HomeMy WebLinkAboutIT18-118 - Amendment - #1 - System Innovators - Support & Maintenance Agreement - 04/24/2020ApprovalOriginator:Department:
Date Sent:Date Required:
Authorized to Sign:
o Director or Designee o Mayor
Date of Council Approval:
Budget? o Yes o No
Grant? o Yes o No
Type:Review/Signatures/RoutingDate Received by City Attorney:Comments:
Date Routed to the Mayor’s Office:
Date Routed to the City Clerk’s Office:Agreement InformationVendor Name:Category:
Vendor Number:Sub-Category:
Project Name:
Project Details:
Agreement Amount:
Start Date:
Basis for Selection of Contractor:
Termination Date:
Local Business? o Yes o No*
*If meets requirements per KCC 3.70.100, please complete “Vendor Purchase-Local Exceptions” form on Cityspace.
Notice required prior to disclosure?
o Yes o No
Contract Number:
Agreement Routing Form
For Approvals, Signatures and Records Management
This form combines & replaces the Request for Mayor’s Signature and Contract Cover Sheet forms.
(Print on pink or cherry colored paper)
Visit Documents.KentWA.gov to obtain copies of all agreementsadccW22373_1_20
Budget Account Number:
OK to sign, 7/31/2020, TW. Mayor, there are
2 places to sign and I've put a checkmark by
them.
AMENDING AGREEMENT DATED EFFECTIVE APRIL 24, 2020
TO THE SUPPORT AND MAINTENANCE AGREEMENT
DATED MARCH 6, 2018
BETWEEN:
SYSTEM INNOVATORS, A DIVISION OF
N. HARRIS COMPUTER CORPORATION
(“Harris”)
- and –
City of Kent, WA
(“Organization”)
WHEREAS Harris and Organization entered into a Support and Maintenance Agreement
on March 6, 2018 (the “Support and Maintenance Agreement”) for the support and
maintenance of the Software licensed by Organization pursuant to the Software License
Agreement executed by the parties on March 6, 2018 (the “Software License
Agreement”);
AND WHEREAS, by amending agreement dated the date first written above, Harris and
Organization have agreed to amend the Software License Agreement to allow licensing of
additional software from time to time (the “April 2020 SLA Amending Agreement”);
AND WHEREAS the amendments set out in this Amending Agreement dated April 24,
2020 (the “April 2020 S&MA Amending Agreement”) will allow for the support and
maintenance of additional Harris software detailed in a Work Order;
AND WHEREAS the capitalized terms in this April 2020 S&MA Amending Agreement
that are not defined herein, have the meaning ascribed to them by the Software License
Agreement and by the April 2020 SLA Amending Agreement, as applicable;
NOW THEREFORE Harris and Organization, each in consideration of the promises and
agreements of the other, hereby agree as set out below.
1. The Support and Maintenance Agreement is amended effective the date first written
above as follows:
A. Section 4 is deleted in its entirety and replaced with the following:
4. Support and Maintenance Fee. In consideration for the Support and
Maintenance Services, Organization shall pay the “Support and Maintenance
Fee” as detailed in Exhibit 1 below, and in a Word Order. More specifically:
2
(a) Support and Maintenance Fees set out in Exhibit 1. In
the case of Support and Maintenance Fees invoiced pursuant to Exhibit
1 below, the first billing date shall be the pro rata amount for the period
beginning on the date the Software is Go-Live in the production
environment (the “Start Date”) to the “Renewal Date”, which is
defined as being January 1 of the following calendar year. Thereafter,
the Support and Maintenance Fee shall be paid for the period beginning
on each subsequent Renewal Date and ending at 23:59 eastern time, the
day preceding the Renewal Date. The Support and Maintenance Fee
shall be fixed for the first five (5) years of support in accordance with
the rates provided for in Exhibit 1.
(b) Support and Maintenance Fees set out in a Work Order. In the case
of Support and Maintenance Fees invoiced pursuant to a Work Order,
the billing shall be as set out in the applicable Work Order.
The Support and Maintenance Fee will be billed annually in advance. Organization
shall only be billed once per year. The Support and Maintenance Fees shall increase
where a reorganization occurs or due to any additional Licenses or other growth of
Organization during the term based upon Harris’s then current billing practices.
B. Section 7 is deleted in its entirety and replaced with the following:
7. Updates. All Updates of the Software and all those services listed in Exhibit 2
and in a Work Order which are included as part of the Support and Maintenance
Services will be made available to Organization at no additional charge other
than the payment of the Support and Maintenance Fee, the Billable Fees, and
any other amounts payable under this Agreement.
2. Except as expressly amended in this April 2020 S&MA Amending Agreement, the
parties ratify and confirm the Support and Maintenance Agreement and
acknowledge that the Support and Maintenance Agreement, as amended by this
April 2020 Amending Agreement, is in full force and effect as of the date first
written above.
3. This April 2020 S&MA Amending Agreement may be executed in separate
counterparts, each of which, when so executed, will be deemed to be an original
and all of which when together, will constitute one and the same agreement.
IN WITNESS WHEREOF the parties hereto have caused this April 2020 S&MA
Amending Agreement to be duly executed effective as of the date first above written.
3
N. HARRIS COMPUTER CORPORATION
Per:
Name: Jeffrey Sumner
Title: Executive Vice President
CITY OF KENT, WA
Per:
Name: Dana Ralph
Title: Mayor
N. HARRIS COMPUTER CORPORATION
WORK ORDER
Dated May 28, 2020
This Work Order dated the date first written above (“Work Order-2020-04”) is governed by and subject to the following agreements between N. HARRIS COMPUTER
CORPORATION (“Harris”) AND CITY OF KENT, WA (“Customer”):
1. Software License Agreement dated March 6, 2018, as amended by the Amending Agreement to the Software License Agreement dated 04/27/2020 (together, the “SLA”);
2. Support and Maintenance Agreement dated March 6, 2018, as amended by the Amending Agreement to the Support and Maintenance Agreement dated 04/27/02020 (together,
the “S&MA”)
Capitalized terms not defined in this Work Order-2020-04 have the meanings given to them in the SLA and the S&MA, as applicable.
Customer will license from Harris the Software set out in the table below and agrees to pay (i) the License Fees in accordance with the payment schedule; (ii) and the applicable
Support and Maintenance Fees annually in advance of each support and maintenance term.
License Fees and Payment Schedule
License Fee Payment Schedule
Licensed iNovah Software
(Interface Modules)
License Fees On Execution of
Work Order
(50% of License
Fees)
On Installation of
Software in Test
Environment
(50% of License
Fees)
Annual Support and
Maintenance Fees (Payable
on the “Start Date”
Thereafter Annually in
Advance) *
1. Real-Time Bi-Directional Interface –
Amanda Permitting (High Complexity)
$30,000.00 $7,500
Interface Modules Multi Interface
Discount
$(30,000.00)
2. Real-Time Bi-Directional Interface –
Custom Business License System
(Medium Complexity)
$20,000.00 $5,000
Interface Modules Multi Interface
Discount
$(20,000.00)
Total License Fees $0.00 $0.00 $0.00
Total Support and Maintenance Fees $12,500
**Annual Support and Maintenance Fees will be calculated and paid in accordance with Section 4 of the S&MA. Annual Support
and Maintenance Fees will increase annually in accordance with the S&MA.
Signature Block on the Following Page
2
N. HARRIS COMPUTER CORPORATION
Per:
Name: Jeffrey Sumner
Title: Executive Vice President
Per: Not Required
Name: Todd Richardson
Title Chief Financial Officer
CITY OF KENT, WA
Per:
Name: Dana Ralph
Title: Mayor