HomeMy WebLinkAboutC2015-399 - 9/29/2015 - Approved AMENDMENT NO. 3 TO
IT AGREEMENT
For
PROFESSIONAL SERVICES
This AGREEMENT is between the City of Corpus Christi, Texas, a Texas home-rule municipal
corporation, "CITY", acting through its duly authorized City Manager or designee ("City Engineer"), and
Upland Software aka LMR Consulting dba EPM Live of Carlsbad, CA, ("CONSULTANT"), which agree as
follows:
Original Contract $49,000.20 Administrative Approval December 21,2013
Amendment No. 1 $60,125.00 Ordinance No. 030078 February 11, 2014
Amendment No. 2 $16,000.00 Administrative Approval April 30, 2015
1. DECLARATIONS. "CITY" desires to engage "CONSULTANT" to provide services in
connection with City's project, described as follows: Project Management Software(E13126)"Project".
2. SCOPE OF WORK. "CONSULTANT" shall provide services for the PROJECT in accordance
with the accompanying Letters, Scope of Services, and Fee attached as "Exhibit A". Invoices to be submitted
in accordance with Exhibit"C".
3. FEE. The "CITY" agrees to pay the "CONSULTANT" for services provided in accordance
with Exhibit "A", Scope of Services, and Fee under this AGREEMENT, a total fee not to exceed $102,274.40
(in figures), (One Hundred Two Thousand Two Hundred Seventy Four Dollars and Forty Cents) (in
words) for a total revised fee not to exceed $227,399.60 (in figures), (Two Hundred Twenty Seven
Thousand Three Hundred Ninety Nine Dollars and Sixty Cents) (in words).
4. INDEMNIFICATION AND HOLD HARMLESS. The "CONSULTANT" agrees to indemnify,
save harmless and defend the "CITY", and it's agents, servants, and employees as more fully set forth in
"Exhibit A, Terms and Conditions, 5.05- Indemnification".
5. OWNERSHIP OF DOCUMENTS. All documents including contract documents (plans and
specifications), record drawings, contractor's field data and submittal data will be the sole property of the City
and may not be used again by the NE without the express written consent of the Director of Capital
Programs. However, the NE may use standard details that are not specific to this project.
CITY OF CORPUS • -TI op UPLAND SOFTWARE/ LMR CONSULTING
DBA EPM LIVE
411111P . 4/1. 4"
9/4/2015
J. . Edmonds, P.E. (Dat ) C aig -cinnis (Date)
Director of Capital Programs SV' -nd General Manager- EPM Live and Eclipse
2382 Faraday, Suite 200
Carlsbad, CA 92008
(416) 385-0774#222 Office
(416)457-3765 Mobile
cmacinnis@uplandsoftware.com
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Rebecca Huerta, City Secretary (Date)
Fund Name Accounting Unit Account Activity No. Amount
No.
Capital Programs Operating 5310-11150-011 550050 $102,274.40
Total $102,274.40
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EPM Live
t)., upland
2382 Faraday,Suite 200,Carlsbad,CA 92008
Phone(866)391-3700 Fax(858)430-4894
August 28th, 2015
Vicki Marsden
City of Corpus Christi
1201 Leopard Street
Corpus Christi,TX 78401
361.826.3564
VickiM@cctexas.com
This express agreement is for services related to the EPM Live IT Support Services and Training Services
at City of Corpus Christi.The following table represents the services that will be provided:
Fees and Payment Terms:
Unit\
Units\
Requested Services Hrs Hrly Cost
Rate
Consulting and IT Support Services 40 $200.00 $8,000
• Support Services
Consulting and IT Support Services
80 $200.00 $16,000
• Daily Action Report Creation Services
Consulting and IT Support Services
• Director Level Reporting Upgrades 80 $200.00 $16,000
Consulting and IT Support Services
• Project Manager Reporting Upgrades 60 $200.00 $12,000
Consulting and IT Support Services
• Project Manager Training Services ** 4 days $2,500 $10,000
Consulting and IT Support Services 15 $200.00 $3000
• Electronic Signature Creation Services
Total Cost $65,000
For questions or changes regarding this quote, please contact Kathleen Gesford, Customer Success
Manager, at kgesford@uplandsoftware.com. The above rates are guaranteed for only 30 working days
after the date of this document and are subject to change thereafter. **Travel and related expenses are
not included in this estimate,and should they be required and approved,they will be invoiced at actual
EXHIBIT "A"
Page 1 of 5
1 I Page www.epmlive.com
** EPM Live
or upland
...�' 2382 Faraday,Suite 200,Carlsbad,CA 92008
Phone(866)391-3700 Fax(858)430-4894
cost as incurred. Should travel and related expenses be required, they will be submitted to City of
Corpus Christi by EPM Live for prior approval.
EPM Live will perform the services on a Time and Material basis, at an hourly rate of$200.00 per hour,
to be invoiced monthly after the hours are spent. All fees are due and payable upon receipt of invoice.
Invoices not paid within 30 days are subject to penalties and withdrawal of resources. EPM Live shall not
perform any Services relating to this Agreement totaling more than the amount specified herein without
written approval by City of Corpus Christi,through the Change Control process described below.
Available Payment Terms:
• Credit Card:We accept VISA, MasterCard, American Express and Discover.
• Purchase Orders: Place order by faxing a signed copy of this quote along with Purchase Order#
to 858.430.4894.
Change Control:
EPM Live considers change control to be a standard component of all engagements that we undertake.
Change control includes changes to project scope and / or deliverables from the original project plan.
Other project impacts, such as lost time due to emergencies, software errors in licensed software or
unplanned absences of key personnel,can also effect the time required to complete the work and/or the
quality of the deliverables.
EPM Live has a formal change control process that uses a Change Order(CO) Express Services Agreement
to document and authorize changes. Scope changes beyond the original services listed above will be
presented first for authorization to estimate the impact (i.e., deliverables /schedule /cost) and then to
authorize the agreed upon scope change along with the associated schedule and cost adjustment. Project
impacts due to lost time or unavailability of key resources that may impact the project scope,schedule or
deliverables will be documented for decision(s) when changes to original time/cost estimates may be
warranted. A City of Corpus Christi signature is required on all CO Express Services Agreements. If a
decision is made to approve a change, a definitive time/cost estimate will be determined and the project
scope and timeline will be adjusted.
Authorization:
By signing herewith, City of Corpus Christi agrees to the terms and conditions as set forth in this
agreement and fully authorizes EPM Live to invoice City of Corpus Christi as agreed above, not to exceed
$65,000.00 for the consulting support services and training services plus any travel or other related
expenses, unless first authorized in writing by City of Corpus Christi.
EXHIBIT "A"
Page 2 of 5
2 I Page www.epmlive.com
:+ E P M Live
o,, upland
2382 Faraday,Suite 200,Carlsbad,CA 92008
Phone(866)391-3700 Fax(858)430-4894
Company: City of Corpus Christi
Authorizing Signature Date PO Number
Print Name and Title Phone Number
Billing Address City State Zip
Country
Please email this page with proper authorization to: Kathleen Gesford at kgesfordauplandsoftware.com
3 I Page www.epmlive.com 866.391.3700
EXHIBIT "A"
Page 3 of 5
•
•-# EPM Live
4, upland
2382 Faraday,Suite 200,Carlsbad,CA92008
Phone(866)391-3700 Fax(858)430-4894
EPM Live Software Renewal Quote July 29th,2015
EPM Live Enterprise Edition
(Software as a Service—Dedicated Environment Subscription Renewal)
Year 2 of 3
Vicki Marsden
City of Corpus Christi
1201 Leopard Street
Corpus Christi,TX 78401
361.826.3564
Vicki M@cctexas.com
Fees and Payment Terms:
Order
Terms
Subscription Fees (months)* Qty. Unit Cost Total
EPM Live Enterprise Edition Users-Full User-Dedicated 12 42 $ 56.10 $ 28,274.40
EPM Live Users- Team Member-Dedicated 12 50 $ 15.00 $ 9,000.00
(1/31/2015 to 1/30/2016)
-Subscription Fees include EPM Live Cusromer Success Program
Subscription Fees Subtotal $ 37,274.40
Subscription Fees Total $ 37,274.40
Services and Support Fees Qty. Unit Cost Total
EPM Live Customer Success Program (Exhibit A) 1 included included
Upland University Subscription (1 year)
Premier Help Desk Support Subscription (1 year)
Services and Support Fees Total $ -
Total
Subscription Fees Total (1-year) $ 37,274.40
Services and Support Fees Total (One-time) $ -
Total Cost (1-year) $ 37,274.40
Total Cost (1-year) $ 37,274.40
*This renewal represents Year 2 of 3 of the existing 3-year contract. For questions or changes
regarding this quote, please contact Kathleen Gesford, Customer Success Manager, at
kgesford@uplandsoftware.com. Pricing is valid for 30 days from the date of this quotation.
City of Corpus Christi will be invoiced upfront for all Software as a Service Subscription and EPM Live
CustomerSuccess Program Fees.All fees are due and payable upon receipt of invoice. Invoices not paid
within 30 days are subject to penalties and withdrawal of resources.
EXHIBIT "A"
Pa•e4of5
1 I Page www.epmlive.com
+ EPMUve
— - -'" r— bY upland
2382 Faraday,Suite 200,Carlsbad,CA92008
Phone(866)391-3700 Fax(858)430-4894
Authorization:
The pricingand otherterms as specified within this document are valid for 30 days from the date of this
quotation. Pricing and terms after that time are subject to increases and changes, respectively.
By signing below, City of Corpus Christi agrees to the terms within this Software as a Service Quote.
Organization: City of Corpus Christi
Authorizing Signature Date PO Number
Print Name and Title Phone Number
Billing Address City State Zip
Country
Please email this page with proper authorization to:Kathleen Gesford at kgesford@uplandsoftware.com
2 I Page www.epmlive.com 866.391.3700
EXHIBIT "A"
Page 5 of 5
EXHIBIT "B"
INSURANCE REQUIREMENTS
I. VENDOR'S LIABILITY INSURANCE
A. Vendor shall not commence work under this agreement until all insurance required herein has been
obtained and approved by the City's Risk Manager or designee. Contractor must not allow any
subcontractor to commence work until all similar insurance required of the subcontractor has been so
obtained.
B. Vendor shall furnish to the Risk Manager or designee two (2) copies'of Certificates of Insurance, with
applicable policy endorsements showing the following minimum coverage by an insurance company(s)
acceptable to the Risk Manager or designee. The City must be named as an additional insured for the
General Liability policy, and a waiver of subrogation is required on all applicable policies.
TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE
30-Day Notice of Cancellation required on all Bodily injury and Property Damage
certificates or by policy endorsement(s) Per Occurrence/aggregate
Commercial General Liability including: $500,000 Per Occurrence
1. Broad Form
2. Premises—Operations
3. Products/Completed Operations Hazard
4. Contractual Liability
5. Broad Form Property Damage
6. Independent Contractors
BUSINESS AUTOMOBILE LIABILITY $100,000 Combined Single Limit
1. Owned
2. Hired&Non-owned
WORKERS' COMPENSATION Which Complies With The Texas Workers' Compensation.
And Paragraph II Of This Exhibit. All states endorsement
is required if company is not domiciled in Texas
EMPLOYER'S LIABILITY $500,000/ $500,000 / $500,000
C. In the event of accidents of any kind related to this project, Vendor shall furnish the Risk Manager with
copies of all reports of such accidents within ten (10) days of the accident.
II. ADDITIONAL REQUIREMENTS
A. Vendor must obtain workers' compensation coverage through a licensed insurance company in
accordance with Texas law. The contract for coverage must be written on a policy and
EXHIBIT"B"
Page 1 of 3
•
endorsements approved by the Texas Department of Insurance. The coverage provided must be in
amounts sufficient to assure that all workers' compensation obligations incurred will be promptly
met. All States endorsement is required if company not domiciled in the State of Texas.
B. Vendor shall obtain and maintain in full force and effect for the duration of this Contract, and any
extension hereof, at Vendor's sole expense, insurance coverage written on an occurrence basis, by
companies authorized and admitted to do business in the State of Texas and with an A.M. Best's
rating of no less than A- VII.
C. Vendor shall be required to comply with any such requests and shall submit a copy of the
replacement certificate of insurance to City at the address provided below within 10 days of the
requested change. Vendor shall pay any costs incurred resulting from said changes. All notices
under this Article shall be given to City at the following address:
City of Corpus Christi
Attn: Risk Management
P.O. Box 9277
Corpus Christi, TX 78469-9277
(361) 826-4555- Fax #
D. Vendor agrees that with respect to the above required insurance, all insurance policies are to
contain or be endorsed to contain the following required provisions:
• Name the City and its officers, officials, employees, volunteers, and elected representatives as
additional insured by endorsement, as respects operations and activities of, or on behalf of, the
named insured performed under contract with the City, with the exception of the workers'
compensation policy
• Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus
Christi where the City is an additional insured shown on the policy;
• Workers' compensation and employers' liability policies will provide a waiver of subrogation in
favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to City of any suspension,
cancellation, non-renewal or material change in coverage, and not less than ten (10) calendar days
advance written notice for nonpayment of premium.
E. Within five (5) calendar days of a suspension, cancellation, or non-renewal of coverage. Vendor
provide a replacement Certificate of Insurance and applicable endorsements to City. City shall
have the option to suspend Vendor's performance should there be a lapse in coverage at any time
during this contract. Failure to provide and to maintain the required insurance shall constitute a
material breach of this contract.
F. In addition to any other remedies the City may have upon Vendor's failure to provide and maintain
any insurance or policy endorsements to the extent and within the time herein required, the City
EXHIBIT"B"
Page 2 of 3
shall have the right to order Vendor to discontinue sales/work hereunder, until Vendor
demonstrates compliance with the requirements hereof.
G. Nothing herein contained shall be construed as limiting in any way the extent to which Vendor
may be held responsible for payments of damages to persons or property resulting from Vendor's
or its subcontractor's performance of the work covered under this agreement.
H. It is agreed that Vendor's insurance shall be deemed primary and non-contributory with respect to
any insurance or self insurance carried by the City of Corpus Christi for liability arising out of
operations under this agreement.
I. It is understood and agreed that the insurance required is in addition to and separate from any
other obligation contained in this agreement.
2013 Engineering Dept.
Purchase and Installation of Software—ins. reqs.
12/19/2013 ds Risk Management
EXHIBIT "B"
Page 3 of 3
Sample form for: .
COMPLETE PROJECT NAME Payment Request
Revised 07/27/00
Project No. XXXX
Invoice No. 12345
Invoice Date:
Total Amount Previous Total Percent
Basic Services: Contract Amd No. 1 Amd No. 2 Contract Invoiced Invoice Invoice Complete
Preliminary Phase $1,000 $0 $0 $1,000 $0 $1,000 $1,000 100%
Design Phase 2,000 1,000 0 3,000 1,000 500 1,500 50%
Bid Phase 500 0 250 750 0 0 0 0%
Construction Phase 2,500 0 1,000 3,500 0 0 0 0%
Subtotal Basic Services $6,000 $1,000 $1,250 $8,250 $750 $1,500 $2,500, 30%
Additional Services:
Permitting $2,000 $0 $0 $2,000 $500 $0 $500 25%
Warranty Phase 0 1,120 0 1,120 0 0 0 0%
Inspection 0 0 1,627 1,627 0 0 0 0%
Platting Survey TBD TBD TBD TBD TBD TBD TBD 0%
0 & M Manuals TBD TBD TBD TBD TBD TBD TBD 0%
SCADA TBD TBD TBD TBD TBD TBD TBD 0%
Subtotal Additional Services $2,000 $1,120 $1,627 $4,747 $500 $0 $500 11%
Summary of Fees
Basic Services Fees $6,000 $1,000 $1,250 $8,250 $750 $1,500 $2,500 30%
Additional Services Fees 2,000 1,120 1,627 4,747 500 0 500 11%
Total of Fees $8,000 $2,120 $2,877 $12,997 $1,250 $1,500 $3,000 23%
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SUPPLIER NUMBER
TO BE ASSIGNED BYCTTY—
PURCHASING DIVISION
City o CITY OF CORPUS CHRISTI
Corpus DISCLOSURE OF INTEREST
Chnsti
City of Corpus Christi Ordinance 17112,as amended, requires all persons or firms seeking to do business
with the City to provide the following information. Every question must be answered. If the question is
not applicable, answer with "NA". See reverse side for Filing Requirements, Certifications and
definitions.
COMPANY NAME: FPO 1.--i ye: f3Y U Int--PrJ)
P.O.BOX:
STREET ADDRESS: a3�� t��t�Ay5 „2o-o CITY: 04 y50A-p1 O- ZIP: g200J'
FIRM IS: 1. Corporation 2. Partnership 3. Sole Owner ❑
4. Association 5. Other
DISCLOSURE QUESTIONS
If additional space is necessary,please use the reverse side of this page or attach separate sheet.
1. State the names of each "employee" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Job Title and City Department(if known)
N/A
2. State the names of each "official" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Title
N/A
3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Board,Commission or Committee
N/A
4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who
worked on any matter related to the subject of this contract and has an "ownership interest"
constituting 3%or more of the ownership in the above named"firm."
Name Consultant
N/A
EXHIBIT"D"
Page 1 of 2
FILING REQUIREMENTS
If a person who requests official action on a matter knows that the requested action will confer an
economic benefit on any City official or employee that is distinguishable from the effect that the action
will have on members of the public in general or a substantial segment thereof,you shall disclose that fact
in a signed wilting to the City official, employee or body that has been requested to act in the matter,
unless the interest of the City official or employee in the matter is apparent. The disclosure shall also be
made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349(d)]
CERTIFICATION
I certify that all information provided is true and correct as of the date of this statement,that I have not
knowingly withheld disclosure of any information requested; and that supplemental statements will be
promptly submitted to the City of Corpus Christi,Texas as changes occur.
Certifying Person: SV3f-rt) lie'it . Title: O rF!C C (ViP rvit6-E!.
(Type or Print)
Signature of Certifying Date:
Person:
DEFINITIONS
a. "Board member." A member of any board, commission, or committee appointed by the City
Council of the City of Corpus Christi,Texas.
b. "Economic benefit". An action that is likely to affect an economic interest if it is likely to have an
effect on that interest that is distinguishable from its effect on members of the public in general or a
substantial segment thereof.
c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part-
time basis,but not as an independent contractor.
d. "Firm." Any entity operated for economic gain,whether professional, industrial or commercial,and
whether established to produce or deal with a product or service, including but not limited to, entities
operated in the form of sole proprietorship, as self-employed person, partnership, corporation,joint
stock company,joint venture, receivership or trust, and entities which for purposes of taxation are
treated as non-profit organizations.
e. "Official." The Mayor, members of the City Council, City Manager, Deputy City Manager,
Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of
Corpus Christi,Texas.
f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a
firm, including when such interest is held through an agent, trust, estate, or holding entity.
"Constructively held" refers to holdings or control established through voting trusts, proxies, or
special terms of venture or partnership agreements."
g. "Consultant."Any person or firm, such as engineers and architects, hired by the City of Corpus
Christi for the purpose of professional consultation and recommendation.
EXHIBIT "D"
Page 2 of 2