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RESOLUTION NO. 3 7 6 4
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND
CITY CLERK TO EXECUTE AGREEMENTS WITH
SPRINGBROOK SOFTWARE, INC.
WHEREAS, the City has been using EDEN systems utility billing software
since the early 1980s and this is a DOS based system that is being phased out
by EDEN; and
WHEREAS; the City received notification in 2003 that EDEN would no
longer support this system after December 2005; and
WHEREAS, after issuing a RFP and selecting Spring brook Software, Inc.
the City has negotiated a contract with Springbrook Software, Inc. for such
services, and the City has determined that Springbrook Software, Inc. is able and
qualified to provide the services necessary, at a cost that is acceptable to the
City, and it is therefore appropriate for the city to execute the agreements with
Springbrook Software Inc. (the agreements are tied to each other but consist of
two separate agreements), as described below.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, HEREBY RESOLVES as follows:
Section 1. That the Mayor and the City Clerk are authorized to execute
an agreement in substantial conformity with the Agreement attached hereto,
marked as Exhibit "A" and incorporated herein by this reference.
Section 2. That the Mayor is authorized to implement such administrative
procedures as may be necessary to carry out the directives of this legislation.
Resolution 3764
September 9, 2004
Page 1 of2
SPRJNGB~~K
SOFTWARE
SPRINGBROOK SOFTWARE
SOFTWARE LICENSE AGREEMENT
PARTIES:
LICENSOR:
Springbrook Software, Inc., an Oregon corporation
111 SW Fifth Street
Portland, OR 97204
Ph. (503) 820-2200
Fax (503) 820-4500
Email: info@springbrooksoftware.com
LICENSEE:
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
SEP 2 9 2004
EFFECTIVE DATE:
AGREEMENT:
1. Def"mitions. As used in this Agreement, including the Attachments hereto, the
following terms shall have the following meanings.
a. "Initial Installation" means the first instance of installation or loading of the
Software onto Licensee's computer, network or system, without regard to
completion of Modifications or other services to be performed under this
Agreement.
b. "Licensee Modifications" means any modification, enhancement or addition
to the Software developed by Licensor especially for Licensee's use or at
Licensee's request.
c. "Licensor Modifications" means any modification, enhancement or addition to
the Software by Licensor, other than Licensee Modifications.
d. "Live Status" means the time at which Licensee has completed Springbrook
required training, and completed the first live billing, past due billing and (if
applicable) meter reading import.
e. "Material" shall mean a significant or substantial alteration or effect on the
function or output of the Software.
e. "Specifications" means the written or electronic description of the functions,
capacity, performance and features of the Software as delivered by Licensor to
Licensee under this Agreement.
f. "Software" means the version of the Springbrook Software, Inc. software
packages and/or applications selected by Licensee, listed on Attachment A,
current at the time of signing this Agreement, and shall include any Licensee
Modifications and Licensor Modifications provided by Licensor to Licensee.
g. "User Materials" means all written and electronic documentation, manuals and
materials provided by Licensor to Licensee for use in connection with the
Software.
2. Grant of License. Licensor grants Licensee a non-transferable, non-exclusive
license to use the Software and User Materials, on the terms and conditions set forth
herein.
a. Scope of License. Under the License granted herein Licensee may use, copy
and distribute the Software (in machine-readable, object code form only) and
User Materials to: (i) install, use and execute the Software on computers that
Licensee owns or leases for purposes of serving Licensee's internal business
needs; (ii) support Licensee's use of the Software under this Agreement; and
(iii) transfer or copy the Software from one of Licensee's computers to
another, store the Software's machine-readable instructions or data on a
temporary basis in main memory, extended memory, or expanded memory of
such computers as necessary for such use, and transmit such instructions or
data through Licensee's computers and associated devices.
b. License Restrictions. Licensee may only use the Software and User Materials
within the limited scope set forth herein. In particular, and without limitation,
Licensee agrees that Licensee and Licensee's employees will not: (i) assign,
sublicense, transfer, pledge or grant a security interest in, lease, rent or share
Licensee's rights under this License Agreement with any third party; (ii)
reverse assemble, reverse compile, cross compile or otherwise adopt, translate
or modify the Software; or (iii) refer to or use any portion of the Software or
User Materials as part of any effort to develop any other software program.
c. Source Code. Licensor shall house the latest release of the Software with
source code with the president or designate of the National User Group for
safekeeping.
3. Ownership: Proprietarv Protection. This Agreement does not provide Licensee
with title or ownership of the Software, but only a right of limited use. Licensor
SPRINGBRI )OK S( lFTW,\RF 1,IeLNSL A( iRITMLN'1
City {II :\UhUrlL \V A
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shall have sole and exclusive ownership of all right, title and interest in and to the
Software and User Materials, all copies thereof, all derivative works, and all related
material generated from the Software including material displayed on the screen
such as icons, screen displays, etc. (including ownership of all copyrights,
trademarks and other intellectual property rights pertaining thereto), whether
created by Licensor or any other party, subject to the rights of Licensee expressly
granted herein. Licensor agrees to indemnify Licensee for damages or costs,
including attorney fees, incurred by Licensee as a result of any claims that the
Software or the license granted to Licensee in this Agreement infringes the rights of
any third party.
4. Confidential Information: Non-Disclosure. Licensee acknowledges that the
Software and User Materials, and all underlying ideas, algorithms, concepts,
procedures, processes, principles, know-how, and Licensor's methods of business
and technical operation (collectively referred to as "Confidential Information") are
confidential and contain trade secrets. Licensee agrees not to use, disclose or cause
disclosure of, or distribute any Confidential Information, directly or indirectly,
without the prior written consent of Licensor, except that Licensee is authorized to
disclose Confidential Information to Licensee's employees or agents only as
required for Licensee's use of the Software as authorized by this Agreement or as
required by Law or a court of competent jurisdiction. Licensee agrees to indemnify
Licensor for damages or costs, including attorney fees, incurred by Licensor as a
result of the unauthorized use, disclosure or distribution of any Confidential
Information by Licensee or any of Licensee's employees or agents. This obligation
shall survive the termination of this License.
5. Fees. The fees payable by Licensee to Licensor under this Agreement shall consist
of License Fees (as defined in Attachment A), and fees for specific services. If any
portion of the Fees is paid through an installment note, any default under the terms
of said note will constitute default by Licensee under this Agreement.
a. License Fees. License fees shall be paid by Licensee solely in consideration
of the License granted under this Agreement, and shall be invoiced and
payable in the amounts and at the times in accordance with the Schedule of
Fees set forth in Attachment A. License Fees are exclusive of Service Fees,
and shall not constitute consideration or payment for Set-Up, Implementation
Management, Training and Consulting, Data Conversion, Modifications or
Maintenance.
b. Fees for Services. Services fees shall be paid by Licensee in consideration of
Implementation Management, Training and Consulting, and Modifications (as
described in Attachment A), and Data Conversion (as described in Attachment
B), and shall be invoiced and payable in the amounts and at the times in
accordance with the Schedule of Fees set forth in Attachment A and the Data
Conversion Explanation in Attachment B.
SPI<lNGBR(l()K S()F1W ARE I ICTNSI, AliIU,Uvll:NT
City of Aubul"ll, \VA
Page -' of IX
c. Maintenance Fees. Maintenance fees shall be paid by Licensee solely in
consideration of those maintenance and support services described in a separate
Software Maintenance Agreement between Licensor and Licensee.
d. Additional Fees. Fees for services requested by Licensee and provided by
Licensor outside the scope of this initial Agreement are as outlined in
Attachment A, Section A-4.
6. Licensee's Cooperation. Licensee acknowledges that successful installation,
implementation and use ofthe Software cannot be accomplished by Licensor's
efforts alone, and requires substantial effort and cooperation by Licensee personnel
capable of properly using the Software. Both Licensor and Licensee shall at all
times use their best efforts to actively participate and cooperate in data conversion,
system installation, implementation, training and use, shall provide each other
accurate and timely information, and shall afford each other reasonable access to
information and facilities. All substantive communication between Licensor and
Licensee will take place between Licensee Project Manager and Licensor Project
Manager
7. Acceptance. Upon completion of implementation, Licensor shall give written
notice to Licensee certifying that installation of the Software at the Initial
Installation site(s) is completed, as determined by Licensor, and that Licensee has
achieved Live Status. Licensee shall be deemed to have accepted the Software sixty
(60) days after Licensor's notice, unless, during that sixty (60) day period, the
Software fails to perform in accordance with the Specifications in some Material
respect that precludes acceptance of the Software by Licensee, and, by the end of
that period, Licensee gives Licensor written notice of non-acceptance describing the
Material failure in reasonable detail and explaining why the failure precludes
Licensee's acceptance. If Licensee gives a proper notice of non-acceptance to
Licensor, then:
a. Investigation. Licensor shall investigate the reported failure. Licensee shall
provide to Licensor reasonably detailed documentation and explanation,
together with underlying data, to substantiate the failure and to assist Licensor
in its efforts to diagnose, reproduce and if necessary correct the failure.
b. Material Failure Found. If there exists a reproducible Material failure to
perform attributable to a defect in the Software or an act or omission of
Licensor, Licensor shall, within sixty (60) days (or such longer period as may
be reasonable under the circumstances) after receipt of Licensee's notice of
non-acceptance, correct the failure so that the Software functions in material
conformity with the Specifications. Upon correcting the failure within such
period Licensor shall give written notice to Licensee certifying that the failure
has been corrected, and another sixty (60) day acceptance period shall begin
in accordance with this Section 7.
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City ot AuhurIl. \\/,\
Page 4 or IX
c. No Material Failure Found. If there was no reproducible Material failure to
perform or the failure to perform was not attributable to a defect in the Software
or an act or omission of Licensor, then Licensor shall give written notice to
Licensee explaining its determination in reasonable detail, and Licensee shall
have thirty (30) days to respond with additional documentation or explanation
regarding the failure to perform. If Licensee provides such response, Licensor
shall review the response and attempt to correct the failure to perform. If
Licensee does not provide such response within thirty (30) days, then Licensee
shall be deemed to have accepted the Software as of the date of Licensor's
notice. In the event Licensor determines that the reported failure did not, in
fact, exist or was not attributable to a defect in the Software or an act or
omission of Licensor, then Licensor shall pay for Licensor's investigation and
related services at Licensor's then current professional service rates.
8. Term: Default: Opportunity to Cure. This Agreement is effective as of the
Effective Date and shall continue until terminated. If Licensee transfers possession
of any copy or merged portion of the Software to another party, or to a computer
other than those owned or leased by Licensee, the License shall automatically
terminate upon thirty (30) days notice from Licensor to Licensee. The License shall
also terminate upon default, cancellation, repudiation or rejection of this Agreement
by Licensee. A party shall be considered in default only if the party, sixty (60) days
after receiving written notice from the other party identifying with reasonable
specificity a Material failure to comply with any term or condition contained herein
(including without limitation Licensee's failure to pay any fees or charges due
under this Agreement or any related Software Maintenance Agreement or service
agreement, and Licensor's breach of the limited warranty provided in Section 10),
has not cured such failure or breach. Upon termination of the License, Licensee
shall retum to Licensor the Software together with all copies and merged portions in
any form and User Materials and related documentation. In the event of
cancellation or repudiation by Licensee, or of other termination unless resulting
from a defanlt by Licensor, no License Fees or other Fees then paid or payable shall
be waived or refunded, and any License Fees then unpaid shall be immediately
payable in full. In the event of a termination resulting from a default by Licensor,
Licensee shall have no further obligation to pay any License Fees then unpaid.
9. Support and Maintenance. Support and maintenance of the Software is not
included in this Agreement or the License Fees or Service Fees paid hereunder, but
is purchased through a separate Software Maintenance Agreement.
10. Limited Warranty and Exclusions. LICENSOR WARRANTS THAT IT HAS
TITLE TO THE SOFTWARE AND THAT IT HAS AUTHORITY TO GRANT
THIS LICENSE TO LICENSEE. LICENSOR ALSO WARRANTS THAT, FOR
A PERIOD OF THREE HUNDRED AND SIXTY (360) DAYS FROM THE
DATE OF LICENSOR'S INITIAL INSTALLATION OF THE SOFTWARE, THE
SOFTWARE WILL FUNCTION IN MATERIAL CONFORMITY WITH THE
SPECIFICATIONS. LICENSOR MAKES NO WARRANTY REGARDING THE
SPRIN(;BI<( )()K S()FIWARE l.IeFNSF A(iI<FUvWN r
Cily ilf Auburn. \\i A
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USABILITY OR CONVERTABILITY OF ANY OF LICENSEE'S PRE-
EXISTING DATA, OR ANY PERFORMANCE PROBLEM, CLAIM OF
INFRINGEMENT OR OTHER MATTER TO THE EXTENT ATTRIBUTABLE
TO ANY UNAUTHORIZED OR IMPROPER USE OR MODIFICATION OF THE
SOFTWARE, OR ANY UNAUTHORIZED COMBINATION OF THE
SOFTWARE WITH OTHER SOFTWARE. DETERMINATION OF BREACH OF
THE FOREGOING LIMITED WARRANTY OR DEF AUL T UNDER THIS
SECTION 10 SHALL BE SUBJECT TO THE NOTICE AND CURE
PROVISIONS OF SECTION 8, AND UPON RECEIPT OF WRITTEN NOTICE
OF BREACH OF WARRANTY LICENSOR SHALL BE AFFORDED A PERIOD
OF SIXTY (60) DAYS TO CURE THE REPORTED DEFECT, FAILURE OR
OTHER BREACH. LICENSEE AGREES THAT THE FOREGOING LIMITED
WARRANTY IS IN LIEU OF ALL OTHER WARRANTIES OF LICENSOR
AND LICENSOR DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED
WARRANTY OF MERCHANT ABILITY, FITNESS OR ADEQUACY FOR ANY
PARTICULAR PURPOSE OR USE, QUALITY OR PRODUCTIVENESS, OR
CAPACITY, OR THAT THE OPERATION OF THE SOFTWARE WILL BE
ERROR-FREE. NO ACTION AGAINST LICENSOR FOR BREACH OF THIS
LIMITED WARRANTY MAY BE COMMENCED MORE THAN 365 DAYS
AFTER EXPIRATION OF THE WARRANTY PERIOD STATED IN THIS
SECTION 10.
11. Limitation of Remedies and Liability: Exclusion of Consequential Damal!es.
The cumulative liability of Licensor to Licensee for all claims relating to the
Software and any services rendered hereunder, in contract, tort, or otherwise, shall
not exceed the total amount of the Fees paid to Licensor for the relevant
application(s) and services ofthe Software. Licensor's liability for breach of
warranty exists only during the warranty period set forth in Section 10. In no event
shall Licensor be liable for any consequential, indirect, special or incidental
damages (including, without limitation, damages for loss of business profits,
business interruption, loss of business information, or other pecuniary loss),
whether arising out of contract, tort, warranty or otherwise, even if Licensor has
been advised of the possibility of such potential loss or damage. The foregoing
limitation ofliability and exclusion of certain damages shall apply regardless of the
success or effectiveness of other remedies, and applies to claims pursuant to the
limited warranty created under this Agreement.
12. Venue: Governinl! Law. Exclusive venue for any dispute between the parties
arising out of or relating to this Agreement shall be determined as follows,
regardless of the place of execution or performance, and regardless of the venue in
which a claim or counterclaim is first filed: venue for any action brought by
Licensor against Licensee, and for any counterclaims or cross claims related
thereto, shall be in the Federal District Court for the Western District in the State of
W A, or, if Federal jurisdiction is not available, the circuit court in the State ofW A,
County of King; venue for any action brought by Licensee against Licensor, and for
SPIZII\( illR()()K SOFTWAJU IICI'\SI'. A(;RLUvIL'i I
City nf Auhurn, \\.'A
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any counterclaims or cross claims related thereto, shall be in the Federal District
Court in the State of Oregon, or if Federal jurisdiction is not available, in any state
court in the State of Oregon, County of Multnomah. This Agreement shall be
governed by and construed and enforced in accordance with the laws of the state in
which venue is determined pursuant to this Section 12, as such laws apply to a
contract made and performed in such state, without regard to conflicts of law
provIsIOns.
13. Entire Al!reement: Construction: Licensor and Licensee Representations. This
Agreement is the complete and exclusive statement of the agreement between
Licensor and Licensee and supercedes all prior and contemporaneous negotiations,
discussions, proposals and understandings, oral, written or implied, including those
involving any agent of either party, relating to the subject matter herein. No
representations or statements made by either party or either party's agents not
expressly set forth or referenced in the Agreement shall be binding on either party.
Rights, obligations and warranties under this Agreement extend to Licensee and
Licensor only, and no other person shall be considered a third party beneficiary of
this Agreement or be otherwise entitled to any rights or remedies under this
Agreement. No provision of this Agreement shall be construed in favor of or
against any party because one party or its professional advisors participated in the
preparation of this Agreement. Licensee represents and warrants that it possesses
sufficient mastery of the principles of accounting to use the Software for its
intended purpose, and, accordingly, Licensee acknowledges that it is Licensee's
responsibility to: develop and institute the use of manual controls to validate the
accuracy of the data generated by the system; review proof lists and reports to
validate the accuracy of reports and statements; and verify that a functioning
archival system is in place, and that the data base is archived to a removable
medium on a daily basis. This Agreement has two attachments, Attachment A and
Attachment B, which are incorporated herein by this reference. In the event of a
conflict between the Attachments and the main body of this Agreement, the main
body of this Agreement shall control.
14. Modification: No Waiver. The terms of this Agreement may only be modified,
expanded or added to by a written agreement executed by the parties. No oral
communication between the parties or their agents before or after execution of this
Agreement shall be binding upon either party unless the parties expressly agree in
writing to the terms of such communication. No waiver by either party of any
breach of any term or condition hereof shall be effective or enforceable unless made
in writing signed by the party, and no waiver shall be interpreted as a continuing
waiver or a waiver of any future obligation.
15. Attornevs Fees. If any suit, action, or other proceeding shall be instituted relating
to any term or condition of this Agreement or relating to any of the rights, duties, or
obligations arising under it, the prevailing party shall be entitled to recover from the
other party and the other party agrees to pay to the prevailing party, whether or not
the matter proceeds to final judgment or decree, in addition to costs and
SPRINCBR( )()K S( WIWARE L1Cr,NSE A(iREEMEN'1
City or Auburn. Vv' A
Pil';"!L' 7 ollX
disbursements allowed by law, such sum as the trial and each appellate court may
adjudge reasonable as an attorney's fee in such suit, action, or other proceeding, and
in any appeal thereof including, but not limited to, pursuing, defending, or litigating
issues peculiar to federal bankruptcy law. Such sum shall include an amount
estimated by the court as the reasonable costs and fees to be incurred by the
prevailing party in collecting any monetary judgment or award or otherwise
enforcing each order, judgment, or decree entered in such suit, action, or other
proceeding.
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be
executed in duplicate by its duly authorized officer or representative.
LICENSOR LICENSEE
Bv: Bv:
Name: Marilv Rementeria Name: Pete
Signat~~,~, I; CJ.~v ;-:IPAiA Signature:
Title: Sf. V.P. Operations Title: Mavor
Date:
q ~;;(7
,2004
Date: 9- Z90c/
,2004
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ATTACHMENT A: SCHEDULE OF FEES
Attachment A contains the price quote issued to Customer showing the applications and
services being licensed and/or purchased, the fees therefore, and the current fees for other
services, and a schedule of payment terms. By signing the Attachment A, Licensee is
agreeing to the Schedule of Fees for the duration of the implementation.
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August 24, 2004
Pricing Proposal for City of Auburn, W A
$14,800 $6,400
Included
Included
$12,000 $2,400 $2,400
N/C $400 $400
$2,000 $800 $800
$2,000 $800 $800
Classroom Training-
$1,000 $2,400 Portland
Included
Total Concurrent Users = 10
Prices valid for 90 days
* Sub-set only for declining AR balances
Pricing is based on standard contract - deviation from standard contract terms may
result in modified prices.
Training Estimates are based on a train the trainer concept and do not include
travel time or expenses.
Leasing Options are available
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City oj- Auhurn, VV'i\
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August24,2004
Conversion Estimate for City of Auburn, WA
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An estimated cost of your data conversion has been provided in this quote. This estimate is for up
to three separate data pulls and corresponding conversions. We will need to review an actual
sample of your data to confirm this esfimate. Certain factors may cause the cost to exceed the
amount quoted. See section below titled "Not Included in Estimate".
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There are a variety of facfors that can influence the cost of a conversion and a variety of items that
are not included in the standard cost estimate for your conversion. for example, your estimate will
not include the following:
. Changes or modifications requested after the first conversion and
different from the speCifications we originally received.
. Changes in the format we receive the data in after the first conversion
. More than three separate data extractions and three corresponding data
conversions
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In addition, the following items can increase the cost of your conversion:
. Mixed formats of data (a file containing tab delimited or comma delimited format.
. Problems with data integrity
. Data manipulation not for the purpose of the conversion, but for the purpose of supplying you
with information you did not previously have access to.
. Changes in the file format after the first conversion
. Changes requested to the data after the second conversion
. No file or incorrect file layouts
No cost of fees in excess of those set forth in the Schedule of Fees will be incurred by the Licensee
without prior acceptance of Licensee as indicated on a signed work order
SI'RINl ;[IRl)( lK S( )1"1 WARE I,I('I-NSI' AliRLEMFNT
City of Auhulll. \VA
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A.2.
FEE PAYMENT SCHEDULE.
Springbrook License Fees:
100% ($52,500) due at contract signing
. Utility Billing ($36,500)
. Standard Meter Interface-Sensus ($2,000)
. Standard Meter Interface-Badger ($2,000)
. Accounts Receivable ($12,000)
. Special Assessments Sub-Set only (N/C)
SQL Client Database Fees:
100% ($8,500) due at contract signing
lo-user Client (Customer to provide SQL on SelVer)
SQL Maintenance:
I st year ($2,125) due at contract signing
Progress Report Writer:
100% ($1,000) due when ordered
Progress Maintenance:
1st year ($250) due when RW is ordered
Consulting and Training:
(Does not include expenses)
50% ($10,800) due at start of Training
~ Utility Billing - $7,400
~ Meter Interface (Sensus) - $400
~ Meter Interface (Badger) - $400
~ Accounts Receivable - $1,200
~ Special Assessments Sub-set - $200
~ Reporting - $1,200
(Does not include expenses)
50% ($10,800) due at completion of Training
~ Utility Billing - $7,400
~ Meter Interface - (Sensus) - $400
~ Meter Interface (Badger) - $400
~ Accounts Receivable - $1,200
~ Special Assessments Sub-set - $200
~ Reporting - $1,200
Implementation Management:
50% ($5,400) due at contract signing
~ Utility Billing - $3,200
~ Meter Interface (Sensus) - $400
~ Meter Interface (Badger) - $400
~ Accounts Receivable - $1,200
~ Special Assessments Sub-set - $200
50% ($5,400) due at project completion (customer
achieves Live Status)
~ Utility Billing - $3,200
~ Meter Interface (Sensus) - $400
SPRINGIlI,( )()K S( lFIW ARI, I ICI'NSl' MiRl'hMLNT
City llf Aul1urJL \\!\
Pagl: II of l:-i
,/ Meter Interface (Badger) - $400
,/ Accounts Receivable - $1,200
,/ Special Assessments Sub-set - $200
I st year Springbrook Maintenance: Pro-rated amount will be invoiced from the month
following start of training to end of first calendar
year - SEE SMA
Data Conversion(s): 50% ($10,050) due at start of conversion
50% ($10,050) due upon acceptance of conversion
Applications/files to be converted:
. UB Masters ($3,500)
. VB Financial History ($6,500)
. UB History ($6,500)
. Data Extraction ($3,600)
(Conversions performed on a best effort basis - some
clean up of inaccurate or inconsistent data from existing
system may be required by the Licensee's staff.)
Customer Enhancements: 100% due upon completion and acceptance of each
Enhancement as detailed and invoiced on each work
Known Customization Requests (from BPS Findings)
Customization Summar
1 Custom Shut off Charge Calculation Included in 11,
below
2 Garbage Route Report $1,200.00/
$300.00
Annual Maint.
Increase
3 Actual Consumption Report (ignoring leak adjustments) $1,500.00 /
$375.00
Annual Maint.
Increase
4 King County Remittance Report $3,200.00 /
$800.00
Annual Maint.
Increase
5 Interface: Springbrook UB to Eden general ledger $2,500.00 /
$625.00
Annual Maint.
Increase
6 Interface: Springbrook VB to Eden accounts payable (for refunds) $2,500.00 /
$625.00
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Annual Maint.
Increase
7 Interface: Springbrook AR to Eden general ledger Included
Above (#5)
8 Interface: Cashiering Program to Springbrook VB to update Estimated Bid
customer payments $5,550.00; Not
to Exceed
$7,500.00 /
Maintenance
@ 25% of final
amt.
9 Interface: Cashiering Program to Springbrook AR to update Included
customer pavrnents Above (#8)
10 Interface: Springbrook UB to Puget Sound Energy for statement $2,000.00 /
printing $500.00
Annual Maint.
Increase
II Interface: Springbrook UB to Puget Sound Energy for past due $2,000.00 /
letter printing $500.00
Annual Maint.
Increase
12 Interface: Springbrook Utility Billing to Key Bank for Direct No Charge
Debit
13 Interface: Waste Management to Springbrook UB for excess $2,000.00 /
garbage and roll off garbage $500.00
Annual Maint.
Increase
14 Contractor Fee Report $2,100.00 /
$525.00
Note: Please refer to BPS findings for more details on each of the above
Modification requests
Total Due at Contract Signing:
$68,525
SPRINGHR( )UK Sl )FTWARI: ueFNSF AliREFMFNI
City or Auhurn. \VA
Page I.~ or I g
A.2. FEE PAYMENT SCHEDULE.
A.3. EXPLANATION OF FEE SCHEDULE ITEMS FOR SERVICES
A.3.1 Software Maintenance.
Maintenance and support of the Software is not provided under this Software
License Agreement, but under a separate Software Maintenance Agreement between
Licensor and Licensee. In the event of a conflict between this "Explanation" of software
maintenance and the Software Maintenance Agreement, the Software Maintenance
Agreement shall prevail. First year maintenance is based on 20% of the then current
retail value of the application software and 25% of the then current retail value of the
database manager and optional report builder. Maintenance on the Springbrook
applications is provided by Springbrook Software and includes telephone and modem
support, as well as enhancements to the version purchased. Maintenance on the database
manager is provided by Springbrook software and includes telephone and modem
support, as well as updates to the database as provided by Progress. Maintenance on the
Progress Report Builder includes updates as provided by Progress, as well as telephone
and modem support from Springbrook for standard reports written by Springbrook and
included as part of the standard releases.
A.3.2 Implementation Manal!ement.
Implementation Management Services. Implementation Management Services
are vital to a successful implementation, and are considered consulting rather than
training. An 1M Specialist is assigned to manage your implementation, managing your
workload, checklists, task lists and keeping you apprised of the status of your project.
This involves on-going telephone and conference calls as well as written documentation.
Implementation planning is generally conducted prior to signing contracts. The cost of
this line item in your quote may go up or down after the BPS (see below) depending on
the complexity of your implementation (will you be using the system(s) as they are
provided, will you be implementing all the features contained in the application(s), will
modifications be required, etc. - note: these conditions may also affect the training
estimate listed in this quote).
Business Process Studv (BPS). Every Agency is unique in the way it conducts
business. In Utility Billing, rates are different, the frequency in which routes are billed is
different, the way past dues are issued and how late fees are calculated is different. In
addition, other factors need to be considered, such as what, if any, interfaces need to be
written to connect Springbrook to vendors' applications and what type, size, and
complexity will the forms be that you present to your clients, including billing
statements, past due statements, door hanger, etc. In summary, we help you maximize the
benefits while minimizing any misunderstandings about the functionality or
implementation of your new software. This billable service (cost, excluding travel
expenses) is included in implementation management services. Following your BPS you
will receive a written document outlining our findings for your review and approval.
SPRINliBRl)()K S( lFlW ARE I IlTNSI', '\GREi'.MU, I
City nl i\uburH, \VA
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You will receive a firm price on the implementation management services, the cost for
formatting bills, past due statements, doing a data conversion, any requested
programming modifications, and/or all other potential costs relevant to this project. We
can also verify whether the training estimate provided with this quote is appropriate for
your organization. Any associated costs uncovered during this session will be bid and
presented for your prior approval.
A.3.3 Consultinl! and Traininl! Services.
The amounts listed in this quote do not include travel time or expenses. In
addition, all out of pocket travel related expenses will be billed (this will be invoiced at
current IRS per diem rules for your area on all applicable items, including car rental,
hotel expense, airfare, mileage, taxis, parking, toll fares, and meals). Variables that could
cause the need for additional training include, without limitation: employees at your
organization that are unfamiliar with their job responsibilities; users who are unfamiliar
with Windows; multiple users who need to be trained at separate times and/or locations;
or turnover in application software personnel during the implementation period. Training
fees will be payable by Licensee whether or not application software personnel are made
available for training, and failure to complete required training could result in increased
Maintenance Fees. Licensee shall provide users of the Software with Springbrook
certified Software training; a System Malfunction caused by an untrained user shall not
be the responsibility of the Licensor.
A.3.4 Modifications.
Modifications are made on a bid basis, based on Springbrook's current Service
Fee schedule. All Modifications and custom programming will be made pursuant to
Work Orders approved in advance by you. These include any and all fees for
modifications requested and outlined in the BPS findings, as well as future Modifications
requested during and after the project is completed. In order to keep the implementation
schedule on track, no modifications other than those outlined during the BPS process will
be made to the Software until the base system is installed (and all License Fees have been
paid), unless those modifications are essential to your ability to go Jive on the
application(s). No fees for software modifications shall be billed to you until
Springbrook has received a signed bid for such modifications.
A.3.6 System and Conununication Requirements.
Operating Environment. Client-Server Option: Microsoft Windows NT Server
4.0 with Service Pack 6a, Windows 2000 Server with Service Pack 2 or later, Windows
2003 Server, or Linux. A single user version will run on Microsoft Windows NT
Workstation 4.0 with Service Pack 6a, Windows 2000 Professional with Service Pack 2,
or Windows XP Professional.
Telephone/Modem Support. - Springbrook shall maintain a telephone and modem
support line, or DSL Internet connection, or Tl connection to the Internet that permits
SI'R!N(;BR()()K SIWIWARE LlCENSI: AGRI'UvnS!
City 01 Auliurn. W:\
P<J~l' I:' oj I K
Customer to receive assistance. Customer agrees to provide and maintain a means for
Springbrook Software to remotely access and maintain the Springbrook Software
applications on Customer's server. This requires both a means of connecting to
Customer's server, and software for enabling virtual desktop access to the server. The
current list of supported means of this access is: a 56kilobyte per second modem with a
dedicated modem line, or an Internet connection of at least 128 kilobytes per second
access speed and a dedicated IP address. The current list of supported software for
enabling virtual desktop access to the server is: Symantec PCAnywhere, GoToMyPC,
Microsoft Terminal Services, and Citrix Metaframe. Customer agrees to provide and
maintain an Internet connection of 128Kb, or faster, for accessing Springbrook Software
updates and information from the Springbrook Software web site.
SPRllSGBIW( lK SllITW i\RI, I ICllSSL !\(iREUvlEN'1
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A.4. ADDITIONAL SERVICE FEES
After hours support $ 150lhr
(Maintenance contract covers supportfrom 5a-5p Pacific Time, Mon.-Fri.)
On Site Installation
$ 150lhr
Network & Operating System Consulting $ 150lhr
(Answering questions and assisting users and/or their consultants with all aspects of
hardware, networks, and operating systems - includes installation, set-up, and
troubleshooting. )
Training (Note: Report Writing is billed at $150Ihr) $ 150lhr
(The training necessary for the average user has been included with the project total
above - additional one-on-one training, ifrequested, shall be billed at $150/hr. Training
is held in the Portland, Oregon Training Center, or on site.)
Travel Time (billed one way)
(For on site services)
$100lhr
Travel Expenses Billed as Incurred
(Airfare, hotel, meals, car rental will be charged on a not to exceed basis per 1RS
standards (per Publication 1542)for your area, unless no other options are available;
gas & parking will be billed as actual as no 1RS standards apply.)
Telephone training $ l00lhr
(Working with a trainer or customer support representative on questions other than
support related issues (as defined in Maintenance Agreement) where the call exceeds 10
minutes in length is considered training rather than support and may be billed as such.)
W eekendl After Hours Training
On-site rate
Telephone rate
$ 200lhr
$ 200lhr
Support Not Under Maintenance
(Minimum charge per 30 minute call.)
$ 250lhr
NOTE: Senior ManagersIProgrammers/CPA's
$ 150lhr
These are current rates for services and are subject to change within twelve months of executed date
of this contract.
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A.5. AFFIRMATION OF BUDGET AUTHORITY
The majority of Springbrook Software Clients must have proper budget authority
to make a major purchase, such as new software. It is important to remember that if your
implementation project crosses budget years, it is your responsibility to ensure you have
re-appropriated any remaining contract funds in the next budget year and have proper
budget authority to complete the project. Springbrook Software can help you determine
what remaining contract funds need to be re-appropriated, if this situation arises
By my signature below, I confirm that I have read, understand and agree to this
Attachment A, Schedule of Fees:
--...
Signature:
Name:
Ie-fer 13- Lev,'>, .ltA-yvr
9- z9 eJ<1'
Date:
SI'RIM;BRI H)K S(JFIWARE UCENSI' MJREI',MEN I
City of Auhurn WA
P,I~l'IXofIK
SPRJNGB~~K
SOFTWARE
SPRINGBROOKSOFTWARE
SOFTWARE MAINTENANCE AGREEMENT
PARTIES:
SPRINGBROOK:
Springbrook Software, Inc., an Oregon corporation
111 SW Fifth Street, Suite 2900
Portland, OR 97204
Ph. (503) 820-2200
Fax (503) 820-4500
Email: info@springbrooksoftware.com
CUSTOMER:
City of Auburn
25 West Main Street
Auburn, WA 98001-4998
SEP 2 9 2004
EFFECTIVE DATE:
Springbrook has licensed its proprietary software products and programs ("Software") to
the Customer, and Customer wishes to have Springbrook maintain and support the use of
the Software. Springbrook and Customer therefore agree as follows:
1. Definitions.
a. "Software" has that meaning assigned to it pursuant to the Software License
Agreement executed by the parties in conjunction with this Agreement (the
"License Agreement").
b. "Enhancement" means any modification or addition that, when made or
added to the Software, materially changes its utility, efficiency, functional
capability, or application, but that does not constitute solely an Error
Correction. Springbrook may designate Enhancements as minor or major,
depending on its assessment of their value and of the function added to the
Software.
c. "Error" means any failure of the Software to conform in any material respect
to its published specifications.
d. "Error Correction" means either a modification or addition that, when made
or added to the Software, brings the Software into material conformity with its
published specifications, or a procedure or routine that, when observed in the
regular operation of the Software, avoids the practical adverse effect of such
nonconformity.
e. "Major Enhancement" means either the total rewrite of an application
and/or additional functionality benefiting only certain entities, not all
customers as a whole, and requiring these enhancements to be packaged as a
separate Module.
f. ''Releases'' means new versions of the Software, which may include Error
Corrections and/or Enhancements.
g. "Temporary Fix" means an initial correction or "fix" to a problem in the
software prior to the release of an error correction.
2. Term: Automatic Renewal: Termination: Opportunity to Cure. The initial term
of this Agreement shall be from the Effective Date to the end of Customer's fiscal
year, subject to renewal thereafter. During this Agreement's first term, Customer
shall pay for maintenance for each module licensed pro rata as determined by the
number of months from one month following start of first training session to the end
of Customer's fiscal year, based on pricing listed in Attachment A of this
Agreement. Springbrook shall bill and Customer shall pay for maintenance provided
under this Agreement on an annual basis, payment due as of the start of each
maintenance term. This Agreement shall automatically renew after the initial term
for subsequent terms of one (1) year each unless and until either party gives the other
no less than thirty (30) days' written notice of termination in advance of the
termination of the then-current term. A party shall be considered in default under
this Agreement only if the party, thirty (30) days after receiving written notice from
the other party identifying with reasonable specificity a material failure to comply
with any term or condition contained herein (including without limitation Customer's
failure to pay any fees or charges due under this Agreement or any related License
Agreement or service agreement, and Springbrook's breach of the limited warranty
provided in Section 11), has not cured such failure or breach. In the event that
Customer is in default under this Agreement, Springbrook in its sole discretion may
elect to terminate this Agreement or to place Customer's Agreement on hold until
such default is cured.
3. Scope of Maintenance. During the term of this Agreement, Springbrook agrees to
provide Basic Maintenance services in support of the Software. Basic maintenance
services shall consist of:
a. Error Correction. Springbrook will use all reasonable diligence to correct
verifiable and reproducible Errors within a reasonable time period after
reported to Springbrook. The Error Correction, when completed, may be
provided in the form of a "temporary fix," consisting of sufficient
programming and operating instructions to implement the Error Correction.
S( WI W,~\RI' MAJNTENANeE AGRFEMENT
City (if Allhllrn. Wi>.
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b. TelephoneIModem Support. Springbrook shall provide telephone, email
(via the Internet), and facsimile access during normal business hours (5AM to
5 PM Pacific Time) Monday through Friday, excluding major national
holidays, for Customer to report Errors in the Software and to receive
assistance in cases of operator error. Customer agrees to provide and maintain
a means for Springbrook Software to remotely access and maintain the
Springbrook Software applications on Customer's server. This requires both a
means of connecting to Customer's server, and software for enabling virtual
desktop access to the server. The current list of supported means of this access
is: a 56kilobyte per second modem with a dedicated modem line, or an
Internet connection of at least 128 kilobytes per second access speed and a
dedicated W address. The current list of supported software for enabling
virtual desktop access to the server is: Symantec PCAnywhere, GoToMyPC,
Microsoft Terminal Services, and Citrix Metaframe. Customer agrees to
provide and maintain an Internet connection of 128Kb, or faster, for accessing
Springbrook Software updates and information from the Springbrook
Software web site. Springbrook reserves the right to bill hourly (following
Customer's approval) for maintenance in cases of repeated operator error, or
where a single operator error results in extensive Springbrook time to resolve
the problem.
c. Changes in State and Federal Regulations. Springbrook will provide
updates needed to conform to state and federal regulations, including changes
to tax tables and routine forms, as changes become effective. Maintenance
services under this Agreement do not include updates to conform to any
changes in local governmental regulations, including without limitation
changes in utility billing rates, reports or methods.
d. Routine Releases. Springbrook may, from time to time, issue routine
Releases of the Software, containing Error Corrections and minor
Enhancements to customers who have maintenance agreements in effect.
Installation of routine releases is provided at no charge to customer if
completed over the modem. Installation of routine releases and updates by
Springbrook at Customer's site will be billed to Customer at the then current
hourly rate except in cases where Springbrook is solely responsible for the
inability to provide modem support.
e. Discounts on Major Enhancement Releases. Springbrook may, from time to
time, offer major Enhancements to Customer, generally for an additional
charge. To the extent Springbrook offers such Enhancements, it shall permit
Customer to obtain one copy of each major Enhancement for each copy of the
Software being maintained under this Agreement at the discount then
specified by Springbrook.
sOI'''r WARE \1AINTENANeF ACiRF.EMENI
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Pagl"i (l!"X
4. Exceptions. The following matters are not covered by Basic Maintenance, and are
outside the scope of services provided pursuant to this Agreement:
a. On-site support by employees or agents of Springbrook;
b. Training users in the proper operation of the Software;
c. Any problem resulting from Customer's misuse, improper use, alteration, or
damage of the Software, unless approved by Springbrook in writing;
d. Support of operating systems; support of non-Springbrook software, including
but not limited to spreadsheets, word processors, and general office software;
e. Installation, implementation, data conversion and Implementation
Management Services.
f. Training and consulting required on an individual Customer basis for
upgrades.
g. Set up, support for and maintenance of additional production databases.
h. Database backup services. Springbrook does not accept responsibility for the
design, implementation or maintenance of a backup system for the Software
applications and databases, and does not recommend specific backup software
programs or hardware. Springbrook recommends that Customer implement a
backup system for data and application files, store backups offsite in a secure
location, and have capable computer department staff, or outside technology
consultants, design, implement, and test the backup solution.
5. Cooperation of Customer. Customer agrees to notify Springbrook promptly
following the discovery of any Error. Further, upon discovery of an Error, Customer
agrees, if requested by Springbrook, to exercise its best efforts to submit to
Springbrook a listing of output and any other data that Springbrook may require in
order to reproduce the Error and the operating conditions under which the Error
occurred or was discovered. Springbrook shall treat any such data as confidential.
6. Fees and Expenses. The initial Maintenance Fee will be as invoiced to Customer as
set forth in Section 2. Maintenance Fees are due and payable at the beginning of the
initial and each renewal term hereunder. Maintenance fees will apply to all licensed
products and to any modifications made to those products if those modifications
require support and/or additional programming services during upgrades to new
releases. Maintenance fees are based on a percentage of the then current retail value
of the licensed products. Maintenance Fees do not include travel (including travel
time), and other Customer pre-approved travel expenses for hotels, car rentals,
meals, parking, and/or taxi expenses for installation and training; on-site support,
installation or training; file and data conversion costs; consulting services; shipping
SIJlTW,\RE MAINTENANCE AliREloMENI
City of Auhurn. Wi"
Page 4 nIX
charges; Implementation Management Services or the costs of any recommended
hardware. Customer agrees to pay such fees and costs, when and as the services are
rendered and the expenses incurred, as approved by Customer and invoiced by
Springbrook. Springbrook shall provide supporting documentation for all expenses
upon customer request. Customer is also responsible for sales or use taxes and state
or local property or excise taxes associated with licensing, possession, or use of the
Software or any associated services. The Maintenance percentage and/or resulting
fee may change for renewals, provided that Springbrook gives Customer written
notice of the change not less than thirty (30) days prior to the automatic renewal date
set forth in Section 2. All fees paid hereunder are nonrefundable and will be
forfeited in the event of termination or cancellation except as specifically provided in
Sections 10 and 11.
At Springbrook's election, up to a twenty-five percent (25%) increase in maintenance
fees may occur if all training for Software included as part of the Software License
Agreement is not received by applicable users. If key persounel replacement occurs,
Springbrook reserves the right to require that the new employee(s) acquire the
appropriate Springbrook training. Free 2-3 day basic training classes are offered at
the Springbrook Training Center in Portland, Oregon for all new Finance Directors
and Utility Supervisors.
7. Work Orders. Customer may from time to time request from Springbrook services,
such as software modifications or additional training. Springbrook shall make a
reasonable and good faith effort to comply with such requests but shall retain the
sole right to decide whether such services are executed. The Customer shall receive
from Springbrook an estimate of the cost of requested services. Springbrook shall
receive for all approved Customer requests a signed work order from the Customer
and a deposit equal to fifty percent of the estimated cost of the service.
8. BiUin!!:. All invoices from Springbrook to the Customer for any product or service
are due upon receipt. Invoices are past due 30 days after the date of invoice.
Springbrook may, at its option, charge all invoices 30 days and older an interest at a
rate of one and one-half percent (1 V2%) per month (eighteen percent (18%) per
annum) or, if less, the highest rate allowed by applicable law from the date such fee
or charge first became past due. Invoices are delinquent sixty (60) days after the
date of invoice. A delinquent invoice may cause Springbrook, at its option, to put the
Customer's account on hold, or, subject to the terms of Section 2, terminate this
Agreement. Accounts on hold may receive no product, service, or support from
Springbrook until all past due and delinquent invoices are paid in fnll.
9. Use and Restrictions. The Customer's rights and obligations concerning the use of
any Error Corrections, Enhancements, or Releases (or any other programming
provided by Springbrook, regardless of its form or purpose) shall be as provided in
the License Agreement. Springbrook shall have sole and exclusive ownership of all
right, title and interest in and to such works (including ownership of all copyrights
SOFTWARE MAINTENANCE AGRFFMI'NT
City of Auhurn, WA
Page .5 or:'\
and other intellectual property rights pertaining thereto), subject only to the license
expressly granted to customer in the License Agreement.
10. Limited Remedv and Liability: Exclusion of Conseauential Damal!es. The
cumulative liability of Springbrook to Customer for all claims relating to any
services rendered hereunder, in contract, tort, or otherwise, shall not exceed the total
amount ofthe Maintenance Fee paid to Springbrook pursuant to this Agreement
during the twelve (12) months prior to the claim. In no event shall Springbrook be
liable to Customer for any consequential, indirect, special, or incidental damages
(including, without limitation, damages for loss of business profits, business
interruption, loss of business information, or other pecuniary loss), even if
Springbrook has been advised ofthe possibility of such potential loss or damage.
The foregoing limitation of liability and exclusion of certain damages shall apply
regardless ofthe success or effectiveness of other remedies, and shall apply to all
claims under the warranty described in Section 11. Springbrook's liability for
breach of warranty exists only during the warranty period set forth in Section 11.
11. Limited Warranty and Exclusions. SPRINGBROOK WARRANTS THAT IT
WILL RENDER ITS SERVICES HEREUNDER IN A GOOD AND
WORKMANLIKE MANNER. DURING THE TERM OF THIS AGREEMENT
AND FOR A PERIOD OF SIX (6) MONTHS THEREAFTER SPRINGBROOK,
AT SPRINGBROOK'S SOLE COST, SHALL CORRECT ANY FAILURE TO
RENDER ITS SERVICES HEREUNDER IN A GOOD AND WORKMANLIKE
MANNER. ANY CLAIM BASED ON THE FOREGOING WARRANTY MUST
BE SUBMITTED IN WRITING TO SPRINGBROOK. CUSTOMER AGREES
THAT THE FOREGOING LIMITED WARRANTY IS IN LIEU OF ALL OTHER
WARRANTIES OF SPRINGBROOK AND SPRINGBROOK DISCLAIMS ALL
OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY,
FITNESS OR ADEQUACY FOR ANY PARTICULAR PURPOSE OR USE,
QUALITY OR PRODUCTIVENESS, OR CAPACITY, OR THAT THE
SERVICES RENDERED HEREUNDER WILL BE ERROR-FREE. NO ACTION
AGAINST SPRINGBROOK FOR BREACH OF THIS LIMITED WARRANTY
MAYBE COMMENCED MORE THAN 60 DAYS AFTER EXPIRATION OF
THE WARRANTY PERIOD STATED IN THIS SECTION 11.
12. Venue: Governinl! Law. Exclusive venue for any dispute between the parties
arising out of or relating to this Agreement shall be determined as follows, regardless
of the place of execution or performance, and regardless ofthe venue in which a
claim or counterclaim is first filed: venue for any action brought by Springbrook
against Customer, and for any counterclaims or cross claims related thereto, shall be
in the Federal District Court for the Western District in the State ofWA, or, if
Federal jurisdiction is not available, the circuit court in the State of W A, County of
King; venue for any action brought by Customer against Springbrook, and for any
counterclaims or cross claims related thereto, shall be in the Federal District Court in
the State of Oregon, or if Federal jurisdiction is not available, in any state court in
SOIIWA!,1' \1AI,",'II'N/\'1CI MdHII'vII'NI
Cily of Aubut"l1. WA
p{Jt,'-i.' (I 01";-;
the State of Oregon, County of Multuomah. This Agreement shall be governed by
and construed and enforced in accordance with the laws of the state in which venue
is determined pursuant to this Section 12, as such laws apply to a contract made and
performed in such state, without regard to conflicts oflaw provisions.
13. Entire Al!:reement: Construction. This Agreement is the complete and exclusive
statement of the agreement between Springbrook and Customer and supercedes all
prior and contemporaneous negotiations, discussions, proposals and understandings,
oral, written or implied, including those involving any agent of either party, relating
to the subject matter herein. No representations or statements made by either party
or either party's agents not expressly set forth herein shall be binding on either
party. Rights, obligations and warranties under this Agreement extend to Customer
and Springbrook only, and no other person shall be considered a third party
beneficiary of this Agreement or be otherwise entitled to any rights or remedies
under this Agreement. No provision of this Agreement shall be construed in favor
of or against any party because one party or its professional advisors participated in
the preparation ofthis Agreement.
14. Modification: No Waiver. The terms ofthis Agreement may only be modified,
expanded or added to by a written agreement executed by the parties. No oral
communication between the parties or their agents before or after execution of this
Agreement shall be binding upon either party unless the parties expressly agree in
writing to the terms of such communication. No waiver by either party of any
breach of any term or condition hereof shall be effective or enforceable unless made
in writing signed by the party, and no waiver shall be interpreted as a continuing
waiver or a waiver of any future obligation.
IN WITNESS WHEREOF, each ofthe parties hereto has caused this Agreement to be
executed in duplicate by its duly authorized officer or representative.
LICENSOR
LICENSEE
By:
,2004
By:
:=~
Title: Mayor
Date: 9. 2-'7
~
Name: Marilv Rementeria
Signatur~j'f~~~
Title: Sf. V.P. Ooerations
(~
Date: 0 -- c27
,2004
~
SOI'I\\',\RI M:\I'\IJ'i,\'\11 !\(if(('1 ,\'I 1''\ I
City oCAuburn, W/\
Page 7 ofS
ATTACHMENT A: SCHEDULE OF FEES
Attachment A contains the price quote issued to Customer showing the applications and
corresponding first year maintenance/support service fees, as well as a schedule of
payment terms for these maintenance/support services. Please note that these fees are for
one full year, but first year fees will be pro-rated as per terms below. By signing the
Attachment A, Licensee is agreeing to this Schedule of Fees.
.
i :-i1'I((!)!i,''''q~ ~K
--iii>.
August 24. 2004
Annual Maintenance Costs for City of Auburn, WA
NOTE: Does not include maintenance on enhancement requests outlined in BPS
Current Maintenance Rates:
. 20% on Springbrook products
. 25% on Custom Modifications requiring maintenance by Springbrook
. 25% on Progress products
Springbrook software maintenance will be invoiced from the month following start of
training (by product or suite of products) to end of first fiscal year end. Progress
maintenance will be invoiced and due when Progress License is ordered. Subsequent
years' maintenance fees will be due within 30 days of first day of new fiscal year and will
be for each subsequent l2-month period. Additional maintenance will be charged on all
custom modifications performed and supported by Springbrook.
By my si
Attachment A to tll
t
have read, understand and agree to this
greement, Schedule of Fees:
Signature:
Name:
Ie fev 3, Lew/.s. /1 A j/VV'
, ~
q- 2-9-01
Date,'
SUI'IW,\Rf' Mi\INTENi\NeE AGREEMENT
City of AuhuI'IL W A
Page K 01"8