HomeMy WebLinkAboutStaff Report 3.G 11/17/2014DATE:
Im
FROM:
Agenda Item #3.G
November 17, 2014
Honorable Mayor and Members of the City Council through City Manage
Dan Stall CE—Director, Public Works & Utilities
Leonard Olive—Operations Manager, Public Works & Utilities
SUBJECT: Resolution Authorizing the City Manager to Execute a Professional Service
Agreement and all Other Documents Necessary to Purchase and Implement Asset
Management Software from Lucity, Inc. in a Phase I Not to Exceed Amount of
$145.290 and a Three Year Full Project Implementation not to Exceed Amount of
$309,330 for Which Budget Approval is Required.
RECOMMENDATION
It is recmmmended that the City Council adopt the attached Resolution Authorizing the City
Manager to Execute a Professional Services Agreement and all other Documents Necessary to
Purchase and Implement Asset Management Software from Lucity, Inc. in a Phase I Not to
Exceed Amount of $145.290 and a Three Year Full Project Implementation not to Exceed
Amount of $309,330 for Which Budget Approval is Required.
An asset management software system provides an integrated approach for Public Works and
Utilities Department operations to initiate and track work orders, track customer requests for
service, keep up-to-date records on the condition and details of all its assets, and to record and
track costs of maintenance for supplies, equipment, and personnel down to the asset level and to
the task category level. Work orders can be generated automatically based on normal
preventative maintenance cycles or as corrective work orders for highest repairs. Work order can
be conveyed via internet communication directly to a tablet in the field to facilitate a quick
response. Supervisors are provided summaries organized by the type of maintenance activities,
by work crews, and by asset type to facilitate effective planning for resource and staffing needs.
The work order data is used to rate the condition of assets to allow more accurate CIP planning
focused on the areas of highest need. Coinciding with the City's workflow and efficiency
concerns, mobile technology has become less expensive and more effective. Developments in
server, tablet and cellular technology have made real-time paperless work requests, work orders,
and map books increasingly available, reliable, and popular throughout the public works
industry.
Historically, each division of the Public Works and Utilities Department operated using an
individual software or paper system to track its customer service requests and work related tasks.
These processes function independently of each other and from those used by other City
departments, including the Tyler/Eden financial system and the City Enterprise GIS database.
The Department as a whole currently relies on a series of workflows that are paper dependent.
Materials, tasks, and time in the field are tracked on paper forms before being recorded in a
variety of electronic locations. Many preventative maintenance schedules and parts inventories
are maintained in binders and on 3x5 notecards. All field map books showing locations of water
and sewer lines and appurtenances are on paper and have to be reprinted on a regular basis for
use by field crews and engineering staff. Operations reporting and CIP planning requires
research into each of the various separate software and paper sources in order to fully ascertain
the state of the City's assets and their potential needs. As asset conditions change regularly, staff
routinely spend additional time compiling and researching, only to create another static
representation of the condition of the City's assets.
In order to respond to these concerns and developments, the City Council's current goals
include: "paperless customer request management and work order system." By achieving this
goal, the Department would also better achieve two additional Council goals: "Complete Public
Works/Utilities consolidation to organize for maximum effectiveness," and "Prepare Capital
replacement and/or maintenance plans for water and sewer distribution and collection systems;
storm water facilities; streets, streetlights, and traffic signals; and City facilities."
DISCUSSION
Decision Process: In October 2013, staff issued a Request for Proposals (RFP) to vendors of
asset management software to provide, implement, and assist in the maintenance of a single
system which would include paperless corrective and preventative maintenance work order
management, reporting capabilities for operations and CIP planning, and enterprise integration
with Tyler/Eden, GIS, and Comcate. Comcate is the City's newly purchased customer service
web and mobile platform to manage customer requests. The goal of the RFP was to identify a
software system, and a software company that would be technically proficient and cost-effective
at meeting the needs of the City. As the development, implementation, and maintenance of an
asset management system require a substantial, if not greater, purchase of services from the
software vendor, the RFP process allowed for the best determination of a complete package. The
proposed purchase therefore is compliant with the City's purchasing ordinance Chapter 4.04, and
as a purchase of services does not require the competitive bidding components.
The RFP resulted in responses from seven companies. An Asset Management Selection
Committee (Committee) was formed at the request of the Public Works and Utilities Director to
review company credentials, technical specification requirements, and cost estimates for
software and implementation. From this process, two finalists were chosen: Lucity and
VUEWorks. Both companies had a sustained track record of implementation, met or exceeded
technical requirements, and had the lowest bid costs over a five year period including software,
implementation, training, and annual service and license fees.
Interviews with existing Lucity and VUEWorks customers, and the City's current GIS and
financial software providers, ESRI and Tyler/Eden, revealed that Lucity was the preferred
product in our state and region, and was more compatible with our existing enterprise software
systems. The Committee made site visits to nearby Lucity customers, independent of Lucity
sales representatives. The Committee met with IT, GIS, Management, and Field personnel at the
City of Santa Clara Utilities, Hillsborough Public Works, Burlingame Public Works and Sonoma
County Public Works and they received candid assessments of the product in full production and
implementation procedure recommendations. Additionally, the Committee received a formal
demonstration from Lucity at the Public Works and Utilities Field Office.
The Committee was impressed by the consistent positive response of the Lucity customers, the
presentations of the Lucity product, and by the professionalism of the Lucity staff. It was the
unanimous decision of the Committee to recommend purchase and implementation of the Lucity
asset management system.
Lucity Description: Lucity is a paperless, mobile, and GPS/GIS-integrated system that will
manage the City's Public Works and Utilities asset inventory, preventative maintenance,
inspections, work orders, and customer service requests.
Implementing asset management software from Lucity will provide department -wide operations
and CIP planning with a common single framework to track, cost, analyze, and consolidate their
operational effectiveness. Lucity will provide mobile tablet software technology necessary for
responding to, identifying, and researching problems as they are encountered on a daily basis in
the field.
Lucity will allow for a streamlined workflow where a customer service request can be quickly
relayed to field personnel via a cellular -connected tablet. The work crew will have work history,
as -built blueprints, schematic system maps, and warehouse inventories available in the field to
assist them in their work. Upon competition, the tasks, time, and materials will be recorded and
tracked to the City's asset for reference during any future evaluations. The data will also be used
to automatically update parts inventories. At various progress points towards job completion, the
customer who initiated the request can be contacted with the status of their request via email.
Information required by the City's financial or GIS databases will be automatically updated upon
completion of a work order. Once implemented, Lucity will identify the current state and
continuing depreciation of City assets. By keeping track of the condition of each asset, Lucity
will help City staff prioritize and schedule regular preventative maintenance as well as CIP
replacement projects. Ultimately, Lucity will be used across the Public Works and Utilities
Department, specifically for water, sewer, storm, pavement, street signs, streetlights, street
signals, parks, facilities, and fleet needs. The initial rollout will focus on water, sewer, and
stormwater field operations.
Project Schedule: After selecting Lucity, the Committee met to discuss the readiness of each of
the Public Works and Utility Divisions. A matrix was established determining current GIS status,
work group readiness including worker computer literacy and record keeping culture, and current
department priorities.
The Committee determined that the process would best take place in four phases over a two year
period spanning three fiscal years. The water utility would be first; followed by sewer and stonn
drain utilities second; streets, streetlights, street signs and pavement third; and parks and
facilities fourth. A phased approach also allows for better control of product testing and
acceptance of the final system. Costs for the implementation will be spread over three fiscal
years and will be tied to benchmarks of full functionality and mobile deployment in the field.
Implementation of this proposed project will result in savings to staff for processing and issuing
customer work requests, planning and implementing preventative maintenance and CIP project
tasks, reporting on field crew time, tasks and materials, and improved efficiency of
cornmunication and work between all divisions within the department and enterprise -wide. It
will increase the efficiency of dispatching and the routing of crews to jobsites. Implementation
will result in better tracking of time and resources, allowing for increased analysis of current
workflows and assisting in the preparation of better operations.
FINANCIAL IMPACTS
Lucity pricing is based on an Enterprise License Agreement, which will allow the City to have
an unlimited amount of concurrent users. Funding for purchasing and implementing an asset
management program and paperless work order system was budgeted in the FY 14/15 approved
budget in the amount of $145,290 funded equally by the Wastewater Admin.
(#6600.66100.54140) and Water Admin. (#6700.67100.54140) budgets. Payment of the software
will be in installments and tied to full mobile field crew implementation at each phase.
The total estimated cost to purchase and implement the Lucity asset management system is
$309,330 spread over the current and next two fiscal years as summarized in the following table.
Upon approval of the first quarter budget amendments, the aforementioned accounts will have
sufficient funding for the current fiscal year projected expenditures. The proposed Professional
Services Agreement allows City staff to only authorize the initial phase of implementation for
identified Milestones 1, 2 and 3, (Ml, etc.) in addition to related consulting services and license
fees.
Phasing Steps
Ml: Software
M2: Water Operations and Inventory Control
M3: Wastewater and Stormwater
'/ of Consulting Services
Total FY 14/15
M4: Streets, Signs, Lights, and Signals
M5: Facilities and Parks Operations
Y ofConsulting Services
License Fees
Total FY 15/16
Pro -rated License Fees
Total FY 16/17
Total Contract
Estimated Amount
Fiscal Year
$30,000
FY 14/15 1
$30,000
FY 14/15 1
$30,000
FY 14/15 1
$55,290
FY 14/15
$145,290
$30,000
FY 15/16 1
$30,000
FY 15/16 1
$55,290
FY 15/16 1
$18,000
FY 15/16 j
$133,390
$30,750
FY 16/17
$30,750
$309,330
1
ATTACHMENTS
1. Resolution Authorizing the Purchase and Implementation ofLucity Asset Management
Software
2. Professional Service Agreement
Attachment 1
RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A
PROFESSIONAL SERVICES AGREEMENT AND ALL OTHER DOCUMENTS
NECESSARY TO PURCHASE AND IMPLEMENT ASSET MANAGEMENT
SOFTWARE FROM LUCITY, INC. IN A PHASE 5 NOT TO EXCEED AMOUNT OF
$145,290 AND A THREE YEAR FULL PROJECT IMPLEMENTATION NOT TO
EXCEED AMOUNT OF $309,330 FOR WHICH BUDGET APPROVAL IS REQUIRED.
WHEREAS, the City of Petaluma Public Works and Utilities Department maintains
potable water, stormwater, wastewater, streets, right-of-ways, facilities, parks and other City
infrastructure; and
WHEREAS, the City of Petaluma Public Works and Utilities Department maintains
maintenance records and prepares preventative maintenance plans and capital improvement
projects on this asset infrastructure; and
WHEREAS, the City of Petaluma Public Works and Utilities Department currently uses
multiple separate computer programs with paper-based workflows; and
WHEREAS, the City of Petaluma Council goals for 2014 included implementing an
asset management program with a paperless customer requests management and work order
system; and
WHEREAS, the City of Petaluma Council goals for 2014 also included increased
consolidation of the Public Works and Utilities Department; and
WHEREAS, the Council prepared for purchasing and implementing an asset
management system by approving its provision in the 2014-2015 budget; and
WHEREAS, the Public Works and Utilities Department issued a Request from Proposals
from asset management software providers and received responses from seven companies; and
WHEREAS, an evaluation committee conducted in-depth analysis of the received
proposals, had interviews and site visits with current asset management software customers, and
selected Lucity, Inc. as the most qualified and cost effective bidder; and
WHEREAS, Lucity is an asset management software that will provide department -wide
operations and CIP planning with a common framework to track, cost, analyze, and consolidate
operational effectiveness, as well as provide a paperless work management system that allows
for increased workflow integration with the City's GIS, ffinancial, and customer service
management database and software systems.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
Petaluma hereby:
1. Authorizes the City Manager to execute a Professional Services Agreement (PSA)
0.
and all other documents necessary for acquisition of asset management software,
training and consulting services and three years of annual maintenance from Lucity,
Inc. not to exceed the sum of $309,330.00.
2. Authorizes the City Manager to approve only these phases of the PSA that are funded
in the budget for each of the fiscal years during the implementation phase.
Attachment 2
PROFESSIONAL SERVICES AGREEMENT
Asset Manasement Software Purchase and Implementation
(Title of Project)
FY 14115
Fund 4 66120
Cost Center 66100
Object Code 54140 Project:€_
Amount 548.430
For
multi-year contracts
or contracts with multiple accounts:
FY 14115
Fund;: 6700
Cost Center iM 00,
Object Code 54140 Project €€_
Amount $48 430
FY 15/16
Fund # 6600
Cast Center 66100
Object Code 54140 Project P _
Amount $57.430
FY 15116
Fund it (2700
Cost Center 67100
Object Code 54140 Project k _
Amount $57.430
FY 16117
Fund k 6600
Cost Center 66100
Object Code 54140 Project f.`—
Amount $48.805
FY 16117
Fund> 6700
Cast Center 67100
Object Code 54140 Project If _,_
Amount $48 805
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is entered into and effective
as of 20_ ("Effective Date"), by and between the City of Petaluma, a
municipal corporation and a charter city ("City") and Lucite Inc., a computer software comoanv
("Consultant') (collectively, the "Parties").
WHEREAS, the Parties enter into this Agreement for the purpose of Consultant providing
professional services to City under the terms and conditions set forth herein.
THEREFORE, in consideration of the mutual covenants contained in this Agreement, the Parties
agree as follows:
I. Services. Consultant shall provide the services as described in and irr accordance with
the schedule set forth in Exhibit "A" attached hereto and incorporated herein
("Services").
2. Comnensatiom Business Tax Certificate.
A. For the full performance of the Services as described herein, City shall
compensate Consultant in accordance with the rates succifred in Exhibit A.
B. Consultant shall submit detailed monthly invoices reflecting all services
performed during the preceding month, and including a revised schedule for
performance and additional documentation requested by City, as applicable.
C. Consultant shalt be compensated for services in addition to those described in
Exhibit A, only if Consultant and City execute a written amendment to this
Agreement describing the additional services to be performed and the
compensation to be paid for such services. In no case shall the total compensation
under this Agreement exceed $309,330.00 without prior written authorization of
the City Manager. Further, no compensation for a section or work program
component attached with a specific budget shall be exceeded without prior written
authorization of the City Manager.
D. Notwithstanding any provision herein, Consultant shall not be paid any
compensation until such time as Consultant has on file with the City Finance
Department a current W-9 form available from the fRS website (www.irs.eov)
and has obtained it currently valid Petaluma business tax certificate.
PROFESSIONAL SERVICES AGREEMENT
(QQ21) rune 2011
E. City's obligation to pay compensation to Consultant as provided herein is
contingent upon Consultant's performance of the Services pursuant to the terms
and conditions of this Agreement and any amendments thereto.
Term. The term of this Agreement commences on the Effective Date, and terminates on
three vears from commencement, unless sooner terminated in accordance with Section 4.
Upon termination, any and all of City's documents or materials provided to Consultant
and any and all of the documents or materials prepared for City or relating to the
performance of the Services, shall be delivered to the City as soon as possible, but not
later than fourteen (I4) days after termination of the Agreement.
4. Termination. City may terminate this Agreement without cause upon ten (10) days'
written notice. City may immediately terminate or suspend this Agreement for cause.
Cause for immediate termination or suspension shall include, but not be limited to, any
breach of this Agreement by Consultant or Consultant's bankruptcy or insolvency. Upon
receipt of notice of termination or suspension for cause, Consultant shall immediately
stop all work in progress under this Agreement. In the event of early termination of this
Agreement by City, Consultant shall be entitled to payment for all Services performed to
the date of termination to the extent such Services were performed to the satisfaction of
City in accordance with the terns and conditions of this Agreement. If City terminates
this Agreement for cause, Consultant shall be liable to City for tiny excess cost City
incurs for completion of the Services.
5, Consultant's Renresentation; Independent Contractor. Consultant represents that
Consultant possesses distinct professional skills in performing the Services. City has
relied upon said representation as a material inducement to enter into this Agreement.
Consultant shall, therefore, provide properly skilled professional and technical personnel
to perform all Services under this Agreement. It is expressly understood that Consultant
and its agents and employees, shall act in an independent capacity and as an independent
contractor and not as officers, employees or agents of City. This Agreement shall not be
construed as an agreement for employment.
6. Facilities and Eauinment. Consultant shall, at its sole cost and expense, furnish all
facilities and equipment that may be required for furnishing Services pursuant to this
Agreement. City shall furnish to Consultant no facilities or equipment, unless the City
otherwise agrees in writing to provide the same.
7. Licenses. Permits, Etc. Consultant shall, at Consultant's sole cost and expense, keep in
effect at all times during the tern of this Agreement any licenses, permits or other such
approvals which are legally required for performing the Services.
8. Time. Consultant shall devote such time to the performance of the Services as may be
reasonably necessary for satisfactory performance of Consultant's obligations pursuant to
this Agreement.
9. Inspection. Consultant shall provide the City every reasonable opportunity to ascertain
that the Services are being performed in accordance with the requirements and intentions
of this Agreement. All work done and materials finmished, if any, shall be subject to
PROFESSIONAL SERVICES AGREEI,IENT
(6091,1) hmc 2011
inspection and approval by the City. The inspection of such work shall not relieve
Consultant of any of its obligations pursuant to this Agreement.
10. Progress Renorts. Upon the City's request, Consultant shall provide, in a form
acceptable to City, written progress reports of all oral and written observations, opinions,
recommendations, analyses, progress and conclusions related to Consultant's
performance of the Services.
11. Confldentiality. In the course of Consultant's employment, Consultant may have access
to trade secrets and confidential information, disclosure of which is protected or limited
by law. Consultant shall not directly or indirectly disclose or use any such confidential
information, except as required for the performance of the Services.
12. Conflict of Interest. Consultant represents that it presently has no interest, and
covenants that it shall not acquire any interest, direct or indirect, financial or otherwise,
which would conflict in any manner or degree with the performance of the Services
hereunder. Consultant further covenants that, in the performance of this Agreement, it
shall not employ any subcontractor or person having such a conflict of interest.
Consultant represents that no one who has or will have any financial interest under the
Agreement is an officer or employee of City. If such conflict of interest arises during this
Agreement or any extension, Consultant will immediately advise City and City may, at
its sole discretion, immediately terminate this Agreement. Certain Consultants are
subject to the requirements, including the disclosure and reporting requirements, of the
City's Conflict of Interest Code adopted pursuant to the Political Reform Act. Such
Consultants subject to the City's Conflict of Interest Code include those whose work may
involve: making government decisions regarding approval or adoption of rates, rules, or
regulations, action on permits or other applications, authorization to enter into or modify
contracts, or approval of plans, designs, reports, or studies. Consultant agrees to comply
fully with all such requirements to the extent they apply to Consultant's performance of
the Services.
13. Consultant No Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Consultant shalt have no authority, express or implied, pursuant to this Agreement
to bind City to any obligation whatsoever.
14. Standard of Performance. COnSnhant shall perform all the Services in a manner
consistent with the standards of Consultant's profession. All instruments of service of
whatsoever nature, which Consultant delivers to City pursuant to Ibis Agreement, shall be
prepared in a substantial, workmanlike manner and conform to the standards of
Consultant's profession. All such instruments of service shall become the sole and
exclusive property of City upon delivery of the same.
15. Assignment/Transfer. No assignment or transfer in whole or in part of this Agreement
shall be made without the prior written consent of City.
16. Subcontractors. Consultant shall directly perform all Services, and shall not subcontract
any portion of performance of the Services without the prior written consent of City.
Any such subcontractors shall be required to comply, to the hall extent applicable, with
PROrrSSIONAL SERVICES ACREENMNT
ne,932U June 2011
10
the terns and conditions of this Agreement, including but not limited to, procuring and
maintaining insurance coverage as required herein and which shall name City as an
additional insured.
17. Compliance With All Laws. Consultant shall fully comply with all applicable local,
state and federal rules, laws, regulations and ordinances pertaining to the performance of
the Services required hereunder, including but not limited to, the California Building
Standards Code as in effect in the City, the Americans with Disabilities Act, and any laws
and regulations related to any copyright, patent, trademark or other intellectual property
right involved in performance of the Services. Consultant's failure to comply with any
law(s) or regulation(s) applicable to the performance of the Services hereunder shall
constitute a material breach of this Agreement. To the extent that any other government
agency or entity provides compensation for any Services, Consultant shall comply with
all rules and regulations applicable to such fiscal assistance.
18, Livin2 Wage Ordinance. Without limiting the foregoing Section 17, Consultant shall
comply fully with all applicable requirements of Petaluma Municipal Code, Chapter 8.36,
Living Wage (the "Living Wage Ordinance"), as the same may be amended from time to
time. Upon the City's request Consultant shall promptly provide to the City documents
and information verifying Consultant's compliance with the requirements of the Living
Wage Ordinance, and shall within fifteen (15) calendar days of the Effective Date of this
Agreement, notify each of its affected employees as to the amount of wages and time off
that are required to he provided to them pursuant to the Living Wage Ordinance. The
Acknowledgement and Certification Pursuant to City of Petaluma Living Wage
Ordinance, attached to this Agreement as Exhibit C shall be a part of this Agreement for
all purposes, and Consultants that are subject to Living Wage Ordinance requirements, as
determined by the City, must provide a properly completed Exhibit C in accordance with
the requirements of the Living Wage Ordinance. Consultant's noncompliance with the
applicable requirements of the Living Wage Ordinance shall constitute cause for City's
termination of this Agreement pursuant to Section 4 hereof.
19. Discrimination. During the performance of this Agreement, Consultant shall not
discriminate against any employee or applicant for employment because of race, religion,
creed, color, national origin, ancestry, gender, sexual orientation, age or physical or
mental disability in violation of any applicable law.
24. Notice. Except as otherwise specified in this Agreement, all notices to be sent pursuant
to this Agreement shall be made in writing, and sent to the Parties at their respective
addresses specified below or to such other address as a Party may designate by written
notice delivered to the other Party_ in accordance with this Section. All such notices shall
be sent by:
(i) personal delivery, in which case notice is effective upon delivery;
(i i) certified or registered mail, ret -urn receipt requested, in which case notice shall be
deemed delivered on receipt if delivery is confirmed by a return receipt;
(iii) nationally recognized overnight courier, with charges prepaid or charged to the
sender's account, in which case notice is effective on delivery if delivery is
confirmed by the delivery service; or
PROFESSIONAL SERVICES AGREEMENT
(W17320I Lim 2011
(iv) facsimile transmission, in which case notice shall be deemed delivered upon
transmittal, provided that (a) a duplicate copy of the notice is promptly delivered
by first-class or certified mail or by overnight delivery, or (b) a transmission
report is generated reflecting the accurate transmission thereof. Any notice given
by facsimile shall be considered to have been received on the next business day if
it is received after 5:00 p.m. recipient's time or on a nonbusiness day.
City: City Clerk
City of Petaluma
Post Office Box 61
Petaluma, California 94953
Phone: (707) 778-4360
Fax: (707)778-4554
Email: cityclerlc@ci.petaluma.ca.us
And:
Dan St. John
Citv of Petaluma. Public Works and Utilities Dent.
202 N. McDowell Blvd
Petaluma. Ca 94954
Phone: (707)778-4546
Fax: (707) 7 78-450 8
Email: dstiohnceci.netaluma.ca.us
Consultant: Jim Graham
Lucite, Inc.
10561 Barklev. Suite 100
Overland Park. KS 66212
Phone: (913)732-5808
Fax: (913)341-3128
Email: ierahamnlucitv.com
21. Ownership of Documents. All original papers, documents or computer material on disk
or microfilm, and copies thereof, produced as a result of this Agreement, shall be the
property of City and may not be used by Consultant without the written consent of City.
Copies of such documents or papers shall not be disclosed to others without the written
consent of the City Manager or his or her designated representative.
22. Indemnification. To the maximum extent permitted by taw, Consultant shall, at its own
expense, indemnify, defend with counsel acceptable to the City, (which acceptance will
not be unreasonably withheld), and bold harmless City and its officers, officials,
employees, agents and volunteers ("Indemnitees") from and against any and all liability,
loss, damage, claims, suits, actions, arbitration proceedings, administrative proceedings,
regulatory proceedings, civil penalties and fines, expenses and costs (including, without
limitation, claims expenses, attorney's fees and costs and fees of litigation) (collectively,
"Liability") of every nature, whether actual, alleged or threatened, arising out of or in
connection with the Services or Consultant's failure to comply with any of the terns of
this Agreennent, regardless of any fault or alleged fault of the Indemnitees.
PROFESSIONAL SERVICES AGREEMENT
(60932 1) It ne 2011
12
The Consultant's obligation to indemnify, defend and hold harmless under this provision
shall not be excused because of the Consultant's 'inability to evaluate Liability, or because
the Consultant evaluates Liability and determines that the Consultant is not or may not be
liable. The Consultant must respond within 30 calendar days to any tender for defense
and indemnity by the City, unless the time for responding has been extended by an
authorized representative of the City in writing. If the Consultant fails to accept tender of
defense and indemnity within 30 calendar days, in addition to any other remedies
authorized by law, so much of the money due or that may become due the Consultant
under this Agreement as shall reasonably be considered necessary by the City, may be
retained by the City until disposition has been made of the matter subject to tender, or
until the Consultant accepts the tender, whichever occurs first. In the event that the City
must file responsive documents in a matter tendered to Consultant prior to Consultant's
acceptance of tender, Consultant agrees to fully reimburse all costs, including but not
limited to attorney's fees and costs and fees of litigation, incurred by the City in filing
such responsive documents.
The Consultant waives any and all rights to express or implied indemnity against the
Indemnitees concerning any Liability of the Consultant arising out of or in connection
with the Services or Consultant's failure to comply with any of the terms of this
Agreement.
Notwithstanding the foregoing, to the extent this Agreement is a "constriction contract"
as defined by California Civil Code Section 2783, as may be amended from time to time,
Consultant's duty to indemnify under this provision shall not apply when to do so would
be prohibited by California Civil Code Section 2782, as may be amended from time to
time.
Notwithstanding the foregoing, to the extent that the Services include design professional
services subject to California Civil Code Section 2782.8, as may be amended from time
to time, Consultant's duty to indemnify shall only be to the maximum extent permitted by
California Civil Code Section 2782.8.
23. Insurance. Consultant shall comply with the "Insurance Requirements for Consultants"
in Exhibit B-2, attached hereto and incorporated herein by reference. [Indicate attached
exhibit, e.g., "B-1 " "B-2 " "B-3,"or "B-9."]
241 Amendment. This Agreement may be amended only by a written instrument executed
by both Parties.
25. Litigation= If litigation ensues which pertains to the subject matte of Consultant's
services hereunder, Consultant, upon request from City, agrees to testify therein at a
reasonable find customary fee.
26. Construction. This Agreement is the product of negotiation and compromise on the part
of both Parties and that the Parties agree that, notwithstanding Civil Cade Section 1654,
any uncertainty in the Agreement shall not be construed against the drafter of the
Agreement.
PROFESSIONAL SERVICES AGRCal BW
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27. Governine Law: Venue. This Agreement shall be enforced and interpreted under the
laws of the State of California and the City of Petaluma. Any action arising from or
brought in connection with this Agreement shall be venued in a court of competent
jurisdiction in the County of Sonoma, State of California.
28. Non -Waiver. The City's failure to enforce any provision of this Agreement or the
waiver thereof in a particular instance shall not be construed as a general waiver of any
part of such provision. The provision shall remain in fill force and effect.
29. Severabilitv. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of
this Agreement shall continue in fill force and effect.
30. No Third Partv Beneficiaries. The Parties do not intend to create, and nothing in this
Agreement shall be construed to create any benefit or right in any third party.
31. Mediation. The Parties agree to make a good faith attempt to resolve any dispute arising
out of this Agreement through mediation prior to commencing litigation. The Parties
shall mutually agree upon the mediator and shall divide the costs of mediation equally.
32. Consultant's Books and Records.
A. Consultant shall maintain any and all ledgers, books of accounts, invoices,
vouchers, canceled checks, and other records or documents evidencing or relating
to charges for services, or expenditures and disbursements charged to the City for
a minimum period of three (3) years or for any larger period required by law,
from the date of final payment to Consultant pursuant to this Agreement.
B. Consultant shall maintain all documents and records which demonstrate
performance under this Agreement for a minimum period of three (3) years or for
any longer period required by law, from the date of termination or completion of
this Agreement.
C. Any records or documents required to be maintained pursuant to this Agreement
shall be made available for inspection or audit, at any time during regular business
hours, upon written request by the City Manager, City Attorney, City Finance
Director, or a designated representative of these officers. Copies of such
documents shall be provided to the City for inspection at Petaluma City Hall
when it is practical to do so. Otherwise, unless an alternative is mutually agreed
upon, the records shall be available at Consultant's address indicated for receipt
of notices in this Agreement.
D. Where City has reason to believe that such records or documents may be lost or
discarded due to dissolution, disbandment or termination of Consultant's
business, City may, by written request by any of the above-named officers,
require that custody of the records be given to the City and that the records and
documents be maintained in Petaluma City Hall. Access to such records and
documents shall be granted to any party authorized by Consultant, Consultant's
representatives, or Consultant's successor in interest.
PROFESSIONAL SERVICES AGREEMENT
(60932 1) rune '_all
14
33. Pleadings. The headings used in this Agreement are for convenience only and are not
intended to affect the interpretation or construction of any provisions herein.
34. Survival. All obligations arising prior to the termination or expiration of this Agreement
and all provisions of this Agreement allocating liability between City and Consultant
shall survive the termination or expiration of this Agreement.
35. Entire Agreement. This Agreement, including the exhibits attached hereto and
incorporated herein, constitutes the entire agreement between the Parties with respect to
the Services, and supersedes all prior agreements or understandings, oral or written,
between the Parties in this regard.
IN WITNESS WHEREOF, the parties hereto have executed this document the day, month and
year first above written.
CITY OF PETALUMA CONSU
LTANT
By CityManager Na
ATTEST: �'
Title (T d,i. ,
1()C'
City Clerk Address
APPROVED AS TO FORM: 0,m lad LS (t7(aZl 2 -
City
City State Zip
q-,� - IZ3d-- a12
City Attorney Taxpayer I.D. Number
APPROVED:�.�A ��r
Petaluma Business Tax Certificate Number
Department Director
APPROVED:
Rist: Manager
APPROVED:
Finance Director
file name.
8
PROFESSIONAL SERVICES AGREEMENT
ROM 1) lune 2011
15
EXHIBIT "A-1"
Lucity Software License Agreement
LNPORTANT— READ CAREFULLY BEFORE INSTALLATION
This software is subject to acceptance of the Lucity Safwvare License
Agreement. Lncily, Inc. (Lucity) is willing to license this soflwam to you
only upon the condition that you accept all of Ilse terms and conditions
contained in the Lucity Software License Agreement and any stated Special
Provisions. If you do not agree with the terms and conditions as slated, please
return the unopened media pachage, the disks, and all accompanying printed
materials to Lucity forst full refund of the license fees.
Tais AGREEMENT ("Agreement") is between Lustily, Inc., a Kansas
corporation with its principal place of business at 10561 Barkley, Suite 500,
Overland Park, KS 66112 ("Lncip'"), and Licensee with its software
programs accessing dmahraes residing at Licensed Site.
RECITALS
WHEREAS, Lucity owns certain software programs that are licensed tinder
individual program titles which am known collectively as "Lucity,
software';
WHEH[- , Licensee would like to use, and Lucity would like to grant
Licensee the right to use, those software programs, while protecting the
copyrights, Inde seeress, confidential information, and other valuable
intellectual popeny they contain.
Now, TnEREFORE, Lucity and Licensee agree as follows:
1. DEFINITIONS.
11'rogrrau(s)" means the object code versions of the computer soasware
programs, damblecs, and minted documentation.
"Senn" means the number of enactment users (i.e., the number of persons
using a Progmm at one time) pernitted m use a Program.
"Clients" mems the number of individual database setups that can be
accessed by a Program.
"Licen.sedSite" means the location at which the Licensee will be perils to
store the databases used by time Progmm(s).
2. LICENSE GRANT.
(a) License. Subject to the terms and conditions of this Agreement, Lucity
grants Licensee a fee -bearing nonexclusive license to use the object code
versions of life Progmm(s) for its internal purposes during the tem of this
Agreement; provided, hooever, that (i) tie number of concurrent users of
each Program, including all users nnhorized to use any Program(s) pursuant
to Section 2(b) below, shall not exceed the number of Scats for each such
Program, (ii) the number of individual database setups that can be accessed
by each Program shall not exceed the number of Clients for cacti such
Program. and (iii) the location at which the databases accessed by the
Programs) reside shall be the Licensed Site designated herein.
(b) Snbiiceme. For information on graining sublicense rights, please contact
Lucity.
(c) Limited Transfer. For information on transferring the locution of the
Licensed Site, please contact Lucity.
(d) Corwine. Licensee tiny make only as many copies of each Program as
am necessary for Licensee to utilize the total Seats for each such Program.
(c) Fiore Licenses. Lucity and Licensee may, by mutual agreement, include
future licenses of the Programs) under this Agreement by exchanging
documents (i.e., a purchase order from Licensee and acknowledgment from
Lucity) referencing this Agreement and the Program(s) to be licensed Such
futom Programs) shall be included as Pro, ands) under this Agreement. The
parom agree that each purchase orders and acknowledgments shall have no
effect on the terns and conditions or this Agreement, under which such
Pnxrum(s) are licensed.
(f) Limited Grant. Except as expressly provider[ in this Section 2, Lucity
grants and Licensee receives no right, tide or interest in or to the Programs or
any enter delivembles provided by Lucity in connection with this Aamirmenl
,and Lusty reserves and retains if[[ such rigsl, title, and interest.
(g) Disaster Recmxry and Testing, The Licensee is permitted to install the
Programs rat its internal dismler recovery site mud Io snore copies of the
databases used by the Programs for the pugroscs of testing its disaster
recovery plum. The Licensee is also intimated to install the Programs in it
testing envirounical at its Licensed Site and to stoic copies of the databases
fixed by the pronouns for The purposes arresting future releases and tmamng
Users.
3. LICENSR RmTRIMONS.
(a) NO Rmxrse Hnaineerinn. Licensee agrees not to disassemble, deco ipile,
I events, mmdyze, or reverse enefnecr the Program(s).
(b) No Modification . Licensee agrees not to modify Ibe Program(s) without
the wfimi consent of Lncily.
(c) No Coining. \artg. Licensee ngrera not to copv Tie Pmgmm(s), in whole or in
Pan, except for n reasonable number of hack -up copes and copies for disaster
recovery and testing purposes, and as may be nccesary to utilize the total
Scat for a given Program.
(d) No Third Partv Use, Licensee will not use the Programs) in any manner
to provide computer services to third parties, except as may be necessary to
implement a sublicense.
(e) TnTTf�. Licensee will not out the Progmns(s) until its personnel have
received sufficient training in the use cribs Program(s) to generate accurate
data tram the operation ofthe Program(s).
4. PRoprinTAny RIGBTs.
(a) Luchv's Promnrv. "rhe Program(s), in whole and in part and all copies
thereof, are and will remain the sale unit seclusive property of Lucity.
(b) Licensee's Pmneriv. Any and all information provided by Licensee, as
well as any and all information generated by Licensees use of the Programs
(specifically excluding Pegram code), shall remain the sole and exclusive
property of Licensee.
(e) Proprietary Notices. Licensee will not delete or altar any copyright,
trademark, and other proprietary rights notices of Lucity and its licensors
appearing on the Pragmm(s). Licensee agrees to reproduce such notices on all
copies it makes of the Program(s).
S. DELIVERY.
Lucity will deliver the Program(s) to Licensee, or Licensee's designated
representative, within thirty (3 0) days of eAectuing this Agreement by both
Is
6. FEES AND TAxEs.
(a) License Fee. As consideration for the rights granted to Licensee under
the Agreement set forth in Section 2 of this Agreement, Licensee stall remit
payment to Lncily, or Lucily's designated representative, the License Fee
within thirty (30) days of the Shipping Dale Late payments gill be subject to
a Ince fee of one and ane -half percent (1-1/2%) per month or the maximum
rate permitted by applicable law, whichever is less. Lucity may publish
revised fee schedules fmm time to time, and any fees for future licenses for
the Programs) included under this Agreement shall be determined by
Luaty's then -current fee schedule, provided that Lucity provided at least 30
calendar days notice to the City of any proposed incruse(s) in the fee
schedule.
(b) Taxes. Fees due tinder this Agreement do not include any taxes.
Licensee will be responsible for, and will promptly pay, all taxes of whatever
nature (including bra not limited to sales and use taxes) resulting from or
otherwise associated with this Aareemenl or Licensee's receipt or use of the
Program(s), except income taxes based on Lucity's income. In liver of
payment strands taxes, Licensee shall provide Lucity, or Lacity's designated
representative, with proofof Licensee's tax exempt status.
7. WARRANTIES.
(n) Warranty. Lncily svmmds Aral during one (1) year following the delivery
to tie City:
(i) the Programs) will be cal a ide orperfoming in tie manner described
in all the documentation in all material respects; and
(ii) the storage media containing the Progmm(s) will be free Roti defects
in materials and workmanship.
(h) Exclusive Rentedv. In the event that the Programs) or storage media fail
to canfumn to such warranty, as Licensee's sole and exclusive remedy for
such failure Lucity will, at its option and withoal charge In Licensee, repair or
replace the Prol m ids) or storage media or refund to Licensee the License
Fee paid, provided that the nonconforming iant is returned to Lucity within
the warm, fly period.
(c) Disclaimer. The Ws mru les provided in this Section are in lieu of all
other warranties, express and implied, including bill not limited to any
implied %warranties ofhlemhantabilily, and Fitness for a Particular Purpose.
E. INDEMNITa'.
(a) Duty In lndemnifv and Defend.
(i) Lucity will defend or settle m Lociny's Own expense, Illy action or
other proceeding brought weliml Licensee In tie extent dal it is bused an
a claim Thal the use of the Progrmn(s) is licensed in Ibis Agrmmenl
infringes tiny U.S. copyright or ;flat the Programs) incorporates any
misapproptimed trade secrels.
(n) Lucity will pay any and all casts, dmnatsm, and espensm (including
but not limited to reasonable mtameys' fees) Licensee becomes obligated
to pay fn tiny such action or proceeding nuribntable to mty such claim.
(iii) Lucily will have no ublgmi ill under this Smtul ns to any action,
proceeding, or claim unless: (A) Lucify is notified of it promptly; (D)
LnNy tins sole control of its defense and settlement; rad (C) Licensee
Provides Lucity suits reasonable assistance in its defense and settlement.
(b) hriunct los. If Licell.1cess use of any Pmgran(s) under the Icons of (his
Agreement is, or in Lucity's opinion is likely to be, enjoined due to the type
of infringement or misappropriation specified in Section S(v)(i), then Lncily
nfay, til its sole option rand expense, either.
Page I of 3
16
EXHIBIT "A-1"
Lucity Software License Agreement
(i) procure for Licensee the right to continue using such Program(s) under
the terms of this Agreement;
(ii) replace or modify such Program(s) so that it is mninfiinging and
substantially equivalent in fimclion to the enjoined Program(s); or
(iii) if options (i) and (ii) above cannot be accomplished despite the
reasonable efforts orlAaay, then Lucity may bath:
(A) terminate Licensee's rights and Lucily's obligations under this
Agreement with respect to such Proemn(s), and
(B) refund to Licensee the imanumized portion of the License Fec paid
based upon a 5 year straight-line depreciation, such depreciation to be
deemed to have commenced on the effective dale ofthis Agreement.
(c) Exclusive Remedv. The foregoing are Lucity's sole and exclusive
obiiumians, and Licensee's sole and exclusive remedies, with respect to
infringement or misappropriation of intellectual property rights. Lucity
makes no separate warranty of noninfringemenl tinder or in connection with
this ngmement.
(d) Exceptions Lucity will have no obligations under this Section 9 with
respect to infringement or misappropriation arising from: (i) modifications to
the Program(s) that were not made by Lucity; IF) Program(s) specifications
or modifications regmeacif by Licensee, or (iii) the use of Pmgmm(s) with
products (including but not limited to software) not provided by Lucity.
9. CONFIDENTIAL INFORMATION.
(a) Definition. "CarJdenriat Information" refers to: (i) the Progmm(s),
including but not limited to their soflwnre source code, and any related
documentation or technical or design information related to the Program(s);
(ii) the business or technical information of Lucity, including but not limited
to any information relisting to Lucity's product plans, designs, costs, product
prices and names, Finances, marketing plans, business opportunities,
junonnel, research, development or Lnow-how; and (iii) any information
reasonably and appropriately designated by Lucity as 'confidential" or
"proprietary" or which, tinder the circumstances fallen as a whole, would
reasonably be deemed to be confidential under applicable Inv;
(b) "Confidential lnfnrmafion" will not include information thin:
(i) is in or enters the public domain without Licensee's breach of this
Agreement;
(ii) Licensee receives tram a third party without m5micliin an disclosure
and without breach ofa nondisclosure obligation; or
(iii) Licensee puny develops independently, which it can prove with clear
and convincing written evidence.
(iv) Licensee is obimand to disclose under the Cnhtanth Public Records
Act.
(e) Confidenunliny nhlismimrc d.icensae agrees la lal:e all mensures
reasonably required in order to maintain the confidentiality are]] Confidential
Infounmion in its posussian or control, which will in no event be leis than
the measures Licensee uses to maintain the confidenlinliq• of its awn
information atcgnml importance.
(d) Eninlnvee C'onfidennialily Prncednrm Licensee agrees to inform its
employees of their confidentiality obligations meaning the Progrunn(s) and
other Linty Confidential Information. Licensee further names to ensure that
contract employees (including temporary employees) of Licensee voice to
confidentiality obligations similar to those of this Agreement.
10. iMAINVENANCE AND SUPPORT.
Lucily and Licensee may, by mutual agreement, Include Ilse maintenance and
support services described in the sufncae's online help for the Praemnn(s)
under (his Agreement by exchanging docs vans (i.e., a purchase order front
Licensee and acknowledgment from Lucity) referencing this AamemnR and
Ilse Progrands) to be included under such services. The pnDics agree dial
such purchase order., and acknowledgments shall have on effect on the terms
and conditions of (his Agreement, under which such Programs) ire licensed.
Maimennnce and support services am provided of a lane and for n term as
mutually determined by Lucity and Licensee for the scope of services to be
provided by Lucity for the Progran(s) to be included under such services.
11. L6AnTATIQNSDFLL BR_I1V.
Licensee arcs that, as pan ornhe material consideration for Lucity licensing
the Proemms to Licensee hereunder, in no n,cm will Lucity, be Indite to
Licensee ar any third parry under this Agreement for ally Special, Incidental,
or Consegnenlial Damages, whether based an breach of contract, mrl
(including negligence), product liability, or oWenvisc, mud whdher or not
Lucity has been advised critic possibility oh such damage. Input aid/or edits
of Jinx by means odwr than tine Lucity slmidarrl Progmnds) interface may
msull m loss of dam, audtor impmpel operation of the Pwgram(x). 'ncc
Licensee agmes Dan in Ila ncn1 will Lucily be liable to Licetuce or any third
Party under this Agreement for costs necessary to diagnose, recover darn
and/or re.,mm proper opernion fthe Progrun(s) resulting train said actions.
12. TERAI AND TEWUINATIOS.
(n) Tenn. This Agreement will continue in full farce and effect petpettinliy,
except as follows:
(b) Termination Lucity will hive the right to terminate this Agreement if
Licensee breaches any material term or condition of this Agreement and fails
to cure such breach within thirty (30) days of written notice from Lucity;
(c) Effect of Termination. If this Agreement is terminated, Licensee will
immediately terminate any sublicense, then in effect, retrieve from
sublicensces all copies of the Program(s) in sublicensees' possession, and then
return to Lucity, or Lucky's designated representative, or pit Lucity's request)
destroy all copies critic Program(s) in its possession or control, and on officer
of Licensee will eenify to Lucity in writing that it Ins done so.
(d) Survival. The provisions of Sections 4 (Proprietary Rights), 6(b) (Taves),
7(b) and (c) (Warranties Exclusive Remedy and Disclaimer), S(c) and (d)
(Infringement Exclusive Remedy and Exceptions), 9 (Confidential
Information), and I I (Limitations of Liability) will survive termination of this
Agreement for any reason.
(e) Nonexclusive Remedy. I he exercise by Lucity of any remedies under this
Agreement will be without prejudice to its other remedies under this
Agreement or otherwise.
13. GENERAL PROVISIONS.
(a) Audit Riehl . Licensee agrees to allow Lucity, or Lucity's designated
representative, at Lucity's sole expense, upon reasonable written notice, and
during Licensee's ordinary business hours, to visit the facilities in which
Licensee usa the Programis) and review Licensee's practices with regard 10
the Program(s).
(b) Assignment. This Agreement will bind and mum to the benefit of each
party's successors and assigns, provided that either party may not assign this
Agreement, in whole or in pan, without written consent of -both parties.
(c) Modifications. This Agreement may only be modified, or any rights
under it waived, by a written document executed by both parties.
(d) Confliction Terms. Purchase orders or similar documents relating to the
PmEmm(s) issued by Licensee will have no effect on the terms of this
Agreement. To tine extent any tern or condition confficis with a Dann or
condition within the Professional Services Agreement to which this
Agreement is all Exhibit, the Professional Services Agreement shall control.
(e) Notices All notices under this Amecment will be deemed given when
delivered personally nr upon receipt of by U.S. certified mail, return receipt
requested, to the address shown below or as may otherwise be specified by
either pony to the other in accordance with this Section.
U) Severability. If any provision of this Agreement is found illegal or
unenforceable, it will be enforced to the maximum extent permissible, and the
legality and enforceability of the other provisions of this Agreement will nm
be affected.
(g) Waiver. No failure of either party to exercise or enforce any of its rush[,
under this Agreement will act as a waiver of such rights.
Oq
(i) Choice of Law. This Agreement will be governed by and coiutrucd in
accordance with the tins of the Slate of California.
CanF,SLi t' 2011 Lun11. Inc. All 11,111111av, rd.
Page 3 of 3
17
EXHIBIT "A-1"
Lucity Software License Agreement
SPECIAL PROVISIONS
The following provisions supersede the preceding standard tetnu and conditions.
13. GcNERALPnovisioNs.
(i) Choice of Law. This Agreement will be governed by and construed in accordance with the lams of State of California.
Page 3 01`3
EXHIBIT "A-2"
Schedule of Software
For the Project, Lucity agrees to furnish licenses of the various Lucity software programs listed in the
following table, and grant the CLIENT such licenses to use these programs for the fees as indicated, in
consideration of the mutual covenants and obligations expressed in the Lucity Software License
Agreement provided as Exhibit "A-1". The fee payment schedule is reflected in Exhibit "A-5", based on
the phased implementation plan in Exhibit "A-4".
Solution
Work Management Bundle
Work Administrator
Work Orders
Requests
Citizen Portal
Inventory Control Bundle
Inventory Control
Mobile Bar Coding
GIS Desktop
GIS Web
Asset Management Bundle
Water
Sewer
SewerCCFV
FOG
Storm
Facilities
Equipment
Equipment SCADA
Fleet
Fleet Fueling
Streets
Bridges
Rights -of -Way
Signs
Signals
Street Lights
Parks
Trees
Licen Ing
Quantity Basis Fee
1 Site' $ 50,000.00
1 Site $ 5,000.00
1 Site $ 5,000.00
1 Site $ 10,000.00
1 Site $ 50,000.00
Mobile 1 Site $ 25,000.00
API 1 Site S 5,000.00
TOTAL $150,000.00
Notes
' A'Site' license provides for an unlimited number of
concurrent users.
Page I of I
19
EXHIBIT "A-3"
Software Support and Maintenance Provisions
For the various Lucity software programs listed in Exhibit "A-2", Lucity agrees to furnish to the CLIENT
resources and perform various professional services related to on-going software technical support and
maintenance under its Constant Connection Program as outlined in this Exhibit "A-3". Due to the phased
implementation outlined in Exhibit "A-4", a prorated program fee schedule is listed in Exhibit "A-5". The
fees below reflect the cost of the program at and after full implementation.
License Fee Constant Connection
Solution
(See Exhibit "B")
Program Fee
Work Manaeement Bundle
Work Administrator
Work Orders
$ 50,000.00
$ 10,000.00
Requests
Citizen Portal
inventory Control Bundle
Inventory Control
$ 5,000.00
$ 1,000.00
Mobile Bar Coding
GIS Desktop
$ 5,000.00
$ 1,000.00
GIS Web
$ 10,000.00
$ 2,000.00
Asset Manaeement Bundle
Water
Sewer
Sewer CCTV
FOG
Storm
Facilities
Equipment
Equipment SCADA
Fleet
$ 50,000.00
$ 10,000.00
Fleet Fueling
Streets
Bridges
Rights -of -Way
Signs
Signals
Street Lights
Parks
Trees
Mobile
$ 25,000.00
$ 5,000.00
API
$ 5,000.00
$ 1,000.00
TOTAL
$ 30,000.00
Page 1 of 4
20
EXHIBIT "A-3"
Software Support and Maintenance Provisions
CONSTANT CONNECTION PROGRAM RESOURCES AND SERVICES
On-going software technical support and maintenance resources and services provided through the
Lucity Constant Connection Program are summarized in the attached "Exhibit A-3.1".
CONSTANT CONNECTION PROGRAM FEES
The annual fee basis for the Lucity Constant Connection Program is twenty percent (20%) of the total
non -discounted software license fees for covered products based on the then -current published Lucity
software license unit fees.
For the software programs listed in Exhibit "A-2", "Year 1" of the Constant Connection Program is
considered to be the twelve (12) months following the City's acceptance of successful software
installation as defined in Exhibit "A-4". No fees for the Constant Connection Program will be assessed for
this period.
During implementation, following years will be agreed to and assessed on the anniversary of the
software installation date and shall be due (30) days from this date. An expected schedule of prorated
program fees during installation is outlined in Exhibit A-5.
CONSTANT CONNECTION PROGRAM RENEWAL
Access to Constant Connection Program resources and services in subsequent years is renewable
annually by mutual agreement. Fees in subsequent years are subject to annual increases of two and
one-half percent (2.5%).
Renewal will be agreed to and assessed on the anniversary of the software installation date and shall be
due (30) days from this date.
Page 2 o1`4
21
EXHIBIT "A-3"
Software Support and Maintenance Provisions
Exhibit "A-3.1"
i. _'f ;? id °.J dif`�',. :_J f`i i.. ..1."G. S{ls"�.�0'_;.`5.' .{ii A`'7:�;` !bi �f �."t�.�l.l .....if �.e
Semiannual Version Releases
Service Packs provided between versions, typically one or two per version
Patches as -needed between Service Packs
17T- I—IT
. Services provided as necessary with any database revisions with upgrades
Available online at help.lucity.com.
Administration Manuals, User Manuals and Training Guides
e Installation and Security Help Guides
Version Release Notes, Installation Quick Guides and Upgrade Checklists
Data dictionaries with descriptions of table/field attributes and relationship diagrams
• Online help desk (support.lucity.com/helpdesk) offers 24/7 submission and tracking of
technical support inquiries
. Call center (toll free 800-492-2468) is staffed by Support Specialists located at our Overland
Park, KS corporate headquarters
• Call center is open Monday through Friday from 7 am to 7 pm Central to provide immediate
response to inquiries
E-mail support at support@Iucity.com
Fax support at 913-341-3128
Page 3 of 4
7�
EXHIBIT "A-3"
Software Support and Maintenance Provisions
help.lucity.com
Access to remote services (including software installs, troubleshooting, and demos)
provided via WebEx Remote Support
Downloads including Install Software, Release News, technical specifications, data
dictionaries and field forms
Discussion forums
Requests for upgrades, enhancements, reports and more
i`t'?a;i.. 'i:C,'E U, S1 Ti1.l.......'? �;.�.i.':'P1 . 1Li:ii 17-1
SSC?iT,
• Context -sensitive Help Guide with video tutorials
• Field Definitions providing captions, table/field names, explanations of purpose,
definitions and calculations
,TliT-,,_::St„Z'T_1 'S.'3iPT_'LIit3)
Annual Conference & Training (ACT) event (act.lucity.com; 2014 event to be held in
September in San Diego, California)
• Regional User Group meetings hosted semiannually by Lucity clients
• Occasional Special Interest Group meetings
Pagc4 ofd
21
EXHIBIT "A-4"
Scope of Services
PROJECT INTRODUCTION
To meet the City's objectives as defined in Section 1.4 of the Request for Proposal (RFP) , and Section 2.a
of the Lucity s Proposal to the RFP dated November 13, 2013 ("Proposal"), and incorporated by
reference, Lucity is proposing to provide application software and associated professional services to the
City of Petaluma, CA (referenced herein as "City,") to deliver an enterprise level, comprehensive solution
that meets the Work Order Management and Asset Inventory Solution (referenced herein as "Asset
Management System") needs of the City's Department of Public Works and Utilities. Such proposal shall
be consistent with Lucity's Project Management Approach as set forth in Section 3 of the Proposal,
which is incorporated by reference.
To meet the City's needs, we propose
• A system comprised of integrated commercial off-the-shelf (COTS) Lucity software solutions as
described in Exhibit "A-2"
• A Project Team comprised of key Lucity and City staff members working closely together to
implement the system and manage the project per the methodology described here in this
Scope of Services, Exhibit "A-4"
• The City sustain the implemented system through on-going participation in our Annual Support
& Maintenance (Constant Connection) Program as described in Exhibit "A-3"
For a successful implementation of the Lucity application, it is critical that Lucity and City staff work
closely together to complete the Implementation Plan efforts. We have intimate knowledge of the
Lucity software architecture, technology and functionality; as well as the software's capabilities with
regard to system administration, configuration and integration. The City has intimate knowledge of its
business objectives, technology environment and capabilities/availability of staff assigned to the project.
Together we need to combine this collective knowledge to most effectively transfer knowledge and best
allocate resources.
The City's project will be implemented in a phased approach, with a total of four (4) phases, each
expected to be approximately six (6) months in duration. The groups that will be included in each phase
have been identified by the City as follows:
Phase 1
Water Operations and Inventory Control
Phase 2
Wastewater and Storm water
Phase 3
Streets, Street Signs, Street Lights and Signals
Phase 4
Facilities and Park Operations
A-4.0 IMPLEMENTATION WORT( PLAN
The Implementation Work Plan is outlined below, and associated levels of effort and costs are provided
in Table A-4.1, related to implementation of the software programs listed in Exhibit "A-2".
A-4.1 SOFTWARE INSTALLATION
Installation components of the Lucity software will be downloaded by the City's assigned System
Administrator from the Lucity Client Portal Web site. Once downloaded, the Lucity Project Manager will
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EXHIBIT "A-4"
Scope of Services
assist (remotely via teleconferencing and WebEx Remote Support) with completion of installation
procedures and processes including:
• Establishing multiple environments as required (for testing/development and production)
• Configuring integration with the City's Windows Active Directory (as needed) to associate
existing Windows Login accounts to Lucity for the purpose of 'Single Sign -on' capabilities
• Performing system -level testing (to ensure satisfactory performance) and performance tuning
actions confirming a successful functional installation
Documentation provided (in Adobe Acrobat PDF format allowing reproduction by the City) with the
Lucity software at the time of install includes:
• On-line Help Guide
• Administration Manuals, User Manuals and Training Guides
Installation Help Guide and Security Help Guide
Version Release Notes, Installation Quick Guides and Upgrade Checklists
Data dictionaries with descriptions of table/field attributes
A-4,2 ONSITE PROJECT KICK-OFF AND 'PRE-DISCOVERY'WORKSHOPS
The Project Kick-off and 'Pre -Discovery' Workshop will take place onsite at the City over a two (2) day
period. The Project Kick-off meeting will be conducted on Day 1 and will include the City's Project Team.
The Kick-off will begin with an initial discussion related to project administration. Topics to be discussed
during the project administration portion will include:
• Team introductions
• Development of a project contact list
• A review of the overall agenda for the Kick-off and Pre -Discovery Workshop
• A review of the project's scope, planned tasks, timeline, milestones and payment schedule
• Discussions related to project reporting, including:
o Format for onsite and remote meeting agendas
o Format for Trip Reports following onsite activities
o Format for Follow-up Memos related to remote activities
• A review of the Lucity support and maintenance provisions (Constant Connection program)
Following the project administration discussions, an overview software demonstration of the various
Lucity software applications purchased by the City will follow on Day 1. This will include
products/modules related to:
• Asset Management Inventory and Condition Assessment
• Citizen Request Management (CRM) Service Request Integration
• Work Order Management (Preventative Maintenance and Reactive Work)
• Inventory Control and Parts Management
• GIS Integration
• Reporting Capabilities
• Mobile Deployment
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Scope of Services
The intent of this overview is to provide the Project Team (and any other City staff that will be
participating in the Discovery Workshops), with an introduction to the Lucity system's look and feel,
available functions and overall capabilities.
Day 1 will also include a review of the Lucity system's 'Workflow Setup' modules and related 'UI
Administration' tools used for various system -wide configuration settings, which will assist to prepare
the Project Team members forth e'Pre-Discovery' Workshops.
The "Pre -Discovery" workshops will supplement the Project Kick-off and be completed on Day 2 of the
two (2) day onsite trip. These workshops, each expected to be approximately two (2) hours in duration,
will allow for the Lucity implementation team to meet separately with each of the defined groups
associated with the project as follows:
• Water Operations and Inventory Control
• Wastewater and Storm water
• Streets, Street Signs, Street Lights and Signals
• Facilities and Park Operations
Each of the defined breakout sessions will provide for specific configuration requirements to be
discussed for each group. This will allow each Project Team member along with any other designated
City staff within each of the groups, to meet with the Lucity Project Manager separately in order to
discuss their specific needs and requirements for the Lucity system. The Lucity Project Manager will also
highlight best practices and "lessons learned" from the Lucity implementation team's experience
implementing similar systems with other agencies.
Configuration templates will be provided by the Lucity Project Manager for each group and utilized
during the breakout sessions. The configuration templates will be used as a tool to begin gathering
information related to workflow details (Problem codes, Work Tasks, Employee lists, Materials used,
etc.). It is expected that some of this information may be available at the time of the Pre -Discovery
Workshops and some may need to be developed. Each Project Team member will continue to utilize
the provided configuration templates at the conclusion of the Pre -Discovery workshops in order to
further establish and develop the required configuration data as needed, in preparation for use during
the Configuration workshops.
A-4.3 SYSTEM ADMINISTRATION AND GIS CONFIGURATION TRAINING
Following the onsite Project Kick-off, a second onsite visit will be conducted over a two (2) day period.
This trip will focus on providing overall System Administration Training to the City's System and IT
Administrator(s) and also providing training to the City's GIS Manager and related staff on the use of the
Lucity GIS products.
It is expected that the following topics will be covered as part of the System Administration Training,
over a one (1) day period:
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EXHIBIT "A-4"
Scope of Services
Svstem Administration
Installation and Maintenance
• Completing procedures as outlined in the Installation Help Guide for future software upgrades
of the Lucity software
• Reviewing the available software documentation
• Reviewing the technical support and software maintenance services and resources provided
through the Lucity Constant Connection Program
• Discussing the current backup and recovery practices for the City's data, and reviewing
suggested practices specific to the system
Security
• Completing procedures as outlined in the Security Help Guide for adding new users, and
defining user group and individual permissions for system access and use
Configuration
• Using the applications, parameters and settings available with the Lucity solutions to refine the
system configuration
Documents
• Completing procedures for establishing links between system records and externally managed
electronic documents
• Adding custom content to the on-line Help system via hyperlinks to externally managed
information
Reporting
• Adding custom reports and modifying existing reports
Data Impart/Export
Importing data using the Data Import application, and exporting data using the system's
reporting capabilities
Mobile Deployment
Discussion of procedures and activities necessary to prepare for eventual deployment to mobile
devices
GIS Confieuration Trainine
A separate GIS Configuration Training, also over a one (1) day period will be conducted for the purpose
of meeting with the City's GIS Manager and related editing staff.
Topics to be discussed will include:
• Discussion on the City's current GIS Data and planned transition to Esri s Local Government
Information Model (LGIM)
• Identifying the tools currently used for editing GIS Data
• Identifying the frequency of editing the GIS Data
• Identifying the City's plan for integrating Lucity and GIS
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Scope of Services
Reviewing the City's GIS data and discussing the data conversion process, responsibilities for
quality control and quality assurances, and the expectations for the final product of the data
conversion process.
Mobile Deployment
Questions regarding the specific use or formatting of individual data fields will also be addressed during
this GIS workshop. This will include discussions related to 'data ownership' of specific assets and
related attributes and how the Lucity and GIS systems should interact and be integrated for on-going
data maintenance between the two systems.
We will work with the City's GIS staff during each of the four (4) phases of the project to configure and
test the GIS integration using the Lucity GIS Desktop and Lucity GIS Web solutions, and incorporate GIS
asset data into the system. The GIS data incorporated into the system will be data available at the time
of final configuration per Project Phase. To address additional GIS data available later, the provided GIS
Configuration Training will provide appropriate training to enable the assigned GIS System
Administrator to complete the "data loading' into the system.
With the Lucity GIS Desktop solution, we will:
• Configure the system to link directly to the asset feature classes currently managed within the
City's GIS using the Geodatabase Configuration application (extension in ArcCatalog)
— This configuration allows attribute field mapping from the feature classes to the
associated Lucity asset tables. The City can determine which GIS attributes to share with
the system, and which to maintain solely in the GIS.
• Incorporate GIS data (attribute and spatial information for assets, street names, etc.) into the
system using the Synchronization application (extension in ArcMap)
— Synchronization of GIS and system data is made when add/edit processes are saved (in
either the GIS or the system). Upon saving a GIS edit session, the synchronization
automatically (with no user intervention required) updates the system with edited, non -
spatial data. Upon saving edits in the system, non -spatial attribute updates are
automatically "pushed" to the GIS.
• "Load" valid and appropriate data from the GIS into the system, configure map -related query
and display functions to be supported by the system, and refine the integration as needed.
With the Lucity GIS Web solution:
• ArcServer services (map, geometry and geocode) published using standard Esri tools (primarily
ArcMap) are consumed to display a web -based map for system end-users. The MetaData Server
Object extension is enabled on certain map services to allow the system to query field and table
name information. Once the map services are created and configured, the City can author maps
in the UI Administrator application by selecting one or more of these published services.
• The system can push edits to the geodatabase. This functionality requires a map service to be
authored containing the feature classes to be updated. The Geodatabase Update service object
extension must be enabled for this map service. The City can use the UI Administrator to
configure the URL to the map service that handles updates to the geodatabase, and configure
settings to handle situations when the map service cannot be reached or the update fails.
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A-4.4 SYSTEM CONFIGURATION
We will facilitate a two (2) day onsite Configuration Workshop for each of the four (4) defined project
phases (4 trips, 8 days in total) to solicit, review and assess input from the City staff for configuring the
system. Topics will include:
• Discussion of industry best practices and current ("as -is") and desired ("to be") business
processes, end-userworkflows, and preventive maintenance (PM) activities/schedules of the
various organizational groups; appropriate legacy data for conversion/migration; and relevant
documents/forms/reports and related software applications
• Demonstrations of how the system can support those best practices, desired processes and
workflows, activities, data and documents through the capabilities (configuration, functionality,
integration, tracking and reporting) of the Lucity solutions
• Discuss audit tracking and reporting (operational, managerial and regulatory) requirements
• Gather the specific data and information needed for subsequent system configuration and
integration efforts
Based an the knowledge acquired from the Configuration Workshop, we will align the City's needs for
the system with capabilities of the Lucity solutions. Results and configuration recommendations will be
developed, including:
• Those specific practices, processes and workflows, activities, data and documents to be
supported by the system
• Any alterations to processes and workflows that could be made to take best advantage of the
system capabilities
• Details of the initial system configuration for:
— Formalizing data input, display, query, report and exchange requirements
— Setting up the architecture and standards of the work management capabilities to
effectively and efficiently organize, manage and track service requests (from Lucity or
CRM), activities (work orders and preventive maintenance), and resources (employees,
equipment, contractors, materials and parts)
— Personalizing user interfaces to support the various workflows of system end-users
With the City's approval of our recommendations, we will initially configure the system using the
applications, parameters and settings available with the Lucity solutions. These include:
• The UI Administrator application, used to configure system security and personalize the various
Lucity Web solutions for end-users (by group or individual)
— Dashboards with specific desired real-time system content (menus, filters, data drills,
asset hierarchies, reports, RSS feeds, URL links, etc.)
— Specific data forms (general, detail and grid) and reports for service requests, work
orders, employee time -tracking and assets
— Specific maps with GIS integration functionality via the GIS Web solution
• The Work Flow Setup module of the Work Administrator solution, used to:
— Create a hierarchal structure of Categories by which service requests and work orders
are organized, managed and tracked
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Scope of Services
— Create lists of Problems, Causes, Tasks and Resources (Employee, Equipment, Material,
Contractor) for assignment to various Categories
— Assign detailed information (including unit costs) to Resources
— Create templates for Notifications (alert employees/supervisors of work assignments,
past -due work, etc.) that can be automatically dispatched with service requests and
work orders
— Designate "Exclusion Days" (weekends, holidays, etc.) on which work orders will not be
automatically generated for scheduled Tasks
• The PM/Work Template module of the Work Administrator solution, used to create work order
templates for recurring Tasks and apply schedules for PM Tasks
e Field properties settings, used to define specific parameters for selected data fields (including
caption names, pop-up lists, required input, restricted edits, default values and acceptable value
ranges, calculations, etc.)
We will next convene a remote "Review Workshop" to assess the initially configured system, and
identify any needed revisions. Several iterations of the system configuration may be necessary to fully
support the City's needs. If so we will host several meetings (via WebEx) with City staff to exchange
information, coordinate necessary efforts, and gain approval of the final System configuration.
Security
We will work together with the System Administrator to define standard groups/roles for the various
system end-users. Once defined, we will utilize the UI Administrator application to set controls for user
access and assign group/role permissions for various system functions. A "User Import" tool is used to
directly import users into the Lucity Security system from Windows Active Directory, and associate each
system user to their Windows Login account.
A-4.5 DATA MIGRATION
As previously described for configuration of the system/GIS integration, Lucity GIS Desktop will be used
to load information from GIS geodatabase tables to system database tables.
Additionally the Lucity software includes the Data Import application that can be used to map between
"Source" (RDBMS tables and ASCII files) and "Destination" (system database tables) data fields. This
application provides a user-friendly interface to establish the data mappings, name and save defined
"imports", and complete the import processes.
Lucity will provide training to the City's System Administrator(s) on the use of the Data Import
application as part of the System Administrator Training provided in item D.3.
A-4.6 INTEGRATION
Lucity has proposed the following Lucity solutions for the purpose of interfacing with the following
external systems utilized by the City. It is anticipated that these solutions will be implemented in the
corresponding phases of the project.
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Scope of Services
Sewer CCTV: for importing pipeline inspection information for inventory updates and condition
assessment. We understand that the City currently utilizes the POSM CCN software using PACP
format.
a Equipment SCADA: for importing 5CADA information (meter readings and pump runtimes) for
triggering PM schedules. We understand the City currently utilizes the Wonderware /Trihedral
HMI software.
Fleet Fueling: for importing fueling information (odometer readings, fuel quantities) for
triggering PM schedules. We understand the City currently utilizes Gasboy for fuel tracking.
Potential future integrations that have been identified by the City also include the following:
CRM
The Comcate CRM product is being utilized by the City and the City has expressed interest in potential
integration between Comcate and the Lucity Work Request product.
The Lucity API (using REST Web services) solution is available to our clients, partners and third -party
developers for developing custom interfaces between Lucity-based systems and other software
applications— including CRM. We will work with City staff and Comcate to define the integration
between Comcate and Lucity and provide assistance to Comcate in order to ensure the successful
workflow between the two products.
Tyler - EDEN
The Tyler Technologies EDEN ERP product is being utilized by the City and the City has expressed interest
in potential integration between the EDEN and Lucity products.
The Lucity/EDEN integration software is offered for the following areas: Financial Applications,
Personnel Applications and Citizen Services Applications. This integration software is offered through
Tyler/EDEN and therefore is not included within this Implementation Work Plan. The City may work
with Tyler/EDEN to determine which, if any, integrations are desired between the Lucity and EDEN
products and purchase the integration software from Tyler/EDEN.
After the City has chosen and installed the necessary Tyler/EDEN software, we will work with City staff
and Tyler/EDEN to help deploy the integration between Tyler/EDEN and Lucity to confirm the successful
workflow between the two products.
A-4.7 TESTING
We will work with City staff to develop a Test Plan to verify the configured Asset Management System
meets requirements. This Plan will include user test scripts covering the various Asset Management
System functions.
Our assumption is we will be responsible for functional and integration testing, and City staff will
perform acceptance testing. During the testing phase, we will:
o Collaborate with City staff to maintain a log of issues, configuration problems, and software
malfunctions identified during testing
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Scope of Services
• Resolve all such issues, problems and malfunctions to the City's satisfaction
• Prove through test procedures the installed and configured Asset Management System is
functionally viable with all migrated data, integrations and reporting in place
• Demonstrate acceptance criteria items have been addressed, which includes but is not limited
to, demonstrating functionality of the line items as described in Exhibit B-1 of the Proposal,
which is incorporated by reference, and certify the Asset Management System is ready for the
"Go -Live" transition of the Asset Management System from the testing/development
environment to the production environment, including mobile device deployment.
We expect that functional testing by Lucity will begin with final system configuration approval by the
City. Acceptance testing will commence in conjunction with user training, prior to making a'Go-Live'
decision.
A-4.8 TRAINING
We will prepare and submit a Training Plan customized to the City's needs based on the specific system
configurations for each of the four (4) project phases. Training will proceed with approval of the Plan by
the City.
The goal of the training we will provide is that end-users are enabled with the knowledge, skills and
confidence to follow proper business processes and successfully complete their specific operational
workflows. Field crews in particular will receive training specific to using the product on mobile devices.
We will provide training through on-site sessions, each two (2) days in duration per phase (4 trips, 8 days
in total). We suggest users be segregated into groups that share common requirements with regard to
access and use of the system. Our experience has shown that training is most effective when workshops
and sessions are limited to groups of ten (10) or less individuals.
The typical content of a Training Plan follows:
User Production
General
Dashboard: Using "Home" pages with personalized real-time content
• Filter: Creating queries to produce specific record sets
Locate: Quickly finding a specific record within the current "Filter"
• Show in Map: Opening a GIS map and zooming to assets and locations (customer addresses,
work sites, etc.)
• Document Control: Linking electronic documents (images, videos, as -built drawings, O&M
manuals, Web site links, etc.) to records
• Subset Manager: Loading filtered data from one application into other applications
• Browse: Creating and exporting ad-hoc reports
• Reports: Using standard report templates
• Help: Using the on-line, context -sensitive Help system
Work Management
• Receiving/creating, routing and completing service requests, and work orders in response to
service requests
• Establishing work order templates for recurring activities and PM schedules for assets
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Scope of Services
• Creating, assigning, routing and completing work orders from templates and PM schedules
• Performing in-house and external billing of work order costs
• Maintaining inventories of parts and materials used on work orders
• Viewing linked electronic documents
• Using GIS to locate customers and work locations
• Producing operational, management and regulatory reports
Asset Management
• Collecting and maintaining asset attributes
• Establishing appropriate relationships between assets
• Assessing the condition, and tracking the operating status, of assets
• Interpreting asset lifecycle costs
• Viewing linked electronic documents
• Using GIS to locate assets and display condition assessment data
• Validating and transferring data from external data collection systems
• Producing operational, management and regulatory reports
For users the training content is role -based. Since it is expected some users will have several roles, those
individuals will participate in multiple sessions.
A-4.9 'GO -LIVE'
Lucity will participate onsite for each of the following 'Go -Live' phases of the project:
Phase 1 Water Operations and Inventory Control
Phase Z
Wastewater and Storm water
Phase 3
Streets, Street Signs, Street Lights and Signals
Phase 4
Facilities and Park Operations
For each of the defined phased 'Go -Lives', the Lucity Project Manager will be onsite for one (1) day to
provide support for both end users and the system administrator(s). On the same trip, it is expected
that the following group (next Phase) will begin their System Configuration Workshop (Task DA) and
follow the same approach (Tasks DA, D.5, D.6, D.7 and D.8) for all four (4) defined phases of the project.
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Scope of Services
Table D.1— Work Plan Efforts and Costs
D.1 Software Installation
D.2 Onsite Project Kick-off and Pre -
Discovery Workshop
D.3 System Administration Training and GIS
Configuration
D.4 System Configuration
D.5 Data Migration
D.6 integration
CCN, SCADA, Fueling
Comcate - CRM
Tyler - EDEN
D.7 Testing
D.BTraining
D.9 Go -Live (combined with Trips for Task
D.4 - Phases 1, 2 & 3)
Flexible Use Hours'
Sub -Totals
$400.00
1 2 8 $4,800.00 $4,800.00
1 2 80
$12,000.00
$12,000.001
4 8 120
$28,000.00
$28,000.00
4
$400.00
$400.00
16
$1,600.00
$1,600.00
24
$2,400.00
$2,400.00
24
$2,400.00
$2,400.00
64
$6,400.00
$6,400.00
4 8 40
$20,000.00
$20,000.00
1 5 8 $10,800.00 $10,800.00
80 $8,000.00 $8,000.00
11 25 392 $97,200.00 $97,200.00
Project Management Fee' $13,380.00 $13,380.00
'Labor rates (per person) are $2,000.00 per on-site day, and $100.00 per remote hour.
'Fee is for project management and contract administrative efforts. Fee basis is fifteen percent (15%) of
labor cost.
'Flexible Use Hours are intended to be used for project needs that have not yet been identified (i.e.
custom report development) and may only be utilized under the direction and approval of the City's
Project Manager.
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EXHIBIT "A-5"
Schedule of Costs and Invoicing
The following table summarizes costs and invoicing for the software licenses and services to be provided
by Lucity to the CLIENT for the Project. Completion of milestones will be approved by City staff based on
a mutually agreed upon checklist of operational items outlined in the phased implementation in Exhibit
"A-4". A Go -Live implies that the phase will be operational by City staff in desktop, web, and mobile field
conditions. Payment for Software License Fees shall be due thirty (30) days after the Go -Live date.
Payment for Constant Connection Program Fees shall be due according to the terms and conditions as
set forth in Exhibit A-3 to the Professional Services Agreement between Lucity and City.
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Milestone/
Amount
Targeted Invoice Date
Software License Fees
Milestone 1: software Installation
$30,000.00
(20% of Total License Fee, See Exhibit "A-2")
Expected November 2014
Milestone 2: Phase 1— Go Live (20% of License Fee)
$30,000.00
Expected April 2015
Milestone 3: Phase 2 —Go Live (20% of License Fee)
$30 00000
Expected October 2015
Milestone 4: Phase 3 — Go Live (20% of License Fee)
$30,000.00
Expected April 2016
Milestone 5: Phase 4 — Go Live (20°%of License Fee)
$30,000.00
Expected October 2016
Implementation Services Total Costs
invoicing for the services costs detailed in the Schedule of
$110,580.00
Services will be billed monthly as incurred.
{
(See Exhibit "A-4", Table A-4.1)
Constant Connection Program Fees During Installation
Twelve (12) months following Software Installation
Year 1 $0.00
Expected November2014 —October 2015
Year 2 $18,000.00
Prorated for License Fees Accrued in Milestones 1, 2 and 3 only
Expected November2015—October2016
Year 3 $30,75D.00*
'Includes inflationary adjustment of 25% (See Exhibit "A-3")
Expected November2016 —October 2017
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INSURANCE REQUIREMENTS
EXHIBIT B-2
Consultant's performance of the Services under this Agreement shall not commence until
Consultant shall have obtained all insurance required under this paragraph and such insurance
shall have been approved by the City Attorney as to form and the Risk Manager as to carrier and
sufficiency. All requirements herein provided shall appear either in the body of the insurance
policies or as endorsements and shall specifically bind the insurance carrier.
Consultant shall procure and maintain for the duration of the contract all necessary insurance
against claims now and in the future for injuries to persons or damages to property which may
arise from or in correction with the performance of the Services by the Consultant, the
Consultant's agents, representatives, employees and subcontractors. Required professional
liability insurance shall be maintained at the level specified herein for the duration of this
Agreement and any extension thereof and for twelve additional months following the Agreement
termination or expiration.
A. Minimum Scope of Insurance
Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage:
a. Personal injury;
b. Contractual liability.
2. Insurance Services Office form covering Automobile Liability, code I (any auto).
3. Workers' Compensation insurance as required by the State of California and
Employer's Liability Insurance.
4. Professional Liability insurance.
5. Such other insurance coverages and limits as may be required by the City.
B. Minimum Limits of Insurance
Consultant shall maintain limits no less than:
1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury
and property damage. If Commercial General Liability Insurance or other form
with a general aggregate liability is used, either the general aggregate limit shall
apply separately to this Agreement or the general aggregate limit shall be twice
the required occurrence limit.
2. Automobile Liability: $1,000,000 per accident for bodily injury and property
damage.
3. Employer's Liability: Bodily Injury by Accident - $1,000,000 each accident.
Bodily Injury by Disease - $1,000,000 policy limit.
Bodily Injury by Disease - $1,000,000 each employee.
4. Professional Liability insurance: $1,000,000.
5. Such other insurance coverages and limits as may be required by the City.
C. Deductibles and Self -Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City.
At the option of the City, either: the insurer shall reduce or eliminate such deductibles or
Exhibit B2
Page I oft
INSURANCE REQUIREMENTS (City)
(6093--'S)AN 2010
Im
self-insured retentions as respects the City, its officers, officials, employees, and
volunteers; or the Consultant shall procure a bond guaranteeing payment of losses and
related investigations, claim administration and defense expenses.
D. Other Insurance Provisions
The required general liability and automobile policies are to contain, or be endorsed to
contain the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be
covered as Additional Insureds as respects: liability arising out of activities
performed by or on behalf of the Consultant; products and completed operations
of the Consultant; premises owned, occupied or used by the Consultant; or
automobiles owned, leased, hired or borrowed by the Consultant. The coverage
shall contain no special limitations on the scope of protection afforded to the City,
its officers, officials, employees, agents or volunteers.
2. For any claims related to this project, the Consultant's insurance coverage shall be
primary insurance as respects the City, its officers, officials, employees, agents
and volunteers. Any insurance or self-insurance maintained by the City, its
officers, officials, employees, agents or volunteers shall be excess of the
Consultant's insurance and shall not contribute with it.
3. Any failure to comply with reporting or other provisions of the policies including
breaches of warranties shall not affect coverage provided to the City, its officers,
officials, employees, agents or volunteers.
4. The Consultant's insurance shall apply separately to each insured against whom
claim is made or suit is brought except, with respect to the limits of the insurer's
liability.
5. Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, canceled by either party, reduced in
coverage or in limits except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City.
6. Consultant agrees to waive subrogation rights against City regardless of the
applicability of any insurance proceeds, and to require all contractors,
subcontractors or others involved in any way with the Services to do likewise.
E. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than
A: VII.
F. Verification of Coverage
Consultant shall furnish the City with original endorsements effecting coverage required
by this clause. The endorsements are to be signed by a person authorized by that insurer
to bind coverage on its behalf. All endorsements are to be received and approved by the
City before the Services commence.
E,tsbtr n2
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INSURANCE REQUIREMENTS (City)
(609 12i) Apt it 21110
37
EXHIBIT C
ACKNOWLEDGEMENT AND CERTIFICATION PURSUANT TO
CITY OF PETALUMA LIVING WAGE ORDINANCE
PETALUMA MUNICIPAL CODE CHAPTER 8.36
The City of Petaluma Living Wage Ordinance ("Ordinance"), Petaluma Municipal Code Chapter
8.36, applies to certain service contracts, leases, franchises and other agreements or funding
mechanisms providing financial assistance (referred to hereafter as an "Agreement') between
the City of Petaluma ("City") and/or the Petaluma Community Development Commission
("PCDC") and contractors, lessees, franchisees, and/or recipients of City and/or PCDC funding
or financial benefits ("covered entities").
Pursuant to Petaluma Municipal Code Section 8.36.120, as part of any bid, application or
proposal for any Agreement subject to the Ordinance, the covered entity shall:
Acknowledge that the covered entity is aware of the Ordinance and intends to comply
with its provisions.
Complete the Report of Charges, Complaints, Citations and/or Findings contained in this
Acknowledgement and Certification by providing information, including the date, subject
matter and maturer of resolution, if any, of all wage, hour, collective bargaining,
workplace safety, environmental or consumer protection charges, complaints, citations,
and/or findings of violation of law or regulation by any regulatory agency or court
including but not limited to the California Department of Fair Employment and Housing,
Division of Occupational Safety and Health (OSHA), California Department of Industrial
Relations (Labor Commissioner), Environmental Protection Agency and/or National
Labor Relations Board, which have been filed or presented to the covered entity within
the ten years immediately prior to the bid, proposal, submission or request.
Pursuant to Petaluma Municipal Code Section 8.36.120, before the beginning of the term of any
covered Agreement, or prior to the execution of said Agreement by the City or the PCDC, each
covered entity shall certify that its employees are paid a living wage that is consistent with
Petaluma Municipal Code Chapter 8.36.
By executing this Acknowledgement and Certification, the covered entity (i) acknowledges that
it is aware of the Ordinance and intends to comply with its provisions, (ii) attests to the accuracy
and completeness of information provided in the Report of Charges, Complaints, Citations
and/or Findings contained herein, (iii) certifies that it pays its covered employees a Living Wage
as defined in Petaluma Municipal Code Chapter 8.36 and (iv) attests that the person executing
this Acknowledgement and Certification is authorized to bind the covered entity as to the matters
covered in this Acknowledgment and Certification.
Page l of 3
LIVING WAGE ACKNOWLEDGEMENT
AND CERTIFICATION
(1635697.2) Nov 2012
38
SO ACKNOWLEDGED and CERTIFIED:
Project or Contract I.D: Asset Manaaement Software Purchase and Imolementation
�((t(l'V\L. Date: rl
�-?�-)�
(Pril Name of ICovered Entity/Business Capacity)
By , p fCLk �C1
`"(frint Name)
'7
�1 J
`��Sign re
1
Its
(Title /Capacity of Authorized Signer)
Page 2 of 1
LIVING WAGE ACKNOWLEDGEMENT
AND CERTIFICATION
(1635697.1) Nov 2012
39
REPORT OF CHARGES, COMPLAINTS, CITATIONS AND/OR FINDINGS
PURSUANT TO PETALUMA MUNICIPAL CODE SECTION 8.36.120
FOR EACH WAGE, HOUR, COLLECTIVE BARGAINING, WORKPLACE SAFETY, ENVIRONMENTAL OR
CONSUMER PROTECTION CHARGE, COMPLAINT, CITATION, AND/OR FINDING OF VIOLATION OF LAW
OR REGULATION BY ANY REGULATORY AGENCY OR COURT, INCLUDING BUT NOT LIMITED TO THE
CALIFORNIA DEPARTMENT OF FAIR EMPLOYMENT AND HOUSING, DIVISION OF OCCUPATIONAL
SAFETY AND HEALTH (OSHA), CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS (LABOR
COMMISSIONER), ENVIRONMENTAL PROTECTION AGENCY AND/OR NATIONAL LABOR RELATIONS
BOARD, WHICH:
a AFFECTS YOU AS A PROSPECTIVE CONTRACTOR, SUBCONTRACTOR, LESSEE, FRANCHISEE
AND/OR PARTY TO ANY CITY OF PETALUMA AND/OR PETALUMA COMMUNITY
DEVELOPMENT COMMISSION-PUNDED AGREEMENT OR BENEFIT SUBJECT TO PETALUMA
MUNICIPAL CODE CHAPTER 8.36 (LIVING WAGE ORDINANCE), AND
e HAS BEEN FILED OR PRESENTED TO YOU WITHIN THE TEN YEARS IMMEDIATELY PRIOR TO THE
BID, PROPOSAL, SUBMISSION OR REQUEST FOR WHICH THIS ACKNOWLEDGEMENT AND
CERTIFICATION IS MADE.
PLEASE PROVIDE THE DATE, THE REGULATORY AGENCY OR COURT MAKING THE CHARGE
COMPLAINT, CITATION OR FINDING, THE SUBJECT MATTER AND THE MANNER OF RESOLUTION, IF
ANY, FOR EACH SUCH CHARGE COMPLAINT, CITATION OR FINDING.
IF NONE, PLEASE STATE "NONE": k 6r,
ATTACH ADDITIONAL. PAGES IF NEEDED.
Date:
Regulatory Agency or Court:
Subject Matter:
Resolution, if any
Expected resolution, if known:
Page 3 of 3
LIVING WAGE ACKNOWLEDGEMENT
AND CERTIFICATION
(1638697.2) Nov 2012
40