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HomeMy WebLinkAboutContract 57788-A4CSC No. 57788-A4 FOURTH AMENDMENT TO FORT WO TH CITY SECRETARY CONTRACT NO. 57788 This Fourth Amendment to Fort Worth City Secretary Contract No. 57788 ("Fourth Amendment") is made between the City of Fort Worth ("City,") a municipal corporation and e- Builder, Inc. ("Vendor"), a Florida corporation. City and Vendor are each individually referred to herein as a "party" and collectively referred to as the "parties." WHEREAS, on June 30, 2022, the Parties entered into City Secretary Contract No. 57788 to provide a Project Management Information System with implementation and subscription services (the "Agreement"); WHEREAS, on June 24, 2025, the City Council, through Mayor and Council Communication (M&C) 25-0561, authorized the execution of the Fourth Amendment to the Agreement, increasing the total contract amount by $843,595.00 for a revised total contract amount of $4,217,975.00; WHEREAS, it is the collective desire of the parties to amend the Agreement to increase the total contract amount by $843,595.00; WHEREAS, it is the collective desire of the parties to amend the Agreement to include Exhibit A-4, e-Builder Order Form, to revise the annual software subscription costs for Years 3, 4 and 5, in a combined amount of $482,500.00; WHEREAS, it is the collective desire of the parties to amend the Agreement to include Exhibit A-5, e-Builder Order Form, to add optional Managed Services for use in Year 4 and Year 5; and WHEREAS, it is the collective desire of the parties to amend the Agreement to convert available Contingency Funds for alternate uses and include Attachment A-1 e-Builder Quote No. 7515. NOW THEREFORE, known by all these present, the Parties, acting herein by and through their duly authorized representatives, agree to the following terms, which amend the Agreement as follows: I. AMENDMENTS 1. The Agreement is hereby amended to increase the total contract amount by $843,595.00 for a revised total contract amount of $4,217,975.00. 2. The Agreement is hereby amended to include Exhibit A-4, e-Builder Order Form, to revise the annual software subscription costs for Years 3, 4, and 5, in a combined amount of OFFICIAL RECORD CITY SECRETARY Fourth Amendment to Fort Worth City Secretary Contract No. 57788 FT. WORTH, Tx Page 1 of 6 $482,500.00. Revised annual software subscription costs for Years 3, 4, and 5 shall be in accordance with Exhibit A-4, attached hereto and made a part thereof the Agreement. 3. The Agreement is hereby amended to include Exhibit A-5, e-Builder Order Form, to add optional Managed Services for use in Year 4 and Year 5 of the Agreement. Optional Managed Services pricing shall be in accordance with Exhibit A-5, attached hereto and made a part thereof the Agreement. Execution of this Fourth Amendment shall serve as the City's commitment to purchase a Full Time and Half Time Managed Services Resource in Year 4 subject to the term and termination clauses under section 4 of the Agreement. 4. The Agreement is hereby amended to convert available Contingency Funds, previously allocated for Miscellaneous Expenses for Additional Professional Services (such as Data Migration or Additional Integrations), in an amount of $100,000.00 to be available for alternate uses. 5. The Agreement is hereby amended to include Attachment A-1, e-Builder Quote No. 7515, which prorated Year 2 of the software subscription costs to align the subscription with the City's fiscal year. Prorated pricing shall be in accordance with Attachment A-1, attached hereto and made a part thereof the Agreement. Revised total software subscription costs for Year 2 shall be in the amount of $464,565.00. II. MISCELLANEOUS 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] Fourth Amendment to Fort Worth City Secretary Contract No. 57788 Page 2 of 6 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: By: Di�Giol�rdano (Jun 26, 202513:14 CDT) Name: Dianna Giordano Title: Assistant City Manager Date: 06/26/2025 e-Builder, Inc. F DocuSigned by: By: alV{bS abaatl�a Name: �Carlos29A�aunza96 EOAABz"a"".. Title: Qr nirartnr Date: 6/20/2025 CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Name: Kevin Gunn Title: Director, IT Solutions Approved as to Form and Legality: By: Name: Hye Won Kim Title: Assistant City Attorney Contract Authorization: M&C: 25-0561 Approval Date: 06/24/2025 Form 1295: N/A Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Steven Vandever(Jun 24,202513:46 CDT) Name: Steven Vandever Title: Sr. IT Solutions Manager City Secretary: By: Name: Jannette Goodall Title: City Secretary 4dpUORQb d�.10��Rr �a°o o '��1d Ov8 0=4 aaBn nez54pb OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fourth Amendment to Fort Worth City Secretary Contract No. 57788 Page 3 of 6 EXHIBIT A-4 e-Builder Order Form Revised Annual Software Subscription Costs (Attached) Fourth Amendment to Fort Worth City Secretary Contract No. 57788 Page 4 of 6 q e-Builder® ORDER FORM Order Date: Date of the last signature below Trimble Entity Name e-Builder Inc., a Trimble company ("Trimble") and Address: 1560 Sawgrass Corporate Parkway, Suite 400, Sunrise, FL 33323 Customer Entity Name City of Fort Worth ("Customer") and Address: 100 Fort Worth Trail Fort Worth, TX 76102 Billing Contact Name and e- mail Address: Is a Purchase Order Yes or No Required? Purchase orders issued by Customer are issued for administrative purposes only; terms and conditions contained in any such purchase order shall be null and void. Is Customer Tax Exempt? Yes or No Initial Term: The Term shall remain 8/9/2023—10/8/2027 Validity This Order Form shall expire on 3/31/2025 (the "Validity Date"). If this Order Form is not executed by the Customer by the Validity Date, Trimble reserves the right to not offer the pricing found in the Order Form. Miscellaneous: The Customer will add an additional Department to their account on 4/8/2025. This will increase their Average Annual Capital Spend to $750 Million. The new annual fee of $475,000.00 will be prorated for the period of 4/8/2025—10/7/2025 in the amount of $237,500.00. The Customer has already paid $141,000.00 for the period of 4/8/2025—10/7/2025 making the upfront payment for the Capital Spend Increase $96,500.00. The updated pricing for the remaining years of the Initial Term can be found below. All other terms and conditions of the Agreement fully executed on 6/20/2022 shall remain the same and unchanged. The SaaS Annual Amount is based on an Average Annual Capital Spend provided by the Customer. Trimble reserves the right to adjust the Annual Amount accordingly to align with the Customer's Actual Average Annual Capital Spend. "Annual Capital Spend" means the expenses incurred by Customer to demolish, plan, design, build, repair, remodel and furnish a building or site over a period of one year. "Average Annual Capital Spend" means the average of the estimated next three (3) fiscal years of the Customer's Annual Capital Spend. Trimble will have the right, during normal business hours and upon at least five (5) days' prior written notice, to have an independent firm audit the amount of Annual Capital Spend that the customer has incurred. The audit will be conducted at Trimble's expense, unless it reveals that Customer has not complied in which case Customer will (i) reimburse Trimble for all reasonable costs and expenses incurred by Trimble regarding such audit; and (ii) pay Trimble any annual license fee underpayment disclosed by the audit. Updated Annual Software Subscription: Item Name Unit of Measure Year 3: Year 4: Year 5: 10/8/2024 — 10/8/2025 — 10/8/2026 — 10/7/2025 10/7/2026 10/7/2027 Trimble Unity Construct Unlimited- Authorized Users $378,500.00* $475,000.00 $475,000.00 Average Annual Capital Spend: Up to $750Million e-Builder AppXchange 25 - Integration Points $55,000.00 $55,000.00 $55,000.00 Business Intelligence N/A $28,200.00 $28,200.00 $28,200.00 Shared Test N/A $25,000.00 $25,000.00 $25,000.00 Environment Custom Development N/A $570.00 $570.00 $570.00 Maintenance Data Warehouse N/A $10,000.00 $10,000.00 $10,000.00 Total Annual Software Subscription $497,270.00 $593,770.00 $593,770.00 *This fee is made up of the $282,000.00 licensing fee for the term of 10/8/2024 — 4/7/2025 and the licensing fee in the amount of $475,000.00 for the term of 4/8/2025—10/7/2025. TERMS AND CONDITIONS 1. Terms and Conditions. This Order Form is subject to the Master License and Services Agreement between Trimble and the Customer, dated 6/30/2022("Agreement"). 2. AUTOMATIC RENEWALS. This Order will automatically renew for subsequent 12 month term(s) at then -current pricing, unless either party provides the other with notice of cancellation at least 30 days prior to the expiration of the then -current term. 3. Pavment Terms. All fees are due NET 30 from the date of the Trimble invoice. • Annual Software Subscription: Trimble will invoice the amount of $96,500.00 upon execution of this Order Form. Trimble will invoice the Year 4 amount of $593,770.00 on 9/1/2025. Trimble will invoice the Year 5 amount of $593,770.00 on 9/1/2026. 4. Annual Price Increase. At each renewal, Trimble has a right to increase the annual fees by the greater of (a) CPI plus two percent (2%) or (b) eight percent (8%). "CPI" shall mean for all Urban Consumers, the U.S. City Average, for all items, 1982-84=100 (the "CPI- U"), as published by the Bureau of Labor Statistics, U.S. Department of Labor, and shall be for the prior twelve months as of the date the calculation is made. 5. Data Usaee and Ownership. Customer hereby grants to Trimble and its Affiliates the non-exclusive, worldwide, irrevocable, royalty -free right: (i) to use Customer Data during the Initial Term to provide the Annual Software Subscription to the Customer; (ii) to use and disclose Customer Data as otherwise permitted pursuant to this Order Form or any written consent or instructions of Customer; and, (iii) on a perpetual basis: (A) to create, use, and disclose Anonymized Data for any purpose and (B) subject to the confidentiality obligations in the Agreement, to use Customer Data to develop, maintain, and improve the Annual Software Subscription and any other products, software, and services of Trimble or its Affiliates. Except for Trimble's use rights set forth in this Order Form, as between the parties, Customer retains all intellectual property and other rights in Customer Data. Trimble owns all rights, title, and interest in Anonymized Data (including, without limitation, any and all intellectual property rights). For the purposes of this clause: "Affiliate" means an entity that, directly or indirectly, owns or controls, is owned or controlled by, or is under common ownership or control with a party, where "ownership" means the beneficial ownership of 50% or more of an entity's voting equity securities or other equivalent voting interests, and "control" means the power to direct the management or affairs of an entity. "Anonymized Data" means any data collected in connection with the Annual Software Subscription (including Customer Data) that has been aggregated and/or de -identified in such a manner that neither the Customer nor any other individual can be identified from the data when it is shared outside of Trimble or its Affiliates. "Customer Data" means any information, documents, materials, or other data of any type that is input by or on behalf of Customer into the Annual Software Subscription or any other Trimble products ("Products") or that is created or generated by Customer through Customer's use of the Products. 6. Electronic Invoices. Customer hereby consents to the receipt of invoices electronically at the indicated e-mail address(es) and accepts such invoices as if received by mail. Customer's e-mail address may be changed by written notice given by Customer to Trimble at: customer_ master@trimble.com. Customer is responsible for maintaining a current e-mail address and shall under no circumstances be excused from payment of applicable charges by its failure to access its designated e-mail address. EXHIBIT A-5 e-Builder Order Form Optional Managed Services (Attached) Fourth Amendment to Fort Worth City Secretary Contract No. 57788 Page 5 of 6 e-Buildero ORDER FORM Order Date: Date of the last signature below Trimble Entity Name e-Builder Inc., a Trimble company ("Trimble") and Address: 1560 Sawgrass Corporate Parkway, Suite 400, Sunrise, FL 33323 Customer Entity Name City of Fort Worth, TX ("Customer") and Address: 100 Fort Worth Trail Fort Worth, TX 76102 Billing Contact Name and e- mail Address: Is a Purchase Order Yes or No Required? Purchase orders issued by Customer are issued for administrative purposes only; terms and conditions contained in any such purchase order shall be null and void. Is Customer Tax Exempt? Yes or No Initial Term: 10/1/2025 — 9/30/2027. Validity This Order Form shall expire on 8/31/2025 (the "Validity Date"). If this Order Form is not executed by the Customer by the Validity Date, Trimble reserves the right to not offer the pricing found in the Order Form. Additional Resource The Customer will add an additional Half Time Managed Resource (50%) on 10/1/2025. The Customer will now have One Full Time Managed (100%) Resource and One Half Time Managed Resource (50% Resource). Total Annual Managed Services: Description Managed Services — Full Time Resource Managed Services — Half Time Resource Managed Services Total Addendums: 1. Statement of Work TERMS AND CONDITIONS Year 1: 10/1/2025 — 9/30/2026 $220,000.00 $140,000.00 $360,000.00 Year 2: 10/1/2026 — 9/30/2027 $231,000.00 $147,000.00 $378,000.00 1. Terms and Conditions. This Order Form is subject to the Master License and Services Agreement between Trimble and the Customer, dated 6/30/2022 ("Agreement"). 2. AUTOMATIC RENEWALS. This Order will automatically renew for subsequent 12 month term(s) at then -current pricing, unless either party provides the other with notice of cancellation at least 60 days prior to the expiration of the then -current term. 3. Pavment Terms. All fees are due NET 30 from the date of the Trimble invoice. • Total Managed Services: 25% due quarterly in advance. The first 25% payment is due on 10/1/2025. • Travel: Travel is not expected for the scope of work described in the SOW. Thus, all work will be done by Trimble remotely. If Customer requires that Trimble travel, a separate Order Form will be executed to reflect the updated scope and pricing. 4. Annual Price Increase. At each renewal, Trimble has a right to increase the annual fees by the greater of (a) CPI plus two percent (2%) or (b) eight percent (8%). "CPI" shall mean for all Urban Consumers, the U.S. City Average, for all items, 1982-84=100 (the "CPI- U"), as published by the Bureau of Labor Statistics, U.S. Department of Labor, and shall be for the prior twelve months as of the date the calculation is made. 5. Electronic Invoices. Customer hereby consents to the receipt of invoices electronically at the indicated e-mail address(es) and accepts such invoices as if received by mail. Customer's e-mail address may be changed by written notice given by Customer to Trimble at: customer_ master@trimble.com. Customer is responsible for maintaining a current e-mail address and shall under no circumstances be excused from payment of applicable charges by its failure to access its designated e-mail address. Addendum #1 Statement of Work This Statement of Work ("SOW") describes the professional services that Customer has engaged Trimble (collectively "Parties") to perform on behalf of Customer. This SOW is integrated into a quote that incorporates the terms and conditions governed by the Parties (the "Agreement"). In the event of any inconsistency or conflict between the terms and conditions of this SOW and the Agreement, the terms and conditions of the Agreement shall govern, unless the SOW expressly identifies the term of the Agreement to be modified. This SOW may not be modified or amended except in writing signed by a duly authorized representative of each Party. 1 Managed Services The Customer will renew one Full Time (100%) Resource and will also add a Halftime (50%) Resource (the "Trimble Managed Services Resources"). The Trimble Managed Services Resources to be assigned to perform Professional Services tasks which include: e-Builder Enterprise administration o Creation of new user accounts o Setting up permissions o New process Rollouts o Setting up Reports e-Builder Enterprise Training and Education o Creating and maintaining training materials o New user basic training o Workflow training o Administrator training o Project Manager Training o Assist PM's with understanding key project status and KPS's • Workflow Process Creation and Improvement o Create new processes and revise existing processes o Training and support for process rollouts • e-Builder Enterprise Software Maintenance o Appropriate user testing for new processes and product enhancements o Training for new processes and product enhancements • General User Support & Troubleshooting o Fielding questions from external users o Coordinating with e-Builder Technical Support for any defect or product issues Place of Performance: The Trimble Managed Services Resource will perform the above Professional Services tasks Remotely. Schedule: When Customer purchases its 50% Trimble Managed Services Resource under this SOW, The Trimble Managed Services Resource is dedicating 50% of its time to support Customer. Customer is not allowed to transfer any "unused" time from the then -current month to future months, assuming the Trimble Managed Services Resource is directed to work by the Customer to work less hours than allotted. Scheduled time off for the Trimble Managed Services Resource will be requested and approved according to Trimble's time off process and policies. The Customer will be notified of scheduled time off requests upon approval. Scheduled time off includes paid time off ("PTO"), holidays, and Trimble sponsored employee events. Customer agrees that the fee includes time for scheduled time off. Unscheduled time off for The Trimble Managed Services Resource will be requested and approved according to Trimble's procedures and policies. The Customer will be informed of unscheduled time off upon approval. Unscheduled time off includes sick leave, medical leave, etc. Disclaimer and Non -solicitation: The Trimble Managed Services Resource does not include any development hours. If custom development is needed to support the Trimble Managed Services Resource, a separate Order Form will be created. Common custom development items include custom reporting and integration. • Trimble reserves the right to change the assigned resource and provide a satisfactory replacement. • During the Term and for a period of two (2) years thereafter, Customer will not, directly or indirectly, employ, offer employment to, or otherwise retain the services of the Trimble Managed Services Resource, without the prior written consent of Trimble. Renewal: Sixty (60) days notice prior to the expiration of this SOW is required if Customer wishes to: (1) expire the Trimble Managed Services Resource or (2) change the scope of work of the Trimble Managed Services Resource. Otherwise, the Trimble Managed Services Resource will automatically renew in one-year periods. ATTACH NT A-1 e-Builder Quote No. 7515 (Attached) Fourth Amendment to Fort Worth City Secretary Contract No. 57788 Page 6 of 6 Quote e-Builder, Inc. Date 7/30/2023 Quote # 7515 13450 W. Sunrise Blvd. Suite 600 Expires 9/30/2023 Sunrise FL 33323 Exp. Close 9/30/2023 United States Project Bill To City of Fort Worth, TX Information Technology Solutions 275 W. 13th Street Fort Worth TX 76102 United States Qty DescriptioT e-Builder 1 Prorated Year 2 e-Builder Subscription Fee 63,795.00 63,795.00 Enterprise -The Prorated Year 2 Term for the Subscription Capital is 8/9/2023 - 10/8/2023 Program New Total $63,795.00 ACITY COUNCIL AGEND Create New From This M&C DATE: 6/24/2025 REFERENCE NO.: **M&C 25- LOG NAME: 0561 CODE: C TYPE: CONSENT PUBLIC HEARING: Fib RT WO RT I I 04AMEND CSC 57788 E-BUILDER PMIS SUBJECT: (ALL) Authorize Execution of Fourth Amendment to Master Licenses and Services Agreement with e-Builder, Inc. in the Amount of $843,595.00 for a Revised Total Contract Amount of $4,217,975.00 for a Capital Project Management Information System for Multiple City Departments through the Information Technology Solutions Department RECOMMENDATION: It is recommended that the City Council authorize execution of the Fourth Amendment to City Secretary Contract No. 57788, a Master Licenses and Services Agreement with e-Builder, Inc., in the amount of $843,595.00 for a revised total contract amount of $4,217,975.00 for a Capital Project Management Information System for the Transportation & Public Works, Water, Park and Recreation, and Property Management Departments through the Information Technology Solutions Department. DISCUSSION: On June 28, 2022, Mayor and Council Communication (M&C) 22-0517 authorized the execution of City Secretary Contract (CSC) No. 57788 with e-Builder, Inc., in response to Request for Proposals (RPF) No. 21-0188, with a total five-year contract amount up to $3,374,380.00. RFP 21-0188 was issued for a Project Management Information System (PMIS) for multiple City departments. E-Builder PMIS is an enterprise, cloud -based construction program management solution used by the City to support the capital project delivery of Transportation & Public Works (TPW), Water, Parks and Recreation (PARD) and Property Management (PMD) Departments. It provides a centralized platform for managing project schedules, budgets, documents, workflows, and reporting. Key system benefits include improved transparency for project stakeholders, process automation to streamline workflows, cost control to enhance budget oversight, and audit readiness by maintaining a comprehensive history of all project activities and decisions. By using e-Builder, City departments are able to better plan, execute, and monitor capital projects; which ensures accountability, efficiency, and alignment with City objectives. The e-Builder Annual Software Subscription price is based upon a Capital Spend Model which estimates the average annual capital construction spending for the four (4) City departments utilizing the system. The original Annual Software Subscription was based on an average capital spend of $399,000,000.00. Over the past year, capital projects processed through the system, and therefore related capital spend, has increased and moved the City into a higher Capital Spend Model threshold. The increase in capital dollars processed through the system directly affects the price of the City's Annual Software Subscription, resulting in a combined increase of $482,500.00 for years three, four, and five of the contract. This M&C requests authorization to administratively increase the total contract amount by $843,595.00, for a revised total contract amount of $4,217,975.00. Council authorization for this administrative increase is required because it will exceed the $50,000 threshold for non-public works contracts that are subject to the competitive procurement requirements of Texas Local Government Code chapter 252. The annual software subscription prices will be increased as follows: Current Revised Contract Year Annual Software Annual Software Subscription Cost Subscription Cost Year 1 (08/09/2022 to 08/08/2023) $ 400,770.00 Year 2* (08/09/2023 to 10/08/2024) 464,565.00 Year 3 (10/09/2024 to 10/08/2025) 400,770.00 $ 497,270.00 Year 4 (10109/2025 to 10108/2026) 400,770.00 593,770.00 Year 5 (10/09/2026 to 10/08/2027) 400,770.00 593,770.00 Total Annual Software Subscription Cost $ 2,067,645.00 $ 2,550,145.00 *Year 2 was an extended term to align the renewal with the fiscal year. The two (2) month extension was an additional $63,795.00 and deducted from the contracts contingency funds. The administrative increase will also allow for additional e-Builder Managed Services provide to be purchased by the departments during years four and five of the contract. E-Builder Managed Services provide a dedicated, remote resource to the City, in either a full-time or part-time capacity, to analyze system workflow, define best practices, provide system training, and provide custom user guides, workflow help, and general support. Managed services are currently available to the City for purchase in an amount of $220,000.00 for a full-time resource or $130,000.00 for a part-time resource, but may be subject to similar price increases from e-Builder. The administrative increase will allow for the purchase of one (1) full-time managed services resource and one (1) part-time manages services resource at the current contract rates. Funding is budgeted in the Other Contractual Services account within the Info Technology Systems Fund for the Information Technology Solutions Department. AGREEMENT TERMS: The agreement will be for a five-year term with no renewals. BUSINESS EQUITY: This project was approved a waiver for Amendment 4 as no additional scope was added, therefore unable to pull BEF availability. ADMNISTRATIVE CHANGE ORDER: Approval of this M&C will utilize the full administrative change order currently allowed by relevant law and the Fort Worth City Code. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation funds are available in the current operating budget, as previously appropriated, and upon adoption of the Fiscal Year 2026 Budget by the City Council, funds will be available in the Fiscal Year 2026 Operating Budget, as 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 ID ID FROM Fund Department Account Project ID ID Program Activity Budget Reference # IAmount Year (Chartfield 2) Program Activity Budget Reference # Amount Year (Chartfield 2) Submitted for City Manager's Office by_ Originating Department Head: Additional Information Contact: ATTACHMENTS Dianna Giordano (7783) Kevin Gunn (2015) Mark DeBoer (8598) 04AMEND CSC 57788 E-BUILDER PMIS fid table.xlsx (CFW Internal) 04AMEND CSC 57788 E-BUILDER PMIS - Fund Availabilitv.pdf (CFW Internal) Signed Business Equitv Waiver for e-BuilderAmendment.pdf (CFW Internal)