10-117 . ,
Resolution No. 10-117
RESOLUTION
AUTHORIZING EXECUTION OF AN AGREEMENT
WITH SUNGARD PUBLIC SECTOR
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that
Sean R. Stegall, Assistant City Manager, and Diane Robertson, City Clerk, be and are hereby
authorized and directed to execute an agreement on behalf of the City of Elgin with SunGard Public
Sector in connection with a City Wide NaviLine Suite Analysis, a copy of which is attached hereto
and made a part hereof by reference.
s/Ed Schock
Ed Schock, Mayor
Presented: June 9, 2010
Adopted: June 9, 2010
Omnibus Vote: Yeas: 5 Nays: 0
Attest:
s/Diane Robertson
Diane Robertson, City Clerk
06/01/2010 03:32 8479315689 PURCHASING PAGE 02/20
AGREEMENT
THIS AGREEMENT is made and entered into as of this day of June, 2010,by and
between the CITY OF ELGIN,an Illinois municipal corporation(hereinafter referred to as"CITY')
and SUNGARD PUBLIC SECTOR, organized and existing under the laws of the State of
fvri , (hereinafter referred to as"CONSULTANT").
WHEREAS,the CITY desires to engage the CONSULTANT to famish certain professional
services in connection with a City Wide NaviLine Suite Analysis with individual Suite Analysis to
be prepared for SunGard Public Sector Application Suite's financials, community development,
customer information systems and work management (hereinafter collectively referred to as the
PROJECT); and
WHEREAS, the CONSULTANT represents that it has the necessary expertise and
experience to furnish such services upon the terms and conditions set forth herein below.
NOW,THEREFORE,it is hereby agreed by and between the CITY and the CONSULTANT
that the CITY does hereby retain the CONSULTANT for and in consideration of the mutual
promises and covenants contained herein, the sufficiency of which is hereby acknowledged to
perform the services relating to the PROJECT as described herein,subject to the following terms and
conditions and stipulations, to-wit:
1. SCONE OjERVICES
A. All work hereunder shall be performed under the direction of the BUDGET AND
PURCHASING OFFICER of the CITY,herein after referred to as the"DIRECTOR".
B. The CONSULTANT shall perform the services for the PROJECT as outlined in the
"Suite Analyses Scope of Services,"consisting of four(4)pages attached hereto and
made a part hereof as Exhibit A.
2. SCHEDULE
The PROJECT shall be completed by the CONSULTANT in accordance with the schedules
as described in Exhibit A attached hereto.
3. WORK PRODUCTS
All work products prepared by the CONSULTANT pursuant hereto including, but not
limited to,reports,plans,designs,calculations,work drawings,studies,photographs,models
and recommendations shall be the property of the CITY and shall be delivered to the CITY
upon request of the DIRECTOR provided, however, that the CONSULTANT may retain
copies of such work products for its records. Such work products are not intended or
represented to be suitable for reuse by the CITY on any extension to the PROJECT or on any
Rere 'ivPd Lima ,Inn 1 Q• ') AM
06/01/2010 08:32 8479315689 PURCHASING PAGE 03/20
other project, and such reuse shall be at the sole risk of the CITY without liability or legal
exposure to the CONSULTANT.
4. PAYMENTS TO THE CONSULTANT
The CITY shall reimburse CONSULTANT for services under this Agreement the lump sum
of $29,752.88 in accordance with the Investment Summary dated April 1, 2010, attached
hereto and made a part hereof as Exhibit B. The CITY shall also reimburse the
CONSULTANT actual and reasonable travel and living expenses for the consultants
assigned to the PROJECT estimated in the amount of$1,500.00 to $2,000.00 per week for
each consultant. Travel and living expenses to be reimbursed to the CONSULTANT for the
PROJECT shall not exceed the total amount of$15,000.00. Should it be determined by the
parties that additional travel and living expenses will be required, CONSULTANT will
submit to the CITY a request for the additional travel and living expenses as part of incurring
them. The CITY will not unreasonably withhold approval for the additional fees. The CITY
will make payments to the CONSULTANT for service fees and training fees as incurred.
Travel and out-of-pocket living expenses will be invoiced by the CONSULTANT to the
CITY as incurred.
5. INVOICES
A. The CONSULTANT shall submit invoices in a format approved by the CITY.
Progress reports will be included with all payment requests.
B. The CONSULTANT shall maintain records showing actual time devoted and cost
incurred. The CONSULTANT shall permit the authorized representative of the
CITY to inspect and audit all data and records of the CONSULTANT for work done
under this Agreement. The CONSULTANT shall make these records available at
reasonable times during the Agreement period,and for a year after termination of this
Agreement.
6. TERMINATION OF AGREEMENT
Notwithstanding any other provision hereof,the CITY may terminate this Agreement at any
time upon fifteen(15)days prior written notice to the CONSULTANT.In the event that this
Agreement is so terminated, the CONSULTANT shall be paid for services actually
performed and reimbursable expenses actually incurred prior to termination, except that
reimbursement shall not exceed the task amounts set forth under Paragraph 4 above.
7. TERM
This Agreement shall become effective as of the date the CONSULTANT is given a notice to
proceed and, unless terminated for cause or pursuant to Paragraph 6, shallbe deemed
concluded on the date the CITY determines that all of the CONSULTANTS work under this
Agreement is completed. A determination of completion shall not constitute a waiver of any
- 2 -
06/01/2010 08:32 8479315689 PURCHASING PAGE 04/20
rights or claims which the CITY may have or thereafter acquire with respect to any term or
provision of the Agreement.
8. NOTICE OF CLAM
If the CONSULTANT wishes to make a claim for additional compensation as a result of
action taken by the CITY,the CONSULTANT shall give written notice of his claim within
fifteen(15)days after occurrence of such action. No claim for additional compensation shall
be valid unless so made. Any changes in the CONSULTANTS fee shall be valid only to the
extent that such changes are included in writing signed by the CITY and thc
CONSULTANT. Regardless of the decision of the DIRECTOR relative to a claim submitted
by the CONSULTANT, all work required under this Agreement as determined by the
DIRECTOR shall proceed without interruption.
9, BREACH OF CONTRACT
If either party violates or breaches any term of this Agreement,such violation or breach shall
be deemed to constitute a default, and the other party has the right to seek such
administrative, contractual or legal remedies as may be suitable to the violation or breach;
and, in addition,if either party,by reason of any default, fails within fifteen (15)days after
notice thereof by the other party to comply with the conditions of the Agreement,the other
party may terminate this Agreement. Notwithstanding the foregoing,or anything else to the
contrary in this Agreement,with the sole exception of an action to recover the monies the
CITY has agreed to pay to the CONSULTANT pursuant to Paragraph 4 hereof, no action
shall be commenced by the CONSULTANT against the CITY for monetary damages.
10. INDEMNIFICATION
To the fullest extent permitted by law,CONSULTANT agrees to and shall indemnify,defend
and hold harmless the CITY,its officers, employees,agents,boards and commissions from
and against any and all claims, suits, judgments, costs, attorneys fees, damages or other
relief,including but not limited to workers compensation claims,in any way resulting from
or arising out of negligent actions or omissions of the CONSULTANT in connection
herewith,including negligence or omissions of employees or agents of the CONSULTANT
arising out of the performance of this Agreement. In the event of any action against the
CITY,its officers,employees,agents,boards or commissions,covered by the foregoing duty
to indemnify,defend and hold harmless such action shall be defended by legal counsel of the
CITY'S choosing. The provisions of this paragraph shall survive any expiration,completion
and/or termination of this Agreement.
. N ) PERSONAL LIABILITY
No official, director, officer, agent or employee of the CITY shall be charged personally or
held contractually liable under any term or provision of this Agreement or because of their
execution, approval or attempted execution of this Agreement.
-3 -
n T' I 1 A
06/01/2010 00:32 8479315689 PURCHASING PAGE 05/20
12. INSURANCE
A. Comprehensive Liability. The CONSULTANT shall provide,pay for and maintain
in effect, during the term of this Agreement, a policy of comprehensive general
liability insurance with limits of at least$1,000,000 aggregate for bodily injury and
$1,000,000 aggregate for property damage.
The CONSULTANT shall deliver to the DIRECTOR a Certification of Insurance
naming the CITY as additional insured. The policy shall not be modified or
terminated without thirty(30) days prior written notice to the DIRECTOR.
The Certificate of Insurance which shall include Contractual obligation assumed by
the CONSULTANT under Article 10 entitled "Indemnification"shall be provided.
This insurance shall apply as primary insurance with respect to any other insurance or
self-insurance programs afforded to the CITY. There shall be no endorsement or
modification of this insurance to make it excess over other available insurance,
alternatively, if the insurance states that it is excess or prorated,it shall be endorsed
to be primary with respect to the CITY.
B. Comprehensive Automobile Liability. Cornprehcnsive Automobile Liability
Insurance covering all owned,non-owned and hired motor vehicles with limits of not
less than$500,000 per occurrence for damage to property.
C. Combined Single Limit Policy. The requirements for insurance coverage for the
general liability and auto exposures may be met with a combined single limit of
$1,000,000 per occurrence subject to a$1,000,000 aggregate.
13. piu..jsaiDNALLy OMITTED.
14. NONDISCRIMINATION
In all hiring or employment made possible or resulting from this Agreement,there shall be no
discrimination against any employee or applicant for employment because of sex,age,race,
color,creed,national origin,marital status,of the presence of any sensory,mental or physical
handicap, unless based upon a bona fid.c occupational qualification, and this requirement
shall apply to, but not be limited to, the following: employment advertising, layoff or
termination,rates of pay or other forms of compensation and selection for training,including
apprenticeship.
No person shall be denied or subjected to discrimination in receipt of the benefit of any
services or activities made possible by or resulting from this Agreement on the grounds of
sex,race,color,creed,national origin, age except minimum age and retirement provisions,
marital status or the presence of any sensory,mental or physical handicap. Any violation of
- 4-
_ _ I T' _. I _ 1 (1. 1EAU
' 06'01/2010 08:32 8479315689
PURCHASING PAGE 06/20
this provision shall be considered a violation of a material provision of this Agreement and
shall be grounds for cancellation, termination or suspension, in whole or in part, of the
Agreement by the CITY_
15. ASSIGNMENT,d,ND SUCCESSORS
This Agreement and each and every portion thereof shall be binding upon the successors and
the assigns of the parties hereto; provided, however, that no assignment shall be made
without the prior written consent of the CITY.
16. DELEGATIONS AND SUBCONTRACTORS
Any assignment,delegation or subcontracting shall be subject to all the terms,conditions and
other provisions of this Agreement and the CONSULTANT shall remain liable to the CITY
with respect to each and every item,condition and other provision hereof to the same extent
that the CONSULTANT would have been obligated if it had done the work itself and no
assignment, delegation or subcontract had been made. Any proposed subcontractor shall
require the CITY'S advanced written approval.
17. NO CO-PARTNERSHIP ORAGENCY
This Agreement shall not be construed so as to create a partnership, joint venture,
employment or other agency relationship between the parties hereto.
18. SEVERABILITY
The parties intend and agreed that,if any paragraph,sub-paragraph,phrase,clause or other
provision of this Agreement, or any portion thereof, shall be held to be void or otherwise
unenforceable, all other portions of this Agreement shall remain in full force and effect.
19. HEADINGS
The headings of the several paragraphs of this Agreement are inserted only as a matter of
convenience and for reference and in no way are they intended to define,limit or describe the
scope of intent of any provision of this Agreement, nor shall they be construed to affect in
any manner the terms and provisions hereof or the interpretation or construction thereof.
20. MODIFICATION OILA_ IEN jENT
This Agreement and its attachments constitutes the entire Agreement of the parties on the
subject matter hereof and may not be changed,modified, discharged or extended except by
written amendment duly executed by the parties. Each party agrees that no representations or
warranties shall be binding upon the other party unless expressed in writing herein or in a
duly executed amendment hereof, or change order as herein provided.
- 5 -
06/.01/2010 08: 32 0479315639 PURCHASING PAGE 12/20
21. APPLICABLE LAW
This Agreement shall be deemed to have been made in,and shall be construed in accordance
with the laws of the State of Illinois. Venue for the resolution of any disputes or the
enforcement of any rights pursuant to this Agreement shall be in the Circuit Court of Kane
County,Illinois.
22. NEWS RELEASES
The CONSULTANT may not issue any news releases without prior approval from the
DIRECTOR, nor will the CONSULTANT make public proposals developed under this
Agreement without prior written approval from the DIRECTOR prior to said documentation
becoming matters of public record.
23. COOPEIATIOINI WITH OTHER CONSULTANTS
The CONSULTANT shall cooperate with any other consultants in the CITY'S employ or any
work associated with,the PROJECT.
24. INTERFEUNCE WITII PUBLIC CONTRACTING
The CONSULTANT certifies hereby that it is not barred from bidding on this contract as a
result of a violation of 720 ILCS 5/33E et seq. or any similar state or federal statute regarding
bid rigging.
25. SEXUAL RARASSMENT
As a condition of this contract, the CONSULTANT shall have written sexual harassment
policies that include, at a minimum, the following information:
A. the illegality of sexual harassment;
B. the definition of sexual harassment under state law;
C. a description of sexual harassment, utilizing examples;
D. the vendor's internal complaint process including penalties;
E. the legal recourse,investigative and complaint process available through the Illinois
Department of Human Rights, and the Illinois Human Rights Commission;
F. directions on how to contact the department and commission;
G. protection against retaliation as provided by Section 6-101 of the Human Rights Act
- 6 -
D . T: -. 1 n. ') AhA
' 06/01/2010 88:32 8479315689 PURCHASING PAGE 13/20
•
A copy of the policies shall be provided by CONSULTANT to the Department of Human
Rights upon request 775 ILCS 5/2-105.
26. SUBSTANCE ABUSE PROGRAM. As a condition of this agreement, CONSULTANT
shall have in place a written substance abuse prevention program which meets or exceeds the
program requirements in the Substance Abuse Prevention Public Works Projcct Act at 820
ILCS 265/1 et seq. A copy of such policy shall be provided to the City's Assistant City
Manager prior to the entry into and execution of this agreement.
27, WRITTEN COMMUNICATIONS
All recommendations and other communications by the CONSULTANT to the DIRECTOR
and to other participants which may affect cost or time of completion, shall be made or
confirmed in writing. The DIRECTOR may also require other recommendations and
communications by the CONSULTANT be made or confirmed in writing.
28. NOTICES,
All notices, reports and documents required under this Agreement shall be in writing and
shall be mailed by First Class Mail,postage prepaid, addressed as follows:
A. As to CITY:
RuthAnne Hall
Budget and Purchasing Officer
City of Elgin
150 Dexter Court
Elgin, Illinois 60120-5555
B. As to CONSULTANT:
n&rVorCt L
CO INRIMAIlraliMa
IV.,
29. COMPLIANCE WITH LAWS
Notwithstanding any other provision of this AGREEMENT it is expressly agreed and
understood that in connection with the performance of this AGREEMENT that the
CONSULTANT shall comply with all applicable Federal,State,City and other requirements
of law,including,but not limited to,any applicable requirements regarding prevailing wages,
minimum wage, workplace safety and legal status of employees. Without limiting the
foregoing, CONSULTANT hereby certifies, represents and warrants to the CITY that all
- 7 -
n ) TI I 4 A nrAti
06/01/2010 08:32 8479315639 PURCHASING PAGE 07/20
CONSULTANT'S employees and/or agents who will be providing products and/or services
with respect to this AGREEMENT shall be legal residents of the United States.
CONSULTANT shall also at its expense secure all permits and licenses,pay all charges and
fees and give all notices necessary and incident to the due and lawful prosecution of the
work, and/or the products and/or services to be provided for in this AGREEMENT. The
CITY shall have the right to audit any records in the possession or control of the
CONSULTANT to determine CONSULTANT'S compliance with the provisions of this
section. In the event the CITY proceeds with such an audit the CONSULTANT shall make
available to the CITY the CONSULTANT'S relevant records at no cost to the CITY.
CONSULTANT shall pay any and all costs associated with any such audit.
IN WITNESS WHEREOF,the parties hereto have entered into and executed this agreement
effective as of the date and year first written above.
FOR THE CITY: FOR THE CONSULTANT:
By: ( gliffi _. By:
Sean Stegall, City Manage Natne/pf.nt: t •
! 4.
Title: V 4.0741_,Anfrek
Attest:
City Clerk
1:\legal deptkagreement\sungard public sector for naviline needs assessment S-25-10.doe
- 8
' T' 1 A nrAii
• 06J01/2010 03:32 8479315639 PURCHASING PAGE 08/20
EXHIBIT A
SUITE ANALYSES
SCOPE OF SERVICES
[SEE ATTACHED]
I T' I 4 A ArA11
064M1/21 0 03:32 3479315689 PURCHASING PAGE 09/20
SUNGARI, PUBLIC SECTOR RESTRICTED DISTRIBUTION
LOCAL GOVE:INMENT
City of Elgin
Suite Analyses
Scope of Services
Assumptions
SunGard Public Sector's estimates to perform the tasks of analysis herein are
based on the following key assumptions:
• The objective of the Suite Analysis will be to assist the City of Elgin (ELGI)
with maximizing the investment in the SunGard Public Sector system.
• As listed in the April 1, 2010 proposal and further defined in this document,
interviews of City of Elgin staff will be conducted and individual Suite
Analyses will be prepared for the following SunGard Public Sector
application suites:
• Financials
• Community Development
• Customer Information Systems
• Work Management
• All tasks included in the engagement are level-of-effort tasks. Each of these
tasks will depend on the appropriate resources being made available by City
of Elgin. If additional time is required to complete any given task, there
could be cost and implementation timeline impacts.
• City of Elgin and SunGard Public Sector will perform their tasks on a timely
basis.
Any changes to these assumptions can impact the cost and estimated
schedule of this project.
Responsibilities
The successful completion of the Analyses depends on the commitment and
participation of SunGard Public Sector and City of Elgin. It is also predicated
on the fulfillment of both City of Elgin and SunGard Public Sector
responsibilities.
SunGard Public Sector-Local Government Consulting Services Page 1 of 4
T:-, I„, n. 'Inu
OG/@1/2010 03:32 3479315689 PURCHASING PAGE 10/20
SUNGARD"nurItiC SECTOR RESTRICTED DISTRIBUTION
LOCAL GOVERNMENT
City of Elgin
SunGard Public Sector Responsibilities
A planning session will occur to outline a plan for completing each Analysis with
the City of Elgin, agree upon the analysis strategy and determine the schedule
of activities and resources. SunGard Public Sector will Initiate a call with the
City of Elgin to discuss the site visit in advance, at a mutually agreeable time.
SunGard Public Sector will confirm the agenda for the consultants' review of
business processes, taking into consideration the business requirements,
availability of personnel and a logical processing sequence.
The following methodology will be used to deliver the various Suite Analyses:
• Phase I: Suite Review
o Review the goals and objectives for each Suite
o Review the City of Elgin's existing business processes and software
utilization
o Identify immediate 'wins' when and wherever possible
• Phase II: Suite Analysis Plan Development
o Conduct gap analysis
a Develop findings and recommendations
• Phase III: Document Delivery
o Finalize the detailed plan document
o Create solution based training agendas
o Discuss findings and recommendations with leadership from the City
of Elgin
City of Elgin Responsibilities
City of Elgin will designate a person to serve as primary contact between
SunGard Public Sector and City of Elgin personnel. The responsibilities listed
in this section will require the primary contact have the authority to act on behalf
of the entity with respect to all aspects of this engagement. The primary contact
responsibilities include:
SunGard Public Sector-Local Government Consulting Services Page 2 of 4
D. _ _ : __ J T. _ I 1
. 06i01/2010 @8:32 3479315639 PURCHASING PAGE 11/20
SUNGARD'PUBLIC SECTOR RESTRICTED DISTRIBUTION
LOCAL GOVERNMENT
City of Elgin
• Ensure the personnel whose subject matter expertise is critical to the
completion of the assessment are made available to SunGard Public Sector
as required.
• Make available personnel required to interpret policy and procedure
questions in a timely fashion.
• Participate in scheduled calls and/or follow up with the SunGard Public
Sector consultants.
Completion Criteria
SunGard Public Sector will have fulfilled its obligations for this engagement
when:
• SunGard Public Sector accomplishes the tasks described in this document.
• SunGard Public Sector delivers a written Suite Analysis for each SunGard
Public Sector application suite.
• The SunGard Public Sector consultants conduct a formal review of the
document with the primary contact along with any other designated
personnel,
Estimated Schedule
SunGard Public Sector will provide multiple consultants onsite for the Suite
Analyses' interviews and information gathering process with the City of Elgin's
personnel. The onsite interviews will be followed with offsite document
preparation of written recommendations and findings. The proposed dates for
the site visit are to be mutually agreed upon by the City of Elgin and SunGard
Public Sector.
A final document will be delivered to the City of Elgin by SunGard Public Sector
consultants via e-mail, This should occur approximately 5-6 weeks after the
onsite interviews. A formal review of the document can be performed via the
web or conference call approximately 2-3 weeks after the final document is
delivered.
Estimated Cost and Terms
As stated in an April 1, 2010 proposal, the total cost of the Suite Analyses is
$35,712. Actual and reasonable travel and living expenses for the consultants
and project manager assigned are in addition to the cost of the service. Travel
expenses are estimated at $1,500-2,000 per week for each consultant.
SunGard Public Sector-Local Government Consulting Services Page 3 of 4
1 (1. 1AkA
06/01/2010 @8:32 8479315639 PURCHASING PAGE 14/20
SUNGARD'PUBLIC SECTOR RESTRICTED DISTRIBUTION
LOCAL GOVERNMENT
City of Elgin
Scheduled Resource Changes
For training, business analysis, and on site consulting or project management
which are cancelled at the request of Customer within fourteen (14) days of the
scheduled start date, Customer is responsible for entire price of the training,
business analysis, and on site consulting or project management plus incurred
expenses.
Additional Services
Any additional services required will be determined by the City of Elgin and
SunGard Public Sector. The associated costs will be determined based on the
type of service requested.
The City of Elgin agrees SunGard Public Sector will provide the Suite Analyses
services at the terms listed in the April 1, 2010 proposal: The cost for the Suite
Analyses service is $35,712, due as incurred.
Actual and reasonable travel and living expenses for the SunGard Public Sector
consultants and project manager assigned will be due as incurred and are estimated
at $1,500-2,000 per week per consultant/project manager.
Signed:
Sean R. Stegall
City Manager
Date:
SunGard Public Sector-Local Government Consulting Services Page 4 of 4
n T' I I n f1rAkA
CM/01/ 1d:.32 8479315589 PURCHASING PAGE 15/20
EXHIBIT B
INVESTMENT SUMMARY
. [SEE ATTACHED]
- 10—
Received Time Jun. 1. 9. 95AM
06/01/2010 03:32 8479315639 PURCHASING PAGE 16/20
SUNGARD' PLIC • SE CT OR
City of Elgin,IL (ELGI) •
Investment Summary
April 1,2010
?.�S!vF.� \r•rrttxil,`r.,g� a" a.�o,�^y'V1•-"�.Xi -„�,�N%u!Z�a ,, v.-tx^�•.JS;.. �r "; �,�,��;�R��s^! ow,a.-,.,.,�,..:�1."_
.�•:tt^-11r�4,:a r ar gym% a" rx.!7. t . Yi42�.,,yy , r �, d
_ u la'•�@.hS,.• :r:;.a,.t1r0 s.., �� lY. �.pv!..x i•. � tF'T?:+ i. M � �� !'riYyl �' �'a
Suite Analysis Fin-C0-CX-WF 35,680,00_ -
1o%Suite Analysis Discount (3,988.00)
Training•10 days 12,800.00
100%Training Dlncount (12 800001
HELP Plan-Blooded Web-SPS 8,000.00
100%HELP Plan Discount i (8,000.001
Credit on Books (5,(459.12)
Total Service Value 60,480.00
Total El•inAdjustments ($30,727.12)
Value of Total Services Provided: $60,460.00
Value of Total E=lgin Adjustments: ($30,727.12)
• Net Total: $29,752.88
Payment Terms:
1.Service Fees are due es incurred,
2.Tralning Fees aro due as incurred.
3.Travel,out of pocket.and living expenses are not Included in above prldng and will be Invoiced es incurred,
Page 1 of 2 SunGard Public Sector Inc., 1000 Business Center Drive,Lake Mary,FL 32746 Confir{anri=t
{
RPrP IVP I I mo }lin 1 0• ')GAU
. 06/.01/2010 02:32 3479315689 PURCHASING PAGE 17/20
Notes:
1, This quote constitutes a Supplement to the existing Software License and Services Agreement signed by SunGard Public Sector Inc,
and Customer. P;cept as provided herein.alt terms of the Agreement remain In full force and effect.
3 2. There is no testing and acceptance period. The SunGard Public Sector application warranty period Is 1 year after the Delivery Dale.
'Delivery Date'means for each Component System,the date on which SunGard Public Seetor first ships the Component System to the
Delivery Address F.O.B.SunGard Public Sector's place of shipment.
3. Licensed Programs may be used in machine-readable object code form only.
4. Unless otherwise provided for heroin,warranty,modification retrofit and maintenance offerings by SunGard Public Sector Inc.for Its
Licensed Program(s)do not apply to any third party hardware or third party software supplied under this Supplement. SunGard Public
Sector Inc.does not make any warranties nor provide any:.ouroe code for any non-SunGard Public Sector Inc.products untr._ss otherwise
provided herein. The return and refund policy of each individual third party hardware or third party,software supplier shall prevail unless
5.Scheduled Resource Changes: For training and on-site project,management sessions which are cancelled at the request of Customer
within fourteen(14)days of the scheduled start date.Customer is responsible far entire price of the training or on-site project management
plus incurred expenses.
5.Preprinted conditions and ail other terms not Included In this Quote or In the Contract and Agreement,stated on any purchcee order or
other document submitted hereafter by Customer are of no force or effect and the terms and conditions of the Contract.and Agreement
and any amendments thereto shell control unless expressly accepted in writing by SunGard Public Sector to Customer,
7,Pricing is for the application es-is. Any modifications or conversions will incur edditlonal cost,
6.SCR and/or Conversions,If required,are payable 50%upon execution or receipt of purchase order and 50%upon completion,
9.Additional hardware and/or thlyd•party software may be required_ For hardware specifications and Information,please contact
Shelly May at SPS VAR-smay spsvar.ccm or(777)871-9125.
10.Applicable taxes are not included In the ahova fees and If applicable,will be added to the amount in the payment invoices.
11.Please indicate that your purchase order is per the terms and conditions of this proposal dated 04-01-10
Product Notes:
Suite-Financials,Community Development.(hi((flea and Public Works
ream of 7 Cons-u(tents and 1 Project Manager evil a 2 week period for a total of 22 man-days en site with an additional 9 days for
document delivery.
The pricing,terms and conditions in this quote will be honored provided it is fully executed by April 15,2010
City of Elgin.IL(ELGI)
150 Dexter Court
Elgin,IL 60120
Authorized Signature �l/,lri a. / 7 Date / O
Swrcr.Nttlq l,e ln9
Page 2 of 2 SunGard Public Sector ITV:„1000 Business Center Drive,Lake Mary,FL 32746 Confidential
PdraIvdri I im5 kin 1 O. 1`AtA
06/.01/2010 08:32 8479315689 PURCHASING PAGE 18/20
CITY OF ELGIN,IL(ELGI)
ESTIMATED TRAVEL EXPENSES FOR SUITE ANALYSIS
Week alum(7th Week of June 14th
Travel Exponc►Esj)1oty$ Airfare Hotel �rerDrem ParkinP Mileage 1Ren01 'Tata( Airfare Hotel PerDlorn Parking Mileage Rental Total TOTAL
lack Kirk(Orlando) _ -_ 500 623 312 100 SO 1,3A7 $ 1,557
Mike YaGk(TCMcsOf) • � 1
tC
lulls cooper 1777) _ - $ -
John Findley(Atlanta) S00 $00 260 100 50 275 1.126$ $ 1.605
Sharon Kelly(Hou$t00) 500 750 364 120 50 330 2,114 50D 500 260 100 50 775 _1,015 $ 3,739
Manse Meyer(Orlando) 500 375 100 BO 50 165 1,370 - $ 1,376
Chrleta Oliver(Orlando) 500 375 206 AO 50 165 1,379 - $ 1,375
Jerrie Shell(Ka Ilse!City) 500 750 364 120 32 1,766 SOO 676 112 100 50, — 1,507 $ 3,353
$ 6,636 5 3,144 S 11,160
Df•Pr. I „tla TI.,,„ III et 1 n. ' A))
06/,01/2010 08:32 3479315689
PURCHASING PAGE 20/20
Addendum
•
to the AGREEMENT by and between
City of Elgin,i.L("CITY") and SunGard Public Sector Inc. ("CONSULTANT")
The parties acknowledge that concurrent with the execution of this Addendum(the"Addendum")the parties are
executing a certain Agreement(the"Agreement")that is signed of even date herewith and is pertaining to certain
professional services in connection with a City Wide NaviLine Suite Analysis with individual Suite Analysis. In the
event of any conflict between the terms of this Agreement and this Addendum,the provisions of this Addendum shall
take precedence.
1_ Add the following sentence at the end of Section 3.WORK PRODUCTS:
"Notwithstanding;, any prior works or pre-existing proprieraty or confidential information belonging to
CONSULTANT which is used to perform the services hereunder; or included in any deliverable, including
but not limited to sofware, appliances, methodologies, code, templates, tools,policies, records, working
papers, know-how, data or other intellectual property, written or otherwise, including derivative works will
remain the exclusive property of CONSULTANT"
2. Add the following sentence at the end of Section.6.TERMINATION OF AGREEMENT:
"Additionally,for any training and on-site project management sessions that, at the point of such
termination, are within fourteen (14)days of the scheduled start date, the City shall he responsible for the
entire price of such scheduled training and on-site project management sessions plus incurred expenses."
3, Replace the last sentence under Section 8.NOTICE OF CLAIM with the following sentence:
"Regardless of the decision of the DIRECTOR relative to a claim submitted by the CONSULTANT, all
work required under this Agreement. as determined by the DIRECTOR and as agreed upon by the parties
under the terms of this Agreement, shall proceed without interruption,"
4. Replace Section 10.INDEMNIFICATION entirely with the following paragraph:
"To the extent permitted by law, and to the extent provided for under this Agreement,for claims related to
bodily in/un', death and damage to real property and tangible personal property, as well as fines,
assessments and penalties imposed by any authority, CONSULTANT shall indemnify and hold harmless-the
CITY from and against all direct damages and costs of any kind, including but not limited ro reasonable
attorney fees, arising out of or resulting from any negligent acts, or negligent omissions of Contractor-,
regardless of whether such claims arc caused in part by any party indemnified hereunder, but not to the
extent that the CITY is legally liable for such damages and costs. In no event, however, will Contractor be
liable for any consequential damages, including lost profits, savings or reprocuremenr costs, even if
Contractor has been advised of their possibility."
5. Replace the second paragraph under Section 12. INSURANCE,subsection A with the following paragraph:
"The CONSULTANT shall deliver to the DIRECTOR a Certificate of Insurance naming the CITY as
additional insured. The policy shall state that the insurance carriers will endeavor to provide 30 days
notice cancellation."
6. Add the following sentence as the last sentence under Section 15. ASSIGNMENT AND SUCCESSORS:
"Notwithstanding, CONSULTANT reserves the right, without penalty. of assignment to CONSULTANT's
successor by merger or consolidation or to any person or entity that acquires all or substantially all of its
capital stock or assets."
IN WITNESS WHEREOF, the parties have caused this Addendum to be executed by their duly authorized
representatives as set forth below.
City of Elgin,IL SunGard Public .ector Inc.
L Kms' ,f•
Authorized Si'fture
Au rotized Signa.ttlic
7r,.(Ze'Z \A/ J
Print Name '� V'
itle Print amei& Title
•
Bate
Date
Page 1 of 1
Received Time Jin t 0. '1C AAA