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HomeMy WebLinkAboutContract 46733 Contract No.GS35FO456NI CITY SECRETARN ASGCONTRACT N0. LU,33� EXHIBIT E Allen Systems Group, Inc. ("ASG') as successor in interest to Mobius Management Systems, Inc. and City of Fort Worth ("Licensee") agree that the terms of General Services Administration Schedule Contract No. GS-35F-0456M are applicable to this Exhibit E and that this Exhibit E is an integral part of the License Agreement dated March 28, 1994 (the "Agreement'). In the event the provisions of this Exhibit are inconsistent with the provisions of the Agreement, the provisions of this Exhibit will govern and the inconsistent provision of the Agreement shall be deemed amended accordingly. All other terms and conditions of the Agreement are confirmed and ratified and remain in full force and effect. LICENSE TYPE: Term License The Licensed Product(s)consist of the Original Licensed Product(s)listed below ORIGINAL LICENSED PRODUCT(S)AND EFFECTIVE DATE(S): June 30 2009(Originally licensed Exhibit C as a term license through Allen Systems Group, Inc.) ASG-DocumentDirect®for the Internet-NT—PCL—(200 Sessions) ASG-DocumentDirect®for the Internet-NT- PDF/PS—(200 Sessions) ASG-ViewDirect&NT—(1 Server) ASG-ViewDirect®-NT-Advanced Laser Printing—(1 Server) ASG-ViewDirect®-NT- Image—(1 Server) ASG-ViewDirect®-NT-Network Server Access—(200 Sessions) ASG-ViewDirect®-NT- Packet Production—(1 Server) EFFECTIVE DATE OF LICENSE RENEWAL: April 29, 2015 DESIGNATED EQUIPMENT/SERIAL NUMBER(S): TBD DESIGNATED LOCATION(S): 1000 Throckmorton Street Fort Worth, Texas 76102 FEES AND PAYMENTS: Total Fee: $132,116.00 The Total Fee includes the License Fee for the Licensed Product(s) for the period April 29, 2015 through November 20, 2016(the"Term") and the Annual Maintenance Fees for the period April 29, 2015 through April 28, 2016. 9m Licensee has agreed to pay the Total Fee as follows: r OFFICIAL RECORD C April 29, 2015 License Fee: $76,791.00 M Maintenance Fee: $10,530.00 CITY SECRETARY v �— April 29, 2016 License Fee: $44,795.00 FT. WORTH,TX c Z PROPRIETARY INFORMATION O Not for use or disclosure outside 01 ALLEN SYSTEMS GROUP INC.AND LICENSEE Except under written agreement Revised CT 04 05/14/2015 PS MY 12.30 PM 5-27-14 ALLEN SYSTEMS GROUP, INC. EXHIBIT E PAGE 2OF3 FEES AND PAYMENTS -Continued: In the event no funds or insufficient funds are appropriated by the Licensee in any fiscal period for any payments due hereunder, Licensee will notify ASG of such occurrence and this Agreement shall terminate on the last of the fiscal period for which appropriations were received without penalty or expense to the Licensee of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. Should Licensee elect to purchase maintenance services commencing April 29, 2016 and further provided there are no increases in capacity or usage, the Annual Maintenance Fee shall be $6,142.50 through the remainder of the Term. Should this Agreement be terminated prior to November 21, 2016 by (i) Licensee or (ii) ASG upon a breach by Licensee, which breach remains uncured after sixty (60) days notice thereof, of any material term, condition, representation or warranty of this Agreement, any unpaid portion of the Total Fee shall immediately become due and payable hereunder. All fees shall be payable by Licensee upon receipt of an invoice. Should Licensee pay and ASG receive the total amount of the invoice within seven (7) days of the date on the invoice, Licensee shall be entitled to a two percent (2%) discount. Should Licensee pay and ASG receive the total amount of the invoice within fifteen (15) days of the date on the invoice, Licensee shall be entitled to a one and one-half percent(1.5%) discount. ADDITIONAL TERMS AND CONDITIONS: Licensee hereby acknowledges receipt of the above Licensed Product(s). ASG shall provide Licensee with all enhancements, improvements, and updates to the Licensed Product(s) which ASG similarly provides or offers to provide to its other Licensees who have elected to subscribe to Maintenance. ASG will attempt to correct any material errors or malfunctions or other nonconformities in the Licensed Product(s)for the term of this Agreement, provided Licensee's system, under which the Licensed Product(s) are licensed, and a Licensee representative, is made readily available to ASG to assist in the diagnosis of the nonconformity. If Licensee notifies ASG of an error or malfunction which, after investigation by ASG and Licensee, is determined to have been caused by computer malfunction, or by an enhancement not made by ASG, or by incorrect data or procedures used by Licensee, subject to the appropriation of sufficient funds, ASG may charge Licensee at ASG's rates then in effect, for all services rendered and costs incurred by ASG in investigating or remedying such non-conformity.All requests for support services shall provide details sufficient to diagnose or reproduce said failure. With respect to the foregoing, any modification or attempted modification of the Licensed Product(s) by Licensee not in accordance with the user Documentation supplied by ASG, or any failure by Licensee to implement the current release of the Licensed Product(s) or the release immediately preceding the current release within six (6) months of the current release's availability shall void the obligations of ASG under this section unless Licensee has obtained prior written authorization from ASG permitting such modification,attempted modifications or failure to implement. The license granted is for a term commencing April 29, 2015 through November 20, 2016. Commencing April 29, 2016 and provided all fees due under this Agreement, including any applicable upgrade fees, are paid in full, Licensee may elect to cancel maintenance services for the remainder of the Term and retain the right to use the Licensed Product(s) in accordance with the terms and conditions of this Agreement. If Licensee elects to cancel maintenance services, Licensee (i) shall not be entitled to a refund of any fees which are due and payable under this Agreement or which have been paid, and (ii) shall not be entitled to receive any rights provided for in the Agreement related to maintenance services including Customer Support Desk, error corrections, enhancements, improvements and updates. Licensee may elect to reinstate maintenance services by paying all maintenance fees that would have been due had Licensee not canceled maintenance services, in addition to th E!-Mamntenance Fee for the then current maintenance period. OFFICIAL RECORD CITY SECRETARY PROPRIETARY INFORMATION FT.WORTH TX Not for use or disclosure outside ALLEN SYSTEMS GROUP INC.AND LICENSEE Except under written agreement Revised CT 05/14/2015 PS MY 12-.30 PM 5-27-14 ALLEN SYSTEMS GROUP, INC. EXHIBIT E PAGE 3OF3 ADDITIONAL TERMS AND CONDITIONS -Continued: Licensee may utilize ASG-ViewDirect&MVS – Core, ASG-ViewDirect&MVS - CICS Server – Unlimited Sessions, ASG-ViewDirect&MVS - Packet Production and ASG-ViewDirect®-MVS - VTAM Server – Unlimited Sessions for ninety (90) days beginning April 29, 2015 through July 28, 2015 to complete the conversion of the archive from the ASG-ViewDirect®-MVS platform to the ASG-ViewDirect-NT platform. For the avoidance of doubt, Licensee may utilize ASG-ViewDirect®-MVS and ASG-ViewDirect®-MVS - Packet Production for this 90 day period on a Single CPU at the Designated Location provided Licensee does not exceed a Group 50 CPU (2086-130 / Serial Number 03FA2B). Should Licensee exceed Group 50 CPU, Licensee shall provide ASG with prior written notice of such increase and Licensee shall pay an upgrade fee calculated as the difference between the then prevailing license fee for the greater CPU and the then prevailing license fee for the previous CPU. Should Licensee upgrade its CPU, the additional Annual Maintenance Fee shall be calculated as twenty percent (20%) of the applicable upgrade fee. The additional Annual Maintenance Fee shall be payable at the time of upgrade (prorated from the effective date of the upgrade to the end of the applicable annual term) and for each applicable term thereafter. At the end of the 90 day period, Licensee shall notify ASG in writing that the ASG-ViewDirect®-MVS products and options have been de- installed. The Licensed Products shall be governed by this Exhibit E and the Agreement, and any prior Exhibit(s) or agreement(s) relating thereto are hereby superseded. Licensee shall not transfer, sublease, assign or deliver Licensed Product(s) to other equipment, another location, or another company, or provide or otherwise make Licensed Product(s) available to anyone other than Licensee's personnel or do processing for the benefit of any entity other than Licensee, unless Licensee shall have obtained ASG's prior written consent and paid any applicable fees. Licensee agrees that ASG shall not pay any Licensee fees, including but not limited to bill-back, charge-back, registration, enrollment, buying, selling, bidding and/or other Licensee administrative fees. Licensee also agrees that ASG shall not pay any fees charged by a third party that Licensee has selected to handle Licensee's invoicing, purchase orders, payment, etc. Should ASG pay any of the aforementioned fees, Licensee agrees that ASG shall invoice such fees to Licensee. During the term of this Agreement, Licensee may, but is not obligated to, serve as a reference for the Licensed Product(s) at times to be mutually agreed upon. ASG may not use Licensee's logo in any ASG marketing or other materials without Licensee's express written consent. Executed Exhibit E must be received on or before April 27, 2015. If not received by the aforementioned date, the fee(s) may be subject to additional charges. THIS EXHIBIT IS HEREBY ACCEPTED AND AGREED TO BY BOTH LICENSEE AND ASG. Company: Allen Systems Group, Inc. Company: City of Fort Worth Address: 708 Goodlette Road North Address: 1000 Throckmorton Street Naples, Florida 34102 Fort Worth,Texas 76102 Name: Linda J. Stephenson Name: is Title: Senior Director of Contracting Title: Assistant ALT RECORD Date: S — a u /S Date: to 5- MTV SECREURY DESIGNATED LOCATIO oo YES ❑ NO IF YES,# FT• WORTH, TX 00 IF YES,THE TAX EXE CE FICA T BE RETURNED WITH THIS AGREEMENT. IF T EXEMPTION CERTIFI TH THIS AGREEMENT, APPLICABLE TAXES SHALL BE ADDED BY ASG TO S TT NSEE. AMod • O IETARY INFORMATION APPROVED S TO FORM AND LEGALITY • % use or disclosure outside a AS MS GROUP.INC.AND LICENSEE 000p00 G pt under written agreement R is d' e7 CT PS MY P l• l _,s ._ a Assistant CitttorneV7-14 ' 1�►Ae b - -3 %10.. ,_1. W- . a® CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD k12/16/2001414 �✓ ' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Judith Boich NAME: _ Beecher Carlson - Atlanta PHONE rtj. (678)539-4800 FAX(A/C No Ne:(678)539-4890 Six Concourse Parkway ADDRIESS:jboich@beechercarlson.com Suite 2300 PRODUCER 00082449 Atlanta GA 30328 INSURER(S) AFFORDING COVERAGE NAIC# INSURED INSURER National Fire Ins Co Hartford 20478 INSURERB:Continental Casualty Ins Co. 20443 Allen Systems Group, Incorporated INSURERC:Continental Insurance Company 35289 1333 Third Avenue South INSURER DNational Union Fire Pittsburgh 19445 INSURER E:HiscoX-Ll0 dIs of London Naples FL 34102 INSURER F: COVERAGES CERTIFICATE NUMBER:14.15 with PL 8.14 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR POLICY NUMBER MWDD MWDD LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE To RENTED 1 000 000 PREMI E Ea occurrence $ i � A CLAIMS-MADE a OCCUR 5093487168 /15/2014 /15/2015 MED EXP(Any oneperson) $ 10,000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 POLICYX PRO LOC $ A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT X 093487185 /15/2014 (Ea accident) $ 1,000,000 ANY AUTO /15/2015 BODILY INJURY(Per person) $ ALL OWNED AUTOS BODILY INJURY(PeraccideM) 8 SCHEDULED AUTOS PROPERTY DAMAGE $ HIRED AUTOS (Per accident) NON-OWNED AUTOS $ 8 B UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 X EXCESS LIAB CLAIMS-MADE 5093487218 /15/2014 /15/2015 AGGREGATE $ 10,000,000 DEDUCTIBLE $ RETENTION $ 10,000 $ C WORKERS COMPENSATION 5093487221 (AOS) 5/15/2014 /15/2015 X WCSTATU- I OTH- AND EMPLOYERS'LIABILITY I TORY LIMITS PR ANY PROPRIETOR/PARTNER/EXECUTIVE Y/N 093487204 (CA) E.L.EACH ACCIDENT $ 1,000,000 OFFICEWMEMBER EXCLUDED? F—] N/A (Mandatory in NH) E.L.DISEASE-EA EMPLOYE $ 1,000,000 If yes describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT 1$ 1,000,000 A EPL, Fiduciary, Crime 01-545-02-73 8/30/2014 8/30/2015 Each Occ/Agg 5,000,000 E E60 including Technology :BS2610338.13 8/30/2013 /28/2015 E80(retention)$250,000 10,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(Attach ACORD 101,Additional Remarks Schedule,If more space Is required) City of Fort worth, its employees, officers, officials, agent and volunteers are included as additional insured as required by written contract or agreement. Waiver of subrogation applies as per written contract. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Fort Worth ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Beatrice DeHoyos 1000 Throckmorton St. AUTHORIZED REPRESENTATIVE Lower Level Fort Worth, TX 76102 S Brainard/JBOICH ACORD 25(2009/09) ©1988-2009 ACORD CORPORATION. All rights reserved. INS025(2oowg) The ACORD name and logo are registered marks of ACORD Official site of the City of Fort Worth,Texas' � CITY COUNCIL AGENDA FoRT WORTH COUNCIL ACTION: Approved on 6/2/2015 REFERENCE LOG 04ALLEN SYSTEMS GROUP DATE: 6/2/2015 NO.: ""C-27311 NAME: VIEWDIRECT DOCUMENTDIRECT MAINTENANCE CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of an Agreement for Software Licensing and Maintenance with Allen Systems Group, Inc., in an Amount of$132,116.00 for the First Year and Seven Months, Using a Cooperative Purchasing Agreement for the Information Technology Solutions Department (ALL COUNCIL DISTRICTS) RECOMMENDATION: It is recommended that the City Council authorize the execution of an Agreement for software licensing and maintenance with Allen Systems Group, Inc., in an amount of$132,116.00 for the first year and seven months, using General Services Administration Schedule Contract No. GS- 35F-0456M for the Information Technology Solutions Department. DISCUSSION: The City has been utilizing software from Allen Systems Group (ASG), called Mobius, ViewDirect and DocumentDirect for many years. This software provides for the capture, retention and online viewing capabilities of reports generating from both mainframe and server-based applications. The main users of this system are the Financial Management Services and Human Resources Departments. The ability to archive and view these reports online reduces paper and production costs associated with hardcopy report generation. The Information Technology Solutions Department (ITS) maintains and supports this system for its users. This Agreement supports the City's ViewDirect and DocumentDirect environment ensuring its operation and support so that the City has continued access to historical information, as well as the ability to archive required reports. As the City is moving forward with migration off the mainframe computing environment to a server-based network, the support for the Mobius/MVS (mainframe platform) portion of the software will not be renewed, saving the City approximately $108,899.00 annually. This Agreement is for licensing and maintenance for the network server versions of ViewDirect and DocumentDirect. The General Services Administration (GSA) is authorized to offer Cooperative Purchasing Programs to state agencies, public institutions of higher learning, public school districts and local governments. A local government that purchases goods and services under the Interlocal Cooperation Act satisfies otherwise applicable competitive bidding requirements. M/WBE OFFICE -A waiver of the goal for MBE/SBE subcontracting requirements was requested by the ITS Department and approved by the M/WBE office, in accordance with the BDE Ordinance, because the purchase of goods or services is from source(s) where subcontracting or supplier opportunities are negligible. ADMINISTRATIVE CHANGE ORDER -An administrative change order or increase may be made by the City Manager for an amount up to $33,029.00 and does not require specific City Council approval as long as sufficient funds have been appropriated. http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21082&councildate=6/2/2015[6/3/2015 1:57:36 PM] M&C Review AGREEMENT TERM - Upon City Council's approval, this Agreement shall be effective beginning on April 29, 2015 and expire on November 21, 2016 provided that the City will have the right to terminate the Agreement if funding is not appropriated in subsequent fiscal years. RENEWAL OPTIONS - This Agreement may be renewed in accordance with the terms of the GSA Schedule Contract No. GS-35F-0456M. This action does not require specific City Council approval provided that the City has appropriated sufficient funds to satisfy the City's obligation during the renewal terms. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds are available in the current year budget for this Agreement. While no current year impact is anticipated from this action, upon approval, appropriations will be recommended for inclusion in the Fiscal Year 2016 budget. TO Fund/Account/Centers FROM Fund/Account/Centers P168 539370 0043020 $132.116.00 Submitted for City Manager's Office by: Susan Alanis (8180) Originating Department Head: Kevin Gunn (8781) Additional Information Contact: Mark DeBoer (8598) ATTACHMENTS http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21082&counciIdate=6/2/2015[6/3/2015 1:57:36 PM]