HomeMy WebLinkAbout11-10-20 City Commission Packet Materials - C11. MSA w MCCi LLC for Laserfiche Avante UpgradeCommission Memorandum
REPORT TO: Honorable Mayor and City Commission
FROM: Mike Maas, City Clerk Scott McMahan, IT Director
Jeff Mihelich, City Manager
SUBJECT: Ratify the City Manager’s Signature on a Master Service’s Agreement with MCCi, LLC for Laserfiche Avante Upgrade
MEETING DATE: November 10, 2020
AGENDA ITEM TYPE: Consent
RECOMMENDATION: Ratify the City Manager’s Signature on a Master Service’s Agreement with MCCi, LLC for Laserfiche Avante Upgrade
STRATEGIC PLAN: 1.1 Outreach b.) Dramatically increase transparency and create access to all city documents.
BACKGROUND: Laserfiche is the City’s digital repository for all records. The current system
has become outdated and requires a system upgrade to ensure security and stability with the
City’s records retention, enable a digital migration away from paper records, and allow for increased efficiencies through workflow and integrations with additional softwares. This system is essential to schedule software improvements in calendar year 2021, notably the Avolve system for the Building Department.
This upgrade has been a Capital Improvement Project (GF284) since 2019 budgeted at $57,000. It was originally scheduled to occur in FY2020, but do to staffing turnover and additional software changes is occurring in FY2021. Our existing software purchased and support services will provide a substantial credit towards the system upgrade mitigating our one-time costs.
Existing Software credit $57,101.68
New Software Charges $57,495.00
Grand Total – One-time Software Costs $393.32
New Software Support Charges $12,075.00 Laserfiche Annual Subscription $4,284.00
MCCi Subscription $3,820.00
MCCi Supplemental Support Subscription $2,565.00 Grand Total – Annual Support/Subscription $22,744.00
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Existing Software Support credit $11,428.81
One-time Services Charges $28,700.00
TOTAL PROJECT COST $40,408.51
UNRESOLVED ISSUES: None ALTERNATIVES: As directed by the Commission. FISCAL EFFECTS: One-time costs: $40,408.51 Recurring Annual costs: $22,744.00
Attachments: Master Services Agreement Addendum 1 - Final Project Cost Report compiled on: 10/30/2020
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MASTER SERVICES AGREEMENT NO. 60994
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This Master Services Agreement No. 60994 ("Agreement") is effective
on the date of the last signature, (“Effective Date”) and is made by
and between MCCi, LLC, a Florida limited liability company, and its
Affiliates with its principal office located at 3717 Apalachee Parkway,
Suite 201, Tallahassee, FL 32311 (“MCCi") and Client (defined herein).
MCCi and Client may each be referred to individually herein as “Party”
or collectively as the “Parties”.
The terms “Client” in this Agreement shall also include Client’s
“Affiliates,” defined as a legal entity that directly or indirectly controls,
is controlled by, or is under common control with the party. It is agreed
that Client’s Affiliates shall enjoy the same rights, benefits and obligations
set forth in this Agreement as are applicable to Client.
The Parties hereto intending to be legally bound hereby, agree as follows:
1. Scope of Service
MCCi and Client may develop and enter into one or more sales orders,
attached herein or incorporated by reference, incorporating a description
of the specific goods and/or services requested by Client (each, and as
modified in writing by the Parties, an “Order”). MCCi will provide to
Client those goods and/or services described as its obligation in the Order
(collectively, the “Services”). If applicable, each Order will also describe
items specifically required to be delivered by MCCi to Client (the
“Deliverables”), and the acceptance criteria for each of the Deliverables.
Further, each Order will set forth, among other things, tasks to be
performed by the Parties and roles and responsibilities of each Party.
Each Order shall specifically identify this Agreement and indicate that it
is subject to the terms hereof. To the extent there are any conflicts or
inconsistencies between this Agreement and any Order or Client
purchase order, except in regard to Sections 2 or 3 herein, the provisions
of this Agreement shall govern and control. To the extent that there are
any conflicts or inconsistencies between this Agreement and any Client-
entered third party government purchasing agreement (“Purchasing Vehicle”, the provisions of the Purchasing Vehicle shall govern and
control.
No change order, notice, direction, authorization, notification or request
(collectively, “Change Order”) will be binding upon Client or MCCi, nor
will such Change Order be the basis for any claim for additional
compensation by MCCi, until Client and MCCi have agreed in writing to
change the terms of an applicable Order, or to execute a new Order, as
appropriate.
2. Fees
Client shall pay to MCCi the fees and other compensation set forth in
each Order. By executing the applicable Order, Client acknowledges their
pre-approval for any Order Expenses quoted. Unless otherwise specified,
Client will also reimburse MCCi for all reasonable out-of-pocket travel,
living and other ancillary expenses paid or incurred by MCCi in connection
with the Services (“Order Expenses”). If relevant, MCCi will follow
Client’s expense policy, to the best of its ability. If a dispute occurs
regarding MCCi’s billing of Order Expenses in conformity with Client’s
expense policy and greater than five percent (5%) of a specific bill, such
dispute will be subject to investigation and correction; otherwise Client
agrees to reimburse MCCi for the full amount of expenses billed. The
Client acknowledges that it may incur expenses due to circumstances
such as non-refundable airline tickets, training/install charges, hotel
reservations, rental cars, etc., in the event that i) Client cancels or
reschedules the event, after MCCi has made these arrangements; or ii)
If Client site/team is not prepared upon MCCi’s arrival, which results in
cancellation, delays, and/or the need to reperform Deliverables.
Client acknowledges that the price of the license and/or subscription for
the use of a third-party licensed product is subject to increases during
the term of the license and/or subscription or at the time of renewal. In
the event that MCCi is reselling a license and/or subscription to a third-
party product to Client with at least 15 days prior to written notice (an
email will be sufficient) of an increase in the price of the license and/or
subscription. To the extent that Client does not agree to pay such
increase in the license and/or subscription, Client must provide written
notice to MCCi within 15 days of notice of such increase. Upon receipt
of such notice, MCCi will cancel Client’s license and/or subscription to the
third-party licensed product.
3. Invoicing and Payment
Unless otherwise stated in an Order, MCCi will invoice Client for all fees,
charges and reimbursable expenses on a monthly basis and upon
completion of each Order.
Client agrees to pay all undisputed invoices and undisputed portions of
a disputed invoice in full within thirty (30) days from the date of each
invoice. Failure to pay invoices by the due date, unless MCCi has been
informed by said due date that an invoice is being contested and the
reason therefore, may result in the imposition of interest charges to the
extent allowable by law as well as any associated legal and collection
fees incurred.
Client further agrees to pay amounts equal to any federal, state or local
sales, use, excise, privilege or other taxes or assessments, however
designated or levied, relating to any amounts payable by Client to MCCi
under this Agreement or any other Agreement between the Parties,
exclusive of taxes based on MCCi’s net income or net worth, and
understands and accepts that any pricing defined in an Order does not
include such taxes.
All recurring software maintenance support, subscriptions, and/or other
service packages (“Recurring Services”) will automatically renew and
be billed unless Client has terminated the Agreement per Section 4 below
or provided sixty (60) days written notice prior to the scheduled renewal
date of the Recurring Services. Once payment has been received, no
refunds for Recurring Services are available.
4. Term, Termination, and Cancellation
This Agreement will commence on the Effective Date and will be effective
for a one (1) year period and will renew automatically for one (1) year
periods and continue in full force and effect, unless terminated by either
Party as set forth below. Termination of this Agreement or any Order
hereunder may occur upon any of the following:
(a) Thirty (30) days after a Party’s receipt of written notice from the
other Party that this Agreement or the Services, in whole or in part
under an Order, shall be terminated; or
(b) Thirty (30) days after one Party notifies the other in writing that
they are in breach or default of this Agreement, unless the
negligent Party cures such breach or default within such thirty (30)
day period; or
(c) Fifteen (15) days after the filing of a petition in bankruptcy by or
against either Party, any insolvency of a Party, any appointment
of a receiver for such Party, or any assignment for the benefit of
such Party’s creditors (a “Bankruptcy Event”), unless such Party
cures such Bankruptcy Event within the fifteen (15) day period.
In all events, Client shall be liable for full payment for Services and
reimbursement of MCCi's expenses incurred through the effective date
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of termination. If Client cancels or puts on hold an Order between
completed milestones, MCCi will invoice Client for a pro-rated share of
the uncompleted milestone(s) for Services performed through the date
of such termination or delay.
5. Working Arrangements
All Services shall be performed remotely, unless otherwise agreed to by
the Parties. If Services are to be performed on Client’s premises, Client
shall provide the following to MCCi Personnel: (i) a suitable and adequate
work environment, including space for work and equipment for
performance of the Services; (ii) access to and use of Client’s facilities
and relevant information, including all necessary software, hardware and
documentation; (iii) timely assistance in the acquisition of, or correction
of any hardware or software problems that would affect the performance
of Services; and (iv) any other items set forth in each Order.
Client will ensure that all Client’s personnel, vendors, and/or
subcontractors who may be necessary or appropriate for the successful
performance of the Services will, on reasonable notice: (i) be available
to assist MCCi Personnel by answering business, technical and
operational questions and providing requested documents, guidelines
and procedures in a timely manner; (ii) participate in the Services as
reasonably necessary for performance under an Order; and (iii) be
available to assist MCCi with any other activities or tasks required to
complete the Services in accordance with the Order.
6. MCCi Personnel
Neither MCCi nor its Personnel are or shall be deemed to be employees
of Client but rather as independent contractors. MCCi shall be responsible
for the compensation of its Personnel, in addition to any applicable
employment taxes, workmen's compensation and any other taxes,
insurance or provisions associated with the employment of such
personnel.
In addition, MCCi shall be responsible for all acts or omissions of its
Personnel. MCCi will also not discriminate in the referral or hiring of MCCi
Personnel on the bases of race, religion, sexual orientation, color, sex,
age, national origin, disability that does not affect the ability for an
individual to perform his or her job, or other protected categories as
required by state, federal, and local laws.
MCCi may utilize independent subcontractors in satisfying its obligations
under this Agreement (collectively with MCCi employees “Personnel”).
MCCi affirms to Client that these resources will adhere to and are subject
to the same representations made by MCCi throughout this Agreement.
Upon receipt of notice from Client that any MCCi Personnel is not suitable,
MCCi shall remove such person from the performance of Services and
will provide a qualified replacement as quickly as possible.
Unless a particular MCCi Personnel member has been identified as a key
resource to the relevant Order, MCCi at its sole discretion may reassign,
if and as necessary, other appropriately qualified MCCi Personnel to the
relevant Order as long as such assignment will not affect MCCi’s fee for
the Services defined or ability to satisfy its Deliverables.
Neither Party shall be deemed to be a legal representative of the other
nor has any authority, either express or implied, to bind or obligate the
other in any way.
MCCi agrees that all hiring by MCCi of persons performing this
Agreement shall be on the basis of merit and qualifications. MCCi will
have a policy to provide equal employment opportunity in accordance
with all applicable state and federal anti-discrimination laws, regulations,
and contracts. MCCi will not refuse employment to a person, bar a person
from employment, or discriminate against a
person in compensation or in a term, condition, or privilege of
employment because of race, color, religion, creed, political ideas, sex,
age, marital status, national origin, actual or perceived sexual
orientation, gender identity, physical or mental disability, except when
the reasonable demands of the position require an age, physical or
mental disability, marital status or sex distinction. MCCi shall be subject
to and comply with Title VI of the Civil Rights Act of 1964; Section 140,
Title 2, United States Code, and all regulations
promulgated thereunder.
MCCi represents it is, and for the term of this Agreement will be, in
compliance with the requirements of the Equal Pay Act of 1963 and
Section 39-3-104, MCA (the Montana Equal Pay Act). MCCi must report
to Client any violations of the Montana Equal Pay Act that MCCi has been
found guilty of within 60 days of such finding for violations
occurring during the term of this Agreement.
MCCi shall require these nondiscrimination terms of its subcontractors
providing services under this Agreement.
7. Confidential Information
The Parties acknowledge that in the course of MCCi providing Services
for Client hereunder, each may receive Confidential Information (as
defined below) of the other Party. Any and all Confidential Information
in any form or media obtained by a Recipient shall be held in confidence
and shall not be copied, reproduced, or disclosed to third parties for any
purpose whatsoever except as necessary in connection with the Services
provided under this Agreement. The Recipient further acknowledges that
it shall not use such Confidential Information for any purposes other than
in connection with the activities contemplated by this Agreement. All
consultants assigned by MCCi to Client will sign appropriate forms of
confidentiality agreements on or prior to their start date.
“Confidential Information” means any and all confidential
information of a Party disclosed to the other Party, including, but not
limited to, research, development, proprietary software, technical
information, techniques, know-how, trade secrets, processes, customers,
employees, consultants, pricing information and financial and business
information, plans and systems. Confidential Information shall not
include information which: (i) was known to the Party receiving the
information (the “Recipient”) prior to the time of disclosure by the other
Party (the “Disclosing Party”); (ii) at the time of disclosure is generally
available to the public or after disclosure becomes generally available to
the public through no breach of agreement or other wrongful act by the
Recipient; (iii) was lawfully received by Recipient from a third party
without any obligation of confidentiality; or (iv) is required to be disclosed
by law or order of a court of competent jurisdiction or regulatory
authority.
The obligations set forth in this Section shall survive termination of this
Agreement for a period of three (3) years thereafter.
8. Intellectual Property
Unless otherwise specified in any Order, title to all materials, products
and/or Deliverables, including, but not limited to, reports, designs,
programs, specifications, documentation, manuals, visual aids, and any
other materials developed and/or prepared for Client by MCCi under any
Order (whether or not such Order is completed) (“Works”), and all
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interest therein shall vest in Client and shall be deemed to be a work
made for hire and made in the course of the Services rendered hereunder.
MCCi shall retain a non-exclusive, royalty-free, world-wide, perpetual
license to use, sell, modify, distribute and create derivative works based
upon any of the foregoing Works in its information technology
professional services business, provided that in so doing MCCi shall not
use or disclose any Client Confidential Information or Deliverables unique
to or owned by Client. To the extent that title to any such Works may
not, by operation of law, vest in Client or such Works may not be
considered works made for hire, all rights, title and interest therein are
hereby irrevocably assigned to Client. All such Works shall belong
exclusively to Client, except as set forth herein, with Client having the
right to obtain and to hold in its own name, copyrights, registrations or
such other protection as may be appropriate to the subject matter, and
any extensions and renewals thereof. MCCi agrees to give Client and any
person designated by Client, reasonable assistance, at Client's expense,
required to perfect the rights defined in this Section 8. Unless otherwise
requested by Client, upon the completion of the Services to be performed
under each Order or upon the earlier termination of such Order, MCCi
shall immediately turn over to Client all Works and Deliverables
developed pursuant to such Order, including, but not limited to, working
papers, narrative descriptions, reports and data.
Notwithstanding the foregoing, the following shall not constitute the
property of Client: (i) MCCi software, including but not limited to any
proprietary code (source and object), which is subject to third-party
license agreements with MCCi; (ii) those portions of the Deliverables
which include information in the public domain or which are generic ideas,
concepts, know-how and techniques within the computer design, support
and consulting business generally; and (iii) those portions of the
Deliverables which contain the computer consulting knowledge,
techniques, tools, routines and sub-routines, utilities, know-how,
methodologies and information which MCCi had prior to or acquired
during the performance of its Services for Client and which do not contain
any Confidential Information (as hereinafter defined) of Client conveyed
to MCCi. To the extent that any portion of the Deliverables includes
information or material that falls within the exceptions to property of
Client described in Subsection (iii) above, MCCi shall be deemed to have
granted Client a paid up, world-wide, non-exclusive license to use any
such information or material imbedded in the Deliverables for its internal
business needs and a non-exclusive license to make copies thereof for
use only in its and its affiliates’ facilities, subject to third party license
agreements, if any. Should MCCi, in performing any Services hereunder,
use any computer program, code or other materials developed by it
independently of the Services provided hereunder (“Pre-existing
Work”), MCCi shall retain any and all rights in such Pre-existing Work.
MCCi hereby grants Client a paid up, world-wide, non-exclusive license
to use and reproduce the Pre-existing Work for its internal business
needs.
Client understands and agrees that MCCi may perform similar services
for third Parties using the same personnel that MCCi may use for
rendering Services for Client hereunder, subject to MCCi’s obligations
respecting Client’s Confidential Information pursuant to Section 8.
9. Data Privacy
In the event that MCCi, in the course of providing Services to Client,
receives, stores, maintains, processes or otherwise has access to
“Personal Information” (as defined by the State Data Protection Laws
and/or European Union Directives, and including, but not limited to, an
individual’s name and social security number, driver’s license number or
financial number) then MCCi shall safeguard this information in
accordance with these laws. MCCi may disclose Personal Information for
business purposes only on a need-to-know basis and only with (i) MCCi
Personnel, (ii) any third party service providers that has agreed to
safeguard Personal Data in a like manner as MCCi safeguards such
information, and (iii) with other entities authorized to have access to
such information under applicable law or regulation. MCCi may disclose
Personal Data when necessary to protect its rights and property, to
enforce its terms of use and legal agreements, as required or permitted
by law, or at the request of law enforcement authorities and the courts,
and pursuant to a subpoena. MCCi shall have no duty to notify Client of
such compliance with law. MCCi takes reasonable and appropriate
measures to maintain the confidentiality and security of Personal Data
and to prevent its unauthorized use or disclosure. To the extent that
MCCi experiences a Security Breach as defined under the State Data
Protection Laws for information generated in connection with this
Agreement or any Order hereto, MCCi shall notify Client in writing within
five (5) business days of discovering such Security Breach.
MCCi represents that all Client data including Personal Information is
stored in the United States.
10. Warranty
(a) Services Warranty.
MCCi warrants that all Services shall be performed by personnel with
relevant skill sets and familiar with the subject matter for the Order in a
professional, competent and workman-like manner.
MCCi’s delivery of a Deliverable to Client shall constitute a representation
by MCCi that it has conducted a review of the Deliverable and believes it
meets the written specifications set forth in the corresponding Order.
Client shall then have the right to conduct any review of the Deliverable
as Client shall deem necessary or desirable. If Client, in its reasonable
discretion, determines that any submitted Deliverable does not meet the
agreed upon specifications, Client shall have five (5) business days after
MCCi’s submission to give written notice to MCCi specifying the
deficiencies in reasonable detail. MCCi shall use reasonable efforts to
promptly cure any such deficiencies. After completing any such cure,
MCCi shall resubmit the Deliverable for review as set forth above.
Notwithstanding the foregoing, if Client fails to reject any Deliverable
within five (5) business days, such Deliverable shall be deemed accepted.
MCCi does not warrant that the Services or Deliverables will be
uninterrupted or error-free, provided that MCCi shall remain obligated
pursuant to this Section 11. If the Services fail to conform to the
foregoing warranty in any material respect, Client’s initial remedy will be
for MCCi, at its expense, to promptly use commercially reasonable efforts
to cure or correct such failure. Upon failure of the foregoing, Client’s
remedies, and MCCi’s entire liability, as a result of such failure, shall be
subject to the limitations set forth in Section 12 below. The foregoing
warranty is expressly conditioned upon (i) Client providing MCCi with
prompt written notice of any claim thereunder prior to the expiration
thereof, which notice must identify with particularity the non-conformity;
(ii) Client’s full cooperation with MCCi in all reasonable respects relating
thereto, including, in the case of modified software, assisting MCCi to
locate and reproduce the non-conformity; and (iii) with respect to any
Deliverable, the absence of any alteration or other modification of such
Deliverable by any person or entity other than MCCi. The Parties
acknowledge and agree that this Agreement relates solely to the
performance of services (not the sale of goods) and, accordingly, will not
be governed by the Uniform Commercial Code of any State having
jurisdiction. MCCi also does not warrant any third-party products
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procured on behalf of Client, and if there are any product warranties
provided by the manufacturer of the product, any remedy should be
requested directly from manufacturer.
EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION 10, MCCI DOES
NOT MAKE OR GIVE ANY REPRESENTATION OR WARRANTY, WHETHER
SUCH REPRESENTATION OR WARRANTY BE EXPRESS OR IMPLIED,
INCLUDING ANY WARRANTY OF MERCHANTABILITY, QUALITY, OR
FITNESS FOR A PARTICULAR PURPOSE OR ANY REPRESENTATION OR
WARRANTY FROM COURSE OF DEALING OR USAGE OF TRADE.
(b) General Warranty.
MCCi shall perform the Services in compliance with all applicable
international, federal and state laws and regulations and industry codes,
including but not limited to (i) federal and state anti-kickback laws and
regulations and laws governing payments to and relationships with
healthcare professionals, including 42 U.S.C. §1320a-7b(b); (ii) federal
Food and Drug Administration laws, regulations and guidance, including
the federal Food, Drug and Cosmetic Act and the Prescription Drug
Marketing Act, (iii) federal and state securities laws, meaning that MCCi
agrees that Client may be a publicly traded company and MCCi shall
instruct MCCi Personnel that federal and state securities laws prohibit the
purchase, sale, or pledge of Client stock while in possession of any
material, non-public information, (iv) the Foreign Corrupt Practices Act
of 1977, and the UK Bribery Act, the 1997 OECD Convention on
Combating Bribery of Foreign Public Officials in International Business
Transactions, and (v) international, federal and state privacy and data
protection laws, including, but not limited to, the relevant European
Union directives, Health Insurance Portability and Accountability Act of
1996 and the Health Information Technology for Economic and Clinical
Health Act, Chapter 93H of The Massachusetts General Laws and its
implementing regulations, 201 CMR 17.00, and Cal. Civ. Code §
1798.80-.84 (collectively, “State Data Protection Laws”).
11. Indemnification and Limitation of Liability
(a) MCCi Indemnification. MCCi shall release defend, indemnify and hold Client harmless against
any and all claims, demands, actions, fees and costs (including attorney’s
fees and the costs and fees of expert witness and consultants), losses,
expenses, liabilities (including liability where activity is inherently or
intrinsically dangerous) or damages of whatever kind or nature
connected therewith and without limit and without regard to the cause
or causes thereof or the negligence of any party or parties that may be
asserted against, recovered from or suffered by Client occasioned by,
growing or arising out of or resulting from or in any way related to: (i)
the negligent, reckless, or intentional misconduct of any of MCCi or (ii)
any negligent, reckless, or intentional misconduct of any of the MCCi’s
agents. Further, MCCi shall release, defend, indemnify and hold harmless
Client for claims made or brought against Client by a third party alleging
that the use of any Deliverable as provided to Client under this
Agreement or any Order hereto and used in accordance with this
Agreement and relevant documentation, infringes any third party’s
intellectual property rights. Notwithstanding the foregoing, MCCi shall
not be required to indemnify Client to the extent the alleged infringement:
(x) is based on information or requirements furnished by Client, (y) is
the result of a modification made by a party other than MCCi, or (z) arises
from use of a Deliverable in combination with any other product or
service not provided by MCCi. If Client is enjoined from using the
Deliverable or MCCi reasonably believes that Client will be enjoined, MCCi
shall have the right, at its sole option, to obtain for Client the right to
continue use of the Deliverable or to replace or modify the Deliverable
so that it is no longer infringing. If neither of the foregoing options is
reasonably available to MCCi, then this Agreement may be terminated at
either Party’s option and MCCi’s sole liability shall be subject to the
limitation of liability provided in this Section.
(b) Client Indemnification. If the Services require MCCi to access or use any third party products
provided or used by Client, Client warrants that it shall have all rights and licenses of third Parties necessary or appropriate for MCCi to access or use such third party products and agrees to produce evidence of such
rights and licenses upon the reasonable request of MCCi and to indemnify, hold harmless and defend MCCi from and against any Claims to the extent arising from MCCi’s access to or use of such third party
products. (c) Indemnification Procedure. Each indemnified Party shall give the indemnifying Party (a) prompt
written notice of the Claim; (b) sole control of the defense and settlement
of the Claim (provided that the indemnifying Party may not settle any
Claim unless it unconditionally releases the indemnified Party of all
liability); and (c) at indemnifying Party's cost, all reasonable assistance.
(d) Limitation of Liability.
In no event shall either Party be liable for special, exemplary, incidental,
or consequential damages (including, without limitation, lost revenues,
profits, savings or business) or, whether or not the possibility of such
damages has been disclosed to such Party in advance or could have been
reasonably foreseen by such Party, and whether in an action based on
contract, warranty, strict liability, tort (including, without limitation,
negligence) or otherwise. Except for a Party’s indemnification obligations,
each Party's maximum aggregate liability for all claims, losses or other
liability arising out of, or connected with, this Agreement, the Services
contemplated hereunder or Client’s use of any such Services or
Deliverables, and whether based upon contract, warranty, strict liability,
tort (including, without limitation, negligence), or otherwise, shall in no
case exceed$500,000.00. Each Party's entire liability and Client's
remedies under this Agreement shall be subject to the limitations
contained in this Section 11. The limitations on warranty and liability
specified in Sections 10 and 11 hereof will survive and apply even if any
limited remedy herein is found to have failed of its essential purpose.
12. Insurance
During the term of this Agreement, MCCi shall carry, at its sole expense,
insurance coverage to include at a minimum the following:
• Workers Compensation: State statutory limits and $1,000,000 employers’ liability • Comprehensive General Liability: $2,000,000 per occurrence and
$4,000,000 in the aggregate
• Professional Liability: $1,000,000 per occurrence and $3,000,000 in the aggregate
• Errors and Omissions: $1,000,000 per occurrence
• Cyber and Technical Errors and Omissions: $3,000,000 in the aggregate
13. Notices
All notices, demands and other communications required or permitted
hereunder or in connection herewith shall be in writing and shall be
deemed to have been duly given if delivered (including by receipt verified
electronic transmission) or mailed in the Continental United States by
first class mail, postage prepaid, to a Party at the following address, or
to such other address as such Party may hereafter specify by notice:
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If to MCCi If to Client:
MCCi, LLC Bozeman
3717 Apalachee Parkway, Suite 201 121 N. Rouse Avenue
Tallahassee, FL 32311 Bozeman, MT 59715
Attn: Legal Department
Email: legal@mccinnovations.com
Attn: Scott McMahan
14. Miscellaneous
(a) 3rd Party EULA Provisions.
Client acknowledges that they are responsible for adhering to any 3rd
party End User License Agreements (“EULA”), for any products procured
on behalf of Client by MCCi.
(b) Use of Open Source Code. Except as disclosed in the Order, MCCi does not distribute nor otherwise
use any open source or similar software in a manner that would obligate MCCi to disclose, license, make available or distribute any of its material proprietary source code as a condition of such use. For purposes of this
Agreement, “Open Source” shall mean any software or other Intellectual Property that is distributed or made available as “open source software” or “free software” or is otherwise publicly distributed or made
generally available in source code or equivalent form under terms that permit modification and redistribution of such software or Intellectual Property. Open Source Materials includes software that is licensed under
the GNU General Public License, GNU Lesser General Public License, Mozilla License, Common Public License, Apache License or BSD License, as well as all other similar “public” licenses.
(c) Client Software Customizations. Client may choose to customize their software internally without MCCi’s
help. MCCi is not responsible for any damages caused by Client’s customization of the software. MCCi will not be held responsible for correcting any problems that may occur from these customizations.
(d) MCCi Software Configuration Services. Client may elect to contract with MCCi to configure Client’s software. In
these situations, Client acknowledges they are responsible for testing all software configurations and as such, waives any and all liability to MCCi for any damages that could be related to these software configurations.
(e) Force Majeure. If either of the Parties hereto are delayed or prevented from fulfilling any
of its obligations under this Agreement by force majeure, said Parties
shall not be liable under this Agreement for said delay or failure. “Force
Majeure” means any cause beyond the reasonable control of a Party
including, but not limited to, an act of God, an act or omission of civil or
military authorities of a state or nation, epidemic, pandemic, fire, strike,
flood, riot, war, delay of transportation, or inability due to the
aforementioned causes to obtain necessary labor, materials or facilities.
(f) Audit Rights. With reasonable notice and at a convenient location, Client will have the right to audit MCCi’s records to verify MCCi’s records to confirm MCCi’s
billing to Client is correct. In addition, should any of Client’s regulators legally require access to
audit the Services, MCCi will, to the extent legally required by such regulators, provide access for the same. All results of such audits shall be MCCi Confidential Information.
(g) Assignment.
Neither Party may assign or otherwise transfer any of its rights, duties
or obligations under this Agreement without the prior written consent
of the other Party. Either Party, however, without any requirement for
prior consent by the other, may assign this Agreement and its rights
hereunder to any Party or entity who succeeds (by purchase, merger,
operation of law or otherwise) to all or substantially all of the capital
stock, assets or business of such Party, if the succeeding party or entity
agrees in writing to assume and be bound by all of the obligations of
such Party under this Agreement. This Agreement shall be binding upon
and accrue to the benefit of the Parties hereto and their respective
successors and permitted assignees.
(h) Modification. This Agreement may be modified only by a written amendment executed
by duly authorized officers or representatives of both Parties.
(i) Provisions Severable. If any provision in this Agreement is held by a court of competent
jurisdiction to be invalid, void, or unenforceable, then such provision shall
be severed from this Agreement and the remaining provisions will
continue in full force.
(j) Dispute Resolution.
Should a dispute arise between MCCi and Client involving their respective
responsibilities, limitations or the working relations between the Parties
under this Agreement or any Order, then the Parties will make every
effort to amicably resolve the dispute. The Parties agree that any dispute
will initially be referred to their senior management for resolution within
fifteen (15) business days of receipt of notice specifying and asking for
the intervention of the Parties’ superiors. If the dispute is still unresolved
after such fifteen (15) business day period, then such dispute may only
be resolved in a court of law of competent jurisdiction in compliance with
the Applicable Law provisions of this Agreement.
(k) Interpretation.
The descriptive headings of this Agreement and of any Order under this
Agreement are for convenience only and shall not affect the construction
or interpretation of this Agreement. As used herein, “include” and its
derivatives (including, “e.g.”) shall be deemed to mean “including but
not limited to.” Each Party acknowledges that this Agreement has been
the subject of active and complete negotiations, and that this Agreement
should not be construed in favor of or against any Party by reason of the
extent to which any Party or its professional advisers participated in the
preparation of this Agreement.
(l) Publicity.
MCCi may use the name of Client, the existence of this Agreement and
the nature of the associated services provided herein for marketing
purposes, except that such use shall not include any Client Confidential
Information as defined in Section 7 of this Agreement.
(m) Applicable Law
This Agreement in all respects is governed by the Laws of the State of
Montana.
(n) Entire Agreement. This Agreement and all Order(s) attached hereto constitute the complete
and exclusive statement of the agreement between the Parties and
supersedes all proposals, oral or written, and all other prior or
contemporaneous communications between the Parties relating to the
subject matter herein.
(o) Counterparts.
This Agreement may be executed in several counterparts, each of which
will be deemed an original, and all of which taken together will constitute
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MASTER SERVICES AGREEMENT NO. 60994
Last updated: June 25, 2020 Page 6 of 7
one single agreement between the Parties with the same effect as if all
the signatures were upon the same instrument.
(Remainder of Page Intentionally Left Blank; Signature Page Follows)
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MASTER SERVICES AGREEMENT NO. 60994
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their respective duly authorized representatives as of the
Effective Date.
MCCi, LLC BOZEMAN (“Client”)
Signed: __________________________ Signed: __________________________ _
Name: ___________________________ Name: _Jeff Mihelich ___________
Title: ____________________________ Title: ___City Manager________________
Date: ____________________________ Date: _____________________________
121 N. ROUSE AVENUE
BOZEMAN, MT 59715
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10/29/2020
Donny Barstow
President & CEO
10/30/2020
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ADDENDUM NO. 1 TO MASTER SERVICES AGREEMENT NO. 60994
UPGRADE TO LASERFICHE AVANTE ORDER
Pursuant to Master Services Agreement No. 60994 ("Agreement"):
This Upgrade to Laserfiche Avante Order, designated as Addendum No. 1 is entered into as of _________________, 2020 (“Addendum Effective Date”) ,
by and between MCCi and Client and is hereby incorporated into the Agreement and made a part thereof. If there is any conflict between a provision
of the Agreement and this Addendum, the Agreement will control. Any capitalized terms not otherwise defined herein shall have the meaning set
forth in the Agreement. This Order supersedes any previous quote or proposals received.
IN WITNESS WHEREOF, the Parties hereto have caused this Addendum No. 1 to be executed by their respective duly authorized representatives as
of the Addendum Effective Date.
MCCi, LLC BOZEMAN (“Client”)
Signed: __________________________ Signed: ___________________________
Name: ___________________________ Name: _Jeff Mihelich______________
Title: ____________________________ Title: __City Manager_____________
Date: ____________________________ Date: _____________________________
(Remainder of Page Intentionally Left Blank)
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President & CEO
10/30/2020
Donny Barstow
10/30/2020
October 30
118
ADDENDUM NO. 1 TO MASTER SERVICES AGREEMENT NO. 60994
UPGRADE TO LASERFICHE AVANTE ORDER
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PRICING: LASERFICHE
Client Name: Bozeman, MT Order Date: October 30, 2020
Quote Number: 17964
Product Description: Qty. Unit Cost Total
EXISTING LASERFICHE SOFTWARE SYSTEM CONFIGURATION
Laserfiche United Server for MS SQL -1 $7,250.00 ($7,250.00)
Laserfiche Records Management Module -1 $6,000.00 ($6,000.00)
Laserfiche Full User -7 $571.67 ($4,001.69)
Laserfiche Retrieval User -65 $205.00 ($13,325.00)
Laserfiche Snapshot -7 $100.00 ($700.00)
Laserfiche WebLink -1 $7,991.67 ($7,991.67)
Laserfiche Agenda Manager (Includes 5 AMA) -1 $15,000.00 ($15,000.00)
Laserfiche ScanConnect (Legacy) -4 $83.33 ($333.32)
Laserfiche Integration Express-HTE -1 $2,500.00 ($2,500.00)
Existing Laserfiche Software Credit Total ($57,101.68)
CONTENT SERVICES SOFTWARE LICENSING FOR AVANTE
Laserfiche Avante Server for MS SQL with Workflow 1 $5,000.00 $5,000.00
Laserfiche Avante Records Management Module 1 $6,000.00 $6,000.00
Laserfiche Avante Named Full User with Web Client 18 $600.00 $10,800.00
Laserfiche Avante Standard Audit Trail 18 $75.00 $1,350.00
Laserfiche Avante Forms Professional 18 $50.00 $900.00
Laserfiche Avante Connector 18 $25.00 $450.00
Laserfiche Avante Standard Public Portal
Includes WebLink and 25 Retrieval Connections.
1 $25,000.00 $25,000.00
Laserfiche Avante Forms Portal 1 $7,995.00 $7,995.00
Laserfiche Software Subtotal $57,495.00
GRAND TOTAL - ONE-TIME SOFTWARE $393.32
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Product Description: Qty. Unit Cost Total
EXISTING LASERFICHE SOFTWARE SUPPORT CREDIT
Current System Support Credit
**This credit includes Training Center and is based on order date by
November 3, 2020. Please note that support credits change daily. To
honor the amount listed your product order may be placed upon
receipt of signed contract.
1 ($11,428.81)
Existing Laserfiche Software Support Credit Total ($11,428.81)
LASERFICHE ANNUAL SOFTWARE SUPPORT - BASIC
Laserfiche Avante Server for MS SQL with Workflow 1 $1,050.00 $1,050.00
Laserfiche Avante Records Management Module 1 $1,260.00 $1,260.00
Laserfiche Avante Named Full User with Web Client 18 $126.00 $2,268.00
Laserfiche Avante Standard Audit Trail 18 $15.75 $283.50
Laserfiche Avante Forms Professional 18 $10.50 $189.00
Laserfiche Avante Connector 18 $5.25 $94.50
Laserfiche Avante Standard Public Portal
Includes WebLink and 25 Retrieval Connections.
1 $5,250.00 $5,250.00
Laserfiche Avante Forms Portal 1 $1,680.00 $1,680.00
Laserfiche Annual Recurring Software Support Subtotal $12,075.00
LASERFICHE ANNUAL SUBSCRIPTION - BASIC
Laserfiche Participant User Subscription (50-199 users) 60 $71.40 $4,284.00
Laserfiche Annual Recurring Subscription Subtotal $4,284.00
MCCi ANNUAL SUBSCRIPTION
Laserfiche PowerPack by MCCi Subscription
Requires dedicated Full Named User.
1 $1,050.00 $1,050.00
Training Center for Laserfiche (10-24 Users) 1 $1,620.00 $1,620.00
MCCi SLA for Laserfiche (11-24 Users) 1 $1,150.00 $1,150.00
MCCi Annual Recurring Subscription Subtotal $3,820.00
MCCi SUPPLEMENTAL SUPPORT SERVICES SUBSCRIPTION
Process Administration Support Services for Laserfiche 1 $2,565.00 $2,565.00
Client needs are estimated based on the current components
provided herein: up to 15 hours that will expire at the end of your
renewal term.
1
MCCi Supplemental Support Services Annual Recurring Subscription Subtotal $2,565.00
GRAND TOTAL - RECURRING ANNUAL SUPPORT/SUBSCRIPTION $11,315.19
For budgetary purposes, the Client should include $22,744.00 annually for renewal of the items
above. If you subscribe to MCCi’s Training Center or SLA, additional user licenses may increase its
cost at the time of your next annual renewal. Sales tax will be invoiced where applicable and is not
included above.
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Service Description: Qty. Unit Cost Total
MCCi SERVICE PACKAGES
Implementation Services Package
Cost is based on the current components provided herein. MCCi's
certified personnel will administer these services to assist Client with
implementing the software/subscription components purchased.
• Installation and configuration of:
- LF Avante Server for MS SQL with Workflow
- LF Avante Records Management Module
- LF Avante Named Full Users with Web Client
- LF Avante Standard Audit Trail
- LF Avante Forms Professional
- LF Avante Standard Public Portal
- LF Avante Forms Portal
• Requirements gathering and project management
• LF Connector configuration and training is not included and will need
to be quoted separately.
1 $7,995.00 $7,995.00
Laserfiche Installation Package for Avante 1 $5,125.00 $5,125.00
Laserfiche PowerPack by MCCi Installation and Configuration Package 1 $1,025.00 $1,025.00
Laserfiche Filing Workflow Configuration
Up to 15 Document Types.
1 $4,100.00 $4,100.00
Laserfiche Training Services, Remote Per Day
Workflow training and installation excluded.
1 $1,640.00 $1,640.00
Upgrade to LFDS Installation Package 1 $3,075.00 $3,075.00
Laserfiche Records Management Module Training - Basic 1 $5,740.00 $5,740.00
Service Packages Subtotal 1 $28,700.00
GRAND TOTAL - ONE-TIME SERVICES $28,700.00
TOTAL LASERFICHE PROJECT COST $40,408.51
All Quotes Expire in 30 Days
This is NOT an invoice. Please use this confirmation to initiate your purchasing process.
RECURRING SERVICES
The Recurring Services portion of this Order will be based on the pricing at the time of renewal and will systematically
renew unless written notice of termination has been provided per the master agreement. In the event that a
manufacturer increases its prices for recurring annual services, the increase will be passed along to Client. No more
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than once per year, MCCi may adjust its recurring annual services to coincide with current U.S. inflation rates; any
increase will not exceed the cumulative increase in the Consumer Price Index (CPI) occurring since the last price
increase.
SALES TAX
Sales tax will be invoiced where applicable and is not included in the fee quote above.
REMOTE SERVICES
All service packages include remote time due to COVID-19. If circumstances change to allow onsite services to be
performed, a new quote must be requested.
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PRODUCT ORDER & BILLING TERMS
PRODUCT ORDER
MCCi will process Product Orders as follows:
Product/Service Description Timing of Product Order
All Software, Recurring Annual
Support/Subscription, and
Supplemental Support Services
Within 30 days of receipt of Order.
BILLING
MCCi will invoice Client as follows:
Product/Service Description Timing of Billing
All Software, Recurring Annual
Support/Subscription, and
Supplemental Support Services
Initial Sale: Upon delivery of software or activation of the subscription.
Annual Renewal: 75 days in advance of expiration date.
Service Packages Upon delivery completion and Client acceptance.
MCCi shall not send any invoices, nor claim payment, for any fees or expenses incurred by MCCi until both parties
authorize this Order. Sales tax will be included where applicable and is NOT included in the Pricing section.
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SUPPLEMENTAL SUPPORT & ANNUAL SUBSCRIPTION PACKAGES
As your first-tier solution provider, MCCi provides multiple options for technical support. Your annual renewal covers
application break/fix support, version downloads, and continued educational resources. MCCi offers supplemental
support packages to cover remote training, basic configuration services, and maintenance of existing business
processes. MCCi Managed Support Services (MSS) or Process Administration Support Services (PASS) packages are
strongly encouraged to be included with every renewal.
+ Client’s Support/Subscription Renewal includes these benefits, regardless of whether a supplemental package is owned.
* Excludes development of new integrations, large-scale development projects, and SQL queries.
** Hours: MCCi allows clients to use their hours for a multitude of services, as long as a request will not start a service that cannot be completed.
None of the packages listed above are intended to be utilized for configuration of a new complex business process. In those instances, a separate
SOW is required.
Process
Administration
Support Services
Description PASS
Easy access to our team of Certified Technicians for application break/fix support issues (i.e. error
codes, bug fixes, etc.)+
Remote access support through GoToMeeting+
Access to product update version and hotfixes (Client Download)+
24/7 access to the Laserfiche Support Site and Laserfiche Answers discussion forums+
Software/support credit eligible for Laserfiche platform changes++
Additional Remote Basic Training
Additional System Settings Consultation
Assistance with Implementation of Version Updates
Annual Review of Administration Settings
Priority Offering of Laserfiche CPPs & Laserfiche Empower Registration Scholarships
Configuration and maintenance of basic business processes utilizing Laserfiche Forms and
Workflow
Configuration of Laserfiche Quick Fields sessions
Basic Records Management Module Overview Training
Administration Configuration Services
Dedicated Certified Professional
Proactive recurring consultation calls upon Client’s request
Annual Review of business process configurations
Institutional Knowledge of Your Solution
Maintenance of MCCi/Client configured complex business processes
Ability to schedule after-hours migrations/upgrades
Monday-Friday 8 am to 10 pm EDT and Saturday-Sunday from 12 pm to 4 pm EDT
Basic JavaScript, CSS and Calculations for Laserfiche Forms*
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LASERFICHE SUPPORT/SUBSCRIPTION
Client’s Laserfiche Support/Subscription Renewal covers:
BREAK/FIX SUPPORT
Our team of Certified Support Technicians will assist with break/fix issues including the resolution of error codes,
bugs, etc.
CONTINUED EDUCATION
Your renewal grants you access to continued education through Webinars, User Groups, Seminars and more!
REMOTE ACCESS SUPPORT
Our Support Technicians can access your system remotely to resolve issues, saving both time and money.
LASERFICHE SITE ACCESS
You will have 24/7 access to the Laserfiche support site, which includes whitepapers, case studies, etc. You also
have access Laserfiche answers, an online discussion forum. Ask questions and gain advice for other Laserfiche
users, staff, and solution providers.
ACCESS TO VERSION UPDATES
Your Laserfiche renewal covers access to download the version updates for your software/subscription.
SOFTWARE/SUPPORT CREDIT++
When upgrading or trading in perpetual licensing, you will receive a one-time credit of the software and remaining
prepaid support. When moving to Cloud/Subscription, you will receive a one-time credit of the remaining prepaid
support.
PACKAGE DESCRIPTIONS
BUSINESS PROCESS DEFINITIONS
A Workflow, Forms, or Quick Fields process that automates or streamlines an organization-specific process.
BASIC: A business process requiring minimal configuration and virtually no institutional knowledge, allowing a
MCCi Application Support Analyst to assist with configuration, support, and maintenance of the process.
COMPLEX: A large business process with extensive configuration that is absolutely mission critical to the
organization.
EXAMPLES: Large accounts payable process with a high volume of transactions, approval steps, database
lookups, etc. Complex business processes require MCCi’s Application Support Analyst to have
institutional/process knowledge to configure the process.
For new complex Forms, Workflow, and Transparent Records Management configurations, please discuss a
Business Process Configuration Service with your Account Executive or Account Manager.
CLIENT RESPONSIBILITIES (ALL PACKAGES)
Configuration/maintenance of backups and any general network, security, or operating system settings outside of
your solution (Laserfiche, ABBYY, Blue Prism)
Management and creation of retention policies related to Records Management Module
Providing an IT contact (internal or third-party) for MCCi to work with as necessary
Providing remote access capabilities as needed. If Client requests MCCi to have unattended access, Client assumes
all responsibility for the related session(s). Client will work with MCCi to set up user profiles, user tags, etc. to allow
desired security rights/access.
For MSS 2, PASS & PASS 2, create/provide process diagrams (and any other necessary paperwork/examples)
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PROCESS ADMINISTRATION SUPPORT SERVICES (PASS)
MCCi’s PASS package provides all of the MSS 2 benefits, plus access to a dedicated representative and the ability to
have recurring calls to discuss your current and upcoming projects. PASS pricing for the advanced block of hours is
based on our Application Support Analyst hourly rate discounted by 10%. The number of hours included is based on
active products and will expire on the same date as your annual renewal.
DEDICATED LASERFICHE CERTIFIED PROFESSIONAL
While on our MSS 2 level you will have access to our team of Certified Support Professionals, with PASS you will
have a representative dedicated to your organization.
SCHEDULED RECURRING CONSULTATION CALLS
Upon your request, your PASS representative will schedule recurring calls with you to discuss your current and
upcoming projects. This helps us stay on the same page with you and ensure tasks and project milestones are
being completed.
SERVICE LEVEL AGREEMENT (SLA)
MCCi’s SLAs are offered as additional options to your annual support/subscription. An SLA offers clients escalated
response times depending on the severity of the support issue, as well as other additional benefits. The SLA
documentation and pricing is readily available upon request. MCCi currently has two separate SLAs available:
Infrastructure Hosting
Application Support
THE TRAINING CENTER FOR LASERFICHE
MCCi’s Training Center for Laserfiche annual subscription provides an easy, cost-effective way for all users in your
organization to access over 500 Laserfiche training videos.
BENEFITS
24/7 access to on-demand Laserfiche training videos and other resources
Reduction in training expenses
Caters to all skill levels from Basic Users to Advanced System Administrators
Unlimited access for your entire organization
User determined schedule and pacing
Reduction in internal support and increased user productivity
Increased efficiency through improved internal usage/adoption
Instant/budgeted training available in the case of employee turnover
Enhance your organization’s internal Laserfiche training program
*The Training Center subscription gate is based on Laserfiche full and retrieval users.
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SERVICE PACKAGES
IMPLEMENTATION SERVICES PACKAGE
MCCi’s certified personnel will administer these services to assist Client with implementing the software/subscription
components purchased.
MCCi DELIVERABLES
Professional Services may include any of the following for the purchased components:
Project management associated with the proposed solution:
Outlining requirements
Setting expectations for project success
Assistance with basic repository configuration and user account setup (Laserfiche only)
Basic configuration of all software components and remote installation as needed
Review of implemented solution
LASERFICHE INSTALLATION PACKAGES
CLIENT DELIVERABLES
Install SSL/TLS Certificates
Open necessary Firewall ports
Grant remote server access to MCCi to perform installation
MCCi DELIVERABLES
Install and configure one instance of each application in one environment (i.e. Test, Dev, Staging, QA, etc.) as outlined
in MCCi Assumptions
EXCLUSIONS
Installing and configuring failover clusters or load balancing
Configuring servers in DMZs
Training
UPGRADE TO LFDS INSTALLATION PACKAGE
MCCi DELIVERABLES
Install and configure LFDS in one environment (i.e. Test, Dev, Staging, QA, etc.)
Migrate repository user accounts and groups to LFDS
Configure Laserfiche web products for Single Sign‐On using LFDS authentication in one environment (i.e. Test, Dev,
Staging, QA, etc.)
EXCLUSIONS
External DMZ Setup
Installing and Configuring Failover Clusters or Load Balancing
ASSUMPTIONS
Laserfiche Version 10.4.1 or above
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LASERFICHE POWERPACK BY MCCi INSTALLATION AND CONFIGURATION
PACKAGE
MCCi DELIVERABLES
Install and configure PowerPack
LASERFICHE FILING WORKFLOW CONFIGURATION
MCCi’s Laserfiche Filing Workflow Configuration Services are designed to be highly collaborative. The goal is to provide
a customized process that allows your organization to archive specified records in a proper format and location that
is consistent with your organization’s standards. To execute, MCCi’s team of expert Project Managers and System
Engineers will work with Client’s Project Manager to build a Business Process in Client’s Laserfiche environment.
CLIENT DELIVERABLES
Provide MCCi with a mapped out narrative and flowchart of the specified business process
Thoroughly define each resource and activity in the business process, including any exceptions
Respond in a timely fashion to questions posed by MCCi’s Business Process Configuration team
Appointment of Client Project Manager
Availability of IT resources as needed and end‐users for interviews and Business Process testing
Required Laserfiche software licensing
MCCi DELIVERABLES
Configure a Laserfiche Workflow including (Up To 15 Documents) for archival
Includes renaming of documents and routing to appropriate folder structure
Provide MCCi Project Manager for consultation
LASERFICHE TRAINING SERVICES
Client is provided with instructor‐led Laserfiche training, hands‐on, or train‐the‐trainer.
SYSTEM ADMINISTRATION TRAINING
Client and Server Installation Users and Groups – Active Directory Volumes
Records Management Document Relationships Templates
System Settings Back Up Procedures Security
Troubleshooting Procedures Technical Support Overview Tags
FULL USER TRAINING
Introduction to Laserfiche Folders and the Folder Browser Document Display
OCR and Full Text Indexing Searching & Annotations Security
Briefcases and Migrating Scanning and Importing Customize Laserfiche
Extracting a Document Index Card/Templates Volumes
LASERFICHE RECORDS MANAGEMENT MODULE TRAINING
Client should have full knowledge of internal records management policies and have prior experience in records
management. This training will be quoted for clients with the Records Management functionality of Laserfiche.
RECORDS MANAGEMENT TRAINING
Records Series Records Folders Document Links
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Versioning Security Tags Vital Records
Cutoff Criteria Cutoff Eligibility Retention Period
Hold Period Disposition Actions Time Dispositions
Final Disposition Interim Transfers Accession / Freezing
Event Dispositions Permanent Records Destruction
ADMIN CONSOLE SETUP
Cycle Definitions Setup Locations Setup
Retention Schedules Setup Cutoff Instructions Setup
Services
Provided
Basic Advanced Comprehensive
Filing Workflow
Basic Training
Not Included Included Included
Training Days
1 Day:
1 Day Records Management
2 Days:
1 Day Records Management
1 Day Workflow
3 Days:
1 Day Records Management
1 Day Workflow+
1 Day Workshop+
Records
Management
Configuration
Assistance Post
Training
Remote 30 Days* Remote 30 Days* Remote 30 Days*
*Up to 30 calendar days from the initial training, not to exceed 10 hours
+Users can decide if they want to setup Flexible or Transparent Records Management.
++The 1 Day Workshop would include handholding/consulting to discuss records management processes. This could include records management
matrix, filing concepts, providing proposals for new filing structures, additional discovery, etc.
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MCCi ASSUMPTIONS
TECHNICAL SUPPORT
Clients may contact MCCi support via MCCi’s Online Support Center, email (support@mccinnovations.com), or telephone
866‐942‐0464. Support is available Monday through Friday (excluding major holidays) from 8 am to 8 pm Eastern Time.
PROFESSIONAL SERVICES
CHANGE ORDER PROCESS
Any deviations from the contract will be documented in a Change Order that Client must execute.
CONFIGURATION ASSISTANCE
Many of our packages list remote configuration assistance for up to a certain number of days. This is based on total days,
not business days.
TRAVEL
MCCi will schedule travel in consecutive days for most engagements unless otherwise stated or agreed upon.
SCHEDULING
All rates are based on normal business hours, Monday through Friday from 8 am to 5 pm local time. If scheduling needs to
occur after business hours, additional rates may apply.
RETURN POLICY
Any product returns are reliant on Manufacturer’s return policy.
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LASERFICHE ASSUMPTIONS
The following assumptions are current as of the date of order. Manufacturer’s terms and conditions are subject to change.
HARDWARE REQUIREMENTS & INSTALLATION
Client is responsible for ensuring they meet the recommended hardware requirements, which are available upon request.
One of each of the following components will be installed as part of your Laserfiche solution by default unless your pricing,
Statement of Work, or written correspondence with you states otherwise:
LASERFICHE RIO/SUBSCRIPTION
Laserfiche Server Directory Server (LFDS)*
Windows Client & Administration Console Workflow
Web Access/Client* Forms*
Mobile Discussions*
Federated Search* Audit Trail
Import Agent (if purchased)
LASERFICHE AVANTE
Laserfiche Server Directory Server (LFDS)*
Windows Client & Administration Console Workflow
Web Access/Client* Forms*
Mobile Import Agent (if purchased)
Audit Trail (if purchased)
*Requires SSL/TLS Certificate. Client is responsible for acquiring and installing prior to Laserfiche implementation.
Note: Configuring a test environment, setting up an external DMZ, and/or setting up failover/load balancing are not
included by default and must be detailed and priced in Statement of Work to be implemented.
LASERFICHE END USER LICENSE AGREEMENT (EULA)
As part of Client’s account activation process, Laserfiche requires acceptance of the Laserfiche EULA, which can be found
at https://www.laserfiche.com/eula/home/.
By accepting this Order, Client acknowledges Laserfiche’s EULA and agrees to abide by its terms and
absolve MCCi of any Laserfiche product-related liability.
LASERFICHE SOFTWARE ASSURANCE PLAN (LSAP)
MCCi acts as first‐tier support and works with Laserfiche, who would provide second‐tier level support when needed.
ACTIVE LSAP BENEFITS INCLUDE:
Easy access to our team of Laserfiche Gold Certified Support Technicians
Remote desktop support through GoToMeeting
Free Laserfiche version downloads
Access to continued education through Webinars, User Groups, and Seminars
Continued access to your Subscription environment (if applicable)
100% upgrade credit* for your existing software (in the event of a platform upgrade)
* Excludes moves to Subscription or Cloud
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LASERFICHE LATE PAYMENT POLICY
If payment is not received before your Renewal Date, your Laserfiche support expires. Please allow up
to five (5) business days after receipt of payment for MCCi to process renewal payment to Laserfiche.
If your on-premises support expires, your access to the Laserfiche website and Laserfiche technicians
will no longer be available until payment is received.
If your Subscription (if applicable) support expires, your access to Laserfiche will be turned off after 30
days and your access to the Laserfiche website, and Laserfiche technicians will no longer be available
until payment is received.
If your support expiration is just due to a late payment, you will still be able to access MCCi Support
Technicians for 30 days.
However, if there are support issues that require Laserfiche involvement, these issues cannot be
resolved until your support is renewed.
REINSTATEMENT FEES
After your support has been expired for 30 days, Laserfiche will move your renewal date and will apply
reinstatement fees.
Fees = 10% of Annual LSAP Total multiplied by the number of expired months
POLICIES
All maintenance/subscriptions are prepaid and non-refundable.
One year of LSAP must be purchased for all new products.
For new systems:
The support date is set 30 days after MCCi submits software order to Laserfiche.
For platform upgrades to Avante or Rio:
The support date is set immediately upon MCCi submitting software order to Laserfiche.
Remaining months of LSAP can be applied toward the new purchase.
To receive any available software credit for existing platform software at the time of the upgrade,
Client’s LSAP must be active (i.e. support/maintenance has not expired).
For product upgrades:
To receive any available software credit for existing platform software at the time of the upgrade,
Client’s LSAP must be active (i.e. support/maintenance has not expired) and the support date is
prorated to match Client’s existing support date.
For moves from on-premises platforms to Subscription:
Credits are not available when moving to Laserfiche Subscription licensing options from an
alternative Laserfiche licensing model.
For additional software: the support date is prorated to match Client’s existing support date.
For Subscription licensing renewals:
The support will automatically renew unless Laserfiche is notified of intent to cancel at least 30 days
prior to the renewal date.
If your Laserfiche Subscription invoice remains outstanding 30 days after the renewal date, the entire
Laserfiche system will be deactivated.
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The Subscription renewal invoice will be sent 75 days prior to the anniversary date.
INTEGRATIONS
Third‐party Laserfiche integrations or utilities may consume one or more Laserfiche user licenses depending on how the
vendor designed and coded the integration. These additional licensing needs should be verified by Client and considered
in the user licensing purchased.
LASERFICHE SOLUTION PROVIDER OF RECORD
As your current Solution Provider of Record, Laserfiche’s policy dictates that MCCi is the only Solution Provider that can
download software licenses and activations for you. Unless you decide to cancel your contract with MCCi or work with
Laserfiche to formally change your Laserfiche Solution Provider of Record, future software purchases, upgrades, and
support renewals will be processed and provided solely by MCCi.
LASERFICHE RIO SHARED SERVICES PROVISIONS
The Host Entity is the owner of the Laserfiche licensing and is registered as such with MCCi and Laserfiche corporate. For
Laserfiche corporate licensing rules, there can only be one licensed entity per Laserfiche Rio platform. Licensing is non‐
transferrable. Additionally, the Host Entity is responsible for cost allocation among the other entities that are utilizing its
Laserfiche Rio Platform and for being the main point of contact for support provided through MCCi. The account can only
be renewed once all entities have paid for the full LSAP.
CLIENT SOLUTION CUSTOMIZATIONS
Client may also choose to customize their system internally, without MCCi’s help. MCCi is not responsible for any damages
caused by the user’s customization of the system. MCCi will not be held responsible for correcting any problems that may
occur from these customizations. Routine updates to Laserfiche may affect any customizations made by the user. If MCCi’s
help is required to correct/update any customizations made by Client, appropriate charges will apply.
CLIENT INFORMATION TECHNOLOGY ASSISTANCE
For MCCi to excel in providing the highest level of service, Client must provide timely access to technical resources. Client
must provide adequate technical support for all MCCi installation and support services. If Client does not have “in‐house”
technical support, it is Client’s responsibility to make available the appropriate Information Technology
resources/consultant when needed.
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