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C2015-053 - 3/24/2015 - Approved
infor ORDER FORM This Order Form is subject to the terms of Exhibit 9(Subscription License and Services Agreement)of the Master Contract between Infor(US), Inc. and City of Corpus Christi("Licensee") with an Effective Date of May 15,2013 (the'`Agreement"). All terms of the Agreement are incorporated herein by reference. In the event of a conflict,the terms of this Order Form control over the terms of the Agreement. Capitalized terms not defined in this Order Form are defined in the Agreement. In the event the capitalized terms in this Order Form differ from the terminology used in the Agreement, references herein to: "Subscription Software" and "Component Systems"shall have the same meaning,refer to the computer software programs identified this Order Form and may be referred to in the Agreement as Component Systems, Products, Software Products, Subscription Software, Software, Programs or Licensed Programs; "Support" may be referred to in the Agreement as Support, Maintenance and Support, Annual Support, Support Services,On-Going Support or One Point Support; and"License Restriction" means any limitation on the use of the Subscription Software and may be referred to in the Agreement as License Restriction or User Restriction. 1. Subscription Software Part# Subscription Software License Restriction* (if applicable) Quantity Type 1 LMS-S-LMSLM Learning Management Subscription 3,500 EU 2 LMS-S- Learning Management Ad-Hoc Reporting Subscription 3,500 EU LMADHR *If specified in the License Restriction field: • EU= "End User"means Licensee's current(i.e. non-terminated)full-time,part-time,or seasonal employees,consultants or contractors who either(i) use the Component System directly or(ii) whose records, schedules, or related data are processed by the Component System. Support is included in Subscription Services. Support Type:see Exhibit 1 for Support level description. II.Subscription Term and Subscription Fees Initial Subscription Term: Subscription Service Ready Date through five(5)years Additional Annual Subscription Fee: $40,000.00 Fee for Initial Subscription Term: $200,000.00 Total Amount Due(before applicable taxes): $200,000.00 All amounts are in US Dollars unless otherwise specified. Currency: United States Dollars LMS Order Form(March 2014) Page I of 17 2015-053 3/24/15 y M2015-027 INDEXED Infor III. Payment Terms Annual Payment Terms: Licensee shall pay the Annual Subscription Fee,in advance,as invoiced by Infor. The first Annual Subscription Fee,plus applicable taxes,will be invoiced promptly upon the Subscription Service Ready Date. All other Annual Subscription Fees will be invoiced such that they are due prior to the commencement of the portion of the Subscription Term to which the Annual Subscription Fee applies.Licensee shall pay all invoices within 15 days of the date of the invoice. Licensee Account ID: 100013196 Infor GL ID: USOAB Account Executive Name:Shelly Carroll Primary Location Address: Invoice Address: (if blank,the Primary Location Address shall be used for Invoicing) City of Corpus Christi 1201 Leopard Street Corpus Christi,TX 78401 Contact Name:Belinda Mercado Contact Name: Contact Title: Contact Title: Contact Phone:361-826-3732 Contact Phone: Contact email:bmercado@cctexas.com Contact email: IV. Definitions "Subscription Service Ready Date"means the date Infor informs Licensee that the Subscription Service is accessible,but not ready for use,by Licensee for the respective Subscription Software listed in this Order Form.This date is not synonymous with any Licensee launch or go-live date(date software is ready for use). V. Additional Terms No changes or modifications of any kind to this Order Form shall be accepted after execution unless signed in writing by both parties. Any purchase order or similar document(other than a mutually executed and delivered Order Form)that may be issued by the undersigned Licensee in connection with this Order Form does not modify this Order Form or the Agreement to which it pertains. No such modification will be effective unless it is in writing,is signed by each party,and expressly provides that it amends this Order Form(or as applicable,the Agreement). For U.S. Government entities, the following restricted rights clause applies: This Component System is a "commercial component,"as this term is defined in 48 C.F.R.2.101,consisting of"commercial computer software"and"computer software documentation,"as such terms are defined in 48 C.F.R.252.227-7014(a)(I)and 48 C.F.R.252.227-7014(a)(5),respectively,and used in 48 C.F.R. 12.212 and 48 C.F.R. 227.2702, as applicable, and all as amended from time to time. Consistent with 48 C.F.R. 12.212 and 48 C.F.R.227.7202,and other relevant sections of the Code of Federal Regulations,as applicable,and all as amended from time to time,all U.S.Government entities acquire this Component System only with those rights set forth in the license agreement accompanying this Component System. Use,duplication,reproduction,or transfer of this commercial software and accompanying documentation is restricted in accordance with FAR 12.212 and DFARS 227.7202 and by a license agreement. By signing this Order Form, Licensee represents and warrants that it has obtained all necessary authorizations and approvals including,but not limited to,appropriation of funds and budget approval. Licensee's purchase of the subcription specified herein is not contingent or dependent upon the provision of any consulting services Licensee may choose to purchase from Infor contemporaneously with this Order Form or in the future. Exhibit 1—Service Level Description is attached to and made a part of this Order Form. OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 2 of 17 Effective cue of this Order Form: (the"Order Form Date") THE PARTIES have executed this Order Form through the signatures of their respective authorized representatives. For: Info (US),Inc. For: I f Co •us Ch ' (LegaAiii Liceopia A Signature Signature Patricia Elias Tvi Ronald L. Olson Typed or Printed Name Typed or Printed Name Associate General Counsel City Manager Title Title February 12,201541/6 015 // /,i8 Date Date l(, ATTEST: 2"-Le/0-4---e• Rebecca Huerta City Secretary Date APPROVED AS TO FORM: Buck Brice (Date) Assistant City Attorney For City Attorney IT CatlNCIL SECRETARY OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 3 of 17 EXHIBIT I TO ORDER FOI11M SERVICE LEVEL DESCRIPTION FOR INFOR LEARNING MANAGEMENT SYSTEM This Service Level Description describes the certain operational details and service levels for Infor's Learning Management System(the "LMS") which the Licensee has subscribed for pursuant to a Subscription License and Services Agreement (the "Agreement'). This Service Level Description describes the Subscription Services and Support offered under the Agreement and is considered part of the Documentation as defined in the Agreement. This Service Level Description is organized around three major concepts: A) LMS Architecture and User System Requirements, B) Technical Support and C) Hosting Services Description.Capitalized terms not otherwise defined in this Exhibit I shall have the meanings set forth in the Agreement. A.LMS Architecture and User System Requirements The Software and Hardware Requirements listed in this Exhibit I represent the minimum requirements necessary for the LMS to operate. Note A-Infor reserves the right to discontinue support of any third party software components that are no longer supported by their respective vendors as a lack of support from the vendor may prohibit Infor from providing a satisfactory solution to errors that may be encountered by the Licensee during normal use. Furthermore, if Licensee encounters an error on a supported platform, the corrective course of action recommended by Infor may be to apply patches or fixes provided by the respective hardware or software vendor in order to resolve the error. Note B-The System Requirements for LMS may change over time. Infor will notify customers of material changes likely to affect use of the LMS six months in advance to allow time to make or plan any necessary changes. Infor offers the LMS in a hosted, software as a service (SaaS) environment (such environment the Hosting Services). The platform for the Hosting Services will be selected,managed,and maintained by Infor. The primary hosting environment for the LMS is in the United States. Infor reserves the right to select one or more alternate environments for the Hosting Services or move to another hosting location at any time. Upon request of Licensee, Infor will provide Licensee with additional detailed information regarding the operating environment from which the Hosting Services are provided. LMS Administrator Infor's browser-based administrative application is used by LMS administrators to control access to LMS,set up learning events, and view the results of learning activities. Software Requirements Operating System Microsoft Windows XP,Windows Vista,or Windows 7 Browser Microsoft Internet Explorer 8.0 or above Microsoft Silverlight Microsoft Silverlight Runtime 4.0 or above is required. Runtime Hardware Requirements CPU Pentium-class processor running at 1.5 GHz or above Memory I GB RAM or above(2 GB RAM recommended) Display 1024 x 768 or above with 65,000 colors Connectivity LAN connection to a TCP/IP network with 256 Kbps connection or above OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 4 of 17 LMS Content Creator("LMS CC") Authors use Infor's Windows-based, template-driven authoring environment to create LMS course content. LMS CC requirements are as follows. LMS CC Software Requirements Operating System Microsoft Windows XP,Windows Vista,or Windows 7 Browser Microsoft Internet Explorer 8.0 or above Adobe Flash The Adobe Flash 9 or above plug-in is required by Content Creator. Plug-in Microsoft Office To leverage the Microsoft Office Integration features of Content Creator, Microsoft Office 2003 or Microsoft Office 2007 or Microsoft Office 2010 must be installed and activated. Microsoft.NET In order to convert Microsoft PowerPoint documents into Adobe Flash files, Framework authors must have the.NET Framework 2.0(with SPI or above)installed. LMS CC Hardware Requirements CPU Pentium-class processor running at 1.5 GHz or above Memory 1 GB RAM or above(2 GB RAM recommended) Hard Disk 100 MB hard disk space for application plus additional space for course content Display 1024 x 768 or above with 65,000 colors Connectivity LAN connection to a TCP/IP network with 256 Kbps connection or above Sound Windows-compatible sound card and speakers(required if audio is used in courses) LMS Portal,Learner and SCORM Player Learners use Infor's web-based learning environment to access LMS courses and track their learning. LMS Portal,Learner and SCORM Player Software Requirements Operating System Microsoft Windows XP,Windows Vista,or Windows 7 Mac OS X Browser Microsoft Internet Explorer 8.0 or above Mozilla Firefox 4.0 or above Apple Safari 4.0 or above Optional Plug-ins Media players and versions dependent on course content (dependent on course Adobe Flash Player 9.0 or above content) LMS Portal,Learner and SCORM Player Hardware Requirements CPU Pentium-class processor running at 1 GHz or above Memory 512 MB RAM or above(1 GB RAM recommended) Display 800 x 600 with 256 colors minimum(1024 x 768 or above with 65,000 colors recommended) Connectivity LAN connection to a TCP/IP network or 56 Kbps dial-up connection or above Sound Windows compatible sound card and speakers(required if audio is used in courses) OP-01878993 JMG 1-12-15 tnfor LMS Order Form(March 2014) Page 5 of 17 LMS Offline Viewer Learners use Infor's client based course viewer application to interact with LMS courses while not connected to the Internet. LMS Offline Viewer Software Requirements Operating System Microsoft Windows XP,Windows Vista,or Windows 7 Browser Microsoft Internet Explorer 8.0 or above Java Runtime Sun Microsystems Java Runtime Environment(JRE)1.4 or above Environment Microsoft JVM Optional Plug-ins Adobe Flash Player 9.0 or above (dependent on course Additional media players and their required versions are dependent on course content) content LMS Offline Viewer Hardware Requirements CPU Pentium-class processor running at 1 GHz or above Memory 512 MB RAM or above(1 GB RAM recommended) Hard Disk 30 MB hard disk space for application plus additional space for course content Display 800 x 600 with 256 colors minimum(1024 x 768 or above with 65,000 colors recommended) Connectivity LAN connection to a TCP/IP network or 56 Kbps dial-up connection or above Sound Windows compatible sound card and speakers(required if audio is used in courses) LMS Mobile: Mobile Hardware and Software Requirements: Below is the list of mobile devices,operating systems,and LMS functions currently supported in a mobile environment.The manufacturers,distributors or carriers of the mobile devices and operating systems referenced below have not certified or endorsed the LMS. The list below is intended only to indicate that the mobile devices on this list have adequate memory to run the LMS and the operating systems are capable of running the LMS based on Infor's internal testing.Performance of the LS on any mobile devise depends on,among other factors,the mobile broadband carrier and data plan selected by the user,available bandwidth and local coverage,and other applications that maybe running simultaneously with the LMS.Testing for compatibility for all devices on all carriers is not feasible.However,Infor will make reasonable efforts to trouble shoot and resolve compatibility issues for the supported devices listed below. Infor has optimized LMS to run on desktops and tablets.The application detects the type of device being used and makes UI and other adjustments automatically including: — Resizing buttons — Re-organizing menus — Remembering users last position in the course OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 6 of 17 Supported Tablets Apple iOS iOS versions 5.x • iPad 2 • iPad 3 Android 2.3.x Gingerbread 3.x.x Honeycomb 4.0.x Ice Cream Sandwich • Samsung Galaxy Tab • Samsung Galaxy Tab 2 • Sony Tablet S(coming soon) • Kindle Fire(coming soon) BlackBerry Play Kook Playbook OS 2.0 Supported Smart Phones Apple IOS iOS versions 4.x,5.x SUPPORTED DEVICES: • iPhone 4S • iPhone 4 • iPhone 3GS • iPhone 3G • iPod touch BlackBerry SUPPORTED DEVICES: • Series 90xx(Bold) • Series 93xx(Curve) • Series 95xx(Storm) • Series 96xx(Tour) • Series 97xx(Bold) • Series 98xx(Torch) • Series 99xx(Bold) Android • Any Android Smart Phones running on Fryo 2.2 or greater. Nindows Mobile • A Windows Mobile 7 device with an IE-7 or greater browser Infor LMS functions supported in Mobile Environment: LMS Mobile serves learners by supporting all portal features including collaboration,advance certification,competency management,transcripts,notifications,impersonation,and reports on tablets.It also tracks all course scores and sessions, including scores and sessions for third party content optimized for mobile delivery.All portal functions in LMS mobile are managed by your desktop/laptop-based LMS administrator. LMS Mobile also supports some of the key Portal Functionality such as"My Courses","My Transcript"&"My Profile"on Smart Phones. OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 7 of 17 B. Technical Support Infor provides technical support("Support")and other services as noted herein under the terms and conditions in this Agreement. Licensee's purchase at least one of the three Support packages described in Appendix 1 below. Levels of Support • Level I Support ("Help Desk") is provided directly to the Registered Users. Infor belives that the most efficient approach to providing Level I support is via Licensee's Help Desk. Therefore, lnfor provides comprehensive training and documentation for the Licensee's Help Desk. Because of the intuitive nature of the Learner interface,the Level I support call ratio is insignificant-typically I%or less-and generally involves help with issues unrelated to the LMS software or its system requirements. Nevertheless, should Licensee request Level I support, Infor will provide such support through Help Desk partnering at a mutually agreed cost based on the Licensee's needs. • Level 2 Support is provided directly to professionals designated by the Licensee. Cases will be classified as either ""How To"or"Software Default",as defined below. All other cases shall be deemed Level 3 Support. - The"How To" case refers to clarification on a single topic or feature of the Software. The"How To" inquiries may pertain to the installation,configuration,or operability of the LMS. Clarification of-How To"cases does not involve replication, corrections, or enhancements to the operation of the LMS and is not a "Software Default" defined as follows: • A"Software Default"case means any incident,defect,breakdown,or blockage in the Software that prevents the LMS from performing substantially in accordance with its Documentation and the"User System Requirements"as specified in this Exhibit 1. Clarification of "Software Default" cases involves replication, corrections, or enhancements in the operation of the LMS. All other defaults,including,but not limited to,defaults caused by the Licensee's IT environment,content produced by vendors other than Infor, personal hardware configurations,and customizations and configurations not authorized by Infor,are not a Software Default. Infor maintains the right to, from time to time,update and modify the'"User System Requirements"with new versions of the software and will provide commercially reasonable notice of such modifications to the Licensee. Licensee shall provide Infor prompt written notice of any "Software Defaults", including all necessary information to replicate the default, documentation, technical assistance and, when necessary, access to the computing device on which the issue occurred,including all information and cooperation necessary to reproduce such failure. • Level 3 Support required by professionals designated by the Licensee for troubleshooting any issues that are not classified as Software Defaults. This, includes,but is not limited to, Licensee created Flash Templates, SCORM or AICC related issues for content other than content created by Infor,customization or configuration of the LMS features beyond the scope of documentation and training, and the troubleshooting of any Licensee specific product enhancements. Infor Support will escalate these issues to a Technical Account Manager and/ or other designated professionals as required,and these cases will be billed at an hourly rate to be agreed upon prior to performance of any such services. Technical Support Criteria Infor shall not be obligated to provide Support in the following instances: (a) Licensee is not using the LMS in accordance with its then current User System Requirements, Documentation and Training. (b) Any error reported by Licensee and reasonably determined by Infor to be due to a cause other than the LMS software,including,without limitation,Licensee's misuse of the LMS or infrastructure. (c) Licensee fails to install or approve deployment of any maintenance release packages provided by Infor. (d) Licensee obtains or modifies the LMS software source code without Infor authorization. (e) Licensee uses,installs or attempts to use or install software which interfaces with the LMS , or writes to or modifies any data file maintained or accessed by the LMS which has not been authorized by Infor. (f) Licensee requests for customization of documentation. OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) PageS of 17 (g) Licensee requests for edits or changes to the LMA software,the LM1 CC,SCORM,or AICC courses. (h) Licensee requests for troubleshooting issues related to the use of third party development tools and third party content. (i) Licensee requests for manipulation of data. (j) Licensee requests for Ad Hoc Report creation beyond the scope of documentation. (k) Licensee requests for troubleshooting SCORM or AICC content issues that have not gone through compliance/conformance checks through tools such as ADL Test Suite or SCORM Cloud. Any Support services provided by Infor to address problems caused by any of the above reasons wilt be escalated to an Infor Technical Account Manager and billed at an hourly rate to be agreed upon prior to performance of any such services. • Support shall be provided by means of remote access to the LMS or Licensee's computer systems or through telephonic support. Any technical support related services provided to Licensee on-site are chargeable at lnfor's then current time and materials rates. • Support shall not be provided directly to Registered Users. Support shall be provided only to the contact persons designated by Licensee by written notice to Infor. Default Definitions 1. Hosting Services: Fatal Default Server down or site inoperable,i.e.,Software is not available 2. Software Defaults: Software Default Software Default shall mean any incident, defect, breakdown, or blockage in the Software that prevents the Software from performing substantially in accordance with its Documentation and the"System User Requirements"as specified in this Exhibit 1. All other defaults including, but not limited to, defaults caused by the Licensee's IT environment, content produced by vendors other than Infor, personal hardware configurations,and customizations and configurations not authorized by Infor,are not a Software Default. Severity of Default: Blocking Default Blocking default shall mean a Software Default that prevents all Registered Users from using the LMS. This could be a server hardware issue, a global outage, or a deployment issue. Major Default Major default shall mean a Software Default that prevents a majority of Registered Users(over 50%)from using one or more functions of the LMS. Users can continue to work on the majority of other functionalities and may use workarounds for defective features while waiting for a resolution. The overall operation of the LMS is not completely affected. Minor Default Minor default shall mean any Software Default other than a Blocking Default or a Major Default is preventing some Registered Users from using the LMS or using a Software function. OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 9 of 17 3. Level of Urgency: Urgency This is a qualification of the bug within the Licensee context. It helps identify the level of urgency and special attention required for the fixing of the defects. Level of Urgency: High This level of urgency has a high disturbance on Licensees business processes and set objectives. For example,on a set and communicated date,the Licensee has a product launch and many people are targeted or the Licensee has established a deployment date where many departments are expecting. In this case, the following features could be considered as important features to fulfill the objective: • The ability to use LMS CC to create courses and to publish them to the server. "v The ability for users to access their enrolled or available curriculum/courses. • The ability for an Administrator to set up curriculum/courses and assign them to individuals or groups. > The ability to import SCORM and AICC courses. Medium This level of urgency does not prevent Users and/or Administrators from accessing or configuring the most important functionalities. However, certain features could malfunction preventing the Licensee access to nominal levels of automation and be forced to use a degraded mode of operation. This situation concerns functions such as: • Some system notifications are not being received. • Reporting data accurate in most areas,but not all. • Certifications cannot be printed. • The Search function is slow or does not show the required result Low This level of urgency does not cause any impact on Licensees operations. Any situation considered as cosmetic or somewhat limiting in nature. Software Defaults: Priority Default Type Level of Time to acknowledge Time to restore in Level Urgency business hours* Blocking Default High Within one business hour Within 24 business hours 2 Major Default High Within three business hours Within 72 business hours (For Content Creator issues—5 business days) 3 Major Default Medium Within 3 business hours but Within 15 business days shall not exceed 24 hours or the next business day if a weekend. 4 Minor Default Low Will vary with the Support Commercially reasonable efforts to Package purchased by the restore within the next monthly Licensee,but shall not exceed update,unless agreed for a later 24 hours or the next business restoration with the Licensee, day in the case of a weekend or which agreement will not be holiday. unduly withheld. *Excludes time to replicate the Default and assumes that Licensee provides adequate information to replicate the Default; and if the Licensee hosts the Software,the Licensee provides timely access to Licensee's servers to replicate the Default,or enables Infor to replicate the exact Licensee environment on its servers at Licensee's expense. OP-01878993 JMG 1-12-15 lnfor LMS Order Form(March 2014) Page 10 of 17 Technical Support Resolution Process Customer initiates Technical Support Request (phone,email.Online Center) Jr TSE reviews the support case details and investigates 111111111110111°11. TSE contactslo wstcmer to get more Yes information No TSE provides resolution to customer TSE documents case Issue Resolved/ ► details and doses the case No Case is escalated to Tier 2 Support Level TSE provides resolution to customer,documents Yes details and doses case No Case is escalated back to Tier 2 support and process is repeated until d is resolved TSE=Technical Support Engineer OP-01878993 JMG 1-12-15 Infor LMS Order Form (March 2014) Page 11 of 17 Production and Staging Environments The LMS installation consists of two production sites and one staging site. • Live Site(View Server)-This site hosts live courses and Registered Users access this site for their learning needs. • Course Development Site(Edit Server) -This site is used for the development and testing of courses. • Staging Site-This site is used for defect verification and approval of Software hot fixes. Deployment Process for Licensee Reported Software Defaults I. The Licensee reports a Software Default to Infor Support. 2. Infor Support reproduces the default and escalates to Infor Development; a. The default is reproduced in the Staging site;it is logged and assigned to the Infor Development team b. lnfor personnel may require the Staging site be replicated with data from the Live site as needed to troubleshoot the default. Typical turnaround time is one business day. 3. Infor Development corrects the defect and provides fix to Infor QA; a. The development team fixes the defect and a hot fix package is created b. The hot fix package is deployed to a QA environment for regression testing c. The hot fix package is approved by Infor QA. 4. Infor Support validates the hot fix package and notifies the Licensee; a. The hot fix is deployed to the Staging site and is validated again by lnfor Support b. Once the hot fix is validated on the Staging site,the Licensee is notified that the hot fix is available c. The Licensee is required to review the hot fix on the Staging site and approve deployment to the Production environment. Level 3 Support Services Infor offers services beyond the scope of Support which are available at an additional cost or pursuant to a mutually agreed Software Services Agreement and Statement of Work. The following is list of typical Level 3 support requests: • Ad Hoc Report consulting • Instructional design consulting • Course development • New implementation projects and/or configurations beyond the initial Software rollout • Development of multimedia and graphics for Portals and/or course content • Customizations and/or new feature development within the Software • Integration projects involving but not limited to Web Services or the HR Integration Utility • Troubleshooting of client-created flash templates • Creation of custom reports and/or reporting views • Software use training Support Contact Information Professionals designated by the Licensee can submit their Support incidents in the following manner: • By logging in to the Infor Xtreine Portal at http://www.inforxtreme.com for all Support Packages • By calling Infor Global Support at 1-877-772-4111,Monday through Friday-reserved for Plus and Premier Packages only. For a detailed listing of all support numbers visit http:/iwww.infor.comicontacu OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 12 of 17 Individuals authorized to submit support requests to Infor The following individuals are authorized to submit support requests to Infor(Please fill in full name and title); Licensee contact Licensee contact Licensee contact Holidays: Infor Support will not be available during public holidays in the U.S. Generally, holidays falling on the weekend are observed on the Monday of the following week. • New Year's Day • Memorial Day • Independence Day • Labor Day • Thanksgiving Day I Day after Thanksgiving • Christmas Day Tracking Support Cases: Infor will communicate the status of cases on a frequent basis. Named individuals of the Licensee will have access to Infor's Xtreme Support portal at https:i/www.inforxtreme.com which is available 24 hours a day,7 days a week to track the status of incidents for all Support Packages. The Licensee will also have access to the the LMS Knowledgebase and Documentation Library on this site. OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 13 of 17 Appendix 1-Level 2 Support Packages I ccliuicaI Support Services "How To"/Informational Cases • Licensee poses a question or requests clarification on a single tonic or a feature of the Software • Maximum of 30 minutes per case • Each 30 minute"How To"case counts as one(1)Support Credit. If more time is required.additional support credits can be applied. Software Default Cases • A Default Case is a fully documented single default reported by the Licensee with adequate information to enable Infor to replicate the default internally in the environment conforming to the User System Requirements. Resolution of such case may involve several interactions between the Licensee and the support group. • Infor shall fix defaults determined to be the Software Defaults at no charge to the Licensee. • Fixes for defaults other than Software Defaults will be deemed Services subject to an SOW and billed accordingly. • Maximum of 60 minutes per case. • Each 60 minutes counts as two(2)Support Credits. If more time is required,additional support credits can be applied. Hosting Services Default • Infor hosting environment is down i.e.LMS is not available Services: The following services are not Level 2"How to"or"Software Default"cases and will be billed in hourly increments at an hourly rate to be agreed upon in writing prior to provision of such services. Services that are not Level 2 include,but are not limited to: • Client requests for conference calls and live meetings other than status called covered by support packages purchased by the licensee • All Level 3 Support -troubleshooting issues other than"Software Defaults" • Request for Ad Hoc Report creation • Request for content changes to a LMS or SCORM/AICC course • Troubleshooting courses created by parties other than Infor • Editing of multimedia and graphics files for inclusion within any LMS component • Request for data manipulation • Request made for database backup retrieval and/or data restoration OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 14 of 17 standard.Plus and Premier Sersiccs Standard flus Premier Methods to open ticket Email /Online Email/Online/Phone Email/Online i Phone only Online 24 x 7 Technical Support Center Access--to submit tickets,access FAQ's and Knowledgebase, download documentation Free Free Free #of Support Incidents Included: 24 credits 30 credits 30 credits -How To Cases(up to a 30 minute case = I support credit) -Software Default Cases(up to a 60 minute case =2 support credits) Hours of Support: Mon-Fri Mon-Fri Mon-Fri - • Central European time zone 9:00 am-6:00 pm 8:00 am-5:00 pm 8:00 am-7:00 pm One time zone is included in each support package. Licensees must designate one time zone on the Order 9:00 am-6:00 pm 8:00 am-5:00 pm 8:00 am-7:00 pm Form.The Premier Support package includes one additional time zone for free.Time zones can be added 9:00 am-6:00 pm 8:00 am-5:00 pm 8:00 am-7:00 pm for an additional charge of$2,500 per year. 9:00 am-6:00 pm 8:00 am-5:00pm 8:00 am-7:00 pm Designated Technical Support Engineer(TSE) None Included Included _ Response Time in business hours 9:00 am-5:00 pm 9:00 am-5:00 pm 9:00 am-5:00 pm • How-To cases Next business day Same business day Within 2 hours • Blocking default cases 1 hour 1 hour I hour • Major Defaults cases 3 hours 3 hours 2 hours • Minor Defaults Next business day Same business day Within 3 hours Priority Ticket Routing None None Included Weekly/Biweekly 30 minute Status Calls and/or pre-agreed reports None Biweekly Weekly Personalized Services: In addition to the Standard,Plus and Premier packages,customized support TAM Pricing:Note-each day is 9:18)am-5:01)pm:with a one hour lunch. packages with tailored services and dedicated Technical Account Managers(TAM's)are offered. The • Ad Hoc assistance at$1,750 per day TAM brings expertise in order to maximize the Software's benefits and implement best practices • 5 day package- $1,500 per day accumulated over 16 years of Infor's experience. The TAM can assist with change management,serve as • 10 day package-$1,400 per day a technical advisor,assist with customizations,integrations,new features,web services,creation of ad hoc • 25 day package-$1,200 per day reports,SCORM/AICC support,HR utility issues,portal modification,competency management,etc. • 50 dayacka e-$1,000 P• >� per day OP-01878993 JMG 1-12-15 Infor LMS Order Form(March 2014) Page 15 of 17 J'. Hosting Services Description This Section C describes the Hosting Services environment currently provided by Infor in the United States. Infor reserves the right to select one or more alternate environments for the Hosting Services or move to another hosting location at any time. Upon request of Licensee, Infor will provide Licensee with additional detailed information regarding the operating environment from which the Hosting Services are provided. Hosting Services Infrastructure-The Hosting Services are supported by commercially reasonable redundant infrastructure including • Power infrastructure that includes redundant sources(multiple power feeds,generators,battery backups), multiple power distribution systems,and redundant power supplies; • Environmental controls that include highly available precision HVAC systems,humidity controls,and water detection systems; • Network infrastructure that includes multiple Internet Service Providers,redundant edge routers,firewalls, and switches; • Hardware and software redundancy in support of virtualized and physical servers;and • Storage solutions that provide redundant back end data storage. Infor maintains a disaster recovery site where Licensee's data is replicated on a regular basis. Technical Change Management—Infor maintains change management system to ensure review and controlled implementation of changes that Infor may make from time to time in the support of the Hosting Services. Changes require both a risk analysis and a peer review before being implemented in Infor's infrastructure. Security&Privacy—Infor takes great care to protect non-public information provided to us by our customers. Infor may have access to non-public information from multiple sources that include: • Directly from use of one of lnfor's hosted applications. • Directly from a customer's designated service representative or indirectly via batch data transfers. • In the course of transactional activities as information is updated or processed by an Infor hosted application, or through data maintenance activities. • Other sources as defined by one of our solutions. Infor has implemented a defense-in-depth strategy to protect non-public information. This strategy is based upon best-practices designed to comply with applicable laws and regulations and is based upon widely accepted industry standards.Our security management system is based on the following: • Security Policies: We require that all employees be responsible for the security of non-public information and follow the practices defined within the Information Security Management System. • Information Security Organization: Infor's management is committed to security and has established an organization responsible for the security of non-public information. • Asset Management: All assets arc strictly controlled and all information is classified in order to determine the appropriate controls required for access and handling. • Human Resources Security Practices: In the US,Infor conducts a comprehensive background check and screening at the time each employee is hired and requires that employees maintain familiarity and compliance with security responsibilities. When employees leave Infor,a formal process is established to remove their physical and virtual access to the Infor infrastructure. • Physical and Environmental Security:Infor places critical components in physically controlled spaces with best-practices in place to secure infrastructure.Physical and environmental security measures include card and/or biometric access controls,and limited access to secure locations based on job function. • Communication and Operations Management: Infor has implemented strong operational procedures to protect information.Our controls surrounding system planning,protection from malicious code,backup Subscription Order Form(US Oct.2014) Page 16 of 17 processes,network security,media handling and exchange of information are constantly being analyzed and monitored to insure they provide reasonable protection for your data.Third party service providers with access to confidential information are required to adhere to security and privacy requirements that are consistent with and at least as restrictive as Infor's own policies and procedures regarding the protection of confidential information. • Access Control:All access to systems,networks,and applications is controlled down to the user and resource level with role-based privilege techniques. This access is reviewed on a periodic basis to ensure that a change of personnel or a change of role has not modified the access needs of the individual. • System Development:Security requirements of all applications that handle confidential information are defined early in the development stage. Appropriate data protection techniques are designed into the application while changes to developed software must go through a mature change management process. • Incident Management:In the unlikely event of an actual or reasonably suspected security incident,our teams immediately begin work to identify the scope if impact,mitigate any exposure,determine the root cause of the incident and take appropriate corrective action. • Compliance:We are constantly analyzing the requirements of legal,regulatory,and contractual obligations to ensure we are abiding by the requirements that apply to the handling of your data. Scheduled Maintenance—The Hosting Services shall be subject to a regularly scheduled weekly maintenance window. Intbr makes commercially reasonable efforts to establish maintenance windows during times that minimize impact to Licensee's users. While most of Infor's maintenance can be completed during regularly scheduled maintenance windows,from time to time maintenance must be performed outside of the scheduled maintenance windows to maintain the integrity and security of the Hosting Services. In such cases,lnfor will provide Licensee's primary point of contact as much advance notice of the planned maintenance as is technically feasible. The regularly scheduled weekly maintenance windows and any period of unavailability due to maintenance for which Licensee is given at least 24 hours advance notice is considered"Scheduled Maintenance". Availability—Infor's goal is to provide access to the Hosting Services at Infor's Internet gateway(s)twenty-four hours per day, seven days a week,except during Scheduled Maintenance. Infor's service level objective is 99.5%Availability measured on a monthly basis. Subscription Order Form(US Oct.2014) Page 17 of 17 1. Statement of Work This Statement of Work("Work Order or SOW")is subject to all terms and conditions of the Master Contract and Exhibit 5 to the Master Contract,the Software Services Agreement between Infor(US), Inc.("Infor")and the City of Corpus Christi("Licensee"or"City"),dated May 15,2013(collectively, the"Services Agreement"). All terms of the Services Agreement are incorporated herein by this reference. Capitalized terms not defined in this Work Order are defined in the Services Agreement. In the event of a conflict,the terms of this Work Order control over the terms of the Services Agreement. 2. Project Scope Infor's Services effort for the project described in this SOW is based on information given to Infor by the Licensee and the key assumptions detailed in this SOW.Any additional information or changes to the information provided may require revision of the level of Services effort required to complete the activities,the payment of additional fees by Licensee and is subject to Infor's standard change order process. If the Licensee fails to satisfy stated requisites or assumptions in this SOW,a change in scope,time, and cost may be required and result in a change order. 2.1 Proposed Infor Application Landscape Scope Licensee has licensed the following Component Systems from Infor. Infor will implement the products listed below to accomplish the scope as identified in this SOW. Learning Management Subscription Learning Management Ad-Hoc Reporting Subscription Infor Application Scope Key Assumptions: (1) For all applications listed above,each will be implemented with the latest generally available Infor or third party supplier software version at the time software delivery.The Licensee intends to implement the Infor solution using industry standard best practices with no changes to the delivered source code. (2) The scope of the implementation for the Learning Management System(LMS)Subscription Solution assumes the following: • Infor will host the platform and data as a software as a service(SaaS)model. • The implementation is for up to 3,500 Licensee users. • English will be used for all project communications and documentation. • All required Licensee participants and subject matter experts will be available to share and review information as required in a timely manner. • Training will be based on standard Infor LMS training materials • Only one portal is included into the LMS baseline Implementation • Any out-of-the-box integration interfaces included into the project scope will be configured and tested by Infor. No modifications to the standard interface implementation or other additional development effort are included into the scope of the project. • Minimum version requirements for LMS integration with Talent Management will be met prior to the LMS implementation start: Infor Statement of Work©2013 1 o Talent Management 10.1.0.3 and higher o Landmark Technology 10.0.4.4 and higher • Training and documentation on Ad Hoc Reports module will be provided by Infor. However, development of specific Ad Hoc reports based on Licensee's requirements is not in scope of this project. • Infor will provide a training history data template to the Licensee. Licensee will be responsible for providing training history data in required format. Infor will perform training history import and provide Licensee with the import error log. • Upload of legacy SCORM and AICC content, if required,will be performed by the Licensee with Infor guidance. • End users have basic computer literacy and web skills and are comfortable working on the web. • All parties will adhere to mutually agreed personnel and resource availabilities, timelines, reviews and approval lead times. • Only one instance of each meeting/work stream is included into the scope of the project. If Licensee requires multiple instances of any of the project deliverables due to phased roll-out, a Change Request will be issued. (3) There is a single Project Process Team,and the Business Processes and logic will be the same across the Licensee's organization, i.e.there are not multiple process teams implementing different business processes across multiple sites.This would impact the number of prototype versions and time required to define structures, as well as training time,testing time and post go live support. (4) LMS Work Task Descriptions and additional assumptions are referenced in Appendix A. 2.2 Organizational Scope Organizational Scope Project Requisites: 1. The Organizational Scope will be configured to include 1 (one)production database for any Infor application solution product. Multiple staging databases exist to support project implementation activities such as development,testing and training. 2. Software business process configuration across all entities will be consistent. 2.3 Geographic Scope The following Licensee locations are included within the scope of this Project("Geographic Scope"). The Project office will be located at: • Single location designated by the City of Corpus Christi,prior to project initiation 2.4 Data Migration and Conversion Scope "Data Migration and Conversion"refers to any efforts associated with the analysis,cleansing, loading and reconciling of current or historical data from other systems into Infor systems,whether by manual or programmatic methods.The following sections detail the activities,responsibilities, assumptions,and scope with respect to the data migration and conversion tasks included in this Project. Data Migration and Conversion Scope Infer Statement of Work©2013 2 Data Migration and Conversion scope and deliverables will be mutually agreed upon, and Infor has included up to 40 hours of data migration and conversion development services for the activities below within the Fixed Fee. Data Migration and Conversion requirements are subject to change following business process survey, design, and prototyping activities. All Services for conversion activities will be provided remotely. 1 All Accounts in Training 1 Training History for Employee Accounts production GHR History server 2 Training SCORM and AICC training content Active Content Content Only Data Migration and Conversion Activities The Data Migration and Conversion activities listed below for either Licensee Responsible or Infor Responsible Data Migration and Conversion Scope(as applicable)are within the scope of the Project ("Data Migration and Conversion Activities"). The Infor consultants will support the Licensee Data Migration and Conversion Activities as defined below. Licensee and Infor Responsible Data Migration and Conversion Scope The Data Migration and Conversion Activities below,for the Licensee Responsible Data Migration and Conversion Scope, are included in the scope of the Project. Training Licensee Infor Infor will train the Licensee's IT The Licensee's conversion personnel in data migration staff on the use of the Infor have the competency and requisite tools Licensee data migration tools.Training skills to be able to understand the Infor attends courses will be delivered as tools and methods. training defined in the Learning Scope section of this SOW. Extract data from Licensee All activities involved in getting The Licensee has the tools and the legacy data from existing Licensee competency to execute this data applications systems into the appropriate responsibility. data cleansing tools. Conduct data Infor Cross functional workshops to Both Licensee functional and technical migration define the data migration resources participate in the workshops. workshops Licensee process and mapping participates required. Infor Statement of Work©2013 3 Develop Infor A deliverable from the data The Licensee has suitably qualified migration strategy migration workshops It personnel that have experience and and process Licensee defines how the migration and knowledge of the existing legacy description review conversion process is going to systems. be managed and which Infor personnel will provide knowledge routines will be used. and documentation of Infor data mapping structures, and conversion Data Migration Workshops are tools. completed by application suite, . such as Finance, Procurement, HR,etc. Data Migration Workshops average 1 week for each application suite. Develop data Licensee Data conversion Project plan The Licensee has been trained on the migration/ containing tasks,duration, Infor applications. conversion plan Infor resources,and schedule. The Licensee has validated the legacy participates Infor will validate the data data to be converted. conversion plan. Perform data Licensee All data fields will be reviewed The Licensee will be advised at the cleansing and by the appropriate qualified appropriate time in the Project plan to rationalization Infor provides Licensee business owner to be able to make good decisions on the advice and ensure that the data is data cleansing requirements. Data guidance accurate and meets the cleansing activity timing will be based business requirements. on the Licensee's understanding of the new application. Document data Licensee Data mapping documents are The Licensee's business analysts have mapping developed to provide the required knowledge of both their requirements Infor specifications for field mapping legacy systems and Infor applications participates and translation from the legacy to perform the required mapping. system(or staging)tables to the Infor tables. Design migration Licensee Technical design documents Completed and approved data mapping /conversion for the conversion routines are documents are a required input to this routines Infor created based on the data activity. participates mapping requirements and Changes to the data mapping migration strategy. requirements or migration strategy will impact completed or in process design work. Develop data Licensee Programming and unit testing migration/ of the migration/conversion conversion Infor routines. routines participates Test load sample Infor Sample tests will be done as There is a test environment for data data early as possible to help migration available with master ensure the end to end process configuration tables set up. is working. Error reports/logs are provided to support any outstanding data cleansing and rationalization Test data within Licensee Process Owners will test the The Process Owners have been critical business critical business processes trained in the Infor application. processes Infor using sample data during the participates Acceptance test. Infor to provide sample test scenarios and test scripts to facilitate. Perform full Licensee All data will be migrated to The testing requirements and process migration ensure performance is will be determined by the test plans. systems test Infor measured. participates Infor Statement of Work©2013 4 Perform live Licensee Live data migration. There is a contingency plan. migration Infor participates Data Migration and Conversion Key Assumptions: 1. Data Migration and Conversion into the Infor system is in a single format from the legacy system. 2. Data Conversions are limited to the requirements defined in this Statement of Work. Any additional requirements will be scoped and estimated separately and are not included in the services estimates in this Statement of Work. 3. Up to 3(three)data conversion test cycles and 1(one)production data conversion cycle are assumed per Project Stage. If mutually agreed between the Licensee and Infor, additional data conversion cycles may be added. 4. Infor will determine the best approach for loading legacy data into the Infor system. 5. The designated City resources will determine the best source for data elements, if multiple programs store the same data element and/or type of data. 6. The Infor system production database will only be populated with real data from the identified source systems. 7. The City is responsible for any data cleansing that may be required to assure the accuracy of data within the source systems. The source systems represent the sources from which the data extraction specialists will extract and load data into the underlying Infor System database. If these sources contain inaccurate data then these data inaccuracies will also exist in the Infor system database. 8. Infor will provide the City with Infor data(flat file)layouts, guidance and work mutually with City to map data from the legacy system to Infor. 9. The City is responsible for all manual data entry that may be required to load data from current manual systems. 10. The Infor standard Application Programming Interfaces(APIs)will be used to load data. 11. Code promotion and deployment between environments and product lines is the responsibility of the City and must be performed in a timely manner as agreed to during Project planning. Code promotion and deployment tasks between environments and product lines will be performed by City Administrators or Infer Application Managed Services as directed by the City. 12. The City is responsible for correcting errors in the data reported by the conversion routines. 13. The City is responsible for ensuring that all converted and integrated data is accurate, and will be responsible for data validation efforts associated with all testing. Data Migration and Conversion Project Requisites: 1. Infor data mapping and conversion applications will be used for electronic conversions. 2. The Licensee will manage all Data Migration and Conversion Activities with Infor participation and support. 3. The Licensee is responsible for correcting errors in the data reported by the conversion routines. 4. The Licensee is responsible for performing manual data entry where required. 5. The Licensee is responsible for ensuring that all converted and integrated data is accurate and is responsible for data validation efforts associated with all testing. 2.5 Development Scope "Development" refers to any efforts associated with building software customizations, interfaces, reports,workflows,alerts,and providing other customized access to Infor application data. Development requires the involvement of skilled resources familiar with the Infor application Infor Statement of Work©2013 5 dev4lopment or business process management tools. The Infor Stepwise ethodology is used to mann ge all Development activities and deliverables.The following sectio s detail the activities, roles, responsibilities,assumptions,and scope with respect to the Development tasks included in this SOW. Development Assumptions: 1. Performance(volume)testing of Development deliverables is the Licensee's responsibility. 2. The Licensee's Project team is responsible for the preparation of all End User related manuals, documentation,and training for all Development deliverables. Infor provides a basic End User template. The City will provide detail and content for End User related manuals which is specific to the City. 3. The Licensee's Project team has technical knowledge of the existing legacy systems.Any support needed from other company personnel will be available to the Project team in a manner that will not detrimentally impact the Project timeline. Development Project Requisites: 1. Infor will have remote access to the Licensee's network and systems as necessary to support the planned Development activities. 2. The Licensee has licensed the lnfor applications required to perform the Development activities. 3. Code promotion and deployment between environments is the responsibility of the Licensee's directed services or resources and must be performed in a timely manner as agreed to during Project planning. 4. All Development work will be performed on the Licensee's development environment or as mutually specified and agreed with Licensee and Infor. 5. Documentation associated with Development activities will be stored in the Project's StepWise database;e.g.specifications,test plans,approvals,etc.or in a central document repository as mutually agreed Customizations "Customizations"refer to the personalization of delivered Infor software objects or the creation of new software objects using the Infor application development tools. No customization or changes to Infor source code are included in the scope of this work order. Interfaces "Interfaces"refer to those objects that allow data to periodically move either into or out of the Infor applications. Interfaces are defined by the business processes they facilitate,the points during those processes where data is exchanged,the frequency the data is exchanged,and the system method by which data is exchanged. Interface Scope The Interfaces identified below are within the scope of the Project("Interface Scope"). Interface development scope and deliverables will be mutually agreed upon,and Infor has included interface development services for the activities below within the Fixed Fee. The Licensee will have access to Infor's APIs,application messages,design tools,database templates,and table layouts,subject to the scope of the license agreement. Interface requirements are subject to change following business process survey,design,and prototyping activities. Remote development is assumed for interface activities. Licensee resources will participate in development per identified project participation. Interface requirements will be validated. Infor Statement of Work©2013 6 Infor Talent Management— Performance Management Module 1 • Organizational Unit/Levels Learning • Employee Lawson Talent Management • Actor/User Management System Inbound Learning 2 Learning Management System Management Lawson Talent • Course System Management Inbound Infor Talent Management Learning 3 • Employee Development Activity Lawson Talent Management Inbound I • Course/Event User Completion Management System Outbound Interface Activities The Interface activities below,for either Licensee Responsible or Infor Responsible Interface Scope, are included in the scope of the Project(collectively the"Interface Activities"). Infor Responsible Interface Scope The Interface Activities below, for the Infor Responsible Interface Scope, are included in the scope of the Project. Infor Infor Training as defined in the Learning The Licensee's IT staff has Interface/integration Scope section in this SOW. the competency and requisite tools training skills to understand the tools and methods. Project management Infor Monitor and control interface The responsible resource has development activities. experience in development Operate as the liaison between project management and the functional and technical teams. Packaged software Perform quality assurance. implementation. Record and track issues and drive to resolution. Develop functional Licensee Definition and documentation of Infor involves qualified design specification the business processes and Licensee personal that have Infor provides corresponding inputs and outputs experience and knowledge of advice and related to the interface. the Licensee business and guidance existing Licensee systems. Develop technical Infor Creation of a design specification The Licensee has approved design specification documenting how the Licensee the documented interface defined business requirements will business requirements in the be addressed with the specific functional design interface. specification. The technical design will outline Related"to be"business the interface approach,test plan, processes have been defined any specific application setup and application prototyping required, and any anticipated has been completed to the impact on the system to which point where technical LMS will be interfaced. interface specifications can be Infor Statement of Work©2013 7 defined. Approve specification Licensee The Licensee will review the The Licensee has understood technical design specification with and signed off on the Infor provides Infor,and agrees that the technical technical design specification. advice and design will correctly deliver the guidance specified functionality. All interface assumptions will be discussed and agreed upon. The Licensee approves by signing the technical design specification document. Develop Infor Interface objects are created A complete and accurate and/or customized according to technical design document the technical design document. has been developed. The Infer technical consult will use LMS API's, unless otherwise specifically discussed with and approved by the Licensee. Perform unit test Infor Unit testing involves executing the Unit testing is typically unit test specification to confirm performed by the same that the functionality complies with person that develops the the interface specifications. Issues interface. are corrected by the developer. Unit testing does not consider the impact of the interface on any other business processes. Deliver Infor Deliver the system objects All programming required to applicable to the interface to the refit software objects Licensee. previously modified is the Licensee's responsibility. Perform acceptance Licensee The Licensee performs testing to Acceptance testing of test confirm that the interface operates interface is performed in a Infor provides as indicated in the design test environment with advice and specification. Issues are Licensee data representative guidance documented and reported to the of production. Infor development team for correction. Infor is responsible for issue resolution. The Licensee accepts and signs the release form to move the interface into a production environment once all issues are resolved. Interface Key Assumptions: 1. Interface requirements are subject to change following the Project business process survey, design,and prototyping activities. a. Interfaces are limited to the requirements defined in this Statement of Work 2. Infor and Licensee will mutually agree upon the best approach for the development of all interfaces for which it is responsible into the Infor system. 3. The designated City resources with advice and guidance from Infor will identify, capture and collect all business rules that must be applied to data in the extraction,transformation, and loading process. 4. The Infor standard APIs will be used to load data. Infer Statement of Work©2013 8 5. Cole promotion and deployment between environments and product lin�s is the re onsibility of the City directed services or resources and must be pe ormed in a timely manner as agreed to during Project planning. 6. The City is responsible for correcting errors in the data reported by the interface routines. 7. The City is responsible for ensuring that all integrated data is accurate, and will be responsible for data validation efforts associated with all testing. Interface Project Requisites: 1. Infor standard integration tools will be used for interface development. 2. All Infor interface Services cover data directly entering or leaving the Infor database. All interface development to non-Infor software is excluded from scope of this SOW. 3. Infor will utilize global service centers and/or local resources as required for Infor interface activities. Business Process and Report Management . Business Process development(workflow)scope and deliverables will be mutually agreed upon. This scope of work includes no Business Process development services for the activities below within the Fixed Fee. Report development scope and deliverables will be mutually agreed upon and Infor has included up to 20 hours of training and documentation on LMS Ad Hoc Reports module within the Fixed Fee. Development of specific LMS Ad Hoc reports based on Licensee's requirements is not in scope of this project. Infor Responsible Business Process and Report Management Scope The BPRM Activities below, for Infor Responsible BPRM Scope,are included in the scope of the Project. Project Infor Monitor and control Project The responsible resource has management activities. experience in report development Operate as the liaison between project management and packaged the functional and technical software implementation. teams. Perform quality assurance. Record and track issues and drive to resolution. Ad Hoc Report Licensee Attend work shop of LMS Ad The Licensee involves qualified Workshop Hoc reports and documentation personnel that have experience and knowledge of the business and existing systems. Deliver Infor The Infor consultant will provide Ad Hoc Report Workshop attendance is LMS Ad Hoc Report software documented and has been successfully guidance to the Licensee completed developer. Business Process and Report Management Requisites: 1. The Licensee and Infor will utilize standard Infor applications licensed by Licensee to develop BPRM deliverables. There will be no changes to delivered and installed Infor business logic or source code. Infor Statement of Work©2013 9 2.6 System Administration Sope System Administration Scope "System Administration" refers to the administration and maintenance of the lnfor technical environment. Activities include but are not limited to: product line management, user administration, and operations support(collectively the"System Administration Activities"). System Administration Activities The Licensee has requested that lnfor provide remote System Administration support(i.e., Infor system administration,)to the Licensee project team for the duration of the Project. Remote support is related to the system administration activities of the lnfor environment as listed in the System Administration Activities table below. Infor(PM, TPM or System Consultant)and the Licensee Project Managers will coordinate any changes that will affect the environment or application. The following System Administration Activities are included in scope of this Project. User enrollment Licensee Define and administer all Infor has provided Security user accounts. Administration training as defined Infor provides in the Learning Scope section of advice and this SOW. guidance Menu creation! Licensee Customization of menus Infor has provided System maintenance and for specific users/user Administration training as defined assignment to user Infor provides groups and roles. in the Learning Scope section of profiles. advice and this SOW. guidance Schedule jobs Licensee The scheduling of batch Infor has provided System Infor provides jobs to run during non- Administration training as defined advice and peak hours. in the Learning Scope section of guidance this SOW. System Administration Assumptions 1. The Licensee is responsible for providing helpdesk services to their end-users. 2. The Licensee's environment is assumed to have 2 instances of the Infor application solution. Responsibilities: Infor and the Licensee will be responsible for the following activities related to System Technology: Infor: 1. Provide advice and guidance to the Licensee for the development of the Stepwise deliverables related to the Licensee's IT system administration of the Infor application. Licensee: Will direct services or resources for: 1. System Administration related to user security and administration and helpdesk. Infor Statement of Work C.2013 10 2.7 Project Learning Scoj e Learning Scope The Learning Scope below lists training for the project team and end users(as applicable)that is, included in scope of this Project. Project Team Training The following project team training is included in scope of this Project. Up to 14 Licensee attendees may attend these on-premise training sessions: LMS administration functionality learning workshop 2 days An overview of the Infor Learning Management System application administration Learning Project Requisites: 1. Project team and end user training are based on the approach, responsibilities and scope as defined in the Learning Scope section of this SOW. 2. All project team training is limited to a maximum of fourteen(14)Licensee participants. 4. Licensee site training, where applicable, will take place at Licensee location identified in Section 3.3. 5. For Licensee site training, the Licensee will provide training accommodations and facilities including at least one computer for every two participants; a computer for the instructor; Infor User Interface loaded on each workstation with access to the Infor Remote Application Server or have downloaded training data onto each workstation; printer access from each workstation; white board with markers; flip-chart with markers; and computer projector. Learning Project Assumptions: 1. Infor to provide Licensee with training agenda, including anticipated participants, at least 1 week in advance of training. 2. All Learning Workshops and Private Labs are held on-premise at Licensee location. 2.8 Go Live Services Scope "Go Live Services"are all the Infor Services required to support the Licensee Go Live and post Go Live for the period of time and applicable application suite(s)described in the table below. "Go Live" is defined as the first time an Infor module in the Infor Application Scope section of this SOW is available to process a Licensee transaction for live production purposes. Go Live Services will terminate under this SOW based on the earlier expiration of a)the table below for the Project Stage, or b)45 calendar days after the first Go Live day for the Project Stage. Stage 1 Go live support is budgeted for the Infor Infor resources are Learning first one(1)week of live operation. assigned by the Infor Management Project Mana•er. Su..ort will Infor Statement of Work©2013 11 System be provided on-site. It may be provided remotely if mutually agreed at the discretion of the Licensee and Infor Project Managers. Additional Go Live Services Requisites: 1. If the Licensee is not ready to Go Live upon completion of the Services described in this SOW, additional Services and training may be required("Additional Work"). Any Additional Work will be managed by Infor's standard change order process. 2. The Infor Project Manager will work together with the Licensee Project Manager to develop a joint post Go Live support resource plan. 3. Licensee Process Owners and Key Users will provide first line support to Licensee End Users. 4. Infor consultants will support the Licensee Process Owners and Key Users with resolution of process questions and provide Infor application assistance where required subject to the Go Live consulting hours above. 3. Implementation Strategy The estimated effort for the activities described in this SOW is based on the implementation strategy described in this Section. Infor proposes an estimated project schedule for LMS as a 6 month timeline. Infor assumes an estimated project start date on or about March 1, 2015. This date is negotiable based upon finalization of contracts, City and Infor resource availability, etc. The Parties both acknowledge that there is another on-going project that may affect timelines and Licensee resource availability. The preliminary timeline is estimated based on the assumed availability and commitment of City resources for the project and support. The Project start date will be mutually agreed upon by the Licensee and Infor. Together the Infor and Licensee Project Managers will develop a mutually defined Project plan to be shared with the Project team during the Project kick-off event. 2015(Jan—Dec) Implementation Strategy Requisites: 1. Licensee will ensure that all business process requirements are included in the Final Beta Prototype. The Final Beta Prototype is refined to complete the Licensee's configuration including all processes as listed in the Business Process Scope section of this SOW. During the Project's Establish phase Infor will configure the Infer applications to support the business processes listed in the Business Process Scope section of this SOW. 2. Licensee is responsible for deployment of the Infor applications to all Licensee locations that are not identified as being within the scope of the Project in this SOW. The proposed LMS implementation estimates a six(6)month implementation inclusive of post live support with all products expected to be deployed by the end of month four(4). Within the six(6) month timeline, Infer is assuming several factors, including cooperative teamwork between City executive management, business owners, users and IT, in addition to a major focus on City Infor Statement of Work©2013 12 ownership of data cleansing/conversion,trainin , organizational change management and testing. These tasks, activities and cooperation must be in place to help reduce risk, ensure a collaborative Project environment and achieve a successful implementation. 4. Project Implementation Methodology The Licensee and Infor mutually agree to utilize the StepWise implementation methodology to manage the Project. 4.1 Stepwise Methodology Activities The Infor StepWise methodology will be used throughout this Project. An overview of the StepWise methodology is presented below. Infor StepWise Methodology DEFINE ESTABLISH EXECUTE M efine Ejeat s Define Establish Solution Solution Processes&Structures . Define Establish Support People Change Change Change Define Establish Support IT Environment IT Environment IT Environment IT Environment The methodology is divided into three phases(Define, Establish and Execute). Each of these phases is briefly described below. Define Phase The objective of the Define phase is to describe the solution to be implemented and delineate what the project will contain.The Define phase is part of the sales process and its main objectives are to provide consensus on what the solution will offer and how the project will be performed. Establish Phase The objective of the Establish phase is to deliver a solution that has been tested by the Licensee. The solution includes interfaces to internal and external systems,documents, reports, and Licensee enhancements(if any). During this phase the project team builds and refines the solution using a structured, iterative process. Project members are oriented and trained to use the software to help ensure the successful completion of the project. IT activities include installation of hardware and software as well as providing training and support for Licensee IT staff. Infor Statement of Work©2013 13 Execute) Phase The objective of the Execute phase is to prepare the solution and the Licensee for a successful go live. During this phase,training for end users is provided.The project is considered officially closed when Infor has fulfilled its contractual obligations as defined in this statement of work. At the conclusion of the project,the Infor Project Manager will transition the Licensee to Infor's support organization to ensure consistency and continuous improvement of the implemented solution. Project Database Infor will establish a project database for project issues and all project documentation,such that it is readily accessible by the project team.This SharePoint database will be hosted by Infor.Access to this database for City users will be via an internet browser.The database will be used to: • Enter and track issues • Manage deliverables • Stores StepWise methods and tools • Facilitate team collaboration The project database is used for storing project templates,completed Project Status reports and other project documentation for reference. Implementation Methodology Requisites: 1.Project transparency and communication channels will help support the success of this Project. Infor assumes a schedule of management meetings with 1)the Licensee Project Steering Committee every month and 2)the Project's management team at least once every week. 5. Estimated Project Schedule Infor will develop a detailed Project Plan that details both Infor and Licensee's responsibilities at the start of the Learning Management System Project. The Project Plan for Learning Management System should be in sufficient detail to specify the conversion, training,testing, acceptance,and live operation activities. Both Infor and Licensee will agree upon a mutually agreeable Project Plan for Learning Management System that will be submitted and approved by Licensee within thirty(30)days of the Effective Date of the Project Stage initiation. The Project Stage Project Plan will also include the criteria by which the software will be tested and accepted by Licensee. Estimated Project Schedule Additional Assumptions: 1.The estimated schedule assumes timely advice,decisions and execution by both Parties. Both Parties will make Project decisions within five(5)business days of an issue being raised to that Party. Delays by either Party can impact the Project schedule and may result in a change order. 2. Both Parties will mutually define the project change control process,approvals and associated documents in conjunction with initial project planning. 3.In order to help meet the scheduled dates for the Project, Infor and Licensee personnel may be required to perform work outside of normal business hours. Estimated Project Schedule Requisites: 1.The Project start date is dependent on Infor's and the Licensee's resource availability and a mutually agreed upon start date. 2.The Licensee has assigned a full time Project Manager who will work with the Infor Project Manager to complete Project planning at the start of the Project. Infor Statement of Work©2013 14 6. i'roject Deliverables The Project deliverables listed below("Deliverables")are included in the scope of the Project The Party designated in the "Primary Responsible Party"column has responsibility for all elements of the "Project Deliverable Definition",except for any element which is explicitly designated in the Project Deliverable Definition column as being the responsibility of the other Party. Any Infor effort requested by the Licensee to complete the Licensee's Deliverable(s)(i.e. Licensee is designated as the "Primary Responsible Party"in the column below for the Deliverable(s))will be managed by Infor's change order process and will be in addition to the fixed fee. The Deliverable Acceptance Criteria indicates which specific Deliverable Acceptance Criteria will be used during deliverable acceptance. The list of Deliverable Acceptance Criteria is in the Project Budget section of this SOW. Deliverable Acceptance Criteria is only applicable to deliverables where Infor is the Primary Responsible Party. StepWise Establish Phase Project Project Schedule Estimated Infor Project Status Infer Project Project Schedule management will Project Report Schedule Initiation be performed on a schedule in level that is this SOW appropriate for monitoring of discrete activity status and percent completion.The Project Schedule will contain all activities that are required for the Project completion. Any task monitoring tools that are utilized by Infor or by the Licensee(in addition to the Project Schedule), will have their task start and end dates matched with the Project Schedule and will be statused in conjunction with the appropriate activity in the Project Schedule. Assignment of Infer and Licensee Project team members will be at the lowest level of activity definition. Reasonable work estimates will be at the lowest level of activity definition. Project activity relationships Infor Statement of Work©2013 15 (predecessors/ successors)will be defined. Training for Infor technical Infor Infor Learning Plan Infor Team Project Team training is delivered Environments Training/Work Learning Members- to the Licensee's Established shop Technical Project team as Deliverables defined in the Learning Scope section of this SOW. Initial Project Infor application Project Infor Learning Plan Infor Team Team training is delivered Schedule Training/Work Learning Training- to the Licensee's shop Functional Project team as Deliverables defined in the Learning Scope section of this SOW. Initial Beta The installed Infor Infor Infor Prototype and Infor Initial Beta Prototype database is Environments Test Plan Configuration Prototype updated with Established Deliverables Licensee data to establish the first Licensee configuration ("Prototype") according to the scope in the Business Process Scope section of this SOW. The Prototype and Test Plan is prepared to specify the initial Licensee testing scope. Initial Beta Infor will train the Project Licensee Prototype and N/A Initial Beta Prototype Licensee's Project Schedule Test Plan Prototype Test Cases team once on how to write test cases. Define and identify Licensee data and test cases required to test the LMS Initial Beta Prototype. Infor Consultants validate the completeness of the Licensee test cases. Run the test cases and record the test results. Initial Job Infor provides Solution Licensee Prototype and NIA Initial Beta Instructions published LMS job Training for Test Plan Prototype Infor Statement of Work©2013 16 instructions and Project Team user guides. Members— Initial end user Functional guides describing how to operate the Licensee business processes are tailored by the Licensee Process Owners and Key Users throughout the different Prototype versions. Beta The Prototype is Solution Infor Prototype and LMS Final Beta Prototype refined to complete Training for Test Plan Configuration Prototype version the Licensee's Project Team Deliverables configuration, Members— including all Functional processes as listed in the Business Process Scope section of this SOW. The Prototype and Test Plan is updated to reflect the status of the LMS Prototype. Beta Define and identify Initial Beta Licensee Prototype and N/A Final Beta Prototype additional Licensee Prototype Test Plan Prototype Test Cases data and test cases Test Cases version required to test the LMS Beta Prototype version Infor consultants validate the completeness of the additional Licensee test cases. Run the additional test cases and record the test results. Final Beta The Final Beta Beta Licensee Prototype and Infor Final Beta Prototype Prototype version is Prototype Test Plan Configuration Prototype refined to complete version Deliverables the Licensee's Solution Prototype. Training for The Prototype and Project Team Test Plan is Members— updated to reflect Functional the status of the LMS Prototype. Final Beta Define and identify Beta Licensee Prototype and N/A Final Beta Prototype additional Licensee Prototype Test Plan Prototype Infor Statement of Work©2013 17 Test Cases data and test cases Test Cases required to test the version LMS Final Beta Prototype. Infor Consultants validate the completeness of the additional Licensee test cases. Run the additional test cases and record the test results. Approved Infor leads the Final Beta Licensee Prototype N/A Acceptance Solution planning for Prototype Plan and Test Test Acceptance Test Final Beta Acceptance Test Prototype performed Test Cases according to the scope defined in the Prototype and Test Plan. Approves the Prototype according to the scope defined in the Prototype and Test Plan. Test cases are completed to record results of testing. Infor will correct identified application configuration issues. Project Infor's Project Project Infor Project Status Infor Written Inclusive in Monitor and status report is Schedule Report Deliverables all Control regularly updated Milestones and distributed The Project Schedule is regularly updated and distributed. The status of Project consumption of hours of service for Business Process and Report Development. Infor issues are managed. The Project risk register is updated to reflect responses Infor Statement of Work©2013 18 to risk monitoring and control. Updates include a.results of risk assessme nts and reviews b.results of corrective action taken to control risks Steering Meetings are held Project Licensee Steering N/A Inclusive in Committee to review Schedule Committee all Meetings deliverable Meeting milestones approval,consider Minutes change requests and monitor Project progress. Written Project status report is presented to the Steering Committee, Infor's Project Manager will provide written status input to the Licensee's Project Manager for inclusion in the written Steering Committee status report. Infor presents the Project quality assurance review report to the Steering Committee prior to closing each phase. Steering Committee makes the decision to move forward to Execute phase. Minutes are prepared that document the decisions made during the meeting. Project Risk The Project Risk Project Infor Project Risk Infor Written Inclusive in Register Register is created Schedule Plan Deliverables all in the Establish Milestones Infor Statement of Work©2013 19 phase. The Licensee will report risks to the Infor Project Manager for tracking. StepWise Execute Phase DeliverableDeliverable Prerequisite Primary Document Deliverable Milestone Definition Deliverables Responsibl Control e Party Deliverable Acceptance Reference Completion Criteria System Test The Licensee leads Approved Licensee System Test System the planning for Solution Plan Test System Test. The test is to secure the system performance before the End Users start using the system. The test is performed by the Process Owners and Key Users in a controlled IT environment with all migrated/ converted data. Performance specific test cases are defined and used to support the test. Results are recorded in the systems test cases. Infor will provide Infor Software guidance for the Licensee's system tuning activities, subject to the hours budgeted for System Technology Services in the Project Budget section of this SOW. Infor will provide Infor application guidance to the Licensee Process Owners and Key Users,subject to the hours budgeted for Implementation Infor Statement of Work©2013 20 Deliverable Deliverable Prerequisite Primary • Document Deliverable Milestone Definition Deliverables Responsibl Control e Party Deliverable Acceptance Reference Completion Criteria • Approach of Implementation Services in the Project Budget section of this SOW. Finalized Job End User guides Approved Licensee Learning Plan N/A Production Instructions describing how to Solution Readiness operate the Initial Job Licensee's Instructions processes are finalized and distributed to the End Users. Solution Training to prepare System Test Licensee Learning Plan N/A Production Training for the End Users in Finalized Job Readiness End Users how to manage Instructions their respective functions in the LMS system. Full Scale The test is Solution Licensee Full Scale N/A Full Scale Test performed in an Training for Test Plan Test operational IT End Users environment using a full operational database. This test is performed by each End User at their normal workplace in order to make the test as close to normal day-to-day operations as possible. Finalized job instructions are used to support the test. The focus is on evaluating the Licensee End User's ability to run the system. After the Full-Scale Test,a formal go/no-go decision is made regarding the Go Live. Infor will provide Infor application guidance to the Licensee Process Owners and Key Users,subject to the hours budgeted for Implementation Approach Implementation Infor Statement of Work 0 2013 21 Deli erable Deliverable j Prerequisite Primary Document Deliverable Milestone Definition Deliverables Responsibl Control e Party Deliverable Acceptance Reference Completion Criteria Services in the --_--_-_-_-------------- Project Budget section of this SOW. Infor IT Complete all open Approved Licensee Readiness N/A Production Environment technical activities Solution Assessment Readiness Ready for related to the IT Checklist Start-up environment before starting up the Infor Products. Complete the technical section of the Readiness Assessment Checklist. Approve that the Infor environments are ready to go into production. Prepare and Infor prepares Full Scale Test Licensee Prepare and N/A Production Go Live readiness Plan Go Live Readiness assessment report Checklist for review by the Licensee. Infor will provide cut over planning guidance. The cut over tasks for Go Live are defined in the cut over plan and communicated clearly to the Licensee's organization. All cut over tasks in the Cut Over Plan are completed. Go Live End User support is Prepare and Infor Prepare and Infor Written Post Go- Support provided by the Go Live Plan Go Live Deliverables Live Licensee's Project Checklist Support team("First Level Support"). Infor provides application support to the Licensee's Project team ("Second Level Support")as defined in the Go Live Services Scope section of this SOW. All Infor Software issues are managed by Infor. Infor Statement of Work©2013 22 Deliverable Deli erable I Prerequisite Primary Document Delivelrable Milestone Definition Deliverables Responsibl Control Acceptance Reference e Party Deliverable Completion Criteria Project Infor's Project Project Infor Project Status Infor Written Inclusive Monitor and status report is Schedule Report Deliverables in all Control regularly updated Milestones and distributed. The Project Schedule is regularly updated and distributed. LMS issues are managed. The Project Risk Register is updated to reflect responses to risk monitoring and control. Updates include: a. Results of risk assessme nts and reviews b.Results of corrective action taken to control risks. Project Project evaluation Prepare and Infor Project Infor Written Inclusive Closing report is completed Go Live Closing Deliverables in all and reviewed with Meeting Milestones Licensee. Minutes The Project is formally closed and handed over to the Infor Xtreme Support organization. Project Deliverables Requisites: 1. Infor LMS templates will be utilized for the Project Deliverables defined above in this Section. 2. Prerequisite Deliverables must be completed before work can begin on the applicable Project Deliverable. 3. Final Project Deliverables where Infor is Primary Responsible Party will be reviewed and approved by the Licensee within five(5)working days of publication. 4. Where Infor is the Primary Responsible Party, Licensee will provide Infor with guidance and assistance upon reasonable request by Infor. Infor Statement of Work©2013 23 6.1 Acceptance Acceptance Procedures For purposes of acceptance of each Stage of the Project(or portions thereof),the parties intend to use the following acceptance procedure.All timeframes specified in the following procedures may be overridden by the Project Schedule. A.Written Deliverable: Infor may submit interim drafts(stamped,noted or otherwise clearly marked 'Draft")of a written deliverable to Licensee for review. Licensee agrees to review and provide comments to Vendor on each interim draft within five(5)Business Days after receiving it from Infor. Licensee will have the opportunity to review the written deliverable for an acceptance period of five(5) Business Days after delivery of the final version(stamped, noted or otherwise clearly marked"Final Draft"of the written deliverable(the"Acceptance Period"). Licensee agrees to notify Infor in writing by then end of the Acceptance Period either stating that the written deliverable is accepted in the form delivered by Infor or describing in reasonable detail any substantive deficiencies from the applicable Deliverable Acceptance Criteria set forth in the Project Budget section below that must be corrected prior to acceptance of the written deliverable.If Infor does not receive any such deficiency notice from Licensee by the end of the Acceptance Period,the written deliverable will be deemed to be accepted and an approved document marked"Approved"and dated will be provided to Licensee. If Licensee delivers to Infor a timely notice of deficiencies and the items specified in the notice are deficiencies, Infor will promptly correct the described deficiencies and return to Licensee for Acceptance. Licensee will not unreasonably withhold,delay or condition its approval of a final written deliverable. Licensee and Infor agree review and acceptance dates may be extended with mutual agreement of both parties. Infor is responsible for tracking status of each deliverable including but not limited to the date in which it was submitted to the Licensee and date returned. B.Software Deliverable:A"Software Deliverable"means a Deliverable that is delivered to Licensee under this SOW as a result of a development activity and associated hours of effort set forth in Section 3.6 Development Scope,heading: Interfaces, Business Process and Report Management above. Acceptance testing is an iterative process designed to determine whether the Software Deliverable performs the functions described in its approved Specifications and to discover and remove material defects through repeated testing cycles. Infor will work with Licensee and make a good faith effort to develop a test plan with the requisite details,understanding the level of detail required may change depending on the complexity of the requested software deliverable and to test each software deliverable(the"Acceptance Tests"or "Acceptance Testing"). 1.The"Acceptance Test Period"for each Software Deliverable will be thirty(30) Business Days unless an alternate time is mutually agreed upon between Infor and licensee.The Acceptance Test Period for each Software Deliverable will start within five(5)Business Days,unless an alternate start date is mutually agreed upon by Infor and Licensee,after the Software Deliverable is made available to Licensee for testing,and Infor has notified Licensee of such availability. Infor will not be obligated to deliver a Software Deliverable to licensee until Licensee demonstrates the readiness of the target technical platform and environment. 2. If Licensee determines during the Acceptance Test Period that the Software Deliverable contains a material defect,Licensee will promptly send Infor a written notice reporting the alleged material defect describing it to Infor in sufficient detail reasonably necessary for Infor to recreate it. If Infor is able to replicate the alleged defect,which is a material defect from the Specifications,then Infor will modify the Software Deliverable to remove the reported material defect and will provide the modifications to Licensee for retesting.Licensee will then re-test the modified portions of the Software Deliverable promptly after receiving the modifications from Infor. In such a case, Infor and Licensee will mutually agree upon an updated Acceptance Test Period. 2. By the end of the Acceptance Testing Period, Licensee will provide Infor with a final written list reporting any outstanding material defects(the"Punch List"). Licensee will have ten(10) Business Infor Statement of Work©2013 24 Days after the receipt of the modificatiois to re-test the modified Software Deliverable to confirm that the material defects that were reported on the Punch List have been removed. If any material defects that were reported on the Punch List have not been removed, Licensee will provide lnfor with written notification by the end of the retesting period reporting any such material defects. In such event,the procedures set forth in this Section 6.1.B will be repeated for the remaining material defects on the Punch List. A reported defect will not be considered a"material defect"for acceptance testing purposes if lnfor is unable to replicate such defect, using Infor's commercially reasonable efforts. 3. Infor and Licensee each agrees to work diligently to achieve acceptance of Software Deliverable at the earliest possible date. E."Final Acceptance"involves use of the component systems within the SOW in totality in production operations for a period of sixty(60)calendar days,starting with Go-Live. If after sixty(60)calendar days the solution performs without any Priority 1 Defects,the Licensee and Infor will both issue and execute a"Final Acceptance". A Priority 1 Defect shall occur when Licensee's production system, database or component system is inoperable,a major application failure has occurred,and business processes are halted. There is no workaround available.The 60-day time frame for Final Acceptance will stop if Priority 1 Defects are found during production use and prevent further production use of the Products.The Final Acceptance process will resume on the date the Priority 1 Defect is confirmed as fixed and will continue for the remainder of the 60-day time frame. Infor will promptly address any other material defects reported to Infor during 60-day time frame,but those defects will not stop the 60 day time frame. Project Organization Requisites: Review and move to general assumptions 1. Licensee will assign resources to the Project in accordance with roles mutually defined during Project initiation.The positions,considered the"Licensee Core Team",include technical resources from the Licensee's Information Technology organization, and functional resources from the appropriate Licensee business organizations. 2. Licensee resources assigned to the Project will be thoroughly knowledgeable about the current business practices in their respective areas and capable of performing their appropriate Project roles as mutually defined during Project initiation. 3. Infor resources assigned to the Project will be knowledgeable out the Infor Application Solution, Methodology and current recommendations for best business practices in their respective areas and capable of performing their appropriate Project roles as mutually defined during Project initiation. 4. Resources will be assigned to the Project in accordance with the requirements outlined above. Any anticipated changes to the Project Organization must be communicated to the Steering Committee within five(5)working days.The Steering Committee will evaluate the impact of any core team replacement on the Project's schedule and cost. 5. Any support from other Licensee personnel and resources,or personnel and resources from third parties retained by the Licensee,will be available to the Project team as needed according to the Project Schedule(infrastructure,network,desktop support,web-based programming)when required and will not detrimentally impact the Project timeline. 7.0 Project Budget 7.1 Fees for the Fixed Fee Services Infor agrees to provide Licensee the Services in the scope of this SOW for which Infor is identified as the responsible Party("Fixed Fee Services")for a total fixed fee in the amount of $57,688.00,(USD)("Fixed Fee"). Infor Statement of Work©2013 25 Fixed Fee Serviceis shall be invoiced by Infor based upon the milestone payment schedule in Section 7.3 below. Reasonable travel, living and other out-of-pocket expenses incurred are included in the milestone payment schedule in Section 7.3.All payments are due 30 days from the invoice date. Licensee acknowledges and agrees that the Fixed Fee does not include:(i)any out of scope items not specifically identified herein, including those out of scope items listed in the"Project Exclusions" section of this SOW or otherwise any variations from the Scope of the Services to be provided. By the end of second prototype for each Project Stage, Licensee will provide Infor a prioritized list of out of scope items for evaluation. Infor will complete evaluation of the prioritized out of scope items and provide a quote of services and, if applicable, product solutions,to the Licensee. Out of scope items will be governed by the project change control process; (ii)travel time and travel and living expenses and applicable hourly overtime rates/fees applicable to"After Hours"or"Weekend Work"; (iii)any additional services or charges caused by any delays,equipment failures,data problems or otherwise any other impediments or disruptions of Infor's ability to timely and cost effectively deliver the Services,which are caused by Licensee, its employees and/or its third party agents or contractors, (iv)taxes ,and/or(v)Additional Project Services Fees. Travel time and travel and living expenses will be billed and paid as otherwise set forth in this SOW,and all such additional services will be provided on a time and materials basis at fees and rates to be separately agreed upon pursuant to the party's execution of either a separate SOW or a written amendment to this SOW documenting the additional Services to be provided and the associated additional fees. 7.2 Additional Project Services If changes or additions to scope defined within this agreement arise,the Infor Project Manager or Licensee Project manager will follow the mutually defined project change request and control procedure to have the to seek authorization for Additional Project Service funds to pay for these items. Any use of these funds will be subject to joint agreement and official sign off by both project managers and execution of a change order or Service Work Order. Billing for Additional Project Services will be performed outside of the milestone payment schedule in this section. Infor shall provide the Licensee the Additional Project Services on a time and materials basis at the Service Fee Rates listed below for thirty(30)months from the execution date of this SOW. Billable hours not covered under the fixed fee agreement will be invoiced in accordance with the Additional Project Services Rate Card. Reasonable travel, living and other out-of-pocket expenses incurred in providing these Services ("collectively, the"Additional Services Other Expenses")shall be invoiced by Infor as such Additional Services Other Expenses are incurred. Additional Project Services shall be invoiced by Infor monthly on a time and materials basis. Additional Services Other Expenses shall be invoiced by Infor as such Additional Services Other Expenses are incurred. Minimum time increment billed will be thirty(30) minutes. Additional Project Services Rate Card Infor Additional Project Services Hourly Service Fee Rate Application Consultant $210.00 Learning Consultant $210.00 Project Manager $225.00 Technical Consultant $210.00 Remote Developer $90.00 1. For on-site training, Licensee must provide, at its expense, training facilities equivalent to lnfor's training facilities. 2. Licensee must pay its own travel and living expenses when attending training. Infor Statement of Work©2013 26 3. Hourly Service Rates do not include travel and expense. 7.3 Payment Milestones 7.3.1 The Payment Milestone Table by Project Phase is identified in Appendix B. 7.4 Payment and Milestone Acceptance Payment Milestone Acceptance Upon completion of a Payment Milestone set forth above, Licensee shall have the right to review the Milestone provided by Infor to Licensee under this SOW,pursuant to the StepWise methodology and the Deliverable Acceptance Criteria below. For each Payment Milestone, there is a corresponding Holdback Amount as identified in Appendix B. Upon acceptance of all previous Payment Milestones within the Project, Infor will issue an invoice for the Holdback Amount for the Project. Acceptance of a Payment Milestone constitutes authorization for payment of the applicable Payment Milestone Amount. Infor will present the Licensee with an invoice for a Payment Milestone Amount upon acceptance of that Payment Milestone for which payment is due within thirty(30)days of the invoice date. Should a Payment Milestone not be completed in accordance with the Payment Milestone Table due to delay or fault of both Parties, or due to a force majeure event,the Licensee Project Manager and Infor Project Manager will(1)create a mutually acceptable plan to help get the Project on schedule, and(2)extend the Payment Milestone schedule by an appropriate time period to account for the delay. In the event that completion of a Payment Milestone or an Infor Deliverable is delayed or terminated due to Licensee caused issues, Licensee shall pay Infor for the Services provided by Infer for that Payment Milestone or Infor Deliverable upon request by Infor. Deliverable Acceptance Criteria Project Schedule • The project schedule will contain all the activities required to complete the project. • Reasonable work estimates will be used at the lowest level of activities defined. • Activity dependencies will be established(predecessors/successors). • Infor and Licensee resources will be assigned at the lowest level of activities defined. Infor Written • The requirements of the Infor Deliverable are met as stated in the completion Deliverables criteria in Section 6.1.b of the SOW. • The Infor Deliverable complies with the Infor format using the Infor standard templates. • The Infor Deliverable is consistent with other Infor Deliverables already approved. • The Infor Deliverable meets the general review criteria(e.g.,pages numbered, free of formatting and spelling errors,clearly written,no incomplete sections, etc.). • Procedures/documentation for the Infor Deliverables comply with the technical/business system design. Infor Technical • Technical designs and all related Infor Deliverables are in compliance with the Deliverables Functional Design Specification. • All Development meets the Technical Design Specifications,is complete and is Infor Statement of Work©2013 27 Project Schedule • The project schedule will contain all the activities required to complete the project. • Reasonable work estimates will be used at the lowest level of activities defined. • Activity dependencies will be established(predecessors/successors). • Infor and Licensee resources will be assigned at the lowest level of activities defined. free of material errors. Infor Training/workshop • Licensee participant surveys are completed and returned by class/workshop Deliverables participants. • A follow-up plan based upon participant feedback is created by the Infor and Licensee Project Managers and submitted to Infor and the Licensee's Steering Committee for approval. • Completed installation exit document approved by Licensee. Infor Installation Deliverables Infor Testing • Prototype Tests have been executed per the Prototype and Test Plan in compliance with Deliverables the StepWise methodology and processes. • Test results have been documented for all tested functionality. • Test results are free of Critical or High priority errors. Infor Configuration • System configuration is complete per the application configuration documentation. Deliverables 8.0 Project Quality Testing There are four defined project approaches for StepWise test activities during the Project: (1)prototype tests;(2)acceptance test(s),which are part of the Approved Solution deliverable in the Establish phase; (3)System Test(s)and(4)Full Scale Test(s),which are deliverables in the Execute phase. Test Guidelines The following test guidelines apply to all Stepwise Tests: • The Licensee Project Manager and Infor Project Manager work together with the Process Owners and IT Responsible to plan the StepWise Test activities. • Test plan, logistics,and procedures are distributed to Project team members. • The IT environment is prepared and validated prior to start of each StepWise Test. • Written test cases are distributed to designated testers together with applicable job instructions prior to start of each StepWise test. • A test coordinator is assigned to organize the StepWise test and verify that procedures are properly followed. • Licensee senior management ensures that the priority of testing is high. • Issues identified during the StepWise Tests are classified according to the categories below and registered in the Stepwise Project database. o Critical: Functionality for time-critical major business process not available. No acceptable alternative method exists. o High: Functionality for major business process not available. Not a time-critical case or an acceptable alternative method exists. o Medium: Normal case processing Infor Statement of Work©2013 28 o Low: Cases allowing for longer-tef m resolution • StepWise Tests are passed if no Critical issues are found("Passed"). If the StepWise test is not Passed, Infor and the Licensee shall jointly agree on an action plan to take corrective measures and implement a test of the functions in question. If the StepWise test is Passed but High or Medium issues are registered, Infor and the Licensee shall jointly agree on an action plan to take corrective measures. • StepWise Test evaluation is conducted upon completion of each StepWise test activity. Results of StepWise tests are reported to the Steering Committee. Approach for StepWise Prototype Test The following test guidelines apply to the StepWise Prototype Test activity: • The scope of StepWise Prototype Test is validation of the configured business processes listed in the Business Process Scope section of this SOW. • Licensee data used for StepWise Prototype Tests is a subset of key Licensee data either pre- populated or manually entered. • Licensee Key Users execute the tests and record results in the test cases. • Licensee Process Owners validate the StepWise Prototype Test results. • StepWise Prototype Test results are recorded in the Prototype and Test Plan. Approach for StepWise Acceptance Test The following test guidelines apply to the project acceptance test activity: • The scope of StepWise Test is validation and approval of the configured solution defined in the Project Scope section of this SOW,including all in scope Development identified in this SOW. • Licensee data used for StepWise Acceptance Test is migrated/converted from the Licensee's legacy system. • Licensee Key Users execute the StepWise Acceptance Test and record results in the test cases. • Licensee Process Owners validate the StepWise Acceptance Test results. • StepWise Test results are recorded in the Prototype and Test Plan. Approach for StepWise System Test The following test guidelines apply to the project System Test activity: • The scope of StepWise System Tests is validation of the Licensee's IT environment performance defined in the System Technology Scope section of this SOW. • Licensee data used for StepWise System Tests is migrated/converted from the Licensee's legacy system. • Licensee Key Users execute the StepWise System Test and record results in the test cases. • Licensee Process Owners validate the StepWise System Test results. • Project System Test results are recorded in the System Test Plan. Approach for Stepwise Full Scale Test The following test guidelines apply to the project Full Scale Test activity. • The scope of project Full Scale Test is validation of the Licensee's organization readiness to Go Live. • Licensee data used for project Full Scale Test is migrated/converted from the Licensee's legacy system. Infor Statement of Work©2013 29 • Licensee End Users execute the project Full Scale Tst and record results in the test cases. • Licensee Process Owners and Key Users validate the project Full Scale Test results. • Test results are recorded in the Full Scale Test Plan. Project Quality Strategy Requisites: 1.Written test cases are prepared in advance of the test. 2.Test results are recorded in test cases during testing activities. 3.The Licensee is responsible for testing dependence on third party resources and software which has not been supplied by Infor. 4.The Licensee is responsible for all issues caused by any third party resources and software which has not been supplied by Infor. 5. Infor will validate the Infor configuration prior to each test. The Licensee database must be available for Infor validation no less than five(5)working days prior to the commencement of each test. Infor Statement of Work©2013 30 9. Ciimmercial Terms Any delays or changes caused by Licensee, Licensee's employees,equipment,contractors or vendors may require an extension in the estimated Project schedule and/or may cause an increase in the estimated Service hours or estimated fees described in this SOW, including without limitation delays or changes due to the following:(a)a material change to or deficiency in the information which the Licensee has supplied to Infor;(b)a failure by the Licensee or vendors to perform any of their respective responsibilities under this SOW;(c)an unanticipated event that materially changes the service needs or requirements of the Licensee;(d)circumstances beyond the reasonable control of either Infor or Licensee,acts of God or other force majeure event;or(e)a change in law. If Licensee requires that any person render Services at Licensee's site for more than 12 consecutive months: (a) Internal Revenue Code(IRC)§162 will classify all of that person's Services as an indefinite work assignment("IWA"), (b) beginning with the thirteenth consecutive month of work at the Licensee's site, all of that person's reimbursed business expenses, including travel, lodging, meals and car rental, must be treated as taxable personal income to that person under IRC§162, (c) Infor will include these reimbursed expenses in the person's taxable compensation, and will increase that person's compensation to cover those taxes and the personal income and withholding taxes on that increase and (d)Licensee shall reimburse Infor for the entire amount of that increase. 10. General Project Requisites The following general Project requisites apply during this Project: 1. Infor will have remote access to the Licensee network and systems as necessary to support the activities within the Project plan. 2. All Infor and Licensee Project team members will utilize an Infor Project StepWise database provided by Infor to register Project issues and store Project Deliverables. 3. The Licensee will provide appropriate office facilities to all full-time and part-time team members assigned to the Project team as may be required from time to time.This includes,but is not limited to,office space,work desks,networked computers,Microsoft Office productivity tools, team meeting rooms, networked printers,photocopier,telephones, stationery,whiteboards, internet,and VPN connection and other required resources in order to facilitate the effectiveness of the Project team. 4. Infor's personnel will have access to the office facilities at all times,as dictated by Licensee's reasonable security restrictions. 5. Infor and Licensee agree that both parties shall have the right to request removal any Licensee or Infor Project staff member engaged in improper conduct. Both parties will use commercially reasonable efforts to replace personnel removed from the project,but cannot make any guarantee on timing if personnel are removed at the request of the other party. Both Infor and Licensee will provide written notification of any key project resource changes. 6. Licensee will remain current on all available Maintenance throughout the duration of the Project. 7. The Licensee has participated in the Infor Administration and Security training as identified in the Learning Scope Section of this SOW. 8. Infor will be granted appropriate access to the system to be able to support the Licensee's solution. 11. Closing Definition The Project described in this SOW will be closed(the"Closing Date")upon completion of the earlier of the following conditions: (1)the first Steering Committee meeting after the Final Go Live Date,which will be held within 45 days of the Final Go Live Date, provided that all of the following conditions are met in Section 1(a)— 1(c)below: Infor Statement of Work 0 2013 31 a. Support,Delivery and the Licensee have completed a meeting to introduce the Licensee to the Infor Xtreme Support team and to the procedures required to access and receive paid Maintenance, b. There are no open Critical Issues(as defined below)assigned to Infor,and c. The Final Acceptance criteria for the Project has been met,or (2)If the Steering Committee does not meet within 45 days of the Final Go Live Date and the conditions in la, lb and 1c above are met,the Project is deemed to be closed,unless both Parties agree in writing to extend the Closing Date,or (3)If the conditions in la, lb and 1c above are met and the Licensee Steering Committee agrees in writing to deem the Project to be closed immediately A"Critical Issue"is a condition where Infor Software functionality for a time-critical major business process in the scope of this SOW is not available for use and no acceptable alternative method to complete the business process exists for the Licensee. The'Final Go Live Date"means the first date when all in-scope Infor applications within the Project of the Implementation Strategy(subject to approved change orders)are available to process a Licensee transaction for production purposes. Approval: The undersigned hereby approve this Statement of Work and acknowledge that it supersedes any previous versions. For:Inf.! (US),Inc. For: i of Corpus Ch I ill (•uthorized Signature) — (Authorized Signatu A Patricia Elias Ronald L. Olson (Printed Name) (Printed Name) Associate General Counsel City Manager (Title) (Title) February 12,2015 214/6 (Date) (Date) ATTEST: 24a&C.,6414tiv.lz— LqA/i Rebecca Huerta (Date) City Secretary APPROVED AS TO FORM: '4{A j !� Buck Brice (Date) Assistant City Attorney For City Infor Statement of Work©2013 Attorney 32 Appendix A: Learning Management System Services Followinglare details of Infor LMS Baseline implementation services outlining the scope of services and assumptions for this implementation: Work Tasks Work Task Description One day workshop to define project scope, objectives and key milestones. Project Kick-Off Meeting This workshop will be scheduled within 30 days of contract signing, unless a later date is agreed upon by both parties. Project Plan and Scope Project Plan including project tasks, milestones, owners and timeline. Scope Document Document describing project structure, objectives, activities and deliverables to be provided in the course of the project. Technical Assessment Check-list and test scenarios for validation of Licensee's PC and network infrastructure. List of training topics and key configuration activities to be used as an input for Process Review Training preparation and Configuration Workshop. The list is created based on Licensee's inputs such as training process documentation and/or demonstration of the current training processes. Core Team Administration Two-day training on LMS administration functionality for the Licensee's core Training team up to 14 participants. Training guides are provided by Infor for each training participant. Portal Branding One branded portal based on Licensee's look and feel requirements(e.g. login page, logo, banner image, etc.). Design and set up of System Hierarchy to reflect the structure of client's LMS Hierarchy training organization.A separate meeting may be required to discuss hierarchy implications and validate proposed design. Configuration of the Configuration of the standard integration interface between LMS and Talent interface between LMS and Management to enable and test data exchange between the applications. TM Configuration Workshop One day workshop to review configuration process with Licensee's training data and gather inputs for the Configuration Plan. Standards and Configuration Standards and Configuration Plan document listing all configuration activities, Plan naming conventions and standards to be followed during System Configuration. Setting up notifications,facilities, instructors, portal config, assistance with course scheduling, setting up curricula and catalogs, distribution rules, System Configuration certification programs. System Configuration is a joint activity where Infor Support provides guidance and assistance while the majority of the actual configuration tasks are performed by the Licensee based on the Standards and Configuration Plan document. User Acceptance session and/or targeted pilot of LMS process and User Acceptance Test/Pilot functionality. This is a Licensee led activity. Infor provides assistance by Support sharing best practices, supporting UAT/Pilot configuration and processing feedback. Infor Statement of Work©2013 33 Work Tasks Work Task Descriptiin Final fine tuning of system configuration in support of rollout. Infor provides Roll-out Support assistance with answering"how to"questions,configuration adjustments and issue resolution. Project Management and Project weekly meetings, steering committee meetings(if applicable), project Oversight administration and reporting. Infor Statement of Work©2013 34 Appendix B: Payment Milestone Table • LMS(Learning Management System) Establish Phase M-1 Milestone-Project Initiation and Team Learning: 4/6/2015 $11,537.60 $1,153.76 $10.383.84 M-2 Milestone-Acceptance Test 5/15/2015 $17,306.40 $1,730.64 $15,575.76 Execute Phase M-3 Milestone-Full Scale Test: 6/15/2015 $11,537.60 $1.153.76 $10,383.84 M-4 Milestone-Complete Post-Go-Live Support: 7/13/2015 $17,306.40 $1,730.64 $15,575 76 M-5 Milestone-Close Project: 8/24/2015 $0.00 $5,768 80 Total Payment Milestone Amount for this Project $57,688.00 $5,768.80 $57,688.00 Infor Statement of Work©2013 35