HomeMy WebLinkAboutAccela SaaS Migration Services and Multi-year subscription C� f1E RIDIA4,
MEMO TO CITY COUNCIL
Request to Include Topic on the City Council Agenda
From: Sandra Ramirez, Procurement Div. Meeting Date: September 24, 2024
Presenter: N/A Estimated Time: 0.00
Topic: Accela SaaS Migration Subscription
Recommended Council Action:
Approve Subscription Agreement for Accela SaaS Migration Services and multi-year subscription
for the Not-to-Exceed amount of$734,905 to begin October 1, 2024 through September 30, 2027.
Background:
FY25 budget has been approved and allocated for these services. The agreement includes
contingency language regarding additional budget years based on council approval.Year one
(FY25) total Not-to-Exceed amount is $334,800 for Migration Services and Year 1 Subscription.
CITY OF MERIDIAN Purchase Requisition
�E IDIAN�- Purchasing Department DATE OF :E-
33 E BROADWAY AVE,STE 106 CITY OF MERIDIAN REQUEST 9/17/2024
MERIDIAN, ID 83642 Information Technology PURCHASE ORDER NUMBER MUST APPEAR ON •
TEL:(208)489-0417 SLIPS,CARTONSAND CORRESPONDENCE RELATED TO THIS ORDER
FAX:(208)887-4813 AVAILABLE BUDGET AMOUNT
IS BUDGET AMENDMENT REQUIRED?
SU(i(itS I tU
VENDOR Accela No
2663 San Ramon, Suite 500
San Ramon, CA 94583 CITY SUPPORT TICKET NO.
116279
PROJECT MANAGER PAYMENT TERMS 1FREIGHTTERMS F.O.B. REQUESTOR
Dave Tiede NET 30 PREPAID DESTINATION Jeri Robbins
PROJECT NAME: Accela SaaS Migration Project
Description of Quantity and Pricing ACCOUNTING CODES
DESCRIPTIONPART NUMBER • EXPENSEORPROJECT/
QTY UNIT UNIT PRICE FUND
TASK ORDER CONTRACT I PROJECT DESCRIPTION CODE GLACCOUNT# COMMITMENT#
SaaS Migration Services- 50% Due at Time of Contract Signing 1 $ 86,900.00 1 1510 53360 $ 86,900.00
SaaS Migration Services-50% Due at Project Completion 1 $ 86,900.00 1 1510 53360 $ 86,900.00
Accela Multiuser Solution Year 1 Subscription for 7 Users 7 Users $ 1,400.00 1 1140 53360 $ 9,800.00
Accela Multiuser Solution Year 1 Subscription for 2 Users 2 Users $ 1,400.00 1 1500 53360 $ 2,800.00
Accela Multiuser Solution Year 1 Subscription for 4 Users 4 Users $ 1,400.00 1 1510 53360 $ 5,600.00
Accela Multiuser Solution Year 1 Subscription for 3 Users 3 Users $ 1,400.00 1 1520 53360 $ 4,200.00
Accela Multiuser Solution Year 1 Subscription for 2 Users 2 Users $ 1,400.00 1 1900 53360 $ 2,800.00
Accela Multiuser Solution Year 1 Subscription for 10 Users 10 Users $ 1,400.00 1 1910 53360 $ 14,000.00
Accela Multiuser Solution Year 1 Subscription for 41 Users 41 Users $ 1,400.00 1 1940 53360 $ 57,400.00
Accela Multiuser Solution Year 1 Subscription for 3 Users 3 Users $ 1,400.00 1 2110 53360 $ 4,200.00
Accela Multiuser Solution Year 1 Subscription for 3 Users 3 Users $ 1,400.00 1 2210 53360 $ 4,200.00
Accela Multiuser Solution Year 1 Subscription for 4 Users 4 Users $ 1,400.00 60 3200 53360 $ 5,600.00
Accela Multiuser Solution Year 1 Subscription for 18 Users 18 Users $ 1,400.00 60 3210 53360 $ 25,200.00
Accela Multiuser Solution Year 1 Subscription for 1 User 1 User $ 1,400.00 60 3250 53360 $ 1,400.00
Accela Multiuser Solution Year 1 Subscription for 7 Users 7 Users $ 1,400.00 60 3280 53360 $ 9,800.00
Accela Multiuser Solution Year 1 Subscription for 3 Users 3 Users $ 1,400.00 60 3300 53360 $ 4,200.00
Accela Multiuser Solution Year 1 Subscription for 4 Users 4 Users $ 1,400.00 62 3400 53360 $ 5,600.00
Accela Multiuser Solution Year 1 Subscription for 1 User 1 User $ 1,400.00 65 3500 53360 $ 1,400.00
Accela Multiuser Solution Year 1 Subscription for 1 User 1 User $ 1,400.00 1 5120 53360 $ 1,400.00
Accela Multiuser Solution Year 1 Subscription for 1 User 1 User $ 1,400.00-F 1 1 5210 53360 $ 1,400.00
NOTES: Council Approval Date:
SaaS Migration Services as Described in Accela Statement of Work dated 9/17/2024 $334,800.00
Accela Multiuser Solution Year 1 Subscription Period from 10/1/24 to 9/30/2025
AUTHORIZED DEPARTMENT SIGNATURE
How to fill out the Purchase Requisition.
Fill in the SHIP TO DEPARTMENT NAME.
This is the name of the requesting department and where the product will be shipped
If the Ship To location is somewhere other than the department location, please enter that address in the lines below the department name and highlight it.
Fill in the DATE OF REQUEST located in the box on the right hand side of the form.
Fill in the amount of budget available for this commitment.
Is a budget amendment required to fund this request? Answer YES or NO.
Enter the name of the SUGGESTED VENDOR.
Please check with FINANCE to verify that the City of Meridian has the vendor set up as an account.
If the vendor is not set up, request that a W-9 form be submitted to FINANCE before placing the order.
If PURCHASING receives this Purchase Requisition and the vendor is not set up,an order processing delay occurs
If vendor will be determined by procurement process,enter"TBD"
CITY SUPPORT(JITBIT)TICKET NO is entered by purchasing staff.
Enter the PROJECT NAME,TASK ORDER NAME AND NUMBER and/or PROJECT/COMMITMENT NUMBER
Enter the name of the PROJECT MANAGER and REQUESTOR.
Under"PART NUMBER/DESCRIPTION/COMMITMENT NAME /TASK ORDER/CONTRACT/PROJECT DESCRIPTION
Enter the COMMITMENT NAME,TASK ORDER or PROJECT DESCRIPTION, Part Number or Description of Item being purchased
If you have more than one item, enter each on a separate line.
Enter the QUANTITY for each line item.
Enter the UNIT and UNIT PRICE for each line item. (Task orders and contracts should be listed as QTY 1 and UNIT EA. Unit price and total will be equal.)
ACCOUNTING CODES
Enter the FUND that you want the expense to impact
1) The FUND number will be either:
(a) 01,07,08, 20,55,or 60 depending on what FUND the budget is in
Enter the DEPARTMENT CODE you want the expense to impact
1) The DEPARTMENT CODE is a 4 digit number that corresponds to your department
Enter the GL ACCOUNT NUMBER(Expense Account)for each item.
1) The GL ACCOUNT NUMBER(Expense Account) is the 5 digit number where the budgets are located
Enter the PROJECT CODE/COMMITMENT#you want the expense to impact
1) The PROJECT CODE/COMMITMENT is an alpha numeric code that identifies a specific project or commitment to charge all expenses to
INFORMATION ONLY
The FUND, DEPARTMENT CODE,GL ACCOUNT NUMBER,AND PROJECT CODE make up the accounting code for your request.
The accounting code will hold the budget dollars and actual expenses for your PO request.
Accuracy is important as the resulting PO encumbers this accounting code(budget line item).
Not all requests will have a project number. Call Purchasing if you are unsure.
This form will automatically total your request.
In the NOTES field add any information that you feel is significant.
AUTHORIZED DEPARTMENT SIGNATURE
Each department has a list of employees and amounts that they are authorized to sign for.
Please make sure that the authorized department personnel signs the form.
The completed and signed form must be submitted to Purchasing,along with the required support documents via a CITY SUPPORT(JITBIT)ticket.
PRINT AND SUBMIT ONLY PAGE 1(NOT THESE INSTRUCTIONS)
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1140 - Clerk
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 21,237.48 0.00 21,237.48
Total OPERATING COSTS 21,237.48 0.00 21,237.48
DEPT EXPENDITURES 21,237.48 0.00 21,237.48
TOTAL EXPENDITURES 21,237.48 0.00 21,237.48
Date: 9/17/24 11:12:15 AM Page: 1
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1500 - Finance Department
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 130,935.24 0.00 130,935.24
Total OPERATING COSTS 130,935.24 0.00 130,935.24
DEPT EXPENDITURES 130,935.24 0.00 130,935.24
TOTAL EXPENDITURES 130,935.24 0.00 130,935.24
Date: 9/17/24 11:12:15 AM Page: 2
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1510 - Information Technology
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 1,145,270.16 0.00 1,145,270.16
Total OPERATING COSTS 1,145,270.16 0.00 1,145,270.16
DEPT EXPENDITURES 1,145,270.16 0.00 1,145,270.16
TOTAL EXPENDITURES 1,145,270.16 0.00 1,145,270.16
Date: 9/17/24 11:12:15 AM Page: 3
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1520 - Legal Dept.
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 4,892.04 0.00 4,892.04
Total OPERATING COSTS 4,892.04 0.00 4,892.04
DEPT EXPENDITURES 4,892.04 0.00 4,892.04
TOTAL EXPENDITURES 4,892.04 0.00 4,892.04
Date: 9/17/24 11:12:15 AM Page: 4
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1900 - Community Development Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 9,973.56 0.00 9,973.56
Total OPERATING COSTS 9,973.56 0.00 9,973.56
DEPT EXPENDITURES 9,973.56 0.00 9,973.56
TOTAL EXPENDITURES 9,973.56 0.00 9,973.56
Date: 9/17/24 11:12:15 AM Page: 5
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1910 - Planning Department
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 20,801.88 0.00 20,801.88
Total OPERATING COSTS 20,801.88 0.00 20,801.88
DEPT EXPENDITURES 20,801.88 0.00 20,801.88
TOTAL EXPENDITURES 20,801.88 0.00 20,801.88
Date: 9/17/24 11:12:15 AM Page: 6
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
1940 - Building Department
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 95,725.08 0.00 95,725.08
Total OPERATING COSTS 95,725.08 0.00 95,725.08
DEPT EXPENDITURES 95,725.08 0.00 95,725.08
TOTAL EXPENDITURES 95,725.08 0.00 95,725.08
Date: 9/17/24 11:12:15 AM Page: 7
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
2110 - Police Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 814,988.52 0.00 814,988.52
Total OPERATING COSTS 814,988.52 0.00 814,988.52
DEPT EXPENDITURES 814,988.52 0.00 814,988.52
TOTAL EXPENDITURES 814,988.52 0.00 814,988.52
Date: 9/17/24 11:12:15 AM Page: 8
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
2210 - Fire Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 178,016.52 0.00 178,016.52
Total OPERATING COSTS 178,016.52 0.00 178,016.52
DEPT EXPENDITURES 178,016.52 0.00 178,016.52
TOTAL EXPENDITURES 178,016.52 0.00 178,016.52
Date: 9/17/24 11:12:15 AM Page: 9
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
60 - Enterprise Fund
3200 - PW - Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 44,447.40 0.00 44,447.40
Total OPERATING COSTS 44,447.40 0.00 44,447.40
DEPT EXPENDITURES 44,447.40 0.00 44,447.40
TOTAL EXPENDITURES 44,447.40 0.00 44,447.40
Date: 9/17/24 11:14:13 AM Page: 1
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
60 - Enterprise Fund
3210 - PW - Engineering
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 70,426.44 0.00 70,426.44
Total OPERATING COSTS 70,426.44 0.00 70,426.44
DEPT EXPENDITURES 70,426.44 0.00 70,426.44
TOTAL EXPENDITURES 70,426.44 0.00 70,426.44
Date: 9/17/24 11:14:13 AM Page: 2
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
60 - Enterprise Fund
3250 - Environmental Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 1,470.00 0.00 1,470.00
Total OPERATING COSTS 1,470.00 0.00 1,470.00
DEPT EXPENDITURES 1,470.00 0.00 1,470.00
TOTAL EXPENDITURES 1,470.00 0.00 1,470.00
Date: 9/17/24 11:14:13 AM Page: 3
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
60 - Enterprise Fund
3280 - Land Development
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 15,509.88 0.00 15,509.88
Total OPERATING COSTS 15,509.88 0.00 15,509.88
DEPT EXPENDITURES 15,509.88 0.00 15,509.88
TOTAL EXPENDITURES 15,509.88 0.00 15,509.88
Date: 9/17/24 11:14:13 AM Page: 4
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
60 - Enterprise Fund
3300 - MUBS
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 63,397.44 0.00 63,397.44
Total OPERATING COSTS 63,397.44 0.00 63,397.44
DEPT EXPENDITURES 63,397.44 0.00 63,397.44
TOTAL EXPENDITURES 63,397.44 0.00 63,397.44
Date: 9/17/24 11:14:13 AM Page: 5
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
62 - Water Fund
3400 - Water - Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 155,302.56 0.00 155,302.56
Total OPERATING COSTS 155,302.56 0.00 155,302.56
DEPT EXPENDITURES 155,302.56 0.00 155,302.56
TOTAL EXPENDITURES 155,302.56 0.00 155,302.56
Date: 9/17/24 11:14:13 AM Page: 6
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
65 - Wastewater Fund
3500 - WW - Admin
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 77,722.08 0.00 77,722.08
Total OPERATING COSTS 77,722.08 0.00 77,722.08
DEPT EXPENDITURES 77,722.08 0.00 77,722.08
TOTAL EXPENDITURES 77,722.08 0.00 77,722.08
Date: 9/17/24 11:14:13 AM Page: 7
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
5120 - Recreation Administration
From 10/1/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 3,529.92 0.00 3,529.92
Total OPERATING COSTS 3,529.92 0.00 3,529.92
DEPT EXPENDITURES 3,529.92 0.00 3,529.92
TOTAL EXPENDITURES 3,529.92 0.00 3,529.92
Date: 9/17/24 11:15:18 AM Page: 1
City Of Meridian
Statement of Revenues and Expenditures - Rev and Exp Report - Sandra
01 - General Fund
5210 - Parks Division
From 10/l/2024 Through 9/30/2025
Budget with Current Year Budget
Amendments Actual Remaining
OPERATING COSTS
53360 Software Expense 5,663.28 0.00 5,663.28
Total OPERATING COSTS 5,663.28 0.00 5,663.28
DEPT EXPENDITURES 5,663.28 0.00 5,663.28
TOTAL EXPENDITURES 5,663.28 0.00 5,663.28
Date: 9/17/24 11:15:18 AM Page: 2
EAccela
ACCELA SUBSCRIPTION SERVICES AGREEMENT
This Accela Subscription Services Agreement (this"Agreement") is entered into as of the date of the
applicable Order, as defined below,that incorporates these terms (the "Effective Date") by and
between Accela, Inc. and the entity identified in such Order("Custome►").
1. DEFINITIONS.
1.1 "Accela System" means the information technology infrastructure used by or on behalf of Accela in
performing the Subscriptions Services, including all computers,software (including but not limited to
Accela Software), hardware, databases, electronic systems (including database management systems),
and networks,whether operated directly by Accela or its third party suppliers.
1.2 "Aggregate Data" means data and information related to Customer's use of the Subscription
Services, including anonymized analysis of all data processed in the Subscription Services,that is used by
Accela in an aggregate and anonymized manner, including compiling statistical and performance
information related to the provision and operation of the Services.
1.3 "Authorized User" means one named employee, contractor or agent of Customer(each identified
by a unique email address)for whom Customer has purchased a subscription to the Subscription
Services and who is authorized by Customer to access and use the Services under the rights granted to
Customer pursuant to this Agreement.
1.4 "Consulting Services" means packaged or time and materials consulting, review,training or other
services (but excluding Subscription and Support Services) delivered by Accela to Customer pursuant an
Order. The current Consulting Services Policy is available at www.accela.com/terms/.
1.5 "Customer Data" means the content, materials, and data that Customer,Authorized Users, and
External Users enter into the Subscription Services. Customer Data does not include any component of
the Subscription Services, material provided by or on behalf of Accela, or Aggregate Data.
1.6 "Documentation" means the then-current technical and functional user documentation in any form
made generally available by Accela for the Subscription Services.
1.7 "External Users" means third party users of the Subscription Services that access the public-facing
interfaces of the Subscription Services to submit queries and requests to facilitate communications
between such third party and Customer.
1.8 "Intellectual Property Rights" means any patent rights (including, without limitation, patent
applications and disclosures), copyrights,trade secrets, know-how, and any other intellectual property
rights, in all cases whether or not registered or registrable and recognized in any country orjurisdiction
in the world.
1.9 "Order" means an Accela order form or other mutually acceptable document fully executed
between Customer and Accela that incorporates this Agreement.
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1.10 "Service Availability Policy' means the Service Availability and Security Policy located at
www.accela.com/terms/.
1.11 "Subscription Services" means the civic administration services, comprised of the Accela System,
Software, and Support Services,to which Customer may license access to in accordance with the terms
herein.
1.12 "Software" means any licensed software (including client software for Authorized Users' devices)
and Documentation that Accela uses or makes available as part of the Subscription Services.
1.13 "Support Services" means those technical and help services provided by Accela in accordance with
the Software Support Services Policies (SaaS) located at www.accela.com/terms/.
1.14 "Subscription Period" means the duration of Customer's authorized use of the Subscription
Services as designated in the Order.
2. USAGE AND ACCESS RIGHTS.
2.1 Right to Access. Subject to the terms and conditions of this Agreement, Accela hereby grants to
Customer a limited, non-exclusive, non-transferable right and license during the Subscription Period,to
permit: (i)Authorized Users to access and use the internal and administrative interfaces of the
Subscription Services in accordance with the Documentation to support Customer's internal business
purposes and (ii) its External Users the ability to access and use the publicly available interfaces to
submit requests and information to Customer. Each instance of the Subscription Service shall be
provisioned with the amount of storage set forth in the Order and additional storage may be purchased
at the then-current rates.
2.2 Support Services&Service Availability. During the Subscription Period,Accela shall provide to
Customer the Support Services specified in the Order and shall make all commercially reasonable efforts
to attain the service levels specified in the applicable policies.The remedies set forth in the Support
Services and Service Availability Policy are the sole and exclusive remedies for any breach of the service
levels. Customer grants Accela a royalty-free,worldwide,transferable, sub- licensable, irrevocable,
perpetual license to use or incorporate into its software or services any suggestions or other feedback
provided by Customer or Authorized Users relating to the operation or features of the Subscription
Services.
2.3 Purchasing Consulting Services. Customer may purchase Consulting Services from Accela by
executing an Order for such services. All prices are exclusive of travel and expenses, which will be
invoiced at actual cost,without markup, and will comply with the Consulting Services Policy located at
www.accela.com/terms/or as otherwise agreed in the applicable Order. If applicable, one Consulting
Services day shall be equal to eight (8) hours.
2.4 Restrictions on Use. Customer shall not, and shall not permit others to: (i) use or access the
Subscription Services in any manner except as expressly permitted by the Agreement, including but not
limited to, in a manner that circumvents contractual usage restrictions set forth in this Agreement; (ii)
license, sub-license,sell, re-sell, rent, lease,transfer, distribute,time share or otherwise make any
portion of the Subscription Services available for access by third parties except as otherwise expressly
provided herein; (iii) use the Subscription Service in a way that: (a)violates or infringes upon the rights
20201023
EAccela
of a third party; or (b)stores or transmits libelous,tortious, or otherwise unlawful material or malicious
code or viruses; (iv) create derivative works, reverse engineer, decompile, disassemble, copy, or
otherwise attempt to derive source code or other trade secrets from or about any of the Subscription
Services (except to and only to the extent such rights are proscribed by law); (v) interfere with or disrupt
the security, integrity, operation, or performance of the Subscription Services; (vi) access, use, or
provide access or use to the Subscription Services or Documentation for the purposes of competitive
analysis or the development, provision, or use of a competing software,SaaS or product or any other
purpose that is to Accela's detriment or commercial disadvantage; (vii) provide access to the
Subscription Services to competitors of Accela; (viii) access or use components of the Subscription
Service not licensed by Customer; (ix) use or allow the use of the Subscription Services by anyone
located in, under the control of, or that is a national or resident of a U.S. embargoed country or territory
or by a prohibited end user under Export Control Laws (as defined in Section 12.3, Compliance with
Laws); (x) remove, delete, alter or obscure any trademarks, Documentation,warranties, or disclaimers,
or any copyright,trademark, patent or other intellectual property or proprietary rights notices from any
Subscription Services; or(xi) access or use the Subscription Services in,or in association with,the design,
construction, maintenance, or operation of any hazardous environments, systems or applications, any
safety response systems or other safety-critical applications,or any other use or application in which the
use or failure of the Subscription Services could lead to personal injury or severe physical or property
damage.
2.5 Ownership. Accela retains all Intellectual Property Rights, including all rights,title and license to the
Subscription Service, Software,Accela System, Support Services, Consulting Services, and Aggregate
Data, any related work product of the foregoing and all derivative works thereof by whomever
produced; provided however,that to the extent such materials are delivered to Customer as part of the
Subscription Services, Consulting Services or Support Services then Customer shall receive a limited
license consistent with the terms of Section 2 to use such materials during the Subscription Period.
2.6 Customer's Responsibilities. Customer will: (i) be responsible for meeting Accela's applicable
minimum system requirements for use of the Subscription Services set forth in the Documentation; (ii)
be responsible for Authorized Users' compliance with this Agreement and for any other activity
(whether or not authorized by Customer)occurring under Customer's account; (iii) be solely responsible
for the accuracy, quality, integrity and legality of Customer Data; (iv) use commercially reasonable
efforts to prevent unauthorized access to or use of the Subscription Services and Customer Data under
its account, and notify Accela promptly of any such unauthorized access or use, and; (v) use the
Subscription Services only in accordance with the applicable Documentation, laws and government
regulations.
3. PAYMENTTERMS.
3.1 Purchases Directly from Accela. Except as otherwise set forth in an Order, Subscription fees shall be
invoiced annually in advance and such fees shall be due and payable on the first day of the Subscription
and on each anniversary thereafter for each renewal, if any.All other invoices shall be due and payable
net thirty(30)from the date of the applicable invoice.All amounts payable to Accela under this
Agreement shall be paid by Customer in full without any setoff, deduction, debit,or withholding for any
reason. All Subscription Services fees are exclusive of any taxes, levies, duties,
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EAccela
withholding or similar governmental assessments of any nature (collectively, "Taxes"). If any such Taxes
are owed or payable for such transactions, they shall be paid separately by Customer without set-off to
the fees due Accela.
3.2 Purchases from Authorized Resellers. In the event that Customer has purchased any products or
services through a reseller,subject to these terms, any separate payment arrangements and terms shall
be exclusively through such reseller and Accela is not a party to such transactions. Accela's sole
obligations are set forth herein and Customer acknowledges that its rights hereunder may be
terminated for non-payment to such third party.
4. CONFIDENTIALITY. As used herein, "Confidential Information" means all confidential information
disclosed by a one party to this Agreement to the other party of this Agreement whether orally or in
writing,that is designated as confidential or that reasonably should be understood to be confidential
given the nature of the information and the circumstances of disclosure. However, Confidential
Information will not include any information that: (i) is or becomes generally known to the public
without breach of any obligation owed to the disclosing party; (ii)was known to the receiving party prior
to its disclosure without breach of any obligation owed to the disclosing party; (iii) is received without
restriction from a third party without breach of any obligation owed to the disclosing party; or(iv)was
independently developed by the receiving party. Each party will use the same degree of care that it uses
to protect the confidentiality of its own confidential information of like kind (but in no event less than
reasonable care) not to disclose or use any Confidential Information except as permitted herein, and will
limit access to Confidential Information to those of its employees, contractors and agents who need
such access for purposes consistent with this Agreement and who are bound to protect such
Confidential Information consistent with this Agreement.The receiving party may disclose Confidential
Information if it is compelled by law to do so, provided the receiving party gives the disclosing party
prior notice of such compelled disclosure (to the extent legally permitted) and reasonable assistance, at
the disclosing party's request and cost,to contest, limit, or protect the disclosure.
5. CUSTOMER DATA.
5.1 Ownership. Customer reserves all its rights,title, and interest in and to the Customer Data. No rights
are granted to Accela hereunder with respect to the Customer Data, except as otherwise set forth
explicitly in Section 5.
5.2 Usage. Customer shall be responsible for Customer Data as entered in to, applied or used in the
Subscription Services. Customer acknowledges that Accela generally does not have access to and cannot
retrieve lost Customer Data. Customer grants to Accela the non-exclusive right to process Customer
Data (including personal data)for the sole purpose of and only to the extent necessary for Accela: (i)to
provide the Subscription Services; (ii)to verify Customer's compliance with the restrictions set forth in
Section 2.4 (Restrictions on Use) if Accela has a reasonable belief of Customer's non-compliance; and (iii)
as otherwise set forth in this Agreement. Accela may utilize the information concerning Customer's use
of the Subscription Services (excluding any use of Customer's Confidential Information)to improve
Subscription Services,to provide Customer with reports on its use of the Subscription Services, and to
compile aggregate statistics and usage patterns by customers using the Subscription Services.
5.3 Use of Aggregate Data. Customer agrees that Accela may collect, use and disclose Aggregate Data
derived from the use of the Subscription Services for industry analysis, benchmarking, analytics,
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marketing and other business purposes. All Aggregate Data collected, used and disclosed will be in
aggregate form only and will not identify Customer, its Authorized Users or any third parties utilizing the
Subscription Services.
6. WARRANTIES AND DISCLAIMERS.
6.1 Subscription Services Warranty. During the Subscription Period,Accela warrants that Subscription
Services shall perform materially in accordance with the applicable Documentation. As Customer's sole
and exclusive remedy and Accela's entire liability for any breach of the foregoing warranty, Accela will
use commercially reasonable efforts to: (a) repair the Subscription Services in question; (b) replace the
Subscription Services in question with those of substantially similar functionality; or(c), after making all
commercially reasonable attempts to do the foregoing,terminate the applicable Subscription Services
and refund all unused, prepaid fees paid by Customer for such non-compliant Subscription Services.
6.2 Consulting Services Warranty. For ninety (90) days from the applicable delivery,Accela warrants
that Consulting Services shall be performed in a professional and workmanlike manner. As Customer's
sole and exclusive remedy and Accela's entire liability for any breach of the foregoing warranty,Accela
will use commercially reasonable efforts to (a) re-perform the Consulting Services in a compliant
manner;or, after making all commercially reasonable attempts to do the foregoing, (b) refund the fees
paid for the non-compliant Consulting Services.
6.3. Disclaimers. EXCEPT AS EXPRESSLY PROVIDED HEREIN, ACCELA MAKES NO WARRANTY OF ANY
KIND,WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE,AND SPECIFICALLY DISCLAIMS ALL
IMPLIED WARRANTIES, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY,SECURITY, FITNESS
FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT,TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW.
6.4. Cannabis-Related Activities. If Customer purchases any Subscription Services for use with any
cannabis-related activities,the following additional disclaimers shall apply:Accela is considered a
software service provider to its customers and not a cannabis related business or agent thereof. In
addition to the foregoing,Accela only retains Subscription Services fees of this Agreement from its
Customer for general software services, a state or local government agency,and does not retain these
fees from any type of External Users. It is the sole responsibility of the Customer to offer state law
compliant services, which may be coordinated and facilitated through the use of the Subscription
Services. Accela makes no representations, promises, or warranties with respect to the legality,
suitability, or otherwise regarding any third party provider, including partners, and have no
responsibility or liability with respect to services provided to Customer by such third parties.
7. INDEMNIFICATION.Accela will defend (or at Accela's option, settle) any third party claim, suit or
action brought against Customer to the extent that it is based upon a claim that the Subscription
Services, as furnished by Accela hereunder, infringes or misappropriates the Intellectual Property Rights
of any third party, and will pay any costs, damages and reasonable attorneys' fees attributable to such
claim that are finally awarded against Customer, provided that Customer provides: (a)Accela notice of
such claim as soon practical and in no event later than would reasonably permit Accela to respond to
such claim, (b) reasonable cooperation to Accela, at Accela's expense, in the defense and/or settlement
of such claim and (c)Accela the sole and exclusive control of the defense, litigation and settlement of
such claim. In the event that Accela reasonably believes, in its sole discretion,that such claim may
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prevail or that the usage of the Subscription Services may be joined,Accela may seek to: (a) modify the
Subscription Services such that it will be non-infringing (provided such modification does not materially
reduce the functionality or performance of Customer's installed instance); (b) replace the Subscription
Services with a service that is non-infringing and provides substantially similar functionality and
performance; or, if the first two options are not commercially practicable, (c)terminate the remainder
of the Subscription Period and refund any, pre-paid, unused fees received by Accela.Accela will have no
liability under this Section 7 to the extent any claims arise from (i) any combination of the Subscription
Services with products, services, methods of a third party; (ii) a modification of the Subscription
Services that were either implemented by anyone other than Accela or implemented by Accela in
accordance with Customer specifications; (iii) any use of the Subscription Services in a manner that
violates this Agreement or the instructions given to Customer by Accela; (iv) a version of the
Subscription Services other than the current, fully patched version, provided such updated version
would have avoided the infringement; or(v) Customer's breach of this Agreement.THIS SECTION 7
STATES THE ENTIRE OBLIGATION OF ACCELA AND ITS LICENSORS WITH RESPECT TO ANY ALLEGED OR
ACTUAL INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS RELATED TO THIS
AGREEMENT.
8. LIMITATION OF LIABILITY. EXCEPT FOR LIABILITY ARISING OUT OF EITHER PARTY'S LIABILITY FOR
DEATH OR PERSONAL INJURY OR CUSTOMER'S BREACH OF SECTION 2, NEITHER PARTY'S AGGREGATE
LIABILITY FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE
USE OF OR INABILITY TO USE THE SERVICE, WHETHER IN CONTRACT,TORT OR UNDER ANY OTHER
THEORY OF LIABILITY, SHALL EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER HEREUNDER IN THE
TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE INCIDENT. EXCEPT FOR LIABILITY ARISING
OUT OF CUSTOMER'S BREACH OF SECTION 2 OR EITHER PARTY'S LIABILITY FOR DEATH OR PERSONAL
INJURY, IN NO EVENT SHALL EITHER PARTY OR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING,
PRODUCING OR DELIVERING THE SERVICE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR
CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE
INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR
SERVICES,ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR FROM THE USE OF OR
INABILITY TO USE THE SUBSCRIPTION SERVICES, WHETHER BASED ON WARRANTY, CONTRACT,TORT
(INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGALTHEORY.THE FOREGOING
EXCLUSIONS APPLY WHETHER OR NOT A PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH
DAMAGE,AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS
ESSENTIAL PURPOSE.
9. SECURITY. Accela has implemented commercially viable and reasonable information security
processes, policies and technology safeguards to protect the confidentiality and integrity of Customer
Data, personal data protect against reasonably anticipated threats. Customer acknowledges that,
notwithstanding security features of the Subscription Services, no product, hardware, software or
service can provide a completely secure mechanism of electronic transmission or communication and
that there are persons and entities, including enterprises,governments and quasi-governmental actors,
as well as technologies,that may attempt to breach any electronic security measure. Subject only to its
limited warranty obligations set forth in Section 6,Accela will have no liability for any such security
breach. Customer further acknowledges that the Subscription Services is not guaranteed to operate
without interruptions,failures, or errors. If Customer or Authorized Users use the Subscription Services
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in any application or environment where failure could cause personal injury, loss of life, or other
substantial harm, Customer assumes any associated risks and will indemnify Accela and hold it harmless
against those risks.
10. THIRD PARTY SERVICES. Customer may choose to obtain a product or service from a third party
that is not directly produced by Accela as a component of the Subscription Services ("Third Party
Services") and this may include third party products resold by Accela. Accela assumes no responsibility
for, and specifically disclaims any liability,warranty or obligation with respect to, any Third Party Service
or the performance of the Subscription Services (including Accela's service level commitment)when the
Subscription Services are used in combination with or integrated with Third Party Services.
11. TERM AND TERMINATION.
11.1 Agreement Term.This Agreement shall become effective on the Effective Date and shall continue
in full force and effect until the expiration of any Subscription Periods set forth in an applicable Order
governed by the Agreement.
11.2 Subscription Periods& Renewals. Subscription Periods begin as specified in the applicable Order
and, unless terminated earlier in accordance with this Agreement, continue for the term specified
therein. Except as otherwise specified in the applicable Order, (a) all Subscription Services will
automatically renew for additional Subscription Periods equal to the expiring Subscription Period, unless
either party gives the other at least sixty(60) days' notice of non-renewal before the end of the relevant
Subscription Period and (b), Orders may only be cancelled or terminated early in accordance with
Section 11.3. Subscription Services renewals may be subject to an annual increase,for which Accela shall
provide Customer notice prior to the renewal of the Subscription Period. In the event of any non-
renewal or other termination, Customer's right to use the Subscription Services will terminate at the end
of the relevant Subscription Period. Accela acknowledges that Customer is a governmental entity, and
the validity of this Agreement is based upon the availability of public funding under the authority of
Customer's statutory mandate. Notwithstanding anything in this Agreement to the contrary, Customer's
obligations under this Agreement to provide payment to Accela as described herein shall be subject to
and dependent upon appropriations being made by Meridian City Council for such purpose.
11.3 Termination or Suspension for Cause. A party may terminate this Agreement and Subscription
Services license granted hereunder for cause upon thirty(30) days'written notice to the other party of a
material breach if such breach remains uncured at the expiration of such thirty(30) day period. Either
party may terminate immediately if the other party files for bankruptcy or becomes insolvent. Accela
may,at its sole option, suspend Customer's or any Authorized User's access to the Subscription Services,
or any portion thereof, immediately if Accela: (i) suspects that any person other than Customer or an
Authorized User is using or attempting to use Customer Data; (ii) suspects that Customer or an
Authorized User is using the Subscription Services in a way that violates this Agreement and could
expose Accela or any other entity to harm or legal liability; (iii) is or reasonably believes it is required to
do so by law or court order or; (iv) Customer's payment obligations are more than ninety(90) days past
due, provided that Accela has provided at least thirty(30) days' notice of such suspension for delinquent
payment. Should Customer terminate this Agreement for cause,Accela will refund a pro-rata portion of
unused, pre-paid fees.
11.4 Effect of Termination. If this Agreement expires or is terminated for any reason: (i)within thirty
(30)calendar days following the end of Customer's final Subscription Period, upon Customer's request
Accela provided Customer Data and associated documents in a database dump file; provided that
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Customer pays (a) all costs of and associated with such copying, as calculated at Accela's then-current
time-and-materials rates, and (b) any and all unpaid amounts due to Accela; (ii) licenses and use rights
granted to Customer with respect to Subscription Services and intellectual property will immediately
terminate; and (iii)Accela's obligation to provide any further services to Customer under this
Agreement will immediately terminate, except as mutually agreed between the parties. If the
Subscription Services are nearing expiration date or are otherwise terminated,Accela will initiate its
data retention processes, including the deletion of Customer Data from systems directly controlled by
Accela.Accela's current Data Storage Policy can be accessed www.accela.com/terms/.
11.5 Survival. Sections 2.5 (Ownership and Proprietary Rights),4(Confidentiality), 6.3 (Disclaimer),8
(Limitation of Liability), 11.4 (Effect of Termination), 11.5 (Surviving Provisions), and 12 (General
Provisions)will survive any termination or expiration of this Agreement.
12. GENERAL.
12.1 Notice. Except as otherwise specified in this Agreement, all notices, permissions and approvals
hereunder will be in writing and will be deemed to have been given upon: (i) personal delivery; (ii)three
days after sending registered, return receipt requested, post or; (iii) one day after sending by
commercial overnight carrier. Notices will be sent to the address specified by the recipient in writing
when entering into this Agreement or establishing Customer's account for the Subscription Services.
12.2 Governing Law and Jurisdiction.This Agreement and any action related thereto will be governed by
the laws of the State of Idaho without regard to its conflict of laws provisions.The exclusive jurisdiction
and venue of any action related to the subject matter of this Agreement will be the state and federal
courts located in the State of Idaho and each of the parties hereto waives any objection to jurisdiction and
venue in such courts.
12.3 Compliance with Laws. Each party will comply with all applicable laws and regulations with respect
to its activities under this Agreement including, but not limited to, export laws and regulations of the
United States and other applicable jurisdictions. Further, in connection with the services performed
under this Agreement and Customer's use of the Subscription Services,the parties agree to comply
with all applicable anti-corruption and anti-bribery laws, statutes and regulations.
12.4 Assignment. Customer may not assign or transfer this Agreement, whether by operation of law
or otherwise, without the prior written consent of Accela,which shall not be unreasonably withheld.
Any attempted assignment or transfer,without such consent,will be null and void. Subject to the
foregoing,this Agreement will bind and inure to the benefit of the parties,their respective successors
and permitted assigns.
12.5 Publicity. Notwithstanding anything to the contrary, each party will have the right to publicly
announce the existence of the business relationship between parties without disclosing the specific
terms of the Agreement.
12.6 Miscellaneous. No failure or delay by either party in exercising any right under this Agreement will
constitute a waiver of that right. Other than as expressly stated herein,the remedies provided herein
are in addition to, and not exclusive of, any other remedies of a party at law or in equity. If any provision
of this Agreement is held by a court of competent jurisdiction to be contrary to law,the provision will be
modified by the court and interpreted so as best to accomplish the objectives of the original provision to
the fullest extent permitted by law,and the remaining provisions of this Agreement will remain in effect.
Accela will not be liable for any delay or failure to perform under this Agreement to the extent such
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delay or failure results from circumstances or causes beyond the reasonable control of Accela.This
Agreement does not create a partnership, franchise,joint venture, agency, fiduciary or similar
relationship between the parties.This Agreement, including any attachments hereto as mutually agreed
upon by the parties, constitute the entire agreement between the parties concerning its subject matter
and it supersedes all prior communications, agreements, proposals or representations, written or oral,
concerning its subject matter. No modification, amendment, or waiver of any provision of this
Agreement will be effective unless in writing and signed by a duly authorized representative of each
party against whom the modification, amendment or waiver is to be asserted. Notwithstanding any
language to the contrary, no additional or conflicting terms or conditions stated in any of Customer's
purchase order documentation or otherwise will be incorporated into or form any part of this
Agreement, and all such terms or conditions shall be null and void.
12.7 State of Idaho Requirements.The following provisions are required by the State of Idaho and are
included solely to comply with the laws of the State of Idaho.
Anti-Boycott Against Israel Act. Pursuant to Idaho Code § 67-2346, as applicable, Consultant certifies
that Consultant is not currently engaged in, and will not for the duration of this Agreement engage in, a
boycott of goods or services from Israel or territories under Israel's control. The terms "company" and
"boycott Israel" shall have the meanings ascribed to them in Idaho Code § 67-2346.
No Public Funds for Abortion Act. Pursuant to Idaho Code § 18-8703, as applicable, Consultant certifies
that it is not, and will not for the duration of this Agreement become, an abortion provider or an affiliate
of an abortion provider, as those terms are defined in the "No Public Funds for Abortion Act," Idaho
Code §§ 18-8701 etseq.
Contract with company owned or operated by the government of China prohibited. Pursuant to Idaho
Code § 67-2359, as applicable, Consultant certifies that Consultant is not a company currently owned or
operated by the government of China and will not for the duration of this Agreement be owned or
operated by the government of China. The terms "company" and "government of China" shall have the
meanings ascribed to them in Idaho Code § 67-2359.
Fossil Fuels/Firearms. Consultant certifies that: (i) as of the Effective Date, it is not engaged in a
"Boycott," as defined in Idaho Code §67-2347A, of any individual or company because that individual or
company engages in or supports (a) the exploration, production, utilization, transportation, sale, or
manufacture of fossil fuel-based energy,timber, minerals, hydroelectric power, nuclear energy, or
agriculture, or (b)the manufacture, distribution, sale, or use of any"Firearm," as defined in Idaho Code
§18-3302(2)(d); and (ii) it will not engage in any such boycott during the Term.
20201023
Proposed by: Dale Loyd
ML Accela Contact Phone:
Contact Email: dloyd@accela.com
Quote ID: Q-33669
2633 Camino Ramon, Suite 500 Valid Through: 10/1/2024
San Ramon, CA, 94583 Currency: USD
Order Form
Address Information
Bill To: Ship To:
City of Meridian City of Meridian
33 East Broadway Avenue 33 E. Broadway Ave
Meridian, Idaho 83642 Meridian, Idaho 83642
United States United States
Billing Name: Kristy Vigil
Billing Phone: (208)489-0495
Billing Email: kvigil@meridiancity.org
Services Year Date End Date Term Net Total
(Months)
Multi Solution User Year 1 10/1/2024 9/30/2025 12 $1,400.00 115 $161,000.00
>Accela Building-SaaS Year 1 10/1/2024 9/30/2025 12 $0.00 115 $0.00
>Accela Planning-SaaS Year 1 10/1/2024 9/30/2025 12 $0.00 115 $0.00
Enhanced Reporting Database Year 1 10/1/2024 9/30/2025 12 $0.00 1 $0.00
(ERD)
TOTAL: $161,000.00
Year Start Date End Date Term
(Months)
Multi Solution User Year 10/1/2025 9/30/2026 12 $1,491.00 115 $171,465.00
>Accela Building -SaaS Year 2 10/1/2025 9/30/2026 12 $0.00 115 $0.00
>Accela Planning-SaaS Year 2 10/1/2025 9/30/2026 12 $0.00 115 $0.00
Enhanced Reporting Database Year 2 10/1/2025 9/30/2026 12 $22,290.45 1 $22,290.45
(ERD)
TOTAL: $193,755.45
Services Year Start Date End Date Term Price Net T
(Months)
6
Multi Solution User Year 3 10/1/2026 9/30/2027 12 $1,587.91 115 $182,610.22
>Accela Building-SaaS Year 3 10/1/2026 9/30/2027 12 $0.00 115 $0.00
>Accela Planning-SaaS Year 3 10/1/2026 1 9/30/2027 12 $0.00 115 $0.00
Page 1 of 3
Services Year Start Date End Date Term Price Qty Net Total
(Months)
Enhanced Reporting Database Year 3 10/1/2026 9/30/2027 12 $23,739.33 1 $23,739.33
(ERD)
TOTAL: $206,349.55
Pricing Summary
Period Net Total
Year 1 $ 161,000.00
Year 2 $ 193,755.45
Year 3 $206,349.55
Total $561,105.00
Additional Terms:
1. No additional or conflicting terms or conditions stated in Customer's order documentation, including purchase orders,
will be incorporated into or form any part of this Order Form or the governing agreement, and all such terms or conditions
will be null.
2. This Order Form, including any OnPrem Licenses, Maintenance and Support, and Subscription Services, Enhanced
Reporting Database and Managed Application Services will be governed by the applicable terms and conditions. If those
terms and conditions are non-existent, have expired, do not apply or have otherwise been terminated, the following terms
at https://www.accela.com/terms/will govern as applicable, based on the Customer's purchase.
3. All Software Licenses, Maintenance, and Subscription purchases are non-cancelable and non-refundable.
4. If Customer has a prior agreement with Accela, and this purchase is co-terming with that prior agreement, if the start
date on this Order Form is before the actual delivery date of the purchase, Accela may pro-rate this purchase so that it
can co-term with the prior agreement.
5. If this Order Form is executed and/or returned to Accela by Customer after the Order Start Date above, Accela may
adjust the Order Start Date and Order End Date without increasing the total price based on the date Accela activates the
products and provided that the total term length does not change.
6. Enhanced Reporting Database pricing is based on a percentage of SaaS Annual Contract Value. As SaaS Annual
Contract Value increases/decreases based on seat count changes or annual uplift ERD pricing will be adjusted
accordingly at contract renewal.
7. Pricing is based upon payment by ACH or check. Payment by credit card (including Purchase Cards)for product
and services in this Order Form will be subject to a service charge of 3%. There is no service charge for ACH or check
payment.
Page 2 of 3
Enhanced Reporting Database Policy
This Accela Enhanced Reporting Database policy is an agreement between you ("You" or"Your")and Accela,Inc.
("Accela"). The Accela Enhanced Reporting Database ("Reporting Database") license subscription gives You direct
access to a database that is a replicated copy of the Accela Automation Tenant Transaction Database ("Transaction
Database"). In addition to the terms and conditions of the applicable Master Agreement, Your use of the Reporting
Database is governed by the terms and conditions as set forth below. Accela reserves the right to revoke Your license
should You fail to comply with these rules.
1. .Reporting Database is SQL Server-based and will contain exact copy of data from the Transaction Database.
2. Accela will use commercially reasonable efforts to provide a near real-time sync between the Reporting Database
and the Transaction database instances. Accela estimates the databases will be synced within seconds, however, in
some circumstances this may take several minutes.
3. The Reporting database may only be accessed by authentication credentials provided to You by Accela from an IP
address that is on your allow list. If You attempt to Access the Reporting Database from an IP addresses not on your
allow list, your access will be denied. IP addresses can be added to or removed from your allow list by contacting
Accela support.
4. The Reporting Database is read only and does not support updates, data synchronization or mirroring capabilities.
5. The Reporting Database is only supported in Accela's SaaS solution hosted in Accela's Azure environment.
6. Reporting database will be supported per Accela's standard SaaS Service Level Agreement("SLA").Accela is not
responsible for maintenance, availability or uptime of any external services or databases that reside outside of Accela's
SaaS environment even if they are interfacing with the Reporting Database.
7. You agree to work in good faith with Accela to mitigate any performance issues that might arise from overuse or
abuse of the Reporting Database.
8. Accela reserves the right to interrupt any session that is running against the Reporting Database if, in Accela's sole
discretion, the session is deemed to impact the availability or stability of the system as a result of long remote queue
length or replication latency to the Reporting Database.
Signatures
Accela, Inc. Customer
Signature: Signature:
Signed by:
�l i(,(A,ad f 4t,( h
73668EE5EB274C8...
Print Name: Print Name:
Luke Cavener, Council President 9-24-2024
Michael E Gigliello
Title:
Controller
Date: ttest C ris o nson, Cit Clerk 9-24-2024
9/17/2024
Page 3 of 3
MAccela
Statement of Work
Meridian, ID
SaaS Migration Services
9/16/2024
Version 1.0
Accela, Inc.
2633 Camino Ramon
Suite 120
San Ramon, CA 94583
Tel: 925-659-3200
Statement of Work Page 1 of 9
Proprietary and Confidential
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TABLE OF CONTENTS
TABLEOF CONTENTS.....................................................................................................................................................................2
DOCUMENTCONTROL....................................................................................................................................................................3
INTRODUCTION................................................................................................................................................................................4
OVERVIEW............................................................................................................................................................................................4
SCOPEOF SERVICES......................................................................................................................................................................4
WORKDESCRIPTION.............................................................................................................................................................................4
OUTOF SCOPE.................................................................................................................................................................................5
PROJECTASSUMPTIONS...............................................................................................................................................................5
GENERAL PROJECT ASSUMPTIONS........................................................................................................................................................5
INTEGRATIONASSUMPTIONS.................................................................................................................................................................6
PROJECTTIMELINE...............................................................................................................................................................................6
PROJECTCOMPLETION..........................................................................................................................................................................6
PROJECTSPUT ON HOLD......................................................................................................................................................................6
PAYMENTTERMS.............................................................................................................................................................................6
PAYMENTSCHEDULE............................................................................................................................................................................6
EXPENSES............................................................................................................................................................................................6
CONTRACTSUM....................................................................................................................................................................................6
ADMINISTRATION.............................................................................................................................................................................7
CHANGEODERS...................................................................................................................................................................................7
EXPIRATION..........................................................................................................................................................................................7
DISCLAIMERS........................................................................................................................................................................................7
SIGNATURES....................................................................................................................................................................................8
APPENDIX A: CHANGE ORDER FORM...........................................................................................................................................9
SIGNATURE AND ACCEPTANCE...............................................................................................................................................................9
Statement of Work Page 2 of 9
Proprietary and Confidential
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DOCUMENT CONTROL
Date Author Version Change Reference
7/14/2023 J. White 1.0 SOW Creation
Statement of Work Page 3 of 9
Proprietary and Confidential
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INTRODUCTION
OVERVIEW
This Statement of Work("SOW") dated 9/16/2024 sets forth the scope and definition of the project-based
professional services(collectively,the"Services")to be provided by Accela, Inc., its affiliates and/or agents
("Accela")to Meridian, ID ("Agency" or"Customer").
The products and services contained herein shall be governed by the Subscription Services Agreement
located at www.accela.com/terms/.
This statement of work represents a Fixed Fee based engagement.
SCOPE OF SERVICES
Accela will provide services to the Agency for migrating the Accela on-premise Civic Platform instance to
the Accela Cloud based on the materials provided by the Agency in the SaaS Migration Questionnaire.
• Import/upgrade of MS SQL DBs (up to 3 environments: Development,Test, Production)
• Assistance migrating 5 specific interfaces:
o GIS (including APO load)
o Credit Card Payment Adapter(TPE)
o Avolve ProjectDox
o License Professional Load
o Access ID
• Migration of up to 250 SSRS reports
• EMSE 3.0 Upgrade
• Assist in integrating Azure SSO
• Up to 40 hour of issue resolution and testing assistance during UAT
• Go live planning and cutover assistance
Products
The following Accela products are in scope for this Project:
• Accela Automation
• Accela Citizen Access
• Accela GIS
• Accela Mobile
WORK DESCRIPTION
Accela will perform a migration of the customer's on-premise Accela environments using MS SQL (up to 3
environments: Support,Test, Production)to the Accela SaaS platform.
Steps:
1. Customer provides an updated backup of the MS SQL databases for the environments to be
migrated
2. Perform the database migration (Accela,Jetspeed,AGIS, AMO, and ADS databases as required)
Statement of Work Page 4 of 9
Proprietary and Confidential
MAccela
a. Copy database to Accela site
b. Execute preparation and remediation scripts; drop any custom objects
c. Import data from the MS SQL DB into Accela SaaS SQL instance
3. Execute validation scripts to confirm the schema
4. Provision tenant instance in Accela SaaS
5. Update environment specific data in the databases
6. Import documents from on-premise ADS to Accela SaaS ADS
o Extract documents from the DB and move to ADS
7. Start Accela services and validate the system is functional i.e. login, search, create records, etc.
8. Execute automated test tool to ensure proper system functionality
9. Customer performs migration validation
10. Remediate any data issues that found from the migration
11. Provide the customer with a backup of the revised SQL DB
12. Upgrade EMSE Master Scripts to current version
o Convert EMSE 2.0 scripts in standard choices to EMSE 3.0 scripts
13. Migrate and Test integrations
o Repoint service endpoints to new URLs
o Adjust firewall rules and network topologies as necessary
o Update interface EMSE scripting dependences for Azure compatibility
o Unit test and ensure base functionality
14. Migrate and update SSRS reports (maximum of 250)
o Import reports into the Accela SaaS environment
o Update reports to remove dependencies on custom objects (stored procedures,
functions)
o Facilitate customer testing and remediate any issues found resulting from migration
15. Validate Ad Hoc reports
o Remove dependencies on custom views where possible
o Convert to SSRS as needed
16. Develop go live plan
17. Final go-live/roll back decision
18. Execute go live plan
o Two weeks of post go live support
19. Provide 2 weeks of post go live support from the project team
OUT OF SCOPE
Any Coding, conversion or additional services not specifically described in this document is the
responsibility of Agency.
PROJECT ASSUMPTIONS
GENERAL PROJECT ASSUMPTIONS
• Agency will provide the necessary data, files, and other specified inputs to perform the work
described in this agreement. These items will be uploaded to secure Azure storage by the Agency.
Failure to provide these items in a timely fashion will result in a project delay. Such a delay will
result in a Change Order.
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• Agency will ensure that Accela resources have access to a Dev or Test version of the 3rd party
systems for interface development. All interfaces will be developed against 1 (one), agreed upon
version of the 3rd party system.
• Agency will provide source code for relevant interfaces in scope. If source code is unavailable,then
the project may be delayed or addition cost may result from the re-development of a new
interface.
Integration Assumptions
• Hosting of interfaces remains the responsibility of the agency unless specifically included in the
Accela SaaS license agreement.
PROJECT TIMELINE
The project is estimated to take 30 weeks.The projected start date for the Project is forty-five(45)calendar
days after mutual acceptance and signature of this SOW.
PROJECT COMPLETION
Upon completion of the work defined above,this contract will be closed.
PROJECTS PUT ON HOLD
It is understood that sometimes Agency priorities are revised requiring the Agency to place the Accela
implementation on hold. The Agency must send a formal written request sent to Accela to put the project
on hold. Delays of 2 weeks or more that have a tangible impact to Accela's resource plan are subject to
change order.
If an Agency-based delay puts the project on hold for more than 90 days, Accela reserves the right to
terminate the contract and negotiate new terms. If an Agency-based delay puts the project on hold past
the termination period, Accela reserves the right to terminate the contract at the time of the delay. After
that time, Accela can choose to cancel the rest of the Statement of Work.To finish the project will require
a new Statement of Work at new pricing.
PAYMENT TERMS
PAYMENT SCHEDULE
• 50% due at contract signing$86,900.
• 50% invoiced at completion $86,900.
EXPENSES
There is no provision for travel expenses or travel time in this SOW because Agency does not need any
onsite resources. Travel to the Agency will not be conducted unless a Change Order, inclusive of travel
expense terms and conditions, is signed prior to travel commencing to cover the cost of the travel.
CONTRACT SUM
The total estimated amount payable under this SOW, as calculated from the above-mentioned fees, is
$173,800. This estimated price is based on the information available at time of signing and the
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assumptions, dependencies and constraints, and roles and responsibilities of the Parties, as stated in this
SOW.
ADMINISTRATION
CHANGE ODERS
In order to make a change to the scope of Professional Services in this SOW, and subject to the Disclaimers
below, Agency must submit a written request to Accela specifying the proposed changes in detail. Accela
will submit to Agency an estimate of the charges and the anticipated changes in the delivery schedule that
will result from the proposed change in the Professional Services Change Order. Accela will continue
performing the Professional Services in accordance with the SOW until the parties agree in writing on the
change in scope of work,scheduling, and fees therefore. Any Change Order will be agreed to by the parties
in writing prior to implementation of the Change Order. If Accela's effort changes due to changes in timing,
roles, responsibilities, assumptions, scope, etc. or if additional support hours are required, a change order
will be created that details these changes, and impact to project and cost (if any). Any change order will
be signed by Accela and Agency prior to commencing any activities defined in the change order. Standard
blended rate for Accela resources is $250 per hour. The Change Order Template is attached hereto as
Appendix A.
EXPIRATION
The scope and terms of this SOW must be executed before 6/30/2023. If the SOW is not executed,the
current scope and terms can be renegotiated.
DISCLAIMERS
Accela makes no warranties in respect of the Services described in this SOW except as set out in the
governing Subscription Services Agreement. Any configuration of or modification to the Product that can
be consistently supported by Accela via APIs, does not require direct database changes and is capable of
being tested and maintained by Accela will be considered a "Supported Modification".Accela's obligations
and warranties in respect of its Services, Products,and maintenance and support,as set out the agreement
between Accela and Agency, does not extend outside the Supported Modifications or to any Agency
manipulation of implemented scripts, reports, interfaces and adaptors.
In the event Agency requires significant changes to this SOW (including cumulative revisions across any
one or more Change Orders) which Accela reasonably determines (a) is a material modification of the
nature or scope of Services as initially contemplated by the Parties under this SOW and/or(b)is significantly
outside the Supported Modifications, Accela may, upon no less than thirty (30) days' notice to Agency,
suspend or terminate this SOW and/or any Change Order issued hereunder. In the event of any such
termination or suspension,the parties will work together in finalizing agreed-upon Deliverables.
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SIGNATURES
This Statement of Work is agreed to by the parties and made effective upon the date of last signature. If
undated by Agency, the effective date will be as of the Accela signature hereto.
ACCELA, INC. Meridian, ID
FSigned by:
UI (�a f �L1.1.11
Au-TAMFa'§VAature Authorized Signature
Michael E Gigliello Luke Cavener, Council President 9-24-2024
Name- Type or Print
Controller
Title
9/17/2024 ttest C ris o nson, Cit Clerk 9-24-2024
Date
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APPENDIX A: CHANGE ORDER FORM
Agency: CO#:
Project Code: Date:
Contract ID:
Initiating Department:
Initiated By:
A. PROJECT CHANGE DESCRIPTION/TASK SUMMARY:
1. [Description of Change#1 —Issue details/scope impact, add as many as needed]
• Schedule impact:
• Resource impact:
• Cost impact:
2. Etc.
Total Project Schedule Impact: [Enter]
Total Project Resource Impact: [Enter]
Total Project Cost Impact: [Enter]
B. BILLING TERMS:
Please describe the method by which Accela may bill the customer. Typically for CO's this is T&M.
C. EXPIRATION:
If this is a CO for a bucket of T&M hours there needs to be an expiration date
SIGNATURE AND ACCEPTANCE
The above Services will be performed in accordance with this Change Order/Work Authorization and the provisions
of the Contract for the purchase, modification, and maintenance of the Accela systems.The approval of this Change
Order will act as a Work Authorization for Accela and/or Agency to perform work in accordance with this Change
Order, including any new payment terms identified in this Change Order. This Change Order takes precedent and
supersedes all other documents and discussions regarding this subject matter.
Accepted By: Accepted By:
Accela, Inc.
By: By:
Print Name: Print Name:
Title: Title:
Date: Date:
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