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HomeMy WebLinkAbout17- Amendment 1 to Agreement - Avolve Software Corporation - Building Electronic Plan Review FIRST AMENDMENT TO PURCHASE AGREEMENT THIS FIRST AMENDMENT TO THE PURCHASE AGREEMENT/SALES ORDER dated July 24, 2017 (the "Purchase Agreement") is made and entered by and between the CITY OF BOZEMAN, MONTANA, a self governing municipal corporation organized and existing under its Charter and the laws of the State of Montana, 121 North Rouse Street,Bozeman,Montana,with a mailing address of PO Box 1230, Bozeman, MT 59771, hereinafter referred to as "City," and Avolve Software Corporation, hereinafter referred to as "Contractor." In consideration of the mutual covenants and agreements herein contained, the receipt and sufficiency whereof being hereby acknowledged,the parties hereto agree to amend the Agreement as follows: 1. Statement of Work. The Statement of Work (SOW) attached to the Purchase Agreement is hereby replaced with the SOW attached hereto as Exhibit A. 2. Agreement still valid. All remaining terms and provisions of the Agreement remain valid. IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and year last written below. CITY OF BOZEMAN, MONTANA AVOLVE SOFTWARE CORPORATION BY By Dennig Taylor, Interim CithManager Print Name: Title: Date: �I " Date: r7 APPROVED AS TO FORM BY Via ,Bozeman City Attorney Ik�Siw{ 11.4�rc.�n S�zcr�kt�,t� Page 1 of 1 Project- .- " , Electronic Document Management & Collaboration Solution City of Bozeman Amended Statement of Work Original April 10, 2017 Amended Version: 8/23/2017 a v o %-V e, ro e sional services 4835 East Cactus Road Suite 420,Scottsdale,Arizona 85252 Phone:602.714.9774 www.avolvesoftware.com Copyright 2015 Avolve Software Corporation. ProjectDox is a registered trademark of Avolve Software Corporation. Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 1 ProjectFlow Business Process avo NeA Avolve Statement of Work professional services_ This Statement of Work will focus on the upgrade of the City of Bozeman's ProjectDox application from 8.3 to 8.6.5.x,for the Production Environment,and implementation of one(1) Best in Class ProjectFlow plan review processes.The goal is to implement ProjectDox and a base permitting system integration utilizing web services, in a standardized,off the shelf manner.We will leverage Avolve best practices and built-in configuration and modifications features,to meet the most effective functionality required to achieve the highest business value for the customer(the"Project"). Assurance Services is provided as part of the Project to assist with minor adjustments,site configuration and/or branding that occur post soft launch or for items that are identified as out-of-scope for this engagement. • ® oMENEENEEM • Installation/Upgrade (Offsite/Remote) Provisioning of all applicable products and modules as specified on the Purchase Agreement/Sales Order. o Production Environment Upgrade to 8.6.x o Introduction call to review project scope, project time frame andacceptance o Technical Call to review software and hardware requirements o Production server environment pre-upgrade walk-thru (environment readiness) Server/OS updates/change outs are not considered part of this SOW • Data Move is not considered as part of this SOW • Orientation&Base Configuration Requirements Sessions (2 Staff/Onsite/1-2 days) o ProjectDox Configuration Requirements Document o Permitting system Base integration touchpoint discussion o Project Plan (task list/schedule/resource assignments)not to exceed budget • Configuration&Base Integration(Naviline)* (Offsite/Remote) o Configured Working ProjectDox Application o Configured Working products and modules as specified in the Purchase Agreement/Sales Order 1 ProjectFlow Best In Class Plan Review Workflow • User Acceptance Training(UAT1 Staff/Onsite/1-2 days/Offsite) (the date Customer accepts this milestone is the Software Acceptance Date) o Completion of User Acceptance Testing(UAT) • Training(1 Staff/Onsite&Offsite/1.5 days) o Delivery of classes for all products/modules as purchased—See Purchase Agreement/Sales Order 1 Remote New Features 8.3 to 8.6.5.x Course(Max 25 people) 1 packages:TES-UPTRAINPK(12 users trained). Each package contains the below courses and allows a maximum of 12 persons per training course(onsite). Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 2 ProjectFlow Business Process o e, proft'ss onal services Avolve Statement of Work • 1-PA Training • 1 -SATraining • 1—BICWFPRNF • 1—BICWFCORNF • Launch (Offsite) o Project completion &customer sign off There will be Key Deliverables,as identified below in the list of Project Key Deliverables,which will be subject to acceptance by the Customer("Acceptance"). Upon completion of each Key Deliverable,Avolve will request from the Customer a written response within five(5) business days after receipt thereof. Notwithstanding the foregoing or anything to the contrary in the Purchase Agreement,all other Deliverables provided under this Statement of Work shall be deemed to have been accepted by the Customer upon delivery. If Customer does not approve, reasons for rejection must be clearly noted.Avolve will then work with the Customer to come to agreement on obtaining approval.The Customer shall be deemed to accept any such Key Deliverable in which Customer does not accept or reject within such period.This acceptance will initiate the invoice of the applicable milestone. a 1. Configuration/Modification Session Output including applicable products/modules o Configuration Requirements Document(CRD)* ■ Site Configuration • Workflow Configuration ■ Integration Fields 2. Installed Software Applications/Modules o Implementation Guide 8.6.S o Customer Installation Worksheet for Production o Production Environment Upgrade 8.3 to 8.6.5.x 3. Configured,Working ProjectDox and applicable products/modules from sales order o Configuration/Modification Effort Output for ProjectDox • 1 Plan Review Workflow Processes(ProjectFlow) • Base Integration* 4. Training - 1 Remote New Features 8.3 to 8.6.5.x Course(Max 25 people) • 1 packages:TES-UPTRAINPK(12 users trained). Each package contains the below courses and allows a maximum of 12 persons per trainingcourse(onsite). • 1-PA Training(4 hours with focus on ProjectFlow Administration) Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 3 ProjectFlow Business Process professional services Avolve Statement of Wort • 1-SA Training(4 hours with focus on ProjectFlow Administration) • 1—BICWFPRNF(2 hours Best In Class WF for plan reviewers with focus on new feature for ProjectFlow workflow) • 1—BICWFCORNF(2 hours Best In Class WF for admins/coordinators with focus on new feature for ProjectFlowworkflow) S. Launch o Transition to Support o Project Completion For the avoidance of any doubt,all right,title and interest in and to the Deliverables(including without limitation the above Key Deliverables),as well as the intellectual property rights to such Deliverables, shall belong to Avolve, subject to the limited license granted to the Customer pursuant to the Licensing Agreement. Promptly following execution of this Statement of Work,the parties shall meet to discuss the general project schedule,which will be generally organized around the standard Avolve project On-Boarding process.Within 2 weeks,the initial project plan will be created and sent to Customer.The Project Plan contains a schedule,a list of tasks in a schedule format,assignments of specific team members over specific times and communication status reporting processes.The Project Plan is a living document that will be reviewed throughout the term of this Agreement and may be adjusted as reasonably necessary,as agreed to from time to time by the parties. MMEMEMEM 1. This Project was scoped based upon purchase of ProjectDox Best In Class, understanding that the site will be hosted by the City of Bozeman and configured per established Best-In-Class standards.This understanding forms the basis for Avolve's pricing and the Deliverables to be provided under this Statement of Work.Any deviation from these requirements will require a change order and may increase cost or estimated time of Project completion. 2. Avolve will have full access to all Project team members from the customer as needed to complete the successful implementation and roll out of ProjectDox.This access may require the team members of the customer to dedicate specific time to specific detailed tasks within the Project Plan.Team member tasks will be more clearly defined during the kickoff and planning sessions and documented in the Project Plan. 3. Customer and its third parties and/or subcontractors will fulfill the hardware requirements,as outlined in the ProjectDox Implementation Guide(a standard end user document that accompanies each version of the Software)in a timely fashion in order to keep the Project Plan on schedule. 4. Should the customer cause or contribute to the delay of any Deliverable,Avolve may elect to revise the Project Plan accordingly to compensate for the delay. 5. All parties will reasonably prioritize their efforts to meet the Project Plan schedule in order to achieve a rapid roll out model. In doing so,it is understood by all parties that multiple tasks may be in process at one time and Avolve may have more than one Professional Services team member working on the project at one time. Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 4 ProjectFlow Business Process e N. Y` v �fe�, Avolve Statement of Work professional services 6. Client will provide adequate Project management for their own resources, and/or third parties,to collaborate with Avolve's project manager. Client subject matter experts and applicable users will be accessible and available in a timely fashion and for adequate and reasonable durations.Avolve will make sure that scheduling of interviews and meetings are adequately in advance of these resource allocations. 7. Avolve is planning to fully leverage ProjectDox as is,utilizing all built in configuration features to meet the business needs. 8. Any optional items chosen in the Purchase Agreement/Sales Order are not included here and would require a modification to this Statement of Work. *Configuration options are as described by ProjectDox/OAS documentation and as evidenced by ProjectDox administration screens. Minor changes to Avolve ProjectDox Best Practices(Best in Class)workflows are changes to activate/deactivate and/or parametrize with variables, existing steps in the Best Practices workflows. Customization of additional products and modules are to be within the bounds and scope of the respective core product(s)and modifications are limited to those that are allowed by core product design. *Base integration with ProjectDox is limited to three(3)integration touchpoints to include 1)Configuration of the Avolve Software project creator service,2)Display of 18 General Permit/Applicant/Contractor application data fields for display within ProjectDox via a web page/formlet(Permit Information is dependent on the Permitting Systems API/Web Service availability)and 3)Project/Permit Status Update whereas ProjectDox will notify the permitting system that the plan review workflow is complete when all reviews are approved(Status update is dependent on the Permitting Systems API/Web Service availability). *Advanced Integration with ProjectDox provides a pre-defined list of integration touchpoints based on the permitting system. Touchpoints are pre-defined and detailed specific to permitting system. *Custom integrations with ProjectDox require a needs assessment and separate SOW to provide a level of effort and cost associated to the identified work. The"Change Control Process" is that process which shall govern changes to the scope of the Project during the life of the Project.The Change Control Process will apply to new components and to enhancements of existing components.The Change Control Process will commence at the start of the Project and will continue throughout the Project's duration.Additional procedures and responsibilities may be outlined by the Project Manager identified on the signature page to the Agreement and will be included in the Project Plan if mutually accepted. Under the Change Control Process,a written "Change Request" (attached)will be the vehicle for communicating any desired changes to the Project. It will describe the proposed change;the reason for the change and the effect the change may have on the Project.The Project Manager of the requesting party will submit a written Change Request to the Project Manager for the other parties. All parties must sign the approval portion of the Change Request to authorize the implementation of any change that affects the Project's scope,schedule or price. Furthermore,any such changes that affect the scope of this SOW,schedule or price will require an amendment to the SOW and/or any other part of the Purchase Agreement. Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 5 ProjectFlow Business Process a o Iv le, professional services; Avolve Statement of Work Product Name Product Code Description Quantity Unit Price Total Price ProjectDox upgrade fee from Version 8.3 to 8.6. ProjectDox PS-Upgrade 0 Upgrade to Production Upgrade • Project Management and testing included in pacing 1 $5,850.00 $5,850.00 • Assumes no changes to servers • New Features 8.6 Training. Professional Services: ProjectDox PS-DOX Services • Implementation of 1 ProjectFlow Best in Class Template • ProjectFlow Development 1 $22,000.00 $22,000.00 • Standard Integration with SunGard • PM/QA and Testing • Go-Live Support Avolve PS-225 Assurance Services Assurance Professional Services for Post Go-Live Support 60 hrs $200.00 $12,000.00 Services Includes: ProjectFlow TES- Training UPFTRAINPK PA Training(4 hours with focus on ProjectFlow Package Administration) • SA Training(4 hours with focus on Project Flow Administration) • BICWFPRNF(2 hours Best In Class WF for 1 $5,850.00 $5,850.00 Plan Reviewers—reviews new features of ProjectDox and layout of ProjectFloweForm) • BICWFCORNF(2 hours Best In Class WFfor Coordinators/Techs—reviews new features of ProjectDox and layout of ProjectFloweForm) Payment for the total amount is due net thirty days(30)from the date of Initial Invoice and shipment of software. Payment via EFT. License, Maintenance and Training to be $45,700,00 invoiced upon signature. Professional Services to be invoiced upon completion.See notes Grand Total for details. Travel and Expenses are not included in this total. once fully executed,this document will become the Statement of Work for the Project defined in this document. Avolve and Customer's signatures below authorizes Avolve to begin the services described above and indicates Customer's agreement to pay the invoices associated with these services delivered as described. Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 6 ProjectFlow,Business Process a vo v e, professional services :evolve Statement of Work Avolve will invoice Customer for Software Maintenance following the Software Acceptance Date and Customer shall pay such invoiced amount pursuant to the terms of the Purchase Agreement/Sales Order. For all subsequent years of Software Maintenance purchased by Customer,invoicing and payments shall be as set forth in the Purchase Agreement/Sales Order. Name Name J N'• Title N`ct Title Signature �+� \ Signature Date Date /y't Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 7 ProjectFlow Business Process o profess:011 l r rv]€ s 4volve Statement oi'��ork a s• 4 j [ f i l_LAW , Me&ra W High RegWmd s »a �the ragL E 3 i i n„ flsgrwr tea rr 1 Mato may have on E - WOO _I ofi Bozeman Amended Avolve Upgrade to v8.6.5 & Statement of Work 8 ProjectFlow Business Process