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HomeMy WebLinkAboutSunGard Bi - Tech Inc. Augusta Richmond GA DOCUMENT NAME: fu '(\ t 1 G X'"d ~\ -\ c:dl \ '(Jc.-~ DOCUMENT TYPE: CXj~~ YEAR: CX) BOX NUMBER: \ \ FILE NUMBER: \<S \ \G. NUMBER OF PAGES: 5 . . - . SunGard Bi-Tech Inc. 890 Fortress Street Chico, CA 95973 (530) 879-2800 Tel (530) 891-5011 Fax Annual Support Agreement Renewal Notification DATE: TO: CLIENT: December 15, 2000 Ms, Tameka Allen Augusta Richmond County Your standard IFAS and PC Product Maintenance Agreement between SunGard Bi-Tech Inc. (formerly Bi-Tech Software'lnc,), hereinafter referred to as "SunGard", and Augusta Richmond County, hereinafter referred to as "Customer", will expire on December 31,2000, This Annual Support Agreement, hereinafter referred to as the "Agreement", replaces the Maintenance and Support Agreement now in effect between SunGard and Customer. To ensure that Customer does not experience a lapse in support from SunGard, a signed copy of this Agreement must be returned, along with the applicable fee, no later than 30 days after the expiration of the existing Maintenance Agreement. 1. DEFINITION OF TERMS (The definition of Terms used in this Agreement, if not defined herein, shall be as defined in the Software License Agreement now in effect between Customer and SunGard,) 1,1 "Account" means a single and unique combination of database and Software, 1.2 "including" means including but not limited to, 1,3 "Concurrent User(s)" means the highest total number of users making simultaneous use of the Software at any time during a calendar year period, whether use is via modem, direct connection, LAN connection, or via the Web, 1.4 "Confidential Information" means all business information disclosed by one party to the other in connection with this Agreement unless it is or later becomes publicly available through no fault of the other party or it was or later is rightfully developed or obtained by the other party from independent sources free from any duty of confidentiality, Without limiting the generality of the foregoing, Confidential Information shall include Customer's data and the details of Customer's computer operations and shall include SunGard's Proprietary Items, Confidential Information shall include the terms of this Agreement, but not the fact that this Agreement has been signed, the identity of the parties hereto or the identity of the products licensed under a Software License Agreement. 1,5 "Latest Software Update" means those Software Updates which SunGard has made generally available to it's Customer's within the preceding twelve months, 1.6 "Proprietary Item(s)" means, collectively, the Software and Documentation, th~ object code and the source code for the Software, the visual expressions, screen formats, report formats and other design features of the Software, all ideas, methods, algorithms, formulae and concepts used in developing and/or incorporated into the Software or Documentation, all future modifications, revisions, updates, releases, refinements, improvements and enhancements of the Software or Documentation, all derivative works based upon any of the foregoing, and all copies of the foregoing. 1.7 "Software Update" means such minor Software modifications, revisions and updates to the Software which SunGard, in its sole discretion, incorporates into the Software and provides to Customer as part of the Annual Support Agreement. SUNGARD~ www.sungard.com .. ~ 2. CUSTOMER ASSISTANCE 2,1 Remote Assistance, SunGard shall provide to Customer, from 5a,m, to 5p,m, PT, Monday through Friday (SunGard Holidays excepted), telephone, fax, and e-mail supported assistance regarding Customer's authorized use of the Latest Software Update. Customer agrees to attempt to locate information provided in Documentation prior to use of Remote Assistance. In addition, SunGard shall provide self service-based assistance via SunGard's Technical Support Web Page, 2,2 Resolution Assistance. Customer shall provide to SunGard reasonably detailed documentation and explanation of issues to be resolved, together with underlying data, to substantiate any problem or failure and to assist SunGard in its efforts to diagnose, reproduce and correct the problem or failure, 2.3 Non Software Assistance. Non Software Assistance requests (e,g, requests for assistance with hardware, operating systems, database management systems, networks, printer configuration, etc,) are outside" the scope of this Annual Support Agreement. However, at Customer's request, Non Software Assistance may be provided on a time and materials basis, as available, at the sole discretion of SunGard. 3. SOFTWARE UPDATES 3,1 Software Updates, SunGard shall provide to the Customer Software Updates for UNIXlMPE server based Software via Hassle Free Support™ (HFS), HFS means that SunGard will log-on to Customer's designated UNIXlMPE server, with authorization from Customer, and load the UNIXlMPE server-based Software Update into a single Account for the Customer, HFS is strictly Intemet delivered, Therefore, the exchange of magnetic/optical media for UNIXlMPE server-based Software Updates is not available, If SunGard, in its sole discretion, determines that delivery of the UNIXlMPE server based Software Update via Intemet is not practical, then Customer will receive magnetic/optical media along with instructions on assisting SunGard in applying the UNIXlMPE server based Software Update, For Software Updates for Windows 1M based Software, media will be sent to Customer, including Customer loading instructions, Software Updates shall be accompanied by updates to the Documentation on optical media whenever SunGard determines, in its sole discretion, that such updates are necessary, Customer agrees to accept Software Updates as they become available and to remain current on the Latest Software Update, In addition, between Software Updates, service packs may be available for Customer download and installation, For those Customer's that choose not to utilize the HFS method of Software Update delivery; the Software Updates are available for download by the Customer from SunGard's FTP site, 3,2 From time to time new' optional features may be added to the Software a13 a result of a Software Update, Optional features may require the use of third party software or hardware. Customer shall have the option to procure or not to procure such third party products to enable such optional features, 3,3 The Customer agrees to maintain, for the duration of this Agreement, an Intemet connection (consisting of FTP and TELNET allowing SunGard access to Customer's server system) to facilitate Software Updates and remote support of the UNIXlMPE server based Software and to maintain remote control software (as specified by SunGard) to support the WindowsTM based Software, Security will be based upon SunGard's unique IP address" "'f, after a good faith effort, Customer cannot maintain an Intemet connection, then SunGard will provide Software Updates to Customer on magnetic/optical media, Customer agrees to maintain at least a 33600 baud modem connection and to make available competent personnel to assist SunGard in transferring the Software Updates to the server. Customer assistance may be required during non-standard work hours, such as evenings, weekends and/or holidays, A nominal handling charge will apply to cover the cost of the medi~ and shipping charges, .... 3.4 SunGard shall provide Customer with Software Updates to maintain the compatibility of the Software with new releases of the operating system under which the Software is licensed, 3,5 Any modifications not made by SunGard, and the results caused thereby to the Software shall be the sole responsibility of the Customer, 3.6 SunGard will use commercially reasonable efforts to provide Software Updates to cause the Software to continue to conform to GASB and GAAP requirements, and to maintain accurate Federal and State payroll tax tables (as published by the taxing authorities) and their related calculation processes, In the event that original programming is required to meet any other mandated Software change (including State, Federal, or Local mandated changes), the development costs will be borne by all Customers who utilize that Software change, 4. ANNUAL SUPPORT FEES Listed below are the IFAS modules and PC Products for which Annual Support will be provided during the period of: 01/01/01 -12/31/01 IStandard IFAS Modules I Concurrent Users I Prior Support Amount I Annuallncrease* 5,9% I New Support Amount General Ledger Nucleus Accounts Payable/Encumbrances Accounts Receivable/Cash Receipts Check Management Person/Entity Database Fixed Assets Inventory System Ad Hoc Reporting/Budget MOdeling Job Ledger/Project Ledger Budget Item Detail Purchasing Bid Management Payroll Human Resources Position Budgeting TRIAD Development Tool Contract Management Easy Laser Fonns CDD.net(fonner1y ifas.net) Image Enabler Click, Drag and Drill Open Link ODBC Driver Insight Hassle Free Support (One Account) Total: Applicable Sales Tax: 42,370.80 2,499.88 44,870.68 Total Annual Support Fee Due 44,870,68 . Increase based on the tenns stated in the License and Support Agreement 4- . . . 5. CONFIDENTIALITY AND OWNERSHIP RIGHTS 5.1 All Confidential Information as defined in Section 1, of one party ("Disclosing Party") in the possession of the other ("Receiving Party"), whether or not authorized, shall be held in strict confidence, and the Receiving Party shall take all steps reasonably necessary to preserve the confidentiality thereof, One party's Confidential Information shall not be used or disclosed by the other party for any purpose except as necessary to implement or perform this Agreement, or except as required by law, provided that the other party is given a reasonable opportunity to obtain a protective order, The Receiving Party shall limit its use of and access to the Disclosing Party's Confidential Information to only those of its employees whose responsibilities require such use or access, The Receiving Party shall advise all such employees, before they receive access to or possession of any of the Disclosing Party's Confidential Information, of the confidential nature of the Confidential Information and require them to abide by the terms of this Agreement. The Receiving Party shall be liable for any breach of this Agreement by any of its employees or any other person who obtains access to or possession of any of the Disclosing Party's Confidential Information from or through the Receiving Party, 5,2 The Proprietary Items, as defined in Section 1, are trade secrets and proprietary property of SunGard, having great commercial value to SunGard. All Proprietary Items provided to Customer under this Agreement are being provided on a strictly confidential and limited use basis, Customer shall not, directly or indirectly, communicate, publish, display, loan, give or otherwise disclose any Proprietary Item to any person, or permit any person to have access to or possession of any Proprietary Item, Title to all Proprietary Items and all related patent, copyright, trademark, trade secret, intellectual property and other ownership rights shall remain exclusively with SunGard, even with respect to such items that were created by SunGard specifically for or on behalf of Customer, This Agreement is not an agreement of sale, and no title, patent, copyright, trademark, trade secret, intellectual property or other ownership rights to any Proprietary Items are transferred to Customer by virtue of this Agreement. All copies of Proprietary Items in Customer's possession shall remain the exclusive property of SunGard and shall be deemed to be on loan to Customer during the term of this Agreement. 6. OPTIONAL SERVICES 6,1 Maintenance Plus Program: Customer has the option to participate in SunGard's Maintenance Plus Program, Participation in the Maintenance Plus Program entitles the Customer to one (1) block of forty (40) additional Professional Service hours per Annual Support period, The additional hours may be used for any Professional Service otherwise offered by SunGard. This would include, but is not limited to, training, programming, accounting assistance, system performance tuning, etc, Any unused hours at the end of the Annual Support period expire and are not carried over to the next period, If the Customer chooses to use the hows for assistance at the Customer's1 site, the Customer may schedule a trip, which will utilize at least.16 Maintenance Plus hours, All travel, meals, and lodging costs are borne by the Customer and will be billed as incurred, . Customer can choose to come to SunGard's location for assistance, with an hour being charged against the Maintenance Plus hours for each hour spent with a SunGard employee, All travel costs in this case are borne by the Customer, Customer can choose to use the hours for Distant Learning sessions, Customer must schedule at least three-two hour sessions, which equals eight hours including preparation and follow-up time, The minimum charge for services performed under this Program is four hours, Any service that requires more than four hours will be charged the actual number of hours used, The scheduling of Maintenance Plus hours must be done at least 30 days in advance, Any services that are scheduled and then subsequently changed or canceled may be subject to a change fee, . .... ,I. .. ,~ l Requests that include Software changes will require that SunGard determine an estimated completion date, which may be greater than thirty days from receipt of the request SunGard reserves the right to refuse to make Software changes that, in its sole discretion, are not compatible or otherwise appropriate with the Software, The fee for the Maintenance Plus Program is five thousand dollars ($5,000,00) per Annual Support period. This fee is subject to change at each Annual Support renewal date, The Maintenance Plus Program is being offered for a limited time only and the terms and conditions are subject to change, other restrictions may apply, Customer does choose to participate in the Maintenance Plus Program: ~ Customer does not choose to participate in the Maintenance Plus Program: 6,2 Additional Accounts: Customer has the option of requesting that SunGard apply Software Updates, via HFS, to one or more additional Accounts on the Customer's UNIXlMPE server, If Customer chooses to have SunGard apply Software Updates to additional Accounts; the procedures and terms specified in Section 3 above will apply to the additional Accounts, The fee for each additional Account to receive Software Updates via HFS is five thousand dollars ($5,000,00) per Annual Support period, This fee is subject to change at each Annual Support renewal date, Customer does not choose to have additional Accounts Updated: Customer does choose to have additional Accounts Updated: V Number of additional Accounts to be Updated: --L- 6,3 Additional Services: SunGard offers additional support services, including "off-hours" pager support on a time and materials basis, Customer should contact their Client Manager if they desire any additional support services, By signing below, Customer agrees to pay for Annual Support for the period designated herein, The terms and conditions are as specified herein and as specified in the Software License Agreement now in effect between SunGard and Customer, Questions conceming this Agreement should be directed to Teri Myers at (530) 879- · CUST ME , a;) ~Y: ~rint Name:f97~4)b ;::/ )~~ /0/ I ' PO# (if required) Date: