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SUNGARD® PUBLIC SECTOR
February 12, 2013
Patti Beebe
City of Crestview
198 N. Wilson
Crestview, FL 32536
Dear Ms. Beebe:
Enclosed please find one (1) original Application Services Provider Agreements that
have been executed by an authorized SunGard Public Sector representative for you to
retain as your copy.
If you have any questions, please feel free to contact me at the email address below.
Thank you.
Sincerely,
Hannafer Bacchus -Moore
Contracts Specialist II
Hannafer.bacchus-Moore@sungardps.com
Enclosures
1000 Business Center Drive, Lake Mary, FL 32746 (407) 304-3894
APPLICATION SERVICES PROVIDER AGREEMENT
This Application Services Provided Agreement ("Agreement") is made between SunGard Public Sector Inc.,
("SunGard Public Sector") a Florida corporation with a business address at 1000 Business Center Drive, Lake
Mary, FL 32746 and City of Crestview, 198 N. Wilson, Crestview, FL 32536, ("Customer") as of the Execution
Date.
Customer desires to engage SunGard Public Sector to provide Customer with access to and use of certain
SunGard Public Sector -provided Software on an application services SunGard Public Sector basis. Accordingly,
the parties agree as follows:
1. Defined Terms.
"Application(s)" means the software system(s) to which Customer has requested access and paid
therefor, listed on Appendix A Schedule A - Order Form, including, but not limited to, all computer programs
and related documentation, and any modifications thereto.
"Application Services" means the services and Software utilization to be provided to Customer by
SunGard Public Sector under this Agreement, as described in Appendix B.
"Application Services Term" means the period identified in Section 9 of this agreement as "Term and
Termination," and during which Customer will have the right to access the Software.
"Appendix" means each schedule that is attached to this Agreement that is marked as an "Appendix."
Appendices are lettered sequentially, beginning with "Appendix A" and continuing thereafter.
"Concurrent Sessions" means any person accessing SunGard Public Sector's hosted environment.
"Customer Employees" means: (i) Customer's employees with a need to know; and (ii) third party
consultants engaged by Customer who have a need to know, who have been pre -approved by SunGard
Public Sector, and who, prior to obtaining access to the Software, have executed a SunGard Public Sector -
approved non -disclosure agreement.
"Commencement Date" is defined in Appendix A, and is the date on which the Term commences and
the date upon which Customer will begin to pay Application Services fees to SunGard Public Sector.
"Confidential Information" means non-public information of a party to this Agreement. Confidential
Information of SunGard Public Sector includes the Software and algorithms, methods, techniques and
processes revealed by the Software. Confidential Information does not include information that: (i) is or
becomes known to the public without fault or breach of the Receiving Party; (ii) the Disclosing Party regularly
discloses to third parties without restriction on disclosure; or (iii) the Receiving Party obtains from a third party
without restriction on disclosure and without breach of a non -disclosure obligation.
"Disclosing Party" means the party providing its Confidential Information to the Receiving Party.
"Documented Defect" means a material deviation between the General Release Module and its
documentation, for which Documented Defect SunGard Public Sector has confirmed that Customer has given
SunGard Public Sector enough information for SunGard Public Sector to replicate the deviation on a
computer configuration which is both comparable to the Hardware and is under SunGard Public Sector's
control.
"Execution Date" means the latest date shown on the signature page of this Agreement.
"General Release" means the general release version of a Module as updated by Upgrades, but without
any other modification whatsoever.
"IP Rights" means all patents, patent rights, patent applications, copyrights, copyright registrations, trade
secrets, trademarks and service marks and Confidential Information.
"Maintenance" means SunGard Public Sector's efforts to provide Customer with avoidance procedures
for or corrections of Documented Defects.
SunGard Public Sector ASP Agreement CRES-30151.6-130105-1 ASP Agreement
Rev. 1 01.10 Page 1 of 15 2/6/2013
"Module" means any one of the computer software programs that is identified in Appendix A as a
"Module," including all code and related specifications, documentation, technical information and all IP Rights
for such Module.
"New Releases" means new editions of a General Release Module.
"Object Code" means computer programs assembled, compiled, or converted to magnetic or electronic
binary form on software media, which are readable and usable by computer equipment.
"Software" means the Modules listed in Appendix A Schedule A — Order Form.
"Schedule A - Order Form" means an attachment to this Agreement, which is a supplement to this
Agreement for all purposes. Unless otherwise stated in any Schedule A — Order Form, all terms and
conditions stated in this Agreement shall remain in effect.
"Receiving Party" means the party receiving Confidential Information of the Disclosing Party.
"Upgrades" means, collectively, Maintenance, Additional Functionality and New Releases.
2. Application Services, Generally. During the Application Services Term, SunGard Public Sector will provide
Customer with the Application Services generally described in Appendix B, on the terms and conditions of this
Agreement. Customer shall have certain performance responsibilities under this Agreement, as outlined in
Appendix B. Application Services include the grant by SunGard Public Sector to Customer of a non-
exclusive, non -transferable license to access and use the Software in Object Code form within the United
States of America for Customer's own, non-commercial computing operations (subject to any Concurrent
User limitations provided for in Appendix A), while such Object Code resides in and is executed from a
SunGard Public Sector datacenter. Any rights not expressly granted in this Agreement are expressly
reserved.
(a) Documentation. Customer can make a reasonable number of copies of the documentation for each
Module for its use in accordance with the terms of this Agreement.
(b) Restrictions on Use of the Software. Customer is prohibited from causing or permitting the reverse
engineering, disassembly or decompilation of the Software. Customer is prohibited from using the Software
to provide service bureau data processing services or to otherwise provide data processing services to third
parties. Customer will not allow the Software to be used by, or disclose all or any part of the Software to, any
person except Customer Employees. Without limiting the foregoing, Customer is permitted to allow use of
the input and/or output sensory displays of or from the Software by third parties on a strict "need to know"
basis, and such use will not be deemed a non -permitted disclosure of the Software.
This Agreement is expressly made subject to any United States government and other applicable laws,
regulations, orders or other restrictions regarding export from the United States or another country, and
import into any country, of computer hardware, software, technical data or other items, or derivatives of such
hardware, software, technical data or other items. Customer will not allow the Software, in whole or in part, to
be exported outside of the United States of America, in any manner or by any means. Customer is prohibited
from removing or altering any of the IP Rights notice(s) embedded in or that SunGard Public Sector otherwise
provides with the Software. Customer must reproduce the unaltered IP Rights notice(s) in any full or partial
copies that Customer makes of the Software.
(c) Application Software Maintenance and Suuport Services. Maintenance is available during the
SunGard Public Sector hours outlined in Appendix B.
3. Access Services and Start -Up Assistance. SunGard Public Sector agrees to provide access to the
Applications (hereafter referred to as "Access") requested by Customer on Appendix A Schedule A - Order
Form (or any supplemental or replacement Schedule A -Order Form(s)) for the number of terminals indicated
so long as Customer is current in its payment obligations hereunder. Customer agrees to pay the fees for
Access ("Access Fees") as provided on Schedule A - Order Form. Customer agrees that Customer's Access
to the Applications shall be for Customer's sole use and not for any third party.
(a) Hours of Operation. SunGard Public Sector shall publish its hours of operation in Appendix B and
shall keep Customer apprised of any changes thereto.
SunGard Public Sector ASP Agreement CRF.S-30151.G-130105-1 ASP Agreement
Rev. 1.01.10 Page 2 of 15 2/ 2013
(b) Improvements and Changes. SunGard Public Sector will install upgrades, new software releases
and enhancements, error corrections, upgrades to third party operating system software, and upgrades to
hardware, as necessary, for the Host Computer Systems.
(c) Start -Up Assistance. SunGard Public Sector will provide Start -Up Assistance to Customer and
Customer agrees to pay to SunGard Public Sector the Start -Up Fees as provided on Appendix A Schedule A
- Order Form. SunGard Public Sector's most current information with regard to Start -Up Assistance is
published on Appendix B Standards Sheet. Customer agrees to reimburse SunGard Public Sector for actual,
reasonable travel and living expenses incurred by or on behalf of SunGard Public Sector and its personnel in
fumishing the Start -Up Assistance. Any such travel and living expenses shall be billed by SunGard Public
Sector to Customer on a monthly basis and governed by the SunGard Public Sector Travel Policy.
(d) Optional Conversion Services. At Customer's option, SunGard Public Sector will provide Conversion
services. If Customer elects Conversion services, Customer shall provide data to SunGard Public Sector in a
compatible format acceptable to SunGard Public Sector, and on media specified by SunGard Public Sector.
4. Fees, Payment and Taxes.
(a) Payment.
(i) Application Services Fees. During the Application Services Term, Customer will pay SunGard
Public Sector the Application Services fees specified in Appendix A, or as otherwise provided for in Appendix
A. No more frequently than once per year, SunGard Public Sector shall have the right to adjust the Monthly
Access Fees. For the Term of this Agreement only, any increase in monthly Application Services fees shall
be limited to no more than 5% compared to the preceding year's fees. Time is of the essence with regard to
Customer's payment obligations pursuant to this Agreement.
(ii) Travel and Living Expenses. Except as otherwise provided in Appendix A, Customer will
reimburse SunGard Public Sector for actual and reasonable, out-of-pocket travel and living expenses that
SunGard Public Sector incurs in providing Customer with services under this Agreement. Such travel and
living expenses will be invoiced on a monthly basis in arrears and will be due within thirty (30) days from the
date of invoice.
(iii) Late Charge. SunGard Public Sector will have the right to charge a late fee to the extent that
any payment is received later than thirty (30) days from the date of invoice. Late fees will be calculated based
on a per annum rate equal to the lesser of: (i) the prime lending rate established from time to time by Citizens
Bank, Philadelphia, Pennsylvania Bank, plus three percent (3%); and (ii) the highest rate permitted by
applicable law, and will be payable to SunGard Public Sector on demand.
(b) Taxes. Customer is responsible for paying all taxes (except for taxes based on SunGard Public
Sector's net income or capital stock) relating to this Agreement, the application services, the Software, and
any other services provided or payments made under this Agreement. Applicable tax amounts (if any) are
NOT included in the fees set forth in this Agreement. If Customer is exempt from the payment of any such
taxes, Customer must provide SunGard Public Sector with a valid tax exemption certificate; otherwise,
absent proof of Customer's direct payment of such tax amounts to the applicable taxing authority,
SunGard Public Sector will invoice Customer for and Customer will pay to SunGard Public Sector all such
tax amounts.
(c) Customer shall pay for any data communications telephone services. If Customer requires special
telephone line configurations due to unique equipment or data requirements, SunGard Public Sector
reserves the right to charge for analysis and design of such special configurations.
(d) Suspension of Service. If in any instance, Customer fails to pay to SunGard Public Sector within thirty
(30) days after SunGard Public Sector makes written demand therefor, and payment of the amount in
question is not the subject of a bona fide dispute, then, in addition to preserving its rights to collect
payment of the past -due amount and all accompanying late fees, and all other rights and remedies that
SunGard Public Sector may have at law or in equity, SunGard Public Sector may, in its sole discretion and
without further notice to Customer, suspend or reduce its performance of the Application Services.
SunGard Public Sector ASP Agreement CRF.S-30151.0-130105-1 ASP Agreement
Re%. 1.01.10 Page 3 of 15 2r6/20I3
5. Confidential Information. Except as otherwise permitted under this Agreement, the Receiving Party will not
knowingly disclose to any third party, or make any use of the Disclosing Party's Confidential Information. The
Receiving Party will use at least the same standard of care to maintain the confidentiality of the Disclosing
Party's Confidential Information that it uses to maintain the confidentiality of its own Confidential Information
of equal importance. Except in connection with the Software and any software provided with the Software,
the non -disclosure and non-use obligations of this Agreement will remain in full force with respect to each
item of Confidential Information for a period of ten (10) years after Receiving Party's receipt of that item.
However, Customer's obligations to maintain the Software as confidential will survive in perpetuity.
6. Credit Toward In-house Licensing. As used in this Paragraph 6, "In-house Licensing" means procuring
through SunGard Public Sector's standard license agreement, the right for Customer to run a copy of the
Applications that are owned by SunGard Public Sector for Customer's use only, on hardware owned or leased
by Customer at a facility which is owned or controlled by Customer. In the event Customer desires to run the
Applications owned by SunGard Public Sector in-house (and has not previously procured a license for such
in-house use), SunGard Public Sector will discount Customer's in-house licensing fees for the Applications
owned by SunGard Public Sector by an amount equal to one percent (1%) of the licensing fees for each
month Customer uses Access services, up to a maximum discount of sixty percent (60%). In order to qualify
for said credit, Customer must not be in breach hereof, must have provided termination notice pursuant to the
terms of this Agreement, must enter into SunGard Public Sector's standard license agreement, and must
have paid all fees required to be paid to SunGard Public Sector. Maintenance and support services for the
Applications that are owned by SunGard Public Sector will be available to Customer (and are recommended
by SunGard Public Sector) under the terms of SunGard Public Sector's standard maintenance agreement.
7. Existing Products. For products listed in Appendix A as "Existing Products (Currently Licensed)" (Licensed
Programs) of which Customer has licensed under a previous agreement, Customer shall retain the right to
run a copy of the Licensed Program(s) on hardware owned or leased by Customer at a facility which is owned
or controlled by Customer. Customer acknowledges that should they run a copy of the Licensed Program(s),
maintenance services for said Licensed Program(s) will not be provided under this Agreement. Should
Customer desire to receive maintenance services they will be required to enter into a separate software
maintenance agreement with SunGard Public Sector.
8. Intellectual Property Indemnity by SunGard Public Sector. SunGard Public Sector will defend, indemnify
and hold Customer harmless from and against any loss, cost and expense that Customer incurs because of a
claim that use of a General Release Module infringes any United States copyright of others. SunGard Public
Sector's obligations under this indemnification are expressly conditioned on the following: (i) Customer must
promptly notify SunGard Public Sector of any such claim; (ii) Customer must in writing grant SunGard Public
Sector sole control of the defense of any such claim and of all negotiations for its settlement or compromise
(if Customer chooses to represent its own interests in any such action, Customer may do so at its own
expense, but such representation must not prejudice SunGard Public Sector's right to control the defense of
the claim and negotiate its settlement or compromise); (iii) Customer must cooperate with SunGard Public
Sector to facilitate the settlement or defense of the claim. If any Module is, or in SunGard Public Sector's
opinion is likely to become, the subject of a United States copyright infringement claim, then SunGard Public
Sector, at its sole option and expense, will either: (A) obtain for Customer the right to continue using the
Module under the terms of this Agreement; (B) replace the Module with products that are substantially
equivalent in function, or modify the Module so that it becomes non -infringing and substantially equivalent in
function; or (C) refund to Customer the annual Application Services fee payable by Customer in the year that
such claim or threatened claim arises. THE FOREGOING IS SUNGARD PUBLIC SECTOR'S EXCLUSIVE
OBLIGATION WITH RESPECT TO INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
9. Term and Termination.
(a) Application Services Term. The initial Application Services Term is for a period as stated in the
Appendix A — Schedule A Order Form. Thereafter, the Application Services Term will automatically renew for
consecutive one (1) year periods, unless terminated by either party by providing written notice one -hundred
eighty days (180) days prior to the upcoming Application Services Term annual renewal date.
SunGard Public Sector ASP Agreement C RES-3015LG-130105-1 ASP Agreement
Rev. 1.01.10 Page 4 of 15 2/6/2013
(b) Right of Termination. A party has the right to terminate this Agreement if the other party breaches a
material provision of this Agreement. Either party has the right to terminate this Agreement at any time while
an event or condition giving rise to the right of termination exists. To terminate this Agreement, the party
seeking termination must give the other party notice that describes the event or condition of termination in
reasonable detail. From the date of its receipt of that notice, the other party will have thirty (30) days to cure
the breach to the reasonable satisfaction of the party desiring termination. If the event or condition giving rise
to the right of termination is not cured within that period, this Agreement will automatically be deemed
terminated at the end of that period. However, notice to SunGard Public Sector of a suspected Documented
Defect will not constitute a notice of termination of this Agreement.
(c) Effect of Expiration of Application Services Term or Termination of Agreement. Upon the expiration
of the Application Services Term, or upon any earlier termination of this Agreement by either party,
Customer's right to receive the Application Services and to use the Software as otherwise provided for in this
Agreement terminates. Any use of the Software after the Application Services Term or after the termination
of this Agreement is a violation of this Agreement, and further, may subject the user to additional claims under
applicable law, including without limitation claims for violation of SunGard Public Sector's copyright interest in
and to the Software.
(d) Deconversion Assistance. If after any termination or expiration of this Agreement Customer converts
to a different vendor's applications, SunGard Public Sector will provide, upon payment of SunGard Public
Sector's then -current standard deconversion fee, reasonable assistance and documentation for such
deconversion in order to assist Customer in removing its information and placing said information in SunGard
Public Sector's standard format for input to the other vendor's applications. In the event Customer requests a
non-standard deconversion, SunGard Public Sector shall be entitled to receive compensation for consultation,
software and documentation provided to assist in the deconversion on a time and materials basis at the
standard prevailing rate then charged by SunGard Public Sector for such services.
(e) Survival of Obligations. All obligations relating to non-use and non -disclosure of Confidential
Information and indemnity will survive termination of this Agreement.
(f) Termination Without Prejudice to Other Rights and Remedies. Termination of this Agreement will be
without prejudice to the terminating parry's other rights and remedies pursuant to this Agreement.
10. Notices. All notices and other communications required or permitted under this Agreement must be in
writing and will be deemed given when: Delivered personally; sent by United States registered or certified
mail, return receipt requested; transmitted by facsimile confirmed by United States first class mail; or sent by
overnight courier. Notices must be sent to a party at its address shown on the first page of this Agreement, or
to such other place as the party may subsequently designate for its receipt of notices.
11. Force Maleure. Neither party will be liable to the other for any failure or delay in performance under this
Agreement due to circumstances beyond its reasonable control, including Acts of God, acts of war, accident,
labor disruption, acts, omissions and defaults of third parties and official, governmental and judicial action not
the fault of the party failing or delaying in performance.
12. Assignment. Neither party may assign any of its rights or obligations under this Agreement, and any
attempt at such assignment will be void without the prior written consent of the other party. For purposes of
this Agreement, "assignment" will include use of the Software for benefit of any third party to a merger,
acquisition and/or other consolidation by, with or of Customer, including any new or surviving entity that
results from such merger, acquisition and/or other consolidation. However, the following will not be
considered "assignments" for purposes of this Agreement: SunGard Public Sector's assignment of this
Agreement or of any SunGard Public Sector rights under this Agreement to SunGard Public Sector's
successor by merger or consolidation or to any person or entity that acquires all or substantially all of its
capital stock or assets; and SunGard Public Sector's assignment of this Agreement to any person or entity to
which SunGard Public Sector transfers any of its rights in the Software.
13. No Waiver. A parry's failure to enforce its rights with respect to any single or continuing breach of this
Agreement will not act as a waiver of the right of that party to later enforce any such rights or to enforce any
other or any subsequent breach.
SimG;ud Public Sector ASP Agreement CR12.S-30151.6-130105-1 ASP Agreement
Rev, 1.01.10 Page 5 of 15 2/6/2013
14. Choice of Law; Severability. This Agreement will be governed by and construed under the laws of the State
of Florida, without reference to the choice of laws provisions thereof. If any provision of this Agreement is
illegal or unenforceable, it will be deemed stricken from the Agreement and the remaining provisions of the
Agreement will remain in full force and effect.
15. LIMITATIONS OF LIABILITY; DISCLAIMER OF WARRANTIES
(a) LIMITED LIABILITY OF SUNGARD PUBLIC SECTOR. SUNGARD PUBLIC SECTOR'S
LIABILITY IN CONNECTION WITH THE APPLICATION SERVICES, THE SOFTWARE, ANY
CONSULTING SERVICES, OR ANY OTHER MATTER RELATING TO THIS AGREEMENT WILL NOT
EXCEED THE APPLICATION SERVICES FEES THAT CUSTOMER ACTUALLY PAID TO SUNGARD
PUBLIC SECTOR IN THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD.
(b) EXCLUSION OF DAMAGES. REGARDLESS WHETHER ANY REMEDY SET FORTH HEREIN
FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO EVENT WILL SUNGARD PUBLIC
SECTOR BE LIABLE TO CUSTOMER FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL
DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE),
PRODUCT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT SUNGARD PUBLIC SECTOR HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.
(c) DISCLAIMER OF WARRANTIES. EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS
AGREEMENT, SUNGARD PUBLIC SECTOR MAKES NO WARRANTIES WHATSOEVER, EXPRESS OR
IMPLIED, WITH REGARD TO THE APPLICATION SERVICES AND/OR THE SOFTWARE, IN WHOLE OR
IN PART. SUNGARD PUBLIC SECTOR EXPLICITLY DISCLAIMS ALL WARRANTIES OF
MERCHANTABILITY AND OF FITNESS FOR A PARTICULAR PURPOSE.
(d) BASIS OF THE BARGAIN. CUSTOMER ACKNOWLEDGES THAT SUNGARD PUBLIC SECTOR
HAS SET ITS FEES AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE LIMITATIONS
OF LIABILITY AND THE DISCLAIMERS OF WARRANTIES AND DAMAGES SET FORTH IN THIS
AGREEMENT, AND THAT THE SAME FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE
PARTIES.
16. Entire Agreement. This Agreement contains the entire understanding of the parties with respect to its subject
matter, and supersedes and extinguishes all prior oral and written communications between the parties about
its subject matter. Any purchase order or similar document which may be issued by Customer in connection
with this Agreement does not modify this Agreement. No modification of this Agreement will be effective
unless it is in writing, is signed by each party, and expressly provides that it amends this Agreement. The
individual executing this Agreement on behalf of its party represents and warrants that he/she has full
authority to bind such party to all terms, conditions and obligations of this Agreement.
City of Crestview, FL
BY: Lei"? BY:
PRINTED NAME: L77 L9-6-e-V• ni 120 y
PRINTED TITLE: e` J tat' �
DATE SIGNED: c7V17 / 0 l�
SunGard Public Sector Inc.
PRINTED a rces
Sungard Public Sector Inc
PRINTED TITLE:
DATE SIGNED:
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SunGard Public Sector ASP Agreement (RF.S-30151.G-130105-1 ASP Agreement
Rev. 1.01 Io Page 6 of 15 2/6/2013
APPENDIX A
Schedule A - Order Form
Customer Name: City of Crestview, FL
Agreement Number: CRES-3015LG-130105
Yes
Initial Order Form
X
Replacement Order Form
1. Commencement Date: Begins February 1, 2013 and expires sixty (60) months from the date the initial
Monthly Access Fee is due under this Schedule A — Order Form.
2. Aaplication Groups: Start-Uo Fees and Monthly Access Fees
X
Applications and/or Services
Professional
Service Fee
Professional
Service
(Installation)
Monthly Access
Fee
Current Products
(Currently Licensed)
GMBAwith Eidended Reporting - (GM), Purchasing/Imentory •
(PI), Payroll/Personnel - (PR), Asset Management II - (A2).
Cash Receipts - (CR), Land Parcel Management - (LX),
Business Licenses - (OL), Customer Information Systems -
(CX), Document Management Systems - (DX), Click2Gov
Core Module - (K1), Click2GovCX - (K2), OnePoint Point of
Sale - (KM), SunGard Transaction Manager - (KT), Orep
Catalogs - GM, PI, PR, A2, CR, LX, CX - (CJ)
N/A
N/A
6,150.00
New Products
(Not Currently Licensed)
Building Permits - (BP), Click2Gov Building Permits - (K3),
QRep Catalogs: BP - (CJ)
N/A
N/A
479.88
Professional Services
For Building Permits
Setup, Implementation and Training
14,840.00
N/A
Included in
Monthly Access
Fee
New Products
(Not Currently Licensed)
Code Enforcement- (CE), Click2Gov Code Enforcement -
(KO), QRep Catalogs: CE • (CJ)
N/A
N/A
268 10
Professional Services
For Code Enforcement
Setup, Implementation and Training
12,160.00
N/A
Included in
Monthly Access
Fee
New Products
(Not Currently Licensed)
Cash Receipts Lockbox Interface - (CA)
1,600.00
Included in
Monthly Access
Fee
3rd Party Products
(Currently Licensed)
QRep Admin (1) - (QRep Admin), QRep End User (1) - (CG) '
N/A
N/A
Included in
Monthly Access
Fee
Hardware Allocation
Click2Gov hardware will be hosted and managed by
SunGard Public Sector Site to Site VPN option to include
management and configuration of VPN btnnel.
N/A
N/A
Included in
Monthly Access
Fee
Retrofit Maintenance
5 objects @ $100 per object or $500 per year.
N/A
N/A
Included in
Monthly Access
Fee
Services
Shared / Select Environment
N/A
N/A
Inciuded in
Monthly Access
Fee
Services
Setup, Implementation, HELP Card, Disaster Recovery Plan
for SunGard Public Sector applications
N/A
N/A
Included in
Monthly Access
Fee
Total:
$27,000.00
$1,600.00
$6,897.98
APPLICABLE TAXES ARE NOT INCLUDED IN THIS SCHEDULE, AND, IF APPLICABLE, WILL BE ADDED TO THE
AMOUNT IN THE PAYMENT INVOICE(S) BEING SENT SEPARATELY TO THE CUSTOMER.
`Number of Concurrent Sessions listed above used in the calculation for the Monthly Access Fees. Changes to
the number of Concurrent Sessions may impact the Monthly Access Fee.
SunGard Public Sector ASP Agreement
Re% 1.01.10
Page 7 of 15
ORES-3015LG-130105-1 ASP Agreement
2/6/2013
3. Payment Terms:
Professional Service
Fees:
Professional Service
Installation Fees:
Monthly Access Fee:
Due as incurred.
On invoice, upon completion.
The initial Monthly Access Fee will be due February 1, 2013. Subsequent
Monthly Access Fees will be due on the first of the month thereafter. Monthly
Access Fees will be invoiced in advance on a monthly basis for a term of sixty
(60) months at the rates listed below.
Feb. 1, 2013 — Sept. 30, 2013 $6,897.98 per month or $55,183.81 partial year;
Oct. 1, 2013 — Sept. 30, 2014 $6,147.98 per month or $73,775.71 per year;
Oct. 1, 2014 — Sept. 30, 2015 $6,332.42 per month or $75,988.99 per year;
Oct. 1, 2015 — Sept. 30, 2016 $6,522.39 per month or $78,268.66 per year;
Oct. 1, 2016 — Sept. 30, 2017 $6,718.06 per month or $80,616.71 per year;
Oct. 1, 2017 — Jan. 31, 2018 $6,718.06 per month or $26,872.24 partial year;
Following the initial term, Services will be provided on a year-to-year basis provided
the Customer exercises the option and pays the then current Monthly Access Fee.
Travel and Living Expenses: Travel and living expenses are in addition to the prices quoted above
and will be invoiced as incurred and shall be governed by the SunGard Public
Sector Corporate Travel and Expense Reimbursement Policy. Travel and living
expenses actually incurred in prior months for which SunGard Public Sector is
seeking reimbursement, shall also be invoiced monthly.
Notes:
' Monthly Access Fees listed above are for the Applications and Services listed in this Schedule A -Order
Form only.
2 Following the execution of this Schedule A -Order Form, any new Modification Retrofits provided by
SunGard Public Sector will be added to the next annual renewal period, pursuant to Section 6 below.
4. Maintenance Credit, A credit in the amount of the unused portion of maintenance paid by Customer shall
be applied toward Customers Monthly Access Fee. The unused portion of paid maintenance will consist of
the amount unused as of February 1, 2013. The full amount of maintenance Customer has paid is
$43,255.52 for the period of October 1, 2012 through September 30, 2013.
5. Maintenance Termination. Upon commencement of billing for the Monthly Access Fee, Customer
acknowledges the termination of their current maintenance billing for the above listed applications in the
"Existing Products (Currently Licensed)", "Existing Third Party (Currently Licensed)" and Retrofit
Maintenance section(s). SunGard Public Sector shall continue to provide Customer with maintenance of
these products until the transition to the ASP Environment is complete, at which time maintenance will be
terminated.
SunGard Public Sector ASP Agreement CRGS-30151.,G-130105-1 ASP Agreement
Rev. 1.01.10
Page 8 of 15
2/6/2013
6. Modification Retrofits. For each non-standard Application in library HTEMOD that was written by
SunGard Public Sector or any Application that has had custom modifications performed by SunGard Public
Sector at the Customer's request, SunGard Public Sector will perform all necessary programming to ensure
that the program is compatible with each new software release, version, or program temporary fix made
available by SunGard Public Sector. Fees for Modification Retrofits to be maintained are determined on an
annual basis. This determination is based upon the number of modified objects prior to the beginning of
each annualized ASP Term multiplied by the then current rate charged per object.
7. Hardware. Customer is responsible for providing the DMS server. The DMS server is owned by Customer
and shall reside at Customers site for ease of management. The Click2Gov Server shall reside at a
SunGard Public Sector data center. The Click2Gov Server is owned by SunGard Public Sector and is not
the property of the Customer. The VPN Site -to -Site Option includes a router, which will be provided by
SunGard Public Sector to Customer to reside at Customer Site. The router is, and shall remain, the
property of SunGard Public Sector.
8. Third Party Software and Hardware. Unless otherwise provided for herein, warranty, modification retrofit
and maintenance offerings by SunGard Public Sector for its Licensed Program(s) do not apply to any third
party hardware or third party software supplied under this Supplement. SunGard Public Sector does not
make any warranties nor provide any source code for any non-SunGard Public Sector products unless
otherwise provided herein. The return and refund policy of each individual third party hardware or third party
software supplier shall prevail unless otherwise provided herein.
9. Special Terms Relating to the SunGard Transaction Manager: The monthly minimum usage fee of
one hundred fifty dollars ($150.00) is included in Customer's Monthly Access Fee above. Any incremental
charges will be billed separately based on the per month per transaction overage fees previously contracted
with quote 3015LG-CRES-111137 dated September 13, 2011.
SunGard Public Sector ASP Agreement CRf S-3015LG-130105-1 ASP Agreement
Rev- 1.01.10 Page 9 of 15 2/6/2013
SUNGARD PUBLIC SECTOR
CLOUD SOLUTIONS
APPENDIX B
Hosted NaviLine Standards Sheet
1. System Availability
The scheduled hours of availability for the Host Computer Systems are 24 hours per day Monday —Saturday.
The system is reserved for maintenance on Sundays from 12 a.m. — 5 p.m., customer local time. There are
special considerations for software updates and emergency situations; please reference Sections 4.3 and
4.4 (Maintenance and Upgrades) for details.
2. System Backups
2.1. Daily System Backups
Daily data backups will begin at 12 a.m. (Customer local time) Monday through Friday. These
backups consist of all SunGard Public Sector Inc. customer data. Retention of the backups will be as
follows: daily backups - 1 month, weekly backups - 1 month, monthly backups - 1 year, yearly
backups - 3 years. The system will be available during the daily backup.
2.2. Weekly System Backups
Weekly system backups will begin at 12 a.m. (Customer local time) on a day appropriate to the week
being backed up. At this time a full system backup will be performed. These backups consist of all
SunGard Public Sector Inc. customer data, program files, source files, and other necessary Customer
data. In addition the IBM System i, Operating System, Security, and Data will also be backed up via a
Restricted State backup. During this time access to the IBM System i and its applications will not be
available.
System backups will be rotated to a secure, off -site storage facility on a daily basis. We utilize Iron
Mountain.
2.3. Night Processing
Specified processor -intensive jobs, as determined by SunGard Public Sector Inc., may be required to
be run during the night processing time frame of 8 p.m. to 11:59 p.m. to ensure that acceptable
system performance standards are met. Examples of these jobs include such things as Utility Bill
generation and Tax Notice generation. This is also to make sure the processes are finished before
nightly backups occur.
2.4. Restores
Individual Customer restores will be performed on an as needed basis taking into consideration both
Customer and Host Computer Systems functionality, availability, and necessity.
3. System Administration
SunGard Public Sector Inc. will provide for system administration of the Host Computer Systems (including
the host IBM System i and associated host site hardware and communications infrastructure), including but
not limited to:
3.1. System Monitoring
The Host Computer Systems will be monitored on a 24-hour basis through the use of automated
monitoring software and/or hardware as selected by SunGard Public Sector Inc. System operations to
be monitored include:
• Subsystems - to ensure they are active, operational, and without pending errors messages.
SunGard Public Sector ASP Agreement C'RGS-3015LG-130105-1 ASP Agreement
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2/6/2013
" J o b q u e u e s - t o e n s u r e t h e y a r e a c t i v e , o p e r a t i o n a l , a n d a t t a c h e d t o t h e c o r r e c t s u b s y s t e m s .
" C r i t i c a l s y s t e m m e s s a g e s - M o n i t o r i n g f o r h a r d w a r e e r r o r s , s y s t e m f u n c t i o n a l i t y e r r o r s , o p e r a t i n g
s y s t e m e r r o r s , s y s t e m i n t e g r i t y e r r o r s , e t c
" S y s t e m a n d N e t w o r k I n f o r m a t i o n - S a m p l e s o f s y s t e m a n d n e t w o r k i n f o r m a t i o n t o b e m o n i t o r e d
i n c l u d e :
" D A S D ( D i s k s t o r a g e )
o T o t a l u t i l i z a t i o n
o R A I D p r o t e c t i o n
o D r i v e f a i l u r e s
o D i s k d r i v e e r r o r r a t e s
" C P U U t i l i z a t i o n
" T o t a l n u m b e r o f j o b s i n t h e s y s t e m
" I n t e r a c t i v e r e s p o n s e t i m e
" C o m m u n i c a t i o n l i n e a v a i l a b i l i t y
" M e m o r y p o o l f a u l t s
" S e c u r i t y v i o l a t i o n a t t e m p t s
" S y s t e m s e r v i c e s t a r t s a n d e n d s
" B a c k u p c o m p l e t i o n
" O t h e r p e r t i n e n t s y s t e m i n f o r m a t i o n a s d e t e r m i n e d b y S u n G a r d P u b l i c S e c t o r I n c .
3 . 2 . S y s t e m M a i n t e n a n c e
S u n G a r d P u b l i c S e c t o r I n c . w i l l p r o v i d e a l l n e c e s s a r y H o s t C o m p u t e r S y s t e m s a n d n e t w o r k
m a i n t e n a n c e a s d e e m e d a p p r o p r i a t e a n d n e c e s s a r y b y t h e S y s t e m A d m i n i s t r a t o r a n d / o r a s s o c i a t e d
s t a f f . A p p r o p r i a t e a n d n e c e s s a r y m a i n t e n a n c e s h a l l b e d e t e r m i n e d t h r o u g h t h e u s e o f s t a n d a r d I B M
S y s t e m i a n d n e t w o r k m o n i t o r i n g a n d p e r f o r m a n c e a n a l y s i s t o o l s .
3 . 3 . S o f t w a r e M a i n t e n a n c e a n d U p g r a d e s
S o f t w a r e m a i n t e n a n c e a n d u p g r a d e s w i l l b e p e r f o r m e d o u t s i d e o f e a c h c u s t o m e r ' s s t a n d a r d b u s i n e s s
h o u r s w h e n e v e r p o s s i b l e .
E m e r g e n c y s i t u a t i o n s w i l l b e h a n d l e d o n a c a s e - b y - c a s e b a s i s i n s u c h a m a n n e r a s t o p r o v i d e t h e
l e a s t p o s s i b l e d i s r u p t i o n t o o v e r a l l s y s t e m o p e r a t i o n s a n d a v a i l a b i l i t y w i t h o u t n e g a t i v e l y a f f e c t i n g
s y s t e m s t a b i l i t y a n d i n t e g r i t y .
A l l p a r t i e s w i l l h a v e a d v a n c e d n o t i c e o f s u c h u p g r a d e s a n d a n y e m e r g e n c y u p d a t e s w i l l h a v e t h e
c u s t o m e r ' s p r i m a r y c o n t a c t ' s a p p r o v a l b e f o r e b e i n g d o n e .
3 . 3 . 1 . I B M
I B M l i c e n s e d p r o g r a m f i x e s a n d u p g r a d e s , i n c l u d i n g c u m u l a t i v e P T F ' s ( P r o g r a m T e m p o r a r y
F i x ) , s h a l l b e a p p l i e d t o t h e h o s t I B M S y s t e m i a s r e q u i r e d t o m a i n t a i n o p e r a t i n g f u n c t i o n a l i t y a n d
c u r r e n c y . T h e s e P T F ' s w i l l b e t e m p o r a r i l y a p p l i e d u n t i l t h e i r e f f e c t i v e n e s s i s d e t e r m i n e d . N o n -
e m e r g e n c y I B M P T F a p p l i c a t i o n s w i l l b e p e r f o r m e d o u t s i d e o f n o r m a l b u s i n e s s h o u r s .
3 . 3 . 2 . I n t e l
I n t e l s e r v e r s e r v i c e p a c k s , p a t c h e s a n d u p d a t e s s h a l l b e a p p l i e d a s n e c e s s a r y t o e n s u r e
i n t e g r i t y o f t h e s y s t e m ( s ) , s y s t e m d a t a a n d a s s o c i a t e d o p e r a t i n g e n v i r o n m e n t . P a t c h e s d e e m e d
c r i t i c a l i n n a t u r e b y S u n G a r d P u b l i c S e c t o r I n c . o f s y s t e m / s o f t w a r e v e n d o r s s h a l l b e a p p l i e d a s
s o o n a s p o s s i b l e t o p r e v e n t s y s t e m c o r r u p t i o n , p e n e t r a t i o n , d e g r a d a t i o n e t c .
3 . 3 . 3 . S u n G a r d P u b l i c S e c t o r I n c . A p p l i c a t i o n s
U p g r a d e s a n d u p d a t e s t o S u n G a r d P u b l i c S e c t o r I n c . a p p l i c a t i o n s o n b o t h t h e I B M S y s t e m i a n d
I n t e l p l a t f o r m s w i l l b e p e r f o r m e d o n s c h e d u l e d d a t e s d u r i n g t h e y e a r .
S u n ( i a r d P u b l i c S e c t o r A S P A g r e e m e n t C R G S - 3 0 1 5 L G - 1 3 0 1 0 5 - 1 A S P A g r e e m e n t
R e v . 1 . 0 1 L o P a g e 1 1 o f 1 5 2 / 6 / 2 0 1 3
3.4. Hardware Maintenance and Upgrades
Hardware maintenance and upgrades will be performed outside of each customer's standard business
hours whenever possible.
Emergency situations will be handled on a case -by -case basis in such a manner as to cause the least
possible disruption to overall system operations and availability without negatively affecting system
stability and integrity.
The primary Customer contact will be notified, when possible, via the on file e-mail address, prior to
hardware upgrades being performed.
3.5. System Security (Logical)
System security values will be set to provide for system integrity and data security as deemed
appropriate by SunGard Public Sector Inc. This will include such items as password length and
makeup, change intervals, system security level, etc.
User profiles, with all object authority, will be limited to the standard system security profile and the
System Administrator profile. Sign -on information for these two profiles will be secured with the
Director of SunGard Public Sector Inc. or his/her designee and the System Administrator.
Customer user profiles will only have access to appropriate Customer data,
Security auditing will be enacted to provide for the ability to audit security violations, changes, etc., with
periodic system security reviews conducted by SunGard Public Sector Inc.
Host site security will include implementation of an industry standard firewall, secure sockets layer,
virtual private networks, IP address translation, and/or a combination thereof.
3.6. Non -Preferred Third Party Software
SunGard Public Sector Inc. has partnered with a number of third party vendors for purposes such as
time & attendance, form printing, mapping, etc. For any non -preferred third party vendors, SunGard
Public Sector Inc. will be responsible for the following:
O Initial loading of software
O Periodic upgrades/service packs
O Technical support for related IBM System i issues
Exclusions: SunGard Public Sector Inc. does not support the user interface for non -preferred third
party software. Troubleshooting will be performed by the customer and third party.
4. Hardware Requirements
The following are minimum hardware requirements to enable Customer to access the host site IBM System i.
These requirements do not take into account any local area network configuration or requirements, which are
the responsibility of Customer.
4.1 Personal Computers
Each personal computer that will access the hosted environment should achieve the following minimum
hardware requirements for access:
O Pentium 4 or greater processor
O 2 GB storage
O 1 GB RAM (Increasing RAM will help increase system performance)
O Properly configured network interface card
O Microsoft Windows 2000 Pro (SP4 or higher) or XP Professional Edition with all SP's installed
O Microsoft Internet Explorer 6,0 or higher
O Sun Java 1.6
O Screen resolution 1024 x 768 or better
SunGard Public Sector ASP Agreement CRES-3015W-130105-1 ASP Agreement
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o Monitor, mouse and keyboard
o IBM System i Access for Windows v5r4 (This version can be provided to you by SunGard PS) with the
latest available Service Pack.
SunGard Public Sector Inc. will not support any hardware that does not meet the
minimum requirements
4.2 Printers
Type
Supported
Local
(PC
attached)
Must be IBM certified.
Microsoft Certified Printers:
https://wirmal.microsoft com/HCL/ProductList.asox?m=x&g=d&cid=9008f=86d
IBM Certified Printers:
http://www-
912.ibm.com/s dir/slkbase.NSF/0888cc5d18fceca58625680b005dc690/b44a2cf4b
a778d83862568250053649f?OpenDocument
Network
Most printers with an available Ethernet connection and that are part of the
approved IBM Certified Printer list can be used in the hosted environment.
*'"NOTE""' All -in -One Printer/Fax/Copier machines are not recommended.
All others
Other printers will be evaluated on a case -by -case basis for compatibility with the
hosted environment.
There are 2 options to deal with printing in the hosted environment:
Option 1: Utilize local print sessions that are configured and run via IBM System i Access for Windows.
They can print to any networked, shared or locally attached printer that the Windows machine they are
run on can see.
These sessions are easy to setup, however these sessions must be signed in and running for printing to
work.
Some customers run all print sessions on a dedicated machine for ease of management. However, any
non -shared locally attached printer, including Cash Receipts printers, must be run directly on the
machine to which the printers are attached.
Option 2: Print directly via TCP/IP. In this setup the customer will provide a unique static Public IP
Address for each printer they want to print in this manner.
These are generally high traffic printers that customers do not want to be run on a print session. Also,
any IPDS printing MUST be setup as an IP printer.
Option 2.1: Print directly via TCP/IP, but utilizing just one unique static Public IP Address. Each
configured printer will use the same IP address, but a different port to print to. The customers firewall
will then utilize port forwarding to direct the traffic to the correct printer.
Most customers utilize a combination of these methods. It is a customer's internal decision based on
available Public IP addresses, current infrastructure and other needs.
We can work with any of these methods.
4.3 Customer Connectivity
Internet bandwidth is determined by the customer. It is based on Saturation level: a combination of
connection speed, number of users on the system, size of files being accessed over the Internet, etc.
SunGard Public Sector Inc. strongly requires the following minimum setup:
SunGard Public Sector ASP Agreement CRF.S-3015LG-130105-1 ASP Agreement
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o Minimum 1.5 MB Internet connection (T1 or other telecom provided service is
preferred over cable or DSL) Responsiveness is directly affected by
connectivity selected.
O SunGard Public Sector will provide a pre -configured Cisco router to establish a site to
site VPN connection to the SunGard datacenter. The Customer is required to provide
a technical resource to install and successfully test the VPN connection during
implementation.
O Recommended redundant Internet connection in case the primary connection goes
down.
O Cellular wireless connections are not supported.
4.4 Recommended Customer Hardware
An industry standard firewall used to protect the customer's internal network is required for connectivity
into the SunGard Public Sector Cloud Solutions network.
5. Performance Analysis of Customer's Current SunGard Public Sector Inc. Environment
A Customer's current environment will be reviewed prior to the Cloud Solution transition. Ideally Customers
will transition to the hosted environment on the latest version of SunGard Public Sector Inc. code. If a
Customer is not on the latest version of SunGard Public Sector Inc. code, the current environment will be
reviewed to determine if it can handle an upgrade before transitioning to the hosted environment.
Items reviewed include: Current System i OS version, available disk space, current processing power, and
current SunGard Public Sector Inc. version.
6. Host Site Performance
Performance monitoring and tuning will be performed as necessary to maintain an average in network
interactive response time. "In network" is defined as any point between which the data packet enters the
SunGard Public Sector Inc. environment and subsequently departs the SunGard Public Sector Inc.
environment. Any point of communications outside of the SunGard Public Sector Inc. protected network
environment, shall be deemed as "out of network."
SunGard Public Sector Inc. is not responsible for Internet connectivity and/or performance outside the
internal SunGard Public Sector Inc. host site infrastructure.
7. Standard Application Support
SunGard Public Sector Inc. provides standard Application Support 24 hours a day, 365 days a year.
The toll -free application support line is 1-800-695-6915.
8. Cloud Solutions Hosted Support
Host site technical hardware and host operating system support shall be provided 24 hours a day, 365 days
a year. This includes support for technical issues related to hosted Systems access, and hosted Systems
functionality.
SunGard Public Sector Inc. is not responsible for Customer hardware, non-SunGard Public Sector Inc.
related software, Internet access, and/or connectivity issues. SunGard Public Sector Inc. will provide
guidance to Customer in obtaining technical support for on -site hardware and connectivity issues.
The toll -free Cloud Solutions support line is 1-800-695-6915, options 1, 4, and 2.
SunGard Public Sector ASP Agreement ORES-3015LG-130105-1 ASP Agreement
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APPENDIX C
MAINTENANCE STANDARDS
I. Hours During Which SunGard Public Sector's Telephone Support Will be Available to Customer in
Connection with the Provision of Maintenance: Unless otherwise noted, support hours are Monday
through Friday, 7:00 A.M. to 6:00 P.M. Customer's Local Time within the continental United States,
excluding holidays ("5x11").
II. Targeted Response Times. With respect to SunGard Public Sector's Maintenance obligations, SunGard
Public Sector will use diligent, commercially reasonable efforts to respond to Notifications from Customer
relating to the Applications identified in Appendix A — Order Form of this Agreement in accordance with the
following guidelines with the time period to be measured beginning with the first applicable SunGard Public
Sector "Telephone Support" hour occurring after SunGard Public Sector's receipt of the Notification:
Priority
Description
Response Goal*
Resolution Goal'
Urgent
1
A support issue shall be considered Urgent
when it produces a Total System Failure;
meaning SunGard Public Sector's
Applications are not performing a process
that has caused a complete work stoppage.
SunGard Public
Sector has a stated
goal to respond
within 60 minutes
of the issue being
reported and have
a resolution plan
within 24 hours.
Although resolution
times vary
depending on the
exact issue and
customer
environment,
SunGard Public
Sector has a stated
goal to resolve an
urgent issue within
24 hours OR
provide a resolution
plan with urgent
issues within 24
hours of the issue
being reported.
A resolution plan
details the steps
necessary to
understand and
possibly resolve the
issue.
Critical
2
A support issue shall be considered Critical
when a critical failure in operations occurs;
meaning SunGard Public Sector's
Applications are not performing a critical
process and prevents the continuation of
basic operations. Critical problems do not
have a workaround. This classification does
not apply to intermittent problems.
SunGard Public
Sector has a stated
goal to respond
within two hours of
the issue being
reported.
Non-
Critical
3
A support issue shall be considered Non-
Critical when a non -critical failure in
operations occurs; meaning SunGard Public
Sector's Applications are not performing non-
critical processes, but the system is still
usable for its intended purpose or there is a
workaround.
SunGard Public
Sector has a stated
goal to respond
within four hours of
the issue being
reported.
Minor
4
A support issue will be considered Minor
when the issue causes minor disruptions in
the way tasks are performed, but does not
affect workflow or operations. This may
include cosmetic issues, general questions,
and how to use certain features of the
system.
SunGard Public
Sector has a stated
goal to respond
within 24 hours of
the issue being
reported.
Measured from the moment a Case number is created. As used herein a "Case number" is created when a)
SunGard Public Sector's support representative has been directly contacted by Customer either by phone, email, in
person, or through SunGard Public Sector's online support portal, and b) when SunGard Public Sector's support
representative assigns a case number and conveys that case number to the Customer.
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