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HomeMy WebLinkAbout2007-01-09-Meeting Agendawww.augustaga.gov Public Safety Committee Meeting Committee Room- 1/9/2007- 3:30 PM PUBLIC SAFETY 1. Approve Purchase of Software, Services, and Equipment for the implementation of Code Enforcement, Excise Tax, Business License, and Building Permit Management software. Attachments Public Safety Committee Meeting 1/9/2007 3:30 PM License and Inspections Software Department:Information Technology Caption:Approve Purchase of Software, Services, and Equipment for the implementation of Code Enforcement, Excise Tax, Business License, and Building Permit Management software. Background:License & Inspections (L&I) desires to have software that will support the functions of Code Enforcement, Excise Tax, Business License, and Building Permit Management. In addition to satisfying their business functions, the department also desires to have Geographic Information Systems (GIS) capability, the ability to connect remotely so that staff in the field can communicate to the office, an internet-ready method of offering services to citizens, and the ability to take advantage of various digital media for record-keeping. L&I also desires a vendor that supports many customers and has a long-term commitment to keeping their product current and viable. In 2004, License & Inspections selected Hansen, Inc. to fulfill the requirements of this same RFP (04-114). A contract was signed with Hansen in 2005, but the relationship between Augusta and Hansen was dissolved in 2006 due to Hansen's non-performance of the project requirements. All funds expended were refunded to Augusta by Hansen. Information Technology, Procurement, and License & Inspections have worked cooperatively in order to reestablish contact with the other vendors that responded to the RFP in order to determine which vendor best suited the requirements described above, with additional scrutiny being placed on each vendor concerning their project management practices and the immediate availability of the software that they proposed to provide to Augusta. Analysis:In conjunction with the Procurement Department and Information Technology, L&I reviewed several vendors in the fall of 2006 (RFP# 04-114) and determined that Municipal Software Corporation, Inc. offered the most advantageous mix of software and services. Municipal’s products provide L&I with the ability to modify software to meet their business needs, and they have kept their products current with the prevailing technical environment over time. Municipal has deployed the software package that we will be implementing for many of their users, and the product has proven itself to be effective. Adopting Municipal as the vendor of choice for this project will provide a long-term technical structure in which L&I can succeed. Financial Impact:The estimated cost is approximately $599,000, of which $400,000 is approved in the 2006 IT Capital budget and $199,000 is funded by the Licensing & Inspection Building Division Fund Balance. Alternatives:None Recommendation:Approve Purchase of Software, Services, and Equipment for implementation of Code Enforcement, Excise Tax, Business License, and Building Permit Management software. Funds are Available in the Following Accounts: 217072210-5424220 (L&I) $199,000 272015410-5424220 (IT) $292,000 272015410-5424120 (IT) $108,000 REVIEWED AND APPROVED BY: Procurement. Disadvantaged Business Enterprise. Information Technology. Finance. Administrator. Clerk of Commission ESCROW AGREEMENT To:Jones Emery Hargreaves Swan To:Each Declarant (as defined hereunder) Barristers and Solicitors Suite 1212 - 1175 Douglas Street Victoria, B.C. V8W 2E1 Municipal Software Corporation acknowledges that each licensee under the terms of a valid, current Municipal Software Corporation Software License and Support Agreement which is not in default (the “Declarant”) is a beneficiary under this Escrow Agreement and entitled to enforce legal rights and remedies hereunder. 1.Upon receipt by Jones Emery Hargreaves Swan of a Statutory Declaration from the Declarant or an authorized officer of the Declarant containing the following provisions: (a)The Declarant is a party to a Municipal Software Corporation Software License and Support Agreement and the Declarant is not in default under the terms of the agreement; (b)The Declarant has requested in writing performance of the Software License and Support Agreement by Municipal Software Corporation; (c)Municipal Software Corporation has not responded in writing to the Declarant within 30 days from the date of the written request of the Declarant, with a response which did not reasonably include an identification of the problem, the timetable for resolution, and the proposed scope of the work required to resolve the problem; (d)Notice of the intention of the Declarant to exercise the provisions of this Escrow Agreement has been served upon Municipal Software Corporation not less than 14 days prior to the date of execution of the Statutory Declaration; (e)The Declarant undertakes to copy the program source code, the subject of the Escrow Agreement, and to return the original to Jones Emery Hargreaves Swan and to use the program source code only for the purposes of supporting and maintaining its Municipal Software Corporation software program for its own internal corporate purposes; Jones Emery Hargreaves Swan shall release to the Declarant the program source code as deposited by Municipal Software Corporation in a sealed envelope with Jones Emery Hargreaves Swan pursuant to this Escrow Agreement; 2. Municipal Software Corporation shall, during the term of this agreement, submit revised copies of the source code in a sealed envelope together with a list of current approved declarants entitled to receive the same subject to the conditions in (1) above. Such revisions shall be accompanied by a certificate from Municipal Software Corporation stating that: (a)The contents of the escrowed materials are complete and would be understandable and useable by a reasonably knowledgeable computer programmer. (b)The contents accurately reflect the most current version of the licensed programs by the Licensee. - 2 - (c)The contents incorporate all changes made to the licensed programs or the source material from the previous time the escrowed materials were delivered to Jones Emery Hargreaves Swan under this agreement. (d)The contents contain a separate CD or diskette that contains the CityView License Key Generator Program with instructions for use, and, (e)The contents contain no passwords, or other device that would prevent or prohibit the use of the escrowed materials at any time. 3. Municipal Software Corporation will ensure that revised copies of the source code will be placed with Jones Emery Hargreaves Swan within thirty (30) days after the public release of a licensed program or a licensed program update. 4. Jones Emery Hargreaves Swan shall, upon receiving such a certificate from Municipal Software Corporation, notify each of the declarants mentioned in (2) above, by mail of such receipt. 5.It is understood that the duties of Jones Emery Hargreaves Swan, as escrow holder are limited to those expressly set forth herein and, in addition to the carrying out of escrow instructions, are limited to taking reasonable care of the subject matter of this agreement. Jones Emery Hargreaves Swan make no representations or guarantee as to the escrow materials and shall not be obligated to inquire into the accuracy or completeness of the escrow materials or any declaration made hereunder. In the event that proceedings in a court of law arise in relation to the subject matter of this Escrow Agreement, Jones Emery Hargreaves Swan shall not be obligated to defend or enter an appearance and shall only be obligated to participate after the Declarant and Municipal Software Corporation have placed sufficient security for Jones Emery Hargreaves Swan’s costs of such proceedings. 6.This agreement shall terminate ten (10) years from the date hereof, unless renewed by mutual written agreement. Jones Emery Hargreaves Swan may resign as escrow agent hereunder upon another party accepting the duties and obligations of escrow agent or upon providing the Declarant and Municipal Software Corporation with sixty (60) days advance written notice. DATED at the City of Victoria, in the Province of British Columbia, this day of , 2001. MUNICIPAL SOFTWARE CORPORATION Robert E. Bennett, President The terms of this agreement are hereby accepted by the firm of Jones Emery Hargreaves Swan Per: Patrick C. Trelawny SOFTWARE LICENSE AND SUPPORT AGREEMENT 1. LICENSE Municipal Software Corporation (hereinafter called ‘MUNICIPAL’) hereby grants to the person or corporation who purchased this License (hereinafter called the ‘Licensee’) a non-transferable, non-exclusive license to: (a) Use the CityView application software (hereinafter called the ‘PROGRAM’), containing the system modules described in Schedule "A" attached to this document. The PROGRAM is in "use" on a computer when it is loaded into temporary memory (i.e., RAM) of that computer; (b) Copy the PROGRAM into any machine readable or printed form for back-up, archival or modification purposes in support of the Licensee's use of the PROGRAM on the computer system PROVIDED THAT: (i) the Licensee shall maintain a record of the number and location of copies made; and (ii) the copies, together with the original, shall remain the property of MUNICIPAL; (c) Modify the PROGRAM or merge it with another program for the Licensee's use on any single machine PROVIDED THAT: (i) any portion of the PROGRAM modified or merged into another program shall continue to be subject to the terms and conditions of the Agreement; and (ii) upon termination of this Agreement, the PROGRAM or portion thereof shall be completely removed from the modified or merged program and destroyed or returned to MUNICIPAL at the request of MUNICIPAL. 2. SUPPORT In consideration of payment of the annual support and maintenance fee, MUNICIPAL will provide: (a) Priority response on support requests regarding licensed programs (and PROGRAM updates), (b) Application support will be provided at no additional charge whenever MUNICIPAL delivers a set of custom built CityView applications to the Licensee. This support service is not to be confused with the standard Technical Support Services that are provided by MUNICIPAL. This support is not available once the Licensee makes any alterations, additions or deletions to the application and is to be limited to: (i) Within the first two weeks of delivery, all support questions are directed to the developer(s) involved with the application development. These may include questions of functionality, operability, explanation of how business processes have been implemented, and any questions of warranty. These questions may be posed at any time between 8:30AM and 4:30PM Pacific Time, Monday through Friday; (ii) After the first two weeks of delivery, but still within a month of delivery, it is requested that wherever possible questions are queued and consolidated so that an appointment with the application developer(s) may be booked. This will allow for the best possible use of time for everyone involved; (iii) After the first month of delivery, all questions should be asked through the normal technical support process. If the support issue requires assistance from the application developer(s), the technical support analyst will draw upon those resources as is required; (c) Telephone support for licenses described in Schedule "A" between the hours of 8:30AM and 8:30PM Eastern Time, Monday through Friday; (d) Remote diagnosis of operational issues related to the PROGRAM and PROGRAM updates, provided that the Licensee has obtained, at its cost, the necessary software, hardware and instruction to allow MUNICIPAL to provide such assistance. (e) PROGRAM updates for licensed programs at no extra charge except for magnetic media and courier costs, these updates to include minor changes, enhancements, improvements, and problem resolutions (excludes all Xpress Licensees); In consideration of the services set out above, the Licensee agrees to pay for each Licensed User installation, the software maintenance charge which shall be submitted by MUNICIPAL no later than one month prior to the date of expiration as specified in Schedule “A” (excludes all Xpress Licensees). 3. ACCESS TO PROGRAM SOURCE CODE (excludes all Xpress Licensees) MUNICIPAL acknowledges that it has entered into an agreement (hereinafter called the “Escrow Agreement”) with Jones Emery Hargreaves Swan, Barristers and Solicitors, having an office at Suite 1212 - 1175 Douglas Street in the City of Victoria, in the Province of British Columbia. A copy of the Escrow Agreement is attached hereto as Schedule “B”. Said Escrow Agreement provides that a Licensee may gain access to program source code for purposes of maintaining and supporting their PROGRAM licenses all as provided in the Escrow Agreement. MUNICIPAL agrees that for so long as this Software License and Support Agreement is in effect it will deposit and periodically update, at MUNICIPAL’s sole cost, a copy of the current version of the PROGRAM source code for all programs for which the Licensee holds licenses as described in Schedule “A” attached hereto in Escrow. MUNICIPAL further agrees that for so long as this Software License and Support Agreement is in effect it will take no steps or actions which would have the effect of modifying or eliminating the Escrow Agreement without first having received written permission from the Licensee to so do. 4. TERM This Agreement is effective upon installation and/or payment of the license fee and shall remain in effect for the term set out in Schedule “A” attached hereto, and upon expiry of the initial term shall automatically renew for an identical term upon payment of the annual support and maintenance fee for the renewal term unless terminated by either party in accordance with the terms contained herein. The Licensee may terminate this Agreement upon the giving of not less than sixty (60) days written notice to MUNICIPAL prior to each anniversary date of this Agreement. The Licensee may also terminate this Agreement provided that MUNICIPAL is in breach of this Agreement and MUNICIPAL has not responded to the Licensee within thirty (30) days from the date of the written request of the Licensee, which response did not reasonably include an identification of the problem, the timetable for resolution, and the proposed scope of the work required to resolve the problem. MUNICIPAL can terminate this Agreement if the Licensee is in breach of this Agreement and fails to cure such breach within thirty (30) days after written notice from MUNICIPAL, including for non-payment within sixty (60) days of invoice date. In case of termination, the Licensee shall at the request of MUNICIPAL either: (a) Destroy the PROGRAM together with all copies, modifications and merged portions, or (b) Return the PROGRAM together with all copies, modifications, and merged portions to MUNICIPAL. Upon termination the Licensee shall certify in writing that the original and all copies, modifications and merged portions in any form have either been returned to MUNICIPAL or have been destroyed. Sections 5, 6, 7 and 8 shall continue on and survive notwithstanding termination of this Agreement. 5. MUNICIPAL'S PROPRIETARY RIGHTS The grant of the License herein contained permits the limited use of the PROGRAM by the Licensee. Title to and all property in the PROGRAM, its name, logo and computer stored data shall remain exclusively with MUNICIPAL. The Licensee hereby acknowledges that the PROGRAM is the property of MUNICIPAL, constitutes a MUNICIPAL trade secret, and agrees to exercise due care and diligence in safeguarding the PROGRAM and MUNICIPAL's proprietary interest. The Licensee also acknowledges that any negligence or deliberate violation of this Agreement on its part which results in failure to protect MUNICIPAL's proprietary interest in the PROGRAM shall actually and materially damage MUNICIPAL. In order to ensure compliance with the terms of this Agreement, MUNICIPAL shall be entitled, upon reasonable notice to Licensee and subject to MUNICIPAL’s compliance with Licensee’s reasonable security measures, to enter upon the Licensee's premises during normal business hours and require the Licensee to produce such information, records and documents as may be required to ascertain compliance. MUNICIPAL may revise or update the PROGRAM or its product from time to time but shall have no obligation to provide such revision or update to the Licensee, unless the Licensee has paid in full the Annual Software Maintenance fee. 6. LIMITED WARRANTY MUNICIPAL warrants only that: (a) the PROGRAM furnished, and all subsequent PROGRAM updates, shall function as set forth in the user documentation accompanying the PROGRAM; and, (b) the CD or diskette or cassette or magnetic tape on which the PROGRAM (including PROGRAM updates) is provided, shall be free from defects in materials and workmanship under normal use for a period of ninety (90) days from the date of delivery to the Licensee as evidenced by the Licensee's delivery receipt. Except as specifically provided above, MUNICIPAL expressly disclaims all warranties in the PROGRAM, including, but not limited to the implied warranties of quality or fitness for a particular purpose. The Licensee assumes sole responsibility for the selection of the PROGRAM to achieve the Licensee's intended results, and for the installation, use and results obtained from the PROGRAM. 7. LIMITATIONS OF REMEDIES MUNICIPAL's entire liability and the Licensee's exclusive remedy shall be: (a) The replacement of any CD or diskette or cassette not meeting MUNICIPAL's "limited warranty" and which is returned to MUNICIPAL with a copy of the Licensee's receipt, or (b) If MUNICIPAL is unable to deliver a replacement CD or diskette or cassette which is free of defects in materials or workmanship, the Licensee may terminate this Agreement by returning the PROGRAM to MUNICIPAL for a refund in full of licensing fees only as long as such refund is requested within three (3) months of the anniversary date of this Agreement. In no event shall MUNICIPAL be liable to the Licensee for any damages, including any lost profits, lost savings, or other incidental or consequential damages arising out of the use or inability to use the PROGRAM even if MUNICIPAL has been advised of the possibility of such damages, or for any claim by any other party. 8. INJUNCTIVE RELIEF The Licensee agrees that the breach of any term, provision or condition of this Agreement by the Licensee may cause irreparable damage to MUNICIPAL in which case an award of damages may not be adequate relief to MUNICIPAL. Therefore, the Licensee agrees that in addition to all the remedies available to MUNICIPAL in the event of any breach of this Agreement by the Licensee, MUNICIPAL shall have the right to obtain timely injunctive relief to protect its proprietary right. 9. GOVERNING LAW The validity and interpretation of this Agreement and each clause and part thereof shall be governed by the law of the Province of British Columbia without reference to principles of conflict of laws. 10. ENTIRE AGREEMENT This Agreement contains all the terms and conditions agreed on by the parties hereto with regard to the matters dealt with herein, and no understandings or agreements, verbal or otherwise, exist between the parties except as herein expressly set out. 11. RIGHT TO ASSIGN This Agreement and the rights and liabilities hereunder shall not be assigned by the Licensee unless consent in writing is obtained from MUNICIPAL. 12. SUCCESSORS AND ASSIGNS This Agreement shall inure to the benefit of and be binding upon the respective successors and permitted assigns of the parties. 13. DELIVERY AND PAYMENT Acceptance of delivery of payment of the licenses or software maintenance constitutes acceptance of the terms of this Agreement. Vendor Original 11 Copies Fee Proposal Accela Yes 10 Copies 10 Copies Tyler Tech/MUNIS Div. Yes Yes Yes Hansen Yes Yes Yes Municipal Software Yes Yes Yes Eden Systems Yes Yes 1 Copy Computronix Yes Yes Yes Innoprise Yes Yes Yes Builderadius Yes Yes Yes CRW DesLauriers Municipal Solutions Optimus Corporation Soft-Designs, Inc. Integrated Information Systems Sungard Pentamation VisiCraft Systems, Inc. Method Factory High Tide Software CSDC Systems Baetronics LLC Aleriant System Automation Cboss Internet Brandt Information Services Cole Layer Trumble IST2 CompUSA Duration Software, Inc. KamTech Systems, LLC RFP 04-114 License & Inspection Software Consulting, Implementation & Technical Services Augusta Business & License RFP Due: Tuesday, September 21, 2004 @ 3:00 p.m. 1 CONTRACTUAL SERVICES AGREEMENT THIS AGREEMENT (hereinafter the "Agreement") is made this ______ day of ______________, 2006, (the "Effective Date") by and between Augusta, GA, a political subdivision of the State of Georgia, with its place of business at 530 Greene Street, Augusta, GA U.S.A., 30911, (hereinafter the "City"), and Municipal Software Corporation, a British Columbia incorporated company, with its principal place of business at 4464 Markham Street, Suite 1108, Victoria, BC, V8Z 7X8 (hereinafter the "Vendor"). The City and the Vendor are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties." RECITALS A. The Vendor desires to perform and assume responsibility and obligation for the provision of certain professional services, as hereinafter described, on the terms and conditions set forth herein. Vendor represents that it is experienced in providing business process automation and implementation services to public clients, is licensed to do business in the State of Georgia, and is familiar with the scope of work of the City. B. The City desires to engage Vendor to render such services, as hereinafter described, for the License & Inspection Software Implementation Project (the “Project”) on the terms and conditions set forth herein. NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, the City and the Vendor agree as follows: OPERATIVE PROVISIONS SECTION I ENGAGEMENT AND SERVICES OF THE VENDOR 1. Engagement of Vendor. The City hereby engages the Vendor, and the Vendor promises and agrees to furnish to the City, subject to the terms and conditions set forth in this Agreement, all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional services necessary for the Project (the "Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. The Vendor agrees to perform the Services in accordance with the terms and conditions of this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations in effect at the time the Services are provided. The Services include all activities necessary to successfully implement the Software and System Requirements found in Augusta RFP 04-114, except those requirements noted in the Vendor response as unavailable, for which the Vendor submitted a revised proposal on September 8, 2006. The Vendor agrees that the Software and System Requirements and the Vendor’s response to same as received on September 8, 2006 are incorporated herein by reference, and that the Vendor is bound by the response to those requirements unless a change has been permitted in writing by the City. 2 2. Performance of the Vendor; Standard of Care. The Vendor accepts the relationship of trust and confidence established between the City and the Vendor by the terms of this Agreement. The Vendor covenants with the City to perform all Services under this Agreement in a skillful and competent manner, consistent with or in excess of the standards of skill, quality and care adhered to by recognized professionals in the same discipline in the State of Georgia while performing services of a like or similar nature under like or similar circumstances. Vendor represents and maintains that it is skilled in the professional calling necessary to perform the Services, and that it shall consider all recent proven and tested methods known and successfully employed by recognized professionals in the same discipline in the state of Georgia. Vendor shall also cooperate with the City and any other consultants or contractors engaged by or on behalf of the City in performance of the Project. The Vendor covenants to use its commercially reasonable efforts to perform its duties and obligations under this Agreement in an efficient, expeditious and economical manner, consistent with the best interests of the City and the professional standard of care set forth in this Agreement. SECTION II RESPONSIBILITIES OF THE VENDOR 1. The Vendor's Responsibilities for Costs and Expenses. Except as otherwise expressly stated herein, the Vendor shall be solely responsible for all costs and expenses incurred relative to the Vendor, personnel of the Vendor and sub-Vendors of the Vendor in connection with the performance of the Services, including, without limitation, payment of salaries, fringe benefits contributions, payroll taxes, withholding taxes and other taxes or levies, office overhead expense, travel expenses, telephone and other telecommunication expenses, and document reproduction expenses. 2. Independent Contractor. The Services shall be performed by Vendor or under its supervision. Vendor shall determine the means, methods and details of performing the Services subject to the requirements of this Agreement. The Vendor represents that it possesses the professional and technical personnel required to perform the Services. The City retains Vendor on an independent contractor basis and not as an employee of the City. Vendor retains the right to perform similar or different services for others during the term of this Agreement. The personnel performing the Services on behalf of the Vendor shall at all times be under the Vendor's exclusive direction and control. The Vendor shall pay all expenses, including, without limitation, all wages, salaries, fringe benefit contributions, payroll taxes, withholding taxes, other taxes or levies and all other amounts due such personnel for the Services or due others as a result of the performance by such personnel of the Services. Vendor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to, all reports for social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3. Vendor’s Project Manager. The Vendor shall designate and assign a project manager ("Project Manager"), who shall coordinate all phases of the Services and act as the Vendor’s representative for performance of this Agreement. The Project Manager shall 3 have full authority to represent and act on behalf of the Vendor for all purposes under this Agreement, and shall be available to the City at all reasonable times. The Project Manager shall supervise and direct the Services, using his or her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures employed by Vendor’s personnel, as well as the satisfactory coordination of all portions of the Services under this Agreement. The Vendor designates Lee Crawford to be its Project Manager, but reserves the right to appoint another person as Project Manager upon written notice to the Vendor. 4. Key Personnel. Vendor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Vendor may substitute other personnel of at least equal competence upon written approval of City. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Vendor at the request of the City. 5. Personnel; Licenses. The Vendor represents and warrants that it and all personnel engaged in performing Services are and shall be fully qualified, authorized and permitted under state and local law to perform such Services. The Vendor shall be responsible to City for any errors or omissions in the execution of the Services under this Agreement. The Vendor represents and warrants that it and all personnel and sub-Vendors engaged in performing the Services have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to perform the Services under this Agreement. The Vendor further represents and warrants that it, its employees and sub-Vendors shall keep in effect all such licenses, permits, qualifications and other approvals during the term of this Agreement. Any personnel performing Services under this Agreement who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, or any personnel who fail or refuse to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Vendor and shall not be re-employed to perform any of the Services or to work on the Project. 6. Licensee Security. The Vendor will sign a VPN Vendor Access Agreement with the Licensee, verifying that The Vendor will respect the integrity of Licensee’s network and security protocols. 7. Time of Performance. Vendor shall use commercially reasonable efforts to complete the services covered under and pursuant to this Agreement as directed by the City's Project Administrator by the date of project completion as described in Exhibit “D”, Project Schedule, (“the Completion Date”), unless earlier terminated as provided herein, or as may be modified by mutual written agreement. Vendor shall perform the Services expeditiously, within the term of this Agreement, and in accordance with any schedule of services mutually acceptable to the Parties. 8. Software License and Support Agreement. The vendor will provide the software licenses identified in Exhibit “A” for the City’s use as governed by its Software License and 4 Support Agreement, a copy of which is attached as Exhibit “B”. 9. Escrow Agreement. The vendor has provided for a software escrow agreement, a copy of which is attached as Exhibit “C”, which provides for access to software source code under certain circumstances that are defined in the agreement. 10. Consistency with City Policies. City and Vendor Project Manager shall discuss in advance of all critical decision points all matters relating to the Services in order to ensure that the Services proceed in a manner consistent with the goals and policies of the City. 11. Conformance to Applicable Requirements. All aspects of the provision of the Services by Vendor shall conform to all applicable city, county, state, and federal laws, rules and regulations in effect at the time the services are provided. 12. Insurance. Without limiting the Vendor’s indemnification obligations, the Vendor shall obtain, provide and maintain during the term of this Agreement, at its own expense, a policy or policies of liability insurance of the type and amounts described below and satisfactory to the City. Vendor shall also require all of its sub-Vendors to obtain, provide, and maintain insurance which meets the same requirements contained herein. A. Prior to the commencement of the Services, the Vendor shall provide evidence satisfactory to the City that it has secured the following types and amounts of insurance: (1) Workers’ compensation insurance covering all employees and principals of the Vendor, in a minimum amount of $1 million per accident; (2) Commercial general liability insurance covering third party liability risks, including without limitation, contractual liability, in a minimum amount of $1 million per occurrence for bodily injury, personal injury, and property damage. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate shall apply separately to this Project, or the general aggregate limit shall be twice the occurrence limit; (3) Commercial auto liability and property insurance covering “any auto” with a minimum limit of $1 million combined single limit per accident for bodily injury and property damage. (4) Errors and omissions professional liability insurance appropriate to Vendor’s profession. Such insurance shall be in an amount not less than $850,000 per claim, and shall be endorsed to include contractual liability. B. The commercial general liability and automobile policies shall contain the following provisions, or Vendor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies: (1) the City, its officials, officers, employees and agents shall be covered as additional insureds 5 with respect to the Services or operations performed by or on behalf of the Vendor, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City, its officials, officers, employees and agents, or if excess, shall stand in an unbroken chain of coverage excess of the Vendor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City or its officials, officers, employees or agents shall be excess of the Vendor’s insurance and shall not be called upon to contribute with it in any way. D. All policies shall contain the following provisions, or Vendor shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies: (1) coverage shall not be suspended, voided, canceled or reduced by either party except after thirty (30) days prior notice has been given in writing to the City; provided, however, in the case of non-payment of premium, ten (10) days notice will be provided; (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, officers, employees and agents. E. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, officers, employees and agents. F. Any deductibles or self-insured retentions, or any revisions thereto made during the time such insurance is required to be maintained pursuant to this Agreement, must be declared to and approved by the City. If such deductibles or self-insured retentions are not acceptable to City, Vendor shall meet with City to determine an acceptable solution, such as, but not limited to: (1) reducing or eliminating such deductibles or self-insured retentions as respects the City, its officials, officers, employees and agents; or (2) Vendor’s procurement of a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. G. All Insurance is to be placed with insurers with a current A.M. Best’s rating no less than B+:VIII, licensed to do business in Georgia, and satisfactory to the City. H. Vendor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. I. The Vendor shall give to the City prompt and timely notice of any claim made or suit instituted arising out of the Vendor’s operation hereunder. The Vendor shall 6 also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and performance of the Services. J. The Vendor shall include subcontracting Vendors, if any, as insureds under its policies or shall furnish separate certificates and endorsements for each sub- Vendor. It is understood that additional insureds are not possible on the Vendor’s errors and omissions professional liability policy. All coverage for each sub- Vendor shall be subject to the requirements stated herein. 13. Prohibition Against Transfers. A. The Vendor shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest therein, directly or indirectly by operation of law without the prior written consent of the City. Any attempt to do so without the prior written consent of the City shall be null and void, and any assignee, sub-lessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation, or transfer. 14. Progress. The Vendor is responsible to keep the City Project Manager and/or his or her duly authorized designee informed on a regular basis regarding the status and progress of the Services, activities performed and planned, and any meetings that have been scheduled or are desired relative to the Services or this Agreement. 15. Confidentiality. No news releases, including photographs, public announcements or confirmations of the same, of any part of the subject matter of this Agreement or any phase of the Services shall be made without prior written consent of the City, such consent to not be unreasonably withheld, and provided in a timely manner. The information which results from the Services in this Agreement is to be kept confidential, unless the release of information is authorized by the City. All Report Materials, either created by or provided to Vendor in connection with the performance of this Agreement, shall be held confidential by Vendor. Such materials shall not, without the prior written consent of City, by used by Vendor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Vendor which is otherwise known to Vendor or is otherwise generally known, or has become known, to the related industry, shall be deemed confidential. Vendor shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. The Vendor acknowledges that this Agreement and certain documentation may be subject to the Georgia Open Records Act (O.C.G.A. § 50-18-70, et seq.). Vendor shall cooperate fully in responding to such requests and shall make all records, not exempt, available for inspection and copying as required by law. Vendor shall clearly mark any information provided to City which Vendor contends is Proprietary Information. Vendor shall notify City immediately of any Open Records request arising out of this contract and shall provide to City a copy of any response to the same. 7 16. No Set Hours/Right to Contract. The Vendor’s obligation hereunder is to complete the Services in accordance with this Agreement and to meet any deadlines established pursuant to this Agreement. The Vendor has no obligation to work any particular schedule, hours or days, or any particular number of hours or days. However, the Vendor shall coordinate with the City in achieving the results and meeting the goals established pursuant to this Agreement. 17. Accounting Records. Vendor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Vendor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Vendor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 18. Safety. Vendor shall execute and maintain its Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Vendor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. 19. Performance Bond. Prior to the making of this contract, Vendor shall have obtained a performance bond in the amount of $400,000 (Four Hundred Thousand Dollars). Proof of the acquisition of the bond shall be provided to the City and attached to the contract as Exhibit “E”. SECTION III RESPONSIBILITIES OF THE CITY 1. Cooperation. The City shall cooperate with the Vendor relative to the provisions of the Services. To the extent permitted by applicable law, the City shall provide criteria and information in its possession, or reasonably obtainable by it, as requested by Vendor, and shall make that information and related data available for Vendor’s use during the performance of this Agreement. The City shall render decisions required by this Agreement within the time indicated, or if not specifically stated, with reasonable promptness so as not to unduly delay the progress of Vendor’s Services. 2. City’s Project Manager and Project Staff. The City shall designate and assign a City project manager (“City Project Manager”) who shall have full authority to represent and act on behalf of the City for all purposes under this Agreement. The City Project Manager, or his/her designee, shall be the principal officer of the City for liaison with the Vendor, and shall review and give approval to the details of the Services as they are performed, in particular, but not exhaustively, Project Plan, Functional Requirement Specifications, Statements of Work, Acceptance Plans, Statements of Completion, Change Order Requests. In addition, the City Project Manager shall ensure proper and timely availability of all City personnel required by the Vendor for successful completion of project tasks, in particular, but not exhaustively, Business and Systems Analysts, IT 8 staff, Subject Matter Experts. The City designates Debbie Freeman to be its City Project Manager, but reserves the right to appoint another person as City Project Manager upon written notice to the Vendor. 3. Project Plan. The City shall be responsible for meeting specific milestones and providing specific deliverables that have been agreed to in Exhibit D. Should the City fail to meet the agreed milestones or to provide the agreed deliverables, the Vendor will inform the City of the consequences thereof and reserves the right to modify the project plan accordingly. SECTION IV COMPENSATION 1. Compensation. In consideration of the performance by Vendor of the Services, the City shall pay to the Vendor compensation at the rates set forth in Exhibit “A” attached hereto and incorporated herein by reference. While estimates have been provided for certain work items in the project, such as data conversion, total compensation under this Agreement shall not exceed the Total Project amount as indicated in Exhibit “A” without written approval of the City Administrator or the Augusta Commission depending on the amount of the excess and the reason why the initial amount was insufficient. 2. Extra Service. The Vendor shall not receive additional compensation for any extra service unless such extra service has been authorized in writing by the City prior to the commencement of the extra service. The City shall pay the Vendor for extra service in accordance with the fee schedule set forth in Exhibit “A”. As used herein, “Extra Service” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. 3. Payment of Compensation. The Vendor shall submit invoices to the City as defined in the payment milestones in Exhibit A, or on such other basis as may be mutually agreed upon by the Parties. Each invoice will be itemized. The City shall make payments to the Vendor within thirty (30) days following the date of receipt of the invoice, unless the City disputes the amount of the Compensation the Vendor claims it is owed under this Agreement. Any disputed amount shall be handled as discussed herein. 4. Reimbursements. Vendor shall not be reimbursed for any expenses unless authorized in writing by City. Such reimbursable expenses, if approved, shall include only those expenses which are reasonably and necessarily incurred by Vendor in the interests of the Project. Reimbursable expenses will be paid only at the actual cost to the Vendor, with no mark-up for overhead or profit. 5. Disputed Sums. The City will withhold up to one hundred percent (100%) of any disputed portion of Compensation until resolution of the dispute with the Vendor. Such withholding shall only take place due to non-performance of the Vendor, with non- performance being defined as the inability to complete the project or parts thereof when Augusta has fulfilled its obligation to the vendor, and shall not be deemed to constitute a failure to pay by the City. The Vendor shall not have the right to allege a breach of this 9 Agreement for failure to pay by the City and to discontinue its performance of the Services hereunder for a period of thirty (30) days from the date Compensation is withheld hereunder. The City’s Project Manager and the Vendor’s Project Manager shall attempt to promptly resolve the dispute. The Vendor shall have an immediate right to appeal to the City Administrator with respect to withheld amounts. The determination of the City Administrator with respect to such matters shall be final, subject to the mediation and arbitration provisions provided herein. Nothing herein shall be construed as limiting the Parties rights to pursue all available legal remedies. 6. Mediation. Should any dispute arise out of the termination or abandonment of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within thirty (30) days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by the American Arbitration Association, Judicial Arbitration and Mediation Service (JAMS) or other agreed-upon service. The mediator shall be selected by a “blindfolded” process. The mediation shall take place in Augusta, Georgia. The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action arising out of the termination or abandonment of this agreement without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator, shall last until agreement is reached by the parties but not more than thirty (30) days, unless the parties extend the maximum time by mutual agreement. SECTION V EXPIRATION AND TERMINATION 1. Events of Default. Each of the following events shall constitute an “Event of Default”: A. The Vendor shall fail to observe, perform or comply with any material term, covenant, agreement or condition of this Agreement which is to be observed, performed or complied with by the Vendor, if such failure continues uncured for thirty (30) calendar days after the City gives the Vendor written notice of the failure and the specific nature of such failure. B. The Vendor shall commit any fraud, misrepresentation, breach of fiduciary duty, willful misconduct, or intentional breach of any provision of this Agreement. 2. Termination Upon Event of Default. In addition to any other available legal or equitable rights or remedies, upon an Event of Default by the Vendor, the City shall have the right to terminate this Agreement upon at least thirty (30) days written notice to the Vendor. 3. Expiration. Unless extended as provided for herein, this Agreement shall naturally expire on the Completion Date. 4. Payment Upon Termination. Upon a termination of this Agreement, the City shall pay to the Vendor the part of the Compensation which would otherwise be payable to the 10 Vendor with respect to the Services which had been adequately completed as of the date of termination, less the amount of all previous payments with respect to the Compensation. 5. Termination by Vendor. Vendor may terminate this Agreement only upon the substantial breach by the City of a material provision of this Agreement including failure to pay. 6. Termination by Either Party. In the event of termination of this Agreement by either the City or the Vendor, both agree to the following: A. Licensee shall destroy the PROGRAM as defined in the Software License and Support Agreement, Exhibit “B”, together with all copies, modifications and merged portions, or B. Return the PROGRAM together with all copies, modifications and merged portions to MUNICIPAL. C. Likewise, MUNICIPAL shall certify in writing that all proprietary information, data, schema, or documentation belonging to Licensee have either been returned to Licensee or destroyed. SECTION VI GENERAL PROVISIONS 1. Nondiscrimination by the Vendor. The Vendor represents and agrees that the Vendor, its affiliates, subsidiaries, or holding companies do not and will not discriminate against any subcontractor, Vendor, employee, or applicant for employment because of race, religion, color, sex, handicap, national origin or any other protected classification under federal or state law. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. 2. City’s Rights to Employ Other Vendors. The City reserves the right to employ other Vendors in connection with this Project. 3. Conflicts of Interest; Prohibited Interests. Vendor maintains and warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Vendor, to solicit or secure this Agreement. Further, Vendor warrants that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for Vendor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 11 4. Subcontracting. The Vendor shall not subcontract any portion of the Services except as expressly stated herein, without prior written consent of the City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 5. Waiver. No waiver of any default shall constitute a waiver of any other breach or default, whether of the same or any other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by other parties shall give the other any contractual right by custom, estoppel, or otherwise. 6. Notices. All notices required hereunder shall be given in writing to the following addresses or such other addresses as the parties may designate by written notice: To the City: Tameka Allen, IT Director 530 Greene Street, A-101 Augusta, GA 30911 T: 706.821.2522 F: 706.821.2530 Copies to: Fred Russell, City Administrator 530 Greene Street, Room 801 Augusta, GA 30911 T: 706.821.2400 To the Vendor: Municipal Software Corporation Suite 1108, 4464 Markham Street Victoria, BC V8Z 7X8 Attention: Iain McLean, CEO Notice shall be deemed received as follows, depending upon the method of transmittal: by facsimile, as of the date and time sent; by messenger, as of the date delivered; and by U.S. Mail, certified, return receipt requested, as of five (5) days after deposit in the U.S. Mail. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 7. Authority to Enter Agreement. The Vendor has all requisite power and authority to conduct its business and to execute, deliver and perform all of its obligations under this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to enter into this Agreement so as to bind each respective Party to perform the conditions contemplated herein. 8. Severability. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions of this Agreement shall continue in full force and effect. 9. Time is of the Essence. Time is of the essence in this Agreement, and all parties agree to 12 execute all documents and to proceed with due diligence to complete all covenants and conditions set forth herein. 10. Attorneys’ Fees and Costs. If any legal action or other proceeding is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default, or misrepresentation in connection with any provisions of this Agreement, the successful or prevailing party shall be entitled to recover reasonable attorneys’ fees and other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled. 11. Governing Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia. All claims, disputes and other matters in question between the City and the Vendor arising out of, or relating to, this Agreement, or the breach thereof, shall be decided in the Superior Court of Richmond County, Georgia. Vendor, by executing this Agreement, specifically consents to venue and jurisdiction in Richmond County, Georgia and waives any right to contest jurisdiction and venue in said Court. 12. Days. Any term in this Agreement referencing time, days, or period for performance shall be deemed to be calendar days and not work days. 13. Entire Agreement. This Agreement contains the entire agreement of the City and the Vendor, and supersedes any prior or written statements or agreements between the City and the Vendor. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing by both Parties. 14. Binding on Assigns. Each and all of the covenants and conditions of this Agreement shall be binding on, and shall inure to, the benefit of the successors and assigns of the respective parties. 15. Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original and which collectively shall constitute one instrument. 16. Captions. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment or describe the scope, content or intent of this Agreement. 17. Construction. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language in all parts of this Agreement shall be construed simply, according to its fair meaning and not strictly for or against any party. 18. Cooperation/Further Acts. The Parties shall fully cooperate with one another in attaining the purposes of this Agreement. In connection therewith, the Parties shall take any additional further acts and steps and sign any additional documents as may be necessary, appropriate and convenient to attain the purposes of this Agreement. 20. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 13 21. Incorporation of Recitals and Exhibits. A. The “Recitals” constitute a material part hereof, and are hereby incorporated into the Agreement by reference as though fully set forth herein. B. The “Exhibits” constitute a material part hereof, and are hereby incorporated into the Agreement by reference as though fully set forth herein. The terms “Attachment”, “Exhibit”, and “Schedule” shall be synonymous for purposes of this agreement. 22. References. All references to the Vendor shall include all personnel, employees agents and sub- Vendors of the Vendor. 23. System Acceptance. “System Acceptance” as used herein means the date on which all of the following events have taken place: A. 30 days have passed since “Go-Live”. B. All System Requirements have been successfully completed, or arrangements have been made to complete them at a later date. The demonstration of the delivered solution meeting all System Requirements is the Vendor’s right and responsibility. In the event that arrangements have been made to complete some of the System Requirements at a later date, this must be with the written approval of the Director of License & Inspections, whose operations would be impacted by the inability of the Vendor to fully implement their software. Such delays may be subject to liquidated damages, at the discretion of the City, as described in Section II, Item 6 above. 24. Go-Live. “Go-Live” shall be the date on which the software is expected to be placed into operational use by the Customer. On this date, software is expected to operate per the Software and System Requirements found in Augusta RFP 04-114, for which the Vendor submitted a revised proposal on September 8, 2006, except those requirements noted in the Vendor response as unavailable. The “Go-Live” date is also the beginning of the System Acceptance period as described above. 25. Precedence of Documents. For the resolution and interpretation of any inconsistencies in this Agreement and/or the Exhibits or Attachments hereto which are incorporated herein by this reference, the terms and conditions of this Agreement shall take precedence over any Exhibits or Attachments hereto and any inconsistency between the Exhibits and Attachments will be resolved by the priority in which they are listed as Exhibits. 26. Survival. Section II (6) (Licensee Security), Section II (15) (Confidentiality), Section V (6) (Termination by Either Party), Section VI (11) (Governing Law and Venue), and Exhibit “A” (Payment Milestones and Project Deliverables), along with any other provisions which by their terms survive, shall survive the expiration or termination of this Agreement. 14 Wherefore the above referenced parties have caused this agreement to be executed in two originals by and through their duly authorized officials: FOR CITY: MUNICIPAL SOFTWARE: By: _______________________ By: Deke Copenhaver Iain McLean Mayor Chief Executive Officer Attest: _______________________ By: Lena Bonner Robert Bennett Clerk of Commission President 15 EXHIBIT A PAYMENT MILESTONES AND PROJECT DELIVERABLES 16 EXHIBIT B ESCROW AGREEMENT 17 EXHIBIT C SOFTWARE LICENSE AND MAINTENANCE AGREEMENT 18 EXHIBIT D PROJECT SCHEDULE 19 EXHIBIT E PERFORMANCE BOND City of Augusta, GA Exhibit A Payment Milestones and Project Deliverables Software Licensing Deliverables Payment Milestone Payment Terms Software Licenses Include: 30 CityView Application Client - Desktop 1 CityView Application Client - Browser 1 CityView Server 10 CityView GIS Extensions 1 CityView Application Builder PreBuilts: 1 CityView Property Information 1 CityView Permits & Inspections 1 CityView Code Enforcement 1 CityView Licensing 1 CityView Cashiering Municipal Software Corporation (MSC) will: • Set up as a client on File Transfer Protocol (FTP) site • Provide documentation to download the latest version of CityView off the FTP site • Send the licensing key for CityView Licenses • Provide documentation to download the PreBuilts from the FTP site $154,000.00 Invoiced 55% on execution of the contract and due net 30 days; 35% upon Installation as identified in the Payment Milestones below and 10% upon Acceptance. PreBuilt Implementation Deliverables Payment Milestone Payment Terms Subject Matter Expert (SME) Training 4.5 days of onsite SME Training with up to 4 students per day for each PreBuilt. Includes Travel. $14,742.00 Invoiced upon scheduling of the training and due on or before the first day of training Project Kickoff Data Collection (onsite) Onsite meeting to collect required process, lookup and historical data. Concurrent with SME Training above. $11,340.00 Due upon completion of onsite data collection Configuration Configure PreBuilts based on Client Information provided in the Worksheets. $23,940.00 Due upon completion of the configuration Initial Data Conversion Convert both data into the Client database. Validate data conversion with client and test environment. In this proposal we have provided an estimated cost for data conversion based on our experience with similar projects. The amount estimated assumes that the data is clean and exported in an acceptable format (SQL Server, .mdb, .dbf, or .txt). Once the actual data conversion process has been reviewed and the exact data conversion needs determined, this may be subject to change. These needs will be identified during the data collection step with the process and exact cost documented in the project plan. $15,120.00 Due upon completion of the initial data conversion Installation (remote) Setup environments (production & test) on client site. Test to ensure proper operation. May require on site setup determined at Kickoff Meeting. $3,780.00 Due upon completion of the remote installation Fine-tuning and Validation Validate initial configuration with the client onsite and implement any refinements arising out of the validation. $22,680.00 Due upon completion of fine- tuning and validation Customization Completion and delivery of all customizations to perform Excise Tax functions and report completion. $85,968.00 60% upon completion of first installation; 40% upon completion of second install. User Training Onsite training for users of the PreBuilts: • Property Information (1 day, 3 students) • Permits & Inspections (3 days, 24 students) • Code Enforcement (2 days, 16 students) • Licensing (2 days, 19 students) • Cashiering (1 day, 4 students) Includes Travel $28,098.00 Invoiced upon scheduling of the training and due on or before the first day of training Data Update / Install (Remote) Final data update/conversion to get current data into client database for go-live. Must be the same scripts used in initial data conversion. Data must be verified by both MSC and Client before go-live. Sign off required. $3,780.00 Due upon completion of final data conversion Total Services $166,608.00 Total Training $42,840.00 Annual Software Maintenance Deliverables Payment Milestone Payment Terms Annual Software Maintenance (ASM) Provides: • All major and minor software upgrades • Unlimited technical support; • Prepaid attendance at the annual User Conference for 1 attendee, including all registration, travel, accommodation and meal costs during the conference schedule (meals on travel days are not covered); • Unlimited access to the Municipal Software FTP site • Unlimited access to the Municipal Software Knowledgeshare $30,800.00 The mandatory Annual Software Maintenance fee becomes due on Go- Live of first PreBuilt and annually, upon the anniversary of Go-Live date. The first year ASM is waived, therefore the mandatory ASM is due upon the anniversary of the Go-Live date of first PreBuilt. The ASM will not increase more than 2% of the prior year amount per year, provided that Licensee does not procure additional licenses, in which case the Annual Support and Maintenance Fee shall increase by the amount necessary to cover the new licenses. In this case, the fee amount for the pre-existing licenses shall not increase more than 2% over the prior year amount. Annual CityView Public Portal Provides unlimited access to 199,775 citizens in your jurisdiction for an annual fee which is revised annually according to your official population figures. $19,978 Due on system Go-Live of first PreBuilt and annually, upon the anniversary of Go-Live date Optional Services Deliverables Payment Milestone Payment Terms High Level Requirements Analysis to determine Gap-to-Fit for Licensing PreBuilt and customization of the Licensing PreBuilt to accommodate Excise Tax Requirements. Review or provide Process Flow Diagrams (PFD's). 7 days onsite and 7 days offsite. Travel is included. $20,100.00 Due upon receipt of the report or document. Interface Design and Implementation Services Integration with Augusta’s GBA Complaint Tracking system. Augusta to provide Oracle database work in order to have their system call Web Services in CityView. Municipal is to build the interface within CityView to accept the call from Web Services. $8,160 Due upon receipt of the services provided. Total Optional Services $28,260.00 Optional Training Deliverables Payment Milestone Payment Terms Designer 1 day course on designing forms and creating new applications with CityView Application Builder. $1,800.00 Invoiced upon scheduling of the training and due on or before the first day of training Report Writer 1 day course on creating new forms. $1,800.00 Invoiced upon scheduling of the training and due on or before the first day of training Travel Expenses $1,800.00 Invoiced upon scheduling of the training and due on or before the first day of training Total Optional Training $5,400.00 Summary of Project Costs Price Total Services $194,868.00 Total Training $48,240.00 Total Client Services (Services & Training) $243,108.00 Total Licensing $154,000.00 Total Project $397,108.00 Request for Proposal RFP’s will be received at this office until 3:00 p.m., Tuesday, September 21, 2004 RFP #04-114 License & Inspection Software-Consulting, Implementation & Technical Services RFP’s will be received by Augusta, GA Commission hereinafter referred to as the OWNER at the offices of: Geri A. Sams Purchasing Department 530 Greene Street - Room 605 Augusta, Georgia 30911 706-821-2422 RFP documents may be obtained at the office of the Augusta, GA Purchasing Department, 530 Greene Street – Room 605, Augusta, GA 30911 All questions must be submitted in writing to the office of the Purchasing Department by fax at 706-821-2811 or by mail. The last day to submit questions is Friday, August 27, 2004 by 2:00 p.m. No RFP will be accepted by fax, all must be received by mail or hand delivered. It is the wish of the Owner that minority businesses are given the opportunity to submit on the various parts of the work. This desire on the part of the Owner is not intended to restrict or limit competitive bidding or to increase the cost of the work. The Owner supports a healthy free market system that seeks to include responsible businesses and provide ample opportunity for business growth and development. No RFP may be withdrawn for a period of 120 days after time has been called on the date of opening. The Owner reserves the right to reject any or all RFP’s and to waive technicalities and informalities. Please mark RFP number on the outside of the envelope. Bidders are cautioned that sequestration of RFP documents through any source other than the office of the Purchasing Department is not advisable. Acquisition of RFP documents from unauthorized sources places the bidder at the risk of receiving incomplete or inaccurate information upon which to base his qualifications. Augusta has a Link Deposit program designed to provide loans to eligible local Small, Minority and Women Owned Businesses. For more information about this program contact the Human Resources Department at 706-821-2303. GERI A. SAMS, Purchasing Director Publish: Augusta Chronicle August 5, 12, 19, 26, 2004 Augusta Focus August 12, 2004 cc: Tameka Allen Augusta, GA Interim Deputy Administrator Brenda Byrd-Pelaez Augusta, GA Human Resources Rob Sherman Augusta, GA License & Inspection Debbie Freeman Augusta, GA Information Technology FAX TRANSMISSION AUGUSTA-RICHMOND COUNTY CONSOLIDATED GOVERNMENT 530 Greene Street - Room 605 Augusta, Georgia 30911 706 821-2422 Fax: 706 821-2811 To: Southeastern Newspaper Date: July 29, 2004 Fax #: 706 823-3588 Pages: From: Geri A. Sams 2, including this cover sheet. Subject: LEGAL NOTICES FOR RFP ITEM: #04-114 COMMENTS: Please print the above RFP Item(s) on the following dates: August 5, 12, 19, 26, 2004 REQUISITION #43600A Please send an affidavit of publication. FAX TRANSMISSION AUGUSTA-RICHMOND COUNTY CONSOLIDATED GOVERNMENT 530 Greene Street - Room 605 Augusta, Georgia 30911 706 821-2422 Fax: 706 821-2811 To: Augusta Focus Date: July 29, 2004 Fax #: 706 724-8432 Pages: From: Geri A. Sams 2, including this cover sheet. Subject: LEGAL NOTICES FOR RFP ITEM: #04-114 COMMENTS: Please print the above RFP Item(s) on the following dates: August 12, 2004 REQUISITION #43600B Please send an affidavit of publication.