiration of the Initial Term any UNINTERRUPTED OR ERROR-FREE OR OPERATE
Contract or Order Form in effect under this IN COMBINATION WITH ANY OTHER HARDWARE,
AGREEMENT will automatically renew for successive SOFTWARE, SYSTEM OR DATA.
renewal terms of one(1)calendar year.
(c) ONERAIN AND ITS SUPPLIERS DISCLAIM ALL
Either party may terminate this AGREEMENT due to a OTHER WARRANTIES AND REPRESENTATIONS,
material breach of this AGREEMENT by the other WHETHER EXPRESS, IMPLIED, OR OTHERWISE,
party, provided the party seeking termination first INCLUDING THE WARRANTIES OF
provides the breaching party written notice of the MERCHANTABILITY OR FITNESS FOR A
breach and thirty(30)days in which to cure the breach. PARTICULAR PURPOSE.
After the Initial Term, either party also may terminate
this AGREEMENT for convenience, by notifying the (d) ONERAIN AND ITS SUPPLIERS DO NOT
other party in writing at least ten (10) days prior to REPRESENT OR WARRANT THAT THE
termination. In the event this AGREEMENT is SUBSCRIPTION OR THE SERVER(S) THAT MAKE
terminated, ONERAIN will make available to THE SUBSCRIPTION AVAILABLE ARE FREE OF
ORGANIZATION a file of the Customer Data within VIRUSES OR OTHER HARMFUL COMPONENTS.
thirty (30) days of termination if ORGANIZATION so
requests at the time of termination and has paid (e) NO ORAL OR WRITTEN INFORMATION
ONERAIN in full, for all services to that point; provided EXTRANEOUS TO THIS AGREEMENT, OR ADVICE
however, if this AGREEMENT has been terminated GIVEN BY ONERAIN, ITS DEALERS,
due to ORGANIZATION's breach, in addition to all fees DISTRIBUTORS, AFFILIATES, AGENTS OR
due for services, ORGANIZATION shall pay ONERAIN EMPLOYEES SHALL CREATE A WARRANTY OR IN
its standard hourly rate to create and assemble the ANY WAY INCREASE THE SCOPE OF ANY
Customer Data. ORGANIZATION agrees and WARRANTY PROVIDED HEREIN.
acknowledges that ONERAIN has no obligation to
retain the Customer Data, and may delete such 14. EXCLUSIVE REMEDY
Customer Data, more than thirty (30) days after any ORGANIZATION'S exclusive remedy for breach of
termination or expiration of this AGREEMENT. ONERAIN'S warranty is to terminate this Subscription
in accordance with the terms defined in Section 10.
11. TERMINATION FOR CAUSE THIS REMEDY IS THE SOLE AND EXCLUSIVE
Any breach of ORGANIZATION's payment obligations REMEDY AVAILABLE TO ORGANIZATION FOR
or unauthorized use of the ONERAIN SOFTWARE or BREACH OF EXPRESS OR IMPLIED WARRANTIES
Subscription will be deemed a material breach of this WITH RESPECT TO THE SOFTWARE AND
AGREEMENT. ONERAIN, in its sole discretion, may RELATED DOCUMENTATION.
terminate ORGANIZATION's passwords, accounts
and/or access to the Subscription after providing the 15. INTERNET DELAYS
notice and right to cure provided in Section 10, if ONERAIN'S SUBSCRIPTIONS MAY BE SUBJECT TO
ORGANIZATION breaches or otherwise fails to comply LIMITATIONS, DELAYS, AND OTHER PROBLEMS
with this AGREEMENT INHERENT IN THE USE OF THE INTERNET AND
ELECTRONIC COMMUNICATIONS. ONERAIN IS
12. REPRESENTATIONS &WARRANTIES NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY
Each party represents and warrants that it has the FAILURES, OR OTHER DAMAGE RESULTING
legal power and authority to enter into this FROM SUCH PROBLEMS.
AGREEMENT
16. LIMITATION OF LIABILITY
13. DISCLAIMER (a) NEITHER ONERAIN NOR ITS SUPPLIERS SHALL
(a) ONERAIN MAKES NO REPRESENTATION, BE LIABLE TO ORGANIZATION OR ANY THIRD
WARRANTY, OR GUARANTY REGARDING THE PARTY FOR ANY INDIRECT, SPECIAL,
RELIABILITY, COMPLETENESS, QUALITY, INCIDENTAL, PUNITIVE, COVER OR
ACCURACY, SUITABILITY, TIMELINESS, CONSEQUENTIAL DAMAGES (INCLUDING, BUT
CITY OF FORTWORTH,TX SOFTWARE HOSTING AND END-USER LICENSE SUBSCRIPTION PAGE 3 OF 5
AGREEMENT
s
EXHIBIT F
NOT LIMITED TO, DAMAGES FOR THE INABILITY providing the License to LICENSEE, which information
TO USE EQUIPMENT OR ACCESS DATA, LOSS OF is considered to be trade secret, proprietary, and
BUSINESS, LOSS OF PROFITS, BUSINESS confidential ("LICENSEE Confidential Information").
INTERRUPTION OR THE LIKE), ARISING OUT OF LICENSOR agrees not to use LICENSEE's
THE USE OF, OR INABILITY TO USE, THE Confidential Information except for LICENSEE's benefit
SOFTWARE AND BASED ON ANY THEORY OF providing the License to the PRODUCT under this
LIABILITY INCLUDING BREACH OF CONTRACT, Agreement, and not to disclose LICENSEE
BREACH OF WARRANTY, TORT (INCLUDING Confidential Information to any third party without
NEGLIGENCE), PRODUCT LIABILITY OR LICENSEE's prior written consent, except as required
OTHERWISE, EVEN IF ONERAIN OR ITS by law. Upon expiration or termination of this
REPRESENTATIVES HAVE BEEN ADVISED OF THE Agreement, LICENSOR will return or destroy (at
POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LICENSEE's request) LICENSEE's Confidential
REMEDY SET FORTH HEREIN IS FOUND TO HAVE Information.
FAILED OF ITS ESSENTIAL PURPOSE.
(b) LICENSEE will have access to non-public,
(b) ONERAIN'S TOTAL LIABILITY FOR ACTUAL confidential and proprietary information of LICENSOR
DAMAGES FOR ANY CAUSE WHATSOEVER WILL ("LICENSOR Confidential Information"), which shall
BE LIMITED TO THE GREATER OF $500 OR FOR include but is not limited to the PRODUCT. LICENSEE
THREE (3) MONTHS FEES FOR THE agrees not to use LICENSOR Confidential Information
SUBSCRIPTION. except as necessary for use of the PRODUCT as set
forth herein, and not to disclose LICENSOR
17. U.S. GOVERNMENT RESTRICTED RIGHTS Confidential Information to any third party without
LEGEND LICENSOR's prior written consent. Upon expiration or
This Subscription and the documentation are provided termination of this Agreement, LICENSEE will return,
with "RESTRICTED RIGHTS" applicable to private and delete or destroy(at LICENSOR's request) LICENSOR
public licenses alike. Without limiting the foregoing, Confidential Information.
use, duplication, or disclosure by the U.S. Government
is subject to restrictions as set forth in this 21. GENERAL
AGREEMENT and as provided in DFARS 227.7202- This AGREEMENT will be governed by the laws of the
1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013 State of Colorado other than its conflicts of laws
(c)(1)(ii)(OCT 1988), FAR 12.212(a)(1995), FAR principles. Should any part of this AGREEMENT be
52.227-19, or FAR 52.227-14, as applicable. held unenforceable or invalid or prohibited under law, it
Manufacturer: OneRain Incorporated. will be struck from the AGREEMENT and will not affect
the enforceability of the other parts of this
18. THIRD PARTY SOFTWARE AGREEMENT. No failure by either party to enforce a
The SOFTWARE may contain third party software provision of this AGREEMENT, and no waiver by either
which requires notices and/or additional terms and party of its rights under any provision thereof, will be
conditions. Such required third party software notices deemed a waiver of subsequent breaches.
and/or additional terms and conditions are located at
htti)s://contraii.onerain.com/help/thirdoarty_phr) and are This AGREEMENT, the Software Access License
made a part of and incorporated by reference into this Agreement and any End-User Subscription Agreement
AGREEMENT. between the parties contain the complete agreement
between the parties with respect to the subject matter
19. NOTICE of such Agreements, and supersede all prior or
All notices or correspondence shall be in writing and contemporaneous agreements or understandings,
addressed to LICENSOR or LICENSEE at their whether oral or written. Any varying or additional terms
respective addresses as shown in this AGREEMENT contained in any contract or purchase order or other
Notice shall be deemed to have been given upon the written notification or document issued by
expiration of three business days after mailing or ORGANIZATION in relation to the Subscription
posting (if sent by first class mail or pre-paid post) or licensed hereunder shall be of no effect.
one business day after mailing via a nationally
recognized overnight delivery service.
20. CONFIDENTIAL INFORMATION
(a) LICENSOR may have access to non-public
information relating to LICENSEE's business and
Customer Data disclosed to it or as a consequence of
CITY OF FORTWORTH,TX SOFTWARE HOSTING AND END-USER LICENSE SUBSCRIPTION PAGE 4 OF 5
AGREEMENT
EXHIBIT F
EXHIBIT F-1
Software Hosting and End-User License Subscription Agreement
SOFTWARE is defined as:
Contrail Server(comprises Contrail Base Station, Contrail Analytics, Contrail Inventory)
Number of Subscriptions:
02
Document Prepared Date:
August 22, 2017
Applicable to Contrail®Server:
ORGANIZATION will host no more than five(5)client websites per Hosted Server instance.
CITY OF FORTWORTH,TX SOFTWARE HOSTING AND END-USER LICENSE SUBSCRIPTION PAGE 5 OF 5
AGREEMENT
i
EXHIBIT G
O
e ' , -~--� Software Access n *
The Rainfall Company ��--- License Agreement
This Software Access License Agreement ("License" or "Agreement") by and between OneRain
Incorporated ("LICENSOR"), a Colorado corporation, having offices at 1531 Skyway Drive, Suite Unit D,
Longmont, Colorado 80504 and City of Fort Worth, Texas ("LICENSEE") , having offices at 1000
Throckmorton Street, Fort Worth, TX 76102, for access to and use of the"PRODUCT" on a single server
or servers(as further described on Exhibit A). By installing the PRODUCT and/or purchasing a license(s),
downloading the software or updates, clicking an "ok" or "accept" button during installation or purchase,
and/or using the software, LICENSEE agrees to be bound by the terms of this Agreement.
LICENSOR grants and LICENSEE accepts a non-exclusive License (as defined in the Section below
entitled LICENSE) with rights to access and use the PRODUCT at the SITE (as defined as Site Location
in EXHIBIT G-1) in accordance with the following terms and conditions:
LICENSE: This Software Access License TERM: This Agreement is effective from the date
describes the rights of LICENSEE to access and this Agreement is executed by both parties and,
utilize the services of the PRODUCT. The services provided all fees are paid in full, shall continue in
of the PRODUCT are considered to be accessed full force and effect unless and until terminated by
or utilized under this License when there is an LICENSEE or by LICENSOR as provided herein.
active connection between a computer and the Should LICENSEE default in performing any
PRODUCT. Licensee may host five (5) client material obligation required under this Agreement
websites per server. including failure to pay any fees upon the due date,
LICENSOR may terminate this Agreement upon
No title or ownership rights to the PRODUCT are thirty days written notice to LICENSEE unless
transferred to LICENSEE by this Agreement. The LICENSEE cures said default within the thirty-day
PRODUCT and its accompanying documentation period. LICENSEE agrees, upon termination, to
are copyrighted. Except as may be set forth provide LICENSOR or its authorized
herein, LICENSEE may not copy or reproduce any representative, a Certificate of Return or
part of the PRODUCT. Destruction stating that the PRODUCT has been
returned or destroyed, and is no longer in use by
LICENSEE may, for each server license LICENSEE, which Certificate will be LICENSEE's
purchased, install, maintain, and use one copy of warranty to LICENSOR of the facts certified
the PRODUCT on one server or single unique therein. Until such Certificate is received by
computer at the SITE. LICENSOR, LICENSEE remains subject to all
terms of this Agreement.
LICENSEE may not: (1) distribute any copy of the
PRODUCT or PRODUCT documentation outside LIMITED WARRANTY: LICENSOR warrants that
the SITE listed above or any future substitute it has full ownership rights to the PRODUCT and
SITE; (2) sub-license, assign, loan or in any way the full right to grant the License set forth in this
transfer the PRODUCT or License to any other Agreement, and further warrants that the
party; (3)disclose to any third party the License fee PRODUCT (including any updates and new
or other payment terms contained in this releases) and related documentation provided to
Agreement; (4) provide or otherwise make LICENSEE does not and will not infringe upon or
available the PRODUCT to any other party except violate any patent, copyright, trade secret or any
LICENSEE's employees or agents directly other proprietary right of any third party.
concerned with LICENSEE's use of the PRODUCT LICENSOR agrees to either defend or settle, at
at the SITE; (5) use or access the PRODUCT in a LICENSOR's expense and discretion, any claim
means designed to circumvent the License against LICENSEE that LICENSEE's use or
limitations set forth in this Agreement, (6) modify access of the PRODUCT or related documentation
the Software or(7) link, integrate or incorporate the under this Agreement infringes any patent,
Software to or with any other product. copyright, trade secret or other proprietary right of
CITY OF FORT WORTH,TX SOFTWARE ACCESS LICENSE AGREEMENT PAGE 1 OF 4
6
EXHIBIT G
any third party, and to indemnify and hold harmless PRODUCT, EVEN IF LICENSOR OR ITS
LICENSEE, its officials and employees, from any AUTHORIZED REPRESENTATIVE HAS BEEN
settlement or final judgment against LICENSEE ADVISED OF THE POSSIBILITY OF SUCH
related to such infringement claim. If, in DAMAGES, OR FOR ANY CLAIM BY ANY
LICENSOR's opinion, the PRODUCT becomes the OTHER PARTY.
subject of a claim of infringement or
misappropriation of a patent, copyright, trade THE PARTIES AGREE THAT THE LIABILITY OF
secret or other proprietary right for which LICENSOR ON ANY CLAIM OF ANY KIND,
LICENSOR may be held liable, LICENSOR may at WHETHER BASED ON CONTRACT OR TORT
its option, a) obtain for LICENSEE the right to (INCLUDING BUT NOT LIMITED TO, STRICT
continue to use the PRODUCT b) replace the LIABILITY, PRODUCT LIABILITY OR
PRODUCT with a substantially compatible and NEGLIGENCE) OR RESULTING FROM THIS
functionally equivalent non-infringing software AGREEMENT OR ANY PRODUCTS OR
product or modify the PRODUCT to make it non- SERVICES FURNISHED HEREUNDER SHALL
infringing, c) terminate this Agreement and refund NOT EXCEED THE SUMS PAID TO LICENSOR
to LICENSEE the PRODUCT License fee paid BY LICENSEE.
under this Agreement and all un-expired and
unused maintenance fees paid under the Software CONFIDENTIAL INFORMATION:
Maintenance Agreement. LICENSOR shall have LICENSOR may have access to non-public
no responsibility for claims based on the information relating to LICENSEE's business and
combination of the PRODUCT with other non- Customer Data disclosed to it or as a consequence
LICENSOR products or modifications of the of providing the License to LICENSEE, which
PRODUCT by anyone other than LICENSOR. information is considered to be trade secret,
proprietary, and confidential ("LICENSEE
For a period of one-year from the installation date Confidential Information"). LICENSOR agrees not
of the PRODUCT at LICENSEE's SITE, (the to use LICENSEE's Confidential Information
"Warranty Period"), LICENSOR warrants that the except for LICENSEE's benefit providing the
PRODUCT will perform in accordance with the License to the PRODUCT under this Agreement,
published PRODUCT specifications (including and not to disclose LICENSEE Confidential
literature and demonstration software) at the time Information to any third party without LICENSEE's
of installation and that the PRODUCT will remain prior written consent, except as required by law.
free from material or substantial defects during the Upon expiration or termination of this Agreement,
Warranty Period. LICENSOR will modify or LICENSOR will return or destroy (at LICENSEE's
replace the PRODUCT, at no additional charge to request) LICENSEE's Confidential Information.
LICENSEE, to correct any error which causes the
PRODUCT not to perform substantially as LICENSEE will have access to non-public,
warranted above, provided that LICENSEE reports confidential and proprietary information of
the malfunction to LICENSOR during the foregoing LICENSOR ("LICENSOR Confidential
Warranty Period. Information"), which shall include but is not limited
to the PRODUCT. LICENSEE agrees not to use
EXCEPT AS STATED ABOVE: (i) LICENSOR LICENSOR Confidential Information except as
MAKES NO WARRANTY OR REPRESENTATION necessary for use of the PRODUCT as set forth
OF ANY KIND, EITHER EXPRESS OR IMPLIED, herein, and not to disclose LICENSOR Confidential
WITH RESPECT TO THE PRODUCT, AND (ii) Information to any third party without LICENSOR's
LICENSOR EXCLUDES ANY AND ALL IMPLIED prior written consent. Upon expiration or
WARRANTIES, INCLUDING WARRANTIES AS termination of this Agreement, LICENSEE will
TO MERCHANTABILITY OR FITNESS FOR A return, delete or destroy (at LICENSOR's request)
PARTICULAR PURPOSE, THAT THE LICENSOR Confidential Information.
SOFTWARE WILL MEET LICENSEE'S
REQUIREMENTS OR THAT OPERATION OF GENERAL:.
THE SOFTWARE WILL BE UNINTERRUPTED LICENSOR shall have the right to audit
OR ERROR FREE. IN NO EVENT WILL LICENSEE'S compliance with this Agreement and
LICENSOR BE LIABLE TO LICENSEE FOR ANY inspect LICENSEE's use of the PRODUCT without
INDIRECT, SPECIAL, INCIDENTAL, OR notice.
CONSEQUENTIAL DAMAGES ARISING OUT OF
THE USE OR INABILITY TO USE THE
CITY OF FORT WORTH,TX SOFTWARE ACCESS LICENSE AGREEMENT PAGE 2 OF 4
EXHIBIT G
This Agreement will be governed by the laws of the
State of Colorado except for its conflicts of laws
principles.
Should any part of this Agreement be held
unenforceable or invalid or prohibited under law, it
will be struck from the Agreement and will not
affect the enforceability of the other parts of this
Agreement.
No failure by either party to enforce a provision of
this Agreement, and no waiver by either party of its
rights under any provision thereof, will be deemed
a waiver of subsequent breaches.
All notices or correspondence will be in writing
addressed to LICENSOR and LICENSEE at their
respective addresses as shown in this Agreement,
will be sent by the U.S. Postal Service, and will be
deemed given when deposited with the U.S. Postal
Service registered mail return receipt requested.
LICENSEE HAS READ AND UNDERSTANDS
THIS AGREEMENT AND AGREES TO BE
BOUND BY ITS TERMS AND CONDITIONS.
LICENSEE FURTHER AGREES THAT THIS
AGREEMENT AND ANY MAINTENANCE
AND/OR END-USER SUBSCRIPTION
AGREEMENT ENTERED INTO BETWEEN
LICENSOR AND LICENSEE ARE THE
COMPLETE AND EXCLUSIVE STATEMENT OF
THE AGREEMENT BETWEEN THE PARTIES
WHICH SUPERSEDES ANY PROPOSAL OR
PRIOR AGREEMENT, ORAL OR WRITTEN, AND
ANY OTHER COMMUNICATIONS BETWEEN
THE PARTIES HERETO RELATING TO THE
SUBJECT MATTER OF SUCH AGREEMENTS.
FURTHERMORE, LICENSEE ACKNOWLEDGES
THAT UNAUTHORIZED USE OF THE PRODUCT
IS A VIOLATION OF COPYRIGHT LAWS AND
THE PROPERTY RIGHTS OF LICENSOR.
CITY OF FORT WORTH,TX SOFTWARE ACCESS LICENSE AGREEMENT PAGE 3 OF 4
EXHIBIT G
Exhibit G-1
Software Access License Agreement
Product is defined as:
Contrail Base Station
Number of Server Licenses purchased:
01
Site Location
City of Fort Worth, Texas
Document Prepared Date
August 22, 2017
CITY OF FORT WORTH,TX SOFTWARE ACCESS LICENSE AGREEMENT PAGE 4 OF 4
EXHIBIT H
One Standard Software
The Rainfall Company Maintenance
Agreement
This Software Maintenance Agreement (the "Maintenance Agreement") by and between OneRain
Incorporated, a Colorado corporation, having offices at 1531 Skyway Drive, Unit D, Longmont, Colorado,
80504("OneRain"), and City of Forth Worth, having offices at 1000 Throckmorton Street, Fort Worth, TX
76102 ("LICENSEE"), is for software maintenance of PRODUCT as defined in EXHIBIT G of the Software
Access License Agreement.
OneRain agrees to provide, and LICENSEE agrees to accept, software maintenance for the PRODUCT
in accordance with the following terms and conditions:
TERM: The term of this Maintenance Agreement LICENSEE supplied data, LICENSEE equipment
shall run concurrently with the term of the OneRain or operator failure, or any other cause not inherent
Software Access License Agreement. Payment for in the PRODUCT OneRain reserves the right to
the first twelve months software maintenance fee is charge LICENSEE on a time and materials basis at
included in the initial License fee of the PRODUCT OneRain's standard rates then in effect.
At the end of the first twelve months, the annual
fee for maintenance is 25% of the then current NEW RELEASES AND ENHANCEMENTS:
PRODUCT License fee per server Per each OneRain may develop from time to time new
Product licensed due and payable in advance. releases of and/or enhancements to the
OneRain will bill LICENSEE sixty (60) days in PRODUCT or PRODUCT documentation.
advance of the expiration date. Thereafter, Provided software maintenance fees are paid
LICENSEE may renew this Maintenance currently, OneRain will supply LICENSEE at no
Agreement at OneRain's then prevailing annual additional charge with any improvements or
fee for the PRODUCT modifications to the PRODUCT or PRODUCT
documentation, which are not charged for as
MAINTENANCE: OneRain will provide LICENSEE options. LICENSEE agrees to install any new
with continuing maintenance of the most current release of the PRODUCT in a timely manner.
release of the PRODUCT during the term of this
Agreement. Such maintenance includes correcting TERMINATION: LICENSEE shall have the right to
material or substantial defects in the PRODUCT or terminate this Maintenance Agreement on thirty
deviations from the published PRODUCT (30) days written notice to OneRain for any reason
specifications. and shall receive a prorated refund of the annual
maintenance fee paid to OneRain.
TELEPHONE CONSULTATION: This Agreement
includes reasonable telephone consultation and GENERAL: LICENSEE may not assign or transfer
support to LICENSEE on the use of the PRODUCT this Maintenance Agreement except in conjunction
during OneRain's normal business hours (8am to with the terms and conditions of the corresponding
5pm MT). If LICENSEE has a problem that cannot License Agreement for the PRODUCT
be identified by telephone and LICENSEE has the
necessary communications software and This Maintenance Agreement will be governed by
equipment to allow OneRain to dial into the laws of the State of Colorado except for its
LICENSEE's system, then OneRain will use this conflicts of laws principles.
facility to aid in identifying and correcting the
problem. Should part of this Maintenance Agreement be
held unenforceable or invalid or prohibited under
CUSTOMER RESPONSIBILITY: If OneRain is law, it will be struck from the Maintenance
called upon by LICENSEE to diagnose and/or Agreement and will not affect the enforceability of
correct a LICENSEE problem, and such problem is the other parts of this Maintenance Agreement.
found to be caused by LICENSEE negligence,
software or data modification by the LICENSEE,
CITY OF FORT WORTH,TX SOFTWARE MAINTENANCE AGREEMENT PAGE 1 OF 2
11
it EXHIBIT H
No failure by either party to enforce a provision of LICENSEE HAS READ AND UNDERSTANDS
this Maintenance Agreement, and no waiver by THIS MAINTENANCE AGREEMENT AND
either party of its rights under any provision AGREES TO BE BOUND BY ITS TERMS AND
thereof, will be deemed a waiver of subsequent CONDITIONS. LICENSEE FURTHER AGREES
breaches. THAT THIS MAINTENANCE AGREEMENT. THE
SOFTWARE ACCESS LICENSE AGREEMENT
All notices or correspondence will be addressed to AND THE END-USER SUBSCRIPTION
OneRain and LICENSEE at their respective AGREEMENT ENTERED INTO BETWEEN
addresses as shown in this Maintenance LICENSOR AND LICENSEE ARE THE
Agreement, will be sent by the U.S. Postal Service COMPLETE AND EXCLUSIVE STATEMENT OF
or national overnight carrier, and will be deemed THE AGREEMENT BETWEEN THE PARTIES,
given when deposited with the U.S. Postal Service WHICH SUPERSEDE ANY PROPOSAL OR
registered mail return receipt requested. PRIOR AGREEMENT, ORAL OR WRITTEN, AND
ANY OTHER COMMUNICATIONS BETWEEN
THE PARTIES HERETO RELATING TO THE
SUBJECT MATTER OF SUCH AGREEMENTS.
CITY OF FORT WORTH,TX SOFTWARE MAINTENANCE AGREEMENT PAGE 2 OF 2
M&C Review Page 1 of 2
RiilEh*1h**&hW3wl 3Xru40 rtkkNh(&*
CITY COUNCIL AGENDA FoR�H
COUNCIL ACTION: Approved on 11/14/2017
REFERENCE ,* 13P13P17-0188 FLOOD
DATE: 11/14/2017 NO.: P-12123 LOG NAME: WARNING SB TPW
CODE: P TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of an Agreement with OneRain, Inc., for Flood Warning Software in an
Amount Up to$148,700.00 for an Initial Two-Year Term for the Transportation and Public
Works Department(ALL COUNCIL DISTRICTS)
RECOMMENDATION:
It is recommended that the City Council authorize execution of an Agreement with OneRain, Inc., for
flood warning software for the Transportation and Public Works Department in an amount up to
$148,700.00 for an initial two-year term and with three, one-year renewal options of up to$31,000.00
per year.
DISCUSSION:
The City of Fort Worth (City)will use this Agreement to provide a Flood Warning Software(FWS)
system for the Transportation and Public Works Department(TPW). This Agreement will provide
installation and implementation of a FWS system, migration of historical data, documentation and
training and testing services. The new FWS system will significantly improve the current flood
warning system and will enhance existing water level and weather sensors. The FWS system will
significantly bolster the City's emergency flood response, streamline maintenance of the flood
warning system and make the system more reliable and user-friendly.
The cost associated with purchase of the FWS are part of City's match of the grant received from the
Texas Water Development Board to enhance flood warning for the City of Fort Worth as authorized
by M&C G-18750 (approved June 7, 2016).
BID ADVERTISEMENT-A Request for Proposals (RFP)was advertised in the Fort Worth Star-
Telegram on Wednesdays between February 8, 2017, February 15, 2017, February 22, 2017, March
1, 2017 and March 8, 2017. The evaluation factors included company qualifications, functionality and
usability, professional service, weight of raw score from proposer response form and cost. Four
hundred twenty-one vendors were solicited from the purchasing vendors database system and
sixteen non-registered vendors were solicited via email. Three responses were received. The
proposals received were reviewed by an evaluation committee consisting of staff from the TPW and
Information Technology Solutions Departments. The proposal from OneRain, Inc., was found to
present the best value to the City.
PRICE ANALYSIS- The City has no previous purchase history for the features offered with this
software. Staff reviewed OneRain, Inc., prices and determined the pricing to be fair and reasonable.
ADMINISTRATIVE CHANGE ORDER -An administrative change order or increase may be made by
the City Manager and does not require specific City Council approval as long as sufficient funds have
been appropriated.
CONTRACT TERMS- Upon City Council's approval, the initial term of the Agreement shall be two
years from date of execution.
http://apps.cfwnet.org/council_packet/mc review.asp?ID=25042&councildate=11/14/2017 11/15/2017
M&C Review Page 2 of 2
RENEWAL OPTIONS -The Agreement may be renewed for up to three additional one-year terms at
the City's option. This action does not require specific City Council approval provided that the City
Council has appropriated sufficient funds to satisfy the City's obligations during the renewal term.
M/WBE OFFICE -A waiver of the goal for the MBE/SBE subcontracting requirements was requested
by the Purchasing Division and approved by the M/WBE office in accordance with the BDE
Ordinance because the purchase of goods or services is from sources where subcontracting or
supplier opportunities are negligible.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are
available in the Texas Water Development Board Flood Warning Grant(21002-0200431-4952001-
992099) for these expenditures and that prior to an expenditure being made, the participating
department has the responsibility to validate the availability of funds. This procurement is part of
Stormwater Utility Fund's cash match of$350,000.00 for total grant of$632,309.00.
BQN\17-0146\SB
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
FROM
Fund Department Account ProjectProgram Activity Budget Reference# Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: Aaron Bovos (8517)
Additional Information Contact: Cynthia Garcia(8525)
Sheila Baker(8356)
ATTACHMENTS
Form 1295-ONE RAIN- RFP-17-0188.pdf
http://apps.cfwnet.org/council_packet/mc review.asp?ID=25042&councildate=11/14/2017 11/15/2017
-p- i i;,�)
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1..2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2017-211443
OneRain Incorporated
Longmont,CO United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 05/22/2017
being filed.
City of Fort Worth Date Acknowledged:
4 I l,-
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
RFP#17-0188
Flood Warning Software
Nature of interest
4
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling I Intermediary
5 Check only if there is NO Interested Party.
X
6 AFFIDAVIT I swear or affirm,under penalty of perjury,that the above disclosure is true and correct.
SHAUNA ROYER
NOTARY PUBLIC•STATE OF COLORADO
Notary identification 820164021218 jv k,
My Commission Expires 6/312020 Signature Aurd nt o contracting business entity
AFFIX NOTARY STAMP f SEAL ABOVE (�
J subscribed before me,by the said 'C�Uw� ��AX��rt this the day of
20 to certify which,witness my hand and seal of office.
Signarure of officer adrr,ir-,istering oath, Printed name of officer administering Ft Titl of officer ad inistering oath
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.883