CONTRACT/ AGREEMENT APPROVAL FORM
Date:
Name of Contract/ Agreement
Originating Department/ Responsible Person, ext.
Vendor
Routing Instructions:
TYPE OF CONTRACT:
Have there been any changes to the Contract Template? No Yes CONTRACT AMOUNTS:
APPROVAL AUTHORITY:
INSURANCE REQUIREMENTS:
Waivers requested No Yes If Yes, Route to Risk Manager for signature first) BUDGETARY: Included in Budget Simpler report attached showing amounts) Amount Project String Accounting String
ATTACHMENTS:
Agreement and all Exhibits Resolution all contracts over 150k) SIR Questionnaire Certificate of Insurance, naming City of South San Francisco as an Additional Insured DEPARTMENT HEAD ACKNOWLEDGEMENT:
The contract, amendments, exhibits, insurance requirements/ waivers and attachments have been reviewed and included.
RISK MANAGER APPROVAL OF INSURANCE WAIVER:
CITY ATTORNEY APPROVAL OF ENTIRE AGREEMENT:
Comments:
Approval of Agreement Approval of Insurance Add Agreement to Contract Tracker ASSISTANT CITY MANAGER’ S APPROVAL:
Only ifamount isover 25, 000)
FINAL APPROVAL:
CITY CLERK:
Please attest, keep a copy for your files, and return to Originating Department Please upload to Laserfiche and return to Originating Department COPY SENT TO VENDOR:
2/ 3/22
1st Amendment to Consulting Services Agreement
Public Works / Marissa Garren, ext. 8549
e- Builder, Inc.
Eunejune > City Attorney > City Manager > City Clerk
Consulting / Design Professional
Amendment Additional Funds
Specified Amount( s) indicated below
DATE AMOUNT DATE AMOUNT
Original 11/ 8/17 616, 316. 00
1st Amendment 2/ 3/22 373, 352. 00
2nd Amendment
3rd Amendment
4th Amendment
TOTAL 989,668.00
Council
989, 668. 00
City Manager on behalf of Council
DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747
FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND E-BUILDER, INC.
THIS FIRST AMENDMENT TO THE CONSULTING SERVICES AGREEMENT is made at South San Francisco, California, as of February 3, 2022, by and between THE CITY OF SOUTH SAN FRANCISCO (“ City”), a municipal corporation, and E-Builder, Inc. (“ Contractor”), sometimes referred together as the “Parties”) who agree as follows:
RECITALS
A. On November 8, 2017, City and Contractor entered that certain Consulting Services Agreement (“ Agreement”) whereby Contractor agreed to providing project management software implementation and services. A true and correct copy of the Agreement and its exhibits is attached as Exhibit A.
B. City and Contractor now desire to amend the Agreement.
NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Contractor hereby agree as follows:
1. All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary.
2. Section 1: Term. The November 7, 2022, end date for the term of services identified in Section 1 of the Agreement is hereby replaced with November 7, 2025.
3. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Contractor a sum not to exceed $ 989,668, with the understanding that up to 599, 890.35 has already been paid to Contractor.
Contractor agrees this is the City’ s total contribution for payment of costs under the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties in writing.
4. Scope of Services. The Scope of services is amended and attached as Exhibit B to this Amendment.
All other terms, conditions and provisions in the Agreement remain in full force and effect. Ifthere is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment.
SIGNATURES ON THE FOLLOWING PAGE]
DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 Dated:
CITY OF SOUTH SAN FRANCISCO: E-BUILDER, INC.:
By:
Mike Futrell
City Manager
By:
Jeanne Prayther
Chief Financial Officer
Approved astoForm:
By:
City Attorney
Attest by City Clerk:
By:
City Clerk Signature and Seal
DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 February 9, 2022 | 7: 23: 07 AM PST
Exhibit B
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
Exhibit A - Original Contract and Attachments
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 DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 Exhibit B - Revised Scope of Services
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.
DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 Exhibit B - Revised Scope of Services
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 DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 Exhibit B - Revised Scope of Services
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.
DocuSign Envelope ID: 58928AC8- 043F- 47DC-BE88-D2832463F747 Exhibit B - Revised Scope of Services