E-BUILDER
WORK ORDER
THIS ADDENDUM dated: December 22, 2021
BETWEEN:
e-BUILDER, INC.
("e-Builder")
– and –
City of South San Francisco, CA
(“Customer”)
WHEREAS, Customer wishes to amend their Master Services Agreement with e-Builder, Inc. dated 11/8/2017 to amend the Products and/or Services described below in this Work Order and Exhibit A to this Work Order. The terms of the Master Service Agreement apply to this Work Order unless otherwise stated below. In the event there is a conflict between the terms and conditions of any Associated Customer Purchase Order (PO) and this Work Order, the terms of this Work Order will take precedence.
DESCRIPTION OF PRODUCTS AND/OR SERVICES
One-Time Professional Services Scope:
Phase & Deliverables Scope Comments
Project Kickoff & Discovery
Kickoff Discussion Included 1-2 weeks after Work Order execution Deliverable Schedule Included Defined during Kickoff Discussion The Parties agree at the time of this
execution, the Project Configuration &
Testing and Training below will be
completed within ninety (90) days from the
date of execution of this Work Order.
Project Configuration & Testing
Business Intelligence (BI) 6-BI Reports 6 Reports TBD During Discovery See Business Intelligence section found in
Exhibit A of this Work Order for further
information on Business Intelligence
Redeployment of 1 Code Step 1 Code Step • Funding Source Scheduled Task Training
Business Intelligence Training 1- Session Remote 4 days Duration/4 Users Maximum ATTACHMENT 1
Per the Business Intelligence Quick Start
Training section found in Exhibit A of this
Work Order
INVESTMENT SUMMARY:
The following details the Investment Summary for the One-Time Services fee and the additional fee to be added to Customer’s Annual Software Subscription.
One-Time Professional Services Scope: $29,148.00
Additional Annual Software Subscription
Item Annual Price
Business Intelligence $10,000.00
Code Step Maintenance $582.00
Total Additional Annual Software Subscription $10,582.00 PAYMENT TERMS:
Payment for One-Time Professional Services Scope shall be invoiced, and due and payable NET 45 days, as follows: (i) 50% due upon signed Work Order and (ii) 50% due upon completion of BI Training.
Travel and Expenses: Travel is not expected for the scope of work described above. Thus, all work will be done by e-Builder remotely. If Customer requires that e-Builder travel, a separate Work Order will be executed to reflect the updated scope and pricing.
Payment for Additional Annual Software Subscription is as follows: The Year 1 Fee for the Additional Annual Software Subscription in the amount of $10,582.00 will be pro-rated from 2/8/2022 through 11/7/2022 in the amount of $7,936.50 to coincide with the November anniversary date of the Customer’s existing Annual Software Subscription and is due and payable NET 45 days with the execution of this Work Order. The Year 2 Additional Annual Software Subscription will be invoiced with the Customer’s existing Annual Software Subscription upon the next renewal date of 11/8/2022.
DESCRIPTION OF SUBSCIRPTION RENEWAL
License Renewal: Customer will renew their existing unlimited e-Builder Enterprise licenses subscription at a cost of $85,095.78 based on an “Average Annual Capital Spend” of $35 million. “Annual Capital Spend” are the expenses incurred to demolish, plan, design, build, repair, remodel and furnish a building or site over a period of one year. The “Average Annual Capital Spend” is an average of the estimated next three completed fiscal years of the customers annual capital spend. e-Builder reserves the right to adjust the fee accordingly to align with the Customer’s actual average annual capital spend.
Renewal of License Add-Ons: Customer will also renew their existing product add-on subscription of Business Intelligence.
Total Annual Software Subscription:
Customer’s Total Annual Software Subscription shall include:
Year 1 11/8/2022 –
11/7/2023
Year 2 11/8/2023 –
11/7/2024
Year 3 11/8/2024 –
11/7/2025
Unlimited Licenses $85,706.88 $89,992.23 $94,491.84
Business Intelligence $10,500.00 $11,025.00 $11,576.25
Total Annual Software
Subscription:
$96,206.88 $101,017.23 $106,068.09
Term: The Renewal Term will be from 11/8/2022 to 11/7/2025 3 Year Term Fees
Year 1 Total Subscription Fee $96,206.88
Year 2 Total Subscription Fee $101,017.23
Year 3 Total Subscription Fee $106,068.09
Total 3 Year Costs $303,292.20
Contingency 10%* $30,329.22
Total $333,621.42
*Customer wishes to add a Contingency amount for any follow up work during the Renewal Term. The Contingency amount shall not be used until a mutually agreed upon work order describing a scope of work and pricing is executed.
Renewal Terms: The Annual Software Subscription will automatically renew at the end of each license term in increments of one-year periods unless e-Builder or Customer provides written notice of non-renewal at least sixty (60) days prior to expiration of the then-current term. Upon renewal, e-Builder has a right to increase license fees up to the greater of CPI plus two (2%) percent or five (5%) percent if the Annual Capital Spend stays constant. If the Annual Capital Spend increases, the Annual Software Subscription amount will change based on the tier level of Annual Capital Spend.
Payment Terms: Payment for Year 1 is due on 11/8/2022, Payment for Year 2 is due on 11/8/2023, and Payment for Year 3 is due on 11/8/2024.
Audit Rights: e-Builder will have the right, during normal business hours and upon at least five (5) days’ prior written notice, to have an independent firm audit the amount of Annual Capital Spend that the customer has incurred. The audit will be conducted at e-Builder’s expense, unless it reveals that Customer has not complied in which case Customer will (i) reimburse e-Builder for all reasonable costs and expenses incurred by e-Builder regarding such audit; and (ii) pay e-Builder any annual license fee underpayment disclosed by the audit.
Validity: This Work Order is effective until 2/28/2022. e-Builder has the right to not offer the products presented at the prices in this Work Order after 2/28/2022 Roadmap Disclaimer. CUSTOMER AGREES THAT IT’S PURCHASES ARE NOT CONTINGENT ON
THE DELIVERY OF ANY FUTURE FUNCTIONALITY OR FEATURES, OR DEPENDENT ON ANY ORAL
OR WRITTEN PUBLIC COMMENTS MADE BY TRIMBLE REGARDING FUTURE FUNCTIONALITY OR FEATURES.
Termination: Customer may terminate the Annual Software Subscription for convenience on not less than sixty (60) days’ written notice to the other Party hereto. If Customer terminates for convenience, all fees properly due, but not paid, and all previously paid subscription fees (both used and unused) for the current contract year shall be non-refundable and forfeited.
CLIENT INVOICING INFORMATION
Billing Address:
Attention:
Email Address:
Is there a PO required for invoicing?
______Yes ______No
Associated PO#: __________________________
IN WITNESS WHEREOF e-Builder and Customer have executed this Agreement under the hand of its officer duly authorized in that regard on the date first written above.
E-BUILDER, INC.
Print Name: _______________________________
Signature: _______________________________
Title: _______________________________
Date: _______________________________
CUSTOMER: City of South San Francisco
Print Name: _______________________________
Signature: _______________________________
Title: _______________________________
Date: _______________________________
Attn: [email protected]
Exhibit A
Customer Responsibilities & e-Builder Assumptions for One-Time Professional Services
The following responsibilities and assumptions are necessary for the successful completion of the scope of Work found in this Work Order. In the event that an item below does not occur in the manner or time-frame defined, e-Builder may request to meet with the Customer and mutually agree upon an adjustment to the schedule, work activities and fees.
● The Customer will make best efforts to ensure the committed participation of all appropriate technical and user personnel throughout the project, including but not limited to periodic status reviews. Customer resources provided during the technical and functional sessions must be empowered to make decisions on project direction.
● The e-Builder Professional Services team will work jointly with the Customer team to resolve all issues including those impacting the scope and timeline. Issues that may impact the progress and the schedule will be documented. If the issue is critical, e-Builder will present the issue to the Customer in writing as quickly as possible. Once the issue is presented in writing the Customer is expected to respond within two (2) business days. If the issue cannot be resolved within two days, they will notify e-Builder and arrange a meeting with all relevant personnel to resolve this issue.
Failure to do so could impact the cost and schedule of the e-Builder implementation project. eBuilder may suspend the SaaS Services or terminate this Work Order unless Customer signs a Work Order providing for additional funding. For purposes of clarity, the delays covered by this Paragraph include only those for which Customer has discretion and control, and specifically excludes matters that are beyond Customer’s discretion and control. ● All necessary content (data, text and graphics) will be provided to e-Builder prior to the creative processes (if applicable).
● Unless specifically identified as deliverables within this document, Customer will enter any historical data from past projects to enable historical analysis.
● Unless specifically identified as deliverables within this document, data migration, system integrations or custom development of any kind is not included within the scope of the e-Builder implementation project. These items can be included through the change management process if identified as required items.
● All change requests received and approved will be listed on a separate Work Order. Each additional Work Order must be signed and accepted prior to initiating additional work by e-Builder.
Either e-Builder or Customer may terminate these services with thirty (30) days’ written notice to the other Party hereto. If Customer terminates this work order, all earned but unpaid fees for Professional Services must be paid in full before the termination becomes effective. Earned fees represent the hours expended on the project through the date of termination. If Customer terminates this Work Order, any prepaid or properly due Additional Annual Software Subscription shall be non-refundable and forfeited.
Business Intelligence Quick Start
4 Day Course:
Business Intelligence (BI) Quick Start – e-Builder will deliver BI Quick Start training for Customer. Quick Start training consists of a series of prep calls and tasks to obtain and review Customer reports and dashboards prior to the remote training. To provide value, e-Builder will incorporate these Customer reports and dashboards into the training curriculum. The remote training will be delivered in four (4) days. The first two (2) days of BI Quick Start focus on training and knowledge development delivered through a series of interactive workshops. These workshops cover the basic and advanced level information and skills needed to successfully implement Business Intelligence Reporting and Dashboards.
The last two (2) days of training provide the Customer the opportunity to leverage new skills with the guidance of e-Builder’s Professional Services team. The e-Builder team will assist in the development and deployment of BI reports and dashboards in the Customer’s e-Builder Enterprise Account. This process validates training comprehension with remote assistance as the Customer develops their BI reports and dashboards.
If the Customer wants any specific reports or dashboards delivered by e-Builder, it is separate from the Quick Start training and will require a separate Work Order.
Business Intelligence
e-Builder Enterprise Business Intelligence Module put the power of graphical objects and detailed reports in a single solution. Its mission critical to improve decision making with real-time data that is available instantly. e-Builder’s Business Intelligence Reporting enables you to visualize performance of activities across your entire program, putting you in control of your operations so you can quickly and easily make decisions. This next generation of graphically rich dashboards and reports provides benefits to all users of e-Builder Enterprise.
FOR EXECUTIVES
• Insightful program performance and forecasts
• Graphically summarize complex data quickly
• Interactive, real-time answers about project & program status
FOR ADMINS
• Report across multiple e-Builder modules
• Easily create dashboard reports with drag & drop fields • Combine graphical reports with tabular reports in one view
FOR PROJECT MANAGERS
• Automated report production gets more time back in your day • Visually analyze data in an easy-to-read manner
• Create compelling project status reports everyone can trust