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HomeMy WebLinkAbout063660-A4 - General - Contract - UKG Kronos Systems, LLCCSC No. 63660-A4 FOURTH AMENDMENT TO FORT WORTH CITY SECRETARY CONTRACT NO. 63660 This Fourth Amendment to Fort Worth City Secretary Contract No. 63660 ("Fourth Amendment") is made between the City of Fort Worth ("City,") a Texas home rule municipality, and UKG Kronos Systems, LLC ("Vendor,") a Massachusetts limited liability company. City and Vendor are each individually referred to herein as a "party" and collectively referred to as the "parties." WHEREAS, City and Vendor entered into an Agreement identified as City Secretary Contract No. 63660 beginning July 15, 2025 (the "Agreement,") for the purchase of Public Safety Solution Software and related services; WHEREAS, on December 9, 2025, Mayor and Council Communication (M&C) 25-1113 authorized the execution of the First Amendment to the Agreement to increase the annual contract amount to revised annual amount not to exceed $1,100,000.00, with a five percent (5%) automatic annual increase; and WHEREAS, it is the collective desire of the parties to amend the Agreement to add Exhibit D-4, UKG Kronos Order Forms No. Q-436664, for the purchase of additional professional services and related hardware; 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 include Exhibit D-4, UKG Kronos Order Form No. Q-436664, for the purchase of additional professional services and related hardware. 2. The annual amount of the Agreement will remain unchanged at an amount not to exceed $1,155,000.00 for the renewal term beginning on July 14, 2026. H. 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] OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fourth Amendment to Fort Worth City Secretary Contract No. 63660 Page 1 of 3 [Executed effective as of the date signed by the Assistant City Manager below.] / [ACCEPTED AND AGREED:] City: By: Name: Title: Date: Dianna Giordano (Oct 20, 2026 11:07:55 CDT) Dianna Giordano Assistant City Manager 10/20/2026 UKG Kronos Systems, LLC Sgned by: By: F�' A1 '1a P . bf Name: 7ea599F8AC59a F... Title: Fabrice ce Pa] of Date: Sr Mgr. Order Processing CITY OF FORT WORTH INTERNAL ROUTING PROCESS: Approval Recommended: By: Name: Title: Kevin Gunn Director, IT Solutions Approved as to Form and Legality: By: Name Title: Cd GZf e' 7a4 %Ga / Candace Pagliara (Oct 19026 10:16:08 CDT) Candace Pagliara Sr. Assistant City Attorney Contract Authorization: M&C: 25-1113 Approval Date: 12/09/2025 Form 1295: 2025-1388073 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: Name: David Zellmer Title: Sr. IT Solutions Manager City Secretary: By: Name: Title: Jannette Goodall City Secretary OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Fourth Amendment to Fort Worth City Secretary Contract No. 63660 Page 2 of 3 EXHIBIT D-4 UKG Kronos Order Form No. Q-436664 (Attached) Fourth Amendment to Fort Worth City Secretary Contract No. 63660 Page 3 of 3 Quote#: Q-436664 Page 1/3 UVI HR, Pay, & Workforce Management Quote#: Q-436664 Expires: 06 Aug, 2026 Sales Executive: Michelle Mackey Effective Date: Effective as of the date of last signature of this Order Customer Legal Name: THE FORT WORTH POLICE DEPARTMENT Customer Legal Address: 505 W FELIX ST, FORT WORTH, TX 76115 USA Bill To: City of Fort Worth 100 FORT WORTH TRL FORT WORTH, TX 76102-2661 USA Bill To Contact: Currency: USD Customer PO Number: Solution ID: 6151715 Term: Co -Term Uplift Percent: 4 % Billing Start Date: Upon Signature of Order Form -)RM Order Type: Amendment Date: 07 Jul, 2026 Ship To: City of Fort Worth 100 FORT WORTH TRL FORT WORTH, TX 76102-2661 USA Ship To Contact: Michelle Swindle Ship to Phone: 8173928861 Ship to Mobile: Contact: Michelle Swindle Email: psps_pm@fortworthtexas.gov Shipping Terms: Ship Method: FedEx Ground Freight Term: Renewal Term: 12 months Payment Terms: Net 30 Days U KG UKG Kronor Systems LLC 900 Chelmsford Street Lowell, MA 01851 Quote#: Q-436664 Page 2/3 Billing Frequency: Annual in Advance Professional Services - Fixed Fee Billing Frequency: Billed 100% upon signature of the order form Quote Summary Total Fixed Fees USD 14,080.00 Order Notes: This Order is subject to the Master Agreement No 24-6833 entered into between Cobb County Board of Commissioner ("Lead Agency") and UKG Kronos Systems, LLC ("UKG") effective as of July 14th, 2025 (the " Omnia Master Agreement No. 24-6833 ") and used by Customer as an Omnia Participating Public Agency. "Co -Term" means that the Subscription Services set forth on this Order will align with Customer's existing billing cycle and term. UKG may invoice Customer up to sixty (60) days in advance of the Billing Start Date set forth in an order. Upon Customer's receipt of such invoice, Customer shall pay the invoice within the payment terms time frame set forth in such order. U KG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 Quote#: Q-436664 Page 3/3 IN WITNESS WHEREOF, the parties have caused this Order to be executed by their authorized representatives and shall be effective as of the date of the last signature below. THE FORT WORTH POLICE DEPARTMENT Signature: 0iow- Dianna Giordano (Oct 20, 2026 11:07:55 CDT) UKG Kronos Systems LLC Signature: Name: Assistant City Manager Name: Title: Dianna Giordano Title: Date: 10/20/2026 Date: Signed by: b"°- f 7E4599F8AC594 F_. Sr Mgr. Order Processing 10/15/2026 1 8:03 AM EDT The monthly price on this Order has been rounded to two decimal places for display purposes. As many as eight decimal places may be present in the actual price. Due to the rounding calculations, the actual price may not display as expected when displayed on your Order. Nonetheless, the actual price on your invoice is the true and binding total for this Order for purposes of amounts owed for the term. If you are tax exempt, please email a copy of your "Tax Exempt Certificate" to TaxExemption(a)ukg.com along with the quote number otherwise this order is subject to applicable taxes. The actual tax amount to be paid by Customer will be shown on Customer's invoice. UKG is aligning our product brand and announcing that the UKG Dimensions® and UKG Pro® solutions will be one product suite under the name UKG Pro. Click here to learn more and view examples of current to future names https://www.ukg.com/one-suite#WhatproductnamesarechangingunderUKGDimensions UKG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 UKG Pro Statement of Work for Fort Worth Police Department This Statement of Work (SOW) outlines the scope of services to be provided by UKG for the implementation of the Subscription Service(s) in the corresponding Order and is subject to the terms and conditions set forth in the UKG Master Services Agreement (MSA) or such other existing underlying agreement between the Parties. The SOW shall apply to this Order and shall supersede any Statement of Work linked in the Order. The scope of services described herein are fixed price based and subject to the same terms and conditions as the corresponding Order. Unless otherwise defined herein, words and expressions defined in the Order shall have the same meaning in this Statement of Work. In the event of a conflict or discrepancy between the terms in this SOW and the MSA, the MSA shall prevail. If there are changes to the outlined assumptions, or if additional work is required, additional costs may be required and timelines may be delayed. Billing for the Launch of Professional Services outlined in this Statement of Work will begin on the Billing Start Date specified in the corresponding Order, regardless of when the Welcome Phase or Go Live actually occurs. Should there be any postponement in the commencement of Professional Services or in the Go Live date, these changes will not alter or delay the Billing Start Date unless both parties formally agree to such modifications through a signed change order. 1. Project Summary This project will implement UKG Data Hub Premium to provide a centralized data integration and reporting foundation that enhances access to workforce and organizational data across the enterprise. The solution will enable automated data extraction, improved data accessibility, and advanced reporting capabilities to support operational and strategic decision -making. Through the deployment of Data Hub Premium, the organization will gain greater visibility into key workforce metrics, streamline data management processes, and improve the delivery of accurate, timely information to stakeholders. 2. Introduction to Launch UKG's Launch methodology provides a framework for how the project will progress during the Customer's deployment. The project team follows this framework to transition Customer's applicable functions from the legacy provider(s) to the UKG Subscription Service(s). The Launch methodology includes the following phases: Welcome This phase includes UKG's internal readiness and team assignments, Customer preparation and access to Subscription Service(s), project team kick off, and initial project planning. Requirements This phase includes reviewing and assessing Customer's current process and policy information to ensure the best fit between Customer's business requirements and the UKG Subscription Service(s). Build This phase includes configuring Customer's Subscription Service(s), migrating applicable data from legacy system(s), building integrations to/from third -party systems, and unit testing to ensure each iteration delivers a fully configured component of the system. Test This phase includes Customer's User Acceptance Testing (UAT) for the applicable UKG Subscription Service(s). Go Live This phase includes UKG assisting Customer with the first live processing, the rollout of the Subscription Service(s) and transition to UKG support. 3. Subscription Services in Scope The following Subscription Services are in scope and will be configured in accordance with the Launch methodology and assumptions described in this document. UKG Pro Workforce Management Data Hub Premium Phase 1 4. Launch Parameters The following parameters support UKG's Launch methodology and provide an additional set of considerations as it applies to the Project, the Subscription Service(s), and Professional Services described in this document. English: © 2026 UKG Inc. All Rights Reserved. UKG Opp -1051552_ PRO_ ADD-ON; SOW terms expire if Order not executed by 9/30/2026 Prepared by: CB • UKG will support one (1) Launch Go Live for the Subscription Service(s) in the Order. Professional Services launch timing below may not necessarily correlate with the billing start date noted in the Order. • The typical Launch duration for Customers purchasing additional UKG Subscription Services is one to three (1-3) months from project kick-off depending upon specific Subscription Service(s) purchased. Project Launch and • Launch services end when the scope of services is completed or expire six (6) months after the project Completion kick-off, whichever comes first. • Customer will exercise services, including all integrations, within the defined services period provided in this SOW. Note: Changes may be required to your existing Pro WFM solution to enable a cohesive user interface and to provide the ability to adopt all current and future cross platform functionality. • Fixed Fee Launch pricing for the scope of services described herein is based on typical Launch duration identified in this SOW and assumes Customer will have established standardized HR, pay, and/or time policies/practices for employees included within the Order. If any necessary Customer information, data, materials, access, cooperation and/or personnel is incomplete or delayed, UKG reserves the right to place the project on hold, reassign resources, and amend the quoted pricing Launch Pricing accordingly. • Material scope changes impacting project resource requirements and/or Launch duration, including interfaces not specified in this SOW, will require a separate Service Request. There may be opportunities to complete the project in a compressed duration. However, if Customer's project resources are unprepared or unavailable, the project's duration may need to be extended, increasing billable launch services fees required to complete this SOW. • UKG will perform work during standard business hours, Monday through Friday from 8:00 a.m. to 5:00 p.m. in the Customer's primary time zone. Work Hours • Work outside of the standard business hours must be mutually agreed upon in advance and requested with enough notice to ensure resource availability. • Customer will complete tasks and training as assigned in the final project plan by mutually agreed upon due dates. • UKG will not be responsible for delays caused by Customer's failure to provide adequate resources for Customer Tasks and the project or complete tasks and training promptly. Communication • The Customer's project manager is the appointed point of contact for Customer on this project. The Customer's project manager will be responsible for all communications and project management among all Customer parties (staff, vendors, consultants) and for the escalation and resolution of any issues for the Customer. • [UKG will deliver the scope of this project utilizing a blended approach of on and offsite resources. Onsite visits will be mutually agreed upon in advance. • Customer will provide UKG resources with access to necessary infrastructure to complete project tasks. Travel and Access Remote access will be granted using industry standard tools (GoToMyPC, PCAnywhere, etc.). • Travel expenses are not included and will be invoiced separately as incurred. Customer is responsible for airfare, lodging, and related travel expenses incurred while UKG resources are traveling for Customer's business. All travel and expenses are billed at actual costs incurred. UKG resources will book travel through UKG's preferred travel management company. 5. Service Assumptions The following assumptions were used to formulate the Order and this SOW. Changes to these assumptions may require a separate Service Request resulting in additional costs and delayed timelines. Training and User Adoption Services UKG will: • Provide guidance on recommended product training to prepare your project team during Launch via Training Project Map. Specific courses are required during each phase of the launch to minimize the amount of time between training delivery date and real -life system usage. • Provide access to learning resources like job aids and videos for end users, superusers and administrators. English: © 2026 UKG Inc. All Rights Reserved. UKG Opp -1051552_ PRO_ ADD-ON; SOW terms expire if Order not executed by 9/30/2026 Prepared by: CB • Provide ongoing, post -live access to formal and informal learning for administrators and superusers to keep up to date with releases, quarter/year end and best practices. UKG Pro Workforce Management Services UKG will: • Deploy and configure Data Hub in a Google BigQuery database (including detail and summary datasets) UKG Pro Workforce in one (1) production and one (1) non -production environment Management Data Hub • Provide detailed documentation including data dictionary Premium • Provide up to four (4) hours of standard training/knowledge transfer Other UKG Services 6. Service Requests Requests for changes to this Statement of Work, additional scope, activities outside of this planned project scope, or increased project duration must be submitted to the UKG project manager in writing or in the form of an electronic Service Request. The following excluded items are considered out of scope and will require a billable Service Request: • Material changes in the scope or effort (i.e., # of deployments or EINs, request of onsite assistance, etc.) • Material changes in the number or type of deliverables to meet the defined scope of effort (i.e., additional integrations, profiles, etc.) • Changes to the project resource requirements • Changes to the Launch duration (i.e., changes to the scheduled dates after completion of Requirements) • Modules placed on hold may incur re -engagement or other re -work fees and may result in a change of consultant(s) UKG will assess the time needed to implement the Service Request, as well as its impact on the project's delivery, and will quote the Service Request based on current rates. Service Requests are submitted through the UKG Community. UKG will perform the requested work once the Service Request has been completed and approved by the Customer. UKG will not be responsible for troubleshooting Subscription Service(s), interfaces, or hardware not provided by UKG. English: © 2026 UKG Inc. All Rights Reserved. UKG Opp -1051552_ PRO_ ADD-ON; SOW terms expire if Order not executed by 9/30/2026 Prepared by: CB CITY COUNCIL AGENDA Create New From This M&C FORT % oRTI �z REFERENCE **M&C 25- 04AMENDMENTS FOR PUBLIC DATE: 12/9/2025 NO.: 1113 LOG NAME: SAFETY PAYROLL SOLUTION SOFTWARE CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: (ALL) Authorize Execution of Amendments with immixTechnology, Inc. and UKG Kronos Systems, LLC for Purchase of Public Safety Payroll Solution Software and Related Services in a Combined Amount Up to $1,100,000.00 and Add Six Renewal Options at a Five Percent Annual Increase for the Information Technology Solutions Department RECOMMENDATION: It is recommended that the City Council: 1. Authorize the execution of an amendment to City Secretary Contract No. 52679 with immixTechnology, Inc in the amount of $100,000.00, for a revised annual amount of $1,243,749.00, for purchase of Public Safety Payroll Solution Software through December 2025 using Texas Department of Information Resources Contract No. DIR-CPO-5688; and 2. Authorize the execution of an amendment to City Secretary Contract No. 63660 in the amount of $1,000,000.00, for a revised annual amount of $1,100,000.00, for the purchase of Public Safety Payroll Solution Software and related services beginning in January 2026 and add six renewal options at a five percent annual increase using OMNIA Partners Contract No. 24-6833, for the Information Technology Solutions Department. DISCUSSION: On October 25, 2016, City Council approved Mayor and Council Communication (M&C) P-11957 authorizing execution of City Secretary Contract (CSC) No. 52679 with immixTechnology, Inc., a value- added reseller, for the purchase of UKG Kronos, LLC branded timeclock integration software, timeclocks, and related services for integration of City timeclocks into the PeopleSoft Enterprise Resource Planning (ERP) system in an amount up to $300,000.00. On September 28, 2021, City Council approved M&C 21-0732 authorizing execution of an amendment to CSC No. 52679 for implementation of a new Public Safety Payroll Solution (PSPS) using UKG- branded products for the Police and Fire departments. On February 27, 2024, City Council approved M&C 24-0137 authorizing execution of an amendment to CSC No. 52679 with immixTechnology, Inc. to increase the annual amount of the agreement for a revised annual contract amount up to $650,000.00 to support purchase of technology licenses for PSPS. On September 17, 2024, City Council approved M&C 24-0802 authorizing execution of an amendment to CSC No. 52679 to increase the annual contract amount to an amount up to $1,143,749.00, as amended. Historically, the Information Technology Solutions (IT Solutions) department has entered into agreements with value-added resellers such as immixTechnology, Inc. (immixTechnology) for purchase of goods and services. Value-added resellers are typically more responsive and more customer -focused than purchasing directly from a manufacturer. Since execution of CSC No. 52679, immixTechnology has consistently failed to provide timely quotes or invoices which has resulted in City staff returning to City Council to request increased authority for payment of licenses/services provided in previous contract terms. On multiple occasions, City staff were required to escalate requests to the manufacturer, UKG Kronos, LLC, for assistance. Despite efforts to work with the manufacturer to expedite requests, immixTechnology has continued to not meet the City's requirements and set expectations. To prevent further issues with receipt of invoices, City staff recommend the approval of a final increase to CSC No. 52679 in an amount of $100,000.00 to close out existing orders placed through immixTechnology. City staff also recommend the increase of CSC No. 63660 with UKG Kronos, LLC, the manufacturer of PSPS products, to purchase all existing subscriptions, hardware, and related services directly. Upon approval of this M&C, IT Solutions will be able to process all revised quotes for existing subscriptions purchased through immixTechnology and transition all current and future subscriptions to be purchased directly through UKG Kronos, LLC. Funding is budgeted in the Other Contractual Services account within the Info Technology Systems Fund for the IT Solutions Department. 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 — The City will initially use the cooperative agreements to make purchases authorized by this M&C. In the event the cooperative agreements are not renewed, staff would cease purchasing at the end of the last purchase agreement, coinciding with a valid cooperative contract. 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. If the cooperative agreements are extended, this M&C authorizes the City to purchase similar products under the extended contract. In the event a cooperative agreement is not extended, but vendor and cooperative purchasing agency execute new cooperative agreement(s) with substantially similar terms, this M&C authorizes the City to purchase the products under the new contract(s). If this occurs, in no event will the City continue to purchase goods and services under the new agreement beyond August 2032 without seeking Council approval. 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 and execution of the related amendments, CSC 52679 will expire May 14, 2026 and CSC 63660 will expire July 13, 2026, each in alignment with the underlying Cooperative Agreements. RENEWAL OPTIONS — Upon City Council approval and execution of the related amendments, CSC 52679 will have no remaining renewal options and CSC 63660 may be renewed for six (6) additional one-year terms, each with a 5\% annual increase, in accordance with the underlying OMNIA Partners cooperative contract. These actions do not require specific City Council approval provided that the City Council has appropriated sufficient funds to satisfy the City's obligations during the renewal period. 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 recommendations and execution of the contract. Prior to any 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 Originating Department Head: Additional Information Contact: ATTACHMENTS Dianna Giordano (7783) Kevin Gunn (2015) Mark DeBoer (8598) FID Table -AMENDMENTS FOR PUBLIC SAFETY PAYROLL SOLUTION SOFTWARE.xlsx (CFW Internal) Form 1295 2025-1388073 2025.11.12.pdf (CFW Internal) Fund Availability -AMENDMENTS FOR PUBLIC SAFETY PAYROLL SOLUTION SOFTWARE.pdf (CFW Internal) FORT WORTH® City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: UKG Kronos Systems, LLC Subject of the Agreement: Fourth Amendment to CSC 63660 of UKG Kronos Systems, LLC M&C Approved by the Council? * Yes © No ❑ If so, the M&C must be attached to the contract. Is this an Amendment to an Existing contract? Yes © No 0 63660-A4 If so, provide the original contract number and the amendment number. Is the Contract "Permanent"? *Yes ❑ No IZI If unsure, see back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No © If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: If different from the approval date. Expiration Date: July 13, 2027 If applicable. Is a 1295 Form required? * Yes © No ❑ *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes © No 0 Contracts need to be routed for CSO processing in the following order: 1. Katherine Cenicola (Approver) 2. Jannette S. Goodall (Signer) 3. Allison Tidwell (Form Filler) *Indicates the information is required and if the information is not provided, the contract will be returned to the department.