HomeMy WebLinkAboutContract 49751-A2CSC No. 49751-A2
SECONI) AM[ENDMENT
TO Ff)RT WORTH CTTY SE�RETAI�.Y
CONTRACT l�i). 49751
This SEC�ND AMENDMENT is rti�ade and entered into by and between the t�ity of'
Fart Woi•th, a home-rule municipal c�rporatian of the State of Texas ("City"), acti��g herein hy
and thr�ugh Jesus J. C'.hapa, its duly auth�rized Deput�� t'.ity Manager, and MdE, Inc.., a
Maryland Corporation ("Consultant), acting by and throubh Lisa Reaver, its duly authorized
President and CEO, each individually referred to as a"Party" and collectively referred to as the
"I'a�'ties".
WHEREAS, City and Cc�nsultant previo��sly entered intc� an agreenzent fat• Consultant to
pi•ovide technical support and prc�graln updates for ADORE sc�ft�vare aii�d piovide one day or�-site
training far the C"ity of Fort Worth (City) Police Department (FWYD) on an as-needed basis, the
same being Fort Warth City ,'ecretary Coi�tract Nc�. 49751 (the ``A�reement"), effeetive Uctober
i , 2017; and
WHEREAS, unde►• the terms of the Agreement, services he�an Uctober l, 2Q�7
("Effective Date") aiid expired an September 30, 2018 ("Expiraticni Date"), with three (�) oi�e-
year t�enewal opti�ns (each a"Renewal Term"); and
W��EREAS, the Agreement was most recently renewed for a third and final Renetival
Term, for Cansultant to provide services between October 1, 2020 and Septembel• 30, 2021; anci
WH�REA� the �'arties inutually wish to aanenci the Agreemeait to retiect an increase in
the amount to be paid to Consiiltant; and
WHEREAS, the I'arties mutually �vish to ameiad the Agreement to �•evi�e "Eahibit A—
Scope of Service" in order to ulclude azi upgrade t� PeAC"Eq/ADORE; and
W��EIiEA5, the Parties mut��ally wish to amend th� �greem�nt to revise "Ehhil�it B—
Pay Schedule" ta the Agreement in order to increase the an�oui�t to $15,535.
I�OW, THERF�'�I2E, the Aarties, actuig herein by ai�d through their duly authorizecl
�•epresentatives, enter ii�t� the folla�ving to amend the A��-reement:
�.
AMFNDMENTS TO AGRFFMEl�T
A. It is the parties' int�nt t�, fc�r the pGuposes c�f this Amendit�ent, replace "Sec�ion 3.
C(iMPE1VSATION.," in the Ab�reement with th�. fallowing:
3. COMPENSATION.
OFFICIAL RECORD
CITY SECRETARY
FT. W�RTH, TX
or esc rro. �e�5�
As fi�ll and catnplete compensation for all Services describ�d abov�, Consultant
will be paid a fee of Fifteen Tliousand Five fiundi•ed and Thirty-Five Dollars
(�15,535.Q0) ua a�cordance with the provi�ions o# this Agreeinent anc� the
Payment Schedule attachtd as "E�hibit �3," which is incorporated f��r all puipases
herein. Cc�nst�ltant m��y not perfotm any additional services for the City not
s��eci�ed by this Agreemei�t unless the City requests and approves in writit�g the
additional costs for such services. '1'he C'i�y shall not be liable for anti� additional
expenses of Cc�nsultant nat specified �y thi5 Abceement unl�ss the City first
approves such expenses.
B, "Exhit�it A- Scope of Serviee" is hereby arnended and replacecl in its entirety witl�
the attached revised "Exhibit A- Sco�e of 5ervice."
C. "Exhibit B� Paymient �chedule" is hereby amended and t•eplaced in its entirety u�ith
the attached revised "Exhibit B- Pa�%ment Schedule."
2.
A,LL �THER TERMS SHALL REMAIN THE SAME
�.Il other provisions af th� A�reenient which a�•e r�ot e�pressly an�ended l�ereui shall
reznain in full force and effect.
3.
ELECTRONIC' �IGNAZ'URE
� iti5 Amen�ment tnat� be e�ecuted itl multiple counterpar•ts, c:ach c�f which shall be
an ori�ulal and all of �vhich shall constitute ane ar�d the same n�strun�ent: A f�csiinile
copy or computer in�age, such as a PDF oz• tiff image, or a si�matw•e, shall be treated as and
shall have the satne effect as anoriginal.
(s7,;nufur'� pagE,f�ollo�as)
SECOND AMI:NDMtiNT OF� C5C NO. 49751 p3�e 2 o�'i)
CITY:
CITY OF FORT WORTH
�0t By:Jesus Chapa (May 23, 202110 :14 POT)
Name: Jesus J. Chapa
Title: Deputy City Manager
APPROVAL RECOMMENDED:
By: Neil Noakes (May 23, 202111:05 CDT)
Name: Neil Noakes
Title: Chief of Police
APPROVED AS TO FORM AND LEGALITY:
y?_:-By: ________ _
Name: Taylor Paris Title: Assistant City Attorney
Co ntract Authorization:
ATTESTED:
By: �9�
Name: Mary J. Kayser Title: City Secretary
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.
J...t.,� Sasha Kane (May 21, 202110:32 CDT)
Sasha Kane
Sr. Contract Compliance Specialist
F1RST .-\..'\{E!'ill.\fENT OF CSC NO. 49751
VENDOR:
MdE, INC.
NmrivLisa ��r
Title: President & CEO
Page3 of9
"Ezhibit A"
Statement of Work
- MdE, Tnc. Maintena.nce Plan
Technical/Client Support
MdE, Inc. (Consultant) will provide client support from 8:00 a.m. to 6 p.m. EST, Monday through
Thursday; from 8:00 a.m, to 5 p.m. EST on Frida.y; and by appointment 24 hours/da.y, 7 days/week. This
Plan does not constitute a wamauty but provides for pmblem resoluiions and ansv��ers to user's questions
during normal business hours, EST. Consultant does not warrant third party soflware applications used
by Consultant products and provided by customers, e.g. Microsoft V�ord. The purpose of this plan is to
provide the necessary technical assistance to ensure timely problem resolution and answers to user's
questions.
For items covered under this Plan, Consultant will provide the following:
• Acknowledgement of request within 1 business day
• Unlimited number of phone ca11s
• Unlimited number of email correspondence
On-Site Visit (if included)
If an oa-site visit is included with the ma.intenance plan purchasea, Constiltant will provide a one-day site
visit during the active maintenance contract. The scope of the training and scheduling of such shall be
coordinated a m�inimum of 3 weeks in advance of tra.ining. Consultant will contact the client a minimum
of three times during the last 6 months of the maintenance contra.ct to coordinate this scheduling. Tf
scheduling of tcaining does not occur during the active maintenance period, Consultant is not obligated to
provide the on-site visit once the maintenance term expires.
Program Updates
Program updates are provided by Consultant as new updates, �es and features are added. Updates will
be provided electxonically at no additional costs to the client.
Company will provide City with advance notice of release of a new version. Tn the event that a new
version is released, compauy will cantinue to support the current version throughout the life of the
xnaintenance agreement.
Third Party
If, at any tune, an upgrade of a third pariy's soflware or the operating systern is required, Consultant will
not incur the cost of such upgrade.
Syste�na Administrator
The client agrees to have a designated system administrator (primary conta.ct for support and update
issues) as well as a designated pzogram administrator (primary contact for software usage issues). Wlaile
it is highly desirable that the system administi�.tor be knowledgeable in netcvorking and Windows
operating systems, it is not necessary for the program administrator to have this knowledge.
Virns Statement
FII2ST AMENDMENT OF CSC NO. 49751 Page 4 ui 9
The client agrees to have virus protection software loaded on each machine and agrees to perform weekly
updates_ (Consulta.nt recommends updating your virus protection software on each rnachine daily.) This
Plan does not cover assistance in the recovery of damage caused by viruses.
Items Not Covered
• On-site reinsta.11ation of Coasultant, Inc. soflware products or insta.11ation/reinsta.11ation of third
party software/products.
• Replacement of previous version soflware
UPGRADE
1) Convert ADORE to PeACEq/A.DORE: A11 the existing ADORE `live' data wi11 be
archived to _pdf, enabling Fort Worth Police Department (FWPD) to access from and store
within FWPD. ADORE's structure (the cunent DORs, Task Lists, reports) will be brought into
the PeACEq database at an investment of $6,500.00. NOTE: the email option wili be included at
No Additional Cost. (Description follows.) The Hosting agreement will not be affected,
currently valid through September 30, 2021.
1) 2) Tf the FWPD purchases option #1 to convert ADORE to PeACEq/ADORE, the
custom programming will be discounted 75% to $965.00. The FWPD is interested in custom
programming specific to PeACEq's ADORE module that applies to assigning signatures on
Periodic Reports. MdE to provide programming which wi11 Require the assignnnent of a
Username in the dropdown field of the Supervisor, i.e., defined on the Signature Page. The
FTO/eva.luator will receive a prompt fihat a name must be selected, and he/she cannot move
forward without doing so. This will reduce time sper�t searching through individual Periodic
Reports (ex. End of Phase) to clear trainee progress and will further enhance the accuracy of the
List Pending Signatures Report.
Service Level Agreement — Systems Hosted by MdE, Inc.
MdE will install the application and provide a link for users within your department to access the
application.
The application is accessible by an End-user via any PC/Laptop/Smartphone utilizing Internet
Explorer 10 or newer, Chrome, Firefox, or Safari�`*.
The appIication and database would be insta.Iled and stored on secure server(s) and backed by the
following:
SERVICE AVAILASILITY GUARANTEE
MdE, Inc. ("MdE") offers a service uptime guarantee for the Seivices of 99.9% ("Service
Uptime") of available tirne. If MdE fails to maintain this level of service availability, you may
contact MdE and request a service credit as described below. This MdE Service Level
Agreement ("SLA") states Client's sole and exclusive remedy for any failure by MdE to meet
the MdE SLA. The credit does not apply to service interruptions caused by:
• Planned service outages
• Scheduled Downtime
PII2ST AMENDMENT OF CSC NO. 49751 p�s 5 of �
• Any availability or outage impact related to client-side security breaches or compromised
service credentials
• Errors associated with improper use of the system (credentials, call sequence, method
formats, etc.)
• Any external factor affecting Client's use of our service
• Issues that resulted from Client's equipment or third-party equipment, or both (not within
the primary control of MdE, Inc_)
• Any service outage due to force majeure; a.nd
• Causes beyond the cox►trol of MdE or that are not reasonably foreseeable by MdE
�r► cases where Clients report service unavailability, but they are not entitled to a service credit,
MdE may issue service credits at its sole discretion.
MAXIlVIUM SERVICE CREDIT
The aggregate maximum number of Service Credits to be issued by MdE to Client for any and
a11 Downtime Periods that occur in a single calendar month shall not exceed fifteen days of
Service added to the end of Client's term for the Service. Service Credits rnay not be exchanged
for, or converted to, monetary amounts_
DEFINIT'IONS
• "Scheduled Dowzrtime" means those times where MdE notifies Client of periods of
Downtime at least three days prior to the commencement of such Downtime unless otherwise
agreed upon by MdE and Client. Scheduled Downtime is not considered Downtime for purposes
of this MdE SLA and will not be counted towards any charge to Client.
• "Service Credit" means Monthly Uptime Percenta.ge Days of Service added to the end of
the Servzce term, at no charge to Client.
• Uptime shall be solely determined by MdE.
MONTHLY UPTIlVI� PERCENTAGE
< 99.9% - > 99.0%
< 99.0% - > 95.0%
< 95.0%
SERVICE CREDIT
3
7
15
CLIENT MUST REQUEST SER'VICE CREDIT
In order to receive any o£ the Seroice Credits described above, Client m�ust notify MdE, Inc.
within five days from the time Client becomes eligible to receive a Service Credit. Failure to
comply with this requirement will forfeit Client's right to receive a Service Credit. Tk�is request
must include the dates, times, and duration of the Failure.
MdE has the right to review server logs in order to support the Failure. If seroer logs do not
support the reported Failure, the Client may not be eligible for credits. Once MdE confirms the
Failure and approves the claim, the corresponding service credits will be applied automatically to
the end of the Client's current billing cycle. Failure to request service credits or provide the
required documentation supporting the requests will make Client ineligible far service credits for
that billing cycle.
FIItST AMENDMENT OF CSC NO. 49751 Page 6 of 9
SII,LING
Client will be invoiced two to three months prior to the expiration of the hosting plan. The
hosting plan will be automatically extended upon receipt of payment. Lf payment is not received,
the client's system will automatically shutdown at the end of the hosting term and data will be
provided to the client in accordance with the Seroice Level Agreement. (MdE, Inc. reserves the
right to increase this fee for the renewal terms up to 5% every year after the first year.)
DATA RETENTION
MdE agrees not to disclose or otherwise make avaalable the Licensee's data or related material,
in whole or in part, to any person outside the Client's organization without prior written approval
of the Client. Upon termination of these services, MdE shall provide the Client's data from the
data.base and destroy all copies in MdE's possession.
DATA SECURITY
Only specific employees with clea.rance have access to server farms. Access is monitored
through use of ID badges and retina scanners. Only the managed server team can access MdE's
server and only with MdE's permission. All ca11s are recorded, and all Email correspondence is
saved between MdE and seroer technicians. There is also vascular scannin� and other additional
features that are in place.
SOFTWARE VERSION UPDATES
i[.Tpdates to MdE software are done by MdE at a time agreed upon and scheduled between MdE
and customer, eliminating customer IT resources for these updates.
MdE, Inc. (MdE) will provide client support from 8:00 a.m. to 7 p.m. EST, Monday through
Friday, and by appointment 24 hours/day, 7 days/week. This Plan does not constitute a warranty
but provides for problem resolutions and answers to user's questions during normal business
hours, EST. MdE does not warrant third party software appiications used by MdE products and
provided by customers, e.g., Microsoft Word. The purpose of this plan is to provide the
necessary technical assistance to ensure timely problem resolution and answers to users'
questions.
For items covered under this Plan, MdE will provide the following:
• Acknowledgeznent of request within one business day
• Unlimited number of phone ca11s
• Unlimited number of email correspondence
Un-Site Visit (if inc�uded)
When an on-site visit is included with the maintenance plan purchased, MdE will provide a one-
day site visit during the active maintenance contract_ The scope of the training and scheduling of
such shall be coordinated a minimum of tl�u-ee weeks in advance of training. 1VIdE wilt contact
the client a minimum of three tirnes during the last 6 months of the maintenance contract to
coordinate this scheduling. If scheduling of training does not occur during the active
maintenance period, MdE is not obligated to provide the on-site visit once the xnaintenance term
expires.
Pro�rain Uudates
FIRST :�\iE\tiD\�NT OF CSC NO. 49751 Page 7 of 9
Program updates are provided by MdE as new updates, fixes and features are added. Updates
will be provided electronically.
Third Partv
If, at any tirne, an upgrade of a third party's software or the operating system is required, MdE
will not incur the cost of such upgrade.
Svstem Administrator
The client agrees to have a designated system administrator (primary contact for support and
update issues) as well as a designated program administrator (primary conta.ct for software usage
issues). While it is highly desirable that the system administrator be knowledgeable in
networking and Windows operating systems, it is not necessary for the program administrator to
have this knowledge.
Virus Statement
The client agrees to have virus protection software loaded on each machine and agrees to
perform weekly updates. (MdE recommends updatina your virus protection software on each
machine daily.) This Plan does not cover assistance in the recovery of damage caused by
viruses.
Items Noi Covered
On-site reinstallation of MdE, Tnc. software products, or installation/reinstallation of third-party
software/products. Replacement of previous version software. Modification to customized
forms/software once the initial custorniza.tion is done by MdE, Inc.
FRST ���\���NT OF CSC NO. 49751 Page 8 of 9
"Exhibit B"
Payment Schedule
PATROL DIVISION:
Yearly Maintenance Plan. - ADORE software - Includes One Day On-Site Training Visit
- Web-based - 220 Users
*TOTAL AMOUNT: $5,910.00 •
COMMU1vICATIONS DIVISION:
Yearly Maintenance Plan - ADORE Software
*TOTAL AMOUNT: $I,500.00
**Maintenance agreement allows for Unlimited Tech Support for one year, along with any
Version Updates £or the software.
UPGRADE
1) Convert ADORE to PeACEq/ADORE- $6,500.00
2) Iithe FWPD purchases option #1 to convert ADORE ta PeACEq/ADORE, the custom
programming will be discounted 75% to $965.00.
:��" �?.�\��¢\-I' OF CSC \O. 49751 Page 9 of 9