FIRST MODIFICATION OF AGREEMENT NO. 9649 (CCS)
This First Modification of Agreement Number 9649 (CCS) ("First Modification"), en- tered into as of Unt _ 2015, by and between the City of Santa Monica, a municipal corporation ("City"), and N. Harris Computer Corporation through its Harris Computer Systems division, a Canadian corporation ("Consultant"), is made with reference to the following:
RECITALS
A. On or about January 25, 2006, the City and Consultant entered into a Hardware Purchase and Software License Agreement ("License") for the acquisition of a utili- ty billing system entitled NorthStar Customer Information System ("NorthStar") for use by the City.
B. Thereafter, on or about March 5t ', 2013, the City and Consultant entered into an Agreement For Professional Services And To Modify the Original License To In- clude The Software Upgrade, Contract No. 9649 ("Agreement").
C. The City and Consultant desire to modify the Agreement to include a new module as a Licensed Product and for additional services in accordance with the terms and conditions set forth herein.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows:
1. Additional License and Additional Services. Consultant will provide the City with a perpetual nonexclusive license for the use of the NorthStar Miscellaneous Re- ceivable module ("MAR module"), sometimes referred to as the Miscellaneous Ac- counts Receivable module, as part of the Licensed Products and will also provide the professional services and custom modifications as more fully set forth in Con- sultant's Proposal dated July 17, 2015. Accordingly, Section 2.1 of the Agreement shall be modified to include the following:
In addition to the licenses and services set forth in the License and Agreement, Consultant shall include the MAR module as part of the Licensed Products and shall perform all of the additional services ("Additional Services") more fully set forth in Consultant's Proposal dated July 17, 2015 attached hereto as Exhibit A-1 and incorporated herein by reference.
2. Compensation for Additional License and Additional Services. City agrees to pay, and Consultant agrees to accept, the following as compensation for the Additional License and Additional Services as more fully set forth in Exhibit A-1: (i) a license 1 June 2015
fee in the amount of $21,000; (ii) professional services in the amount of $10,500; and (ill) custom modification fees and costs in the amount of $30,660. The total amount of compensation for the Additional License and Additional Services shall not exceed $62,160.
3. Maintenance Fees for Licensed Products. Due to the inclusion of an Additional License, Section 4.4 of the Agreement shall be modified to increase the mainte- nance fees for Years 3 and 4 as follows: (i) the maintenance for Year 3 for the pe- riod between September 1, 2015 up through August 31, 2016 shall be increased to $54,320; and (ii) the maintenance for Year 4 from September 1, 2016 up through August 31, 2017 shall be increased to $56,468.
4. Additional Scope As Requested By City. In the event the City requests further option upgrade services or miscellaneous optional modifications after go-live pur- suant to Sections 4.3 and 4.5 of the Agreement, the hourly rate shall be increased from $150 to $200 per hour.
5. Total Amount Not To Exceed. For the Additional License and all Additional Ser- vices provided pursuant to this First Modification and for the Services provided pursuant to the Agreement, the total amount of compensation shall not exceed $379,541.
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2 June 2015
6. Except as expressly modified by this First Modification, all other terms and condi- tions of the Agreement shall be and remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
CITY OF SANTA MONICA,
ATTEST: a municipal corporation
Savault By: Ruk, Cole y
SARAH P. GORMAN RICK COLE
City Clerk City Manager
APPROVED AS TO FORM:
pathabest abs
ARSHA JONES MOUTRIE
City Attorney/
N. HARRIS COMPUTER
CORPORATION,
through Harris Computer Systems division
By: _
Name: Simoin Tucker
Title: DIRECTOR, PROF. SERVICES
3 June 2015
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NORTH|STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
Date: July 17, 2015 JIRA ID: 34080
Customer: City of Santa Monica Department: NS-PS
Attention: Ivo Nwenji Fixed Price: $62,160
An annual maintenance fee of $11,365.20 will be separately invoiced for the MAR module and associated custom modification detailed below and is not included in this fixed services price quote.
Services Description: In the just completed Water Conservation modification (NS-33477), the City of Santa Monica's (Santa Monica) goal was to calculate Customer's allocations, provide information to Customers on whether or not they exceeded their allocations, and produce a file (or report) to be picked up by a separate system to generate fees (or administrative citations) for water overuse. NorthStar as currently configured, achieves this goal. In Santa Monica's attempts to configure the separate system for the citations, it became apparent to Santa Monica that none of the systems they have could accommodate the needs of the entire process of developing the fees (or citations); collect various payment types against these fees, track adjustments; produce aging reports; track variances; and track appeals.
The initial intention to keep the systems separate was based on the fact that Santa Monica wanted to separate the citations from the Customers' accounts for various reasons, among which are:
1. Penalties or Citations cannot be sent to Customers on the same bill print
2. Penalties may not be collected via auto-pay for Customers who are on pre-authorized payments (PAP).
3. Santa Monica may not send the penalties/surcharges to collections.
4. All Caltrans accounts are to be treated as one for compliance purposes.
5. All City owned Landscape accounts are to be treated as one for compliance purposes.
Santa Monica would like to see if the NorthStar CIS could be modified so that, for a Customer that exceeds his/her allowance, when a billing batch is posted:
i. A separate account and occupant code with service details can be automatically created within NorthStar and linked to the original account and occupant code on the first time exceedance occurs.
ii. An entry is made either in Miscellaneous billing or another suggested area for the water exceedance amount in preparation for billing at a later time. ili. For the second and subsequent times the account exceeds its allowance, the same area in il above is populated in preparation for "Citation" billing tracking.
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NORTH|STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
Santa Monica would like a file import process within NorthStar that can pick up the file they were to use with the separate system and generate the new accounts with the entries in "Miscellaneous Billing" (or some other appropriate area) and follow all the steps enumerated in roman numerals above. This process would therefore be isolated from the NorthStar core billing engine. The account numbers would be auto-generated and linked to the parent account numbers.
Scope of Work:
NorthStar has proposed that Santa Monica use the NorthStar Miscellaneous Receivables (MAR) module, with some custom modifications, to accomplish the functionality detailed in the Services Description above.
MAR Implementation services to include:
• Project Management
MAR Installation
MAR Training
User Acceptance Testing Support
• Post LIVE Support
MAR custom modifications to include:
NS-34147 - Export invoices from MAR
• Scope:
NorthStar will use SQL Server Reporting Server to create a report in SQL Server.
NorthStar will create a URL link in the NorthStar Favourites or Menu.
NS-34150 - Process lockbox payments made against MAR invoices Scope:
• Create lockbox import functionality within MAR.
• Assumptions:
Customer and Invoice number values will be included in the lockbox file for NorthStar to process.
Santa Monica will conform to NorthStar defined lockbox specifications.
NORTH STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
NS-34205 - Export file from NorthStar Billing Load into MAR Scope :
Modify existing MAR import file to process files with headers. • Configure file format as per specifications.
NSAO-1043 - MAR invoice information to be displayed within eCARe web portal • Scope:
• Set up MAR capabilities within existing eCARe web portal. • Allow MAR Customers to create online eCARe account.
• Allow MAR Customers to make online payments once successfully logged into eCARe. . • Payment distribution to MAR invoices to follow MAR Payment Allocation set up. • Display MAR invoices within eCARe web portal.
NSAO-1044 — Process MAR payments through eCARe web portal • Scope:
Add new functionality to distribute payments to MAR tables. • vCARe payment distribution will follow same configuration as eCARe web portal • Assumptions:
• IVR Provider will be able to invoke this function when it is a MAR payment.
Assumptions:
. Custom modifications may have dependencies on NorthStar database and code libraries being up-to-date. Santa Monica's TEST environment will be patched up to 6.4 MR008 prior to deployment of the custom mod. Note; custom mod testing phase may need to be extended based on the number of upgrade patches required to properly update the TEST environment to the NorthStar recommended release state.
Approach:
Upon receipt of this signed document, the following steps will be taken:
Do to time constraints NorthStar is proposing a two phased approach to this Water Conservation Program NorthStar MAR implementation.
NORTH|STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
1. Work will be scheduled to commence approximately 30 days from receipt of approval for the installation and implementation of the MAR module and custom modifications NSAO-1043 and NSAO-1044.
2. Work will commence approximately 90 days from receipt of approval on custom modifications NS-34147, NS-34150 and NS-34205.
3. Client will be contacted to inform them of the scheduled date of their work and the estimated time frame for when they will be required for testing.
4. Approximately 1 week prior to beginning the work, client will be contacted by the developer assigned to their project to confirm that they will be beginning work.
To proceed with this request, we require your written approval. Once received, Detailed Requirements to further clarify scope may be completed if deemed necessary and will be sent to you for sign off prior to commencement of work. At that time if the scope is determined to be greater than that of the original estimate, the estimate will be revised.
Upon acceptance of the Statement of Work, an estimated completion date will be provided. Work will commence approximately 90 days from approval of this quote. Should additional time be required to complete this project at any time, you will be notified and asked for your approval in advance of NorthStar completing the incremental work.
Once the custom modification is ready for testing, you will be contacted by the NorthStar developer assigned to your project to walk you through the steps required for testing.
Acceptance Terms:
The work contained within this document is deemed completed and accepted if one of these criteria is met:
The modification is moved to the Live environment upon customer approval 30 days has elapsed from delivery of ALL modifications into the Customer TEST environment
Note: Any items requiring support following acceptance of this work should be logged through the Support Desk.
NORTH|STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
Price:
Micellaneous Receivables Module Cost
License* $21,000
Professional Services: Install, Configuration, Training, $10,500 Total $31,500
* Annual maintenance fee of $4,620
Custom Modifications* Cost
Process Lockbox Payments made against MAR invoices (NS-34150) $12,180 Export File from NS Billing Load into MAR (NS-34205) $4,620 Export Invoices from MAR (NS-34147) $7,140
MAR Invoices presented within eCARe (NSAO-1043) $3,780
Process MAR payments thru vCARe (NSAO-1044) $2,940
Total $30,660
*Annual maintenance fee of $6, 745.20
This is a fixed price quote based on the scope described above. An additional amount equal of 5% of the total fees billed have been included in the fee charged to cover technology, communication and administrative costs. If there are material changes to the scope or our understanding of the scope, the price is subject to change.
Any additional scope will be charged at a rate of $200/hr.
Price excludes any applicable taxes.
Quote is valid for 60 days from date of delivery. After 60 days the quote will be considered expired and would need to be reassessed and re-quoted if still required.
Payment Terms:
This quotation will require a 30% deposit on signing, before any work will begin.
License:
• 20% is due upon installation of the MAR application within Santa Monica's 6.4 non-production environment.
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NORTH|STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
Services:
20% is due after 30 days of testing in the non-production environment 20% due on promotion of MAR to the production environment 10% due 30 days after promoting MAR to the production environment Maintenance:
100% is due 30 days after software installation in any environment.
Termination:
Unless NorthStar and/or the City of Santa Monica exercises its right to terminate this quote due to material breach or default, NorthStar must provide, and Santa Monica must purchase, Services from NorthStar for the items defined within this quote.
If Santa Monica and/or NorthStar exercises its right to terminate this quote due to material breach or default, or Santa Monica and/or NorthStar terminates this quote without cause, Santa Monica's obligation includes the following:
1. Provide notice of 10 calendar days for termination without cause;
2. Return the Software to NorthStar and certify, under the hand of a duly authorized officer of the Organization, that all copies of the Software or any part thereof, in any form, within the possession or control of the Organization have been returned to NorthStar. (if applicable)
3. Complete payment for services performed and expenses incurred prior to. • termination including:
a. Any amounts previously invoiced but unpaid;
b. Fees for services performed through the termination date which has not been c. Any approved Travel and Living costs.
NorthStar's obligation includes the following:
1. Provide notice of 10 calendar days for termination without cause;
2. Refund to Santa Monica any fees that have not been earned under this quote through the termination date.
Under no circumstances shall NorthStar be liable for any special, indirect, consequential, punitive or incidental damages of any kind and shall not be liable for loss of profits, works stoppage, system failure or malfunction, loss of data or any other damages or losses in connection with this statement of work, even if NorthStar has been advised of the possibility of such damages. In any event, NorthStar shall not be liable to pay any amount, in the aggregate, that is greater than the fees received by NorthStar under this statement of work.
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NORTH STAR"
UTILITIES SOLUTIONS www.northstarutilities.com
Assumptions:
Please note that upon delivery of a customization or interface into the testing environment, clients will have ninety (90) calendar days for acceptance testing, during which time, issues reported within the 30 days will be resolved at no charge provided they are part of the original scope of work. At that time the customization or intertace will be moved to the Production environment on agreement from the customer. All changes or issues reported after 90 days will be considered billable, unless a prior arrangement or extension to the acceptance period is made. If the testing period extends past 30 calendar days there will be an additional charge to move the modification or interface into Production unless a prior arrangement or extension has been agreed upon.
Acceptance:
A signature below will serve as authorization to proceed with this quotation. Please sign and return this document by fax to: 613-482-4874 or by email to: Kim Sharkey at [email protected]. • Approval to Proceed
Please provide both an authorized signature for sign off on this quotation, and a technical contact where we should be directing Technical Issues.
Print Name (Authorized signature) Signature Date
Name (Technical Contact) e-mail Phone Number
• Declined
If you do not wish to proceed with this work, please check one of the boxes below by way of an explanation, and we will update our records accordingly. a No longer required o Work completed internally • Work around created o Insufficient funds at this time • Cost is prohibitive o Other If you have any questions or need further information, please feel free to contact Mary Lee Whitehead, Project Manager at [email protected].
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