HomeMy WebLinkAboutContract 57390-A5FIFTH AMENDMENT
TO
FORT WORTH CITY SECRETARY CONTRACT NO. 57390
This Fifth Amendment to Fort Worth City Secretary Contract No. 57390 (“Fifth
Amendment”) is made between the City of Fort Worth (“City”), a municipal corporation and N.
Harris Computer Corporation, (“Vendor”). City and Vendor are each individually referred to
herein as a “party” and collectively referred to as the “parties.”
WHEREAS, on April 11, 2022, the Parties entered into City Secretary Contract No.
57390 for Vendor to provide iNovah eCommerce software and support services (“Agreement”)
to the City;
WHEREAS, on November 3, 2022, the Parties entered into the First Amendment, adding
iNovah Enterprise Revenue Management maintenance and support services in the amount of
$90,651.05 for the first year, $96,996.62 for the second year, and $103,786.39 for the third year;
WHEREAS, on June 12, 2023, the Parties entered into the Second Amendment, adding
Professional Services for a one-time cost of $17,600.00, to increase the total value of the contract to
$309,035.00;
WHEREAS, on October 7, 2024, the Parties entered into the Third Amendment, increasing the
annual amount of the contract by $50,000.00 for the third renewal term to an amount not to exceed
$153,786.39 for the third renewal term, for a total contract value of $359,035.00;
WHEREAS, on January 21, 2025, the Parties entered into the Fourth Amendment, increasing the
annual contract amount by $152,000.00 for the third renewal term to an amount not to exceed
$305,786.39, for a total contract value not to exceed $511,035.00, as authorized by the Fort Worth City
Council, through Mayor and Council Communication (M&C) 25-0005;
WHEREAS, it is the collective desire of both City and Vendor to amend the Agreement
to replace the EMV Direct – TMP described in Exhibit A, as included by the First Amendment,
with the iNovah EMV PayConex solution and to add additional hardware; and
WHEREAS, the total contract amount shall remain unchanged;
NOW THEREFORE, known by all these present, City and Vendor, acting herein by the
through their duly authorized representatives, agree to the following terms, which amend the
Agreement as follows:
Fifth Amendment to Fort Worth City Secretary Contract No. 57390 Page 1 of 3
1.The Agreement is hereby amended to replace EMV Direct – TMP, described
in Exhibit A, with the iNovah EMV PayConex solution, as described by Exhibit A-1
attached hereto and incorporated herein for all purposes.
2.The total contract amount shall remain unchanged.
3.All other terms, provisions, conditions, covenants and recitals of the Agreement
not expressly amended herein shall remain in full force and effect.
[Signature Page Follows]
Fifth Amendment to Fort Worth City Secretary Contract No. 57390 Page 2 of 3
Executed effective as of the date signed by the Deputy City Manager below.
FORTWORTH:
Cityof Fort Worth
By:
Name: Mark McDaniel
Title: Deputy City Manager
Date:
Approval Recommended:
By:
Name: Kevin Gunn
Title: Director,IT Solutions Department
Attest:
By:
Name: Jannette S. Goodall
Title: City Secretary
ContractCompliance Manager:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
of this contract, including ensuring all performance
and reporting requirements.
By:
Name: David Zellmer
Title: SRIT Solutions Manager
Approved as to Form and Legality:
By:
Name: Hye Won Kim
Title: Assistant City Attorney
ContractAuthorization:
M&C: 25-0005
Approval Date:1/14/2025
Form 1295: N/A
VENDOR:
FifthAmendmenttoFortWorthCitySecretaryContractNo.57390 Page 3 of 3
N.Harris Computer Corporation
By:
Name:
Title:
Date:
Jeffrey Sumner
Executive Vice President
02/10/2025
Exhibit A-1
Additional Service Request
Fort Worth, City
Deal # 23242986900
1-24-2025
Fort Worth, City - EMV PayConex
This Additional Service Request ("ASR") is an addendum to the existing agreement between Fort Worth, City
("Organization") and System Innovators, a Division of N. Harris Computer Corporation for the delivery and
implementation of the iNovah EMV PayConex module, and is subject to all terms and conditions of the "PURCHASE
AND SOFTWARE LICENSE AGREEMENT." The parties have entered into the Agreement for the provision of
certain services and deliverables to the Organization. All terms of the Agreement are incorporated herein by this
reference. In the event of a conflict, the terms of the Agreement maintain control over the terms of this ASR unless
specifically stated herein.
Component QTY Price (USD) Discount Subtotal
Professional Services
Professional Services
iNovah EMV PayConex Implementation
Services
1 $7,500.00 $0.00 $7,500.00
Hardware Devices
PAX A80 EMV Devices
54 Production Devices + 1 Test Device
55 $425.00 $0.00 $23,375.00
Subtotal $30,875.00
Discount $0.00
Tax $0.00
Total (USD) $30,875.00
1. Hardware prices are subject to change. Harris will provide 30 days ' notice prior to any price increase.
Fee Summary
Item Unit (qty) Price (USD)
Per Transaction Fee for Gateway to Chase
Paymentech
Annual transaction
estimate: 31,000
Up to 35,000 annual transactions
included under current annual
maintenance fees . Transaction 35,001
and beyond will be charged $0.30 per
transaction.
Monthly P2PE Device Fees 55 production devices
(N/A for test device)
Monthly device fees for up to 55 devices
will be included in annual maintenance.
Device 56 and beyond will be charged
$5.00 per month per device.
Current EMV Direct Maintenance will be
transferred to EMV PayConex Maintenance
N/A Current Rate
2. Additional fees may be incurred as specifically defined in the Merchant Services Agreement.
Warranty Services
Hardware Services and Warranty Support3
OEM Warranty Repair Management $25.00/device
OEM Out-of-Warranty Repair Management $35.00/device, plus cost of quoted repair
3. Prices are subject to change. Harris will provide 30 days ' notice prior to any price increase.
Payment Schedule
This schedule represents the fixed-price professional services investment for the design, development, coding,
testing, and implementation of the requested modification described in the Statement of Work. This investment will
be paid in installments based on the milestones identified in the following payment schedule.
Payment Number Milestones Payment
Amount
1 Professional Services Fees - Due upon project start $7,500.00
Payment Number Milestones Payment
Amount
2 Hardware Purchase - EMV Terminals; Due upon receipt of order $23,375.00
Payment Milestone Total: $30,875.00
Signature Block
By signing below, Organization authorizes System Innovators to proceed with the efforts necessary to perform this
work .
This offer expires 90 days from 1-24-2025
Fort Worth, City
by its duly authorized representative:
System Innovators,
by its duly authorized representative:
Alexander Black
Account Executive
Appendix A
Scope of Work
The City of Fort Worth is requesting a modification to their iNovah implementation to replace the current EMV Direct
integration for in-person card payments with the iNovah EMV PayConex solution. EMV PayConex will be gatewayed
to the City's current card processing provider (Chase Paymentech).
The City's existing maintenance and support fees associated with EMV Direct will be transferred to the EMV
PayConex solution upon go-live; these annual fees shall cover the gateway transactional fees (up to 35,000
transactions per year), the per-device, per-month P2PE device management fees, and ongoing support for the EMV
PayConex solution.
Timeline
Once the Organization has authorized this additional service, System Innovators will prepare a project schedule.
The project schedule will identify the project start date and end date as well as a timeline for all project milestones .
The project schedule will be mutually monitored and managed by the Organization and System Innovators . Any
variation to the dates and milestones defined in the project schedule must be mutually agreed upon by the
Organization and System Innovators . Specific dates for this additional service will be defined in the project
schedule.
Assumptions
1. The Organization acknowledges this project is fixed in scope and duration as defined in Appendix A.
Modifications to the scope, duration, and other terms of this agreement will be processed in accordance with
the Project Change Control procedure as described herein.
2. The Organization will employ the human resources necessary to ensure the project is successfully
completed on schedule. These resources will include
• Project Manager who has the authority to represent the Organization in all aspects of this agreement
• Subject matter experts who can define the requirements and business rules that dictate the design of
the customizations
• Technical staff who can provide System Innovators with support for the Organization's computing
environment (personal computers, servers, network, software, and so forth) as well as technical
support for third-party systems that interface with System Innovators' software.
3. The Organization or Organization's delegate will produce a tested and documented application programming
interface (API) to any application to be interfaced with System Innovator products and/or software.
4. The Organization will provide System Innovators with remote access to their computing environment so that
System Innovators may support the Organization with delivery, implementation, and testing of the
customized software. System Innovators' access to the Organization's computing environment may be
accomplished through such means as a high-speed virtual private network (VPN) or an Internet-based
remote access tool (such as Go To Meeting or Turbo Meeting).
5. The Organization will provide a fully functional test system including hardware, software, documentation and
any system software and/or upgrades necessary to complete acceptance testing.
6. The Organization will install and configure all required personal computers, hardware, software, and
communications networking in advance of planned delivery of Systems Innovator's software and/or services .
7. System Innovators' pricing does not include the cost for changes to 3rd party systems.
8. Travel to the Organization location will be billed as incurred.
Project Change Control Process
A defined process for controlling scope issues and change requests must be in place and followed to help ensure that
proper visibility is given to change requests and any associated approvals required.
Items that modify the scope of work will be reviewed by the System Innovators Project Manager to determine if there
is an impact to the cost or timelines for this project. Out of scope services will be charged as outlined in Professional
Services Rate Card listed within this SOW . Any change must be documented in a mutually executed Change Control
Work Order.
The following change control procedure shall apply to this SOW:
1. Project Resource(s) identify new or change in requirements and escalate to the respective Project Manager.
2. System Innovators and Organization's Project Managers work together to gather required information to
determine if a Change Order is required.
3. Project Managers determine if a Change Order is valid
3.1. If no, Project Resources will be informed, and the change management process ends .
3.2. If yes, System Innovators Project Manager will facilitate the creation of the Change Order and
promptly provide it to the Organization's Project Manager.
4. Organization Project Manager will review the proposed Change Order, with Organization resources, for
content and completeness, and accuracy .
5. If proposed Change Order requires changes, Organization's Project Manager and System Innovators Project
Manager will collaborate to consider necessary modifications.
6. Change Orders must be reviewed and approved by the Contract Level of the Project Steering Team.
7. If approved by Project Steering Team, the appropriate authorized Organization signatory may sign the Change
Order; provided that notwithstanding anything to the contrary in this SOW, no Change Order shall bind
Organization unless approved expressly and in writing by the authorized Organization signatory or his/her
designee.
8. The Organization Project Manager will inform the System Innovators Project Manager and process required
paperwork for any executed Change Order.
9. The Organization Project Manager and System Innovators Project Manager will perform administrative project
tasks associated to the project and inform the Project Resources accordingly.
Deliverable Acceptance Process
All completed project deliverables will be reviewed by the System Innovators Project Manager and uploaded to the
designated project repository/network folder. The System Innovators Project Manager shall notify the Organization
Project Manager.
Upon System Innovators' submission of a completed Deliverable, the Organization shall review the Deliverable and
approve it or notify System Innovators of the discrepancies and errors found in the Deliverable, within ten (10)
business days, unless otherwise mutually agreed to in writing by the Project Managers of both parties . The
Organization will have ten (10) business days after submission to review the Business Requirements and Design
documents. If the Organization does not provide System Innovators with discrepancies or approval within such ten
(10) business day period, then such Deliverables will be deemed accepted.
If the Organization requires revisions to the submitted Deliverables, all the required changes shall be collected and
consolidated by the Organization Project Manager into one document and provided to the System Innovators
Project Manager within the stipulated time period. System Innovators shall then revise the Deliverable or
satisfactorily explain the reasons for Accepting the Deliverable "as is." Upon receipt of the revised Deliverable or
receiving a satisfactory explanation for the deficiencies identified, The Organization's Project Manager and the
System Innovators' Project Manager will mutually agree on the timeframe for acceptance based on the effort
required to adequately accept the revised Deliverable. If the Organization does not provide approval or feedback
within stipulated time period, the outstanding Deliverable will be raised to the Project Steering Committee as an
Issue and follow the Issue Resolution process defined in this SOW . The Deliverable will be deemed as
"Unaccepted", and System Innovators will not proceed with the next phase.
Project Phase Acceptance
Once the Acceptance of all pre-Go Live Deliverables associated with a particular Release of the project has
occurred, the Organization shall begin using the Software Components in that Phase for Productive Use ("Go Live
Date"). The project will be considered "Accepted" within 30 days of Go-Live; or when reported and logged Severity 1
or Severity 2 defects have been resolved. Severity 3 will be transitioned to Client Services via the Ticket
Management System (TeamSupport).
Severity Definition Description
Severity 1 - Urgent An issue that completely blocks the use of the product for all users is a critical issue. An
example would be the iNovah Web Portal is unavailable for all users . Or in some other
cases, when the issue blocks the ability to go-live with new functionality.
Severity 2 - High A severe issue occurs when the functionality is functioning grossly away from the
expectations or not doing what it should be doing. An example could be: The inability to
void transactions within the entire system. When severe, multiple, if not all, users are
impacted, however, the system overall is not down and has some operations available.
Severity Definition Description
Severity 3 - Medium A moderate issue occurs when the product or application exhibits some unnatural
behavior, however, the functionality as a whole is not impacted. For example, in the
inability to void transactions from above, a moderate issue would occur when the inability
to void a transaction only affects one user.
Severity 4 - Low A minor issue occurs when there is almost no impact to the functionality, but it is still a
valid issue that should be corrected. Examples of this could include spelling mistakes in
error messages printed to user or issues to enhance the functionality of the
product/feature.
Issue Resolution Process
Certain technical and/or project-related problems or issues may arise, and that such matters shall be brought to the
Organization's attention. Problems or issues shall normally be reported in regular status reports or in-person
meetings. However, there may be instances where the severity of the problem justifies escalated reporting.
To this extent, System Innovator's Project Manager will escalate the problem or issue to the Organization's Project
Manager. The Organization's Project Manager will determine if the problem or issue must be escalated to the
Project Sponsor or the Project Steering Team. The System Innovators' Project Sponsor Manager has the
appropriate authority to represent System Innovators for all contract-related issues. The proposed escalation levels
for the Organization's and System Innovators include, but are not limited to, the following:
System Innovators
1. First level, the System Innovators Project Team.
2. Second level, the System Innovators Project Manager/Business Analyst.
3. Third level, the System Innovators Vice President of Operations.
4. Fourth level, the System Innovators Executive Vice President.
Organization
1. First level, the Organization's Project Team.
2. Second level, the Organization's Project Manager.
3. Third level, the Organization's Project Sponsor.
4. Fourth level, Organization's Project Steering Team
Professional Services Rate Card
Role Rate
Project Manager $220.00 I Hour
Software Developer $220.00 I Hour
Application Consultant $180.00 I Hour
Trainer $180.00 I Hour
1/29/25, 11:35AM
CITY COUNCIL AGENDA
M&C Review
F� RT �'�0 R71 �
-��-
Create New From This M8�C
DATE: 1/14/2025 REFERENCE NO.: **M&C 25-
0005
LOG NAME:
04N. HARRIS
COMPUTER INOVAH
CODE: G TYPE: CONSENT PUBLIC
HEARING:
NO
SUBJECT: (ALL) Authorize Execution of an Amendment to City Secretary Contract 57390 for System
Innovators iNovah Enterprise Revenue Management System Under the Sole Source
Agreement with N. Harris Computer Corporation in the Amount of $152,000.00 Annually
for Support and Maintenance Expenses for the Information Technology Solutions
Department
RECOMMENDATION:
It is recommended that the City Council authorize execution of an amendment to City Secretary
Contract 57390 for System Innovators iNovah Enterprise Revenue Management System under the
Sole Source Agreement with N. Harris Computer Corporation in the amount of $152,000.00 annually
for support and maintenance expenses for the Information Technology Solutions Department.
DISCUSSION:
In 2017, the City began using the iNovah Enterprise Revenue Management system. The Information
Technology Solutions (ITS) Department purchased the software and support services for iNovah using
a cooperative agreement with Dell Marketing Inc. The application provides cashiering and revenue
management functionality for the City's Accounts Receivable, Accela Permitting, and Auto Impound
payments. The solution includes an import for payments that are received via lockbox, over-the-
counter credit card processing, and electronic check deposit.
On April 11, 2022, the City entered into City Secretary Contract (CSC) 57390 with N. Harris Computer
Corporation to provide System Innovators iNovah eCommerce software for the ITS Department. The
eCommerce application enables the City's constituents to submit a payment online for a variety of
goods and services using a computer or mobile device. CSC 57390 included an initial set up cost of
$10,000.00 and a monthly minimum cost of $1,800.00 in addition to transaction fees. Processing fees
will be invoiced based on the number of financial transactions processed through the eCommerce
system. CSC 57390 provides that processing fees will be reviewed annually and as transaction
volume increases, transaction fees will be reduced accordingly.
On September 13, 2022, the City added iNovah Enterprise Revenue Management support and
maintenance for a first year cost of $90,651.05, second year maintenance in the amount of
$96,996.62, and the third year maintenance in the amount of $103,786.39. As authorized by Mayor
and Council Communication 22-0658, the City executed amendment 1 to CSC 57390 to purchase
iNovah products and services directly from N. Harris Computer Corporation, saving the City the
reseller markup percentage annually.
The proposed amendment to CSC 57390 will increase iNovah Enterprise Revenue Management
support and maintenance expenses annually by $152,000.00 to cover transaction fees due to an
increase in the number of transactions being processed by iNovah. The transaction fees have
surpassed what was originally included in the initial contract.
Funding is budgeted in the Other Contractual Services account within the Info Technology Systems
Fund for the Information Technology Solutions Department.
BUSINESS EQUITY - This project was approved for a waiver per the Chapter 252 exemption, as a
sole source by the Legal Department. Therefore, the business equity goal requirement is not
applicable.
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1/29/25, 11:35AM
M&C Review
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.
AGREEMENT TERMS: Upon City Council approval, this agreement shall begin upon execution of the
amendment.
RENEWAL OPTIONS: The Agreement will include unlimited renewals at the City's option. This action
does not require specific City Council approval provided that the City Council has appropriated
sufficient funds to satisfy the City's obligations during the renewal term.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that funds are available in the current operating budget, as
previously appropriated, in the Info Technology Systems Fund to support the approval of the above
recommendation and execution of the change order. Prior to any expenditure being incurred, the
Information Technology Solutions Department has the responsibility to validate the availability of
funds.
Fund Department
ID
Account Project Program Activity Budget Reference # Amount
ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID � ID I Year (Chartfield 2) � I
Submitted for City Manager's Office by_ Mark McDaniel (6316)
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
04N. HARRIS COMPUTER INOVAH.docx (CFW Internal)
BE Waive RequestApproved.pdf (CFW Internal)
Harris FID Table 2024.x1sx (CFW Internal)
Harris FundsAvailable.png (CFW Internal)
Kevin Gunn (2015)
Donlen Ruffin (2017)
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