HomeMy WebLinkAboutContract 58539 CSC No.58539
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EXHIBIT H
ASG Technologies Group, Inc., a Rocket Company("ASG") and City of Fort Worth ("Client") agree that this Exhibit H
is an integral part of the License Agreement dated March 28, 1994 (the "SLA"), but only insofar as it relates to the
Licensed Product(s) referenced on this Exhibit(together, the"Agreement"). In the event the provisions of this Exhibit
are inconsistent with the provisions of the SLA, the provisions of this Exhibit will govern the usage of the Licensed
Product(s)referenced on this Exhibit.All other terms and conditions of the SLA are confirmed and ratified and remain
in full force and effect.
LICENSE TYPE:
Subscription License
The"Licensed Product(s)"consist of the Original Licensed Product(s)listed below;forthe avoidance of doubt,
the "Licensed Product(s)" are subject to the license type(s), and associated license quantity(ies)set forth in
this Product Schedule.
EXHIBIT EFFECTIVE DATE:
November 21,2022
ORIGINAL LICENSED PRODUCT(S):
November 21,2001 (Originally licensed as a Term License through Mobius Management Systems, Inc.)
One(1)Production Server
ASG-DocumentDirect®for the Internet-NT—1 Server
ASG-DocumentDirect®for the Intemet-NT-Network Server Access—50 Sessions
ASG-DocumentDirect®for the Internet-NT-PCL—50 Sessions
ASG-DocumentDirect®for the Internet-NT-PDF/PS—50 Sessions
June 30,2009(Originally licensed as a Term License through ASG)
One(1)Production Server
Mobius®-Windows—1 Server
Mobius®-Windows-Advanced Laser Printing—1 Server
Mobius®-Windows-Network Server Access—50 Sessions
Mobius®-Windows-Packet Production—1 Server
Mobius®-Windows-PCL—1 Server
Mobius®-Windows-Post Script(PS)—1 Server
Client has elected to migrate from the ASG-DocumentDirect®for the Internet-NT Licensed Products to the following
Licensed Products:
Mobius ViewT11 Windows—1 Server
Mobius ViewT11 Windows—Annotations—50 Sessions
Mobius ViewT11 Windows-Capture—1 Server
Mobius ViewT11 Windows-Data Miner—50 Sessions
Mobius ViewT11 Windows-Open Systems Repository Access—50 Sessions
Mobius ViewTM Windows—PCL—50 Sessions
Mobius ViewTM Windows—PDF—50 Sessions
Mobius ViewT11 Windows-Post Script(PS)—50 Sessions
Mobius ViewT11 Windows—Viewer—1 Server
Client may continue to use the ASG-DocumentDirect®for the Intemet-NT Licensed Products through February 20,
2023.As of February 21,2023,the right to use the ASG-DocumentDirect®for the Intemet-NT Licensed Products shall
expire and the right to use any of these Licensed Products shall be terminated and Client shall abide by the termination
provisions of the Agreement.
OFFICIAL RECORD
PROPRIETARY INFORMATION CITY SECRETARY
Not for use or disclosure outside
ASO TECHNOLOGIES GROUP,INC.AND CLIENT FT.WORTH,TX
Except under written agreement
CT
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PS 7-1-2020
ASG TECHNOLOGIES GROUP, INC.
EXHIBIT H
PAGE 2OF5
Effective February 21,2023 Client will be licensed for the following configuration:
One(1)Production Server
Mobius®-Windows—1 Server
Mobius®-Windows-Advanced Laser Printing—1 Server
Mobius®-Windows-Network Server Access—50 Sessions
Mobius®-Windows-Packet Production—1 Server
Mobius®-Windows-PCL—1 Server
Mobius®-Windows-Post Script(PS)—1 Server
One(1)Production Server
Mobius ViewT11 Windows—1 Server
Mobius ViewT11 Windows—Annotations—50 Sessions
Mobius ViewT11 Windows-Capture—1 Server
Mobius ViewTA1 Windows-Data Miner—50 Sessions
Mobius ViewTA°Windows-Open Systems Repository Access—50 Sessions
Mobius ViewTA°Windows—PCL—50 Sessions
Mobius ViewT11 Windows—PDF—50 Sessions
Mobius ViewT11 Windows-Post Script(PS)—50 Sessions
Mobius ViewT11 Windows—Viewer—1 Server
DESIGNATED EQUIPMENT/SERIAL NUMBER(S):
Not Applicable
DESIGNATED INSTALLATION LOCATION:
200 Texas Street
Fort Worth,Texas 76102
ASG ASSIGNED SITE ID:
144000802
LICENSE DESCRIPTION:
Client is hereby granted the right to utilize the Licensed Product(s)for a period commencing November 21,2022 through
November 20,2024.
LICENSE DEFINITIONS:
A "Server" is a discrete instance of a networked computer running a specific operating system at the Designated
Installation Location on which Client has installed and/or runs the Licensed Product(s). A Server may be a physical
machine or a virtual machine. Except as otherwise expressly provided in this Agreement, each machine, whether
physical or virtual, requires its own Server license, regardless of the machine's function, such function which may
include, but shall not be limited to, production, pre-production, test, quality assurance, development, failover, backup
or disaster recovery, high or continuous availability, etc. If Client permanently uninstalls the Licensed Product(s)from
a given machine,Client may reassign that Server license to another machine at the Designated Installation Location(s),
but no more frequently than once every thirty(30)days.
A "Session" is a logical connection between the Licensed Product(s)' Repository and an end-user interface/ batch
process/programmatic interface/etc.Client is required to i)record all Session activity in the log files maintained by the
Licensed Product(s)and ii)store each log file for a minimum of twelve (12)months after its creation date. Only those
connections related to archive retrieval shall be considered a Session for license counting purposes; for example,
connections created by index or topic searches shall not be counted against Client's license entitlement.The duration
of each Session shall be defined as the period of time between the opening of a unique archive through the end of the
Session timeout period—such timeout period being configurable by Client within the Licensed Product(s). If a single
PROPRIETARY INFORMATION
Not for use or disclosure outside
ASG TECHNOLOGIES GROUP,INC.AND CLIENT
Except under written agreement
CT
PS
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ASG TECHNOLOGIES GROUP, INC.
EXHIBIT H
PAGE 3OF5
end user/ batch process/ programmatic interface/ etc. establishes multiple connections to multiple archives, each
connection is counted as a separate Session. The peak Session count required to be licensed is the highest total
number of open connections in any given minute.
LICENSE ENTITLEMENT INCREASES: NON-MAINFRAME LICENSED PRODUCTS:
Client shall provide ASG with prior written notice of any actual or intended increase in the peak usage/quantity/number
of the licenses for any of the above Licensed Product(s)beyond its current license entitlement.Client shall then license
and pay for the increase in license count ("Additional Subscription Fee"). The Additional Subscription Fee shall be
payable at the time of the increase, prorated through the end of the current subscription period, and shall be due for
each subscription period thereafter for which the Client elects to renew the subscription license.
BUSINESS CONTINUITY("BC")LICENSING:
A Disaster Event is defined as both i) unplanned by Client and ii)outside of Client's control—e.g.,act of God,act of war,
riot,epidemic,fire,natural disaster,act of government,strike or lockout,or a failure of communication line or power supply.
For the avoidance of doubt, any operational failure of the Designated Equipment—or its connected systems—does not
constitute a Disaster Event.
Client may make a reasonable number of non-executable backup copies of the Licensed Product(s) to a storage
location(s)from which said backup copies could never be run, (e.g., a tape backup).A backup copy may permanently
replace the original copy of the Licensed Product(s)provided that such original copy is permanently unusable due to
damage,destruction,or a Disaster Event; in such a case, use of a backup copy would be governed by the same terms
and conditions set forth in the Agreement that apply to the Licensed Product(s). For the duration of this Agreement,
Client is also authorized to utilize the Licensed Product(s)on disaster recovery equipment at a disaster recovery location
at such time that the designated equipment becomes temporarily inoperable due to a Disaster Event and until operable
status is restored to the Designated Equipment.Client may only install—including but not limited to via a manual process,
an automated copying routine,replication,or mirroring—the Licensed Product(s)on the disaster recovery equipment after
a Disaster Event has occurred that renders the Designated Equipment inoperable, and must completely de-install the
Licensed Product(s)from the disaster recovery equipment once the Designated Equipment is restored to operation.Client
may not use the Licensed Product(s)for any disaster recovery testing whatsoever.Upon notice to ASG,ASG shall provide
temporary license keys for the Licensed Product(s)to run on the disaster recovery equipment only at the time of a Disaster
Event.All rights and limitations that apply to the Licensed Product(s)apply during disaster recovery processing.
MAINTENANCE AND SUPPORT:
Client has elected to subscribe to ASG's Enhanced Support and Maintenance Services (everywhere in this Product
Schedule, "Maintenance"). Specific details of this offering can be found in the ASG Support&Maintenance Services
Agreement("Support&Maintenance Services Agreement")at httos://www.asg.com/CustomerSupportAgreement.The
Support & Maintenance Services Agreement is hereby incorporated by reference and made an integral part of this
Agreement. At ASG's discretion, the Support & Maintenance Services Agreement may be augmented by ASG from
time to time.
Provided the Annual Maintenance Fees have been paid, but only during the period covered by such Maintenance,ASG
shall provide Client with all enhancements, improvements, and updates to the Licensed Product(s)which ASG similarly
provides or offers to provide to its other Clients who have elected to subscribe to Maintenance.ASG will attempt to correct
any material errors or malfunctions or other nonconformities in the Licensed Product(s)for the duration of this Agreement,
provided Client's system,under which the Licensed Product(s)are licensed,and an authorized Client employee,are made
readily available to ASG to assist in the diagnosis of the nonconformity. If Client notifies ASG of an error or malfunction
which,after investigation by ASG and Client,is determined to have been caused by i)an enhancement not made by ASG
or a third-party acting on behalf of ASG or ii)incorrect data or procedures used by Client without ASG's consent, ASG
may charge Client at ASG's rates then in effect, for all services rendered and costs incurred by ASG in investigating or
remedying such non-conformity.All requests for Maintenance shall provide details sufficient to diagnose or reproduce said
failure.With respect to the foregoing,any modification or attempted modification of the Licensed Product(s)by Client not
in accordance with the user Documentation supplied by ASG,or any failure by Client to implement the current release of
the Licensed Product(s) or the release immediately preceding the current release within six (6) months of the current
release's availability shall void the obligations of ASG under this section unless Client has obtained prior written
PROPRIETARY INFORMATION
Not for use or disclosure outside
ASG TECHNOLOGIES GROUP,INC.AND CLIENT
Except under written agreement
CT
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ASG TECHNOLOGIES GROUP, INC.
EXHIBIT H
PAGE 4OF5
authorization from ASG permitting such modification,attempted modifications or failure to implement. For the avoidance
of doubt,unless otherwise stated in this Exhibit,only those Client employees authorized to utilize the Licensed Product(s)
under this Exhibit may access ASG Maintenance.
ADDITIONAL TERMS AND CONDITIONS:
Client hereby acknowledges receipt of the above Licensed Product(s).
"Use" or "utilization" of a Licensed Product shall include but not be limited to i) downloading, installing, or copying—
including by replication—any portion of the Licensed Product—including updates,patches,fixes,etc.—Onto any computer,
storage media,or electronic device ii)creating, processing,or modifying any form of code,data, information,or workload
with the Licensed Product, iii)accessing the Licensed Product in any way even if indirectly or remotely through another
application, interface, portal, or any other technology, iv)obtaining from ASG or applying license keys for the Licensed
Product, v)accessing ASG Maintenance related to the Licensed Product, or vi) managing or maintaining the Licensed
Product on the Designated Equipment.
Client agrees to collaborate with ASG in an Operational Analysis (formerly known as a "Health Check") at ASG's
request, not more than annually for the duration of this Agreement,and a minimum of at least one time six(6)months
in advance of the expiration of any Term license granted herein. The Operational Analysis will be conducted by an ASG
Field Engineer, free of charge, at Client's location(s), at a day(s)/time(s) mutually agreed upon by both parties. The
Operational Analysis shall include but may not be limited to i)running an ASG-provided query(ies)that reports utilization
metrics that will highlight what is in the system,who is using it, and how performance may be improved, ii)interactive
dialogue with Client's authorized users, and iii) a detailed report from ASG summarizing results of i and ii along with
recommendations for improvement and implementation of best practices.
Certain Licensed Product(s) include, among other copyrighted intellectual property, proprietary file formats g., the
Document Archive File ("DAF") format included with ASG's content management software. Client may only access
data/information/files stored in these proprietary formats via a valid license for the Licensed Product(s)itself. Accessing
data/information/files stored in these proprietary formats via any other method,or allowing another party to do so,is strictly
prohibited. For avoidance of doubt,Client may only convert data stored in an ASG proprietary format using the Licensed
Product(s)itself.
Notwithstanding anything in the Agreement to the contrary, ASG warrants that at the time of delivery of the Mobius
ViewTM Windows Licensed Product(s) and for a period of ninety (90) days thereafter, the Licensed Product(s) will
function in substantial accordance with the applicable ASG documentation.
The Licensed Product(s)shall be governed by this Exhibit H and this Agreement,and any prior product schedule(s)or
agreement(s)relating thereto are hereby superseded and replaced.
Client shall have the right to use the Licensed Product(s)solely for its own internal use and benefit and for the benefit of
Client's parent company,or any subsidiary,affiliate,company,partnership,or other entity controlling or controlled by Client,
or under common control by Client. For purposes of this paragraph, "control" shall be defined as fifty percent (50%) or
greater ownership. Except as otherwise expressly provided in this Product Schedule, Client shall not copy, transfer,
sublease,assign or deliver Licensed Product(s)to other equipment,another location,or another company—including but
not limited to as a consequence of merger,acquisition,divestiture,change of ownership,or change of control—or provide
or otherwise make Licensed Product(s)available to anyone other than Client's employees or do processing for the benefit
of any entity other than as stated above(each,an"Expanded Usage Right")unless Client shall have obtained ASG's prior
written consent and paid the applicable fees which shall be calculated as fifty percent (50%) of ASG's then-current list
price(with no discounts applied)for the Licensed Product(s)for each Expanded Usage Right. An Expanded Usage Right
must be purchased for the entire quantity of the Licensed Product(s). Contractors, consultants, customers, outsourcing
firms, and all such similar third parties are specifically excluded from the scope of Client's employees; temporary
employees that are individually hired and paid directly by Client, however, shall be included in the scope of Client's
employees.
For purposes under this Agreement, ASG will process so-called business contact information of Client's employees.
Business contact information consists of the first and last name,the title or job function, and business contact phone
numbers and an email address where Client's employees can be reached. ASG will treat all Client's business contact
personal information in accordance with its privacy policy found on its website at: https://www.asa.com/en/Pdvacy-
,'olicies-and-Statements/Privacy-Pol icy.aspx
PROPRIETARY INFORMATION
Not for use or disclosure outside
ASG TECHNOLOGIES GROUP,INC.AND CLIENT
Except under written agreement
CT
PS
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ASG TECHNOLOGIES GROUP, INC.
EXHIBIT H
PAGE 5OF5
During the term of this Agreement, Client hereby agrees to serve as a reference for the Licensed Product(s)at times
to be mutually agreed upon.Such references will be limited to no more than two(2)per calendar quarter and may,as
mutually agreed upon,include activities such as(i)reference calls with or hosting of a site visit with mutually acceptable
prospects; (ii)a published"success story"describing the successful partnership with ASG no later than sixty(60)days
from the Effective Date of this Agreement; (iii)the use of Client's name in ASG's marketing activities; or(iv)a favorable
reference of ASG to an industry analyst or at an industry conference.
Client agrees to pay the applicable license and maintenance fees to reseller,Carahsoft Technology Corporation.
Should this Agreement be terminated prior to November 21, 2024 by (i) Client for convenience or (ii)ASG upon a
breach by Client, which breach remains uncured after sixty (60) days' notice thereof, of any material term, condition,
representation or warranty of this Agreement,any unpaid portion of the Total Fee shall immediately become due and
payable hereunder.
The continuation of this contract is contingent upon the appropriation by the legislature or federal funding source of
funds to fulfill the requirements of the contract.If sufficient funds as determined by the user agency are not appropriated
to provide for continuation of a contract,the contract shall terminate on the first date in any fiscal year on which sufficient
funds are no longer available.Client will give at least thirty(30)days written notice of an appropriation problem.Client
agrees a)not to effect termination under this provision for the purpose of replacing these items with functionally similar
items provided by another vendor; b)that it will use its best efforts to obtain approval of necessary funds to continue
the contract or order by taking the appropriate action to request adequate funds to continue the contract in force; and
c)that this provision is not considered a convenience termination.
Executed Exhibit H must be received on or before November 29,2022. If not received by the aforementioned date,the
fee(s)may be subject to additional charges.
THIS EXHIBIT IS HEREBY ACCEPTED AND AGREED TO BY BOTH CLIENT AND ASG.
Company: ASG Technologies Group, Inc.,a Company: City of Fort Worth
Rocket Company
Address: 77 Fourth Avenue 200 Texas Street
Waltham,Massachusetts 02451 Fort Worth,Texas 76102
By: - � By: a tn—."lC/�zvl ��, VeleriQWashington(Dec 5,202214:23CST)
Name: Michael Currie Name: Valerie Washington
Title: Deputy General Counsel Title: Assistant City Manager
Date: 11-22-2022 Date: Dec 5,2022
PROPRIETARY INFORMATION
Not for use or disclosure outside
ASG TECHNOLOGIES GROUP,INC.AND CLIENT
Except under written agreement
CT
PS
11/22/2022 12:33 PM PS 7-1-2020
CITY OF FORT WORTH INTERNAL ROUTING PROCESS:
Approval Recommended: Contract Compliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
/-� of this contract,including ensuring all
By: / performance and reporting requirements.
Name: Kevin Gunn
Title: Director,IT Solutions
By:
Steven Vandever(Nov 30,202212:18 CST)
Approved as to Form and Legality: Name: Steven Vandever
Title: Sr. IT Solutions Manager
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By: % / City Secretary: p ° o�'.�a
Name. Taylor Paris pro o=d
Title: Assistant City Attorney
1AMW M-S' Cid 7a& ���nExAsoti
By: Jannette S.Goodall(Dec 6,2022 08:36 CST)
Contract Authorization: Name: Jannette Goodall
M&C: 22-0937 Title: City Secretary
Approved: November 29,2022
Form 1295: 2022-950312
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FoRTWORRT11
Create New From This M&C
REFERENCE **M&C 22- 04CARAHSOFT ASG MOBIUS
DATE: 11/29/2022 NO.: 0937 LOG NAME: VIEW SUBSCRIPTION COOP
AGREEMENT
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (ALL)Authorize Execution of an Agreement for a Software Subscription for Reporting
Requirements with Carahsoft Technology Corporation in the Amount of$188,660.00 for
the First Year for the Information Technology Solutions Department Using a Cooperative
Purchasing Agreement with Two Options to Renew
RECOMMENDATION:
It is recommended that City Council authorize execution of an agreement for a software subscription
for reporting requirements used by the Financial Management Services Department and Code
Compliance Department with Carahsoft Technology Corporation in the amount of$188,660.00 for the
first year using cooperative purchasing agreement Texas Department of Information Resources DIR-
TSO-4288 with two one-year renewal options.
DISCUSSION:
With a partnership between Carahsoft Technology Corporation and ASG Technologies to bring ASG's
Enterprise Data Intelligence and Content Solutions to governement agencies at the federal, state and
local levels, the City has utilized software from ASG Technologies called ViewDirect and Mobius
DocumentDirect for many years. This software provides the capture, retention and online viewing
capabilities of reports generating from server-based applications. Financial Management Services
and Code Compliance Departments are the main users of the software. The Information Technology
Solutions Department(ITS) maintains and supports this system for its users.
The departments also use the product to retrieve and review historical reports. The DocumentDirect
product is reaching end of life support from the vendor and will no longer be supported, nor licensed
for use. This requires that ITS move to the ASG Technologies new product Mobius View. Without this
transition to their updated, supported product, ITS, Financial Management Services, and Code
Compliance will lose access to not only create new reports for storing in Mobius View, but also lose
access to existing historical reports which go back numerous years in the past.
COOPERATIVE PURCHASE: State law provides that a local government purchasing an item under a
cooperative purchasing agreement satisfies State laws requiring that the local government seek
competitive bids for purchase of the item. Cooperative contracts have been competitively bid to
increase and simplify the purchasing power of local government entities across the State of Texas.
SUCCESSOR CONTRACTS: In the event the Texas Department of Information Resources (DIR)
agreement is not renewed, staff would cease purchasing at the end of the last purchase agreement
coinciding with a valid DIR agreement. If the City Council were to not appropriate funds for a future
year, staff would stop making purchases when the last appropriation expires, regardless of whether
the then-current purchase agreement has expired.
The City will initially use the DIR contract to make purchases authorized by this Mayor and Council
Communication (M&C). The Cooperative Contract is set to expire February 21, 2025. If DIR-TSO-
4288 is extended, this M&C authorizes the City to purchase similar equipment and supplies under the
extended contract. If DIR-TSO-4288 is not extended but DIR executes a new cooperative contract
with Carahsoft Technology Corporation and with substantially similar terms, this M&C authorizes the
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30489&councildate=11/29/2022 11/30/2022
M&C Review Page 2 of 2
City to purchase the services under the new DIR contract. If this occurs, in no event will the City
continue to purchase services under the new agreement for more than three (3)years without seeking
Council approval.
BUSINESS EQUITY: A goal is not assigned when purchasing from an approved purchasing
cooperative or public entity.
AGREEMENT TERM: Upon City Council approval, the Agreement will become effective and expire
February 21, 2023 in accordance with the DIR contract. The agreement may be renewed on an
annual basis thereafter.
RENEWAL OPTIONS: This agreement may be renewed up to two one-year renewal terms at the
City's option. This action does not require specific City Council approval provided that the City Council
has appropriated sufficient funds to satisfy the City's obligations during the renewal terms.
ADMINISTRATIVE CHANGE ORDER-An administrative change order or increase may be made by
the City Manager up to the amount allowed by relevant law and the Fort Worth City Code and does
not require specific City Council approval as long as sufficient funds have been appropriated.
Funding is budgeted in the Other Contractual Services account within the Information Technology
Solutions Department's Info Technology Systems Fund.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the recommendation, funds are available in the
current operating budget, as previously appropriated, in the Info Technology Systems Fund. Prior to
an expenditure being incurred, the Information Technology Solutions Department has the
responsibility to validate the availability of funds.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartfield 2
Submitted for City Manager's Office by: Valerie Washington (6192)
Originating Department Head: Kevin Gunn (2015)
Additional Information Contact: Mark Deboer(8598)
ATTACHMENTS
04CARAHSOFT ASG MOBIUS VIEW SUBSCRIPTION COOP AGREEMENT funds availability.pdf (CFW Internal)
FID Table Carahsoft ASG Mobius.xlsx (CFW Internal)
Form 1295 Certificate 100973889 ASG Rocket- Fort Worth.pdf (CFW Internal)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=30489&councildate=11/29/2022 11/30/2022