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HomeMy WebLinkAboutAugusta Utilities Department & System & Software DOCUMENT NAME: Au':) U'e> TR DOCUMENT TYPE' /1 . l-ONTRACT YEAR: ~()D~ BOX NUMBER: ) lo FILE NUMBER- I L, d- ~ '7 NUMBER OF PAGES: i 17 Augusta Richmond GA AND ' l).t; I; 1''''' S "\) 6p 146'" ",.-J't ~ S'l <; T~ <; ~ ~c *.,-WAt<..t ~~ 11 Ib~:2 7 AUGUSTA-RICHMOND COUNTY COMMISSION JAMES B. WALL CITY A TrORNEY LEE BEARD TOMMY BOYLES ULMER BRIDGES ANDY CHEEK BODDY G. HANKERSON WILLIAM B. KUHLKE, JR. WM. "WILLIE" H. MAYS, III STEPHEN E. SHEPARD MARION WILLIAMS BOB YOUNG Mayor P.O. BOX 2125 454 GREENE STREET AUGUSTA, GA 30903 Bus. (706) 821-2488 FAX No: (706) 722-5984 E-MAIL: IWALL@co.RICIlMOND.GA.US GEORGE R. KOLB Administrator RICHARD L. COLCLOUGH Mayor Pro Tern July 16, 2002 Ms. Lena Bonner Clerk, Commission 8th Floor, City-County Bldg. Augusta, GA 30911 Dear Lena: I enclose herewith a notebook contammg the original fully executed contract between Augusta and Systems & Software, Inc. Please include this in the City's permanent records. By carbon copy of this letter, I anI forwarding copies of this contract to Max Hicks, Steve Little, Tameka Allen, and Tanya Johnson. With best personal regards, I am Yours very truly, ~ James B. Wall /A-f .JBW/sjp Enclosure cc: Mr. Max Hicks Mr. Steve Little Ms. Tameka Allen Ms. Tanya Johnson AUGUSTA UTiliTIES DEPARTMENT AND SYSTEMS & SOFTWARE CONTRACT FOR RFP #01-073A MAY 24, 2002 .. Systems & Software . TABLE OF CONTENTS I. Contract II. Budget Detail/Notes III. Payment Schedule IV. Implementation Plan V. Support Contract VI. Software Maintenance Contract VII. City of Augusta RFP VIII. S&S Proposal Responses IX. Technical Fit Analysis e -. . . .--., INFORMATION SYSTEM AGREEMENT Between Systems & Software, Inc. and Augusta, Georgia for the Purchase of Computer Hardware and the Licensing of Application Software Products This AGREEMENT, entered into this -2:L day of May, 2002, ("Effective Date") by and between Systems & Software, Inc. hereinafter referred to as "S&S". a Vermont corporation having its principal offices at 401 Water Tower Circle, Colchester, Vermont 05446 and Augusta Georgia hereinafter referred to as the "Customer", a political subdivision of the state of Georgia having its principal offices at 530 Greene Street, Augusta, GA 30911. WITNESSETH: S&S and the Customer agree that when this Agreement is signed by the Customer and accepted by S&S, the following terms and conditions, including those contained in Exhibits "1" through "7" and Exhibit" 1 " Table" A" shall apply: I. Definitions "Agreement" shall mean this Agreement, all of the Exhibits referred to herein and any future written amendments signed by the Customer and accepted by S&S. "Application Software" shall mean the UtilitySuite software, which is being licensed by the Customer under the terms of this Agreement. "Current Base System" shall mean the most current version and revision level of the Application Software and the related documentation as currently supported by S&S. 4. "Conversion" shall mean any actions required to transfer, to the Information System, the Customer's current computerized data. 1. 2. 3. 5. "Customization" shall mean the changing of any component of the S&S Current Base System during the original delivery and implementation period of the Application Software installed prior to the System Acceptance Date. 6. "Documentation" shall mean a component of Application Software, Operating System and Third Party Software consisting of tangible, human readable materials and manuals containing copyrighted information developed for use in conjunction with the other components of the software. 7. "Effective Date" means the date specified on the top ofthe face page ofthis Agreement. 8. "System Equipment" shall mean the Hardware, Peripherals, Operating System Software and Third Party Software. 9. "Go Live" means the date the Application Software is successfully working in a production environment in place of the existing Harris system. 10. "Hardware" means the computer hardware. 11. "Implementation Plan" shall mean the plan developed by S&S and the Customer outlining the steps to be taken by both parties during the installation of the Information System, the training of the Customer's employees, and acceptance testing. 12. "Licensed Software" means the licenses to use the Application Software, Operating System and Third Party Software granted to the Customer. Confidential Material (1 ) "System Acceptance" the date the Application Software (subject area or module) has been successfully implemented for use in a production environment for 75 days following Go Live. "Site Preparation" shall mean those physical installation and environmental conditioning tasks to include cabling, telecommunications, Internet accessibility, connections, power supply and air conditioning necessary to support the Information System. "Source Code" shall mean the set of instructions, which can be used to maintain and modify the executable code of Application Software. 24. "Specifications" describe the functional capabilities, concepts and features. processes, integration methods and controls of the Application Software, covering S&S's Current Base System and agreed to Customizations for the Customer. e e 21. 22. 23. "Information System" shall mean the composite of Hardware, Operating System Software, Application Software and Third Party Software as provided by 5&5. "Modifications" shall mean any change outside of the scope of the Project, covered by a change order, to any component of the Information System performed by S&S. 15. "Software Maintenance and Support" shall mean the service which provides the Customer with maintenance of the Application Software, including approved enhancements and upgrades (Updates) and support as defined herein and via the Annual Software Maintenance Support Contract Attachment A. 13. 14. 16. "Support Services" shall mean the ready to use expertise and support facilities for the Application Software, including telephone, video teleconferencing, facsimile, website, e-mail, and modem support of S&S. 17. "Operating System Software" shall mean the computer operating system software, described in Exhibit "1" attached hereto. provided by IBM through S&S under the terms of this Agreement. 18. "Travel Related Expenses" shall mean the actual, reasonable costs for S&S's expenses, including, but not limited to, travel time and travel expenses (airfares, rental cars, mileage and cabs), and living expenses (lodging and meals) for S&S's employees when engaged in work under this Agreement away from their home office. postage, telephone toll charges and delivery expenses. 5&5 will utilize lodging in Augusta, Georgia as available. 19. "Peripherals" shall mean all non-central processing unit Hardware components including workstations, printers, tape drives, modems, and the like. 20. "Project" means the entire procurement, installation, Implementation Plan, training of personnel, and acceptance testing tasks necessary for the installation of a fully functioning operable Information System at the Customer. 25. "Target Date" shall mean those interim milestone dates for task accomplishment as set forth in the Implementation Plan. 26. 27. 28. . "Third Party Software" shall mean the computer non-UtiJitySuite Application Software and/or Operating System Software which is licensed by other vendors and provided to the Customer by 5&5 under the terms of this Agreement. "Update" shall mean the changing of any component of S&S's Current Base System. These Updates will be at the discretion of 5&5 and limited to changes which improve the accuracy and integrity of the Current Base System. "Warranty Period" shall mean the period of time that 5&5 will warrant the performance of the Application Software and enhancements and upgrades to the Information System. During the Warranty Period, corrections will be provided to the Customer to remedy nonconformance with the Specifications. at no cost to the Customer. The term of the Warranty Period shall be as described herein. Confidential Material (2) e e II. Scope of Project S&S, pursuant to this Agreement, shall provide a fully functional Information System made up of Application Software, including Customization, Hardware, Peripherals, and Third Party Software as described in Exhibit" 1" (Budget Detail). S&S will make all reasonable efforts to work with designated Customer personnel to deliver the Information System in the time frame outlined in Exhibit "2" (Implementation Plan). This Project is to be performed in accordance with the terms and conditions contained in all sections and Exhibits attached to this Agreement. III. Authorization to Proceed S&S shall proceed with Project and install the Information System upon execution of this Agreement by the Customer. Section 1 - Pre-Installation Planning and Implementation Plan 1. S&S shall make a Pre-Installation Planning visit(s) to the Customer's administrative office and remote locations listed in Exhibit "1", to conduct Fit Analysis, with appropriate Customer personnel, of Hardware and Peripherals and to discuss Site Preparation activities. S&S will deliver to the Customer such specifications as necessary such that the Customer may complete all necessary cabling, power, air conditioning, and communications connections. S&S shall make necessary visit(s) to the Customer's administrative office(s) to conduct Application Software fit analysis and requirements matching meetings, with appropriate Customer personnel, to develop an acceptable Implementation Plan as outlined in Exhibit" 2". Implementation Plan shall include, but not be limited to, (i) a time schedule for initiation and completion of all major installation activities, (ii) an agreement of Application Software parallel runs, testing procedures and acceptance criteria, (iii) scheduling of training activity, (iv) discussion of any Customization to be undertaken by S&S, (v) review of required Site Preparation activities, (vi) changes in the Hardware configuration, (vii) data conversion plan for transferring existing data to the Information System, (viii) number and scheduling of Customer personnel to ensure their availability during the Project and (ix) a schedule of Project progress meetings. The Customer will have the site prepared with required cabling, environment, connections, power supply and other necessary environmental preparation at no expense to S&S in accordance with the specifications furnished by S&S, unless otherwise agreed to and specified in Exhibit" 1 ". Said Site Preparation will be scheduled to be completed prior to the expected delivery date of the Hardware to the Customer. 2. 3. 4. The entire installation process shall proceed in accordance with the Implementation Plan report which is included as Exhibit" 2", attached hereto and made a part hereof. Both parties agree to abide by the Implementation Plan to the extent the details (conversion data [amount of data, types of data, target tables for converted data, # of tables/files. accuracy of existing data, ability to provide a trial balance. etc.], interfaces [scope, types, accuracy, usability, etc.], and the like) are fully understood at the time of contract execution, and to make all reasonable efforts to meet the Target Dates as specified therein. Changes shall be made to the Implementation Plan as necessary and as agreed to by both parties. Section 2 - Implementation Assistance. . 1. S&S shall provide the Customer with qualified S&S representatives for Information System installation and training of the Customer's employees in the operation of the Information System. Said installation and training shall consist of, but not be limited to, the following tasks: a. Delivery and installation of Application Software, Operating System Software, Third Party Software, Hardware, and Peripherals. Confidential Material (3) . b. Conversion of existing data as provided in Exhibit "1" to Information System; c. Employee training in use of Information System. The Customer shall provide that employees to be trained will make every effort for training to be free from interruptions and distractions. Employees should also be familiar with the subject areas, and shall be supervised by the Customer's management or subject matter experts to ensure that training objectives are met. 3. All entering of data currently handled in a manual mode will be the responsibility of the Customer. S&S will be required to train appropriate employees of the Customer to map and/or input this data into the Information System. 2. IV. Prices. License Fees. Fees for Services and Payment Schedule The Project financial obligation of the Customer to S&S for the delivery of the Information System and services is listed in Exhibit "1". Said payments shall be payable by the Customer to S&S as provided in Exhibit "1" Table "A" Scheduled Payments, and will be made within thirty (30) days of the Payment Date. e Prices for Application Software, Installation and Training Services, Conversion. and Travel Related Expenses are fixed amounts unless otherwise stated herein. All invoices rendered under this Agreement as defined in Exhibit "1 ", Table "A" Scheduled Payments shall be paid within thirty (30) days of the Payment Date. All amounts mentioned in this Agreement are in U.S. Dollars and do not include any applicable sales taxes, use taxes, duties or any similar assessments, all of which are the sole liability of, and shall be paid solely by, the Customer. Any amount payable pursuant to this Agreement and not paid within thirty (30) days after the Payment Date for said amount shall be delinquent. The Customer will make every effort to process payments expeditiously and to not to let payments become delinquent. If significant delays in the Implementation Plan occur that are due to the Customer not making every reasonable effort to complete their respective responsibilities as agreed to in the Implementation Plan and related meetings, S&S shall have the right to bill and collect payments as milestones are met. Additional related services not specified in Exhibit "1", will be billed under a separate scope/change order process for the service, as they are incurred. Upon delivery, S&S shall transfer ownership and unencumbered title to all hardware, and license rights of software, to the Customer. V. System Acceptance System Acceptance occurs at such time the Application Software has been successfully implemented for use in a production environment for seventy-five (75) days following Go Live. In areas where S&S contractually had any Customization to perform, this will be demonstrated to have been completed. As milestones are mutually agreed to have been met, yet the Customer does not proceed with use of the production solution for reasons beyond its or S&S's control, System Acceptance shall still occur. VI. Licenses Whereas ownership of the Application Software products listed and described in Exhibit "1" remains with S&S, S&S grants License to the Customer to use these products according to the terms of this Agreement. 1. In consideration of the Customer's payment of amounts set forth in Exhibit "1", Table "A", S&S grants to the Customer a non-exclusive and nontransferable right and license to use the Licensed Software for the Customer's internal business purposes in accordance with the provisions in this Agreement. The Customer may use the Application Software on Hardware upgrades, additions or replacements; provided, however, the Customer gives S&S thirty (30) e Confidential Material (4) e e days prior written notice of any such change. The Customer may prepare a reasonable number of copies of the Application Software for archive and backup purposes only and the Documentation for internal use purposes only, so long as all copies of the Application Software and Documentation contain the proprietary notices appearing on the copies initially furnished to the Customer. 2. 3. The software is licensed in object code format only. The Application Software is for use by the Customer in the current company(s) entity at the current Customer account volumes (# of billed/serviced/metered water, wastewater, electric, gas, or refuse customers, and the like) with allowance for normal growth within the entity, considered to be up to 5% per year. However, if the Customer were to purchase another entity, or be merged with another entity, causing the # of metered/billed/serviced accounts to exceed normal growth; or if the Customer were to take on additional accounts beyond normal growth, then this business transaction would call for additional Application Software license fees to be paid. The Licensed Software is for use on the server environment as described in Exhibit "1" or as agreed to in writing by S&S. Third Party Software use and limits with respect to the number of concurrent Customer users will be subject to the terms of each third party vendor's own licenses. The Customer acknowledges that the Application Software, including all copies thereof provided by S&S or made by the Customer, constitute valuable confidential and proprietary property belonging to S&S and that by receiving access to the Application Software, the Customer is entering into a relationship of trust and confidence with S&S pursuant to which the Customer promises to take all reasonable steps to preserve the confidential and proprietary nature of the Application Software. The Customer shall limit access to the Application Software only to employees, auditors, attorneys, consultants and agents of the Customer who need access to the Application Software in order to use the Application Software as permitted herein. 6. Except for select 3rd party vendor products, such as BEA WebLogic, Oracle's database products, Cog nos products, and IBM's AIX Operating System or other software products, for example, or as otherwise agreed to in writing, all Third Party Software is licensed to the Customer solely and directly by the third party supplier of such software, not by S&S. The Customer therefore understands that, notwithstanding the payment to S&S for such software, the Customer's rights, obligations and remedies regarding such software shall be determined solely and exclusively by the terms and conditions of the Customer's agreements with the third party supplier of such software. 4. 5. VII. Support Services Section 1 - Software Maintenance and Support Software Maintenance and Support services shall be provided at no cost to the Customer during the Warranty Period of twelve (12) months from Go Live (through June 30, 2004). As of 7/1/2004, the application software/systems support services portion of the Annual Software Maintenance & Support Contract will be invoiced on a prorated basis through December 31, 2004 and then annually on a January through December calendar year basis thereafter. (Hardware, 3'd party software, subcontractor products/services. and interface portions from the Budget Detail will have already commenced billings on a prorated basis). The first full year in which all "annual maintenance" items will align and invoice annually is in 2005, notwithstanding other products, software, services, hardware, or 3'd party software which may have been procured by the Customer. After that period of time, the Customer is required to participate in and purchase the Annual Software Maintenance & Support Contract (Exhibit II 3 ") to utilize . the Application Software and to continue to receive support from S&S. During the Warranty Period and Confidential Material (5) e e e thereafter under the Annual Software Maintenance & Support Contract, S&S will provide the following support: 1. S&S shall correct the failure of the Applications Software, without additional charge, as defined in Section (c) below. Corrective maintenance shall be performed as follows: a) Customer shall provide S&S with all information and reasonable assistance to detect, simulate and correct the failure of the Application Software. b) After confirming the existence of a program error, S&S shall provide the Customer revised Applications Software code or a temporary work around procedure to correct the program error in accordance with the corrective maintenance procedures. c) S&S shall provide corrective maintenance from its business premises via telephone, facsimile, modem, web site and E-mail. The Customer is responsible to provide, at Customer's expense, a remote dial-up and full time Internet access capability to allow S&S access into the Customer's Information System for the purpose of diagnosing problems and applying corrective maintenance and Updates. It is required that all Customers provide the requisite number (at least one (1)) of dedicated asynchronous modem access lines (with modems) such that S&S can support Customers on a 24x7 basis. if needed. It is expected that S&S not be required to call the Customer to have modem access activated in any manner, as it may cause significant delay in issue resolution. In addition, it is required that S&S be given inbound Internet access and outbound FTP and telnet access from the client's RS/6000 server out and back to S&S's support servers. d) Corrective maintenance will be provided only for the most recent release of the Application Software and the release prior to the most recent release. e) S&S shall, under the guidelines set out in the Annual Software Maintenance & Support Contract Attachment A, also provide Updates, enhancements, corrections, and new releases of the Application Software which have come about due to new development. f) The Customer will install (or let S&S install) all program error corrections and enhancements to keep the Application Software current, with reasonable telephone assistance from S&S. Such program error corrections and enhancements shall be provided in a form and with installation instructions sufficient to permit installation by Customer (or S&S). g) S&S shall furnish documentation updates as required to the Customer. h) S&S is not required to perform corrective maintenance with respect to Applications Software malfunctions caused by: 1) Customer's modifications to the Application Software unless performed at the direction of 5&5; 2) Customer's failure to use Updates, enhancements or program error corrections; 3) Failure to use the Application Software in accordance with this Agreement; or 4) Actions beyond S&S's control with respect to customer's actions which alter the turnkey implementation environment, or cause Hardware or Third Party Software malfunctions. 2. Software Maintenance and Support services shall also include the following: (a) Attendance at no cost for Customer personnel at S&S Customer Users Conferences or Forums. The Customer will pay Travel Related Expenses for its personnel. (b) The cost of media to distribute new releases. (c) New documentation, as made available by module. 3. S&S agrees to provide Annual Software Maintenance & Support commencing with the Warranty Period expiration. Prices for the Annual Software Maintenance & Support Contract are shown in Exhibit "1". If the Customer cancels this renewable agreement, license to the Application Software is terminated and S&S is under no obligation to continue providing maintenance services. Confidential Material (6) e e e 4. Guidelines for licensing, support in general, telephone support, emergency support, charges, customization requests, training for new operators, and the like are communicated through Attachment A to the Annual Software Maintenance & Support Contract. Section 2 - Telephone Support Telephone support shall be provided during the initial implementation period at no additional cost to the Customer and shall consist of the following: 1. S&S shall provide telephone support for the Application Software and select 3rd party products as specified in Exhibit "1" (the guidelines for which are referred to in the Annual Software Maintenance & Support Contract Attachment A) via a toll free telephone number, to trained Customer personnel for the Information System, during normal business hours: Monday through Friday, 8:00 am to 5:00 pm Eastern Standard Time. Telephone Support beyond normal business hours may be arranged with S&S at additional cost to Customer, as outlined in the Annual Software Maintenance & Support Contract Attachment A. 2. Telephone Support shall continue after the Warranty Period, and will be provided by S&S to the Customer as part of the Annual Software Maintenance & Support Contract. 3. Other than Application Software and select 3rd party products as specified in Exhibit "1", telephone support shall be charged at the rate outlined in the Annual Software Maintenance & Support Contract Attachment A. 4. Changes to Telephone Support policies will be communicated through the Annual Software Maintenance & Support Contract Attachment A. Section 3 - Modification Support The Customer may request Modifications to Application Software by filling out web-based Software Request Forms (Exhibit #3) and submitting them to S&S. S&S, at its discretion, shall consider the incorporation of said requests into the next release of the UtifitySuite, providing they meet the following criteria: a) Requests should be those which would reasonably and normally be part of an Annual Software Maintenance & Support Contract, and which would not be totally unique to the Customer, nor require unreasonable time frames to program and/or implement. b) Requests reflect increased functionality in a particular module or application area, but are not wholesale architecture redesigns, or totally new business process functions, or custom integration projects. Requests which would require immediate attention would be reviewed in detail with S&S, and S&S would make every attempt to honor the request on a custom contract (additional charge) basis using the Systems Support Services Quotation (Exhibit "3"). Requests which would require immediate attention and could not wait until the next release of the UtifitySuite will be addressed on a custom contract basis as well, and S&S will make every attempt to honor the request with priority status. Section 4 - Other System Support Services All other systems support services shall be provided as follows: additional systems support services, to include telephone support for non-Application Software, Third Party Software support, consultation with regard to new business processes, general telephone consulting, consulting services, systems analysis, training, forms design, systems preparation, cabling and connection discussions, or any other area in which S&S provides systems support services, subsequent to Systems Acceptance, on behalf of the Customer, will be invoiced on a fixed contract basis. in accordance with the Annual Software Maintenance & Support Contract Attachment A. Section 5 - Hardware Maintenance The Customer agrees that it will enter into a maintenance contract for the Hardware from IBM (via S&S) following the warranty period. Said warranty contract shall be effective upon the installation of the Confidential Material (7) e e . Hardware at the Customer premises. The Customer acknowledges and agrees that maintenance and service of the Equipment is a matter between the manufacturer and the Customer and that S&S has no desire to service or maintain the Hardware but would act as a liaison with the manufacturer to arrange for maintenance and service on and cannot be a party to or responsible for the Hardware manufacturer's performance under the maintenance contract. The Customer acknowledges and agrees that Systems and Software shall not be liable to the Customer for damages of any type resulting from the failure of the Hardware manufacturer to perform under the maintenance contract. Hardware maintenance support shall consist of the following: a) S&S will coordinate the IBM hardware maintenance agreement, whether it be an annual plan or an Extended Maintenance Option (EMO), for the Customer. The EMO plan must be selected within fifteen (15) days of the Effective Date of this Agreement. The EMO payment is due at the time of the delivery of IBM Hardware at the Customer site. S&S will act as liaison between IBM and the Customer. b) During normal business hours, S&S requests that the Customer report hardware problems to S&S, who will dispatch an IBM Customer Engineer (CE) to the Customer's location(s). Service is generally provided 7 days/week, 24 hours/day, 365 days/year for mid range products (RISC System/6000, tape drive, mid range printers, etc.). however IBM reserves the right to at any time modify its support agreement and the rules for service for various machine types and models. c) In the event the Customer requires on site services during off hours, the Customer may dispatch an IBM CE directly by calling 800-426-7378 (800-IBM-SERV), and indicating the machine type/model, serial number, telephone number where the equipment is installed, location of the equipment, and problem with said equipment. d) Most IBM hardware is warranted for one year on site, from the date of installation. Exhibit "1" showing purchased Hardware, indicates warranty periods, by item. Additional IBM or non-IBM equipment (if maintainable by IBM) may be added to an EMO at a future date. Miscellaneous third party non-IBM peripheral hardware devices are handled on a time and material basis as incurred. VIII. Warranties 1. S&S warrants that all System Equipment supplied under this Agreement shall be free from defects in materials or workmanship and operating failure from normal use and agrees that it will pass through to the Customer any and all warranties from any manufacturer or supplier of any of the System Equipment. S&S warrants all Application Software products delivered under this Agreement to be free from defects in materials or workmanship and further agrees to furnish promptly and without additional charge, all labor and parts necessary to remedy any such defect that it is notified of in writing during the Warranty Period of twelve months from Go Live (through June 30, 2004). Thereafter, support of the Application Software will be performed under the Annual Software Maintenance & Support Contract (Exhibit "3"). After this initial warranty period, software maintenance and support will continue to remain in effect as long as the Customer maintains a current Annual Software Maintenance and Support Contract with S&S, which is a requirement under this relationship and the provision for the Customer to continue use of the licensed business applications. The Customer acknowledges that this warranty is limited to software products installed and used on the Customer's computer system listed in Exhibit "1". The Customer further acknowledges that modifications made to the software programs by the Customer, and not at the direction of S&S, will void S&S's warranty of the programs, unless specifically stated otherwise in writing by S&S. The Customer also acknowledges that S&S cannot be responsible for the Customer's use of 3rd party software or hardware products which are used or implemented in conjunction with S&S's turnkey systems, especially in cases where S&S did not consult on, provide. or configure said systems. 2. Confidential Material (8) e e e 3. S&S warrants that it is authorized by the manufacturer of all Third Party Software products, listed in Exhibit "1", to grant licenses or sub-licenses to such software. 4. S&S warrants that the software and software products do not infringe any patents, copyright, trade secret, or other property rights held by any other person or entity. S&S's obligation for breach of warranty shall include timely correction or replacement of the software product which fails to conform to such warranty. In no event shall S&S be liable for special, incidental, or consequential damages including any damages resulting from loss of use, or loss of data arising out of or in connection with the use of the software or hardware products. S&S shall defend, indemnify and hold harmless the Customer and its agents and employees from any claim or proceedings brought against S&S, and from any cost damages and expenses finally awarded against S&S and/or the Customer, (assuming the Customer has not violated the product use policies of 3rd party vendors), which are attributable to any claim that is based on an assertion that S&S's use of the software products under this Agreement constitutes an infringement of any United States patent, copyright. trade secret, trademark. or other property interest rights, provided that the Customer notifies S&S promptly of any such claim or proceeding and gives S&S full and complete authority, information, and assistance to defend such claim or proceeding and further provided that S&S shall have sole control of the defense of any claim or proceeding and all negotiations for its compromise or settlement, provided that S&S shall consult with the Customer regarding such defense. In the event that the software products are finally held to be infringing and its use by the Customer is enjoined, S&S shall, at S&S's election; (1) procure for the Customer the right to continue use the software products; (2) modify or replace the software products so that they become non-infringing. S&S shall have no liability hereunder if the Customer modified the software products in any manner without the prior written consent of S&S and such modification is determined to by a court of competent jurisdiction to be a contributing cause of the infringement. The foregoing states S&S's entire liability, and the Customer's exclusive remedy. with respect to any claims of infringement of any copyright, patent, trade secret, trademark, or other property interest rights by the software products, or any part thereof, or use thereof. The warranties contained in this Section are in lieu of all other warranties, expressed or implied. S&S's express warranties shall not be enlarged, diminished or affected by, and no obligations or liabilities shall arise out of, S&S's rendering of technical or other advice or service in connection with the products listed in Exhibit "1". S&S shall supply the Customer with a sealed Source Code tape for all the Application Software purchased, and also for any future releases and or Updates made to the Application Software, if requested by the Customer. This sealed Source Code tape is to be escrowed and made accessible to the Customer only in the unlikely event that S&S, whether directly or through a successor or affiliate, shall cease to be in the software business, no longer provides the Application Software or no longer provides the Application Software to new clients, or if S&S should be declared bankrupt or insolvent by a court of competent jurisdiction. The tape shall not be opened or used except as outlined in this section. Breach of such shall indicate that the Customer has agreed to purchase the Source Code for five (5) times the amount that the Customer paid for the original licenses. The Source Code supplied to the Customer pursuant to this paragraph shall be subject to each and every restriction on use and disclosure set forth in this Agreement, and the Customer acknowledges that the Source Code and its associated documentation is the property of S&S and will be guarded against unauthorized use or disclosure with great care. 5. 6. 7. 8. Confidential Material (9) . e . IX. General Provisions Confidentiality Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities. Except as required by law or by a court of competent jurisdiction, each party agrees that it will not disclose any confidential information of the other party and further agrees to take appropriate action to prevent such disclosure by its employees or agents. S&S will be responsible for the costs to defend from disclosure information that is not marked as "confidential", "proprietary", "copy writed", or "trademark protected". During the term of this Agreement, and for a period of five (5) years following its termination, the Customer agrees: (i) to limit access to the Application Software and any other proprietary or confidential information of S&S or the Customer's employees who require access thereto in order to use the Application Software in accordance with this Agreement; (ii) not to make available or disclose this agreement, the Application Software. or other proprietary or confidential information of S&S to anyone without prior written consent of S&S. except as permitted by this Agreement or as prescribed by law under the Freedom of Information Act; and (iii) to take all reasonable precautions to maintain the confidentiality of the Application Software. and other proprietary or confidential information of S&S, employing at least those precautions which the Customer employs to protect its own information of a similar nature. Unless otherwise provided by law, the Customer will not alter, copy, duplicate, decompile or reverse engineer, in whole or in part, the application Software or documentation without prior written permission from S&S. Whenever the Customer is permitted to copy or duplicate all or part of the Application Software or Documentation or other proprietary or confidential information of S&S, all titles, trademarks, confidentiality and copyright notices must also be reproduced and all terms of this Agreement shall also apply to the copies or reproductions. The Customer is hereby granted the right to make backup or archived copy(s) as may be reasonably required for normal business operation. In the event the Customer should choose to discontinue the use of the licensed Application Software and move data and history files to another vendor's solution, S&S will provide the following to the Customer, realizing any such conversion is the responsibility of the Customer and the new solution provider: a) Data and history files "at a point in time" as specified by the Customer, from the Customer's server, placed in a partition on the server or on media specified by the Customer. b) Appropriate file and table layouts, and data element identifiers necessary for the Customer to explain to a 3'd party what data and identifiers mean. Cancellation or Modification This Agreement may not be canceled or modified except by the written mutual consent of both parties or as otherwise provided in this Agreement. If either party is in material breach of any of the terms and conditions of this Agreement, the aggrieved party shall give written notice thereof, including a reasonably detailed statement of the nature of such breach, to the breaching party. The breaching party will have thirty (30) days after notice is given to cure such breach, or, if the breach cannot reasonably be cured within thirty (30) days. the breaching party shall provide a written estimate of the time needed to cure such breach, shall commence to cure such breach within ten (10) days of notice from the aggrieved party and shall diligently continue to prosecute such cure to completion. If the breaching party fails to cure, commence to cure in a timely manner, or diligently prosecute such cure to completion, the aggrieved party, at its option, shall be entitled to terminate this Agreement or suspend its performance under the Agreement for as long as the breach remains uncorrected, and avail itself of any and all remedies available under this Agreement. Confidential Material (10) e Severability In the event that a court of competent jurisdiction holds that a particular provision or requirement of this Agreement is in violation of any applicable law, each such provision or requirement shall be enforced only to the extent it is not in violation of such law or is not otherwise unenforceable and all other provisions and requirements of this Agreement shall remain in full force and effect. Force Majeure Neither party shall be responsible for delays or failures in performance resulting from major substantive acts beyond the control of such party. Such acts shall include, for example, but not be limited to, acts of God, riots, acts of war, epidemics, governmental regulations superimposed after the fact, earthquakes or other natural disasters. Notices All notices required or permitted to be given hereunder shall be in writing and shall be delivered in hand or sent by first class mail, postage prepaid, to the parties at the following addresses or other such address or addresses as to which a party shall have notified the other party in accordance with this Section: If to Customer: Administrator, copy: Director of Utilities Director of IT Augusta Utilities Department 530 Greene Street Augusta, Georgia 30911 e Max Hicks shall act as representative of the Customer, and Susan L. Willey, and Burton G. Willey shall act as representative of S&S with respect to this Agreement. These persons shall have the authority to transmit instructions, receive information, interpret and define policies and make decisions with respect to the Project. Additional and substitute representatives of S&S and the Customer may be added by written notice of one party to the other. If to S&S: Systems & Software, Inc. 401 Water Tower Circle Colchester, Vermont 05446 Governing Law This Agreement shall be governed by the laws of the State of Georgia. S&S by execution of this Agreement commits to jurisdiction and venue in Richmond County Georgia. X. Entire Agreement This Agreement and Exhibits constitutes the entire agreement between the parties with respect to the Information System. Accordingly, all prior agreements, representations. statements, negotiations and undertakings are hereby superseded. This base Agreement language and that of Exhibit "1" Budget Detail and Annual Software Maintenance & Support Contract Attachment A shall supersede conflicting language in Exhibit "3" documents. . Confidential Material (11 ) . . '. Exhibits The following Exhibits are a part of this Agreement and need not be signed individually to become enforceable under said Agreement: - Budget Detail/Notes - Payment Schedule - Implementation Plan - Software Maintenance and Support Contract - Software Request Form - Systems Support Services Quotation 4. Exhibit "4" - Annual Software Maintenance & Support Contract Attachment A 5. Exhibit "5" - City of Augusta RFP #01-073A 6. Exhibit "6" - S&S Proposal Responses Dated 8/16/01 and Amended Section IV. Functional Requirements Dated 12/14/01 7. Exhibit "7" - Technical Fit Analysis Document Dated 12/14/01 1. Exhibit" 1 " Table "A" Exhibit "2" Exhibit "3" 2. 3. IN WITNESS WHEREOF, the parties to this Agreement have hereunto set their hands and seals effective as of the date first set forth above. . - .~ .. ..:.' ,... Systems & Software, Inc. By: M LVW ~_ , President Confidential Material (1 ) e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty~ . Price Component Total Annual Price Total Maintenance Section 1 A: Hardware for enQuesta Implementation UtilitySuite Servers: Web/ Application Server {Required for enQuesta browser-based version}: IBM P640-B80 RS/6000 1-Way Symmetric Multi-Processor enterprise server & peripherals Rack mount system 64 bit 1-way 375MHZ processor POWER3-11 chip technology 3GB memory Qty. 2 36.4GB (total 72.8GB) ultra SCSI internal disk drives 20/40GB internal 8mm tape drive Base 32X CD ROM for UNIX media 3.5" internal diskette drive 1 year onsite warranty. $42,341 less 15% IBM government discount. (net $35,990) 1 35,990 35,990 2,100 Confidential & Proprietary Information e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance enQuesta Database Server: IBM 7026-6H1 RS/6000 2-Way Symmetric Multi-Processor enterprise server & peripherals Rack mount system 64 bit 2way 600MHZ processor RS64 III chip technology 4GB memory Qty. 2 18.2GB (total 36.4GB) ultra SCSI system storage disk drives 20/40GB internal 8mm tape drive Base 32X CD ROM for UNIX media 3.5" internal diskette drive Ethernet PC 10/1 OOMB Base-T adapter 128-port async controller w/116-port concentrators PCI SSA RAID and SCSI differential adapters for external devices and redundancy Redundant power supply & cooling fans 1 year onsite warranty. $91,700 less 15% IBM government discount. (net $77,945) 1 77,945 77,945 3,360 Confidential & Proprietary Information 2 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance IBM 7133-D40 SSA disk subsystem with quantity 12 36.4GB disk drives (total 436.8GB based upon preliminary estimates of water and sewer accounts, with seven years of converted history requirement) with advanced SSA attachment, power cords, and power supplies. Note: additional storage may be required depending upon amount of online history, mirroring options, test! training areas, etc. TBD. 1 year onsite warranty. $86,250 less 15% IBM government discount. (net $73.313) 1 73,313 73,313 2,208 IBM 3580-L 11 dual Ultrium tape drives with cables and 10 L TO Ultrium 100 GB data cartridges. This devise will serve as backup/ restore for both servers. 1 year onsite warranty. $6,294. 2 6,294 12,588 1,632 IBM 7316-TF1 Rack mounted monitor 1 3,000 3,000 312 IBM 7014-TOO Rack 36 EIA $4,850 less 15% IBM government discount. (net $4,122) 1 4,122 4,122 384 Confidential & Proprietary Information 3 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Hayes optima 56K baud modems for online connection to S&S for diagnostics and support purposes. AUD would be required to install 2 additional dedicated analog telephone lines for use by S&S for support of the account. 4-5 lines may be required for peak conversion periods. Alternatively, if AUD has a Cisco RAS configuration or VPN internet access (or similar), S&S could access the RS/6000(s) via this configuration instead of having to install dedicated analog phone lines and async modems. To discuss. Limited 90-day warranty w/depot T&M repair thereafter. 2 359 718 N/A ICD LDC integrated electronic cash drawer for cashiering area. Connects to Ithaca peripherals validating cash receipts printer. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 385 2,310 T&M Ithaca peripherals 8-20010 department store-type validating cash receipts printer & BNC cable for cashiering area. These printers can either be RS232 connected or ethernet spooled devices. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 980 5,880 T&M Confidential & Proprietary Information 4 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations . . Product Descriptions Qty Price Component Total Annual Price Total Maintenance OCR "swipe" type reader (wand optional), wedge and cable for personal computer connection for cashier counter. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 2,985 17,910 T&M Section I: Total Hardware 233,776 9,996 Confidential & Proprietary Information 5 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions -- Qty Price Component Total Annual Price Total Maintenance Section 1 B: Hardware for MUPS Implementation MUPS GC Server: IBM 7026-6H1 RS/6000 2-Way Symmetric Multi-Processor enterprise server & peripherals Rack mount system 64 bit 2way 600MHZ processor RS64 III chip technology 4GB memory Qty. 2 18.2GB (total 36.4GB) ultra SCSI system storage disk drives 20/40GB internal 8mm tape drive Base 32X CD ROM for UNIX media 3.5" internal diskette drive Ethernet PC 10/1 OOMB Base- T adapter 128-port async controller w/116-port concentrators PCI SSA RAID and SCSI differential adapters for external devices and redundancy Redundant power supply & cooling fans 1 year onsite warranty. $91,700 less 15% IBM government discount. (net $77,945) 1 77,945 77,945 3,360 Confidential & Proprietary Information 6 e e - Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations , , Product Descriptions Qty Price Component Total Annual Price Total Maintenance . IBM 7133-D40 SSA disk subsystem with quantity 12 36.4GB disk drives (total 436.8GB based upon preliminary estimates of water and sewer accounts, with seven years of converted history requirement) with advanced SSA attachment, power cords, and power supplies. Note: additional storage may be required depending upon amount of online history, mirroring options, test! training areas, etc. TBD. 1 year onsite warranty. $86,250 less 15% IBM government discount. (net $73,313) 1 73,313 73,313 2,208 IBM 3580-L 11 dual Ultrium tape drives with cables and 10 L TO Ultrium 100 GB data cartridges. This devise will serve as backup/ restore for both servers. 1 year onsite warranty. $6,294. 2 6,294 12,588 1,632 IBM 7014-TOO Rack 36 EIA $4,850 less 15% IBM government discount. (net $4,122) 1 4,122 4,122 384 IBM 7316-TF1 Rack mounted monitor 1 3,000 3,000 312 Confidential & Proprietary Information 7 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Hayes optima 56K baud modems for online connection to S&S for diagnostics and support purposes. AUD would be required to install 2 additional dedicated analog telephone lines for use by S&S for support of the account. 4-5 lines may be required for peak conversion periods. Alternatively, if AUD has a Cisco RAS configuration or VPN internet access (or similar), S&S could access the RS/6000(s) via this configuration instead of having to install dedicated analog phone lines and async modems. To discuss. Limited 90-day warranty w/depot T&M repair thereafter. 2 359 718 N/A ICD LDC integrated electronic cash drawer for cashiering area. Connects to Ithaca peripherals validating cash receipts printer. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 385 2,310 T&M Ithaca peripherals 8-20010 department store-type validating cash receipts printer & BNC cable for cashiering area. These printers can either be RS232 connected or ethernet spooled devices. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 980 5,880 T&M Confidential & Proprietary Infonnation 8 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions . .- Qty Price Component Total Annual Price Total Maintenance OCR "swipe" type reader (wand optional), wedge and cable for personal computer connection for cashier counter. Quantities to be verified after user requirements analysis is complete. Limited 90-day warranty w/depot T&M repair thereafter. 12/14/2001 Per AUD require 3 units each at Peach Orchard Road and Municipal Building. 6 2,985 17,910 T&M Section I: Total Hardware 197,786 7,896 Confidential & Proprietary Information 9 e - e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations .. Product Descriptions Qty Price Component Total A~nual Price Total Maintenance Section IIA: Operating Systems/Third-Party Software for enQuesta Implementation Third-Party Licensing Assumptions: 108 total users per User Matrix 5 concurrent ad hoc query sessions IBM 5765-C34 AIX 4.3 prepackaged operating system - unlimited user license. 1 50 50 T&M TUN NET V1 0 Plus NFS/FTP PC client software for LAN/WAN personal computers requiring DOS drive mount to RS/6000 (banking, hand-held meter reading, telephone meter reading personal computers, etc.). 5-pack. Only required if no existing NFS or FTP solution exists. 1 1,625 1,625 T&M Hummingbird Exceed X/Motif terminal emulation for X-windows support of Oracle 9; or other performance monitoring tools. 5 545 2,725 T&M Confidential & Proprietary Information 10 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Oracle 9; Enterprise Edition. $40,000 per DB (database) server processor, or $800.00 per named user. The "per processor" licensing convention shall be used when "named users" pricing exceeds the "per processor" pricing. Priced for a 2-way database server. Pricing under "Named User" convention (A named user is defined as an individual authorized to use the programs which are installed on a single server or multiple servers, regardless of whether the individual is actively using the programs at any given time. A non-human operated device will be counted as a Named User in addition to all individuals authorized to use the programs, if such devices can access the programs. If multiplexing hardware or software (e.g., a TP monitor or a web server product) is used, this number must be measured at the multiplexing front end). Users would therefore include, for example: named staff/users, regardless of whether logged in or not; PCS accessing the database for file upload/download; PhoneTouch or WebTouch access; hand held meter reading access; DSS (Decision Support Solution) nightly data transfer; Cognos query access; SQL pulls against the database from other sources; and the like. Annual maintenance of $20,000 commences from the date of ordering. 2 40,000 80,000 20,000 BEA WebLogic Server, v6.0. $10,000 per AS (application server) processor. Priced for a 1-way Application Server. This line item is inclusive of the Webserver and TP (Transaction Processor) Monitor component. Annual maintenance of $2,300 commences from the date of ordering. 1 10,000 10,000 2,300 Cognos Impromptu Admin module. Annual maintenance of $598 commences from the date of ordering. 2 1,195 2,390 598 Confidential & Proprietary Information 11 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations . :- - Product Descriptions Qty Price Component Total Annual Price Total Maintenance Cognos Impromptu User module. Annual maintenance of $1,119 commences from the date of ordering. 5 895 4,475 1,119 Section II: Total Operating Systems/Third-Party Software 101,265 24,016 Confidential & Proprietary Information 12 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. Apri/11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations - Product Descriptions Qty Price Component Total Annual Price Total Maintenance Section liB: Operating Systems/Third-Party Software for MUPS Implementation Third-Party Licensing Assumptions: 108 total users per User Matrix 5 concurrent ad hoc query sessions IBM 5765-C34 AIX 5L Version 5.1 prepackaged operating system - unlimited user license. 1 50 50 T&M TUN NET V1 0 Plus NFS/FTP PC client software for LAN/WAN personal computers requiring DOS drive mount to RS/6000 (banking, hand-held meter reading, telephone meter reading personal computers, etc.). 20-pack. Only required if no existing NFS or FTP solution exists. 1 6,500 6,500 T&M Hummingbird Exceed X/Motif terminal emulation for X-windows support of Oracle 9; or other performance monitoring tools. 2 545 1,090 T&M Micro Focus runtime license (per 10 session license) Provides 108 user sessions. Annual maintenance of $3,699 commences from the date of ordering. 11 1,345 14,795 3,699 5801-AAR FC 5270 IBM C++ runtime license for Informix UniData relational database Annual maintenance of $589 commences from the date of ordering. 1 2,357 2,357 589 Confidential & Proprietary Information 13 -- e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance IBM Informix UniData database license for 60 concurrent named users. (Unlimited sessions per user available at $695) Annual maintenance of $13,365 commences from the date of ordering. 108 495 53,460 13,365 IBM Informix UniData wlntegrate client/server GUI access license. Per concurrent user license. Annual maintenance of $5,265 commences from the date of ordering. 108 195 21 ,060 5,265 IBM Informix UniData ODBC server/CDC license. Annual maintenance of $1,250 commences from the date of ordering. 1 5,000 5,000 1,250 IBM Informix UniData ODBC desktop access license. Required for ODBC query users. Annual maintenance of $625 commences from the date of ordering. 1 2,500 2,500 625 IBM Informix UniData System administration Manager (USAM) resource monitoring and reporting application and USAM batch schedule management application. Offers file management, process management, systems management, load leveling for prints, scheduled executions, programmed job submission, administrative controls, and statistical analysis of production and performance. Annual maintenance of $1,125 commences from the date of ordering. 1 4,500 4,500 1,125 Cognos Impromptu Admin module. Annual maintenance of $598 commences from the date of ordering. 2 1,195 2,390 598 Confidential & Proprietary Information 14 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Cognos Impromptu User module. Annual maintenance of $1,119 commences from the date of ordering. 5 895 4,475 1,119 Section II: Total Operating Systems/Third-Party Software 118,177 27,634 Confidential & Proprietary Information 15 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions ---, . .- Total Annual Qty Price Component Price Total Maintenance Section III: Utility5uite Application Software Modules (Same for Scenario A or B) Water and Wastewater Billing Budget Billing/Installment Arrangements AMR/Hand-Held Meter Reading Interface OCR/Bar Code Interface User Note Pad Customer Service & Call Tracking Cash Receipting (includes cash teller stations and lock box integration) Accounts Receivable ACH Funds Transfer Miscellaneous Accounts Receivable Credit & Collections History Tracking Automated Work Orders includes: Customer Service Orders Meter Orders Scheduling History Tracking Meter Management FMS G/L Interface 1 667,539 667,539 11 9, 1 00 Accounts Payable (for refunds) 1 38,900 38,900 7,780 PhoneTouch IVR Customer Account Access 1 89,000 89,000 17,800 Confidential & Proprietary Information 16 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Totai Maintenance WebTouch Internet Customer Account Access 1 50,500 50,500 10,100 Section III: Total UtilitySuite Application Software Modules 845,939 154,780 Confidential & Proprietary Information 17 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions .. Qty Price Component Total Annual Price Total Maintenance Section IV: Systems Support Services, Subcontractor Services, Conversion, Interfaces, and Travel and Living Fees(Same for Scenario A or B) Systems support services associated with hardware, networking, and third-party software preparation, setup, installation, shipping, and burn-in. 1 41,600 41,600 N/A Systems support services for IBM AIX operating system & general systems management, UtilitySuite client desktop loading. Implementation, instruction, and overview of applications, and support of environment during contract period. Includes S&S sending 2 AUD employees to 3 weeks of IBM classes. Courses Q1213 (AIX basics) and Q1114 (AIX systems admin) and Q1116 (advanced AIX systems admin) provided. Course numbers and itinerary subject to change by IBM. Travel-related expenses to be paid by customer. 12/14/2001 AUD may substitute another IBM course for Q1213 given that AUD has certified AIX personnel. 1 28,800 28,800 N/A Confidential & Proprietary Information 18 e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations -. - . . .' .:r .-. . Qty Price Systems support services for Cog nos query products. Includes assistance setting up the data catalogs, using products and supporting queries during contract period. Includes S&S sending 2 AUD employees to 1 week of Cognos Impromptu classes: Administration, v5.0 2 days; Report Building, v5.0 2 days; Advanced Reporting, v5.0 1 day. Travel-related expenses to be paid by customer. 12/14/2001 Have added 3 additional AUD employees to the Cognos training per AUD request. . . Component Price Total e Total Annual Maintenance 3/8/2002 Clarified to send 2 AUD employees to Administration only class and 3 other AUD employees to the Report Building and Advanced Reporting classes. 1 32,320 32,320 N/A Systems support services: . requirements matching/fit analysis . product configuration . product customization . overall project management . parallel cycle billing/trial balance verification/testing . "go-live" round-the-clock onsite support . installation and training of UtilitySuite applications for all users . post-implementation support 1 736,000 736,000 N/A Fixed cost travel, travel time & living budget. 1 180,000 180,000 N/A Confidential & Proprietary Information 19 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Data mapping, professional services, cross referencing, and electronic conversion of utility accounts, including select history volume (assumed to be in same format for total number of years converted) and mutually agreed upon relevant files (based upon 65,000 active water/sewer accounts). AUD would provide current file layouts, field codes, data files, hard copy lists, and a point of contact familiar with all aspects of AUD data/table and file structures/systems. Files will be provided in ASCII fixed format. The number of files/tables required for conversion, if unusual, may affect the conversion figure shown. Data will be provided on %" 9-track, 4mm, 8mm, Ultrium, or IBM Magstar media. 1 256,000 256,000 N/A Interfaces provided as part of our standard UtilitySuite implementation included in software price in Section III and systems support services above. Interfaces included: bill printing, cashiering, lock box, ACH bank drafting, AMR/hand-held meter reading, etc. INC. N/A Interfaces that will need to be developed for AUD to be discussed in detail to determine the scope of work prior to developing a final cost. See Functional Requirements document for a complete listing of interfaces included in the scope of the project. GIS Address file upload to UtilitySuite CIS Utility Collections Ltd. Interface Credit Agency Interface 1 88,000 88,000 17,600 Confidential & Proprietary Information 20 - e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations . . Product Descriptions ~ ._-- Qty Price Component Total Annual Price Total Maintenance Systems support services from S&S for support, project management and implementation of PhoneTouch and WebTouch solutions. 1 38,400 38,400 Frank Solutions' IVR solution, including: IVR server, tape backup, system project management, systems design and specifications, 16. port solution, Telepath license, account information module, account status module, S&S integration, Tpath report generator, on site installation & training. Travel expenses extra (TBD). Offers AUD the following functionality with respect to account access to UtilitySuite account balance, last payment amount, account arrears, last payment date, due date, shut off date. Maintenance commences 90 days from installation. 1 86,300 86,300 8,600 Confidential & Proprietary Information 21 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11, 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Augusta Utilities Department UtilitySuite Budget Detail "A" = enQuesta and "B" = MUPS Implementations Product Descriptions Qty Price Component Total Annual Price Total Maintenance Frank Solutions' WebTouch solution, including: WebTouch server, tape backup, system project management, systems design and specifications, 16-port solution, Telepath WebTouch license, account information module, account status module, S&S integration, systems programming, on site installation & training. Travel expenses extra (TBD). Offers AUD the following functionality with respect to account access to UtilitySuite account balance, last payment amount, account arrears, last payment date, due date, shut off date. Maintenance commences 90 days from installation. 1 66,600 66,600 6,800 Frank Solutions' Telepath Telepay Credit Card processing Iicense/functionality for PhoneTouch and WebTouch. Maintenance commences 90 days from installation. 1 15,000 15,000 1,700 Section IV: Total Systems Support Services, Conversion, Interfaces, and Travel and Living Fees 1,569,020 34,700 Confidential & Proprietary Information 22 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Notes & Assumptions: 1. Key for table, above. "INC" = included in the pricing given. "OTC" = one time charge from IBM corporation, unless IBM policy changes in the future, in which case current IBM policy would dictate. "N/A" indicates an annual or extended maintenance plan doesn't exist for the product. "T&M" indicates the third-party application or product does not carry an annual maintenance fee, but may be upgraded in the future should AUD want or require the follow-on product. "TBD" = to be determined pricing. 2. S&S has agreed to the following terms and conditions to provide AUD the opportunity to inspect the enQuesta version of UtilitySuite as late as 2/28/03 and make a determination as to which version to be initially installed for the 6/30/03 go live: "S&S and Customer will have achieved Go Live status with UtilitySuite no later than June 30, 2003, per Augusta Utility Department's (AUD's) request. Using the Readiness Validation Criteria listed below, S&S and the Customer will determine if enQuesta UtilitySuite will be available for production use at AUD by the projected Go Live date of June 30, 2003. In the event enQuesta UtilitySuite is recognized not to meet the Readiness Validation Criteria by February 28, 2003, S&S will install MUPS UtilitySuite and then follow up with enQuesta UtilitySuite at such time it is available for production use. Said second Go Live will be at no additional cost to the Customer. This upgrade at no additional cost must be exercised no later than June 30, 2004" Text added during 4/11/02 discussions: "In the event that the enQuesta Validation Criteria 2/28/03 is not achieved as set for forth and described above, 5&5 will perform a MUPS Validation Criteria session around 3/30/03 in order that AUO may proceed with the MUPS implementation by the Go-Live date prescribed herein". This scenario would eliminate item "A", below, which is only valid for the enQuesta Validation Criteria. For items B-O, acknowledge that Validation Criteria would refer to a MUPS implementation and related processes, not an enQuesta implementation and related processes. Readiness Validation Criteria: A - Montgomery Water Works and Sanitary Sewer Board is live on enQuesta and successfully using it in production (replacing existing MUPS environment). B . AUD's data has been extracted from existing Harris System (data mapped, converted and validated in the enQuesta Oracle database). Joint AUD and S&S meeting to view data and sign off acceptance. C - Final Business Process Analysis, to include Technical Infrastructure Analysis, Work Process Analysis, Interface Analysis, Reports Analysis and Software Fit Analysis have been completed and signed off. D - AUD core team system overview training. enQuesta training environment established. Hands on training and usage in S&S enQuesta environment. E - List of functional scenarios have been tested and approved. These scenario s would include the following at a minimum: CIS General Overview Initial Setup Tables Customer Service Confidential & Proprietary Information 23 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) Customer Inquiry with Drill Downs Creating Service Orders User Notepad Billing (Water, Sewer) Rate Tables Pre-Bill Edit Accurate Billing Run and Reconciliation to Trial Balance Report from the existing Harris system (*see description below) Cash Processing Cashier Receipting Credit and Collections Promise to Pay Installment Arrangements * S&S and AUD will mutually agree on a test billing cycle to perform the reconciliation functional scenario against. AUD will supply both electronic data via tape media and hard copy of an accurate billing run and Trial Balance Report (at the appropriate junctures as requested by S&S) from the existing Harris system. AUD needs to sign off as to accuracy of the data matching the Trial Balance Report exactly. S&S will convert AUD's data as necessary to successfully perform a parallel test billing run. If there is any discrepancy that can be proven to be the fault of the existing system and/or data provided, and that through manual calculations results in being able to successfully reconcile, the test will be considered accepted. 3. IBM Global Financing (IGF) offers an attractive lease option, if desired. 100% total turnkey UtilitySuite solutions can be leased over 2,3,4 or 5 years. The following IGF state and local government lease rates (interest percentage and rate per thousand dollars leased) are provided for planning purposes only. A firm quotation from IGF can be developed once best and final contract amounts have been determined. .... Component 24. Month 36 Month 48 Month 60 Mbnth .. Leased Lease Rate Lease Rate Lease Rate Lease Rate IBM Hardware 6.00% [44.32] 6.50% [30.65] 7.10% [23.99] 7.10% [19.85] Non-IBM Hardware NA 7.95% [31.31 ] N/A 8.22% [20.38] Non-IBM Software N/A 7.68% [31.19] N/A 7.96% [20.26] Non-IBM Services N/A 7.68% [31.19] N/A 7.96% [20.26] Confidential & Proprietary Information 24 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) 4. The following projects the monthly lease payment for 36 month IBM Global Financing based upon the above rates assuming best credit rating: Component Leased Purchase Price 36 Month Lease Payment UtilitySuite "A": 7026-6H 1 Server $77,945.00 $2,389.01 7133-D40 SSA Disk $73,313.00 $2,247.04 3580-L 11 Tape $12,588.00 $385.82 7316-TF1 Monitor $3,000.00 $91.95 7014-TOO Rack $4,122.00 $126.34 UtilitySuite "B": P640-B80 Server $35,990.00 $1,103.09 Totals "A" & "B" $206,958.00 $6,379.26 5. The RS/6000 configuration(s) reflects the latest technology including a rack mounted IBM RS/6000 660 model6H1 2-way processor and P640-B80 1-way processor for optimized performance. The 7133 model D40 SSA serial disk technology also offers award-winning, peak 10k throughput for data access. 6. Hand-held or AMR meter reading uploads/downloads would be performed through a personal computer, via FTP or NFS. Systems support services or interfaces which are performed, which need to be re-done for work performed with non-compliant hardware or software products, will be invoiced under separate contract. It is the responsibility of AUD to ensure that integrated/interfaced products are compliant and supported by their respective vendors. 7. AUD will be responsible for providing either TCP/IP ethernet or RS232 serial access to all sites or user locations, local or remote, where S&S is expected to have users log on from a PC, or print to a networked printer. Additional CAT 5 drops are required where additional personal computers or printers will be located. Specifically, work order printers are required at relevant Confidential & Proprietary Information 25 e e e Augusta Utilities Department - Customer Services System - Request for Proposal Systems & Software, Inc. April 11 , 2002: Final Negotiations in Augusta, GA (Updated May 3, 2002) sites, and quick/duplicate bill printers will be required at the appropriate customer service and cashiering areas. Patch cables, DB25-RJ45 adapters, hubs, terminal servers, or other required cabling or communications equipment will be provided by AUD. S&S will work with AUD to assist in outlining any additional infrastructure requirements. 8. If other applications are required for lockbox or file transfer applications (3780 emulation, kermit, pkzip, etc.), these applications will be provided by S&S under this contract. Also, AUD should have an NFS or FTP solution loaded on each PC for which file transfer/access between the RS/6000 and personal computers is required (ODBC querying, hand-held meter reading interface, bank draft interfaces, billing data download to bill print vendor, [depending on configuration], etc.). 9. AUD will have to assign S&S IP addresses within its range structure for the servers and other required equipment, if any. S&S will require 25 IP addresses be assigned to it for onsite PC and printer support throughout the project. 10. At the appropriate juncture, S&S will request that AUD forward a copy of the current master files and history files, in fixed ASCII format, as specified in the budget detail. AUD point of contact may contact S&S as follows: Rob LaClair, Key Accounts Manager, 802-655-4400 X-208 Carmen Hull, Senior Implementations Project Manager, 802-655-4400 X-146 Barry Schwartz, Senior Implementations Project Manager, 802-655-4400 X-323 11. UtilitySuite data files would be available for import use by other PC-based or host-based applications, via Cog nos or other SQL products or ODBC compliant report writers. 12. At this juncture, bill printing is assumed to utilize existing printer(s) or be outsourced to a third-party bill printing firm. 13. AUD shall provide training space with 8-10 PC desktops, 2 printers, an overhead display, or other pertinent training resources. S&S shall also need work space for its staff while onsite for requirements matching, fit analysis, consulting, training, or installation work. Examples discussed include conference rooms in the training lab, IT annex, and Municipal Building. S&S staff will require network/internet access to the Augusta WAN; S&S to bring its own cabling and hubs. Upwards of approximately 20 personnel from S&S may be on site at any time. Confidential & Proprietary Information 26 . e . Table "A" Scheduled Milestone Payments 5.23.02 Ref.# Date* Amount Milestone Description 1. 5/24/02 $0 At effective date of contract execution. 2. 6/12/02 $100,000 Upon commencement of Business Process Analysis with Team on site at the City of Auausta (Fit analysis, data mapping/conversion). 3. 7/15/02 $100,000 Requirements/ Scope Sign Off by S&S and the City of Augusta 4. 9/20/02 $150,000 Mapping Sign Off by S&S and the City of Augusta. 5. Delivery of Database Server and Related Hardware to City of 11/15/02 $375,000 Augusta and acceptance signed off. Server hardware subject to change if better price/performance hardware is available at the time of orderina. 6. 2/20/03 $50,000 Upon delivery of PhoneTouch specifications document and sign off bv FSI S&S, and City of Augusta. 7. 2/28/03 $110,000 Successfully meet enQuesta Readiness Validation Criteria as detailed in Note #2 of the Budget Detail beginning on page 23. 8. 3/20/03 $50,000 Upon delivery of WebTouch specifications document and sign off by FSI S&S, and City of Augusta 9. Delivery of application server and base enQuesta software to City of Augusta. Server hardware subject to change if better price/performance hardware is available at the time of ordering. 3/28/03 $710,000 Validation testing of enQuesta and related third party software. (or delivery of base MUPS software and validation testing of MUPS and related third party software, if Milestone #7 is not successfully met) This milestone includes sign off by S&S and the City of Auausta. 10. System validation testing of Hardware and customized Application 5/16/03 $50,000 Software to meet the needs of AUD and sign off by S&S and City of Auousta. 11. CIS cutover and Go Live of enQuesta in a production environment (including data balanced and converted in accordance with prior 6/01/03 $670,000 mutually agreed to milestone criteria). Other milestone and Go Live criteria further defined using Acceptance Criteria documents, introduced during Business Process Analysis phase. Go Live mutually sioned off on by S&S and the City of Auausta. 12. 30 days after signoff date of successful CIS cutover from the 7/01/03 $185,000 existing Harris system and Go Live of the Application Software in a production environment (Milestone 11) with sign off from S&S and the City of Auausta. 13. Upon System Acceptance (completion of contract-related punch 8/17/03 $200,000 list items) of UtilitySuite project by sign off from City of Augusta and S&S 75 days after sian off date of Go Live from Milestone 11. Totals $2,750,000 · These are estimated dates. Milestones will be paid per the terms of the Information System Agreement as they are met and signed off by S&S and the City of Augusta as successfully completed. This may be before or after these dates. Terms: 1. 1 Year warranty from 7/1/03. Maintenance commences 7/1/04. 2. Fixed price. 3. Video Conferencing equipment included at no charge. 4. Travel included. Based on 4/11/02 negotiations and updated 5/6/02. Systems & Software, Inc. Augusta Utilities Department . e . Augusta Utilities Department Budget Summary UtilitySuite Version A UtilitySuite Version B Hardware $233,776.00 $197,786.00 Operating Systems/3rd Party $101,265.00 $118,177.00 Software UtilitySuite Application Software $845,939.00 $845,939.00 Installation & Training, $1,569,020.00 $1,569,020.00 Customization, Interfaces, Travel Related Expenses, and Sub- Contractor Fees Total $2,750,000.00 $2,730,922.00 . 12003 ID Task Name ADr I Mav Jun JuI I A Oct Nov Dee I Jan Fob Mar APf May Jun Jul Au Sop 1 Augusta implementation 6/27 ~ 2 Pre-Contract Activity 4130 .... 7 AUD Contract Signing. Milestone '1 5124 ~ AUO Contract Signing - Milestone #1 8 ProJect Kickoff ..... .... 6/25 13 KIckoff Meeting 16112 14 Begin Business Process Analysis. MILESTONE ff2 8112 . Be9~ 8us1ness Process Analysis - MilESTONE '2 15 Business Process Analysis ..... ..... 7/15 5 ProJoc1 Requirements I Scope Document .... ..... 7/17 60 Process Review I Recommendations 11II7/15 61 Requirements I Scope Slgn-on - MlLESTONE'3 7/18 . Requiremon1s I Scope Slgn-on - MilESTONE .3 62 Installallon Actlvllles .... ..... 4/25 81 Hardware (DB Server) at AUD . MllESTONE.5 11115 . HardYiare (DB Se~r) a1 AUD. MILESTONE #5 62 Add'l Hardware I Software at AUO . MilESTONE 19 3128 . Add'1 Hardware I Software at AUD . MILESTONE #9 83 Training ..... ..... 5/28 93 Core Team System Overview Complete 9118 . Core Team System Overview Complete 94 Core Team System Overview. Part U Complete 2127 . Core Team System Overview - Part II Compklle 95 Mapping .... ..... 9/12 98 Mapping Meeting with CUstomer IlIII 8121 99 Mapping Slgn-off- MILESTONE If4 9126 . Mapping Sign-off - MILESTONE #4 100 Software Modifications .... .... 119 105 Modification Sc:ope Slgn-of1 8rl9 . Modification Scope Sign-off 106 Conversion .... .....216 : : 113 Customer Conversion Data V.Udatlon _1130 114 Testing .... ..... 4124 122 AUD enOuesta Ready Validatlon. MILESTONE '7 2128 . AUO enOuesta Ready Validation. MILESTONE #7 123 Validation Testing Complete - MlLESTONE '10 SIB. Validation Testing Complete-MilESTONE #10 : 124 lniUa I Setup .... ..... 3/27 127 PhoneTouch - TelePath (VA : .... ..... 6111 142 !VR Sy. specnlca1lon - MILESTONE il1l : 2120 . !VR Sys Spodicalion - MILESTONE il1l 143 Go-Llve Phone Touch with enQ 6110 . Go-live Phone Touch with enQ 144 WebTouch - TelePath IWA : .... ..... 6118 158 IWA Sys Speciflcation - MILESTONE 18 3f2O . IWR Sys Spedfocalion - MilESTONE iI8 159 Go-Live WebTOUCh wtth enQ : 8117 . Go-Uve WobTouch with onO 160 Documentation ..... : .....5126 163 Pre Go-Uve Actlvttles ..... .....6120 169 CIS Go-live OlIo - MILESTONE .11 5123 . CIS Go-Uve Dato - MILESTONE .11 170 Post Go-Live Date ActMUes .... .... 6112 176 Customer Acceptance & Sign-off. MILESTONE .12 6120 . Customer Acceptance & Sign-off - MllESTON In Turnover to Standard Support W 6/27 179 ProJect Management imDlU " = <1..'."."''''' ..."...,"0."""'.......,'"..,....,.".".=,,':'>3'.,...."""'=""'.,01....;.'" "d 6/27 TllSk ..~ BaseHne M~estooe 0 Baseline Summary V' 'V Spirt """"1.. Group By Summary .... ..... Project: AVO Impte Proj Plan Progress Summary .... .... Rolled Up Baseline =-== Baseline Spfit ........... Date: Thu 5123'02 Baseline Rolled Up Task Rolled Up Baseline Milestone 0 External Tasks I I Milestone . Rolled Up Milestone . Rolled Up Progress Project Summary ~ . . Page 1 . . ~ ~, Systems & Software 401 Water Tower Circle Colchester, VT 05446-1928 Telephone: 802-655-4400 Fax: 802-655-4401 ANNUAL SOFlWARE MAINTENANCE & SUPPORT CONTRACT Systems & Software, Inc. (hereafter referred to as S&S) as the" Author" agrees to grant to the End User Licensee (hereafter named and referred to as the "Customer") and the Customer agrees to accept, on the following terms and conditions, the Author's contract for maintenance, approved enhancements, custom programming (quotes) and support services, with reference to the licensed application software programs (hereafter referred to as "Licensed Software") installed at the Customer's site and covered herein from to as the inclusive maintenance period of this contract. Furthermore, if there is not any Licensed Software involved, the customer agrees that this contract is for support services as covered herein. Customer No: Installation Site: Contact: Telephone: Customer Name: Address: Address: City / State / Zip: e Quantity Licensed Software Description Maintenance Fee Extension TOTAL MAINTENANCE FEE The Customer agrees that the annual maintenance fee includes maintenance and/or approved enhancements for the term specified and, furthermore, agrees to all the terms and conditions stated on the reverse side hereof as to maintenance, approved enhancements, custom programming (quotes), support services and the utilization of the Software Request Form for any and all installation requests. Your signature below warrants you have accepted the referenced rates as presented herein under the terms of this document as well as well as agreeing that the dates above cover your warranty period. Thereafter, an Annual Software Maintenance & Support Contract is required for the continued support of your installation. THE PARTIES HAVE READ THIS AGREEEMENT, INCLUDING THE REVERSE SIDE HEREOF, AND AGREE TO BE BOUND BY ALL ITS TERMS AND CONDITIONS AND FURTHER AGREE THAT IT CONSTITUTES THE COMPLETE AN DEXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN THEM WHICH SUPERSEDES ALL PROPOSALS, ORAL OR WRITTEN, AN DALLOTHER COMMUNICATIONS BETWEEN THEM RELATING TO THE LICENSE AND USE OF THE LICENSED SOFTWARE, REGARDLESS OF THE SOURCE OF PURHCASE, I.E., DEALERS, MARKETING AGENTS, ETC. THIS AGREEMENT MAY BE MODIFIED OR AMENDED ONLY BY A WRITTEN INSTRUMENT SIGNED BY DULY AUTHORIZED REPRESENTATIVES OF BOTH S&S AND THE CUSTOMER, DEALER MARKETING AGENTS NOT WITHSTANDING. Accepted by: SYSTEMS & SOFTWARE, INC. CUSTOMER SIGNATURE SIGNATURE . Title Title Date Date 1. DEFINITIONS: A. 2~:~~e~~~~f;~;t~~~~~lm ~~~~n~~~:S ~~~~i?;~~i~:~~~I~~I~;n:ith reference to installing the "Licensed Software" will collectively mean the Licensed Application Object Software Programs andlor modules written by the Author and which are provided for in this Agreement. Also. it is elttended to include any additional UtilitySuite application System Licensed Software modules purchased at it later date that are integrated with and become part of the information systems software suite. The Licensed Software does not include the Source Code. "Licensed Materials" will mean any Materials, whether they are considered operating instructions and/or dOQ.lmentation related to the Licensed Software. provided for uso in connection therewith. "Warranty Period" will mean the Author's commitment to provide "Maintenance" or "ApPfoved Enhancements" as set forth in either the ClStomer's initial contract, or Attachment A (an annual addendum to the support contract), to the Customer and the Customer's Licensed Software for one year from the date of contract execution. Thereafter, the Warranty Period is extended and invoiced in annual increments {see N below), pro-rated to reflect a coverage period of 1/1 through 12/31 of a given year. In any case, all additional Licensed Software modules are considered to have the same Warranty ~~~~~as:dd J,~~i~~~~atti~euf~~~h~~;:;rre~:~: atu~h~r~~~ ,,~~~~~ p~~~~f~?n:~~ "Support Services" are excluded from the term "Warranty Period" unless expressly stated (see H and I below). "Designaed Operating System Softwaren will mean the version of the Operating System Software level delivered at the time of the sale and utilized to work in conjunction with the "Hardware" and "Licensed Software," ""Value Added Software" will mean software applica tion not created by the Author that generally work C~s~~~ea~~~i~~~esU~H~~~t:hS~:~~eri~~~~d~~r:~trr~~t3d:~t~a-::I:a:ob:ha~ integral part d the information systems software suite solution, or may be a separate, isolated application. The Author, at its disaetion, can provide guidance and limited support to the Value Added Software, but the Customer has final responsibility for the selectton and Installation of such software in conjunction with the Value Added Software's vendor to the extent that the Author is also a Ikensed user of said products, cannot alter the source code or take ownership for the function of said products, and cannot control the direction of value added product Authors. "Product Services Agreement (PSAs)" or equivalent documents will mean software support contracts with the manufacturer'slvendor's operating systems andlor Value Added Software that is independent of the SJpport Services provided by the Author relative to its Licensed Software and/or Custom Programming. The Customer's selection of any manufacture'slvendor's PSA does not exclude it from paying the Author for Support Services rendered if the Customer elects to contact the Author for any reason in this regard. "Maintenance" will mean the correction of errors andlor malfunctions in the Licensed Software if the ~n~~rfu~~~~n~~te:sa SC~~~;:;;a~;~ ~;~~~n~~g~ ::e~~~~;~f?:r~~~~~~' thr;~ :~::i~: s;:~~e functioning as designed or intended by the Author and, as such. requests fOf changes in functionality are considered as "Maintenance." The Author reserves the right to include or exclude requested functions based on Customer demand and the overall functional intention for the UtilitySuite system. Relative to time, anything considered to be Maintenance, whether it be programming and/or the telephone support time thereof. is covered by fixed price contracts during the Warranty Period and falls under the Annual Software Maintenance & Support Contract thereafter, per the guidelines set forth in Attachment A. If the Customer elects to cease Maintenance support (Jl particular noes items or modules within the Annual Software Maintenance & Support Contract. then to reinstate the application the Customer must pay for all the prior annual Maintenance fees that were not paid, rnduding the current year, before the latest level of the licensed Software is delivered. In any case, Maintenance requests should be submitted to the Author via the Software Request Form by checking the Maintenance Box. '"Approved Enhancements" Will mean modifications, u~rades and improvements elated to the licensed Software, which is at the dIscretion of the Author, Including selected regulatOf)' changes. If accepted as an approved enhancement under the Software Maintenance & Support Contract. i.e., it is to be an enhancement to the licensed Software delivered to al Customers, then it wm not be chargeable separate from the contract, and the timed delivery of said enhancement will be at the discretion of the Author. Other modifications, upgrades and improvements requested by one or more Customers that cannot be justified by the Author as being a part of the Annual Software Maintenance & ~~:~ ~nb:~i~~~~~i9;~~~ea~eanC~~:~~0~r~:a~e:rn:~~:S~~~ :;haa;;o~ra~~jl~~: quoted to each Customer. Depending upon the nature of the custom changes, the Author reserves the right to make these changes a part of its licensed Software, In any case, enhancement requests, whether they be Approved Enhancements or Custom Programming quotes, should be submitted to the Author via the Software Request Form and the Author will advise the Customer as to the status of the request. i,e" appraved as an enhancement for timed delivery with the next release, approved as an enhancement for more immediate release, or disapproved as an enhancement and quoted as a Custom Programming job. "Custom Programming" will mean modifications, upgrades and improvements related to the licensed Software which are not considered "Maintenance" or'" Approved Enhancements" for the reasons stated above. Custom Programming is chargeable and will be treated as a fixed price quote at the Author's discretion. In any case, Custom Programming requests should be submitted to the Author via the Software Request Form by chading the Custom Programming Box. "Support Services" will mean the Installation services the Author provides. which indudes, but is not limited to, systems consulting, system analysis, systems/forms design, systems preparation, systems programming (not included in the aforementioned "as is" Licensed Software), systems conversion, Installat;on and training, travel time and related material expenses (rooms, meals, mileage, tolls, etc.) and telephone support. Support Services are billable as incurred on a TIme and Material basis (unless otherwise stated, as in the case of a fIXed price contract for defined work) and results from any necessary, required or requested Customer support in implementing a UtilitySuite solution, CJ in supporting the Customer in ensuing years. For billing purposes, the Support Services will be generally described as above, though Support Sefvices codes and descriptions may be revised at any time without notice. The Author will code all T&M-performed wok by time and day, and will provide limited descriptions of work performed; the Author is not obligated to provide detailed desaiptions on a Customer by Customer basis. Support Services hourly billing rates may be revised at any time without notice end will for this contract period be invoiced at the rate per hour reflected in Attachment A, in quarter hour increments.. The Author reserves the right to prescribe fixed price contracts for defined work. "Time" will mean any hours spent (rounded to the nrerest quarter hour) for Maintenance, enhancements, Customer programming and Support Services. During the Warranty Period, "Maintenance" and '"Approved Enhancements "are not chargeable. "Custom Programming" and "Support Services," whether performed on a fIXed price basis or at Time and Material basis are chargeable, At the Author's diwetion, the Customer might be required to prepay anticipated time charges. If refused, the Author reserves the right to cancel the Installation of the licensed Software as ::~I :~d~~j~=~~?b~~:gv~ ~~~:;~~en~~t~~=~~:1~~~~gf:~~sSf':f~;Jr;~~e: t~~~~~~~ In any case, all time is considered of value and therefore chargeable, i.e, at the Author's office. on the telephone, traveling, and on site at the designated Customer's location. "Material" will mean any and all expenses incurred as to the Installation of the licensed Software including Maintenance, Approl/E!d Enhancements, Custom Programming, and Support Services. It COl/E!rs such things as media expenses, expense \IOUchers, travel expenses, mileage, gas and oil, tolls, transportation tickets, lodging (rooms and meals), telephone bills, shopping charges, posta~, ~~r~~~~:e~es";i~~:b~j~q~~;dat~ g~eC;;;;e~~~~~?~a~~~~:r~~ ~~~~ ~tr:fu~s;~~~~~; reserves the right to cancel the Installation of the licensed Software as well as Maintenance, APPfoved Enhancements, Custom Programming and Support Services to include any and all responsibility to the Customer, If so, the software license fee is forfeited by the Customer. All Material expenses incurred for the Installation are chargeable. "Annual Software Maintenance & Support Contract'" will mean the Author's contract praviding for ~a~~~(~nc;'cc~a~:~j,"~;~~~e;n~'A)~~s:h: C~~~;,ae~~~~ ~~~~~i:r'w~rrdan~~= e:~i~1t is renewable on an annual basis and is a required provision of the relationship between the Author and the Customer. The Author reserves the right to prorate the charges from the anniversary date after the first year to the next calendar year end so as to facilitate annual, one.time billing cycles thereafter, "Software Ueense & Support Agreement'" will mean this dOOJment, and during the Warranty Period it functions as the Software Maintenance & Support Contract. as defined in this document B. C. D. E. F. G. H. J. K. L. M. N. o. 2. TERMS: This Agreement is effective from the date of the contract as shown on the front of this Agreement and will remain in force until terminated by the Customer upon one month's prior written notice, or by the Author if the Customer fails to comply with any of the terms and conditions of this Agreement. Furthermore, the Customer agrees that the terms as to payment of invoices are net 10 days. For other than current invoices, the Author reserves the right to apply finance charges to the Customer's past due balances, if applicable. LICENSE: The License granted under this Agreement authorizes the Customer to use the Licensed Software. This Agreement. and any of the Licenses, software or materials to which it applies, may not be assigned, sub-licensed, or otherwise transferred by the Customer without written consent from the Author. No right to print or copy, in whole or part, the Licensed Software is granted, except as herein after expressly provided, such as in the case of source code in escrow for the Customer's protection. PERMISSION TO COPY LICENSED SOFTWARE: Any Licensed Software which is provided by the Author may be copied, in whole or in part, in sufficient numbers for use by the Customer to provide backup copies. The Customer agrees to maintain appropriate records of the number and location of all copies and is liable for any abuse or misuse caused by failure to protect such copies. PROTECTION AND SECURITY: The Customer agrees not to provide, or otherwise make available, any Licensed Software or documentation pertaining to such Licensed Software in any form, except for purposes specifically related to the Customer's use of the Licensed Software, without prior written consent from the Author. The Customer agrees to keep confidential and to utilize its best efforts to prevent and protect the Licensed Software from unauthorized disclosure or use by its agents or employees. The Customer further agrees to use the Licensed Software only as provided herein and will not provide or otherwise make available any such Licensed Software in any form to any third party without the prior written consent of the Author. This includes Installation support andlor management with regards to other Customers andlor user's groups. Any violation will warrant the Customer's desire to seek support elsewhere. The Licensed Software constitutes trade secrets and the Customer expressly acknowledges the Licensed Software is confidential and proprietary property of the Author. The Customer will at all times include the Author's copyright and confidential property notices on any and all copies of the Licensed Software or any portion thereof. The Customer acknowledges that the Licensed Software, the Licensed Materials, assistance, know how, and all other information furnished by the Author hereunder are confidential and proprietary to the Author, and will be treated as such by the Customer. even after termination of this Agreement. The Customer will not disclose the Licensed Software or the Licensed Materials, or any part thereof, to anyone for any purpose other than provided for in this Agreement. The Customer will implement sufficient security measures to protect the Author's proprietary interest in the Licensed Software and the Licensed Materials, and will not allow the use, copying or modification thereof other than in accordance with this Agreement or the written instructions from the Author. All data processed by Licensed Software will be the property of the Customer. DISCONTINUANCE: Within 30 days after the date of discontinuance or termination of any license under this Agreement, the Customer will provide the Author with a certificate certifying that all Licensed Software, including the original and all copies made thereof, in whole or in part, an din any form, received from the Author or made in connection with the licensed herein granted, have been destroyed. Upon authorization, a copy may be retained by the Customer for archival purposes. DISCLAIMERS: The Author makes not warranties with respect to the Licensed Software. The Author hereby disclaims all warranties, express or implied, and specifically disclaims any IMPLIED WARRANTY FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTY OF MERCHANTABILITY. No expressed warranties are offered or extended to the Customer. The Author andlor its marketing agent(s) sells the Licensed Software to the Customer "as is," and no dealer or other entity is authorized to make any representations of warranty coverage as to any of the Author's products. In no event will there be any liability of any kind for special. incidental or consequential damages. Furthermore, the Author reserves the right to bill for Support Services not related to the Licensed Software, albeit related to hardware, operating system. Value Added Software, et al" wherein the Author and the Customer realize that information systems solutions have inherent initial and ongoing support requirements, not all of which can be clearly defined or forecasted. It is understood that the Customer has ownership for correct operating and backup procedures and will not act in a manner which causes, intentionally or unintentionally, an undue burden on the system(s) to the extent the Customer attempts to modify, compile, sort, change, or disrupt the design and concept of the Licensed Software andlor files. It is understood that the Customer's personnel and operators have accounting, bookkeeping, basic organizational skills, and knowledge of their business pursuant to implementing, operating and controlling an information systems suite of applications. GENERAL: If any of the provisions, or portions thereof, of this Agreement are invalid under any applicable statute or rule of law, the yare to that extent to be deemed omitted. This is the complete and exclusive statement of the Agreement between the parties for the year governing the Annual Software Maintenance & Support Contract, and supersedes all proposals, oral or written, and all other communications between the parties relating to the subject matter of the Agreement, except in cases where portions of the original information systems contract provide contract language for extenuating circumstances. This Agreement will be governed by the laws of the State of Vermont. . . 3. 4. 5. e 6. 7. 8. SYSTEMS SUPPORT SERVICES .,~......'\ r. ."1" ,I"',..". .. ).t"'h~";'"~) ~ r./)IIJ" Systems & Software AUTHOR'S USE ONLY e o CONSULTING o ANALYSIS o SYSTEMS / FORMS DESIGN o PREPARATION o PROGRAMMING o CONVERSION o INSTALLATOIN / TRAINING o OTHER COMPUTER SUPPORT SERVICES o COMPUTER HARDWARE & SUPPLY SALES Job # Remarks 401 Water Tower Circle Colchester, VT 05446-1928 Telephone: 802-655-4400 Fax: 802-655-4401 SOFTWARE REQUEST FORM Systems & Software, Inc. (hereafter referred to as S&S) as the" Author" agrees to grant to the End User Licensee (hereafter named and referred to as the Customer) and the Customer agrees to accept, on the following terms and conditions, the Author's requirements for the Customer to submit all enhancements (approved or otherwise). and Custom Programming (quotations to be provided), to the Author on this form by checking the appropriate box below. Would you characterize this request as: D An ENHANCEMENT (you would like to see this feature in a new release of the Uti/itySuite applications. D A PRODUCT DEFECT (you believe this issue needs solving in the current UtilitySuite applications. o CUSTOM PROGRAMMING (you would like a quotation for this feature and do not desire to wait for this feature to be included in the next UtilitySuite applications release, even if it would be accepted for "general" release. It is presumed that by filling out this form, the Customer has already ascertained that the request topic is not one which should be submitted as a work order request through the help desk, nor a topic that has existing contractual ramifications. It is also assumed that this is a new request which has not been documented under previous correspondence. If at the time of the receipt of this form the Author can not determine the nature of the request (Le., enhancement versus product defect or custom programming) the Author may need to notify the Customer for clarification. e Please provide the following information: Customer No: Request Made By: Telephone: Fax: Customer Name: Address: Address: City/State/Zip: Ext: E-Mail: Date Requested: Contact Individual: UtilitySuite Application: Program Name: Menu Name: Option: Cursor Location: Systems Product Defect, Enhancement, or Custom Programming Request: SYSTEMS & SOFTWARE USE ONLY OTHER INFORMATION ATTACHED? 0 YES o NO .e Reviewed: .eviewed By: Anticipated Solution Date: Remarks: Solution Date: o ENHANCEMENT o PRODUCT DEFECT o CUSTOM PROGRAMMING 1. DEFINITIONS: A. 2~:~~~~~~~f~~~t~~~~;lm ~~d~na~:u~:s ih~LJ~?;~~i~:~~~I~~~;n;ith reference to installing the "licensed Software" will collectively mean the Licensed Application Object Software Programs and/or modules written by the Author and which are provided for in this Agreement. Also. it is extended to include any additional UtilitySuite application System Licensed Sohware modules purchased at a later date that are integrated with and become pall of the information systems software suite. The Licensed Software does not include the Source Code. "Ucensed Materiats" will mean any Materials, whether they are considered operating instructions and/or documentation related to the licensed Software. provided for use in connection therewith. "Warranty Period" will mean the Author's commitment to provide "Maintenance" or "Approved Enhancements" as set forth in either the CLStomer's initial contract, or Attachment A (an annual addendum to the support contract), to the Customer and the Customer's Licensed Software for one year from the date of contract execution. Thereafter, the Warranty Period is extended and invoiced in annual increments (see N below), pro-rated to reflect a coverage period of 1/1 through 12/31 of a given year. In any case, all additional Licensed Software modules are considered to have the same Warranty Period and anniversary date, unless otherwise stated, as that of the Licensed Software oriftinally purchased when it comes time for the annual renewal. Furthermore, "Custom Programming and "Support Services" are excluded from the term "Warranty Period" unless expressly stated (see H and I below). "Designcted Operating System Software" will mean the version of the Operating System Software level delivered at the time of the sale and utilized to work in conjunction with the "Hardware" and "Licensed Software." "Value Added Software" will mean software application not created by the Author that generally work C~s~~~~~ea~~~i~~e;esrJt~~~~iteths~;;~eG~~~dt~r:~ta'fu~t3d~t~a~:I~a;O~a~ integral part d the information systems software suite solution, or may be a separate, isolated application. The Author, at its disaetion, can prOvide guidance and limited support to the Value Added Software, but the Customer has final responsibility for the selection and Installation of such software in conjunction with the Value Added Software's vendor to the extent that the Author is also a licensed user of said products, cannot alter the source code or take ownership for the function of said products, and cannot control the direction of value added product Authors. "Product Services Agreement (PSAs)" or equivalent dOOJments will mean software support contracts with the manufacturer'slvendor's operating systems and/Of Value Added Software that is independent of the SJpport Services provided by the Author relative to its Licensed Software and/or Custom Programming. The Customer's selection of any manufacture'slvendor's PSA does not exclude it from paying the Author for Support Services rendered if the Customer elects to contact the Author for any reason in this regard, "Maintenance" will mean the correction of errors and/or malfunctions in the Licensed Software if the ~n~~~~~~n~~t~~sa C~~~~~~~ts~; ~9~~n~~gb: :~se~~~1;dtff~r~nnt:7~:' t~'; :h:;~i~: ~~~e functioning as designed or intended by the Author and, as such, requests for changes in functionality are considered as "Maintenance." The Author reserves the right to include or exclude requested functions based on Customer demand and the overall functional intention for the UtilitySu;re system. Relative to time, anything considered to be Maintenance, whether it be programming andlor the telephone support time thereof, is covered by fixed price contracts during the Warranty Period and falls under the Annual Software Maintenance & Support Contract thereafter, per the guidelines set forth in Attachment A. If the Customer elects to cease Maintenance support m particular lines items or modules within the Annual Software Maintenance & Support Contraa, then to reinstate the application the Customer must pay for all the prior annual Maintenance fees that were not paid, induding the current year, before the latest level of the Licensed Software is denvered. In any case, Maintenance requests should be submitted to the Author via the Software Request Form by checking the Maintenance Box. "Approved Enhancements" Will mean modifications, u~rades and improvements elated to the Licensed Software, which is at the discretion of the Author, Induding selected regulatory changes. If accepted as an approved enhancement under the Software Maintenance & Support Contract, i,e., it is to be an enhancement to the Licensed Software delivered to al Customers, then it will not be chargeable separate from the contract, and the timed delivery of said enhancement will be at the discretion of the Author. Other modifications, upgrades and improvements requested by one or more Customers that cannot be justified by the Author as being a part of the Annual Software Maintenance & ;~:) ~n:;:~i~~~~~~i3;~~~eaieanc~~~~~0~r~~a~~~n~:;~~:s~~~ :~h:;~;o~~~~jl~r~ quoted to each Customef. Depending upon the nature of the custom changes, the Author reserves the right to make these changes a part of its Licensed Software. In any case, enhancement requests, whether they be Approved Enhancements or Custom Programming quotes, should be submitted to the Author via the Software Request Form and the Author will advise the Customer as to the status of the request. i.e., approved as an enhancement for timed delivery with the next release, approved as an enhancement for more immediate release, or disapproved as an enhancement and quoted as a Custom Programming job. "Custom Programming" will mean modifications, upgrades and improvements related to the Licensed Software which are not considered "Maintenance" or "Approved Enhancements" for the reasons stated above. Custom Programming is chargeable and will be treated as a fixed price quote at the Author's discretion, In any case, Custom Programming requests should be submitted to the Author via the Software Request Form by checking the Custom Programming Box. "Support Services" will mean the Installation services the Author prov;des, which includes, but is not ~~~~~~i::~~n;s i~~~::~n~, ~t~~r~~;i~~t~~~~r~i~~~jns;e::;~ :::ti:~~~~~ Installation and training, travel time and related material expenses (rooms, meals, mileage, tolls, etc.) and telephone support. Support Services are billable as incurred on a Time and Material basis (unless otherwise stated, as in the case of a fIXed price contract for defined work) and results from any necessary, required or requested Customer support in implementing a UtifitySuite solution, 0' in supporting the Customer in ensuing years. For billing purposes, the Support Services will be generally desaibed as above, though Support Services codes and descriptions may be revised at any time without notice. The Author will code all T&M-performed wok by time and day, and will prOvide limited descriptions of work performed: the Author is not obligated to provide detailed descriptions on a Customer by Customer basis. Support Services hourly billing rates may be revised at any time without notice end will for this contract period be invoiced at the rate per hour reflected in Attachment A, in quarter hour increments. The Author reserves the right to prescribe fIXed price contracts for defll'led work. "Time" will mean any hours spent (rounded to the nmrest quarter hour) for Maintenance, enhancements, Customer prograrTVTling and Support Services. During the Warranty Period, "Maintenance" and "Approved Enhancements Nare not chargeable, "Custom Programming" and "Support Services: whether performed on a fixed price basis or at TlI1le and Material basis are chargeable. At the Author's discretion, the Customer might be required to prepay anticipated time charges. If refused, the Author reserves the right to cancel the Installation of the Licensed Software as :ne~l :~d~il~=~~rb~g::~~ 2~~:~~:eU~~ths~c:'~~r:i~~~gf:~1sSf~l:ttr~J~~he: ~~~~~~ In any case, all time is considered of value and therefore chargeable, i.e. at the Author's office, on the telephone, traveling, and on site at the designated Customer's location. "Materia'" will mean any and all expenses incurred as to the Installation of the Licensed Software including Maintenance, Approved Enhancements, Custom Programming, and Support Services, It covers such things as media expenses, expense vouchers, travel expenses, mileage, gas and oil, tolls, transportation tid<ets. lodging (rooms and meals), telephone bills. shopping charges, posta9!, ~~t~~~~:e~~~h~i~;q~~~da~~ g~e~~e~~~~f;a~~~~t:~~ ~~en~se~~ ~er:fu~~St~~SC~~~~; reserves the right to cancel the Installation of the Licensed Software as well as Maintenance, Approved Enhancements, Custom Programming and Support Services to include any and all responsibility to the Customer. If so, the software license fee is forfeited by the Customer. All Material expenses incurred for the Installation are chargeable, "Annual Software Maintenance & Support Contract" will mean the Author's contract providing for ~ea~~:;(7;:~c~~~~~:~~~~~:~'A~~~~: C:;;~~a:;~~~ ~~i~i~?:l'w~~an~I~~e ~~~1t is renewable on an annual basis and is a required provision of the relationship between the Author and the Customer. The Author reserves the right to prorate the charges from the anniversary d<lte after the first year to the next calendar year end so as to facilitate annual, one.time billing cycles thereafter. "Sohware License & Support Agreement" will mean this document, and during the Warranty Period it functions as the Software Maintenance & Support Contract as defined in this document. B. c. D. E. F. G. H. J. K. L. M. N. o. 2. TERMS: This Agreement is effective from the date of the contract as shown on the front of this Agreement and will remain in force until terminated by the Customer upon one month's prior written notice, or by the Author if the Customer fails to comply with any of the terms and conditions of this Agreement. Furthermore, the Customer agrees that the terms as to payment of invoices are net 10 days. For other than current invoices, the Author reserves the right to apply finance charges to the Customer's past due balances, if applicable. LICENSE: The Ucense granted under this Agreement authorizes the Customer to use the licensed Software. This Agreement, and any of the licenses, software or materials to which it applies, may not be assigned, sub-licensed, or otherwise transferred by the Customer without written consent from the Author. No right to print or copy, in whole or part, the Ucensed Software is granted, except as herein after expressly provided, such as in the case of source code in escrow for the Customer's protection. PERMISSION TO COPY LICENSED SOFTWARE: Any licensed Software which is provided by the Author may be copied, in whole or in part, in sufficient numbers for use by the Customer to provide backup copies. The Customer agrees to maintain appropriate records of the number and location of all copies and is liable for any abuse or misuse caused by failure to protect such copies. PROTECTION AND SECURITY: The Customer agrees not to provide, or otherwise make available, any licensed Software or documentation pertaining to such licensed Software in any form, except for purposes specifically related to the Customer's use of the licensed Software, without prior written consent from the Author. The Customer agrees to keep confidential and to utilize its best efforts to prevent and protect the Ucensed Software from unauthorized disclosure or use by its agents or employees. The Customer further agrees to use the Ucensed Software only as provided herein and will not provide or otherwise make available any such licensed Software in any form to any third party without the prior written consent of the Author. This includes Installation support andlor management with regards to other Customers andlor user's groups. Any violation will warrant the Customer's desire to seek support elsewhere. The licensed Software constitutes trade secrets and the Customer expressly acknowledges the licensed Software is confidential and proprietary property of the Author. The Customer will at all times include the Author's copyright and confidential property notices on any and all copies of the Licensed Software or any portion thereof. The Customer acknowledges that the licensed Software, the Ucensed Materials, assistance, know how, and all other information furnished by the Author hereunder are confidential and proprietary to the Author, and will be treated as such by the Customer, even after termination of this Agreement. The Customer will not disclose the Licensed Software or the Ucensed Materials, or any part thereof, to anyone for any purpose other than provided for in this Agreement. The Customer will implement sufficient security measures to protect the Author's proprietary interest in the Licensed Software and the Ucensed Materials, and will not allow the use, copying or modification thereof other than in accordance with this Agreement or the written instructions from the Author. All data processed by Ucensed Software will be the property of the Customer. DISCONTINUANCE: Within 30 days after the date of discontinuance or termination of any license under this Agreement, the Customer will provide the Author with a certificate certifying that all Licensed Software, including the original and all copies made thereof, in whole or in part, an din any form, received from the Author or made in connection with the licensed herein granted, have been destroyed. Upon authorization, a copy may be retained by the Customer for archival purposes. DISCLAIMERS: The Author makes not warranties with respect to the Licensed Software. The Author hereby disclaims all warranties, express or implied, and specifically disclaims any IMPLIED WARRANTY FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTY OF MERCHANTABILITY. No expressed warranties are offered or extended to the Customer. The Author andlor its marketing agent(s) sells the Licensed Software to the Customer "as is:' and no dealer or other entity is authorized to make any representations of warranty coverage as to any of the Author's products. In no event will there be any liability of any kind for special, incidental or consequential damages. Furthermore, the Author reserves the right to bill for Support Services not related to the Ucensed Software, albeit related to hardware, operating system, Value Added Software, et al" wherein the Author and the Customer realize that information systems solutions have inherent initial and ongoing support requirements, not all of which can be clearly defined or forecasted. It is understood that the Customer has ownership for correct operating and backup procedures and will not act in a manner which causes, intentionally or unintentionally, an undue burden on the system(s) to the extent the Customer attempts to modify, compile, sort, change, or disrupt the design and concept of the Licensed Software andlor files. It is understood that the Customer's personnel and operators have accounting, bookkeeping, basic organizational skills, and knowledge of their business pursuant to implementing, operating and controlling an information systems suite of applications. GENERAL: If any of the provisions, or portions thereof, of this Agreement are invalid under any applicable statute or rule of law, the yare to that extent to be deemed omitted. This is the complete and exclusive statement of the Agreement between the parties for the year governing the Annual Software Maintenance & Support Contract, and supersedes all proposals, oral or written, and all other communications between the parties relating to the subject matter of the Agreement, except in cases where portions of the original information systems contract provide contract language for extenuating circumstances. This Agreement will be governed by the laws of the State of Vermont. . . 3. 4. 5. e 6. 7. 8. SYSTEMS SUPPORT SERVICES ~yI Job' Systems & Software AUTHOR'S USE ONLY e o CONSULTING o ANALYSIS o SYSTEMS / FORMS DESIGN o PREPARATION o PROGRAMMING o CONVERSION o INSTALLATOIN / TRAINING o OTHER COMPUTER SUPPORT SERVICES o COMPUTER HARDWARE & SUPPLY SALES Remarks 401 Water Tower Circle Colchester, VT 05446-1928 Telephone: 802-655-4400 Fax: 802-655-4401 SYSTEMS SUPPORT SERVICES QUOTATION Systems & Software, Inc. (hereafter referred to as S&S) as the" Author" agrees to grant to the End User Licensee (hereafter named and referred to as the Customer) and the Customer agrees to accept, on the following terms and conditions, the Author's requirements for the Customer to sign this Quotation, as described herein below, allowing the Author to proceed as to Custom Programming and/or Support Services (See the appropriate boxes checked below) as requested by the Customer. If the Customer already has the Author's "Licensed Software" and/or "Designated Computer System (Hardware)" installed, then each quotation is to be considered under the terms and conditions of the Software License & Support Agreement and/or the Software Maintenance and Support Contract. If not, then this Agreement is to be for Support Services only, as described herein, and, therefore, the "Definitions", as described on the reverse side here-of, are to only be interpreted as they apply to "Support Services." Customer No: Installation Site: Contact: Telephone: Customer Name: Address: Address: City / State / Zip: o CUSTOM PROGRAMMING o SUPPORT SERVICES e QUOTATION DESCRIPTION: QUOTATION AMOUNT I Your signature below warrants you have accepted this Quotation as a Contract to proceed as described above. Furthermore, you agree that the date that follows is the date of order. THE PARTIES HAVE READ THIS CONTRACT, INCLUDING THE REVERSE SIDE HEREOF, AND AGREE TO BE BOUND BY ALL ITS TERMS AND CONDITIONS AND FURTHER AGREE THAT IT CONSTITUTES THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BElWEEN THEM WHICH SUPERSEDES ALL PROPOSALS, ORAL OR WRITTEN, AND ALL OTHER COMMUNICATIONS BETWEEN THEM RELATING TO THE MAINTENANCE AND SUPPORT OF THE LICENSED SOFTWARE, REGARDLESS OF THE SOURCE OF PURCHASE I.E., DEALERS, MARKETING AGENTS, ETC. THIS CONTRACT MAY BE MODIFIED OR AMENDED ONLY BY WRITTEN INSTRUMENT SIGNED BY DULY AUTHORIZED REPRESENTATIVES OF BOTH S&S AND THE CUSTOMER, DEALER MAKERTING AGENTS NOTWITHSTANDING. Accepted by: SYSTEMS & SOFTWARE, INC. CUSTOMER SIGNATURE e Title Date SIGNATURE Title Date 1. DEFINITIONS: A. 2~:~~a::~~~f;~;t~~~~~~m ~~~~n~:u~:s ~~~~i?;~~~i;:~~I~~~n;ith reference to installing the "Licensed Software" will collectively mean the Licensed Application Object Software Programs andlor modules written by the Author and which are provided for in this Agreement. Also, it is extended to include any additional UtilitySuite application System Licensed Software modules purchased at a later date that are integrated with i'md become part of the information systems software suite. The Licensed Software does not include the Source Code. "Ucensed Materials" will mean any Materials. whether they are consideled operating instructions and/or documentation related to the licensed Software. provided for use in connection therewith. 'Warranty Period" will mean the Author's commitment to p"ovide "Maintenance" or "Approved Enhancements" as set forth in either the CL6tomer's initial contract, or Attachment A (an annual addendum to the support contract), to the Customer and the Customer's licensed Software for one year from the date of contract execution. Thereafter, the Warranty Period is extended and invoiced in annual increments (see N below), pro-fated to reflect a coverage period of 1/1 through 12131 of a given year. In any case, all additional Licensed Sohware modules are considered to have the same Warranty Period and anniversary date, unless otherwise stated, as that of the Licensed Software or~inally purchased when it comes time for the annual renewal. Furthermore, "Custom Programming' ana "Support Services" are excluded from the term "Warranty Period" unless expressly stated (see H and I below). "Oesigncted Operating System Software" will mean the version of the Operating System Software level delivered at the time of the sale and utilized to work in conjunction with the "Hardware" and "Ucensed Software." "'Value Added Software" will mean software applica tion not created by the Author that generally work C~s~~~~ea~~:=:~~eSr;t~T;;S~tethSeys~;~eri~~s~t~r:~tJi~~tdd~rS;)~a~~~a;ob:a~ integral part d the information systems software suite solution, Of" may be a separate, isolated application. The Author. at its discretion. can provide guidance and limited support. to the Value Added Software, but the Customer has final responsibility for the selection and Installation of such software in conjunction with the Value Added Software's vendor to the extent that the Author is also a licensed user of said products, cannot alter the source code or take ownership for the function of said products. and cannot control the direction of value added product Authors. "Product SeMces Agreement (PSAs)" or equivalent documents will mean software support contracts with the manufacturer'slvendor's operating systems and/Of Value Added Software that is independent of the SJpport Services provided by the Author relative to its Licensed Software andlor Custom Programming. The Customer's selection of any manufacture'slvendor's PSA does not exclude it from paying the Author for Support Services rendered if the Customer elects to contact the Author for any reason in this regard. "Maintenance" will mean the correction of errors andlor malfunctions in the Ucensed Software if the ~n~~rfu;~?~n~~t~~~ sg~~~:ru~a~;?; ~;~~~n~~gb: :se~~~~;~ff:r~~i~:' t~; :h~i~: ~~~e functioning as designed or intended by the Author and. as suen. requests fOf' changes in functionality are considered as "Maintenance." The Author reserves the right to include Of exclude requested functions based on Customer demand and the overall functional intention for the UtilitySuite system. Relative to time, anything considered to be Maintenance. whether it be programming andlor the telephone support time thereof, is covered by fixed price contracts during the Warranty Period and falls under the Annual Software Maintenance & Support Contract mE!feafter, per the guidelines set forth in Attachment A. If the Customer elects to cease Maintenance support (J1 particular lines items or modules within the Annual Software Maintenance & Support Contract, then to reinstate the application the Customer must pay for all the prior annual Maintenance fees that were not paid. induding the current year. before the latest level of the Licensed Software is delivered. In any case. Maintenance requests should be submitted to the AuthOl" via the Software Request FOl"m by chedcing the Maintenance Bo)(. "Approved Enhancements" Will mean modifications. upgrades and improvements elated to the licensed Software. which is at the discretion of the Author, lOduding selected regulatory changes. If accepted as an approved enhancement under the Software Maintenance & Support Contract, i.e., it is to be an enhancement to the Ucensed Software delivered to al Customers. then it will not be chargeable separate from the contract. and the timed delivery of said enhancement will be at the discretion of the Author. Other modifications. upgrades and improvements requested by one or more Customers that cannot be justified by the Author as being a pCIrt of the Annual Software Maintenance & ;~:) ~~nb:~i~~~~~iJ;~~~ea~eanC~::~~o~r~~a~e:n~:~~~~~ :~h:;~~~~~~i'~~~e quoted to each Customer. Depending upon the nature of the custom changes, the Author reserves the right to make these changes a part of its licensed Software. In any case. enhancement requests, whether they be Approved Enhancements 01' Custom Programming quotes. should be submitted to the Author via the Software Request Form and the Author will advise the Customer as to the status of the request Le.. approved as an enhancement for timed delivery with the next release. approved as an enhancement for more immediate release. or disapproved as an enhancement and quoted as a Custom Programming job. "Custom Programming" will mean modifications. upgrades and improvements related to the Licensed Software which are not considered "Maintenance" or "Approved Enhancements" for the reasons stated above. Custom Programming is chargeable and will be treated as a fixed price quote at the Author's discretion, In any case, Custom Programming requests should be submitted to the Author via the Software Request Form by checking the Custom Programming Box. "Support Services" will mean the Installation services the Author provides. which includes. but is not ~~~~~insr~:si~~~~~n~. ~t~fur=i~:t~:~:~r~~nS;h:r: ~~:ti:=~~~~ Installation and training, travel time and related material expenses (rooms. meals, mileage, tolls. etc.) and telephone support. Support Services are billable as incurred on a Time and Material basis (unless omefWise stated. as in the case of a fixed price contract for defined work) and results from any necessary, required or requested Customer support in implementing a UtmtySuite solution, 0 in supporting the Customer in ensuing yeaf5. For billing purposes, the Support Services will be generally described as above, though Support Servi<:es codes and descriptions may be revised at any time without notice. The Author will code all T&M.perlormed wok by time and day. and will provide limited descriptions of work performed; the Author is not obligated to provide detailed descriptions on a Customer by Customer basis. Support Services hourly billing rates may be revised at any time without notice .net will for this contract period be invoiced at the rate per hour reflected in Attachment A. in quarter hour increments. The Author reserves the right to prescribe fIXed price contracts for defined work. "Time" will mean any hours spent (rounded to the nmrest quarter hour) for Maintenance. enhancements, Customer programming and Support Services. During the Warranty Period. "Maintenance" and "Approved Enhancements "are not chargeable. "Custom Programming" and "Support Services." whether perfOl"med on a fIXed price basis or at Time and Material basis are chargeable. At the Author's discretion. the Customer might be required to prepay anticipated time charges. If refused. the Author reserves the right to cancel the Install<ltion of the licensed Software as :;~I :~dMa~i~~~~~%~~:g~~ ~~:~~~en~~ths~o;tt'::~~:~~e~~egf:~~s Sf~~t~dSe;~1e: ~~~~~~~~ In any case. all time is considered of value and therefore chargeable, i.e. at the Author's office. on the telephone, traveling, and on site at the designated Customer's location. "Material" will mean any and an expenses incurred as to the Installation of the Licensed Software including Maintenance. Approved Enhancements. Custom Programming. and Support Services. It ~ such things as media expenses. expense vouchers, travel expenses, mileage, gas and oil. tolls. transportation tickets. lodging (rooms and meals). telephone bills, shopping charges. postagl. applicable taxes, instruction manuals. documentation updates and so on. At the Author's discretion, the Customer might be required to prepay anticipated Material expenses. If refused. the Author reserves the right to cancel the Installation of the licensed Software as well as Maintenance, Approved Enhancements. Custom Programming and Support Services to include any and all responsibility to the Customer. 1f so. the software license fee is forfeited by the Customer. AU Materia! expenses incurred for the Installation are chargeable. "Annual Software Maintenance & Support Contract" will mean the Author's contract providing for Maintenance. Approved Enhancements. Custom Programming (quotes). and telephone Support Services (in accordance with Attachment A) to the Customer after the initial Warranty Period e)(pires. It is renewable on an annual basis and is a required provision of the relatKmship between the Author and the Customer. The Author reserves the right to prorate the charges from the anniversary date after the first year to the next calendar year end 50 as to facilitate annual, one--time billng cycles thereafter. "Software license & Support Agreement" will mean this document. and during the Warranty Period it functions as the Software Maintenance & Support Contract. as defined in this document. B. c. o. E. F. G. H. J. K. L. M. N. o. 2. TERMS: This Agreement is effective from the date of the contract as shown on the front of this Agreement and will remain in force until terminated by the Customer upon one month's prior written notice, or by the Author if the Customer fails to comply with any of the terms and conditions of this Agreement. Furthermore, the Customer agrees that the terms as to payment of invoices are net 10 days. For other than current invoices, the Author reserves the right to apply finance charges to the Customer's past due balances, if applicable. LICENSE: The Ucense granted under this Agreement authorizes the Customer to use the Licensed Software. This Agreement, and any of the Licenses, software or materials to which it applies, may not be assigned, sub-licensed, or otherwise transferred by the Customer without written consent from the Author. No right to print or copy, in whole or part, the Licensed Software is granted, except as herein after expressly provided, such as in the case of source code in escrow for the Customer's protection. PERMISSION TO COPY LICENSED SOFTWARE: Any Licensed Software which is provided by the Author may be copied, in whole or in part, in sufficient numbers for use by the Customer to provide backup copies. The Customer agrees to maintain appropriate records of the number and location of all copies and is liable for any abuse or misuse caused by failure to protect such copies. PROTECTION AND SECURITY: The Customer agrees not to provide, or otherwise make available, any Licensed Software or documentation pertaining to such Licensed Software in any form, except for purposes specifically related to the Customer's use of the Licensed Software, without prior written consent from the Author. The Customer agrees to keep confidential and to utilize its best efforts to prevent and protect the Ucensed Software from unauthorized disclosure or use by its agents or employees. The Customer further agrees to use the Licensed Software only as provided herein and will not provide or otherwise make available any such Licensed Software in any form to any third party without the prior written consent of the Author. This includes Installation support and/or management with regards to other Customers and/or user's groups. Any violation will warrant the Customer's desire to seek support elsewhere. The Licensed Software constitutes trade secrets and the Customer expressly acknowledges the Licensed Software is confidential and proprietary property of the Author. The Customer will at all times include the Author's copyright and confidential property notices on any and all copies of the Licensed Software or any portion thereof. The Customer acknowledges that the Ucensed Software, the Ucensed Materials, assistance, know how, and all other information furnished by the Author hereunder are confidential and proprietary to the Author, and will be treated as such by the Customer, even after termination of this Agreement. The Customer will not disclose the Licensed Software or the Licensed Materials, or any part thereof, to anyone for any purpose other than provided for in this Agreement. The Customer will implement sufficient security measures to protect the Author's proprietary interest in the Licensed Software and the Licensed Materials, and will not allow the use, copying or modification thereof other than in accordance with this Agreement or the written instructions from the Author. All data processed by Licensed Software will be the property of the Customer. DISCONTINUANCE: Within 30 days after the date of discontinuance or termination of any license under this Agreement, the Customer will provide the Author with a certificate certifying that all Licensed Software, including the original and all copies made thereof, in whole or in part, an din any form, received from the Author or made in connection with the licensed herein granted, have been destroyed. Upon authorization, a copy may be retained by the Customer for archival purposes. DISCLAIMERS: The Author makes not warranties with respect to the Licensed Software. The Author hereby disclaims all warranties, express or implied, and specifically disclaims any IMPLIED WARRANTY FOR A PARTICULAR PURPOSE OR IMPLIED WARRANTY OF MERCHANTABILITY. No expressed warranties are offered or extended to the Customer. The Author and/or its marketing agent(s) sells the Licensed Software to the Customer "as is," and no dealer or other entity is authorized to make any representations of warranty coverage as to any of the Author's products. In no event will there be any liability of any kind for special, incidental or consequential damages. Furthermore, the Author reserves the right to bill for Support Services not related to the Licensed Software, albeit related to hardware, operating system, Value Added Software, et al.. wherein the Author and the Customer realize that information systems solutions have inherent initial and ongoing support requirements, not all of which can be clearly defined or forecasted. It is understood that the Customer has ownership for correct operating and backup procedures and will not act in a manner which causes, intentionally or unintentionally, an undue burden on the system(s) to the extent the Customer attempts to modify, compile, sort, change, or disrupt the design and concept of the Licensed Software and/or files. It is understood that the Customer's personnel and operators have accounting, bookkeeping, basic organizational skills, and knowledge of their business pursuant to implementing, operating and controlling an information systems suite of applications. GENERAL: If any of the provisions, or portions thereof, of this Agreement are invalid under any applicable statute or rule of law, the yare to that extent to be deemed omitted. This is the complete and exclusive statement of the Agreement between the parties for the year governing the Annual Software Maintenance & Support Contract, and supersedes all proposals, oral or written, and all other communications between the parties relating to the subject matter of the Agreement, except in cases where portions of the original information systems contract provide contract language for extenuating circumstances. This Agreement will be governed by the laws of the State of Vermont. e . 3. 4. 5. e 6. 7. 8. Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A . A. Please review the following information: · The 2002 Annual Software Maintenance & Support Contract is attached. A signed copy of the 2002 Contract is due at Systems & Software (S&S) offices and is payable by January 1, 2002. . This document is the 2002 Attachment A to the Annual Software Maintenance & Support Contract, or the 2002 Systems Support Services & Policies Overview. B. Contractual Considerations: A noted modification to the 2002 ASM&SC is that S&S has added a "Technical Support Coverage" line item, to cover technical support such as that for AIX, performance tuning, "down" servers, database tuning, and the like. Other than this change, the plan for 2002 again reflects one maintenance contract, inclusive of S&S software suite (MUPS@ or enQuestct software maintenance, MUPS or enQuesta telephone support, Query/Report Writer how-to telephone support (Computer Associates' IQ character/text-based version for AIX, Cognos' Impromptu, or Computer Associates' EUREKA:Reporter for the MUPS relational database solution), and Novell's WordPerfect for AIX how-to telephone support. e Please see notes of clarification for this policy under items E. What is Covered under the Annual Software Maintenance & Support Contract and F. What Guidelines Govern the Annual Software Maintenance & Support Contract, as there are exceptions to this one-rate plan. Your 2002 contract may reflect billing for third-party products which were put into use by your organization in 2001, but which were not invoiced with the 2001 Annual Software Maintenance & Support Contract. In these cases, your 2002 contract may include a prorated portion of 2001 billing. In essence, you'll see greater than 12 months of maintenance. Or, if third-party products will be put into use by your organization on some date after 1/1/2002, you will see a prorated (less than 12 months) figure for 2002_ If your organization's initial contract with S&S was signed in 2001, your 2002 contract will be prorated for a portion of the 2002 calendar year. As expressed with previous versions of the Annual Software Maintenance & Support Contract Attachment A document, annual maintenance fees reflect your organization's support use, the number of operators/users we support at your organization, the volume of implemented business concepts we support at your organization, the volume of MUPS or enQuestaapplications for which your organization is licensed, the number of "metered" or "monthly billed transactions" customers your organization supports with the licensed MUPS or enQuestaapplications, the number of supported/programmed interfaces S&S supports, the contract S&S signed with your organization at the commencement of the e fitJII. .....'.....'. ,'.' .. . :~ '.'~, CONFIDENTIAL Page 1 401 Water Tower Circle Colchester, VT 05446 www.ssiutili~suite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e business partnership, or other annual contractual provisions which exist. To the extent the new "technical support coverage" line item has been added, your server size, infrastructure, number of servers, relational database solution, and similar such technical components are all factored in. c. Did Your Organization Purchase an S&S EMO (Extended Maintenance Option) for the MUPS or enQuestaApplications? If your organization has prepaid a portion or all of its Annual Software Maintenance & Support Contract for a specific period, the date through which the specific contract line items were paid is shown on the contract. Some line items on your contract for which an EMO was not applicable, such as third-party query products, database products, or Micro Focus runtime products, will be shown and are due on an annual basis. D. Third-Party License Maintenance: Please note that third-party application maintenance fees commence at varying times based on vendor guidelines. Some commence one year from the effective date of the contract, and some commence earlier, such as most products from IBM (such as UniData products) or from Micro Focus (such as Server Express runtime), which commence immediately at the time of purchase. e Others are handled on a Contract basis as incurred. Examples of this would include upgrades of IBM's A/X operating system or Novell's WordPerfect for AIX. Note that those third-party vendors with whom S&S is associated or whose products we use as part of a TSP (Total Solution Provider) solution may change their policies at any time, and their maintenance policies are therefore adhered to accordingly. Customers who utilize Frank Solutions' IVR/IWR (PhoneTouchlWebTouch) solutions may, depending on the date contracted, have their maintenance for the respective Telepath software, services, or hardware products invoiced directly from Frank Solutions. In other cases, S&S will invoice FSI's portion of the annual contract. S&S will always invoice the 5&5 licensed portion of the IVR/IWR (PhoneTouchlWebTouch) solution as part ofthe Annual Software Maintenance & Support Contract. E. What is Covered Under the Annual Software Maintenance & Support Contract? The Annual Software Maintenance & Support Contract reflects coverage for and is inclusive of the items listed below: 1 . Authorization to receive support services for the topics referenced in this section from S&S for the calendar year, January through December 2002. . ~.-"".....:l .,.~.< ,., ,iroi;"'--:;"'f^:-~; , 'c' ~wam .6 . CONFIDENTIAL Page 2 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e 2. A new release of the licensed MUPS or enQuestaapplication software, when such application software release becomes generally available and a separate upgrade engagement has been established between S&S and the customer. The primary feature of the ASM&SC is that with S&S, the licensed software application is not bought multiple times; customers license the "application" once. This holds true even with the migration path from MUPS to enQuesta This support item applies to the application software itself. The range of systems support services associated with deploying production software, including converting/migrating a customer from one version of MUPS or enQuestato another, performing assurance testing, dealing with hardware or third-party software purchases or aspects of such an upgrade, performing interface testing, or training customers on new versions of the application software, are handled under a separate fixed-contract. 3. Fixes, error corrections, or corrective procedures for the supported versions of MUPS or enQuesta(the current and the next level of the application). e 4. The cost of media, postage, mailing, telephone, modem, and Internet support to distribute or support existing or new releases. S&S asks that media used to distribute updates, corrections, or new releases are returned to S&S upon loading said object code. See the IPSec announcement from 2001, requesting of all customers that Internet access, for S&S's support of your account, be provided. 5. New documentation or Meta data (data dictionary detail), as made available by module. S&S understands that due to the customized nature of the various applications for customers, and the speed with which refresh updates or new releases are developed and/or deployed, that customers may not always have documentation which exactly applies to the version they are running. Customer practices show, and our expectation is, that customers rely on the on-line help keys and guidelines, and/or call the Help Desk for clarification and verification. Module documentation and Meta data information is now deployed only via Systems & Software's customer web site, at www.ssiutili1;ysuite.com/customer.This will be for MUPS System 6.8 or later versions only (enQuestais considered a later version). These PDF-based documents are updated on an ongoing basis. 6. Attendance, training and hospitality events at no cost (no registration fee) for customer employees at Customer User Conferences, when held. Travel, lodging, meals, and other associated fees would be at the customer's expense. Due to the market and competitive nature of the S&S software suites, other non-customers may attend only upon written request, and S&S reserves the right to refuse attendance at customer conferences to non-customer attendees. A fee of $2,500 per day per non-customer attendee will apply, if such non-customers are e .. ',~ .~." ". :iJ.2ti,~l:J' ',~~ CONFIDENTIAL Page 3 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A . authorized to attend. In some cases, customers may be required to sign non-disclosure statements at such events. 7. Periodic informational announcements or newsletters covering new announcements, MUPS or enQuestaenhancements, hardware and third-party software issues, vendor relationships, new technologies or technical considerations, new product announcements, and other related topics. 8. The latest levels of IQ character for AIX (non-database customers), EUREKA:Reporter (formerly called IO/Objects) or Cognos Impromptu (both for database customers), IBM's UniData products, Micro Focus's Server Express Runtime Licenses, or other third-party software products or vendor products which are invoiced on the Annual Software Maintenance & Support Contract, or as these products become available from the respective vendors. Again, deployment or training services for such are handled on a fixed-contract basis. Products not shown as line items on the Annual Software Maintenance & Support Contract may be upgraded for a fee as made available by the application vendor or may be invoiced separately from the Annual Software Maintenance & Support Contract. - 9. Support of selected technical aspects of the Total Solution Provider (TSP) relationship with S&S, such as print queue support; support of the Micro Focus runtime environment; how-to AIX systems administration task support; miscellaneous RS/6000 (or key peripheral component, such as tape drive or disk subsystems) or operating system malfunction support; UniData or Oracle database tuning/performance tuning support; and data backup and restoration support. This added support concept does not replace the availability to customers of services such as Consu/tLine or SupportLine, both from IBM. These services provide round-the-clock, specific coverage for topics ranging from AIX, to Printer support, to HACMP support. Further, this service does not suggest that S&S is performing proactive systems administration for customers. Basic systems administration is a customer responsibility under the TSP relationship. F. What Guidelines Govern the Annual Software Maintenance & Support Contract? 1. Under this contract, customers will receive unlimited daytime phone, modem, internet, and fax support for areas related to the operation of all MUPS or enQuestamodules for which they are licensed, and, more specifically, for the business processes/features which are accommodated by MUPS or enQuestaapplications that are already in production use or are already in place. MUPS or enQuestaapplications may have the capacity or inherent functionality to serve many functions that may not be in production use within your organization. If an organization decides at a later date to make use of a new feature or business process, this would be clearly defined as "new" work which would be supported under a separate fixed-contract, not "how-to" support e .~ c 1Jif'!.J1!;~,~1 ':, t! ~',_;r,.. ~5oftwaJ'eems . .... ,'Ui .' _. _. CONFIDENTIAL Page 4 401 Water Tower Circle Colchester, VT 05446 www.ssiutili1;ysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e for an existing business process. This support is limited to operators who have been trained by S&S personnel, and who have ownership for and a clear understanding of the applications and issues for which they are requesting support on the current MUPS or enQuestarelease. How-to phone support would generally entail a % or 1/2 hour call (this certainly may vary). Faxes, phone calls or e-mails which result in an extended, or even multi-hour, phone conversation and, possibly, several analysts subsequently providing "x" number of hours assisting with implementation of "new" work (such as discussion/implementation of new Work Order types, a new Chart of Accounts, or implementation of a new business process that the application supports, such as ACH, an AMR solution, or a new interface), would be handled separately on a fixed contract basis. Other examples may include but are not limited to: fixing incorrect operator procedures, training new or existing staff over the phone, assistance with balancing or bookkeeping, setting up training databases and training operators, performing work or services for organizations whose key individuals are out of the office, writing custom scripts or programs to resolve customer issues not caused by MUPS or enQuesta and other support items of this nature. e This scope of work would clearly be defined as "implementation of new business processes" or "consulting outside of how-to telephone support". 2. IQ character for AIX and EUREKA:Reporter or Cognos Impromptu (for database customers) support includes how-to, report writing question/answer, meta data/data dictionary maintenance, and the like, following criteria described in item F.1. What Guidelines Govern the Annual Software Maintenance & Support Contract, above. Exclusions would include calling support staff to have them write or design custom queries, reports, scripts, or file output/transfer routines. Specifically in this area, the assumption is that personnel writing reports or creating queries have been school-trained by the vendor (Computer Associates or Cognos, for example), and have demonstrated an excellent understanding of the MUPS or enQuestatable structures, the standard reports, the business in general, and the technical issues surrounding querying, file transfer, desktop tools, and file/table formatting. It is also assumed that personnel writing reports have spent time with S&S at such time an upgrade or new installation was performed, such that the users are experienced with other tools-related topics, such as drivers, host connectivity and advanced functions. It is highly recommended that organizations appoint a person or persons to become entirely familiar with all aspects of the MUPS and enQuesta applications and the Meta data/data dictionaries, such that these individuals become the go-to personnel within the organization. e CONFIDENTIAL Page 5 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e 3. Novell's (formerly Corel's) WordPerfect for AIX coverage reflects the need to support the integration of MUPS (enQuestawill not use WordPerfect for AIX for letter generation, Work Orders, or general customer correspondence) applications, such as Work Orders, Customer Service Orders, Customer Letter Correspondence, or Cross Connections, to WordPerfect for AIX, following criteria described in item F.1. What Guidelines Govern the Annual Software Maintenance & Support Contract, above. This coverage does not reflect support for the use of WordPerfect for AIX as an organizations' general office word processing package. 4. Telephone Help Desk support services and hours of availability are weekdays from 8:00am to 5:00pm, Eastern Standard Time, excluding Holidays and other posted exceptions, unless other specific contractual arrangements have been made with your organization. 24x7 beeper support is offered for selected contractual situations (if your organization has such coverage, it is noted as a line item on the ASM&SC); beeper support reflects coverage for MUPS or enQuesta- related emergency situations only. Unless covered under a separate arrangement, support provided outside these hours will be invoiced at the off-hours support service rate as referenced in item F.7. What Guidelines Govern the Annual Software Maintenance & Support Contract, below. e 5. Items excluded from this plan include: training of new operators; consulting, hardware or site planning and infrastructure support; Value Added software support (for applications other than those referenced in Section E. 9.); or any topics generally considered to be "new business". This time would be billed periodically in quarter-hour increments unless specifically covered under a separate fixed-price agreement. Also excluded from this plan are Windows and other PC desktop systems support; communications or infrastructure support; support of situations which reflect your use of third- party vendors over which S&S has no direct responsibility, such as bill-print houses, banks, AMR vendors, or other such third-parties. The range of possibilities in these remaining topic areas is too great to formulate a fair and fixed-fee "technical support" aspect of the annual plan. As such, S&S supports this area on an as-occurs basis (or fixed contract, if specific work can be defined in advance) as incurred, and regrets any budgeting inconvenience this may cause. For the vast majority of technical or third-party situations which arise, S&S believes this method to be the fairest way to support customers in areas over which S&S has little, if any, ownership or systematic controls. 6. In 2002, all Systems Support Services will be invoiced at the rate of $160.00 per hour, in quarter- hour increments. Off hours support will be invoiced at $320.00 per hour. Involvement of other vendors, whose services may be required, in concert with or outside of work with S&S, shall invoice directly or through S&S at their own rates. An example would be billable services e ..' ':~ CONFIDENTIAL Page 6 401 Water Tower Circle Colchester, VT 05446 www.ssiuti!i1;ysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e through IBM Corporation, for AIX SupportLine or ConsultLine charges. Given that the range of systems support services generally reflects multiple S&S parties performing work prior to, during, and after the "face to face" customer engagement, daily rates or per-student charges may apply for some ranges of support services, including training classes. These shall be determined at the time of contracting and are subject to change at any time, depending on the scenario or the value-ad proposition to the customer. 7. All other MUPS or enQuestaor non-MUPS or enQuesta-related support services, preparation time, consulting, analysis, travel, or telephone and modem support issues will be invoiced on an as-occurs or fixed-price contract basis at S&S's discretion as incurred. Issues that S&S determine require extended support or support of third parties for resolutions to customer issues will in some cases be turned over to the appropriate third-party. (IBM AIX Support, for example, may be contracted on behalf of customers to conduct performance-tuning testing on their RISC System/6000s). Areas identified as those which would best be handled by third-parties will, time permitting and assuming a customer representative is available who has ownership for the issue, be discussed with customers prior to arranging the service. - 8. In an effort to limit the volume of systems change requests in 2002 (as S&S's resources are focused on the transition to enOuesta), minimum systems support services engagement charges, as reflected by the number of metered accounts your organization serves, shall accompany any requested modification to MUPS v7.0 or greater (customization/modification has already ceased for prior MUPS versions, per Announcements 2000-03 and 2000-03B), if such requested change is agreed to by S&S. 9. Administration: a. Customers are responsible for ensuring supported staff members are aware of these policies and procedures. A request for support from a customer assumes an understanding on the part of the customer of said policies and procedures. b. S&S asks that customers appoint a key individual (or select group of key individuals) through whom all support calls/requests will be sent in order to eliminate duplicate calls and/or faxes or e-mails. The Help Desk format relies upon an initial call being made, with specific backup material being faxed or e-mailed. The critical nature of the Help Desk call will be measured via the call and the conversation that ensues, not by the information faxed or e-mailed. Please originate or follow up your request with a telephone call. Also indicate a prioritization level. e S&S's objective is to ensure that customers be fully satisfied at all levels of engagement. CONFIDENTIAL Page 7 401 Water Tower Circle Colchester, VT 05446 www.ssiuti!i1;ysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A e Unless there is already an open work order which was correctly initiated via the Help Desk, correspondence sent to specific support individuals will NOT be forwarded to the Help Desk for logging. With the objective being quick, correct and efficient resolution to customer issues, customers must submit all correspondence to the Help Desk, not specific staff. Send your support issues to fax: 802-655-6570 or e-mail: support@ssiutilitysuite.com. support@ssiutilitysuite.com is the only authorized "support" email address; please do not forward correspondence to individual email addresses, even if those personnel may be part of the Help Desk staff group. We ask for your assistance in not circumventing the routing and support system; this is in place to ensure that all customer issues are logged and tracked centrally, and is essential in ensuring a high level of customer satisfaction. We thank you in advance for your cooperation. Requests are also accommodated through our customer web site, www.ssiutilitysuite.com/customer. Again, please precede or follow-up your submittal with a telephone call and indication of prioritization. e, c. Questions related to invoices outside of the Annual Software Maintenance & Support Contract must be addressed in writing to the S&S Finance & Accounting group within 10 business days of receipt of invoice in order that 30-day accounting cycles may be accommodated. Invoices are payable upon receipt. d. Verbal or written requests for changes or enhancements to application software which is in production use by your organization are not considered "support" items and therefore should not be requested via telephone from support personnel via the Help Desk. "New" enhancements or custom requests must be in writing using the Software Request Form, which all customers should have at their location, or which can now be downloaded from our customer web site, at www.ssiutilitysuite.com/customer. Please mail or fax all hand-written Software Request Forms to the Help Desk, or submit the request form electronically via our website. Once received, they will be routed to the appropriate parties. This process should be used judiciously to the extent that incoming requests should be "signed off" by the appropriate parties at the customer location in order to maintain control and understanding of the enhancements or custom modifications that have been requested. e. S&S requests that in cases of specific custom requests (modification; customization; new features; new interfaces; and enhancements to subcontracted solutions, such as Phone Touch and Web Touch via Frank Solutions) from a customer, the entire written scope of such e f/Iif1#' . . ~ CONFIDENTIAL Page 8 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 e e, e Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A request accompany the inquiry. A work order will be created such that 5&5 can log the request and pursue the engagement on behalf of the customer. 5&5 shall then validate the written scope document. Ascertaining and validating work scope can consume a significant percentage of the overall engagement and is a critical factor in ensuring overall customer satisfaction with any such custom engagement. f. Support plans shall continue to be modified in order to support customer requests and feedback. 10. It is required that all customers provide the requisite number (at least one) of dedicated asynchronous modem access lines (with modems) such that S&S can support customers on a 24x7 basis, if needed. It is expected that S&S not be required to call the customer to have modem access activated in any manner, as it may cause significant delay in issue resolution. In addition, it is requested that for those who have direct Internet connectivity that 5&5 be given inbound internet access (from S&S to customer) and outbound FTP and telnet access (from customer to S&5). This can be done using telnet, or the more secure IPSec protocol. Please see a more detailed description of the use of this particular protocol and support tool, on line at www.ssiutilitysuite.com/customer. Use of this tool will alleviate risk associated with slow, asynchronous modem access to customer's RS/6000 servers. "AP~~:' :> " ~1r~J~4 .~ -,.- ,.~ 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 1 2/5/01 CONFIDENTIAL Page 9 . e e Announcement 2001-01 2002 Annual Software Maintenance & Support Contract Attachment A G. Checklist: Please ensure you have reviewed the following items in order that the Annual Software Maintenance & Support Contract and a copy of this Attachment A may be signed and returned to 5&5 by January 1, 2002: 1. Have you read and understood these documents? 2. Have you reviewed this information with your management teams and support points of contact to assure that procedures are understood? _ 3. Have you signed and dated the 2002 contract? _ 4. Have you signed page 10 of Attachment A? _ 5. Have you faxed the contract and page 10 of Attachment A to Caroline Mashia at 802-655-4401? Signed: Company: Date: 401 Water Tower Circle Colchester, VT 05446 www.ssiutilitysuite.com p: 802-655-4400 f: 802-655-4401 12/5/01 CONFIDENTIAL Page 10 . Please refer to Augusta Utilities Department Customer Services System RFP #01-073A dated August 16, 2001. e . el' e . Augusta Utilities Department Customer Services Systems RFP # 01-073A VI. FUNCTIONAL REQUIREMENTS: CUSTOMER SERVICE Please indicate if your offering has the functions and features listed in the enclosed Customer Service table. Complete the Code block with the standardized values indicated below: Y - Yes. Vendor's offering completely meets the stated requirement via a standard feature. It does not require customization, programming, query or report assembly. Q - Query. Vendor's offering can meet the stated requirement with query or report assembly. State in the "Modification Cost" column any costs to the client to provide assembly. F - Future release. Vendor will provide this requirement in a planned future release and/or enhancement. State in the "Comment" column the planned release date. C - Customization. Vendor's offering will require customization and/or programming to accomplish the stated requirement. State in the "Modification Cost" column any costs to the client to provide customization. A - Add-on tool. Vendor's system can accomplish the stated requirement via an add-on or third party tool. State in the "Comment" column the name and supplier of the tool and in the "Modification Cost" column any additional costs to the client. N - No. Vendor's offering does not meet the defined requirement nor will it meet it in any future release planned for within the next 3 years. During proposal evaluation, blank responses will be rated lower than a "No" response. Please utilize the comments block to clarify your responses. If needed, please attach further comments on a separate sheet of paper, enclose with appropriate section and indicate specific reference number. Customization is included in our base pricing for software and systems support services. Clarification of the items noted with our comments will need to take place prior to negotiating a final fixed-cost contract. Systems & Software, Inc. Confidential 1 Rev. March 8, 2002 e e . Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment Enterprise-Wide Address Management 1. Support ability to classify entities by: y 2. - Billing Cycle I Route (at least 2 Y Four spaces are available for both Cycle and Route. Each field has 4 spaces. spaces for Cycle & 3 for Route) 3. - Type (customer, vendor, y* As long as this is a customer type property class, this is possible. Understand it is employee, facility, carrier, etc.). categories as discussed in reporting. 4. - Provide mechanism to ensure Y During our intensive data scrubbing and conversion, we eliminate duplicate address quality, for example, street names to ensure a clean conversion. This is for addresses and premises when there are multiple streets already in your CIS system. with the same name. 5. - Provide user-defined fields. y* While some fields do provide for user definition, this is not possible for all fields State number of fields and within the system. More information is needed to accurately assess. Certain type. functional areas of enQuesta offer user defined fields; not a system wide feature. 6. - Vendor and bid lists for N purchase requests. 7. - Minority and Women's y* We are able to track much of this information but would need to discuss the Business Enterprise (HUB's, details further to determine feasibility. Like other 5&5 customers do, can use MBE's, WBE's) codes to identify special needs/requirements customers. 8. Addresses are compatible with * Further clarification is needed. To the extent that 5&5 understands what AUD's specified GIS standards. current address scheme is, we would need to further scope this during fit analysis. 9. Support automatic assignment of * Further clarification is needed. We automatically assign customer, account and address entity and number, but allow CIS#. manual assignment. Systems & Software, Inc. Confidential 2 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 10. Address number must be y alphanumeric characters. 11. Multiple telephone fields (more than y two) with phone/fax designator. 12. All telephone number fields support NA To be discussed. Not a requirement. domestic and international numbers. 13. Ability to default account telephone C To be discussed. Modification, would need to see cost prior to making a area code. decision. 14. Support unlimited comment and note Y entry against address entities. Comments identified by person and include date and time stamp. 15. All entries identified by person user Y ID. 16. Provide for cross check of all address NA This would require a modification to our software_ Possible interface with third- data against U.S. Postal Service party software. Needs further discussion. Not a requirement. standards. 17. Individual fields for given name, C Currently the entire name is stored in one field. Needs further discussion. middle name, and surname when the EnQuesta will do a soundex (partial last name search) S&S needs to address entity refers to a person. investigate and answer. 18. Alphabetic "sort" name for each y* Our system is able to sort by name (left to right), address number, block, etc. To address, different than left-to-right be discussed. Meets requirement. alphabetic name of address entity. 19. Tax ID ofthe entity. Y 20. Allow inquiry to the Address y* Users can "drill-down" to account information via 70+ avenues, including those Management facility by address listed to the left. number, alphabetic "sort" name, and Tax ID, social security number and telephone number. Systems & Software, Inc. Confidential 3 Rev. March 8, 2002 e e -- Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 21. Minimum 5 lines of address beyond y the name, and city/statelzip. 22. Date effective on the address lines to y* Multiple addresses can be entered. Pop-up or search functionality is provided for support past, present, and future mailing address and service address. Once you find the premise or the customer, addresses. you can also see all of the other addresses associated with that premise or customer. 23. International postal codes and y designations (for use with suppliers). 24. Country code. N 25. Twelve position zip code, to allow for y "zip plus six" and a hyphen. 26. Unlimited contact names for each y* Further clarification is needed. If #26-30 refer to different customers at one address. address over time, then the answer is yes. However, if these questions refer to unlimited names at one time, we would need to further understand your requirements. Maintain up to 9,999 contact names per account. 27. 5 or more user-defined codes for each y* Please see #26. 5&5 defined fields. contact name. 28. A telephone number for each contact y* Please see #26. Yes name. 29. A salutation for each contact name. y* Please see #26. No. 30. A memo field for each contact name. y* Please see #26. No. 31. Multiple, multi-level structures that y* We have master, mail to, third-party billing addresses, etc. relate addresses in many-to-many relationships, such as parent/child; ship-to/bill-to/pay by (factor); etc. 32. Ability to access address information * To be discussed. Yes. Requirement of the GIS interlace as discussed. stored in additional, custom databases. Systems & Software, Inc. Confidential 4 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 33. Prints mailing labels for each type of y Using Cognos, users can create labels based on virtually any Data Elements on a address, based on any data elements system-wide basis. in the address file. Customer Information 34. Maintains customer information y including name, social security number, multiple phone numbers, driver's license, and date of birth. Also maintains same information for spouse. 35. Maintains information on active and y inactive accounts and on final accounts. 36. Allows a customer to be associated Y with multiple accounts, multiple services, and/or multiple premises. 37. Supports partial, Soundex, and wild N Yes. With exception of wild card. card search on a variety of account information, including account number, address range, customer name, partial customer name, driver's license number, social security number, federallD number, date of birth, spouse's name, meter number, and meter inventory location. 38. Generates form letters based on y We would need to discuss contact types. We create and can support generic specific contact types. Letters are letters. Pulls name, date and other pre-defined information onto letter. available for viewing online, and are customizable. Systems & Software, Inc. Confidential 5 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 39. Provides online access to a bill image y* Part of enQuesta's optional Advanced Customer Care package is online bill showing all components, including presentment, supported by our partner, Frank Solutions. rates. Bill images for a user-defined, table-driven period of time should be available online. 40. Provides online access to the past 'x' y* Amount of usage stored depends only on disk space, which is user-defined. years of usage based on a user- Retain history on line; dependent on how much disk storage AUD has. Server defined table-driven period of time, performance will be impacted by amount of online history. and to customer account transactions (including adjustments, with the ability to print a formatted statement of account for the customer). 41. Provides online access to cash y* Please see #39. All information on the customer bill can be presented online. payment transactions including up-to- the-minute memo postings. 42. Provides online access to deposit y* Please see #39. All information on the customer bill can be presented online. information including accrued interest and bill investigation. 43. Provides online access to weather Y Please see #39. All information on the customer bill can be presented online. data and degree-days by zones to support high-bill investigation. 44. Supports the recording, assignment, y* To be discussed. System meets requirement. resolution, and reporting of customer billing and service disputes. 45. Identifies customers or accounts Y whose change in service consumption qualifies them for another pricing or rate structure. Systems & Software, Inc. Confidential 6 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 46. Supports discounts for premises y qualifying as a facility with sub- metered units (master meter is read and the customer reads the sub- meters). Generates applications and maintains completed information for online access and re-certification. 47. Maintains multiple contact Y information related to the service address. The owner, manager, management company, etc. may be contacted to provide access to the premise, verification of tenant move- in and move-out dates, handling of returned mail, etc. 48. For the service address, maintains the y High/low utility usage can be viewed through enQuesta Consumption History winter and summer usage (monthly and the online edit. and peak). 49. Maintains an online history of all y Unlimited User Note Pad function across all modules allows users to enter (inbound and outbound) contacts with information, which is then time-stamped in the system alongside their user the customer, including comments number. entered by users. 50. Allows users to query and generate Y This may be accomplished by interfacing system data with Cognos Impromptu. reports on selected customer and premises contacts. 51. Ability to search customer records by y name, address, phone number, SIC code, type, SSN and Fed ID number, etc. 52. Ability to store Latitude/Longitude for y a service address. 53. Ability for customer to have a y different address than the service address. Systems & Software, Inc. Confidential 7 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 54. Ability to tie multiple accounts to a Y single customer under one master account, such as customer number and debtor number. 55. Ability to link customer service Y* PhoneTouch, our optional Interactive Voice Response solution, offers this database to phone system via CTI to capability. support screen popping. 56. Ability to link customer service y* PhoneTouch offers this capability. database to phone system via CTI to support self-service account status. 57. Ability to define various stakeholder * Unsure what is meant by "stakeholder." Further clarification is needed. classes and types in a single data Stakeholder is the class of service; this information would be common across location that is shared with all other aft enQuesta modules. modules (e.g. customer, employee, regulatory agencies). 58. Ability to integrate stakeholder * Please see #57. Current project scope doesn't include these interfaces with database with non-native modules other non S&S software programs. Data is available to AUD for extraction from another vendor (strategic and use in other applications. This is not an S&S scope responsibility. partner). 59. Ability to vary stakeholder data * Please see #57. With ad hoc reporting AUD can create custom reports. elements by stakeholder class or type. 60. Ability to capture correspondence y* If the correspondence were handwritten or extant, this would require using our and tie it directly to a customer record Document Imaging technology, an optional function of our Advanced Customer with a date/time stamp. Care offerings. 61. Ability to identify the service Y representative who processed a particular call in the system. 62. Provides quality reporting for y This can be accomplished using the Call Tracking feature available in our supervisor on the number of cases Customer Service modules. handled by a particular service representative. Systems & Software, Inc. Confidential 8 Rev. March 8, 2002 e - e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment Miscellaneous Customer Services 63. Ability to track the cycle time of a y* Requires mobile dispatching. Date & time generated, scheduled, and work order from request through completed is in system. Open order report shows open work orders by type, closure in the field (live). monthly. Additional reports can be created through ad-hoc tool. This does not require mobile dispatching. 64. Ability to track the resolution of a y* Requires mobile dispatching. Have the ability to generate a report to show the work order from request through time between open through close, by type. This does not require mobile closure in the field (live). dispatching. 65. Ability to analyze calls in conjunction F DSS for Oracle provides an OLAP environment for enhanced Business with data in CMMS through an Intelligence analysis. This optional system utilizes Cognos products. integrated OLAP application. 66. Ability to code service calls according y to type. 67. Ability to see workload status and Y cycle time for work orders. 68. Ability to update CIS database from N If Augusta is using our CMMS (Equipment Maintenance Scheduling) module and field input to the CMMS. mobile dispatching, this is possible. Through interface with GBA. Currently not part of scope. 69. Has web interface that only requires a F The next iteration will offer a browser interface. Planned for release in the browser for user access. Summer of 2002. As per 12/12/01 discussions, enQuesta will be ready for implementation by AUD between February and July, 2003. 70. Support for handheld/palm computer Y query and input of work order data. 71. The system has the ability to process Y Can do via phone, as well, with our PhoneTouch solution. credit card payments for walk-in and internet customers. 72. Ability to support multiple languages. N Systems & Software, Inc. Confidential 9 Rev. March 8, 2002 e e - Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment Payment Processing 73. Recognizes payments on a real-time Y Cash payments are recognized instantly in the system and are processed in basis. batches during cash updates. 74. Accommodates multiple payment Y types (cash, check, money order, credit card, point of sale, Ready Pay branch, EFT, bank by phone, etc.). 75. Applies payments to customer Y Yes, with the exception of by percentage. Payments allocated by priority only. account(s) in a user-defined, table- driven hierarchy. This hierarchy must accommodate partial, full, and over- payments across the various receivable types. Payments may be allocated by percentage or by priority across multiple services or accounts. 76. Ability to print a receipt after Y processing a payment. 77. Ability to encode a check at the point y* We assume that our endorsement feature (that prints on at-the-counter checks) of sale. would meet your needs, but would need to discuss further. As discussed 5&5 endorses the back of check at point of sale using 5&5 prescribed cash receipts printers. 78. Ability to process secure credit card Y Via PhoneTouch and WebTouch. transactions. 79. Supports processing of cash receipts N Cash is always receipted online and is processed in batches during cash updates. online or in a batch mode. 80. Allows users to set payment terms for Y customers. 81. Allows users to manually transfer Y User must reverse and repost the payment, or do an adjustment after the system misapplied payments between update is run. accounts. Systems & Software, Inc. Confidential 10 Rev. March 8, 2002 e e, e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 82. Provides batch posting of payments Y from central remittance system at any time upon request, 83. Scans checks for checking account N numbers as additional identification for customer, or to alert as to history of insufficient funds for that checking account number, and relay that information to the customer's master records. 84. Provides flexibility to have one or Y multiple payment stubs per customer while posting to one or multiple accounts. 85. Provides online cash corrections of y Corrections can be made online. Unposted cash does not exist within enQuesta, misapplied and un-posted cash. 86. Supports real-time validation and * Further clarification is needed to determine the role of the third-party bill memo posting of payments made to payment offices. 5&5 supports ACH and lockbox interfaces. Third party third-party bill payment offices. payment offices could be processed similarly via an interface but this would be scoped separately. Until an interface is designed these payments would be processed manually. 87. Supports the processing of advanced y cash payments, including the optional application of interest. 88. Supports collection of pre-paid taps Y This would be handled as miscellaneous cash. meter receivables. 89. Provides automated summary bill y payment posting and allocation. 90. Posts payments to accounts that have y User must first do a negative write-off and then post the payment. been charged-off - zero balances. Systems & Software, Inc. Confidential 11 Rev. March 8, 2002 It - e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 91. Supports online review of payment Y This information remains online indefinitely; therefore, it is determined by the transaction history for a user- user. Disk space is the only limit. maintained and table-driven number of months. 92. Associates payment type and check y* Payment history can incorporate notes with these details. number, draft number, etc., with specific receivables (bill line items). 93. Provides online research and/or y User can search online by name, address, etc. resolution capability for checks received without stubs not in balance with checks. 94. Supports automated non-sufficient y funds processing. 95. Provides tracking of customer Y payment dates. 96. Provides controls for processing third y* Accomplished through lockbox or remittance processor. party cash (e.g., bill payment offices or agencies collect payments from customers and forward cash to company to process). 97. Provides local office bank * Further clarification is needed. ACH which is one of the defined interfaces. reconciliation. 98. Supports bank reconciliation for all Y money transactions including cash payments, deposit refunds, rate refunds, etc. 99. Sends all transactions requiring review N and approval based on user specified table-driven parameters to an online work queue for review and approval prior to processing. Systems & Software, Inc. Confidential 12 Rev. March 8, 2002 e - e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 100. Generates reports identifying Q This could be accomplished with Cognos Impromptu. payments on inactive or final accounts. 101. Generates user-defined statistics for y all types of payments processed. 102. Supports payment-processing y capabilities for multiple entities. 103. Allows customers to pay separately Y If the customer pays by any way other than how the priority file is configured, this for each charge, one payment, or any is done manually. combination of their choice. 104. Provides ability to create bank draft y files to be sent to financial institutions for customers and entities using the bank draft program. 105. Accepts cash payments from any y entities for the utility's customers. 106. Accepts one payment from the y customer to be applied to multiple entities. 107. Accepts payments for deposit billing y for various entities. 108. Supports audit and reconciliation Y process for payment processing to customer accounts and various entities. 109. Applies payments to the customer Y Accomplished through user-defined priority table. account(s) in a user-defined hierarchy. 110. Provides flexible payment application y rules and regulations from various regulatory bodies and entities. Systems & Software, Inc. Confidential 13 Rev. March 8, 2002 e. _I e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 111. Processes cash payments paid in * Further clarification is needed of "user-defined." Handle one by one manual advance which may be directed to entry. user- or customer-defined specifications to various services, contracts, or entities. 112. Allows for automatic monthly C This could likely be done in the same fashion that ACH monthly payments are deductions from credit cards for done; fit analysis required. Additionally, credit card payments can be made via payment of customer bill. PhoneTouch and WebTouch. To be discussed. Primarily with T party credit card processor which has yet to be established. 113. Provides payment information storage Y If a customer elects to participate in ACH, the system stores their checking or for relevant information (checking savings account number. account number with payment, data from electronic provider). 114. Provides for payment batch reference y information. 115. Automates return items to Y incorporate batch processing and creates automated letter based on the returned item source code. Credit and Collections 116. Provides flexibility for incorporating Y rules and regulations from various regulatory bodies for collections, termination and payment arrangements. 117. Captures basic customer credit y information in order to provide a credit profile and credit scoring of the customer at the individual customer level. Systems & Software, Inc. Confidential 14 Rev. March 8, 2002 - e . Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 118. Monitors and reports payment Y behavior of customers for risk assessment. 119. Maintains a credit score with y collection points for credit scoring purposes applicable to all types of accounts. 120. Identifies customers who have been Q pre-approved for credit or denied credit. 121. Provides a letter of credit to a former y customer in order to establish credit with a new utility company. 122. Summarizes and prints the customer's N credit rating for the past 12 billing periods on the closing bill for use as a credit reference with another utility. 123. Provides a summary of all amounts Q owed by an entity having multiple service locations for active, closed, and pending accounts. 124. Supports a user-maintained, table- y Using the notice criteria file, users can select by revenue class, cycle, credit rating, driven schedule for collection, notice etc. and disconnect activity for each account type (e. g., residential, non- residential, calendar billed, etc.) and receivable type. 125. Supports an automated collection and y Users start this process and enter the relevant parameters for notice calculation. notice activity for all customers based on specific processing schedules versus a cycle basis. 126. Automatically generates past-due Y notices. Systems & Software, Inc. Confidential 15 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 127. Allows preventing turn-off of service Y for reasons of payment delinquency for accounts with: 128. - Payment arrangements (if being y kept) 129. - Bankruptcy proceedings y 130. - Medical certificates y 131. - Elderly customers y 132. - Aid to Dependent Children y 133. - Commission appeal pending y 134. Identifies and reports on non-paying, Y disconnect customers for subsequent follow-up. 135. Mails notices directly to customers y* This would be a third-party billing feature. To create a notice by route, except for those identified as needing messaging can be accomplished. We can consolidate groups of common special handling. debtors during conversion, which will allow for messaging for this specific group. Can also send messages at the individual level. 136. Identifies and maintains bankruptcy y information on the customer account. Upon notification that a customer has filed for bankruptcy, the account is closed as of the date of the filing. The delinquency process is stopped for the amount due at the time of filing. 137. Identifies customers who have been Y Ability to track this information is provided by changing the status or active code referred to a collection agency. of the account. 138. Initiates and monitors extensions. Y Systems & Software, Inc. Confidential 16 Rev. March 8, 2002 - e, e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 127. Allows preventing turn-off of service Y for reasons of payment delinquency for accounts with: 128. - Payment arrangements (if being y kept) 129. - Bankruptcy proceedings y 130. - Medical certificates y 131. - Elderly customers y 132. - Aid to Dependent Children y 133. - Commission appeal pending y 134. Identifies and reports on non-paying, Y disconnect customers for subsequent follow-up. 135. Mails notices directly to customers y* This would be a third-party billing feature. To create a notice by route, except for those identified as needing messaging can be accomplished. We can consolidate groups of common special handling. debtors during conversion, which will aI/ow for messaging for this specific group. Can also send messages at the individual level. 136. Identifies and maintains bankruptcy y information on the customer account. Upon notification that a customer has filed for bankruptcy, the account is closed as of the date of the filing. The delinquency process is stopped for the amount due at the time of filing. 137. Identifies customers who have been y Ability to track this information is provided by changing the status or active code referred to a collection agency. of the account. 138. Initiates and monitors extensions. Y Systems & Software, Inc. Confidential 16 Rev. March 8, 2002 . e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 139. Supports initiation or discontinuance Y of EFT participation based on customer's banking history (e.g., number of NSF, rejected fund transfers, etc.). 140. Provides for stop-payment capabilities Y* Ability to void checks is provided; stop payments are a bank function. on checks or drafts (with void date) issued to customers; provides ability to detect if the check is cashed later by the customer or the bank. 141. Provides for ad-hoc reporting Y requirements, including, but not limited to, open account balances by jurisdiction and receivable type, aging or receivables for accounts by receivable type, etc. 142. Reports receipts for write-off accounts N by billing entity. 143. Supports an automated interface with C Our Credit & Collections module stores the relevant information, and various various credit bureaus for data user-definable options are available. This may provide what you need here. To exchange and credit scoring. be discussed. Interlace to credit scoring vendor, which has yet to be selected. 144. Supports an automated interface with C Our Credit & Collections module stores the relevant information, and various various collection agencies. user-definable options are available. This may provide what you need here. To be discussed. Interlace to collection agency, Utility Collections Ltd. File layout required. 145. Provides flexibility to apply collection Y This flexibility is provided through notice criteria. rules specific to individual receivable types. 146. Removes or adds customers to special N User can select the customer, but it must be done manually or through a work programs (Ievelized billing, summary order. billing, etc.) based on the utility's credit assessment. Systems & Software, Inc. Confidential 17 Rev. March 8, 2002 - e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 147. Creates appropriate return item Y notices to customer based on method of payment (Le., check, credit card, electronic funds transfer). 148. Provides ability to view customer Q records with multiple accounts and displays the number of linked accounts with bad debts or unpaid balances. 149. Codes accounts to identify various Y credit types (Le., bankruptcy, deceased, bonds, LaC, etc.). 150. Tracks the total dollar amount by Y which customer accounts are secured (e.g., bond, deposit, LaC). 151. Ability to calculate interest on Y customer deposits. Billing 152. Support multiple billing accounts for a Y customer, each with the capability of including multiple services. 153. Supports summary, consolidated and Y We understand this question to be referring to master bills and two applications. dual billing. 154. Maintains "n" months of billing and Y History can be kept for an unlimited timeframe, contingent only on the amount of adjustment history. disk space, as defined by the customer. 155. Provides an online bill calculation Y* This function can be provided by PhoneTouch, our optional Interactive Voice feature and online generation of a bill. Response module. Systems & Software, Inc. Confidential 18 Rev. March 8, 2002 e e) e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 156. Supports interval billing for any N We understand this question to refer to billing dates and reading dates. Have 30 commodity to be billed. customers that would use these interval rates. OMI manages this program. Treat as a separate engagement or a special interface to use ad hoc tools to query. Unable to clearly define on 12/12 and as an interval billing process, clearly out of the scope of this project. 157. Supports billing for any number of y metered and un-metered services. 158. Supports calculation of bills based on y water service levels designated by rate. 159. Supports one time, recurring, and y contract charges, including calculating interest. 160. Supports billing for deposits, fees and y late charges based on cycle. 161. Supports leveled and estimated Y billing. Estimates can be based on multiple techniques. 162. Supports manual adjustment and re- y billing of an account with after-the- fact entry of required transactions. 163. Provides a highly flexible approach to C We design one bill format prior to go-live, based on Augusta's specifications. bill formatting which supports customer preference by account and client selectable levels of detail and summarization by company, account, rate component and customer. 164. Provides on-bill messaging by y customer or group. Systems & Software, Inc. Confidential 19 Rev. March 8, 2002 e e; e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 165. Provides billing crosschecks to ensure Y that all reads were inputted, all bills were calculated, and that all bills were printed for the scheduled cycles and off-cycle accounts. 166. Provides adequate control, balancing, y and reconciliation between the billing cycle revenues and the general ledger revenue cycles. 167. Supports multiple pricing Y components, multiple measurements, multiple rates, and multiple revenue components. 168. Processes and validates data y pertaining to rate releases. This is specifically for the rate effective date for new and existing rates offered to customers. 169. Calculates sample billings for test Y* This can be accomplished through our testing database. accounts without affecting revenue. 170. Provides analysis of customer usage y* This can be accomplished both online and in Cognos reporting. by customer class, customer type, volume or load factor, and customer rate. 171. Performs comparative analysis of Y customer usage and their current rate structure. Reports those customers not meeting or exceeding volume requirements for the existing rate. 172. Allocates water usage to contracted Y consumption, actual consumption, with differences for imbalance account. Systems & Software, Inc. Confidential 20 Rev. March 8, 2002 e e. e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 173. Identifies third-party billing agent, if Y applicable. 174. Accepts reads from multiple sources y (ITRON, ED I) or entities. 175. Provides for error detection if data is Y missing from any of the multiple entities needed to produce end- customer billing or entity billing. 176. Supports the audit process and y provides ability to trace the source of missing or disputed data. 177. Performs online cancellation and re- y Our system handles this through the high/low pre-bill edit process. billing of metered billings with online high-low processing validation. 178. Supports off-cycle re-billing for y adjustments, final bills, and special billings. 179. Posts preprocessed billing data from C meter translation system. 180. Supports complex negotiated Y arrangements per customer or customer class. 181. Calculates bills for third parties as well y as accepts line item charges for billing purposes. 182. Supports discounts for market y incentives or special contracts. 183. Allows services and charges to not be y charged as negotiated with customer, with restricted access. Systems & Software, Inc. Confidential 21 Rev. March 8, 2002 - e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 184. Provides full disclosure bill printing for * Further clarification is needed. AUD desires all billing components shown (ex. itemized billing components. BOD, EPA fees, taxes, water, sewer etc.). 185. Includes notification for regulatory y events and service options. 186. Displays customer usage patterns with Y comparisons to other class of customers. 187. Processes and validates data y pertaining to the charges published in the rates. Tiered (declining block, inverted block), baseline (minimum block rate), and seasonal charges are maintained. 188. Supports billing outside of company's Y service territory (i.e., a customer not associated to a premise in our service territory, in Columbia County) 189. Supports easy modification of the y billing cycle for an account and mass billing cycle changes to groups of accounts. 190. Accommodates billing of accounts on Y a bi-monthly, monthly, quarterly, semi-annual, or annual basis (e.g. by cycle). 191. Supports billing of temporary y* Temporary account billing is possible but we would need to discuss what is accounts within a user-maintained, meant by "user-maintained, table driven." This would be process driven, not table-driven time period. table driven. Driven via service orders. Systems & Software, Inc. Confidential 22 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 192. Supports the processing of a billing Y cycle even if all reads are not received for the cycle. Billing will be run for those accounts which have recorded usage with the option of estimating those accounts without recorded usage or delaying billing of these accounts. 193. Supports the billing of all accounts for y which recorded usage has been received regardless of the primary billing cycle to which the account belongs. 194. Supports customer-preferred due y date. 195. Supports multiple rate changes within Y one billing period for an account (e.g. water conservation rate) 196. Allows for addition and subtraction of Y meters in terms of usage for rate allocation. 197. Provides the ability to allocate the Y aggregate customer charge amount to each franchise area for aggregated accounts. 198. Provides online entry and y maintenance of user-maintained, table-driven rates with effective dates. 199. Provides customer with annual, semi- y* This can be accomplished by using Cognos reporting tools for graphs, charts, etc. annual, and quarterly summary billing/reports offering detailed categories and graphical analysis. 200. Ability to bill customers with multiple Y accounts under a consolidated billing. Systems & Software, Inc. Confidential 23 Rev. March 8, 2002 - e e Augusta Utilities Department 'Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 201. Ability to bill customers with multiple Y accounts under separate billings, if desired by customer. 202. Support for billing metered services. Y 203. Support for billing non-metered Y services. 204. Ability to bill both non-metered Y services and metered services on the same bill. 205. Ability to print special messages on Y bill from the system. 206. Ability to print special messages on Y the bill from external sources (advertising). 207. Ability to send billing data directly to Y* Faxed bills and electronic bills may be sent through WebTouch and PhoneTouch. a third party via workflow through the Internet or FAX. Accounts Receivable 208. Supports individual line items for a Y variety of receivable types. 209. Provides for the capture of Y receivables by user-maintained, table- driven components (e.g., company, rate code elements, etc.). 210. Provides flexibility to apply collection Y rules specific to individual receivable types. 211. Supports separate payment Y application and aging by individual receivable types. Systems & Software, Inc. Confidential 24 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 212. Provides visibility of miscellaneous y receivables billed through CS system. 213. Provides visibility of construction Y billing/customer advances for construction balances, whether billed through CS system. 214. Provides an online review of returned * Further clarification is needed. System has information for individuals. Summary check information. reports need to be generated via T party tool, Cognos. 215. Supports the online initiation of y* To be discussed. Per 12/13 conversation, it was agreed the most efficient refunds of overpayments on manner to handle refund checks would be through the enQuesta AlP module. individual accounts. 216. Supports the online initiation of y refunds on individual accounts based on recalculation of the bill for the appropriate period(s). 217. Supports the online initiation of mass N rate refunds according to parameters such as customer class, account status, rate schedule, and effective dates. 218. Supports the online transfer of y payments from one receivable type to another receivable type within the same account. 219. Generates and summarizes general Y ledger transactions by user- maintained, table-driven components (e.g., company, general ledger account) and generate journal entries for the General Ledger system). 220. Supports the reconciliation of CIS Y revenue with the General Ledger receivables. Systems & Software, Inc. Confidential 25 Rev. March 8, 2002 e e -- Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 221. Provides required controls for all * Further clarification is needed. Process discussion, see 215. refunds. 222. Provides separate detail of receivable y* To be discussed. Limited by G/L interface. types for correct interfacing into external company accounting systems. 223. Provides a report to measure and N evaluate shifts in unbilled revenue resulting from non-cyclical billing. 224. Provides ability to track and age Y receivables for multiple companies. 225. Allows for the online transfer of * Further clarification is needed. Per 12/12 conversations, intent was payments and receivables in a inconclusive, outside of scope. multitude of scenarios (e.g., with an entity or between entities). 226. Supports accounts receivable * Please see #225. Same as 225. processing needed for settlement between entities. 227. Transfers receivables from one entity Y to another. 228. Provides access to AIR via Internet. y* Customers can view their account balance via the internet with our WebTouch product. 229. Provides accounts receivable for any Y level of billing determinants, charges, or fees. Accounts Receivable: Customer Master 230. Default revenue account for customer. Y Our system handles this through denoting a "sales class." 231. Assign AR posting account by Y Our system handles this through denoting a "sales class." _. L -- Systems & Software, Inc. Confidential 26 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment customer. 232. Balance forward or open item flag by Y customer. 233. AIR parent account for billing. Y A general ledger number is associated with the sales class. 234. Last sale date. Y 235. Sales year-to-date. Y 236. Sales last year. Y* Information accessed via report only, not through inquiry. 237. Year-to-date sales. Y Information accessed via report only, not through inquiry. 238. Sales last year. y* Information accessed via report only, not through inquiry. 239. YTD/prior YTD sales by period. F Report generated via Decision Support Solution (DSS) for Oracle. 240. Contact(s). How many? Y All additional contacts handled through Additional Address File. 241. Credit hold flag. Y 242. Credit limit. N 243. Statement option (yes or no to get * Further clarification is needed. Assuming that e-billers would not get paper bills statement). then this is true. 244. Interest charges option. Y 245. Current and late payment charges. Y 246. Balance due. Y 247. Credit rating. Y 248. Last payment amount. Y 249. Last payment date. Y 250. Terms. * Further clarification is needed. Per 12/12 discussion, AUD could not identify the Systems & Software, Inc. Confidential 27 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment intent. To discuss. 251. Year-to-date payments. Y This information is kept on the customer master record. 252. Number of invoices this year. N 253. Number of invoices last year. N 254. Number of times past due - current Y year, prior year. 255. Highest balance. N 256. Late payment charges, current year, Y prior year. 257. Average days to pay. Y The due date is set by the user. 258. Invoice copies required. Y 259. Customer type Y 260. Statement cycle (e.g., week, month). Y 261. UPS zone code. Y 262. Notes (miscellaneous additional Y information). 263. Status flag (Y/N) indicating whether Y mailing has been completed. 264. User-definable fields. * Further clarification is needed to determine what is meant by "user-defined." Meets the requirement to the extent that report codes are available. 265. Multiple customer types. Y 266. Number of mail-to addresses Y* To be discussed. 9,999 per 12/12 conversation. supported. 267. Customer status code. Y Systems & Software, Inc. Confidential 28 Rev. March 8, 2002 e e, e Augusta Utilities Departm€!nt Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 268. Penalty flag. y 269. Penalty charge percent. y 270. Corporate customer number y (corporate/subsidiary relationships). 271. A primary credit status text message Y indicating current credit situation of the account. 272. A temporary credit status text Y message describing needed action on the account. 273. A code to "hold invoices." y 274. User-defined payment terms code at Y The due date is set at billing. the bill-to level. How long is it? 275. Ability to have a different payment Y We understand this to mean that this refers to different cycles. terms code at the bill-to as compared to a parent company. 276. A designated collections manager by * Further clarification is needed. NO account. 277. A designated credit manager by * Further clarification is needed. NO account. 278. Date of the last credit review. Y 279. A monetary credit limit. N 280. A domestic language for the N* To be discussed. Not required. customer that controls the language of customer's invoices. 281. Indicator for sending statements to Y the bill-to or parent account. 282. Indicator for sending invoices to the y bill-to or parent account. Systems & Software, Inc. Confidential 29 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 283. Indicator for whether to print y delinquency notices. 284. Code for the number of delinquency Q notices to print before placing the account on hold. 285. Indicator whether to apply late y payment charges on overdue accounts. 286. Code whether to list customer on y Collection Reports. 287. Code for automatic cash application * Further clarification is needed. Meets the requirement, via payment priority algorithms. table. AUD can select priority. 288. Dun & Bradstreet number. N 289. Customer TRW number. N 290. Date customer was added. y 291. Model set of G/L accounts for N automatic distribution with override capability when an invoice is entered for the customer. 292. Can the customer file be shared with Y other applications such as accounts payable? 293. Track customers and customer activity Y by cycle, department, division, project, etc. 294. Customer file notes in chronological y order, by invoice or sales order or by collections analyst. 295. Check for duplicate customers based y on user-defined parameters (e.g., Systems & Software, Inc. Confidential 30 Rev. March 8, 2002 e - e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment alphabetic similarities, phonetic similarity, phone number, postal code, etc.). 296. Ability to link together multiple y customers for inquiry and reporting purposes. 297. Restrict ability to add, delete, or y modify customer information by users. 298. Ability to track additions, changes, y and deletions to customer files with an audit trail. 299. Provide option to use a next number y capability for assigning customer and invoice numbers with ability to ensure that duplicates do not occur. 300. Ability to purge inactive accounts, Y with restricted access. 301. Ability to specify in the customer file if N billing requires a sales order and shipping document. 302. Ability to specify default payment N terms (split, standard net terms, proximate days) for each customer with system edits and override ability. 303. How long may the customer number N Uti/itySuite account numbers are a maximum of ten digits. Meets the be? Is it at least 12 digits (10 for requirement. account number and 2 for occupant code)? 304. Is the customer number N alphanumeric? 305. Can the customer master be accessed y by: Systems & Software, Inc. Confidential 31 Rev. March 8, 2002 . e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 306. - Customer name? y 307. - Portion of name? Y* Customer master can be accessed if the user knows the first few letters of the surname. Meets the requirement, original comments were confirmed. 308. - Telephone number? Y 309. Can customers be classified by user- * Further clarification is needed to determine what is meant by "user-defined." defined classifications? How many Yes, in accordance with 12/12 demonstration. classifications? 310. Are all customer codes in user- Y defined classifications validated during online entry? 311. Can contact names be included with Y All additional contacts are handled through the Additional Address table. the customer master record? How many contacts? 312. Can textual notes be included with Y There is an unlimited User Note Pad feature across all modules. the customer master record? How much text? 313. Can a customer be identified as a Y competitor? 314. Can a customer be associated with Y other customer master records such as a parent company and a subsidiary company? 315. Can tickler messages be left for y* The System Administrator can send messages, but it does not automatically pop automatic display on specific dates for up to all users. follow-up with a customer? 316. Customers can be set up at the * Further clarification is needed. Not a requirement. system level and shared across organizations or set up at the individual organizational level. 317. System allows inactive customers to Y be flagged and prevented from being Systems & Software, Inc. Confidential 32 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment used. 318. User-defined alert messages. How y* To be discussed. Meet the requirements. many per customer? 319. Parent/child relationships by y Two levels. customer. How many levels? 320. Language preference code that N determines what language a customer's invoices will print in. 321. Balance forward/open item flag by Y customer. 322. Ability to set up one-time customers Y with minimal data entry as compared to a regular customer. Accounts Receivable: Invoice Entry 323. Cash basis accounting for invoice N entry option. 324. Add new customer on the fly during Y invoice entry. 325. Reference fields available. How Y many? 326. Choice of posting period. y* To be discussed. AUD to advise, discuss current process. 327. Terms. y 328. Job. * Further clarification is needed. Yes, Misc. AIR. This does not provide job cost accounting. 329. Miscellaneous charges. y Systems & Software, Inc. Confidential 33 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 330. Repetitive billing. y Allows for billing schedule and category definition for auto-invoice production. 331. Message lines. y 332. Multi-page invoices. y 333. Custom designed invoice statements. y* Specifics will be discussed prior to conversion. Will discuss design during implementation. Per 12/12 discussions can pick design AUD desires within technical boundaries. 334. Automatic invoice numbering. y 335. Checks for duplicate invoice number y at data entry. 336. Debit/credit memos reference original y* We match credit memos against invoices, but variance is not measured. More invoice. information/scoping is required. Not a requirement. 337. Reason codes for debit/credit memo. y 338. Cycle billing - reoccurring invoices. Y 339. Manual invoices. y 340. Overridden terms code at time of N invoicing. 341. Ability to change recurring invoices Y anytime during their duration without requiring deletion and re-adding. Restricted 342. Future dating of invoices. N 343. Generate invoice proofs for review Y and potential adjustment prior to final invoice run. 344. Distinguish different types of billings. Y 345. Customer invoices and statements to Y _11_... J:____ __ _,L._ . .-..&.- Systems & Software, Inc. Confidential 34 Rev. March 8, 2002 - e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment allow for comments to customer. 346. Ability to enter fixed and user-defined y miscellaneous amounts on sales order, invoice, or credit memo (e.g., restocking fees, return freight, processing charges, etc.). 347. Are G/L distributions edited against Y the G/L chart of accounts? 348. Can any alternate G/L account N numbers be used during invoice entry? 349. Can entries be batch controlled? y 350. Must entries be batch controlled? y 351. Customer lookup in a window during y invoice entry? 352. G/L account lookup in a window Y during invoice entry? 353. Can invoices be voided with Y automatic reversal of the G/L entries? Restricted 354. Can invoices be split to multiple funds N creating automatic inter-fund entries? 355. User-defined invoice types can be N created, reported by, and sorted on. Accounts Receivable: Cash Receipts and Adjustments 356. Enter non-AR cash in cash receipts Y program. Systems & Software, Inc. Confidential 35 Rev. March 8, 2002 - e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 357. Enter cash in account. y 358. Post deposits before invoicing. y 359. Write-off small amounts at cash y application automatically or manually. 360. Reinstate NSF checks. y 361. Reapply previously entered cash. y 362. Prints bank deposit slip within AR. Y Bank deposit information is printed on end-of-day cash receipting reports. 363. Partial payments. y 364. Overpayments. y 365. Insufficient funds. y 366. Payment processing/adjustments y posted real-time. 367. Adjustment entry allowed with Y security. 368. Applies debit/credit memo (non- Y invoice) to overall balance. 369. Invoice currency different from cash * Further clarification is needed. Not a requirement. application. 370. Applied cash payments to customer Y account. 371. Application of single payment to y* We are assuming that "invoice" means a CIS bill. multiple invoices. 372. Automatic cash application. y 373. Lock box processing supported. Y 374. Cash-in-advance payments. Y System issues a credit balance on the report. Systems & Software, Inc. Confidential 36 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 375. Voided checks/reinstate invoice. y* We are assuming that "invoice" means a CIS bill. 376. Support a dollar match inquiry for y* We are assuming that "invoice" means a CIS bill. outstanding invoices. 377. Ability to generate a tickler list for * Further clarification is needed of the type of work or paperwork. Meets the paperwork requiring special handling. requirement; by report code type. 378. Generate cash receipts N reports/journals with user-defined sequencing including by invoice number, sales order number, and date or dollar amount. 379. Ability to process one payment to Y many accounts and to transfer cash applications from one account to another. 380. Ability to process adjustments during y cash applications. 381. Identify short pay items with option to Y generate charge-back invoice. 382. Allow specific users to generate credit N memos or direct account adjustments based on certain tolerance limits (percent or dollar amounts). 383. Support miscellaneous cash receipts Y without invoice. 384. Process charge-backs. y 385. Ability to select a range (depending * Further clarification is needed. Not required. on selection) of invoices to be paid with individual override capability. 386. Full support for payments by draft y and statement. Systems & Software, Inc. Confidential 37 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 387. Can payments be voided with Y automatic reversal of G/L entries? 388. Can a single check be credited to Y multiple customers' accounts in different funds during one transaction process? 389. Notes can be entered on any Y There is an unlimited User Note Pad feature across all modules payment or item in accounts receivable during entry of receipts without exiting to another screen. 390. Cash application can cross customer * Further clarification is needed. Per 12/12 discussions this is handled within and/or fund boundaries with the IFAS. proper inter-fund entries being made to the general ledger. 391. Ability to select invoices to pay based y on any combination of: 392. - Fund. y* We are assuming that "invoice" means a CIS bill. 393. - Customer. y 394. - Due date. Q This information is stored in the system, but there is not currently a look-up feature for it. To be discussed. Ad hoc query report of receivables by due date. 395. - Amount range. Q We are assuming that "invoice" means a CIS bill. 396. - Parent. y* We are assuming that "invoice" means a CIS bill. 397. - Invoice range/statement number. y 398. - Payment method. y* We are assuming that "invoice" means a CIS bill. 399. - Invoice date range. y* We are assuming that "invoice" means a CIS bill. 400. - G/L date range. y* We are assuming that "invoice" means a CIS bill. Systems & Software, Inc. Confidential 38 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment Accounts Receivable: Credit and Collections 401. Dunning letters. y 402. Customer action lists. y 403. Credit agencies reporting. Which * Further clarification is needed. Function of interface will be determined based ones? on credit reporting agency chosen. This would be a separate modification. 404. Online inquiry of suspended returns Y available to credit manager. 405. User-defined credit memo C This may be user-defined during set-up of the system. To be discussed. Meets transactions. the requirement. Done through setup by adjusting codes and descriptions. 406. Report of customers up for credit y User may run a notice report by credit rating, aged trial balance, etc. review, who have exceeded their credit limit, who have been "worked", who have receivables at certain aging periods, etc. 407. Automatically increase or decrease y Currently, no letter is generated. To be discussed. Not a requirement. customer credit limits and generate a letter of notification to the customer. Credit limit increase or decrease to be based on specified criteria {algorithm} which the system will calculate. 408. Specify customer notes or messages N with a future tickler date online. 409. Automatically generate and fax credit y* The data must be entered manually and then this is handled through a work references for credit checks. order. 410. Process a variety of dunning letters. Y 411. Review online trend analysis for the Q last 6 months {minimum} for sales, returns, bad debit, and average days to pay. Systems & Software, Inc. Confidential 39 Rev. March 8, 2002 . e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 412. Tickler notes by invoice and/or N We offer ways of alerting the credit & collections managers of accounts customer that alert credit and that need action on a certain day. To be discussed. No, not automatic. collection managers on specific dates. Accounts Receivable: Inquiry 413. Online aging. y 414. Rolling, online inquiry of sales. y 415. History & online inquiry of detail y transactions against invoice. 416. Ability to inquire and report based on Y Combination of UtilitySuite standard reports and Cognos Impromptu. customer parent/child relationships. 417. Online inquiry and reporting of Y customer ledger information by any combination of: 418. - Date or date range (invoice date). y 419. - Sales order number. N 420. - Check number, date or amount. y* Date only. 421. - Invoice number range. N 422. - Any part of customer name and y address. 423. - Parent. y 424. - Date or date range (due date). N 425. - Date or date range (G/L date). y 426. - Paid, unpaid, or both. N 427. - Statement number. N Systems & Software, Inc. Confidential 40 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 428. - Check number. N 429. - Fund. Y 430. - Invoice type. Y 431. Customer ledger information to Y include open and closed invoices with line item descriptions and notes, general ledger account distribution, cash receipts details (check number, date, amount, description), and adjustments details. 432. Ability to search invoice journal by y customer, order number, order type, dollar amount, date, and cash receipts details (check number, date, or amount). Accounts Receivable: Reporting 433. Print master file changes. C This is not currently available but could be an enhancement. To be discussed. Meets the requirement. 434. Print aged trial balance for summary y total only by customer. 435. Print aged trial balance for other user- Y defined selection criteria. 436. Finance charge journal. y 437. Mailing labels. y 438. Cash application worksheet. * Further clarification is needed. Meets the requirement. 439. Customer master file list. y Systems & Software, Inc. Confidential 41 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 440. Transaction register. y 441. Cash flow due in. F Report generated via Decision Support Solution (DSS) for Oracle. 442. G/L distribution. y 443. Past due list. y 444. Aging reports (showing invoice Y detail). 445. Daily cash receipts. y 446. Open item report. y 447. Customer statements with receipts Y activity, upon request. 448. Finance charge register. Y 449. Summary aged trial balance by y customer. 450. Cash receipts/adjustments register. Y 451. Invoice register. Y 452. Customer cash payment turnaround. Y 453. Audit trails. y 454. Ability to run ~ report "as of" any N date at any time. 455. General ledger distribution. y 456. Statements by credit Cycle Y 457. Produce aged open receivables list by y customer name, customer number, or dollar amount. Systems & Software, Inc. Confidential 42 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 458. Produce invoice distribution register Y by invoice number, order number, or dollar amount. 459. Report on customers based on user- F Report generated via Decision Support Solution (DSS) for Oracle. defined criteria (e.g., all customers in New York with amounts invoiced YTD greater than certain dollar amounts or accounts receivable aging over 60 days old). 460. Report on customers and customer F Report generated via Decision Support Solution (DSS) for Oracle. activity (e.g., invoices receipts, adjustments) for specific departments, divisions, product classes, etc. as of particular points in time or periods of time. 461. "As of" date reporting throughout Y system. 462. Is there an overdue accounts report Y by cycle? Accounts Receivable: Miscellaneous 463. Invoice printing without order entry. Y 464. Can print transaction before/while Y post. 465. Can save invoice line item detail. For C For as long as is needed. how long? 466. User-definable aging buckets. How Y Ten buckets. many? 467. Historical revenue data retrievable for F Report generated via Decision Support Solution (DSS) for Oracle. comparison. Systems & Software, Inc. Confidential 43 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 468. Closed items remain intact for user- Y* For as long as is needed. definable periods. 469. Multiple funds maintained with inter- N fund transactions. 470. Supports cycle statement processing. Y 471. Specifies cut-off date for items Y included in statements. 472. Only open items appear on Y To be discussed. Meets the requirement. statements. 473. Auto generation of journal entries for y* Able to make notations through unlimited User Note Pad feature across all interfaces. modules. 474. Customer search by: Y 475. - Partial customer number. Y 476. - Partial customer name. y* User must know first few letters of surname. 477. - Invoice number. y 478. Receivables unrealized gain/loss. N 479. AR consolidated aging. Y* Further clarification is needed. Meets the requirement. 480. Receivables statements. Y 481. Net monthly {Prox} terms for AR. y 482. Balance forward and open item y accounting. 483. Multiple periods open. Y* Further clarification is needed. No, must close current period. 484. Aging calculated from invoice date. y 485. Aging calculated from due date. y Systems & Software, Inc. Confidential 44 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 486. Finance charges can be created Y automatically. 487. Average receivable payment days N based on weighted smoothing. 488. Monthly statement code by customer. Y 489. Specific date statements. Y 490. Special messages statements. Y 491. User-defined reason codes. y* To be discussed. See 405. 492. Reason codes retained in G/L. Y 493. Generate "on demand" statements Y and invoices. 494. Automatic statement, invoice, etc. y* This functionality is available via PhoneTouch and WebTouch, our optionallVR facsimile generation. and web interface solutions. 495. Generate customer statements that Y include prior month total billings, payments, adjustments, and carry- forward net balance due. 496. Ability to define commission effect of * Further clarification needed. Not a requirement. credit memos (by division, etc.). 497. Track customer returns, items in Y disputes, suspense items, etc. 498. Letter of credit tracking. Y 499. Automatic update to general ledger Y in detail or summary. 500. Ability to void cash applications and y* We are assuming that "invoice" means a CIS bill. invoices with automatic system reversal of the account and general ledger distribution. Systems & Software, Inc. Confidential 45 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 501. Supports balance forward processing. Y 502. Supports open item processing. y 503. Ability to enter a partial transaction, y exit the screen, and come back later to finish. 504. Ability to automatically create letters y to customers that document that they have been charged interest on their account. 505. Ability to generate messages to Y customers during receipt entry and posting that will appear on their statements. 506. For detail line items, ability to user- N No changes to history files. define for all fields whether and in what circumstances the field is allowed to be changed. Miscellaneous Billing/Outsourcing 507. Ability to facilitate enrollment and y This function is available via WebTouch, our optional web interface. processing of utility services for end- use customers via the internet. 508. Ability to identify sources of services * Further clarification is needed. Not a requirement. at the customer level (e.g., customer's service source is from three different entities). 509. Ability to define entity's profile and * Further clarification is needed. Not a requirement. entity relationships. This includes ability to handle set up and revision of entities. Systems & Software, Inc. Confidential 46 Rev. March 8, 2002 e e -- Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 510. Ability to bill for a variety of products y and/or services for multiple entities and handle the appropriate accounting (e.g., accounts receivable, ownership, etc.). 511. Ability to send customer usage and * Further clarification is needed. Not a requirement. billing information to other entities for their bill processing. 512. Ability to bill for other entities within * Further clarification is needed. Need more information. Columbia County the water/sewer transaction. relationship. Therefore, separate engagement. 513. Ability to accept data from multiple * Further clarification is needed. sources. These sources can be outside companies or new business ventures within the company. 514. Ability to consolidate billing for large y corporate customers services. Rates 515. Supports multiple, easily modified y rate schedules. 516. Supports rate migration where a y The system accommodates multiple rate changes at any point in the billing cycle, customer may be billed on a different calculates charges for old and new rates, and displays the old and new rates on rate structure each month based on both the screen and the bill. usage. 517. Provides multi-tiered rates for each y billing component. 518. Provides online entry and y maintenance of user-maintained, table-driven rates with effective date. Systems & Software, Inc. Confidential 47 Rev. March 8, 2002 e e ,e Augusta Utilities Department Customer Services Systems RFP # 01-073A Customer Service Modification Item Code Cost Comment 519. Maintains rate schedules with rate Y factors applicable across rate schedules as well as customer or rate specific factors. 520. Accommodates unbundling of y services through the rate structure. This may require accommodation of a rate, which includes multiple components. 521. Supports multiple billing determinants y per meter, per customer, and per premise. Note: A determinant is identified as the lowest level increment (or component) of a billing calculation. 522. Accommodates proposed rate Y This can be handled via our testing database. changes without affecting the customer record for rate analysis or customer negotiations. 523. Supports the application of discounts y at customer level or by rate class. 524. Provides real-time rate analysis for y This can be handled via our testing database. customer negotiations, comparisons, and rate projections. 525. Provides scenario analysis for rate Y* design across multiple entities. Ability to determine impact with aggregated billing and competitive billing. 526. Provides flexible entry and y* We would need to discuss what exactly is meant by "re-authentication", but the maintenance of pricing components other functionality is available. Meets the requirement via flexible rate table. and the relationship to the various entities and periodic re-authentication of components. Systems & Software, Inc. Confidential 48 Rev. March 8, 2002 e e e Augusta Utilities Department Customer Services Systems RFP # 01-073A Interface specifics from on site fit analysis sessions week ending 12/14/2001: 1. Interfaces specifically referenced/priced in budget detail document: a. FMS Interface. GL interface. Send skeletal GL to their SunGuard GL system, called IFAS. Text file is what AUD prefers. See item 390. b. Bill print vendor interface (they don't print bills in house). Accudata is vendor. Accudata does the CASS for AUD. New data not brought back into CIS system. Billing file exported to Accudata; they CASS it and mail it each time. They print: i. Utility bills II. Disconnects iii. Customer letters Need to assess whether disconnects and customer letters would still be done through Accudata, or printed in house and mailed from AUD offices. c. OCR on bills d. Lockbox. This is done through Accudata, too. e. ACH bank draft. Livewire. AUD>Georgia Bank and Trust. f. AMR/hand held meter reading (moving to radio reads in 2002 with ERTs [device file ramifications)). Use Itron MVRS. g. GIS address file upload (standardized city addressing, like AWU). GIS will not update utility billing. This is an address file with street #, direction (n/s/e/w). Total 6 fields. All separate fields. See items 8 and 32. h. Utility Collections Ltd. Interface (Collection Agency file - one way from AUD>Utility Collections Ltd. No file coming back in to AUD). i. TSS/BOD - no reference above, or in budget detail, however Dave's 12/20/01 executive summary indicates an upload from PACS system. One way. No sending data back to PACS. J. Credit Rating Agency Interface. See 143 and 403 above. This vendor is not selected yet. k. FSIIVR. I. FSIIWR (access via web; not EBPP [e-billing)). m. FSI Telepath credit card processing for IVR and IWR. Systems & Software, Inc. Confidential 49 Rev. March 8, 2002 -, .sta Utilities Department - User Matrix Confidential Page 1 ...(<?~ . cWl!B ,~ ~ fY.ffi..fM1,~ ~~ ..~~~~ .~~ .'~~ ,..~~ ".'~ r---=-- -- - --- - - -. - - - - - -. W - '---,r--" . ._._ w'r--'- ....._ I iPc,~~ ~i\',fu Im-~ro@.,vi):ill,'\i; II Ii I~ ~ II 11 I (OO..~~ ~ . 'i J'I L_______.__.. .___ ._ .__ ._._...._ __IL._.___..____________ _u ~ @Xl ~. Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 '~ 5/22/2002 ~~ ~ 'ft@[!gj] 7J@)JJ ~ . ... - . llr lI~JL@:I] 1JP Q[~- '-1 _.n. -- -- - --..- __ .___________ __.___._.___.______ __.J ___._______~_ ___~ A :::Josta Utilities Department - User Matrix Lois Archie Billing Pre Billing Edits, calculations, billings. 1 user MB Don Bently Delinquent Accounts Collections and edits 1 user MB Elana Bishop Service Orders Meter change outs and Finals for the South Maint. in City Area Dispatch for the north side. She has produced 3,000 wo's in Harris this year and then have 900 GBA wo's enerated from the 3,000. Shared for Look up 1 user MB Field Service Group Field Service Inquiry 1 user MB Cashiering Lynn Dunham Cashier Cashiering Supervisor 3 stations all need drops for the receipt rinters Supervises Cashiering area staff 1 user MB Beth Axon Cashier All Function 1 user MB Tracy Morgan Cashier All Cashier stations need a drop for the cash receipting printers and the area needs a printer networked for du Iicate bill rintin All Function 1 user MB Marina Smith Cashier 1 user MB Open Position Cashier 1 user MB Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 .sta Utilities Department - User Matrix e e Max Hicks GM BS April Myers Asst to GM Tap Sales Coverage for other sites. Look up abilities 1 user BS Lerha Thompson Exec. Asst Look up only 1 user BS Steve Little Asst Director of Inquiry, Reporting and Analysis 1 user Finance BS Angie Dixon Accounting Inquiry, Reporting and Analysis 1 user BS Ellie Hazel Accounting Inquiry, Reporting and Analysis 1 user BS r ~~~ -.-------ll-----..-----IGN~~-~lll\~I;'~~;;-.- -~[lf@~~-~ ~_ I i Illf~, ~~ ~1n"1.i&, M.:..~ I~~ ~~ II I I !I Il' II I I 'I ! I Ji I [Q@ tiifJ\Y,@ ~~ii(..:wfl ~:!@f,n@ ~~1, 1.l@:Q:Il? /ThtJ ~ GlF-;@ Lll1~(:;j Jll I I I: ~j(@i' fi1(~ I ...---- l --____----J_ ----- ____.___________ -------_______J Gwen Elam New Sites e Tap Sales, Create Account, Add charges and MTR reading 1 user CA Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 sta Utilities Department - User Matrix Joan West PO Brenda Grimstead PO Vicki Adair PO Vivian Wright PO Patricia Boozer PO Alma Stephenson PO Cash Receipting Betty Helmly PO Manager Customer Service 1 user Customer Service Rep All Function 1 user Customer Service Rep All Function 1 user Customer Service Rep All Function 1 user Customer Service Rep. All Function 1 user Customer Service Superintendent All Function 1 user Cashier Head Cashier 3 stations all need drops for the receipt printers All Function 1 user Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 usta Utilities Department - User Matrix Cashier All Function 1 user PO Jesse Johnson Cashier All Function 1 user PO Amy Pryor Delinquent Accounts South Side Area acts as Dispatcher for WOs 1 user PO Henry Gilmer Dispatcher One of three that are always on duty. Access would make their job more efficient 1 user PO Meter Reading Office shared PC Meter Office Meter Reading/ Look up 1 users PO Mike Morgan Head Meter Reader Meter Reading/ Look up 1 user PO Susan Pogue PO Secretary for Construction/ Maintenance Create new sites and accounts and work orders. 1 user rTF;?=----===----,I------,I--.---~r2~ ~~U\5 ------.-.-~~--JL--___.__.______1L!~_. ~~___--.J Tameka Allen IT Director 1 user AN Mike Blanchard Applications Manager 1 user AN Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 .sta Utilities Department - User Matrix Tanya Johnson Project Manager 1 user AN Mark Smith Application Specialist 1 user AN P.c. Abraham Application 1 user Specialist AN Edward Summers Application 1 user Specialist AN ~----------l---------r----"-----~~flf(,-~ L~_==~~______ _____1____.__ -__.__JL___________ ._____ __ ----.-----------.JL_~~~__==__J Tommy Brown System Administrator 1 user AN Annette Coker DBA 1 user AN Kevin Luce LAN 1 user AN Russ Burden LAN 1 user AN Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400 .sta Utilities Department - User Matrix 'i\ '-= Marty Lick Trainer 2 users AN Training Room 1 Classroom 18 users Courthouse Buildin Training Room 2 Classroom 8 users Courthouse Buildin Systems & Software, Inc. 401 Water Tower Circle, Colchester, VT 05446 802-655-4400