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HomeMy WebLinkAboutContract 45635 crry sECRETAW Docuftn Envelope ID:7431309AI-F1 E4-4971-8168-RE70GDE572A COWRACT 010. SUNGARD PUBLIC SECTOR INC.SUPPORT SERVICES AGREEMENT CONTRACT NO.FTWO-130472 This SunGard Public Sector riic, Support Services Agreement("Agreement")is entered into by and between SuriGniA Public Sector like,("SunGard Public Sector"or"Contractor"), a Florida Corporation,with its principal place of business at: 1000 Business Center Drive,Lake Mary,Florida 32746; and City of Fort Worth ("Custorner"or."City"), with its principal place of'business at 1000 Throckniorron Street Fort Wodh,TX 76102 Support Services Fee for Initial Term Schedule of Licensed Programs October 1,2013- Covered Under this Agreement 5o �� --122L� Retrofft Niodification OplJon 6 3,300.00 CIS Voice Response Interface $ 1,739.71 DVO-Document Managerrent Services $ CIk*2Gov Core Wifule Ehlbedded $ 1,67E06 aicl(2Gov Customer Information System $ 5,627.54 QRep Adryinistrater $ 331.00 QRep End War 4,30101 QRep Catalogs for CR,LX,M,CX $ 1,31539 VI-Custorner Information Systems $ 59,82100 NAVI-DMS-Document Management Services $ 1,07611 NAVI-WorkOrders/Fac Nbrnt. $ 17,497.90 Navillne-Land/Parcel Wriagerriont $ - Seleciron Credh Card Payment 1117-CS $ 647.09 KAVI••Cash Receipts $ 5,99152 OnePbint Point of Sale $ 1,739.71 Total: $ 105,070.64 2, TERM. The Tenn of this Agreement shall be from October 1,2013 to September 30,2014("Inidal Term"). This Agreement call be renewed for successive one (1) year terms by payment of the there-current annual Support Services Fee, SunGard Public Sector will invoice Customer when the Support Services Fees are due. I SUPPORT SERVICES, For so long as Customer has purchased Support Services and is current in its payments to SunGard Public Sector, Customer shall be entitled to receive, and SunGard Public Sector agrees to provide, the following services which are hereinafter referred to as"Support Services"for the Licensed Programs listed in Paragraph I liereof, 3.1 Program Fix Service, Customer shall promptly report to SunGard Public Sector any errors or defects in the Licensed Prograin's which prevents the Licensed Progranis from operating substantially hi accordance with their documentation and shall hir-ther provide such information as may be required by SunGard Public Sector to replicate such errors or defects. Customer agrees to provide dial-in access to Customer's computer in order for SunGard Public Sector to investigate reported errors or defects. SunGard Public Sector will address any such replicable errors or defects with an effort commensurate with their severity and will deliver to Customer n remedial release or %vorkaround as it becomes available. In the event the problem Customer reported as an error or defect was in fact not in the Licensed Programs, then Customer shall pay SunGird Public Sector,at SunGard Public Sector's then current list price therefor,for time spent as a result of Customers repoM SuriGard Public Sector laic.and City of Fort Worth Support Services Agreement Page I of 7 Execution Colay 5/19/14 REUTIL 2 7 2014 DocuSign Envelope ID:740B09A1-F1E4-4971-Bl68-F8E70CDE572A 3.2 Software Upgrades and Updates. Customer shall receive,at no additional cost,upgrades and updates to the Licensed Programs which are generally made available at no cost by SunGard Public Sector to customers who have purchased Support Services. Customer shall receive one original of any upgrade or update to the Licensed Programs delivered hereunder in electronic form or on media, according to the general form of distribution implemented by SunGard Public Sector. Customer agrees that any upgrades or updates provided by StniGard Public Sector shall be held by Customer upon all of the terms and shall be subject to all of the conditions contained in the license agreement granting Customer the right to use the Licensed Programs. 3.3 Telephone Support. SunGard Public Sector shall make available a toll free telephone support line, twenty-four(24) hours a day, seven (7)days per week, for use by Customer's representatives who shall have received training on the Licensed Programs and who shall be relatively proficient in the operation of the Licensed Programs. 3.4 Exclusions, Support Services do not include on-site services nor Licensed Programs that are not at the latest release level or the level inuuediately prior to the latest release,or for which Customer has not installed all distributed corrective code, or Licensed Programs that have been modified or customized,or that have been damaged by negligence, misuse, rise with inappropriate software or equipment or by other external causes. 4. SUPPORT SERVICES FEES. 4.1 Support Services Fees for the Initial Term hereof are as provided in Paragraph 1,and are due and payable upon execution of this Agreement. 4.2 Support Services Fees for Renewal Tenus are due and payable prior-to the first day of the Renelval Tenn,and are subject to change upon each renewal date. 4.3 Support Services Fees stated herein do not include sales (or equivalent) taxes. Taxes due, if any, will be added to Customer's invoice. 4.4 Support Services Fees are not refiindable in whole or in part,except in the event of Customer's termination for cause as provided in Paragraph 9.3 hereof. 5. NIODIFICATION MAINTENANCE SERVICES. For so long as Customer has purchased Modification Maintenance Services and is current in its payments to SUnGard Public Sector under this Agreement, Customer shall be entitled to receive,and SunGard Public Sector agrees to provide,the following service: 5.1 Modified Program Compatibility. For each non Licensed Program in library HTEMOD that was written by SunGard Public Sector or any Licensed Program that has had custom modifications performed by SunGard Public Sector at the customer's request, SunGard Public Sector will perforni all necessary programming to ensure that the program is compatible with each nc%v software release, version, or Program Temporary Fix made available by SunGard Public Sector. 6. r\MODIFICATION MAINTENANCE FEES. 6.1 Modification Maintenance Fees are determined on an annual basis. This determination is based upon the rmunrber of modified programs prior to each renewal period multiplied by the then current rate charged per program. 6.2 Modification Maintenance Fees are riot refundable in mvhole or in part. 7. WARRANTIES AND REMEDIES. SunGard Public Sector warrants that the Support Services provided under this Agreement shall be performed professionally, in a workmanlike manner and by employees with appropriate skills and expertise. Except as provided in this paragraph, CUSTOMER'S SOLE AND EXCLUSIVE REMEDY, IN THE EVENT SUNGARD PUBLIC SECTOR BREACHES THIS\VARRANTY,IS TO TERNffNTATE THIS AGREEMENT PURSUANT TO THE TERMS OF PARAGRAPH 9 BELO\V. 8. LIt\MITATION OF LIABILITY. SunGard Public Sector's liability to Customer for any losses or damages, whether direct or indirect, arising out of this Agreement, shall not exceed the Support Services Fees paid for the Initial Term or Renewal 'term their in effect Unless such loss or damage is due to the gross negligence or intentional misconduct of SunGard Public Sector. In no event shall SunGard Public Sector be liable for any indirect,special,or consequential damages,or economic loss in connection with,or arising out of,this Agreement. 9, TERMINATION. This Agreement may be terminated as follows: 9.1 Upon Customer's fai Ill•e to renew this Agreement at the expiration of the Initial Terri or any Renewal Term. SunGard Public Sector Inc.and City offort tt'orth Support Services Agreement Page 2 of 7 Execution Copy 5/19/14 DocuSign Envelope ID:743B(19A1-F1E4-4971-8168-F8E70CDE572A 9.2 By SunGard Public Sector, if Customer fails to pay Support Services Fees on or before the due date,then this Agreement shall terminate if non-payment continues for more than ten (10) days after receipt of notice in writing front SullGard Public Sector to Customer of such non-payment setting forth the sum then due and how such stun was deterniined. 9.3 Except as provided in Paragraph 9,2 hereof, by the non-breaching party, in the event this Agreement is breached by a party and that party fails to cure the breach within thirty(30)days after having been given written notice thereof. 9.4 Customer believes that sufficient funds can be obtained to pay all amounts duc SunGard Public Sector throughout the terns of this Agreement and hereby covenants and agrees that it will make appropriate requests for budget appropriations for the fiscal years in amounts as specified herein. Customer firrther agrees that said funds, once appropriated, will be maintained and expended for the expressed purpose of acquiring from SmiGard Public Sector the services set forth herein. in the event no funds or insufficient funds are appropriated, not budgeted or not otherwise legally available in any fiscal period for any payments due hereunder, Customer will notify SnnGard Public Sector of such occurrence and this Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to Customer of any kind whatsoever,except as to the portions of the payments herein agreed upon for which funds have been appropriated. 9.5 If Customer terminates this Agreement and subsequently desires to reinstate Support Services, SunGard Public Sector's then-current policy with regard to reinstatement shall apply. 10. GENERAL TERMS. Choice of Law/Dispute Resolution. This Agreement shall be governed by laws of the State of Texas. Prior to either party commencing any legal action under this Agreement, the parties agree to try in good faith to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good-faith negotiations,then either party may commence legal action against the other. Binding Agreement. The individual signing this Agreement for Customer warrants that he/she has been duly authorized to bind Customer to all rights, duties, remedies, obligations and responsibilities hereunder and that the Agreement is a valid and binding obligation of Customer. Assignment. This Agreement and the rights, title, and interest herein,may not be assigned or transferred by Customer without the prior written consent of SunGard Public Sector, which consent shall not be unreasonably withheld. SunGard Public Sector may assign Its rights,title and interest herein to any SmiGard Public Sector affiliate or any entity acquiring a majority interest in its assets by providing prior written notice to Customer. Any assignment in violation of this provision is void. Audit. Customer shall,during the Term and any Renewal Term, and until the expiration of three(3)years after final payment under this Agreement,or the final conclusion of any audit comncnced during the said three years,have access to and the right to examine at reasonable limes any directly pertinent books,documents,papers and records of SmiGard Public Sector involving transactions relating to this Agreement at no additional cost to Customer. SunGard Public Sector agrees that Customer shall have access during normal working hours to all necessary SunGard Public Sector facilities and shall be provided adequate and appropriate Nvork space in order- to conduct audits in compliance with the provisions of this section. Customer will provide SunGard Public Sector reasonable advance notice of any intended audits. Successors Bound. The terms and conditions of this Agreement shall extend and inure to the benefit and be binding on the respective successors and permitted assigns of Customer and SunGard Public Sector. Force Nlajcurc. Neither party shall be held responsible for failure to fulfill its obligations under this Agreement due to causes beyond its reasonable control. Severability. if any term or provision of this Agreement or the application thereof to any entity, person Or circumstance shall, to any extent, be held invalid or unenforceable,the remainder of this Agreement,or the application of such term or provision to entities, persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby and each remaining tens and provision of this Agreement shall be valid and enforceable to the fiillest extent permitted by law. Notices. Any notice provided for herein shall be in writing and sent by registered or certified mail, postage prepaid,addressed to the party for which it is intended at the address set foitli on the first page of the Agreement or to such other address as either SunGard Public Sector Inc.and City of Fort Worth Support Services Agreement Page 3 of 7 ExcCUtion Copy 5/19/14 Docuftn Envelope ID:743BO9AI-FlE4-4971-BIBB-FBE70CDE572A party shall from time to time indicate in writing. Any notice given pursuant to this paragraph shall be deemed given when received or five(5)calendar days from the date of the mailing,whichever occurs first. Headings. Numbered topical headings, articles, paragraphs, subparagraphs or titles in this Agreement are inserted for the convenience of organization and reference and are not intended to affect the interpretation or construction of the terms hereoE Non-Hiring Statement. During the term of this Agreement and for a period of twenly-four(24)months after the termination oft is Agreement,neither party may offer to hire or in any way employ or compensate any of the employees oft either party or persons who have been employed by either party within the immediate past twenty-four(24)months without prior written consent oreither party. Non-waiver. Waiver of any breach or default hereunder shall not constitute a continuing waiver or a waiver of any subsequent breach either of the same or of another provision of this Agreement. Entire Agreement. This Agmement and the exhibit attached hereto constitute the entire agreement between the parties with respect to Support Services, and there are no representations, conditions, warraitties, or collateral agreements, expressed or implied,statutory or otherwise, with respect to this Agreement other than as contained herein. This Agreement supersedes all Previous communications,representations or agreements,either written or oral,between the patties. This Agreement may not be modified or supplemented in any way except by written agreement signed by persons authorized to sign agmements on behalf of Customer and of SunGard Public Sector. Preprinted,conditions which vary from the terms and conditions herein,and which are contained in any purchase order or other document submitted hereafter by Customer,are of iw force or effect. The parties,each acting with due authority,have executed this AgreenicM by setting forth their respective signatures: CITY ( FOR VORTH,TX SUNGARD PUBLIC SEUrOR INC. A ;i uthorized Sign ture ozwwAixmvA_ uthorized SjVwture . ............. Christian Coleman VP and Controller, Su . ............. a P�rmt ante&Title runt Name&Title ............. ate D to 0�PPOOOUOVN AWE a By: ...... Ctt ret, ame, .......... --- Q_ % Jp Title: Nka APPROVED AS TO FORM AND LEGALITY: By,_ Assistant C3 Aftorr, (j 2, M&Q OFFICIAL RECORD CITY SECRETARY r SunGard Public Sector Inc.and City of fort Worth Support Services Agrec"wnt FT.WORITNA of I T Exectition Copy 5119114 Doc4JSign Envelope ID:743809A1-F1E4-4971-B168-F8E70CDE572A EXHIBIT A NETWORK ACCESS AGREEMENT 1. The Network. Tile City owns and operates a computing eilviroi unit and network (collectively the "Network"). Contractor wishes to access the City's network in order to provide corttitllled software maintenance and support from SL1rlGard Public Sector Inc., for the Water Departmetlt's customer information and billing system. In order to provide the Necessary support, Contractor needs access to the Utility Billing servers. 2. Grant of Limited Access. Contractor is hereby granted a limited right of access to the City's Network for the sole purpose of providing continued software mahiteilance and support from Sungard Public Sector Inc., for the Water Department's customer illformatioil and blllhig system. Such access is granted subject to the terms mid colldltiolls forth in this Agreement and applicable provisions of the City's Administrative Regulation D-7 (Electronic COI1711 unicatimis Resource Use Policy), of which such applicable provisions are hereby incorporated by reference and made a part of this Agreement for all purposes herein and are available upon request. 3. Network Credentials. The City will provide Contractor with Network Credentials consisting of user IDs and passwords unique to each individual requiring Network access on behalf of the Contractor. Access rights will automatically expire one (1) year from the date of this Agreement. If this access is being granted for purposes of colllpleting services for the City pursuant to a separate contract, then this Agreement will expire at the completion of the contracted services, or upon termination of the contracted services, whichever occurs first. This Agreement will be associated with the Services designated below. ❑ Services are being provided in accordance with City Secretary Contract No ❑ Services are being provided in accordance with City of Fort Worth Purchase Order No. ® Services are being provided iii accordance with the Agreement to which this Access Agreerllent is attached. ❑ No services are being provided pursuant to this Agreement. 4. Renewal. At the end of the first year and each year thereafter, this Agreement may be renewed annually if the following conditions are met: 4.1 Contracted services have riot been completed. 4.2 Contracted services have not been terminated. 4.3 Prior to accessing the City's Network, the Contractor has provided the City with a current list of its officers, agents, servants, employees or representatives requirnlg Network credentials. Notwithstanding the scheduled contract expiration or the status of completion of services, Contractor shall provide the City with a current list of officers, agents, servants, employees or representatives that require Network credentials oil all allllltal basis. I'ailllre to adhere to this requirenmit may result in denial of access to the Network and/or termination of this Network Access Agreement. 5. Network Restrictions. Contractor officers, agents, servants, employees or representatives may not share the City-assigned user IDs and passwords. Contractor acknowledges, agrees and hereby gives its authorization to the City to monitor Coitractor's use of the City's Network tit order to ensure Contractor's compliance with this Agreement. A breach by Contractor, its officers, agents, servants, employees or representatives, of this Agreement and all), other written instruetiolis or guidelines that the City provides to Contractor pursuant to this Agreement shall be grounds for the City immediately to deny Contractor access to the Network and Contractor's Data, terminate the Agreetllerlt, and pursue any other remedies that the City may SUnGard Public Sector Inc.and City of Port Worth Support Services Agreement Page 5 of 7 Execution Copy 5/19/14 DocuSign Envelope ll):743r-909AI-FIE4-4971-BI68-F8E70CDES72A� have under this Agreement or at law or in equity, 5.1 I�otige to QonLi4q. tL ensj�!Ingl — For purposes of this sectio1j, Contractor Personnel shall tc� _L_ — - include all officers, agents, servants, employees, or representatives of Contractor, Contractor shall be responsible for specifically notifying all Contractor Personnel who will provide services to the City under this agreement of the following City requirements and restrictions regarding access to the City's Nehvo& (a) Contractor shall be resI.)onsible for any City-owned equipment assigned to Contractor Personnel, and will immediately report theloss or theft of such equipment to the C=ity (b) Contractor, and/or Contractor Personnel, shall be prohibited from connecting personally- owned computer equipment to the City's Network (c) Contractor Personnel shall protect City-issued passwords and shall not allow any third party to utilize their password and/or user ID to gain access to the City's Net%vork (d) Contractor Personnel shall not engage in prohibited or inappropriate e use of Electronic Communications Resources as described in the Citys Adrninistrative Regulation D7 (e) Any document created by Contractor Personnel in accordance with this Agmement is considered the property of the City and is subject to applicable state regulations regarding public information, however, to the extent allowed under applicable state laws and regulations, Contractor retains title to computer programs and related information developed by Contractor or City, if such programs are derivative works of the software products licensed for• use by Contractor. Contractor Personnel shall not copy or duplicate electronic information for use oil any non- City computer except as necemry to provide services pursuant to this Agivement (g) All network activity may be monitored for any reason deemed necessary by the City (it) A Network. user ID may be deactivated when the responsibilities of the Contractor Personnel no longer require Network access 6. Termination. In addition to the other rights oftermination set forth herein, the City inay terminate this Network Access Agreement at any time and For any reason with or without notice, and without penalty to the City, Upon termination of this Network Access Agreement, Contractor agrees to remove entirely any client or counnunications soffivare provided by the City from all computing equipment used and owned by the Contractor, its officers, agents,servants, emifloyees and/or representatives to access the City's Network, 7. Information Security. Contractor agrees to make every reasonable effort in accordaince with accepted security practices to protect the Network credentials and access methods provide([ by the City frorn kinaUthorized disclosure and rise. Contractor agrees to notify the City ininiediately upon discomy of a breach or threat of breach which could compromise the integrity of the City's NetNvork, including but not limited to, theft of Contractor-owned equipment that contains City-provided access softwarc, termination or resignation of officers, agents, servants, employees or representatives with access to City-provided Network credentials, and unauthorized rise or sharing of Network credentials, SunGaird Public Sector hic.and City orFort Worth Skupporl Smices Agreement Page 6 of 7 Execution Copy 5/19/14 DocuSign Envelop ID:14 t f-F1E4-4971-B1 F8E7DCOES7 ACCEPTED AND AGREED: CIT G T RTH® SUNG PUBLIC S O w °y •� m n Aye .p Ay; Fe t ando Costa "' °� hrfstlan Coleman . P tuaro �u bllc Sector Inc Assistant City M t�� a Title- Date: Date: ATTEST m-� ATTEST: AY: AY: ...__._ ty a ecreta Name: PRO D AS TO FORM AND LEGALITY: Ay. r ity Asslstt nt Atton aey M& ° " X"­J­,., ASAm�4""6�pA4.ksid�'.8yn��"� F I Il lu RECORD im CITY S Im RE R FT� T urC Pub!! Sector Inc,and City of Fort Worth Support ari�e� � a��at Page P Execution y 5/19/14 52312014 M&C ReAew CITY FCC T ORT1l COUNCIL AGENDA COUNCIL ACTION® Approved on 1/7/2014 DATE: 1/7/2014 REFERENCE NO.: **C-26623 LOG NAME: 60SUNGARD CODE: C TYPE: CONSENT PUBLIC HEARING: NO SUBJECT: Authorize Execution of I Source Agreement with SunGard Public Sector, Inc., for Continued Software Maintenance and Support forte Water Department's Customer Information and Billing System for an Annual Amount Up to $105,070.65 (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of oI Source Agreement i SunGard Public Sector, Inc., for continued software maintenance and support forte Water Department's customer information and billing system for an annual amount up to 105,070.65. DISCUSSION: On September 309 2003 (M&C P-9364.), December 2 , 2 (M&C C-21214)9 and again on October 13® 2009 (M&C C-23349), the City Council approved the purchase of continued software maintenance and support for the customer information and billing system. Continuance of this Agreement allows the Water Department's customer information and billing system to support the collection of revenues for water, sewer, recycling, solid waste, environmental protection services and storm water, as well as voluntary contributions, Recent enhancements have provided customers with paperless billing, email notification of their bill, and the ability to make recurring credit card payments,. If all options are exercised under this Agreement, Staff anticipates spending approximately 105,070.65 annually for these services over the next four years. SunGard Public Sector Inc., is the documented sole source vendor for these services. ADMINISTRATIVE AMENDMENT - An increase or administrative amendment for this Agreement may be made by the City Manager, or his designee, for an amount up to $50,000.00 and does not require specific City Council approval so long as sufficient funds have been appropriated. BE Office- A waiver of the goal for WWBE subcontracting requirements was requested by the Water Department and approved Office because the purchase of goods or services is from a documented sole source provider. TERM- This Agreement shall begin on October 1, 2013 and end on September 30, 2014. RENEWAL OPTIONS - This Agreement may be renewed for up to three additional one-year 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 term. FISCAL INFORMATION/CERTIFICATIQN.: The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated„ of t r and Sewer Operating Fund. Vittpo//apps,c1 n t. t3/coiiriocll_9 cpgeV -c re.4r asp?I D==19307&crround1date,:1/7/2014 112 52312014 M&C R&Aew To Fund/Account/Centers FROM Fund/Account/Centers EE45 537100 0604012 35.32 PE L5 537�100 0704012 J5�35�33 Submitted for City llanag-ei's O-ff--ic-e--b-y-,. Fernando Costa ( 1 2) Oftinatin g Department Head., S. Frank Crumb (8207) -_ _ Additional Information Contact. Charrylaine Salone (6629) ATTACHMENTS Ntp;/japps,cfWnet.org/cc.)unci,.Iacklf/rvx,-rrlewAc,,w zt,sp'?ID,,-,,193Mccuicildate'-1/712014 2/2 ...........................................