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Home My WebLink AboutContract 29707 STATE OF TEXAS § CITY SECRETAFy CONTRj`,CT COUNTY OF TARRANT ARTICLE I Parties A. Address and Notification This PROFESSIONAL SERVICES AGREEMENT ("Agreement") for an Integrated Case Management System is made and entered into by and between the CITY OF FORT WORTH (the "CITY"), a home rule municipal corporation situated in Tarrant, Denton, and Wise Counties, Texas, acting by and through Charles Boswell, its duly authorized Assistant City Manager, and MAX IMUs, Justice Solutions Division Inc. ("CONTRACTOR") a Virginia corporation, and acting by and through David B. Crawford, its duly authorized President. The initial addresses of the parties, which one party may change by giving written notice to the other party, are as follows: CITY CONTRACTOR Gary Jackson Maximus, Inc. City Manager 5399 Laub y Road, Suite 200 City of Fort Worth North Canton, Ohio 44720 1000 Throckmorton Street Attn-. Peter T. Zackaroff Fort Worth, Texas 76102 The parties agree as follows: B. Parts Incor orated 4 The above-described exhibits are incorporated into this Agreement. C. Controlling Parts If a conflict among the sections and exhibits arises, the sections control over the exhibits, 911'1,IT K -t VN D—r t f04' i pal ourt P a>: ; n ions 0 1 Wt J I ANgree ent le" w f 25 D. Signatures The Parties have executed this Agreement in multiple copies, each of which is an original. IN \%,, TNESS JER�(?' the parties hereto have executed this Agreement in multiples this I day of 2004. MAXIMUS, INC. by: d B. Crawford President CITY OF FORT WORTH, TEXAS Sign d by.- ............. 0 Assistant City Manager L4C ATTEST: cont';_act Authorization c e it rta ry ty Oitl -e DA APPROVED AS TO FORM AND LEGALITY City Attorney B A --&nt City Aftor ney ssis r'"M-0, 1, � r I ' ' Cou * rt j, ' YMP ut-lon s r r ment L of 25 � -i"-z'W po ARTICLE 11 Scope of Work A. Attached hereto and incorporated for all purposes incident to this Agreement is "Exhibit B" describing the Statement of Work. ARTICLE III Compensation A. The CONTRACTOR's compensation is set forth in "Exhibit C." ARTICLE IV Term A Effective Date This Agreement shall commence upon the date that both the CITY and CONTRACTOR have executed this Agreement ("Effective Date") and shall continue in full force and effect until terminated in accordance with the provisions of this Agreement or when the CITY provides CONTRACTOR with written notice that CONTRACTOR has fulfilled its obligations under this Agreement and that CONTRACTOR y s services are no longer required. B. Invoice and Payment Payments to the CONTRACTOR will be made as follows: (1) The CONTRACTOR shall provide the CITY sufficient documentation to substantiate the invoices, as reasonably determined by the City. (2) The CONTRACTOR will issue monthly invoices for all work performed under this AGREEMENT. Invoices are due and payable within 30 days of receipt. (3) Upon completion of work described in Article 11, the final payment of any balance will be due within 30 days of receipt of the final invoice, �4) In the event of a disputed or contested billing® only that portion so contested will be withheld from payment, and the undisputed portion will be paid. The CITY will not contest any bill or portion thereof unreasonably, No interest will accrue on any contested portion of the billing until mutually resolved. Fort Worth Municipal Court Maximus Justice Solutions 1CMS Agreement 3 of 2-5 (5) If the CITY fails to make payment in full to CONTRACTOR for billings contested in good faith within 60 days of receipt of notice of the amount due, the CONTRACTOR shall be entitled to payment equaling one-half of the amount due until the parties have resolved the dispute. NO interest will accrue on any contested portion of the billing. C. Limit of Appropriation (1) The CITY's duty to pay money to CONTRACTOR under this Agreement is limited in its entirety by the provisions of this Section. (2) The total amount to be paid under this Agreement for services rendered in accordance with Exhibit "B" Statement of Work shall be $1,848,549.00. The CITY has appropriated and allocated the sum of $1,380,000.00 to pay for services rendered under this Agreement (the "Original Allocation"). Both parties acknowledge and understand that the CITY's Council may appropriate and allocate supplemental funds to pay for services rendered under this Agreement, but is not obligated to do so. In the event CONTRACTOR's total billing amount and total amount paid under the Agreement comes within $200,000 of the Original Allocation, CONTRACTOR must give CITY staff sixty (60) days advance written notice to seek approval for a supplemental allocation from the CITY's Council, which the Council may grant in its sole discretion. (3) If the City makes a supplemental allocation by ordinance, a copy of said ordinance shall be provided to the CONTRACTOR. (4) The Original Allocation plus all supplemental allocations are collectively the "Allocated Funds." The CITY shall never be obligated to pay any money under this Agreement in excess of the Allocated Funds. CONTRACTOR must assure itself that sufficient allocations have been made to pay for services it provides. If Allocated Funds are exhausted, CONTRACTOR's only remedy is suspension of its performance or termination under this Agreement, and it has no other remedy in law or in equity against the CITY and no right to damages of any kind. If for any reason, at any time during any term of this Agreement, the CITY Council of Fort Worth fails to appropriate funds sufficient for the Director to fulfill its obligations under this Agreement or withdraws previously appropriated funds so that the Director is no longer able to fulfill its obligations under this Agreement, Director may terminate this Agreement effective (i) thirty (30) days following delivery by Director to CONTRACTOR of written notice of Director's intent to terminate or (ii) on the last date for which funding has been appropriated by Director's CITY Council for Director to fulfill its obligations under this Agreement, whichever date is sooner. Amendments to Article IV, if any, are included in Exhibit"S"' MWicipal Court Ma M'ps J U4flce Bolutions reement 4 of 25 ARTICLE V Obligations of the CONTRACTOR A. General In consideration of the payments specified in this Agreement, CONTRACTOR shall provide all labor, material, consulting services and supervision necessary to provide an Integrated Case Management System for the City's Municipal Court System as described in this Agreement and the Exhibits attached hereto. Specifically, CONTRACTOR's services shall consist of completing the Milestones set forth in the Project Work Plan in Exhibit "F and the services described in the Statement of Work attached hereto as Exhibit "B". The Director and the CONTRACTOR may mutually agree to revise the time frames for Milestone completion contained in the Project Work Plan as appropriate over the course of the project. B. Standard of Care The standard of care applicable to the CONTRACTOR's services will be the degree of skill and diligence normally employed by certified, industry standard, or otherwise accredited IT professionals (such as Project Management Institute (PMI) and Intemational Standards Organization 9000 (ISO9000) IT Quality Assurance) performing the same or similar services at the time such services are performed. C. CONTRACTOR Documentation The CONTRACTOR will provide to the CITY with all original documentation (electronic and hardcopy) related to this contract, which shall become the property of the CITY. The CITY may use such documentation in any manner it desires; provided, however, that City will not disclose any confidential information other than as required by law; and provided further, that the CONTRACTOR shall not be liable for the use of such documentation for any project other than the PROJECT described herein. D. CONTRACTOR's Personnel (1) The presence or duties of the CONTRACTOR's personnel, whether as on-site representatives or otherwise, does not make the CONTRACTOR or its personnel in any way responsible for those duties that belong to the CITY and/or to any third parties, unless obligated by law. This provision does not relieve the CONTRACTOR or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all methods, means, techniques, sequences, and procedures necessary for coordinating and completing all portions of the work in accordance with the Contract Documents, The CONTRACTOR and its personnel have no authority to exercise any control over any City employee or any third-party entity or its employees in connection with this Project, F,art Wodf�MU, Court ution V$ ens r J, A - g emt ro of 25 (2) CONTRACTOR shall provide the CITY with documentation of qualifications, certification, and applicable work history of all key personnel (which includes the program manager, subcontractors, trainer, system architect and any other key technical personnel identified by the CITY) prior to assigning such personnel to this project. The CITY reserves the right to reasonably object to any assignment and require CONTRACTOR to provide a suitably qualified candidate for the position, as determined by the City. CONTRACTOR shall not replace any of its key personnel from inception of this Agreement through Final Acceptance without CITY's prior written consent. CONTRACTOR shall notify CITY if replacement is necessary due to an event outside CONTRACTOR's control, such as resignation, termination, illness or death. (3) CONTRACTOR shall replace any of its personnel, sub-contractor's, or key personnel whose performance is deemed unsatisfactory in the reasonable judgment of the CITY. E. Opinions of Probable Cost, Financial Considerations, and Schedules The CONTRACTOR shall provide opinions of probable costs for all materials necessary for the completion of this project based on the current available information at the time of preparation, in accordance with Exhibit itc.11 F. Minority and Woman Business Eater rise (MIWBE) Participation Minority and Women Business Enterprise participation Is hereby waived and not applicable to this contract due to the purchase of goods or services from sources(s) where subcontracting or supplier opportunities are negligible. Refer to Exhibit "R" for MAIVBE waiver. G. Right to Audit (1) CONTRACTOR agrees that the CITY shall have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of the CONTRACTOR involving transactions relating to this contract throughout the term of this Agreement and until the expiration of three (3) years after final payment. CONTRACTOR agrees that the CITY shall have access during normal working hours to all necessary CONTRACTOR facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. The CITY shall give CONTRACTOR thirty (30) days advance notice of intended audits, except in the event of an emergency, in which case the notice shall be reasonable under the circumstances. (2) CONTRACTOR further agrees to include in all its subcontractor agreements hereunder a provision to the effect that the subcontractor agrees that the CITY shall have access to and the right to examine and photocopy any directly pertinent books, documents, papers and records of such subcontractor, involving transactions to the subcontract throughout the term of this Agreement and until the expiration of three (3) years after final payment under the subcontract. Further, that the CITY shall have access during normal working hours to all subcontractor facilities, and shall be provided adequate and appropriate workspace, in order to conduct audits in compliance with the provisions of Fort Worth Municipal Court Maximus justice"Solutions 1CMS Agreement 6 of 25 this article together with subsection (3) hereof. CITY shall give subcontractor reasonable advance notice of intended audits. (3) CONTRACTOR and subcontractor agree to photocopy such documents as may be requested by the CITY. The CITY agrees to reimburse CONTRACTOR for the cost of copies at the rate published in the Texas Administrative Code in effect as of the time copying is performed. H. CONTRACTOR's Insurance (1) Insurance Coverage and Lirnits.* CONTRACTOR shall provide to the CITY certificate(s) of insurance documenting policies of the following coverage at minimum limits that are to be in effect prior to commencement of work on the PROJECT: Commercial General Liability $1,000,000 each occurrence $1 1 000,000 agg reg ate Automobile Liability $1,000,000 each accident (or reasonably equivalent limits of coverage if written on a split limits basis). Coverage shall be on any vehicle used by the CONTRACTOR, its employees, agents, or representatives in the course of the PROJECT. Worker's Compensation Coverage A: Statutory limits Coverage B. $100,000 each accident $500,000 disease—policy limit $100,000 disease—each employee Professional Liability $1 000,000 each claim/annual aggregate (2) Certificates of insurance evidencing that the CONTRACTOR has obtained all required insurance shall be delivered to the CITY prior to CONTRACTOR proceeding with the PROJECT. (a) With the exception of Worker's Compensation and Professional Liability, policies shall be endorsed to name the CITY as an Additional Insured thereon. as its I interests may appear, The term CITY shall include its employees, officers I officials, agents, and volunteers in respect to the contracted services, (b) Any failure on part of the CITY to request required insurance documentation shall not constitute a waiver of the insurance requirements, (c) 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 i the event of non-payment of premium. Such terms shall be endorsed onto CONTRACTOR's insurance policies. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth, Texas 76102, copy to the City Attorney at the same address. (d) Insurers for all policies must be authorized to do business in the state of Texas or be otherwise approved by the CITY; and, such insurers shall be acceptable to the CITY in terms of their financial strength and solvency. (e) In lieu of disclosure of CONTRACTOR's deductibles, the CITY reserves the right to request a copy of CONTRACTOR's latest audited financial statement or a letter of credit in order to determine CONTRACTOR's financial capacity. Such financial statements or letters of credit must be acceptable to the CITY. (f) The general liability, automobile liability and worker's compensation policies shall each be endorsed with a waiver of subrogation in favor of the CITY as respects the PROJECT. (g) The CITY shall be entitled, upon its request and without incurring expense, to review the CONTRACTOR's insurance declaration page(s) including endorsements thereto and, at the CITY's discretion, the CONTRACTOR may be required to provide proof of insurance premium payments. (h) The Commercial General Liability insurance policy shall have no exclusions by endorsement that would otherwise change the City's insurable interest or coverage. (i) In lieu of tail coverage, should a malfunction, system failure, or an incident that may give rise to a claim occur, the CONTRACTOR shall report the incident to their insurance carrier during the policy period. �} The CITY shall not be responsible for the direct payment of any insurance premiums required by this agreement. It is understood that insurance cost is an allowable component of CONTRACTOR's overhead. (k) Subcontractors to the CONTRACTOR shall be required to maintain the same insurance as is maintained by CONTRACTOR or a reasonable equivalent. CONTRACTOR shall provide CITY with documentation thereof on a certificate of insurance. Notwithstanding anything to the contrary contained herein, in the event a subcontractor's insurance coverage is canceled or terminated, such cancellation or termination shall not constitute a breach by CONTRACTOR of the Agreement. 1. Independent Contractor The CONTRACTOR agrees to perform all services as an Independent CONTRACTOR and not as a subcontractor, agent, or employee of the CITY, The doctrine of respondent superior shall not apply as between CONTRACTOR and CITY and nothing contained in this Agreement shall be deemed to constitute CITY and CONTRACTOR as partners or joint ventures with each other, nor shall the CONTRACTOR be considered to be an agent, representative or employee of the CITY. CONTRACTOR shall have the exclusive control Fort Worth MunIcipal Court Maximus Justice Solutions ICN4S Agreement 8oT'25 of and the right to control its employees and the details of its operation on the Premises and shall be solely responsible for the acts and omissions of its officers, agents, employees, CONTRACTORs, and subcontractors. J. Disclosure of Conflicts and Confidential Information (1) The CONTRACTOR represents to the CITY that it has made full disclosure in writing of any existing conflicts of interest or potential conflicts of interest, including any personal or financial interests, directly or indirectly related to this PROJECT, and any business relationships that might cause a conflict. The CONTRACTOR further acknowledges that it will make disclosure in writing of any conflicts of interest that develop subsequent to the signing of this contract and prior to final payment under the contract. (2) To the extent permitted by law, CONTRACTOR, its agents, employees, CONT RACTORS, and subcontractors shall hold all CITY information, data, and documents (collectively, "the Information") that they receive, or to which they have access, in strictest confidence. CONTRACTOR, its agents, employees, officers, and subcontractors shall not disclose, disseminate, or use the Information, except in the execution of its duties under this Agreement, unless the CITY authorizes it in writing, or competent, lawful authority otherwise requires disclosure. CONTRACTOR shall obtain written agreements from its agents, employees, officers, and subcontractors, which bind them to the terms in this Section. Release of information without CITY approval, other than under the exception stated above, is grounds for immediate termination of this Agreement. K. Liabillit for Loss or Corm ption of Data If any CITY data in the System is lost or corrupted to the extent caused by the negligent act(s) or omission(s), malfeasance or intentional misconduct of CONTRACTOR, its officers, agents, servants or employees, CONTRACTOR shall restore, at its own cost, such System data to its previous uncorrupted state. The CITY will make a reasonable determination as to the extent such data is corrupted. L. Compliance with Laws CONTRACTOR shall comply with all applicable state and federal laws and regulations, including the State laws on data storage and records retention. CONTRACTOR further agrees to comply with the CITY Charter and Code of Ordinances in completing its performance under this Agreement. M. Non-Discrimination Covenant CONTRACTOR, for itself, its personal representatives,. assigns, subcontractors and successors in interest, as part of the consideration herein, agrees that in the performance of COT RACTOR'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-d iscri m i nation covenant by CONTRACTOR, its personal representatives, assigns, subcontractors or successors in Fort Worth Municipal Court Maximus Justice Solutions 1CMS Agreement 9 of 25 interest, CONTRACTOR agrees to assume such liability and to indemnify and defend the CITY and hold the CITY harmless from such claim. N. Drug Abuse Detection and Deterrence (1) It is the policy of the CITY to achieve a drug-free workforce and workplace. The manufacture, distribution, dispensation, possession, sale, or use of illegal drugs or alcohol by CONTRACTOR, its subcontractor's, employees, officers or agents, while on CITY Premises is prohibited. CONTRACTOR shall comply with all CITY requirements and procedures as set forth in Exhibit '?." (2) CONTRACTOR shall file a copy of its drug-free workplace policy, or other similar document with the CITY prior to execution of this Agreement. If there are any subsequent changes to CONTRACTOR'S policy during the life of this Agreement, CONTRACTOR shall provide the CITY with an updated copy of its policy. (3) CONTRACTOR shall require that its subcontractors comply with CONTRACTOR'S and with the CITY's Anti-drug Abuse Policy, and CONTRACTOR shall secure and maintain the required documents for CITY inspection. 0. Effect of External Documents Under this Agreement, the CITY and CONTRACTOR may, by mutual written agreement, create and modify documents to enable the parties to perform the project. However, the parties shall only create such external documents in accordance with a purpose identified for such documents as set forth in this Agreement, and neither the CITY nor CONTRACTOR are authorized to add, delete, modify, change, expand, diminish, or vary the terms of this Agreement through the inclusion of language in the external documents. In the event of any discrepancy or conflict between the terms of such external documents and the terms of this Agreement, the terms of this Agreement shall control. Moreover, none of the external documents shall contain terms which require the CITY to pay any amounts to CONTRACTOR or to a third party, indemnify CONTRACTOR or a third party, or otherwise place requirements or obligations on the CITY which violate Texas law. In the event that any external documents contain time constraints such as schedules, timelines, due dates, or the like, the failure of either party to meet such a time constraint that is contained in an external document shall not be considered an event of default under this Agreement. P. Prompt Payment of Subcontractors CONTRACTOR shall make timely payments to all persons and entities supplying labor, materials, or equipment for the performance of this Agreement, CONTRACTOR SHALL DEFEND, HOLD HA AND INDEMNIFY THE CITY FROM ANY CLAIMS OR LIABILITY ARISING OUT OF CONTRACTOR'S FAILURE TO MAKE THESE PAYMENTS, If CONTRACTOR fails to make timely payments under this provision, the CITY reserves the right without waiver of any remedies it may have against CONTRACTOR, to pay subcontractors directly in the event that City determines it is in City's best interests to do so. In the event the CITY makes such payment, u th M 41 04,4Q cipal Court M*Kom mide Solutions Ju 1CM slAgreement 1.0 of 25 CONTRACTOR shall he liable to the CITY for any amounts paid by the CI"'I""Y to subcontractors under this provision. Q. Lab and Indemnification CONTRACTOR COVENANTS ADD AGREES HEREBY To DEFEND, INDEMNIFY" AND HOLD THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES HARMLESS AGAINST ANY CLAIMS, LAWSUITS, OR ACTIONS ARISING UNDER THIS AGREEMENT. CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR PROF RTY LOSS, PROPERTY DAMAGE AND OR PERSONAL INJURY, INCLUDING DEATH, To ANY PERSON, To THE EXENT CAUSED BY THE NEGLIGENT ACT (S), OMISSION (S), MALFEASANCE OR INTENTIONAL MISCONDUCT of CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, OR SUBCONTRACTORS. Amendments to Article V, if any, are included in Exhibit"S" ARTICLE VI Obligations of the CITY A. Decision-Makin Personnel (1) This PROJECT is under the overall management authority of the Fort Worth City Manager, subject to his/her authorization to proceed under matters requiring City Council approval, under the Charter and ordinances of the CITY. The City Manager has delegated day-to-day decision-raking authority on this project to the Assistant City Manager for Management Services hereinafter "ACM." The ACM's approval, in writing, is required for any significant modification of the Statement of Work. (2) The CITY Director of Municipal Court Services, in consultation with the CITY Director of Information Technology solutions, can authorize minor changes in the Statement of Work and approve funding changes of$2999.99 or less, (3) The City's Designated Project Managers for Implementation and Integration shall have the authority to rake day-to-day decisions concerning this Project, subject to the approval of the Director of Municipal Court Services in consultation with the Director of Information Technology Solutions, B. CITY-Furnished Data (1) The CITY will make available to the CONTRACTOR all technical data in the CITY's possession relating to the CONT CTOR's services on the PROJECT, as deemed Fort rtMunicipal Court Maximus Justice Solotions [CMS Agreement 1 of 25 appropriate by the CITY. The CONTRACTOR may rely upon the accuracy, timeliness, and completeness of the information provided by the CITY. (2) The CITE' shall, to the extent permitted by law, allow CONTRACTOR to access and make copies of documents that are available to or in the possession or control of the CITY, prodded such documents are related to this Agreement, and are reasonably necessary for CONTRACTOR's performance under this Agreement, as determined by the CITY. (3) The CITE' does not, however, represent that all existing conditions are fully documented, nor is the CITY obligated to develop new documentation for CONTRACTOR's use. (4) During the term of this Agreement, the CITY will use its best efforts to notify the CONTRACTOR of any new material documents or material change to existing documents that are reasonably necessary for CONTRACTOR to perform under this Agreement. C. Access to Facilities and Property (1) subject to general security requirements, CONTRACTOR may eater and leave the premises where it is to perform the services set out in this Agreement at all reasonable times, as determined by the CITY. (2) CONTRACTOR and its employees may use the common areas and roadways of the premises where it is to perform the services together with all facilities, equipment, improvements, and services provided in connection with the premises for common use. This excludes parking for CONTRACTOR's personnel. CONTRACTOR shall repair any damage caused by it or its employees as a result of its use of the common areas. Damage determinations shall be the CITY's sole discretion, but will not be unreasonable. D. Prompt notice The CITY will give prompt written notice to the CONTRACTOR whenever CITY observes or becomes aware of any development that affects the scope or timing of the CONTRACTOR's services or of any defect in the work of the CONTRACTOR or its subcontractors. CONTRACTOR will also give prompt written notice to the CITY whenever the CONTRACTOR becomes aware of any development that will affect the scope or timing of the CONTRACTOR' services or any of its subcontractor's services under this Agreement. E. CONTRACTOR Claims and Third-Pay �enefcaes (1) This AGREEMENT confers no rights or benefits to anyone other than the CITY and the CONTRACTOR. There are no third-party beneficiaries. (2) The CITY will include in each agreement it enters into with any other entity or person regarding the PROJECT a provision that such., y„or person shall have no � rt r-th i Court �us,fic uns t1greement - _ 2 of 25 third-party beneficiary rights under this Agreement, (3) Nothing contained in this section or Article V, Section H shall be construed as a I waiver of any right the CITY has to bring a ciaim against CONTRACTOR. F. Litigation Assistance The Scope of Work does not include costs of the CONTRACTOR for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by the CITY. In the event CITY requests such services of the CONTRACTOR I this AGREEMENT shall be amended or a separate agreement will be negotiated between the parties. G. Scope char es (1) The CITY may make or approve changes within the general Scope of Work in this AGREEMENT. If such changes affect the CONTRACTOR's cost of, or time required for performance of the services, an equitable adjustment will be made through an amendment to this AGREEMENT with appropriate CITY approval. (2) Upon CITY'S delivery to CONTRACTOR of any written notice of breach or termination of this Agreement or any portion hereof, including any subcontract entered into by CONTRACTOR as a result of this Agreement, CONTRACTOR shall provide to CITY or CITY'S designee the assistance reasonably requested to facilitate the orderly transfer of the performance to CITY or its designee, including, without limitation, preparation of a mutually agreeable, reasonable Transition Plan and the delivery of any assistance specifically described in any portion of this Agreement, Such Transition Plan may include an identification of key positions requiring transition management, and important procedures to be performed regarding documentation, projects and activities so that CITY's business is not adversely affected during transition. CITY may also request that CONTRACTOR begin providing support in managing termination or expiration at any time within any specified period prior to expiration of any portion of this Agreement, at no additional cost to the City. Amendments to Article VI, if any, are included in Exhibit"S" ARTICLE V11 General Legal Provisions A. Authorization to Proceed CONTRACTOR shall be authorized to proceed with this AGREEMENT upon receipt of a written Notice to Proceed from the CITY, Fort Worth Munpal Court Maximus.1.1ustice Solutions 1CMS Agreement 13 of 25 B. Work Product and Project Documents (1) Reuse of Project Documents. All designs, drawings, specifications, documents, and other work products of the CONTRACTOR, whether in hard copy or in electronic form, are instruments of service for this PROJECT, whether the PROJECT is completed or not. The CITY shall have the right to reuse, change, or alter any such instruments of service created for this PROJECT either by CONTRACTOR or by any of its subcontractors without the written permission of the CONTRACTOR. The final designs, drawings, specifications and documents shall be owned by the CITY, subject to the provisions of Section H (2), and expressly excluding any "CourtView Software." (2) Use of Work Product. CONTRACTOR conveys and assigns to the CITY a perpetual, irrevocable, royalty-free license to use on an unlimited number of CITY computers all reports, forms, and other work products, if any, developed by CONTRACTOR and/or CITY personnel and all modifications to existing reports, forms and other work products performed by CONTRACTOR under this Agreement along with the Documentation that supports such Software. C. Force Majeure The CONTRACTOR is not responsible for damages or delays in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the CONTRACTOR. It is expressly understood and agreed by the parties to this Agreement that if the performance of any obligation(s) of either party is delayed by reason of war, civil commotion, acts of God, inclement weather, governmental restrictions, regulations, or interferences, fires, strikes, lockouts, national disasters, riots, material or labor restrictions or any other circumstances which are reasonably beyond the control of the party so' obligated to perform, that party shall be excused from doing or performing the same during such period of delay. D. Termination (1) This AGREEMENT may be terminated only by the CITY for convenience on 30 days written notice. This AGREEMENT may be terminated by either the CITY or the CONTRACTOR for cause if either party fails to substantially perform and does not commence correction of such nonperformance within thirty (3 0) days of written notice of such nonperformance and diligently complete the correction thereafter, As an alternative to termination, the parties may submit any disputes regarding non- performance to the Dispute Resolution Provision set out in Section N of this Agreement. (2) If this AGREEMENT is terminated for the convenience of the CITY, CONTRACTOR shall receive payment for all services and software provided by CONTRACTOR up to the date of receipt of notice of termination; subject however, to the condition that CONTRACTOR provide written documentation describing the services rendered and Fort Worth municipal Court Maximus Justice Solutio.ns 1CMS Agreement 1 4 of 25 specifically identifying the software installed. Payment to CONTRACTOR shall include cost of partial or complete studies, plans, specifications or other forms of CONTRACTOR's work product. (3) If the CONTRACTOR terminates this Agreement, prior to proceeding with the termination of services, the CONTRACTOR shall submit to the CITY an itemized statement of all termination expenses. The CITY's approval must be obtained in writing prior to proceeding with termination of services. (a) Support in Managing Termination / Expiration. Upon CITY's delivery to Service Provider of any written notice of breach or termination of this Master Agreement or any Service Agreement, Service Provider shall provide to CITY or CITY's designee the assistance reasonably requested by CITY to facilitate the orderly transfer of the Services to CITY or its designee, including, without limitation, preparation of a mutually agreeable, reasonable Transition Plan and the delivery of any assistance specifically described in any Service Agreement s) ("Support in Managing Termination / Expiration"). Such Transition Plan would include an identification of key positions requiring transition management, and important procedures to be performed regarding documentation, projects and activities so that CITY's business is not adversely affected during transition. CITY may also request that Service Provider begin providing support in managing termination / expiration at any time within the six-month period prior to expiration of any Service Agreement Term. Unless otherwise provided in a Service Agreement, the support in managing termination / expiration referenced in a Service Agreement shall be provided to CITY at no additional cost. E. Suspension, Delay, or Interruption to Work The CITY may suspend, delay, or interrupt the services of the CONTRACTOR for the convenience of the CITY. In the event of such suspension, delay, or interruption, an equitable adjustment in the Project's schedule, commitment and cost of the CONTRACTOR's personnel and subcontractors, and COIF TRACTOR's compensation will be made as reasonably determined by both parties. F. Indemnification CONTRACTOR COVENANTS AND AGREES HEREBY TO DEFEND, INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES HARMLESS AGAINST ANY CLAIMS, LAWSUITS, OR ACTIONS BY THIRD PARTIES ARISING UNDER THIS AGREEMENT. CONTRACTOR SHALL BE LIABLE AND RESPONSIBLE FOR PROEPRTY LOSS, PROPERTY DAMAGE AND OR PERSONAL INJURY, INCLUDING DEATH, TO ANY PERSON, TO THE EXENT CAUSED BY THE NEGLIGENT ACT(S), OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF CONTRACTOR, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, OR SUBCONTRACTORS. t h 4ort Mon'lk"iPal Court S os gr#lement '05 of 25 G. CONTRACTOR'S LIMITATION OF LIABILITY (1) CONTRACTOR'S MAXIMUM LIABILITY FOR CLAIMS ARISING DIRECTLY FROM THE PERFORMANCE of WORK OR OTHERWISE RELATING TO THIS PROJECT, WHETHER RESULTING FROM THE CONTRACTOR'S NEGLIGENCE OR OTHERWISE AND WHETHER BASED ON CONTRACT OR INDEMNITY WILL NOT IN THE AGGREGATE EXCEED THE AMOUNT PROVIDED IN ARTICLE 3 "COMPENSATION." (2) IN NO EVENT WILL THE CONTRACTOR BE LIABLE TO THE CITY OR ANY THIRD PARTY FOR LOSS of BUSINESS OR PROFITS OR OTHER ECONOMIC LOSS OR FOR ANY INCIDENTIAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, UNLESS SUCH DAMAGE IS CAUSED BY THE "ROSS NEGLIGENCE, INTENTIONAL OR WILLFUL MISCONDUCT OR MALFEASANCE of THE CONTRACTOR, ITS EMPLOYEES, OFFICERS, AGENTS, OR SUBCONTRACTORS. H. INTELLECTUAL PROPERTY RIGHTS/LICENSES (1) Under a separate License Agreement, CONTRACTOR grants to the CITY a royalty-free, non-exclusive, non-transferable, worldwide, irrevocable, perpetual, assignable license (the "License") to (1) CourtView for Ninety-three 93 concurrent users, 2 CourtView WebPak and to any related Documentation (referred to jointly as the "Licensed Materials"). The License allows the CITY to use the Licensed Materials to make, execute, merge, reproduce, publicly display, and/or publicly perform data in any media now known or hereafter known. The License allows the CITY to disclose to the public and the public to use the Licensed Materials when the purpose for which such Licensed Materials were designed is a public use. The city reserves the option to purchase additional unlimited quantities of CourtView licenses for up to 100% of users at current price of$2,250.00 per license for up to one year from the initial live date. (2) CONTRACTOR shall retain all right, title and interest to the Licensed Materials, including all copyright, patent, trade secret, trademark and other intellectual property rights. The CITY acknowledges that the data model, design documentation and technical information regarding structure and operation of each application of the Licensed Materials is proprietary to the CONTRACTOR and contain or constitute commercially valuable trade secrets of the CONTRACTOR, the development of which involved the expenditure of substantial time and money and the use of skilled development experts. The CITY acknowledges that the Licensed Materials are being licensed to the CITY to be used only as expressly permitted under the terms of this License, The CITY agrees to take no affirmative steps to disclose the data model, design documentation and technical information regarding structure and operation of each application of the Licensed Materials to third parties, except that the CITY may disclose the Licensed Materials to the CITY's subcontractors, employees, agents and other authorized personnel acting on the CITY's behalf and the public as set forth in this License. if required to disclose the Licensed Materials to third Fort Worth Municipal Court Maximus Justice Solutions VAS Agreement of 5 parties under Chapter 552 of the Texas Government Code, the Pubic Information Act, or by legal process, the CITY shall use its best efforts to notify CONTRACTOR before any disclosure is made so that CONTRACTOR can take steps to defend itself against such disclosure. Because of the proprietary nature of portions of the Licensed Materials, CONTRACTOR's remedies at law may be inadequate and CONTRACTOR may be entitled to equitable relief, including without limitation injunctive relief or other equitable remedies in addition to all other remedies provided or available to CONTRACTOR at law or equity. (3) Except as expressly authorized herein or by applicable law, the CITY will not sublicense, rent, engineer, decompile or disassemble the Licensed Materials. Should the CITY permanently discontinue the use of all or part of the Licensed Materials, the CITY shall notify CONTRACTOR of such discontinuation and return those Licensed Materials no longer in use to CONTRACTOR within thirty (30) days. (4) For each item of Software that is being provided pursuant to a separate license agreement, the terms of the separate license agreement will govern. (5) The CITY may modify those components of the ICMS, such as workflow, code tables, code mappings, business rules and procedural controls that are accessible to Administrative Users of the applications. The CITY shall own and maintain all data in the system, including transaction, reference and control data. (6) The CITY may not modify any licensed Software. The CITY may combine such Software with other programs or materials, provided that upon discontinuance of use of the Licensed materials or termination of this License, the CONTRACTOR's application Software will be returned to CONTRACTOR. (7) CONTRACTOR may not use, license or sell any work product (including, but not limited to, interfaces, external applications, reports, forms, workflows and policies) developed by the CITY. The CITY shall own all intellectual and other property rights to any work product developed by the CITY. This provision shall not include any modifications to the CourtView Software developed by CONTRACTOR for the CITY. I. CONTRACTOR'S WARRANTIES (1) CONTRACTOR warrants the ICIVIS in its entirety during the Warranty Period of one year, to include the proper functioning, compatibility and interoperability of all components according to the hardware recommendation requirements in Exhibit "K," and any Documentation produced during the project under the terms of this Agreement. During the Warranty Period, the CONTRACTOR must replace and/or upgrade any component that does not support the CITY'S requirements as stated in Exhibit "K" or is no longer useable as a result of incompatibility with other components, Replacement shall be at no additional cost to the CITY, whether for equipment, labor, testing, freight. or any other charges. F Od Worth-t4unir,pal Court V i, -S Jilt tice-S o I u t i o n s S reement 17 ofd (2) Upon initiation of the ICMS project and enduring throughout the life of this Agreement, including renewals, CONTRACTOR further warrants.- (a) That it shall perform all work in a good and workmanlike manner, meeting the standards of quality prevailing in Tarrant, Denton and or Wise Counties, Texas for work of this kind. CONTRACTOR shall perform all work using trained and skilled persons having substantial experience per the work required under this Agreement. (3) That with respect to any Deliverables it furnishes: (a) To the best of its knowledge all items are free of defects in title, design, material and workmanship; and no item or its use infringes any patent, copyright, or other proprietary right. (b) That CONTRACTOR shall provide the CITY with all materials (including, but not limited to, Documentation and manuals) that fully describe the operation and usage of the ICMS as developed or modified by CONTRACTOR under this Agreement, including full Documentation of all new ICMS Software provided by CONTRACTOR (the "CONTRACTOR Materials"). CONTRACTOR warrants that the entire ICMS shall perform in accordance with the CONTRACTOR Materials. (c) It is recognized that the CONTRACTOR will continue to improve its Software to satisfy demands from its customers, and that the Municipal Court Director may wish to upgrade to newer versions of the Software as they become available. The CONTRACTOR agrees that new versions of its Software will maintain compatibility with existing ICMS components acquired under this Agreement. J. THIRD PARTY SOFTWARE (a) CONTRACTOR, as part of the services, may furnish, recommend, or identify to CITY certain third party software. The CITY recognizes that third party software provided by CONTRACTOR may be subject to a separate license agreement and/or registration requirements with limitations on copying and use and the CITY agrees to be bound by the terms of any third party license agreement accompanying such third party software. For all software purchased by the CONTRACTOR for use by the CITY in the proposed services, the CONTRACTOR will notify the software manufacturer of its intent for use by the CITY, (b) As CONTRACTOR is not the author, manufacturer, or developer of such software, CONTRACTOR does not make any guarantee or representation concerning such third party software, and specifically disclaims any and all warranties regarding the third party software, hardware, or integration services, express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose. CONTRACTOR does not represent or warrant that such third party software, or associated documentation is error free, or that its use will be uninterrupted, CONTRACTOR does not warrant the use, or the results of the use, of the third party software, or associated documentation, in terms of suitabilityr--accuraW, reliability, t F Ab I� � rt al 0. 96wtiobs emint 1 8 0fP 5 correctness, or otherwise. However, CONTRACTOR does warrant that the CourtView software, and all related Licensed Materials, will be compatible with any and all third party products that are recommended by the CONTRACTOR. (c) Further, the CONTRACTOR does not represent or warrant the ability of any software to provide the necessary security to prevent third parties from using, or gaining access to the CITY's premises, facilities, networks, or other systems. CONTRACTOR specifically disclaims all liability for any damages arising from or relating to a computer virus, worm, disruption of service attack, destruction of property, or personal injury attributable, in whole or in part, to any third party. K. Assiqnment and Subcontracting- CONTRACTOR 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 such consent, the assignee or subcontractor shall execute a written agreement with the CITY under which the assignee or subcontractor agrees to be bound by the duties and obligations of CONTRACTOR under this Agreement. L. Interpretation Limitations on liability and indemnities in this AGREEMENT are business understandings between the parties and shall apply to all the different theories of recovery, including breach of contract or warranty, tort including negligence, strict or statutory liability, or any other cause of action, except for willful misconduct or gross negligence for limitations of liability and indemnification. Parties mean the CITY and the CONTRACTOR, and their officers, employees, agents, and subcontractors. M. Jurisdiction 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. N. Disputes (1) If either party has a claim, dispute, or other matter in question for breach of duty, obligations or services rendered that arises under this Agreement, that party shall promptly notify the other party in writing as to the nature of the dispute and list its reasons for such dispute. Both parties agree to make a good faith effort to resolve any claim, dispute or other matter in question that may arise out of, or in connection with this Agreement, (2) In the event, the dispute is specifically related to services rendered by the CONTRACTOR, the City agrees to promptly notify the CONTRACTOR of such dispute in writing, and clearly list its reasons for the dispute. The Contractor shall have thirty (30) business days from the date of receipt of the notice to successfully resolve the issue(s) Fort Worth Municipal Court N-laximus Justice Sdutions 1CMS S Agreement 1 9 of 25 raised by the dispute to the satisfaction of the CITY. If after 30 days, the CITY does not accept the CONTRACTOR's resolution, the City shall pay the CONTRACTOR one half of any amount originally due in relation to the disputed service(s) rendered. The remaining balance shall be paid when the CONTRACTOR has sufficiently resolved the dispute to the satisfaction of the CITY. No interest shall accrue on any remaining balance if the dispute is not resolved. In the event of a dispute related to services rendered, CONTRACTOR agrees to continue to perform all other services under the Agreement not related to the dispute. (3) If the parties fail to resolve the dispute or any breach of any obligation, services rendered or duty of the CITY or the CONTRACTOR within sixty (60) business days after the original date of receipt of notice of the dispute, the claim may be submitted to arbitration upon written consent of an authorized representative of both parties. Arbitration shall be in accordance with the Industry Arbitration Rules of the American Arbitration Association or other applicable rules of the Association then in effect. O. Severabili!y and Survival (1) If any of the provisions contained in this AGREEMENT are held for any reason to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Article V, Section G (Right to Audit), Article VII Sections B (Work Product), D (Termination), H (Intellectual Property Rights), I (Warranties) and J (Third Party Software) shall survive termination of this AGREEMENT for any cause. (2) CONTRACTOR shall remain obligated to the CITY under all clauses of this Agreement that expressly or by their nature extend beyond the expiration or termination of this Agreement, including but not limited to, the indemnity provisions. P. Compliance with Laws, Ordinances, Rules and Reaulations CONTRACTOR shall at all times observe and comply with all federal and State laws and regulations, including State laws on data storage and records retention, and with all CITY ordinances and regulations which in any way affect this AGREEMENT and the work hereunder, and shall observe and comply with all orders, laws ordinances and regulations which may exist or may be enacted later by governing bodies having jurisdiction or authority for such enactment. NO PLEA OF MISUNDERSTANDING OR IGNORANCE THEREOF SHALL BE CONSIDERED. CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS CITY AND ALL OF ITS OFFICERS, AGENTS AND EMPLYOEES FROM AND AGAINST CLAIMS OF LIABILITY ARISING OUT OF THE VIOLATION OF ANY SUCH ORDER, LAW, ORDINANCE, OR REGULATION, WHETHER IT BE BY ITSELF OR ITS EMPLOYEES. Q. 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 Fort Worth Municipal Courtt Maximus Justice Solutions 1CMS Agreement 2 0 o States Mail, registered, return receipt requested, postage prepaid. For the purposes of this Agreement, notice is effective when delivered as follows- If to the Director of Municipal Court Services City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 Phone: 817-392-6711 Fax: 817-392-6702 Wit,hCopy to: City Attorney City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 Phone: 817-392-7600 Fax* 817-392-8359 If to Contractor: Peter Zackaroff Vice President Maximus Justice Solutions Division 5399 Laub y Road, Suite 200 North Canton, Ohio 44720 Phone:330-497-0033 Fax: 330-966-0097 R. Captions Captions contained in this Agreement are for reference only, and, therefore, have no effect in construing this Agreement. The captions are not restrictive of the subject matter of any section in this Agreement. S. Non-Waiver If either party fails to require the other to perform a term of this Agreement, that failure does not prevent the party from later enforcing that term and all other terms. If either party waives the other's breach of a term, that waiver does not waive a later breach of this Agreement. Fort Worth Municipal Court Maximus Jus Solutions 1CMS Agreement 21 of 25 T. Inspections and Audits CITY representatives may perform, or have performed on behalf of the CITY, (1) audits of CONTRACTOR's books and records related to this Agreement, and (2) inspections of all places where work is undertaken in connection with this Agreement during normal working hours with reasonable prior notice. CONTRACTOR shall keep its books and records related to this Agreement available for this purpose for at least three (3) years after this Agreement terminates. This provision does not affect any applicable statute of limitations. U. Enforcement The CITY Attorney or his or her designee may enforce all legal rights and obligations under this Agreement. CONTRACTOR shall provide to the CITY Attorney all documents and records related to this Agreement that the CITY Attorney requests to assist in determining CONTRACTOR's compliance with this Agreement, with the exception of those documents which are deemed, confidential or privileged by federal or State law, regulation, rule or court order, V. Review Of Counsel (1) The parties acknowledge that each party and its counsel have reviewed and revised 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. (2) If any term or provision of this Agreement is ambiguous, it shall not be construed for or against any party on the basis that the party did or did not draft such provision. W. Publici CONTRACTOR shall make no announcement or release of information concerning this Agreement unless the release has been submitted to and approved, in writing, by the CITY. The CITY recognizes that CONTRACTOR is a publicly traded company and has certain public disclosure obligations. Accordingly, the CITY agrees to respond promptly to requests from CONTRACTOR pertaining to press and other public releases of information relating to this Agreement. X. Risk of Loss Unless otherwise specified elsewhere in this Agreement, risk of loss or damage for any Deliverables provided by CONTRACTOR under this Agreement passes from CONTRACTOR to the CITY upon the CITY'S acceptance of such Deliverables. Fort Worth Municipal Court Maximus Justice Solutions lCMS Agreement 22 of 25 Y. Parties In Interest This Agreement does not bestow any rights upon any third party, but binds and benefits the CITY and CONTRACTOR only. Z. Successors and Assigns This Agreement binds and benefits the Parties and their legal successors and permitted assigns; however, this provision does not alter the restrictions on assignment and disposal of assets set out in the following paragraph. This Agreement does not create any personal liability on the part of any officer or agent of the CITY. �1-%10E Business Structure and Assimments (1) CONTRACTOR shall not assign this Agreement at law or otherwise dispose of all or substantially all of its assets without the CITY'S prior written consent. Nothing in this clause, however, prevents the assignment of accounts receivable or the creation of a security interest as described in §9.406 of the Texas Business & Commerce Code. In the case of such an assignment, CONTRACTOR shall immediately furnish the CITY with proof of the assignment and the name, telephone number, and address of the Assignee and a clear identification of the fees to be paid to the Assignee. (2) CONTRACTOR shall not delegate any portion of its performance under this Agreement without the CITY'S prior written consent. BB. Remedies Cumulative Unless otherwise specified elsewhere in this Agreement, the rights and remedies contained in this Agreement are not exclusive, but are cumulative of all rights and remedies, which exist now or in the future. Neither party may terminate its duties under this Agreement except in accordance with its provisions. cc. Solicitation Of ET21oyeeka, Neither the CITY nor CONTRACTOR shall, during the term of this agreement and additionally 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. DID, 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, 61 Court Wbrt"h, lunicio, Maxgn't-is lollutions 'IS A reement '23 of 25 EE. Entirety Of Agreement This Agreement, including the schedule of exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the CITY and CONTRACTOR, their assigns and successors in interest, as to the matters contained herein. The CITY's Request for Proposal ("RFP") No. 0002-0179 and CONTRACTOR's response to said FLI=P are hereby incorporated by reference into this Agreement for all purposes hereunder. 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. FF. Headings Not Controllin Headings and titles used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. ARTICLE VIll Exhibits This AGREEMENT, including its Exhibits and schedules, constitutes the entire AGREEMENT, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. The following Exhibits and schedules are hereby made a part of this AGREEMENT: Exhibits D, H, and Q are hereby reserved. Fort Worth Municipal Court Maximus Justice Solutions 1CMS Agreement 2 4 of 25 EXHIBIT "All DEFINITIONS As used in this Agreement, the following terms shall have meanings set out below: "Agreement" means this contract between the CITY and the CONTRACTOR. "Approval" means a written and signed statement in the form of Exhibit "M" between the Director and CONTRACTOR indicating that the Director has authorized that the CONTRACTOR has successfully completed the services required for a particular Milestone. "CITY" is the CITY of Fort Worth, situated in Tarrant County, Texas. "Concurrent User" means any person who is working within the database of the CourtView system and any other related licensed materials. "Configuration" means the components that make up a computer system; the physical arrangement of those components; and the software settings that enable computer components to talk to each other. "CONTRACTOR" is defined in the preamble of this Agreement and includes it successors and assigns. "Countersignature Date" means the date this Agreement has been countersigned by the CITY's authorized representative. "Customizations" means the software custom programming required to modify the CONTRACTOR's baseline application software to meet the requirements listed in Exhibit "L". The custornizations may be added and or modified as needed upon approval of the CITY. "Deliverables" means reports (both written and oral), documents, plans, forms, reports, diagrams, lists, tables, charts, recommendations, servers, Software, Hardware to be provided by CONTRACTOR to complete the specific tasks or products in achieving the Milestones that are set forth in Exhibit "G". "Director" means the director of the Fort Worth Department of Municipal Court Services or the person he or she designates in writing. "Documentation" refers to materials, whether in electronic or hard copy format, provided by the CONTRACTOR for use by the CITY in connection with the Software and services provided under this Agreement and requisite to the completion of this Agreement. This includes, but is not limited to all documentation described in the attached Exhibits. acceptance documentation, the Project Work Plan and Deliverables. "Final Acceptance" means a written and signed statement between the CITY and the CONTRACTOR indicating that the CITY has determined that the CONTRACTOR has completed the services required in accordance with the provisions of Section 11 of this Agreement. "Hardware" refers to the it of equipment including peripheral hardware, listed in Exhibit "K," "Integrated Case Management System" or "ICMS" or "System" means the combination of products delivered by CONTRACTOR in their entirety, including all Software components, as configured and customized to meet the CITY's functional and technical requirements as set forth in this Agreement and the Exhibits attached hereto, "Interfaces" means the links between the ICMS and external systems and applications as described in Exhibit "J". The term does not refer to the interoperability of the components within the lCMS. "Milestones" means the specific checkpoints during System development with associated Deliverables and completion dates as identified in the Project Work Plan. "Parties" means all the entities set out in the Preamble who are bound by this Agreement. "Project Manager" means that vendor contracted by the CITY to provide advice to the CITY on ICMS project matters including, but not limited to, project timeline, project deliverables, CONTRACTOR performance, acceptance testing, interfaces, hardware performance, process changes and organizational changes. "Project Work Plan" means a listing of Milestones, tasks, and Deliverables, along with task durations, dependencies and completion status as shown in Exhibit "F". "Software" means all products listed in Exhibit 1," plus any Customizations, modifications or enhancements. "Standard Software and Hardware Support Services" means the services described in Article VIL, Section 1. "Test Scripts" means those requirements that an item must successfully achieve before testing completion. "Third Party Warranty if means the third party manufacturer's guarantee to replace or repair a defective component or product. "Unit Testing" means testing performed by the CONTRACTOR subject to approved Test Scripts on all Software development activities (customizations, configuration, interfaces, reports,, forms, etc.) before an item is delivered to the CITY. "Warranty it means the provision of those warranty services described in Article V11, Section 1. "Warranty Period" means the period of time during which the CONTRACTOR warrants each Software component of the Integrated Case Management System. The Warranty Period for each component begins upon installation of the component and continues until twelve months have elapsed past the to of Final Acceptance of the entire Integrated Case Management System, City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract Exhibit ^^B" Statement of Work SOW 8 ' GENERAL SOWl-1 Location of Work The primary work location shall be in facilities provided by the C�of�� (n��W�,�. � Con�uou�sboUcomp/�e�eoonfigu�t(onwork(SD9/24) iotbc primary location aouccessury dc�ocd bv the City's 9 'cct��onogo . l�er�ccdeve(opmentmayoccurotthoCoocn�tor'sot�oca. ^�U ' requirements workshops,project munugemcncm�otin�s`�oinin�and ��-�roiouand acceptance tcotiug work The Director will provide facilities for Contractor ototTio the primary location. The facilities will include necessary office equipment and electronic access urthe City network. The facilities will include access too telephone,access to aprimer and access to u fax machine. The facilities will be provided for Contractor staff,depending ou the phase ofthe project. 8OW1-2 Contractor Project Manager The Contractor shall assign o Contractor Project Manager to this project.The Contractor Project Manager shu>/be the single point of contact responsible for all work undertaken by the Contractor. The Contractor Project Manager ohu/> be on site in Fort Worth`as rouoouub>y required by the City`during the project. 'cct. Throughout the entire project,the Contractor Project Manager shall be accessible bytelephone and e-mail, shall address project issues <nu timely manner and shall beon site inFort Worth whenever necessary to ensure the success of the project. It is recognized the Project Manager may be off site for standard business reasons,such as sickness, vacation, meetings,truining, conferences or pre-existing commitments. The Contractor Project Manager and the Director may mutually agree on exceptions to the ou site requirements. SOW 2 - SERVICES SOW24 Inception The Contractor shall initially meet with the City in Fort Worth to finalize the Project Work p!un and ochedu(e, schedule initial meet\n�s and workshops. The Contractor and the Project��onugerrvi>/ also o�rrc on and document project processoo`prooedurcsundreport<ngsystcms. TheDircotorunddhcC000aotor shall desi�noz�th�ouzffn'bhuutbmri�yuxopprovo�usin��ru>�s`specifications,reports, forms, documentation,and training plans. The Director shall designate the otut�that vvi/} be responsible for the implementation of business rules, maintaining code tables and becoming application power users. Where transfer ofknowledge is desired,the Director shall designate the staff that will receive the information. S0W2-2 Bootooss Analysis and Regairennooko Validation Workshops The Contractor shall conduct Business Analysis and Requirements Validation Workshops as needed to walk throuch all of thoCiry`s requirements and determine the required configuration dctai)m. Asaresubuf validation workshops,the Director and Contractor may revise the Exhibits, as may be mutually agreed upou. The Contractor shall provide ah|gb'lovr\overview of the{CIM8/VisiFLOVVapplications to Court ycaf�auendingthe Requirements Validation Workshops to enable staff uo most effectively make decisions rcaan11no configuration details. The City shall provide the meeting space and appropriate staff to participate in the Requirements Validation VVorkyhops, including subject matter experts, staff with approval authority and staff who have been designated to become application power users. 8OW2-3 1CMSDesAQn Docmmmeuyarioo � o/luwina the Requirements Validation Workshops(SOVV2-2).the Contractor sh-11 deN, documentsd1ecai!ingthe configumuion,custumizuions, secudcy, interfaces, forms � / 3/25/2004 8:24 /\M Statement ofWork Exhibit 1,of I I ! City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract Integrated processes of the ICMSNisiFLOW applications. This documentation must be sufficiently detailed for the City to understand the function and appearance of all screens as well as the workflow built into the ICMS/VisiFLOW applications. During the preparation of the design documents,the Director shall ensure the availability of the appropriate staff to review,correct and confirm documents. When issues arise,the Contractor shall notify the Project Manager and Director, The Director and Contractor shall mutually work towards the timely resolution of issues. The Contractor and the Director also recognize that components of the design documentation form the basis for the detailed specifications. The Contractor and the Director will agree on the basic components and approach before developing the detailed specifications. The Design Documentation shall be submitted to the Project Manager for a 2-week review period. During the review period,the Contractor shall update the Project Work Plan to reflect the configuration and custornization effort. Following the Project Manager's review,the Contractor and the Project Manager shall finalize the design documents and Project Work Plan. C SOW24 Configuration The Contractor shall undertake all configurations of the ICNISNisi FLOW applications required to meet the requirements as defined in the workshops and ICMS Design Documentation(SOW 2-3). Configuration activities shall include, but are not limited to,the configur'a'tion of both the business rules and workflow within the ICMS/VisiFLOW applications. The staff designated by the Director to become application power users will work with the Contractor during configuration as part of the process of knowledge transfer which will be continued by Administrator training. Configuration will take place before customization and interface development to Jay the groundwork for other activities such as data conversion,report and form development. After the configuration milestone,the Contractor will assist the City in refining the workflow and other configuration maintenance activities. SOW2-5 Customization The Director has not requested any Customizations at this time. If Customizations are deemed necessary, the Contractor will provide detailed specifications and estimates. Any Customizations will require approval and sign-off by the Director. SOW2-6 Interfaces The anticipated Interfaces to be provided under this Agreement are listed in the Interface Listing Exhibit. The Contractor must configure the ICMS/VisiFL0W applications to accommodate the Interfaces. The Contractor must also provide and configure a middleware to develop the Interfaces. The Contractor shall assist the Project Manager in mapping the ICMS data fields to external applications. The Contractor is not responsible for programming or operational changes in external applications. The City shall own all interface logic or programming that is developed during the project and is not included in licensed software. Middleware This 6 section provides further description regarding the Contractor's interface middleware solution,called the'RAM Server," The RAM Server shall provide the primary mechanism for exchanging data between the 1CMS and external applications, The RAM Server shall act as a communication middleware by providing message queuing..data tranisformation,and the execution of C OM objects. It will also provide data management services by transporting data between OD BC data sources,with field mapping and data look-ups, So -7 1CMS Integration The Contractor is responsible for full integration and interoperability of the 1CMS/VisiFLOW Hardware and Software components. The City shall on all integration logic or programming that is developed during the project and is not included in licensed software, ,111)C,/I '5L�-L"'Z004 8;214 AM Statement of Work Exhibit 2 of I I City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract SOW2-0 Site Surveys Upon completion of the Inception phase(SOW 2-()'the Contractor shall visit all sites that will house server infrastructure. During these visits the Contractor sbu|| determine the installation requirements for l[MS/VioiFLOW components to be installed and the suitability ofthe facilities and infrastructure of the sites to house the ICMSNisiFLOW and associated equipment.-The Contractor shall compile the findings of these examinations and submit them to the Project Manager. The City will provide physical plant e|ec�ica| facilities rcpo�provided by the Contractor. S(}W%-9 Server Installation The City will instu|L configure,test and commission all server equipment and infrastructure required to support the lCMS/V(siFLO\Y as listed in Project Work P(uo Exhibit and Tusk Deliverables Exhibit. The City will provide the physical plant,c|eotr<co|and network facilities as well as the SQL Server database management system,required operating systems, monitoring and backup software. SOW2-10 Worknradoo Requirements Table 8DW2-lO—Workstation Requirements Component Recommended minimum CPU Older existing Pentium Intel P4 equipment can be used, 1.5 GHz+ as long as it is 400 MHz+and meets the memory requirements Memory 256 MB+ 128 MB Disk Drive 20-40 G13 Minimum for 15000 RPM workstation vendor Assembly Desktop or mini- Desktop or mini-tower tower with integrated with integrated network network card card Keyboard,mouse, Keyboard,mouse, 17"' 17 monitor monitor I Operating Systems MS Windows 2000 MS Windows 98 or NT LNetwork Protocol T TCP/IP TCP/IP SOW2-11 Project Management The Contractor will maintain udctui(ed Project Work Plan of activities for its team and update the Project Work Plan on at least ubi-n/cek|ybasis, or as otherwise required, until Final Acceptance. Updates to the Project Work P\uo sbu}l" u|onor with progress reports, be forwarded to the Project Manager on u bi-weekly basis,or as otherwise required.The Contractor shall present the current status of the work at meeting in Fort Worth as reasonably required by the Director or the City's Project Manager until Final Acceptance. Progress report,shall include ucublc listing all delivery Mi|cacooco along with the originally scheduled date and the current tura-ct date and the explanation of changes to the date, SOW2-V2 Scanner,Pwtmt-of-Saleand Bar Code Reader Connections Tk�Conooctoraha(�cun��ur�undr�uc�b�oonnccdon�b�tweenthelC��8andeachoftbcCity'soconners. point-of-sale devices and bar code readers. SOW%-23 Data Conversion The Contractor shall participate actively in data conversion, The Contractor is responsible for mapping and loading the converted data into the ICMS and shall provide conversion scripts that will be used to convert data from a generic format tothe format used by the lCM8. 3%2�/2O04 8�24�� Statement of\9ork��b�bi� 3 of l City of Fort Worth Municipal Court Integrated Case and Electronic Document Dooum�n Management System Contract The Contractor sbuU also migrate current complaint text into the /CMS forms generation engine. This process involves the set up of documents and application tokens that allow for data to be merged into the document templates. The Contractor shall work actively with the City's conversion team to provide advice uu well oy hands oo assistance to the entire data conversion effort. Data Conversion Activity Description The following section provides further detail regarding the data conversion activities to be completed. Conversion StEge Zy Tasks. Strateay. Planning During the first step of the conversion process,the Contractor ubul| work with the Project possible data sources. Once this is established,the existing system must be broken into logical categories. Each system must be analyzed separately while continually addressing global decisions such as case number formats, system code requirements,and shared data integration. Initial onsbe meetings will establish u mutual understanding of the conversion strategy. Once all data sources are determined resource allocation will begin based on differing areas of expertise within the Courts. ` The Contractor shall utilize udediooted line in the data conversion process. This will allow multiple departments to work simultaneously. For instance the deployment department can maintain the upp|icatioo wbUcthe oonveoiondcpa�mcntperforms d�oanalysis. ^�separ��cd�ubose for conversion n/iUbe ` established in the Test/Development environment. Once connectivity and database setup has been verified the conversion department will be ready to receive the data extraction files in the required format. ' Data Tasks: Mapping,Data Cleansin2, Extraction.and Transformation The Contractor shall use a conversion data model in between the legacy data source and the 1CMS data model. The Contractor shall write the existing data into tables that correspond to the conversion data mode/. The Contractor shall develop detailed worksheets to outline the format ofthese files. The fi|co shall be ASCII text fi|esbuv(n��s�d ��n��hdutuuur�buu:m. �orin�toocu, ioth�cuocD/�,the case key will always be20bytes. The case key field is used to link all related files to the case. The majority of the time bio also used as the ouye number that will be displayed in the|CMS. The description field is optional and is only used if you would like the case number to display differently than the case key. Business rules may be provided to format the case key if desired,as opposed to populating the description. The case code field indicates what�pcof case each record is. This field is required and will always be 10 bytes. The action code ficN indicates what statute was used to initially file the case. This field is required and will m|vvaya be 20 bytes. The status code determines the current status of the case. This field is required and will always be 10 bytes, The file date io the date in which the case was filed. This field is required and will ulvvuysbo 8b}*em. /\nyoddidou"|data auributcud(xccdyassocimrdm'itbd»ecase file meadded to the end oftb�data fi\o as additional fidds. The number ofadditional fields that cun be provided is uulimitcd. Each new field will be added rodae,provided worksheet, including the length and a brief description. Once the case data file is complete, it will be placed on the database scrvera}ona with the other required extraction files()5 files) ina predetermined directory, Some extraction files may be excluded depending oo the apecificac(ous uf the existing legacy syutem. The Contractor shall load the data files into the conversion database and perform intensive data analysis on each data fi/e. This includes validating all codes, dates, financial figuroa, data integrity, Boolean values, namem. key constnzintu` phone numbers, height s` weights,drivers license numbers, missing data mtributcs proper code set up`and general data entry issues to name a few. In addition,the Contractor shall pertbr ' �cn�ru�izcddeoumcenari000m,ing. From+hia, the Cont��ursh�/\�cn�r��d��i��dr�pou� ind{�ubn� 3/2-/2O048:24AM Statement of Work Exhibit 4 of\l City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract patterns contained within the Courts' data that cause concern. The Contractor shall search for information violating intuitive logic. This includes but not limited to'arrest dates prior to offense dates, future arrest d�es, dop|ic�ecase numbers, docket cn�ydu�uprior to filing d�ca, ideoxkicucontaining middle names with no first name,and redundant data entry. Byidonifyiog these data exceptions,the Courts will beable to not only to migrate its iotbonauion' but also cleanse its data. These exceptions range from critical issues that must he roso|ved,to observations that the Courts may desire to address. The Project Manager and Contractor will mutually develop business rules to handle all o,iduol data issues in a manner that will not impact the Courts' daily business. The Contractor shall provide seamless migration of the data into the lCM8 and may utilize default data attributes and may create missing links between information. The Contractor shall provide an automated process for code set-up by developing o tool tied directly to the lCMS. The Contractor will use this tool to load in each lCM8 code table,and compare it to the corresponding omd� in |c�ooyoy�u:m. Ouo�the relationship is dctcrnmincd' the Contractor shall extract the data value,the number of times h occurs and the resolved lCM8code. This process graphically associates all uo-mappod codes to the appropriate |CM8code. The tool iy fully audited, with a variety of search criteria to make the process extremely efficient. The tool also provides ame000 for the Contractor to monitor progress and enforce data integrity. Once all rules and mappings are established,documentation will be generated to outline the decisions that the Project Manager and the Contractor have reached. This documentation will be used as a guideline throughout the conversion life cycle. Scrint Development Tasks: Error Checkina Scrints and Execution of Error Checking After the primary business rules have been established, data mapping is well underway, and the majority of the data exceptions have been addressed, the Con�uotorn'il| develop ycpar��esodptyfor each oft primary components of the lC��S. The Coo�aoto,"/il| use pL/S()Lscripting |un�ougcfor this S-- Server implementation. The Contractor,/i|| implement all necessary business logio' legacy rules,�—and data 8� mappings for the|� S established to this point. pc,fb,mmzoc will take the highest priority while developing the migration path. The Contractor and Project Manager shall audit all records to allow for control totals, and post implementation changes. These audits tie the legacy records\ou related |CM8 record via the keys. These keys are generated for many of the tables throughout the|CM8using sequences. Then the audit table will be used to maintain the data integrity and establish the relationships. Exception tables will be created in order to capture any data insertion cno,s'allowing any rcnooJ to be recoverable categorized by the reason the (nyc,dou failed. Throughout the process,the Contractor shall include redundancy ohcnky to cusu,o every piece of information is migrated appropriately. To process will continue until all established business to 9 ic and mappings have been implemented for each component. Mock Live Task.s.; Loading,Conversion Validation After scripting is completed,rhna implementing all rules and mappings established to this point,the Contractor shall perform a mock conversion, emulating live implementation. /\mp|c time will be provided during this process to review the data. The process shall coincide with the training schedule, thus allowing the users to learn with actual data scenarios, The result is the most efficient mechanism for identifying data issues, Rules and mappings will be solidified to handle all issues. Once agreed upon,the new rubsshall bc applied against the data, allowing for the Project Manager\o review these onc�agu{n. This process is iterative, until Approval of the mock live {yachicvcd Before live imp I t12,.menxoziou'tffie Contractor shall have performed a full data conversion at least twice, The Contractor shall establish perfbrmanoe benchmarks:data control totals, and formalized assumptions documents, The,benchmarks will allow the Contractor to create umpecific implementation schedule that coincides with the week of live imp\ementadon. Eucb,mmourcewi)/ be given specific duties, cobe accomplished within the guidelines of the benchmarks, 3/25/2004 8.214 AM Statement ofWork Exhibit� f�\ City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract Final Implementation Task: Final Loqding The Contractor shall hold a conference call during the week of live implementation to solidity all outstanding conversion items. This shall include reviewing all resource responsibilities,testing documents and time estimates for the conversion. The database backups will bc scheduled, and a final review ofthe database confieurations will be completed in order to alleviate any possible factors that could impede progress. Downtime will be scheduled for the Contractor to buud)u any vurieyofpossible issurs, providing reassurance that business will proceed as normal at live implementation. At the designated downtime,all data entry will cease on the legacy product in order to allow the City to perform the final data extract so the Contractor can place the information io the predetermined format. The benchmarks will allow the Contractor and the Project Manager to know how long the downtime needs to be. Once the data is placed onto the database server,the Contractor will perform an additional data scrub to ensure that the data quality has not changed. Transactional control totals, and balance sheets will be prepared for apost conversion cross-reference. Attbiepointdzeoc,ipmwil/ be executed ou the database server. Indexes and tri�gers will be disabled io order to optimize the performance uf the scripts. Indexes and trig�erevvi>}be restored once each script completes. This is critical since validation ucno^a tables is umce^sary ood will utilize the indexes. Once all scripts are complete,control totals and balance sheets will be cross-referenced against the statistics from the legacy extractions. Upon completion of the validation a complete back up will occur and the subsequent back op schedule re-eetab}(shed. The trainer and designated users will review the/CMS one last time prior to live implementation. The Contractor shall adequately address and resolve all conversion exceptions and errors,other than exceptions and errors related to the quality of the City's existing source data,uothe Project Manager's satisfaction before Live Implementation. Stabilization Task: Final Validation Once live implementation has been completed and approved,the stabilization period begins. This includes performance analysis and general clean up. The Contractor shall update table and index statistics toensure efficient data entry and retrieval. The Contractor shall address any data attributes that are missing or formatted incorrectly. Pending review of the documentation,the Project Manager and Contractor shall jointly determine appropriate resolution and the attributes will be fixed. SOW%-l4 Network Analysis Assistance The Contractor shall meet with the Project Manager during an initial network assessment to ensure the best possible network performance. This effort shall include- s Establishing the demand the system will place on the City's network nr^ouozou' and n Recommending any advantageous network upgrades. The Contractor shall also assist the pr��ootB�uougcr{ouu ongoing advisory role through Final/\coup�mce. S{)W2'15 Live Implementation Operations Support The Contractor shall provide su[ficinncon-site support during Live Implementation(as defined inthe Compensation Exhibit), Live Implementation operations support staff shall also conduct post implementation Workflow Review, The, Director shall ensure that all staff designated ms application power users,supervisors and administrators are available during Live Implementation and post implcmcntat-ionfor Workflow Review, SOW 3 —SOFTWARE and HARDWARE RECOMMENDATIONS SOW34 Backup Site Servers and Infrastructure Environment The Contractor shall assist in tr--stmb{iahing the process for the use of the disaster recovery equipment- in the event ofuumcoytrnphic fbi|uncnf the primary server environment or the site that hous'-sit, As part ofthe 3/2-5/2004 8:24 AM Statement oyWork Exhibit 6 of l City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract services associated with this task the Contractor shall provide a documented procedure to bring the ICMS/VisiFLOW applications up on the Backup Server infrastructure. This process will include any actions required for the user workstations to connect to and log into the backup server. Use of Software needed for the test,development, fail-over and training environments shall not count towards the City's license user limit. SOW3-2 Maximus Software The Contractor shall provide, deliver, install,configure and test all Maximus software. Included in the Maximus software is third party soft ware, such as Vista VisiFLOW software,that is resold by the Contractor. SOW3-3 Hardware Recommendations The Contractor shall provide hardware recommendations for a complete production environment as described in the Technical Requirements Exhibit. The Contractor shall provide hardware recommendations for a completely separate test and development environment as described in the Technical Requirements Exhibit. The Contractor shall provide hardware recommendations for a complete training environment as described in the Technical Requirements Exhibit. The Contractor shall provide hardware recommendations for high volume, low volume and flatbed scanners as determined in the Business Analysis portion of the project and utilizing the volumes and capacity detailed in the Technical Requirements Exhibit. The Contractor shall configure ure and test the scanners. These units shall be able to scan documents of various sizes from 3"by 5"up to 9.25 by 14 inches and various paper weights ranging from NCR paper to 40 pound bond paper at a minimum rate of 50 pages per minute. The Contractor shall provide hardware recommendations for cash drawers and receipt printers as determined in the Business Analysis portion of the project and utilizing the volumes and capacity detailed in the Technical Requirements Exhibit. The Contractor shall configure and test the cash drawers and receipt printers. The Contractor shall provide hardware recommendations for keyboard integrated credit card scanners and stand alone credit card scanners as determined in the Business Analysis portion of the project and utilizing the volumes and capacity detailed in the Technical Requirements Exhibit. The Contractor shall configure and test the credit card scanners. The Contractor shall provide hardware recommendations for digital signature pads as determined in the Business Analysis portion of the project and utilizing the volumes and capacity detailed in the Technical Requirements Exhibit, The Contractor shall configure and test the digital signature pads, The Contractor shall provide hardware recommendations for bar code readers and printers as determined in the Business Analysis portion of the project and utilizing the volumes and capacity detailed in the TechniC61al Requirements Exhibit® The Contractor shall configure and test the bar code readers and printers, tt SOW 4 TESTING SOW44 1CMS Testing The Contractor shall perform testing of the 1CMS/VisIFLOW applications as configured for the GO,,% The purpose of the testing will be to con-f1hrm the la-Z.,2ration of all ICIMS'Visi" OW components, assess the C-onfiguration,and iden tif� issues to ble reso red, This testing shall be conducted on'ffip-bra nin /'1004 8`)4 AM Statement of Work Exhibit S41 7 of l I City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract environment prior to the commencement of Integration Testing(SOW 4-2). The Contractor shall develop and submit o testing plan for Approval by the Project Manager at leas 10 weeks prior to commencing the testing. The testing shall also include load testing that confirms satisfactory operation with the number of concurrent/iocnocs purchased for 1CM8 and ViaiFLOW simulated. In addition to the testing proposed by the Contractor,the Project Manager will develop Test Scripts that must be successfully run bythe Contractor as part of the Unit Testing. All test cases will (uc|odc expected results. All test results will be documented by the designated tester and provided to the City Project manager. SOW4-2 Integration (Interface)Testing The Project Momuger,/i|/ conduot|otogrotiooTcutiog`oupportedbydheCootroctor. Thctcst(ng sbo|/ be conducted on both the Production and Training environment prior to the commencement of training o,User Acceptance Testing(SOW 4-3). Once operation is confirmed on the Training environment the balance of Integration Testing will occur on the Production environment. The testing shall exercise all integration points and Interfaces. This testing shall also include all reports, Dz,mo`and customized iou:rtaoco developed br the Coo�uotor. The Coo�octor`sp,(maryresponsibilities during this testing will bcvcrif�iogoperation of the |C��Spo�ionof all Interfaces and rcpcut(n�tbosystem load test on the Produodooenvironment`vbb uUInterfaces active. SOW4-3 User Acceptance Testing User Acceptance Tostin�shaUbccouduo�dfbUow{o�tb�l�r�roion Testing(SDX/4-2)onthe Production environment. The u:st{o�n | botcpr(mary :sp000ib{|{tyof the City,but the Con�ucuorshall have personnel available throughout the testing to address deficiencies and operational (osuco that arise. The City will develop user acceptance test scripts that reflect the workflow as outlined in the Design Document and refined during training and buo(ocso process re-engineering. The Contractor will assist the City io the script development and (n confirming the fioa)000figureui000f the|CB48. SOW 5—TRAINING SOW54 General Training Philosophy The Contractor shall develop and conduct all |CM8/Y{siFLDW training, including training on all lCMS/VisiFLD\y components. Train the trainer courses will not be used to train users for inh{u| system startup. For each class ofupto l0 people,the contractor shall provide one trainer. The trainer shall be proficient in the 1CM8N{siFL0W Hardware and Software components on which they are providing training. The Director may provide uCouns supervisor in each class to oso{ut in answering policy issues. The Director will provide training rooms with furniture and network connection to the training server location. The City is responsible for providing computers and the local area network for the training rooms. The Contractor will advise the Director on the configuration of the training rooms. The Director will designate between 2 and 10 personnel that will become staff trainers following Final Acceptance of the ICMS.."VisiFLOW. These City personnel will work with the Contractor to provide input into the operational aspects of the training materials and will be/he primary reviewers of the training materials. These City personnel will also sit in the courses as instructor trainees to develop an understanding for how the material should bodelivered. SOW5-2 User Training The Contractor shall develop and dt:fliveroprimary usmrtra}n/n course for uptu 196 users. Two classes May be conducted simultaneously in }U person classrooms, The curriculum must besufficicntroallow users with a basic understanding of the Courts' business to become proficient in all ICMS'VisiFLOW Hardware and Software components which t hey use co conduct doy-/o-doyucdvides(excluding standard desktop upen�ingsystems and applications( on� e.g., \Viodovvs. Microsoft Office). The City may train some users on /ino/ccd lCMS application functionality, SOW5-3 Supervisor and Administrator Training The Contractor shu/|develop and conduct anruining Course suitable f-or superv/som and administrators This course should be supplemental to the basic user courses and should contain an ov�rvievv of the 3/2_5/20848:24 A N4 Statement of Work Exhibit 8 of>l City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract lCMS/VisiF0W applications and the functions combinincr and correcting—�entries and re cord s and approval 7rocesses`developing reports and forms)that are normally left to supervisors. The curriculum must be sufficient to allow supervisors and administrators to become proficient in all lCM3VisiFLOy Hardware and Software components,which th��c�� ~ to' ' �vkicy��i��d� deo�opopc�tiu�s sondupp|icutioos( . Reports training. m �, Y , � '. sincludes Crystal SOW 4JodgmmTraintng The Contractor shall develop and deliver utraining course for Judges. The curriculum must busuffioieotto allow Judges to become proficient in all lCM8/ViuiFL(}W Hardware and Software compooerxu ,/bicb they use to conduct day'to-doyacdvd(es(excluding standard dem�opoperating systems and ap°liootiouy (e.g.,, �Vindo`vy.Microsoft Office), � SOW5-5 IlF Administrator Training The Contractor shall develop and deliver a traininor course for IT system administrators and database administrators to properly maintain the lCM8/YisiFLDW Hardware and Software. The curriculum must be sufficient to u/\on'IT administrators to become proficient in all lCMS/VisiFLDYV Burdv'u,e and Software components, vvbioh they use to conduct day-to-day activities(excluding standard desktop operating systems and applications(e.g.. Windows, Microsoft Office). This includes Crystal Reports training. SOW 6—DOCUMENTATION SY}W6-1 General Documentation The Contractor shall provide complete Documentation for all Maximus and resold software components provided to the City as part ofthis Agreement. SY}W6-2 General Systems Documentation The Contractor shall provide all general system documentation in CD format, The Project Manager may print and use copies from the CD format as needed. SY}W6-3 User Documentation The Contractor ybaU provide all user documentation in an electronic format simultaneously accessible to all users inthe City of Fort Worth. The documentation must be sufficiently detailed and complete so that a computer literate user, knowledgeable ofthe Courts' business process, could use itto learn all functions of the lCMSNisiFLOW Hardware and Software. SOW6-4 Training Documentation The Contractor shall provide the Project Manager*ith on editable electronic version of the trainin�manual yo that it can be updated and printed for employee training. This manual ��l include uqoick reference section that users may reference on on ongoing busio. The manual ahu}/also include training excroiacs examples of functions, and instructions for basic operation of the lC��S/VisiFLOYV Hardware and ` Software, The City shall own and be entitled to the use of all Training Documentation developed for the Cic�undcrtbe Agreement, SOW6-5 Technical Documentation The Contractor shall provide electronic versions of all Hardware and Software technical documentation, This documentation should include, but not bc limited to,the following: � System and database administration procedures � Technical support procedures � Database schema ° ]otctyotion pmgramminampec/fivax(ona " Customization specifications 3/2-5/2004 8-24AN4 Statement of Work Exhibit Yofl/ City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract Z-1 • Interface specifications • Report specifications ■ Security profiles • Backup and recovery procedures SOW 7-SHARED RESPONSIBILITIES The following table provides a high-level summary of ICMS project responsibilities as delineated between the Director,Ci 's Project Mana er, Maximus Contractor, and PSC Contractor. he Director,(_�' 's Project Mana er' Maximus [S=s Le end I — Definition S=Sicayn-off Responsible for confirming completion of work,or deliverable,through the use of the approval form in the Sample Approval Form Exhibit -P=Perform .................... Responsible for execution of the work of A=Accountable Responsible for verifying work performance,or co................. mpletion,according to requirements and work quality -Hnput Required Responsible for providing feedback on work performed or action required R=Review Required Responsible for acknowledging existence of work deliverable or work effort, A.— Table SOW 8—Shared Responsibilities .............. Maximus Court PSC Activity .......... Contractor Executive city PM Contractor ... ....... usiness Process Been gineering&Redesign Identify required process changes .......... through requirements definition S,A,P S,A 1,R 1,R I.R workshops Acceptance of process and business ,R S A,P 1 ....... rules ,R R Implement process changes 1,R S,A, I,R P S, 1,R Change Management Program --- 1,R S,1,R S,A,P .............. R Developmentoff CMS Test Scripts ......... ........... Unit test scripts S,A,P S1 1,R S,A,1,R 1,R ........... ................. Integration test scripts L R S. R '77 7 Integration Testing .......... 7777 77 ........... Unit testing S- .P S, I,I S, I,R 1 ............ ,R Integration testing Al I, R, S.I.R,P S A,P R i oh o A User Acceptance Testin I.R, S,A.P S,1,R I.R Cutover Strategy/Plan .................. P,All 1,R S,A S. I ............. _4 ; �R 1,R Data Conversion S,A,P S; R A Development of 1"terraces on Legacy i; 1* 1,Rl� 1�R�,A Systems S,A,P S� L R S, 1.R 1,R D��e veto Ment of RMS Interfaces R, S, 11 R S,1, R S,A Networkin Facilities 1dC_nt1f-,y Network Upgrade ,1,P Requirements R P, A I 1 1,R Implementing Reciuirernents R R,S 1x P I�R .............. Ph scalp i lan & Electrical Services z 8 777777 z....................... Develop requirements R I R ........................ Implement nequire.-inents R R Reports& Forms _Q S,A, P "I Z, 3"_4,5,1',2004 8:24 AM Statement of Work Exhibit 0 o City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract ................. ............. ................... .... Maximus Court PSC Activity . .................... Contractor Executive..................................................C..4Y PM Contractor............. am Management Office 7 7o Leeend Definition ....................... ................. 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U 011 TZ Elm LWL 'kn to LL CIO 4) 0 CNN 0 VD co 0 T) ell U- CM 1,17 CC) K- CK3 ca), CD Tr- c cy f) EXHIBIT L REQUIREMENTS LISTING Section G of the Maximus Response to the City of Fort Worth's Proposal for the Document Management System and Court Case Management System (RFP# 0002- 01 79 is hereby incorporated, in its entirety, into this Agreement for all purposes herein. City of Fort Worth Municipal Court Integrated Case and Electronic Document Management System Contract Exhibit "M" Approval Form Services Delivered.- Milestone Ref. 4: Milestone Name: Unit Testing Completion Date: Milestone Target Completion Date. Milestone Actual Completion Date: Approval Date: Comments if needed): Approved by Contractor. Approved by Director: Signature: Signature: Printed Name: Printed Name: Title: Title: Date-, Date: For Director Use Only I Contracted Payment Amount: Adjustments, including penalties: Approved Payment Amount: � V25'1004 Sample Approval Form Exhibit I of I Z_ '0 If", FYI 01 Wn (Ccw.> P-% rvi c) cS 5 45 1 0 C) 0 C> 10=> NI C M, Ln' 01 U11 rsj C( M, T-4 1.n C) V111 (D 51 '0 Ln r-s' C5 'KI IIIIII, M., %, 'III 61 Ci Irsi "I IV- ILn v- Ln LA 1- Ln� 0 Ul� MI , NN M W� A^ Art i2f� *A1, *6 Aft, to, 4A W QI CD C> 0 C) 0 0, 0 0� (D C) V) Vj L11 LV) �Lr) U) U) U) V1 LA V) LA it) VQ V-4 114 01 co C) Ln 06 A IN 0 C0 0 U) C� U1 0 0 1' 44, 4% 1111 (D C) C1 NI C) M, C> C� Ix n C> L kni: m u)( rn M 01 Itn r1I %D 01 Ln' AA rI M A6% A6 V9� *01� 401 �2 f LWI 7j- W M W 7N Of 6 Aj tl 14 Lul- QJ *AI ct, SE rvbl -7' W1 B," cu 8 E, :4 4) CU 10, CZ cu lz$ 5b E 4s LLI M, 80 cau, Ira r I c c vi owl UP), 11-5 E cu U S "13 lZa" Co: IM, "' o I N' c 11 1 I. wm� it .42 Cc! :3 L UM 1 10 Cft I ") �'z 18 L: OF' m; IS LL. rlP ivy Lu LE co 8 di I 11�t p" LL' 'u E 'NON..Ln 0 wj�IV Ln, EE IX lu ".' u' E cu UJ, M Qu M Cuj 0 0 mi CL tf U ILL CL 0! :5 51 Cps It! 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U. 0 ICII. 0 c *Vxft (n 1: Cn CL m M CL 10 0 tv Exhibit "P" Drug Policy It is the policy of the City of Fort Worth to maintain a safe work environment conducive to effective city government operations. All personnel, equipment and operating practices are required to be consistent with the highest standards of health and safety. The presence of alcohol and drugs in the workplace and/or the abuse of alcohol or drugs by employees is inconsistent with effective government. The City of Fort Worth is committed to having a drug-free workplace. The possession and/or consumption of illegal drugs by employees at the workplace, and being at the workplace while under the influence of such drugs is prohibited and will result in severe disciplinary action. In addition to the City's commitment to have a drug-free workplace, the Omnibus Drug Initiative Act of 1988 requires recipients of federal contracts over $25,000 and all grantees to certify that they maintain a drug-free workplace. Exhibit "R" city of,Fort Worth Purchasing Request for Waiver W of MBZ/WBE S ubcont� 9 Document-Mont MURjgjRgLg2jjrt Case M imt SysLem XX R : PROJECT NAME,: (Please check the appmpriat tax) i'to d 0002-0179 _iLLIZ2002 M / un 440 BID/PROJECT NO. ESTIMATED BID/PROPOSAL DATE NIGP CODE Of appheab e Attach your mpg list) VIRGIE WADE 6610 0512 2002 BUYER SIGNATURE EXTENSION DATE ... If the cox tra.c#ng/managing department and the Manager are in conflict over the granting of a waiver, either may appeal to`the City Manager, or designee, whose decision is final. maw PURIM, C Ap „ l+ abib 'Rea no p� �lic ': , �t�e�Bern est "bch re ��es the, ooa or s'erlces o be ,r6h e off"; s or �� is from, source s� where,subcontracting g o "su-ppler op _ rtunfis or� They appl lioa, n of the pro al'o ms of this ordinance ,ill imxpoae an economic ask on, the Clity for unduly de� + ' s�6 o° ��e, � �s or ser ces o`� , Other i t " t s + ro t qmeet r the, " u of t e ", r � '60 "E, n t , , v y I gyp, en 7,, the 0 " form�-.�,'i ' ;: ➢Pr„� Y, M,'�” .ro;'F:,o® (. ,; �` +,.. I • ,.. q i in i„ 'V; % ',a� 4 , r a �I,(r ro u 4�,f A �,� z 4 + I" 04" R. � I n i s Hi SI v' i d '4"* uity of Fort fVort , Texas *1 0 Un A 0 Ir $I"di ou"" C, leation IYD .................. DATE REFERENCE NUMBER LOG NAME PAGE 1/28/03 38COURT 1 of 2 C-1�� ! SUBJECT AUTHORIZATION TO EXECUTE AN AGREEMENT FOR THE PURCHASE OF A CASE MANAGEMENT AND ELECTRONIC DOCUMENT MANAGEMENT SYSTEM FOR MUNICIPAL COURT AND APPROPRIATION OF FUNDING FOR PHASE I OF IMPLEMENTATION RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager to negotiate and execute an agreement for the purchase of a case management and electronic document management system for Municipal Court for an amount not to exceed $2.8 million; and 2. Authorize the City Manager to enter into Phase I of the case management and electronic document management system agreement for an amount not to exceed $1,380,000; and 3. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations by $1,080,000 in the Special Trust Fund from available funds to fund Phase I of the implementation of these systems. DISCUSS.-I 0 N.: The Fort Worth Municipal Court has been reviewing the implementation of a case management and an electronic document management system to enhance court operations. The department proposes implementation of a case management system and an electronic management system as proposed by MAXIMUS. The recommended systems will allow Municipal Court to move toward a paperless court environment. Specifically, the document management system will result in reduced document storage costs and improved universal document access while maintaining the necessary security and statutory requirements. The enhanced technology is expected to result in further streamlining of court i operations, enhanced customer service, and a reduction in computer-related operating costs. FE Implementation of the recommended systems will occur over a 24-month period commencing upon execution of the agreement. Funding for the purchase and implementation of these S ysterns will be provided primarily from the Special Trust Fund Municipal Court Technology Fund. Revenue collected in 1 this fund is derived from a $4 technology fee assessed on defendants convicts d of a misdemeanor offense in Municipal Court. Legislation that allowed Municipal Court to assess the technology fee became effective September 1, 1999, and expires September 1, 2005. Initial funding of Phase I is currently available in the Municipal Court Technology Fund. Revenue will continue to be collected for deposit into the Special Trust Fund Municipal Court Technology Fund as authorized by state law and will be used to fund the second phase of this project. Appropriation of the funds will be requested at the appropriate time. $300,000 was previously appropriated to create the Technology Fund, but has not been spent. 4"*1 u of Fort Worth, Texas C C1* C I Ica un* tion 1 DATE j REIFERENCE NUMBER LOG NAME # PAGE 1/28/03 38COURT C-1 -9450 2 of 2 SUBJECT AUTHORIZATION TO"EXEC UTE AN AGREEMENT FOR THE PURCHASE OF A CASE MANAGEMENT AND ELECTRONIC DOCUMENT MANAGEMENT SYSTEM FOR MUNICIPAL COURT AND APPROPRIATION OF FUNDING FOR PHASE I OF IMPLEMENTATION .................. The Purchasing Division issued a Request for Proposal (RI P) to solicit document and case management proposals. Based on vendor presentations during the demonstration process, the 1 Municipal Court Technology Task Team selected MAXIMUS. 1 BID ADVERTISEMENT - The Purchasing Division solicited p roposals from vendors from the purchasing system database. Twelve responses were received. MAXIMS was selected as the top vendor by the Municipal Court Technology Task Team. FISCAL IN FORMATI ON/CE RTI FI CATION: The Finance Director certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the current operating budget, as appropriated, of the Special Trust Fund, Municipal Court Technology project. LW:k Submitted for Cityyr Manager's F U!N,D 1 ACCOUNT CENTER AMOUNT CITY SECRETARY I Office bv-. (10) 431038 1' 038530-010000 $1,0 50 80 3)FE72 000,1 -83 1 3) FE72 541 �O3 8�53 5�01 Libby Waitson 6� 32 Originating Department Read: Elsa Panlagua 6711 -------------------- Additional Information Contact.- onnie Munoz 67