HomeMy WebLinkAboutContract 52006-AD1 CITY SECRETARY
CONTRACT N0.
ADDENDUM TO FASTER SOFTWARE UPGRADES
AND SUPPORT AGREEMENT
BETWEEN
THE CITY OF FORT WORTH AND
CCG SYSTEMS,INC., D/B/A FASTER ASSET SOLUTIONS
This Addendum to FASTER Software Upgrades and Support Agreement ("Addendum")
is entered into by and between CCG Systems, Inc, d/b/a FASTER Asset Solutions("Seller")and
the City of Font Worth("City"),collectively the"parties", for a purchase of licenses.
The Contract documents shall include the following:
1. The FASTER Software Upgrades and Support Agreement; and
2. This Addendum.
Notwithstanding any language to the contrary in the attached FASTER Software Upgrades
and Support Agreement(the"Agreement"),the Parties hereby stipulate by evidence of execution
of this Addendum below by a representative of each party duly authorized to bind the parties
hereto,that the panties hereby agree that the provisions in this Addendum below shall be applicable
to the Agreement as follows:
1. Term. The Agreement shall become effective upon the signing of the Agreement
(the "Effective Date") and shall expire September 30, 2023 (the Expiration Date"), unless
terminated earlier in accordance with the provisions of the Agreement or otherwise extended by
the parties.
2. Termination.
a. Convenience.Either City or Seller may terminate the Agreement at anytime
and for any reason by providing the other party with 30 days written notice of termination.
b. Breacn.If either party commits a material breach ofthe Agreement,the non-
breaching Party must give written notice to the breaching party that describes the breach
in reasonable detail. The breaching party must cure the breach ten(10)calendar days after
receipt of notice from the non-breaching party, or other time frame as agreed to by the
parties. If the breaching party fails to cure the breach within the stated period of time,the
non-breaching party may, in its sole discretion, and without prejudice to any other right
under the Agreement, law, or equity, immediately terminate this Agreement by giving
written notice to the breaching party.
C. Fiscal Funding Out In the event no funds or insufficient funds are
appropriated by City in any fiscal period for any payments due hereunder, City will notify
Seller of such occurrence and the Agreement shall terminate on the last day of the fiscal
RECEIVED period for which appropriations were received without penalty or expense t_n the City of
MAR 6 2019 any kind whatsoever, except as to the portions of the ents herein a reed upon for
which funds have been appropriated. � ���®R®
CITY OF FORT WORTH O l' ,A
CITY SECRETAF
Addendum to FASTER Software Upgrades and Support Agreement Page 1 of 4
I! F� OI�TI�,T`
d. Duties and Obligations of the Parties. In the event that the Agreement is
terminated prior to the Expiration Date,City shall pay Seller for services actually rendered
up to the effective date of termination and Seller shall continue to provide City with
services requested by City and in accordance with the Agreement up to the effective date
of termination. Upon termination of the Agreement for any reason, Seller shall provide
City with copies of all completed or partially completed documents prepared under the
Agreement. In the event Seller has received access to City information or data as a
requirement to perform services hereunder,Seller shall return all City provided data to City
in a machine readable format or other format deemed acceptable to City.
3. Attorneys' Fees, Penalties. and LigUidated Damages. To the extent the attached
Agreement requires City to pay attorneys' fees for any action contemplated or taken,or penalties
or liquidated damages in any amount, City objects to these terms and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
4. Law and Venue.The Agreement and the rights and obligations of the parties hereto
shall be governed by,and construed in accordance with the laws of the United States and state of
Texas,exclusive of conflicts of laws provisions. Venue for any suit brought under the Agreement
shall be in a court of competent jurisdiction in Tarrant County,Texas.To the extent the Agreement
is required to be governed by any state law other than Texas or venue in Tarrant County, City
objects to such terms and any such terms are hereby deleted from the Agreement and shall have
no force or effect.
5. Insuranec. The City is a governmental entity under the laws of the state of Texas
and pursuant to Chapter 2259 of the Texas Government Code, entitled "Self-Insurance by
Governmental Units," is self-insured and therefore is not required to purchase insurance. To the
extent the Agreement requires City to purchase insurance,City objects to any such provision,the
parties agree that any such requirement shall be null and void and is hereby deleted from the
Agreement and shall have no force or effect. City will provide a letter of self-insured status as
requested by Seller.
6. Sovercign Immunity. Nothing herein constitutes a waiver of City's sovereign
immunity. To the extent the Agreement requires City to waive its rights or immunities as a
government entity; such provisions are hereby deleted and shall have no force or effect.
7. Limitation of Liability and Indemnity. To the extent the Agreement, in any way,
limits the liability of Seller or requires City to indemnify or hold Seller or any third party harmless
from damages of any kind or character,City objects to these terns and any such terms are hereby
deleted from the Agreement and shall have no force or effect.
8. No Debt. In compliance with Article 1 I § 5 of, the Texas Constitution, it is
understood and agreed that all obligations of City hereunder are subject to the availability of funds.
If such funds are not appropriated or become unavailable,City shall have the right to terminate the
Agreement except for those portions of funds which have been appropriated prior to termination.
Addendum to FASTER Software Upgrades and Support Agreement Page 2 of 4
9. Confidential Information. City is a government entity under the laws of the State
of Texas and all documents held or maintained by City are subject to disclosure under the Texas
Public Information Act. To the extent the Agreement requires that City maintain records in
violation of the Act,City hereby objects to such provisions and such provisions are hereby deleted
from the Agreement and shall have no force or effect.In the event there is a request for information
marked Confidential or Proprietary, City shall promptly notify Seller. It will be the responsibility
of Seller to submit reasons objecting to disclosure.A determination on whether such reasons are
sufficient will not be decided by City, but by the Office of the Attorney General of the State of
Texas or by a court of competent jurisdiction.
10. Addendum Controlling. If any provisions of the attached Agreement,conflict with
the terms herein, are prohibited by applicable law, conflict with any applicable rule, regulation or
ordinance of City, the terms in this Addendum shall control.
11. Immigration NationalitX Act. City actively supports the Immigration&Nationality
Act(INA)which includes provisions addressing employment eligibility,employment verification,
and nondiscrimination.Seller shall verify the identity and employment eligibility of all employees
who perform work under the Agreement. Seller shall complete the Employment Eligibility
Verification Form(1-9),maintain photocopies of all supporting employment eligibility and identity
documentation for all employees. Seller 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.
Seller shall provide City with a certification letter that it has complied with the verification
requirements required by the Agreement. Seller shall indemnify City from any penalties or
liabilities due to violations of this provision.City shall have the right to immediately terminate the
Agreement for violations of this provision by Seller.
12. No Boycott of Israel. Seller acknowledges that in accordance with Chapter 2270
of the Texas Government Code, City is prohibited from entering into a contract with a company
for goods or services unless the contract contains a written verification from the company that it:
(1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The
terms"boycott Israel" and"company"shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this Addendum, Seller certifies that Seller's
signature provides written verification to City that Seller: (1)does not boycott Israel,and(2)will
not boycott Israel during the term of the Agreement.
13. Richt to Audit. Seller agrees that City shall, until the expiration of three(3)years
after final payment under the Agreement, have access to and the right to examine any directly
pertinent books, documents, papers and records of Seller involving transactions relating to the
Agreement. Seller agrees that City shall have access during normal working hours to all necessary
Seller facilities and shall be provided adequate and appropriate workspace in order to conduct
audits in compliance with the provisions of this section.City shall give Seller reasonable advance
notice of intended audits.
(signature page follows)
Addendum to FASTER Software UDgrades and Support Agreement Page 3 of 4
Executed this the Ii day od, 2019.
CITY:
City of Fort Worth Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract,including ensuring all
By: performance and reporting requirements.
Name: useAlanisTitle: ssManager
Date: By:
Name: SeveStreiffertk
Approval Recommended: Title: Assistant Director IT Solutions
Approved as to Form and Legality:
By:
Name:
Title: By:
Name: J St ong
Attest: , Title: Assistant City Attorn
Contract Authorization:
T M&C: N/A
By: N•`.�Q
Name: Mary J. ser .!p
Title: City Se tary
SELLER: �PS
CCG Systems,Inc.d/b/a FASTER Asset Solutions
-By: wyw—k�--
Name: Brent VanNorman
Title: Executive VP and General Counsel
Date:
T
■
M fX
Addendum to FASTER Software Upgrades and Support Agreement Page 4 of 4
ASSET
SOLUTIONS ANNUAL SUPPORT
PRICE QUOTE
Date: 2/1/2019
To: Alan Shuror
Customer: City of Fort Worth
From: Sue Smith
Re: FASTER Web Annual Upgrades &Support Price Quote
Annual Support - FASTER Fleet Maintenance Software Site License:
FASTER Web Support 2/1/2019 — 9/30/2019 $39,196.00
(Less One-time credit of$600.00 for early increase due to partial year billing)
FASTER Web Support 10/1/2019 — 9/30/2020 $61,484.82
FASTER Web Support 10/1/2020 — 9/30/2021 $63,329.36
FASTER Web Support 10/1/2021 — 9/30/2022 $65,229.24
FASTER Web Support 10/1/2022 — 9/30/2023 $67,186.12
FASTER's Upgrade and Support Fees have increased by 3%each year over the last 15-years.This increase is necessitated
by the ongoing and significant increase in IT and business costs.Actually,the costs FASTER experiences to provide Up-
grades and Support have exceeded a 3%increase many times over the last fifteen years. However, FASTER has main-
tained'a 3%increase in an attempt to minimize costs to its customers.FASTER is a 100%employee-owned company and
takes very seriously it's stewardship to its customers.
***Please note this quote does not reflect any changes to your account after the date noted in
the quote, and any changes could affect your Annual Support***
Sue Smith
Customer Service & Process Administrator 0i~i CIAL RECORD
FASTER Asset Solutions, Inc.
phone: 757.623.1700 x2020 CM SECRETARY
web: www.FasterAsset.com FT. WORTH,TX
FASTER" 760 Lynnhaven Parkway #203,Virginia Beach, VA 23452
1.800.753.2783 1 fax 757.625.5114