CITY OF FULLERTON
AMENDMENT NUMBER THREE TO AGREEMENT
WITH
GLASS BOX
This AMENDMENT NUMBER THREE (“Amendment”) to the Professional Services Agreement (“Agreement”) is entered into by and between the CITY OF FULLERTON (“City”), and Glass Box Technology Inc. (“Consultant”).
RECITALS
A. On July 1, 2022, the City and the Consultant entered into an Agreement (“Agreement”) for the Consultant to provide IT Services Management for the City of Fullerton.
B. On August 16, 2022, the City and the Consultant entered into Amendment Number One expanding the Scope of Services to include Application Development and Reporting Services to migrate all the applications and databases from server PD-247-1 (Windows Server 2008) to PD-247-VM1 (Windows Server 2019) and to create the requested (3) new reports in the FPD Stats reporting system.
C. On October 4, 2022, the City and the Consultant entered into Amendment Number Two further expanded the Scope of Services to add the EnerGov Upgrade Project – Change Order 1 providing project management and analyst services to manage and support the upgrade from version 2019.3.x Silverlight based to version 2022.x HTML5 based.
D. The City and Consultant desire to further amend the Agreement to include additional services as set forth herein.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree to amend the Agreement as follows:
1. Section 1.1 titled “Scope of Services” of the Agreement is hereby amended to add the Tyler Munis Implementation Project as more specifically outlined within the scope of work attached hereto as Exhibit “A”.
2. Section 2.1 titled “Compensation” of the Agreement is amended to include the additional charges in accordance with the fee schedule set forth in Exhibit A.
3. Section 6.0 titled “General Provisions” is amended to insert a new Subsection 6.27 titled “Executive Order N-6-22” as follows:
6.27 Executive Order N-6-22. On March 4, 2022, Governor Gavin Newsom issued Executive Order N -6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state
EXHIBIT A
GLASS BOX TECHNOLOGY, INC.
Statement of Work for City of Fullerton
Tyler Munis Implementation Project
Glass Box Technology, Inc.
1/26/2022
2 This Change Order is made this 26th of January 2023 (“Effective Date”), by and between Glass Box Technology Inc., with its principal office located at 1902 Wright Place Suite 200, Carlsbad, CA 92008 (hereinafter referred to as “Supplier”) and City of Fullerton, with its principal place of business at 303 West Commonwealth Avenue, Fullerton CA 92832 (hereinafter referred to as “Customer”). Supplier and Customer may also be referred individually as “Party” or collectively as “Parties.”
Supplier has been retained by Customer to provide a Senior Consultant and Business Analysts to assist with Tyler Munis implementation support for system setup, configuration, testing and data conversion.
The Tyler Munis Implementation will support Accounts Receivable, General Billing, Utility Billing, Cashiering and supporting interfaces with Customer’s existing General Ledger application that will allow for enhanced and accurate billing, reporting and customer information management through configurable business rules and workflow processes.
The scope and tasks below detail the project activities:
Scope
• Provide guidance and support with system setup/configuration, testing and data conversion with Tyler Munis and Customer.
• Analysis of any current customizations and conversion to native functionality. • Support for any interfaces between Tyler and additional Finance applications. • Implementation of new modules / products to support all workflows. • Create test scripts related to Utility Billing, Accounts Receivable, General Billing and Cashiering.
• Provide comprehensive support of all testing phases for Customer. • Perform all data conversion readiness activities with Tyler Munis and Customer. • Provide post data conversion support, escalate, and troubleshoot software issues with Tyler Munis through period of stabilization.
• Creation of custom training materials for Customer repositories. • Manage project to the completion and fulfillment of original scope. • Provide all key project documentation and support to Customer post Go-Live.
3 Tasks
The Senior Consultant and Business Analysts will perform the following:
• Attend Current State and Future State analysis and planning sessions with Tyler and Customer.
• Perform analysis and evaluation of all current customizations and interfaces to leverage native functionality within Tyler application.
• Work with Customer on process development for Accounts Receivable, General Billing, Utility Billing and Cashiering interface to Finance Enterprise (ONES) General Ledger. • Work with Customer on integration of Cashiering interface with Finance Enterprise (ONES) General Ledger to facilitate Bank Reconciliation process. • Support implementation of Customer’s merchant services and gateway provider integrations / interfaces to support Billing and Cashiering processes. • Create custom training documentation for all new processes and functionality. • Attend various Testing and Go-Live readiness sessions with Customer scheduled by Tyler Consultants.
• Work with Customer on developing comprehensive values for new Chart of Accounts structure, map older Segment values to new Segment values, create defaults for Project Accounts, close inactive Accounts/Segments and integrate with Finance Enterprise (ONES).
• Create documented end-to-end test scripts related to Utility Billing, Accounts Receivable, General Billing and Cashiering and summarize test results to Customer. • Support all Customer testing and support system configuration corrections necessary for successful testing results prior to Go-Live with Tyler Consultants. • Support data conversion process with Tyler Consultants and Customer in preparation for Go-Live.
• Perform validation / spot checks within system after data conversion before system is released to staff.
• Provide post Go-Live support to help with any clean-up, remediation, questions, and training needs post data conversion through period of stabilization. • Project Manager to complete and turn over all closure activities and documentation (update all project workbook documentation, training materials, on-going support structure and system maintenance plan).
Assumptions:
• Scope of work will be completed by a collaborative vendor effort managed and technically implemented by Supplier
o Vendor statements of work, quotes and invoices will be routed to City of Fullerton for processing via Supplier
4 Description Hours Rate/hr. Total Cost
Senior Business Analyst – Iris McGee 1349 $165 $222,585.00 Senior Business Analyst – Marc Margolin 441 $165 $72,765.00 Senior Project Manager 445 $250 $111,250.00
Leadership Oversight 120 $295 $35,400.00
Total Cost: $442,000.00
6 • Pre-Scheduled Work is when Customer notifies Supplier at least three business days in advance of date/time.
• Supplier makes no guarantee that resources will be available to respond to emergency requests. Unscheduled requests will be handled using commercially reasonable efforts only. • Normal Business Hours (NBH) are defined as Monday through Friday 8am-5pm, except for Supplier holidays.
• A minimum of four hours shall be charged for any work done onsite. • A minimum of one hour shall be charged for any work done remotely. • All work shall be billed in 30-minute increments after any minimums have been applied. • All materials used shall be billed separately.
• Services rendered will be deducted from the posted purchase order. Any purchase order issued under this SOW shall expire within one (1) year of issuance. • Regular statements of the balance of the agreement will be provided. When the balance has been depleted, further Services are conditioned on Customer’s issuance of a new purchase order under this SOW. A new agreement or change request is not required unless Supplier pricing has changed.
7 Commencement and Completion dates represent a proposed one-year term; actual term will be from the date of the purchase order until the expiration of the last purchase order issued hereunder. Either Party may terminate the SOW for any reason on thirty (30) days prior written notice to the other Party. Upon any such termination, Supplier will be paid all fees and expenses which have been incurred or earned in connection with the performance of the Services through the effective date of such termination. Additionally, in the event Customer cancels any Services with less than one (1) week prior notice, Customer shall reimburse Supplier for any non- refundable expenses incurred in preparation for such cancelled Services.
• THE PRICING IN THIS SOW IS VALID FOR 60 DAYS FROM DELIVERY TO THE CUSTOMER.
• CUSTOMER SHALL PAY, IN ACCORDANCE WITH THE RELEVANT TERMS AND CONDITIONS OF THE AGREEMENT, A FEE FOR SUPPLIER’S PERFORMANCE OF SERVICES FOR THE PROJECT.
• EXCEPT PURSUANT TO A CUSTOMER REQUEST, CUSTOMER WILL ONLY BE BILLED FOR SERVICES RENDERED, WITH PRIOR CUSTOMER APPROVAL.
UNDER NO CIRCUMSTANCES SHALL ANY PURCHASE ORDER FURNISHED BY
CUSTOMER BE CONSTRUED AS A MINIMUM PURCHASE COMMITMENT ON THE PART OF CUSTOMER.
• PAYMENTS ARE DUE TO SUPPLIER WITHIN 45 DAYS AFTER CUSTOMER’S RECEIPTOF AN INVOICE AGAINST THIS AGREEMENT.
8 • SUPPLIER WILL NOT BE LIABLE FOR ANY FAILURE TO PERFORM THE
SERVICES, TO THE EXTENT THAT THE FAILURE IS CAUSED BY
CUSTOMER’S LACK OF COOPERATION.
• SUPPLIER WILL NOT BE HELD RESPONSIBLE FOR DATA LOSS. BACKUPS SHOULD BE PERFORMED PRIOR TO WORK STARTING. ALL DATA IS THE RESPONSIBILITY OF THE CUSTOMER.
• SUPPLIER WILL NOT BE HELD LIABLE FOR SOFTWARE LICENSE COMPLIANCE. SOFTWARE LICENSE COMPLIANCE IS BETWEEN THE
CUSTOMER AND THE SOFTWARE COMPANY.
• SUPPLIER WILL NOT BE HELD FOR ADDITIONAL WORK NOT LISTED IN THIS SOW. AN ADDENDUM MUST BE WRITTEN AND APPROVED BY BOTH
SUPPLIER AND THE CUSTOMER BEFORE ADDITIONAL WORK CAN BE STARTED.
• SUPPLIER WILL NOT BE HELD RESPONSIBLE FOR DELAYS OR FAILURES
TO PERFORM HEREUNDER DUE TO CAUSES BEYOND ITS REASONABLE
CONTROL (INCLUDING, WITHOUT LIMITATION, ACTS OF GOD, FIRE,
FLOOD, WAR, EXPLOSION, SABOTAGE, TERRORISM, EMBARGO, CIVIL
COMMOTION, ACTS OR OMISSIONS OF ANY GOVERNMENT ENTITY,
SUPPLIER DELAYS, COMMUNICATIONS OR POWER FAILURE,
EQUIPMENT OR SOFTWARE MALFUNCTION, OR LABOR DISPUTES).
• SUPPLIER WILL NOT BE HELD RESPONSIBLE FOR DELAYS OR FAILURES
TO PERFORM RELATED TO CUSTOM CONFIGURED OR SPECIALIZED
HARDWARE OR SOFTWARE NEEDING MODIFICATION BY THE
MANUFACTURER.
• SUPPLIER WILL NOT BE HELD RESPONSIBLE FOR DELAYS OR
FAILURES TO PERFORM RELATED TO DATA CONVERSION BEING
PERFORMED BY CUSTOM CONFIGURED OR SPECIALIZED SOFTWARE
MANUFACTURER.
• CUSTOMER REPRESENTS AND WARRANTS THAT IT HAS ALL RIGHT, TITLE
AND INTEREST IN AND TO ANY DATA FURNISHED IN CONNECTION WITH
THE SERVICES AND/OR THAT IT HAS OBTAINED ALL NECESSARY
CONSENTS, PERMISSIONS AND RELEASES NECESSARY FOR SUPPLIER TO PERFORM ITS OBLIGATIONS UNDER THIS SOW.
9 Each Party hereby acknowledges and confirms that it has read this SOW and accepts and approves the scope of work and terms and conditions. Each Party understands that should additional work be required that by its nature could not have been known or determined at the time this SOW was executed, a mutually agreeable written change- order describing the additional work and any related expenses will be required.
This SOW must be signed and returned before work can begin. Please sign and return to Supplier.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their duly authorized representatives as of the Effective Date.
Partner: Glass Box Technology Client: City of Fullerton
By:
By:
Name: John O’Hara Name:
Title: CTO Title:
Date: 1/26/23 Date: