Loading...
HomeMy WebLinkAboutAccela Software AgreementMaintenance Agreement (MA), Version 05262015 Page 1 of 8 MAINTENANCE AGREEMENT 1.Parties ACCELA Accela, Inc. 2633 Camino Ramon, Suite 500 Bishop Ranch 3 San Ramon, California 94583 Attention: Contracts Administration T: 925.659.3200 e-Mail: contractsadmin@accela.com CUSTOMER City of Meridian, Idaho 33 East Broadway Ave., #304 Meridian, ID 83642 Attention: Kristy Vigil, Systems Analyst T: 208.489.0495 e-Mail: kvigil@meridiancity.org This Maintenance Agreement (“MA”) is intended for the exclusive benefit of the Parties; nothing herein will be construed to create any benefits, rights, or responsibilities in any other parties. 2.Term and Termination 2.1 Term Provided that Customer signs and returns this MA to Accela, this MA is effective as of the date of Customer's signature and will continue for a period of one (1) year. Customer may elect to continue its maintenance coverage for additional annual terms by paying to Accela the fees associated with such terms when these are due; said fees will not increase by more than ten percent (10%) from the maintenance fees for the preceding term. Should Customer fail to renew its maintenance coverage or pay the applicable fees, Accela reserves the right to withhold all support. If Customer resumes maintenance coverage after one or more periods without such coverage, Customer will pay an amount equivalent to one hundred ten percent (110%) of all maintenance fees attributable to the period(s) without coverage, as such fees are calculated based upon pricing in effect at the time of resumption of maintenance coverage. 2.2 Termination Either party may terminate if the other party materially breaches this MA and, after receiving a written notice describing the circumstances of the default, fails to correct the breach within thirty (30) calendar days. Upon any termination or expiration of this MA, all rights granted to Customer are cancelled and revert to Accela. 3.Scope of Maintenance 3.1 Maintenance Services As provided herein and in Exhibit B: 3.1.1 Telephone Support Accela will provide Customer with a telephone number to contact Accela Customer Support, Accela’s live technical support facility, which is available from 4:00 a.m. until 6:00 p.m. Pacific time Monday through Friday, excluding Accela’s observed holidays. 3.1.2 E-Mail Support Accela will provide Customer with one or more electronic mail addresses to which Customer may submit routine or non-critical support requests, which Accela will address during its regular business hours. 3.1.3 Online Support Accela will provide Customer with access to archived software updates and other technical information in Accela’s online support databases, which are continuously available. 3.1.4 Remote Support When required to properly resolve a maintenance request, Accela will provide remote assistance to Customer via a web conferencing environment or another mutually- acceptable remote communications method. 3.1.5 On-Site Support If Customer does not wish for Accela to resolve its maintenance requests remotely, Accela will provide on-site assistance to Customer at Accela’s then-current time-and- materials rates. In addition to these charges, Customer will compensate Accela for associated DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 Maintenance Agreement (MA), Version 05262015 Page 2 of 8 airfare, lodging, rental transportation, meals, and other incidental expenses as such expenses accrue. 3.1.6 Software Updates Accela will provide revisions of and enhancements to maintained software products to Customer as such updates are generally-released by Accela. Software updates will be delivered or made available to Customer for electronic download from Accela’s File Transfer Protocol (“FTP”) site. 3.2 Maintenance Limitations 3.2.1 Limitations Generally The following are not covered by this MA, but may be separately available at rates and on terms which may vary from those described herein: a) Services required due to misuse of the Accela-maintained software products; b) Services required due to software corrections, customizations, or modifications not developed or authorized by Accela; c) Services required by Customer to be performed by Accela outside of Accela’s usual working hours; d) Services required due to external factors including, but not necessarily limited to, Customer’s use of software or hardware not authorized by Accela; e) Services required due to the operation of interfaces between the Accela -maintained software products and other software products or systems, even where such interfaces were provided or implemented by Accela; f) Services required to resolve or work-around conditions which cannot be reproduced in Accela’s support environment; g) Services which relate to tasks other than maintenance of Customer’s existing implementation and configuration of the Accela-maintained software products including, but not necessarily limited to, enhancing or adapting such products for specific operating environments; h) Services requested by Customer to implement software updates provided by Accela pursuant to this MA; and i) New or additional applications, modules, or functionality released by Accela during the term of this MA. 3.2.2 Legacy Releases Accela will provide maintenance support for the current release of each of its maintained software applications and for the release immediately preceding such current release. All other releases are deemed to be “Legacy Releases”. Accela will respond to maintenance requests concerning Legacy Releases only using currently-available information. Services requiring additional research, engineering-level support, or coding or programming by Accela will not be provided pursuant to this MA, but may be separately available at rates and on terms which may vary from those described herein. 3.3 Service Commitment Accela will commence and complete the maintenance obligations described in this MA in a good and workmanlike manner, consistent with the practices and standards of care generally- accepted within and expected of Accela’s industry, to ensure that the operation of the maintained software products does not materially differ from documented specifications. Accela may make repeated efforts within a reasonable time period to resolve maintenance requests. When a maintenance request cannot be resolved, Customer’s exclusive remedy will be repair or replacement, as determined by Accela 3.4 Compensation 3.4.1 Maintenance Fees In exchange for the Maintenance Services described hereinabove, Customer will pay to Accela the amounts indicated in Exhibit A. DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 Maintenance Agreement (MA), Version 05262015 Page 3 of 8 3.4.2 Payment Terms Amounts are quoted in United States dollars and do not include applicable taxes, if any. Customer will be responsible for payment of all federal, state or provincial, and local taxes and duties, except those based on Accela’s income. If Customer is exempt from certain taxes, Customer will provide Accela with an appropriate certificate of exemption. Customer will be invoiced for all amounts upon occurrence of the billing events described in Exhibit A and fees paid are non-refundable. The payment terms of all invoices are net thirty (30) calendar days from the dates of the invoices; fees paid are non-refundable. Accela may, at its sole discretion, suspend its obligations hereunder without penalty until payments for all past-due billings have been paid in full by Customer. 4. Confidentiality 4.1 Definitions “Disclosing Party” and “Recipient” refer respectively to the party which discloses information and the party to which information is disclosed in a given exchange. Either Accela or Customer may be deemed Disclosing Party or Recipient depending on the circumstances of a particular communication or transfer of information. “Confidential Information” means all disclosed information relating in whole or in part to non-public data, proprietary data compilations, computer source codes, compiled or object codes, scripted programming statements, byte codes, or data codes, entity-relation or workflow diagrams, financial records or information, client records or information, organizational or personnel information, business plans, or works-in-progress, even where such works, when completed, would not necessarily comprise Confidential Information. The foregoing listing is not intended by the Parties to be comprehensive, and any information which Disclosing Party marks or otherwise designates as “Confidential” or “Proprietary” will be deemed and treated as Confidential Information. Information which qualifies as “Confidential Information” may be presented to Recipient in oral, written, graphic, and/or machine-readable formats. Regardless of presentation format, such information will be deemed and treated as Confidential Information. Notwithstanding, the following specific classes of information are not “Confidential Information” within the meaning of this Section: a) information which is in Recipient’s possession prior to disclosure by Disclosing Party; b) information which is available to Recipient from a third party without violation of this MA or Disclosing Party’s intellectual property rights; c) information disclosed pursuant to Subsection 4.4 below; d) information which is in the public domain at the time of disclosure by Disclosing Party, or which enters the public domain from a source other than Recipient after disclosure by Disclosing Party; e) information which is subpoenaed by governmental or judicial authority; and f) information subject to disclosure pursuant to a state’s public records laws. 4.2 Confidentiality Term The obligations described in this Section commence on the Effective Date and will continue until two (2) years following any termination or expiration of this MA (“Confidentiality Term”). 4.3 Confidentiality Obligations During the Confidentiality Term, Recipient will protect the confidentiality of Confidential Information using the same degree of care that it uses to protect its own information of similar importance, but will in any case use no less than a reasonable degree of care to protect Confidential Information. Recipient will not directly or indirectly disclose Confidential Information or any part thereof to any third party without Disclosing Party’s advance express written authorization to do so. Recipient may disclose Confidential Information only to its employees or agents under its control and direction in the normal course of its business and only on a need-to-know basis. In responding to a request for Confidential Information, Recipient will cooperate with Disclosing Party, in a timely fashion and in a manner not inconsistent with applicable laws, to protect the Confidential Information to the fullest extent possible. 4.4 Publicity During the term of this MA, including the term of any amendment hereto, Accela may publicly disclose its ongoing business relationship with Customer. Such disclosures may indicate Customer's identity and the Accela product(s) and services provided or contracted to be provided to Customer. These disclosures may include press releases or other communications to media, display on Accela web sites, or DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 Maintenance Agreement (MA), Version 05262015 Page 4 of 8 use in other marketing activities, but will not include non-public information or indicate Customer's express endorsement of Accela's products or services without Customer's prior written authorization. 5.Other Terms and Conditions 5.1 5.2 5.3 5.4 5.5 5.6 Customer Obligations As required, Customer will provide Accela with appropriate access to Customer’s facilities, data systems, and other resources. If security restrictions impair such access, Customer acknowledges that some maintenance services hereunder may not be provided to Customer. It is Customer’s sole responsibility to maintain current backup copies of its data and of its implementation of Accela’s software products. If Customer’s failure to create proper backups substantially increases the difficulties of any remedial actions by Accela hereunder, Accela reserves the right to charge Customer for any extra work reasonably-attributable to such increased difficulty, as calculated at Accela’s then-current time-and-materials rates. Proprietary Rights The remedial methods, software updates, and product information provided to Customer pursuant to this MA are protected under the laws of the United States and the individual states and by international treaty provisions. Accela retains full ownership in such items and grants to Customer a limited, nonexclusive, nontransferable license to use the items, subject to the terms and conditions of this MA and other agreements between Accela and Customer. Limitation of Liability Accela provides no warranty whatsoever for any third-party hardware or software products. If a third-party product is supplied by Accela, no support for any third party product is provided, unless an addendum is attached hereto, identifying the product and specifying the terms and conditions of any support. Third-party applications which utilize or rely upon the application services may be adversely affected by remedial or other actions performed pursuant to this MA; Accela bears no liability for and has no obligation to remedy such effects. Except as set forth herein, Accela provides all Maintenance Services “as is” without express or implied warranty of any kind regarding the character, function, capabilities, or appropriateness of such services or deliverables. To the extent not offset by its insurance coverage and to the maximum extent permitted by applicable laws, in no event will Accela’s cumulative liability for any general, incidental, special, compensatory, or punitive damages whatsoever suffered by Customer or any other person or entity exceed the fees paid to Accela by Customer during the twelve (12) calendar months immediately preceding the circumstances which give rise to such claim(s) of liability, even if Accela or its agents have been advised of the possibility of such damages. Force Majeure If either party is delayed in its performance of any obligation under this MA due to causes or effects beyond its control, that party will give timely notice to the other party and will act in good faith to resume performance as soon as practicable. Dispute Resolution This MA is governed by the laws of the State of Idaho. Any controversy or claim arising out of or relating to this MA, or the breach thereof, will be settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The place of arbitration will be Ada County, Idaho. Either party may apply to the arbitrator for injunctive relief until the arbitration award is rendered or the controversy is otherwise resolved. Either party also may, without waiving any remedy under this MA, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the arbitrator’s determination of the merits of the controversy. Each party will initially bear its own expenses and an equal share of the costs of the arbitration, but the prevailing party may be awarded its expenses, reasonable attorneys’ fees, and costs. The failure of either party to object to a breach of this MA will not prevent that party from thereafter objecting to that breach or any other breach of this MA. Assignment Accela may assign its rights and obligations hereunder for purposes of financing or pursuant to corporate transactions involving the sale of all or substantially all of its stock or assets. Accela may DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 DocuSign Envelope ID: OAB8CBA2-F58C-469A-BC48-18258CCF6071 subcontract with qualified third parties to provide portions of the Maintenance Services described hereinabove. 5.7 Survival The following provisions will survive the termination or expiration of this MA: Section 2.1, as to Customer's obligation to pay any fees associated with a lapse in maintenance coverage upon resumption of such coverage; Section 3.3, as to limitation of remedy; Section 3.4 and all subsections thereof, as to Customer's obligation to pay any fees accrued or due at the time of termination or expiration; Section 4 and all subsections thereof; and Section 5 and all subsections thereof with the exceptions of Subsections 5.1 and 5.4. 5.8 Alternate Terms Disclaimed The parties expressly disclaim any alternate terms and conditions accompanying drafts and/or purchase orders issued by Customer. 5.9 Severability and Amendment If any particular provision of this MA is determined to be invalid or unenforceable, that determination will not affect the other provisions of this MA, which will be construed in all respects as if the invalid or unenforceable provision were omitted. No extension, modification, or amendment. of this MA will be effective unless it is described in writing and signed by the Parties. ACCELA Docu fined by: By: gay (h� (Signature) jay colfer (Print Name) Its chief Revenue Officer (Title) 10/17/2017 Dated: (Month, Day, Year) Exhibits Follow. Maintenance Agreement (MA), Version 05262015 CUSTOMER f By: (Sig atur f (' r✓'i `% ► (Print Name) Its CZU^1C4L r G �r U� (Title) Dated: la " � `~ (Month, Day, Year) Page 5 of 8 Maintenance Agreement (MA), Version 05262015 Page 6 of 8 Exhibit A DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 Maintenance Agreement (MA), Version 05262015 Page 7 of 8 EXHIBIT B Live-Production Maintenance Incident Handling – Silver Support The following incident handling and time frames are applicable only to a live-production environment. 1 Incident Handling - Accela will provide an incident handling mechanism for Customer maintenance requests. The incident handling process will include the following: · Ability to call, e-mail or use an Accela provided online tracking system. · All incidents will be recorded into the tracking system. · Customer will receive an e-mail with your case number. · Customer Priority and Severity will be determined by the problem based upon the definitions below. · Customer will designate contacts that will interface with Accela’s Customer Support Department. 2 On Line Self Support - Accela will provide to Customer at no expense an online Knowledge Base and Online Self Support Site where Customer can research issues and questions, report maintenance incidents and download patches and other fixes. 3 Case Handling – Case Handling defines the priority assigned to a specific maintenance request which therefore sets the order, timing and level of effort in resolving a case: A. Critical Severity – Definition: System or application is non-functional or seriously affected and there is no reasonable workaround available, for example, business is halted. Response Time: Accela will respond with confirmation of receipt of incident within 1 business hour and provide follow-up every 60 minutes when the Critical Incident is phoned into the Customer Resource Center. Resolution Time: Upon confirmation of receipt, Accela begins continuous work on the problem and will put forth the effort to provide a workaround, fix, or estimated completion date within 72 hours after the problem has been diagnosed and/or replicated, or provided there is an agency representative available to assist with issue diagnosis and testing during the resolution process. B. High Severity - Definition: System or application is affected and there is no workaround available or the workaround is impractical, for example, Customer cannot process payments or system response time is very slow. Response Time – Accela will respond with confirmation of receipt of incident within 4 business hours and provide follow-up every 48 hours. Resolution Time – Upon confirmation of receipt of incident, Accela will put forth the best effort to provide a workaround or fix or estimated completion date within 14 business days after the problem has been diagnosed and/or replicated. C. Moderate Severity - Definition: System or application feature is non-functional and a convenient workaround exists, for example, non-critical feature is unavailable or requires additional user intervention. Response Time: Accela will respond with confirmation of receipt of incident within 8 business hours and provide follow-up every 7 days. Resolution Time: Accela will put forth the best effort to provide a workaround or fix or estimated completion date within 21 business days after the problem has been diagnosed and/or replicated. DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 Maintenance Agreement (MA), Version 05262015 Page 8 of 8 D. Low Severity - Definition: System or application feature works, but there is a minor problem, for example, a field is mislabeled or a help file is missing. Response Time: Accela will respond with confirmation of receipt of incident within 24 business hours and provide follow-up every 14 days. Resolution Time: Resolution for the issue may be released as a patch set or be incorporated into a future release of the product. Contact Customer Support by Phone or E-mail Hours: M - F 4:00 AM - 6:00 PM Pacific Time Phone: (888) 722-2352, Ext. 5 E-mail: support@accela.com END OF DOCUMENT DocuSign Envelope ID: 0AB8CBA2-F58C-469A-8C48-18258CCF6071 License Type Qty Cost Subtotal Total Department Land Management 36 298.91 10760.87 01-1940-53360 Citizen Accelss 2 1671.48 3342.95 01-1940-53360 GIS 27 70.04 1891.03 15994.86 01-1940-53360 Land Management 7 298.91 2092.39 01-1140-53360 GIS 6 70.04 420.23 2512.62 01-1140-53360 Land Management 8 298.91 2391.30 01-2180-53360 GIS 5 70.04 350.19 2741.50 01-2180-53360 Land Management 2 298.91 597.83 597.83 01-1900-53360 Land Management 1 298.91 298.91 298.91 60-3260-53360 Land Management 1 298.91 298.91 298.91 60-3250-53360 Land Management 4 298.91 1195.65 1195.65 01-1500-53360 Land Management 3 298.91 896.74 01-2210-53360 GIS 3 70.04 210.11 1106.85 01-2210-53360 Land Management 1 298.91 298.91 298.91 01-1840-53360 Land Management 9 298.92 2690.28 01-1510-53360 GIS 14 70.04 980.54 3670.82 01-1510-53360 Land Management 5 298.91 1494.57 60-3280-53360 GIS 4 70.04 280.15 1774.72 60-3280-53360 Land Management 4 298.92 1195.68 1195.68 01-1520-53360 Land Management 1 298.92 298.92 298.92 01-1310-53360 Land Management 2 298.91 597.83 597.83 60-3300-53360 Land Management 2 298.91 597.83 01-5120-53360 GIS 2 70.04 140.08 737.90 01-5120-53360 Land Management 1 298.91 298.91 01-2110-53360 GIS 1 70.04 70.04 368.95 01-2110-53360 Land Management 5 298.91 1494.57 01-1910-53360 GIS 3 70.04 210.11 1704.68 01-1910-53360 Land Management 21 298.91 6277.17 6277.17 60-3200-53360 Land Management 5 298.91 1494.57 1494.57 60-3400-53360 Land Management 2 298.91 597.83 597.83 60-3530-53360 TOTAL:43765.11 --".A(:()Rt)-CERTIFICATE OF LIABILITY INSURANCE 9/2712017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLOER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND TIIE CERTIFICATE HOLDER. IMPORTANT: lf tho certificate holder is an AOOITIONAL INSURED, the policy(ies) must have AOOITIONAL INSUREO provisions or be endorsed. lf SUBROGATION lS WAIVED, subjoct to th€ terms and conditions of the policy, c€rtain policies may require an endorsement. A stalement on this cerlificate does not confer rights to the certitlcate holder in lieu of such endorsoment(s). pRooucER ABD lnsurance & Financial Services 3 Waters Park Drive, Suite 100 San N4ateo, CA 94403 _ Cert Reeuest 650-488-8565 heabdleam.com INSURER ATFOROING COVERAGE www.lheabdteam.com TNSURERA: Federal lnsurance Com 20281 INSUREO Accela, lnc. 2633 Camino Ramon Suite 500 San Ramon, CA 94583 rNsuRER B : Chubb lndemnitv lnsurance Corn 12777 IN c National Union Fire lns Co Pitlsburgh PA 19445 INSURER E COVERAGES CERTIFICATE NUMBER: 38039447 REVISION NUMBER THIS IS TO CERTIFY THAI THE POLICIES OF INSURANCE LISTED BELOW HAVE AEEN ISSUED TO THE INSURED NAI\,IED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REOUIREI\IENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUI\,{ENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY 8E ISSUED OR IVAY PERTAIN, THE INSURANCE AFFOROED BY THE POLICIES DESCRIAED HEREIN IS SUBJECT10 ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REOUCED BY PAID CLAIMS, LIMITS EACH OCCIJRRENCE OAITAGETOFENiED'-" - PRFMISFS lEa oe!(en6l 1,000,000 1,000,000 5 5 MEO EXP (A.y one person)10 0005 COMMERCIAL GENERAL LIABILITY cLArMsnrAoE I o""r" GEN'L AGGREGATE LIM T APPLIES PER*.'"'fl 5P"9 fl .o" j OTHERI 3604-91,08 91112017 9t1t2018 PERSONAL &AOVINJIJRY $ $ PROOUCTS. COMP/OPAGG 1,000,000 2,000,000 2,000,000 1,000,000 BOOTLY INJURY (Per peBon)$ 7359-95 44 911t2017 91112018 AUTOS NON.OWNEO AUTOSONLY OAMAGE--l AUTOMOBILE LIAAILITY L _ auros oNLY [- SCBEDULED AOoTLY INJURY (Per aeid6nl)OWNED AUTOS ONLY HIREO s EACH OCCURRENCE 10,000,000S EXCESS LIABFDEDRETENTION OCCUR CLAIMS.MAOE 7175-62-53 9t1t2417 9t1t2018 AGGREGATE 10,000,000S S STATIJTE WORXERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOtuPARTNERTEXECUTIVE OFF CER/MEMAEREXCLUOEO?N st1t2017 sht2alB S 000 I E,L EACHACCIDENT E L OISEASE. POLICY LIMIT E.L OISEASE. EA EMPLOYE 1,000, 1,000, C Errors & Omissions W Cyber 01-881-21-80 9t1t2017 91112018 Limit $5,000,000 DESCRIPnON OF OPERATION9 / IOCAnONS / VEHICIES (ACORO 10i, Add lon.l R.n.rt. Sch.dul., h.y b. .lt ch.d It more sp.co i. Fqui..d) RE: Evidence of lnsuranc€. CERTIFICATE HOLDER CANCELLATION Evidence of lnsurance SHOULD ANY OF THE ABOVE DESCRIBEO POLICIES BE CANCELLEO BEFORE THE EXPIRATION OATE THEREOF, NOTICE wlLL BE DELIVEREO IN ACCOROANCE WTH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Rod Sockolov @ 1988-2015 ACORD CORPORATTON ACORD 25 (2016/03) The ACORD name and logo are registered marks ofACORD r30re{47 | 152s4 | 1? ra GL, e, {c, uxB sroH, E&o $sM cameron tick I e/21/2at1 1:se:41 p}l (PDr) | Paee 1of I All rights reserved AI? ,/ 5 S