HomeMy WebLinkAboutR-2008-078 Time Management SystemRESOLUTION NO. R-2008-78
A RESOLUTION authorizing the City Manager for the City of Yakima to sign contracts
necessary for the acquisition and implementation of the Time and Attendance
Management System provided by the IntelliTime Systems Corporation.
WHEREAS, The City of Yakima has found it in the best interest of the City to
replace the manual payroll time card entry system for a fully automated Time &
Attendance Management System ; and
WHEREAS, The City of Yakima has utilized a Request for Proposal (RFP)
process to identify the Time and Attendance Management system that best fulfills the
City's requirements for such a system, and
WHEREAS, That RFP process determined that the system provided by the
IntelliTime Systems Corporation is the system that best meets those City requirements,
and
WHEREAS, Sufficient funds have been appropriated for the acquisition and
implementation of the IntelliTime Systems Corporation Time and Attendance
Management System,
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF YAKIMA:
The City Manager' for the City (or designee) is hereby authorized to sign
contracts necessary for the City of Yakima to acquire and implement the Time and
Attendance Management System from IntelliTime Systems Corporation.
ADOPTED BY THE CITY COUNCIL this 6th day of Ma , 2008.
ATTEST:
City Clerk
avid Edfer, Mayor
SYSTEM PROCUREMENT AGREEMENT
THIS SYSTEM PURCHASE AND LICENSE AGREEMENT (this "Agreement") is made
as of the day of , 2008 (the "Effective Date") by and between IntelliTime Systems
Corporation. (hereinafter "Vendor"), a California Corporation, with its principal office at 3710 S.
Susan Street, Suite 200, Santa Ana, California 92704, and the City of Yakima, Washington
(hereinafter "Customer"), a municipality, with its principal office at 129 North 2nd Street, Yakima,
Washington 98901.
In consideration of the mutual covenants hereinafter set forth, Vendor and Customer,
intending to be legally bound, hereby covenant and agree as follows:
SECTION 1 - DEFINITIONS
The following capitalized terms shall have the meanings set forth below for all purposes of
this AGREEMENT:
1.1 "Acceptance." The occurrence of the conditions set forth in SECTION 8 -
INSTALLATION, TESTING, AND ACCEPTANCE hereof.
1.2 "Certificate of Acceptance" A written certificate delivered to Vendor and signed
by an authorized representative of Customer stating that the Test Plan and Parallel Testing has been
successfully completed in accordance with the requirements of SECTION 8 — INSTALLATION,
TESTING, AND ACCEPTANCE hereto and that the System conforms in all material respects to the
System Specifications. This certificate (attached hereto as EXHIBIT I - CERTIFICATES) also provides
notice that the term of the Maintenance and Service Agreement (attached hereto as EXHIBIT H —
ANNUAL MAINTENANCE AND SUPPORT) has begun.
1.3 "Certificate of Installation." A written certificate, delivered to Customer and
signed by an authorized representative of Vendor, stating that the System has been completely
delivered, assembled, installed, and tested at the Customer Premises in accordance with this
AGREEMENT and that, as so assembled and installed, the System is ready for Parallel Testing by
Customer.
1.4 "Customer Equipment." The equipment and devices identified in EXHIBIT A -
CUSTOMER PROVIDED EQUIPMENT attached hereto, which are to be provided by Customer in
connection with the installation, operation, or maintenance of the System.
1.5 "Customer Facilities." The space, environment, and other facilities specified in
EXHIBIT B = CUSTOMER FACILITIES attached hereto, which, are to be provided by Customer in
connection with the installation, operation, or maintenance of the System.
1.6 "Customer Personnel." All persons engaged from time to time by Customer as its
officers, employees, or agents or as independent contractors.
1.7 "Customer Premises." Those premises occupied by Customer at and within the
City of Yakima.
1.8 "Defect." Any failure of the System or any Deliverable to operate in material
conformity with the System Specifications.
1.9 "Deliverable" Each part or component of the System, including all applicable
Vendor Equipment, Programs, and Services listed in EXHIBIT D — INTELLITIME SYSTEM
DELIVERABLES, to be delivered by Vendor to Customer in accordance with EXHIBIT G - PROJECT
PLAN AND DELIVERY SCHEDULE.
1.10 "Deliverable Acceptance Period" The period of time necessary to complete
parallel operation of two production payroll runs (approximately 60 days) commencing upon the
delivery of the Deliverable during which the Customer will test the Deliverabls under actual
operating conditions to determine if the Deliverable meets the Specifications.
1.10 "Documentation." All specification documents, manuals, drawings, and other
media and materials, other than Equipment and Programs.
1.11 "Effective Date" The date of the last signature of this AGREEMENT.
1.12 "Final Acceptance Period" The period of time necessary to complete parallel
operation of two production payroll runs (approximately 60 days) commencing upon the delivery of
the final Deliverable completing the System during which the Customer will test the System in
parallel with the Customers existing system to determine if the System meets the Specifications.
1.13 "Program" Individual, computer executable component of the Software.
1.14 "Software" The combination of all Programs to be delivered by Vendor under this
AGREEMENT.
1.12 "System." The Networked Computer System, consisting of the Equipment and the
Programs, which shall conform to the System Specifications.
1.13 "System Price." The purchase price stated in EXHIBIT D — INTELLITIME SYSTEM
DELIVERABLES attached hereto.
1.14 "System Specifications." Those functional specifications relating to the design and
performance of the System set forth in EXHIBIT E — SYSTEM SPECIFICATIONS.
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1.15 "Trade Secret." Any scientific or technical information concerning a design,
process, procedure, formula, or improvement that is commercially valuable and secret (in the sense
that its confidentiality affords a competitive advantage to the owner of such Trade Secret). Trade
Secrets shall not include any information that (1) is or becomes generally known to the public
through no fault of the recipient; (2) is obtained without restriction from an independent source
having a bona fide right to use and disclose such information, without restriction as to further use or
disclosure; (3) the recipient independently develops through persons who have not had access to
such information; or (4) the disclosing party approves for unrestricted release by written
authorization.
1.11 "Vendor Equipment." Those items designated as Equipment in EXHIBIT D —
INTELLITIME SYSTEM DELIVERABLES attached hereto, which are to be purchased by Customer from
Vendor pursuant to this Agreement.
1.16 "Vendor Personnel." All persons engaged from time to time by Vendor as its
officers, employees, or agents or as independent contractors.
SECTION 2 - TERMS OF SYSTEM PURCHASE
2.1 Vendor shall design, develop, fabricate, assemble, and install for Customer a
specialized, integrated System in accordance with EXHIBIT G — PROJECT PLAN AND DELIVERY
SCHEDULE and consisting of the Equipment, Programs, and Services listed in EXHIBIT D —
INTELLITIME SYSTEM DELIVERABLES, which shall operate in accordance with, and conform in all
material respects to, the System Specifications set forth in EXHIBIT E — SYSTEM SPECIFICATIONS.
2.2 Customer shall pay Vendor for Equipment and Programs delivered and Services
rendered by Vendor in accordance with EXHIBIT C — PAYMENT SCHEDULE. In addition to payment
of the System Price, Customer shall pay, or reimburse Vendor for, those taxes, costs of shipping and
insurance, and other costs and expenses set forth in SECTION 6 — CUSTOMER PAYMENTS TO VENDOR
of this AGREEMENT.
SECTION 3 - PROGRAMS LICENSED TO CUSTOMER
3.1 Commencing on the Effective Date, Vendor grants Customer a perpetual,
nontransferable, nonsublicensable and nonexclusive right and license to utilize all Programs and
Software specified in EXHIBIT D — INTELLITIME SYSTEM DELIVERABLES in connection with its
operation of the System. Such right and license shall continue in full force and effect unless and
until terminated in accordance with this AGREEMENT. Title to, ownership of, and all rights and
interests in, the Software shall remain at all times with Vendor.
3.2 The right and license granted to Customer hereunder entitles Customer to use the
Programs licensed under this AGREEMENT and listed in EXHIBIT D — INTELLITIME SYSTEM
DELIVERABLES, only for its own internal data-processing and computing needs, and Customer
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agrees to comply with and be bound by any restrictions pertaining to Third Party Software or
confidentiality and other obligations contained in Third Party Licenses, as permitted under contract
and by law. Customer agrees not to modify, adapt, translate, or create derivative works based on the
Programs and shall not attempt to decompile, decrypt, extract, disassemble or otherwise reverse
engineer the Programs. In furtherance of such limitation, Customer shall prohibit any persons other
than Customer Personnel from using any components of the System.
3.4 Subject to the provisions of SECTION 14 - TERMINATION herein, the right and license
granted to Customer hereunder, and all use of the Programs, shall automatically terminate upon any
termination of this AGREEMENT.
SECTION 4 - OBLIGATIONS OF VENDOR
In addition to any other obligations of Vendor set forth in this Agreement, Vendor shall:
4.1 Bear liability for all risk of loss or damage to all components the System suffered
before delivery of such components to the Customer Premises.
4.2 Before commencing shipment of any of the Equipment or Programs, conduct a Test
of the Equipment and Programs in order to confirm that the Equipment and Programs satisfy the
System Specifications in all material respects.
4.3 Correct at the Vendor's Offices any Defect in the System revealed by the Test.
4.4. Treat any Trade Secrets of Customer as proprietary and confidential, and neither use,
copy, or disclose, nor permit any Vendor Personnel to use, copy, or disclose such Trade Secrets,
except as necessary to fulfill Vendor's obligations under this AGREEMENT.
4.5 Train Customer Personnel in the operation of the System in accordance with the
terms and conditions stated in EXHIBIT D — INTELLITIME SYSTEM DELIVERABLES and EXHIBIT G —
PROJECT PLAN AND DELIVERY SCHEDULE of this AGREEMENT.
SECTION 5 - OBLIGATIONS OF CUSTOMER
In addition to any other obligations of Customer set forth in this AGREEMENT,
Customer shall:
5.1 Until payment in full of the entire System Price, bear liability for all risk of loss or
damage to any components of the System suffered after delivery of such components to the
Customer Premises.
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5.2 Furnish and make available 'the Customer Equipment and Customer Facilities as
required for installation, operation, or maintenance of the System and take such further action as
may be required to ensure that the Customer Facilities and Customer Equipment are completed and
operable in accordance with EXHIBIT A — CUSTOMER PROVIDED EQUIPMENT and EXHIBIT B —
CUSTOMER FACILITIES of this AGREEMENT, at least 2 days before the scheduled delivery of each
Deliverable to the Customer Premises.
5.3 Grant to Vendor Personnel such access to the Customer Premises, including the
System, Customer Facilities, and Customer Equipment, as may be necessary or appropriate for
Vendor to perform its. obligations under this AGREEMENT.
SECTION 6 - CUSTOMER PAYMENTS TO VENDOR
6.1 In consideration of Vendor's agreement to provide the System to Customer, deliver
necessary documentation, train Customer Personnel, and render related services in accordance with
this Agreement, Customer shall pay the System Price for the System in accordance with the Project
Payment Schedule shown in EXHIBIT C — PAYMENT SCHEDULE of this AGREEMENT. Not
withstanding anything to the contrary herein, payment shall be due on Net 30 Terms when invoiced
following the schedule listed in EXHIBIT C PAYMENT SCHEDULE of this AGREEMENT and Customer
may not withhold payment during the Deliverable Acceptance Period or thereafter without
breaching this Agreement and incurring the penalties in Section 6.5 herein.
6.2 In addition to the System Price, Customer shall duly report and pay all federal, state,
local, and other taxes or other charges (other than income or franchise taxes payable by Vendor)
directly applicable to the sale, installation, maintenance, or use of the System.
6.3 Customer shall pay Vendor for travel costs at a fixed, per diem rate of $240 for each
day a vendor staff member spends on -site at the Customer Premises and shall pay Vendor for
transportation costs at a fixed, per trip cost of $500 per staff member trip for up to 18 staff days on
site and 8 trips for a total travel cost of $8,320 in accordance with SCHEDULE D — INTELLITIME
SYSTEM DELIVERABLES. Any travel costs beyond this amount must be pre -approved by Customer.
6.4 If installation of the System is delayed as a result of the unavailability, or incomplete
or improper installation or operation of, the Customer Facilities or Customer Equipment, and such
delay continues for more than 30 days after Vendor gives Customer notice of such delay, Customer
shall reimburse Vendor for any reasonable costs and expenses (including, without limitation,
reasonable labor and overhead charges) incurred by Vendor as a result of such delay; provided.
however, that Customer shall not be liable for any cost or expense attributable to (1) errors or
omissions of Vendor with respect to its description of the Customer Facilities in EXHIBIT A —
CUSTOMER PROVIDE EQUIPMENT and EXHIBIT B — CUSTOMER FACILITIES of this AGREEMENT, or (2)
any delay in installation permitted in accordance with SECTION 13 — FORCE MAJEURE AND
EXCUSABLE DELAYS.
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6.5 All amounts not paid by Customer within 45 days after such amounts become due
and payable to Vendor shall bear interest at the lesser of ten percent (10%) per year or the maximum
rate of interest allowed by applicable law.
SECTION 7 - SHIPMENT AND DELIVERY
7.1 Equipment to be provided by Customer as specified in EXHIBIT A — CUSTOMER
PROVIDED EQUIPMENT of this AGREEMENT shall be made available to Vendor at Customer Facilities
as specified in EXHIBIT B — CUSTOMER FACILITIES within 45 days of the Effective Date. Upon
receipt of access to Customer Provided Equipment, Vendor shall commence installation and testing
of the Programs.
7.2 Vendor shall arrange for delivery of each Deliverable to the Customer Premises
prior to the date for installation of the applicable Deliverables specified in EXHIBIT D.— INTELLITIME
SYSTEM DELIVERABLES of this AGREEMENT. Unless Customer provides Vendor with specific
shipping instructions, Vendor will select the carrier(s) and arrange for shipment. Promptly after
making such arrangements, Vendor shall notify Customer of the name of the carrier, the date of
shipment, and the scheduled date of arrival of such components at the Customer Premises.
7.2 Customer shall receive, unload, and store each Deliverable to the Customer
Premises. However, Customer shall not uncrate or unpack such Deliverable without prior
permission from Vendor.
SECTION 8 - INSTALLATION, TESTING, AND ACCEPTANCE
8.1 Vendor shall assemble and install each Deliverable at the Customer Premises within
45 days of the start of this Agreement, subject to extension pursuant to SECTION 13 — FORCE
MAJEURE AND EXCUSABLE DELAYS. Customer shall furnish, as part of Customer Equipment, all
materials required for installation as described in EXHIBIT A — CUSTOMER PROVIDED EQUIPMENT of
this AGREEMENT at least 2 days prior to the applicable installation date.
8.2 Following installation of each Deliverable at the Customer Premises, Customer shall
commence the Deliverable Acceptance Period. If no Defects are reported in writing to Vendor
during the Deliverable Acceptance Period, then upon the expiration of the Deliverable Acceptance
Period, the Deliverable will automatically be deemed accepted. If a Defect is reported to Vendor
during the Deliverable Acceptance Period, Vendor shall use commercially reasonable efforts to
repair or replace, at its sole option, any hardware or software causing such Defect to conform solely
to the Specifications within a reasonable period of time. Upon completion of corrections of all
reported Defects reported pursuant to this SECTION 8 — INSTALLATION, TESTING, AND ACCEPTANCE
with respect to a Deliverable, the Deliverable shall be deemed accepted by the Customer.
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8.3 Following installation of the final Deliverable, Vendor shall issue a Certificate of
Installation and Customer shall commence the Final Acceptance Period. Upon successful
completion of the Final Acceptance Period, Customer shall deliver to vendor the Certificate of
Acceptance which will not be unreasonably withheld. Such Certificate of Acceptance shall be
deemed final acceptance of the System by Customer.
8.4 Upon receipt of the Certificate of Acceptance, Vendor may invoice Customer for
the final payment in accordance with EXHIBIT C — PROJECT PAYMENT SCHEDULE.
8.5. Upon receipt of the Certificate of Acceptance, the initial term of the Maintenance
and Support Agreement with Vendor shall commence in accordance with the terms and
conditions stated in EXHIBIT H — ANNUAL MAINTENANCE AND SUPPORT of this AGREEMENT.
SECTION 9 - VENDOR WARRANTIES
9.1 Vendor warrants that the Vendor Equipment, at the time of Acceptance, will be new
and free from Defects in material and workmanship.
9.2 Vendor warrants that upon delivery of the System to Customer and payment in full
of the Purchase Price, Customer shall obtain good and marketable title to the Equipment, free from
any lien or encumbrance (except for such liens and encumbrances as may be imposed by
Customer's creditors by virtue of Customer's rights in the System).
9.3 Vendor warrants that it has the right and authority to grant Customer the right and
license in the Software accorded under SECTION 3 — PROGRAMS LICENSED TO CUSTOMER hereof and
that Customer's use of the Software in accordance with this Agreement shall not infringe any third -
party rights in any patent, copyright, or Trade Secret in the United States.
9.4 Customer's sole and exclusive remedy for any breach of warranty by Vendor shall
be to require Vendor to repair or replace, at Vendor's option, any component of the System that
contains a Defect so as to correct such Defect.
9.5 With the approval of Customer, which approval shall not be unreasonably withheld,
Vendor may furnish suitable and durable substitute components to the extent any specified
components of the System are not available because of short supply or other reasons. Any such
substitution shall not affect Vendor's warranties or result in any material change in the System
Specifications.
9.6 All warranties of Vendor and all obligations of Vendor under this SECTION 9 —
VENDOR WARRANTIES are contingent upon Customer's use of the System in accordance with both
this Agreement and any reasonable instructions provided to Customer in writing from time to time
which will not limit the intended use of the System.
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9.7 To the extent contractually and legally allowed, Vendor assigns to Customer all
rights and benefits, if any, now or hereafter held by Vendor under warranties made or furnished by
the manufacturers, suppliers, or vendors of all Vendor Equipment components procured by Vendor
prior to resale.
9.8 EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, VENDOR
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, RESPECTING THE SYSTEM
AND ALL SERVICES PROVIDED UNDER THIS AGREEMENT, INCLUDING WITHOUT
LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR
A PARTICULAR PURPOSE.
9.9 The parties' liability to each other shall be limited to the purchase price of the
System sold hereunder. In no event shall Vendor be liable for any indirect, exemplary, incidental,
or consequential damages arising out of or otherwise relating to the use or performance of the
System or any services provided hereunder, even if Vendor has been advised of the possibility or
likelihood of such damages.
SECTION 10 - CUSTOMER'S USE AND PROTECTION OF VENDOR'S TRADE SECRETS
10.1 IntelliTime represents that the Software is its valuable, proprietary information and
that it maintains the Software as a Trade Secret. Customer agrees to use reasonable efforts to
maintain the confidentiality of the Trade Secrets, subject to the requirements of the Washington
State Public Disclosure Act, RCW 42.56 or other applicable law; provided, however, that should
Customer and Vendor be unable at any time to reach an accord on a maintenance agreement
applicable to the System, this SECTION 11 — CUSTOMERS USE AND PROTECTION OF VENDOR'S
TRADE SECRETS shall not prohibit Customer from retaining outside contractors to maintain or repair
the System and disclosing to such contractors, in confidence, such information as is necessary to
enable them to maintain or repair the System.
10.2 Customer acknowledges that any use or disclosure of Vendor's Trade Secrets by
Customer or Customer Personnel in a manner not authorized by this Agreement would likely cause
Vendor irreparable damage that could not be fully remedied by monetary damages. Customer
therefore agrees that Vendor shall have the right to request such injunctive or other equitable relief
from a court of competent jurisdiction as may be necessary or appropriate to prevent such
unauthorized or unlawful action where legally justified.
10.3 The provisions of this SECTION 10 — CUSTOMERS USE AND PROTECTION OF
VENDOR'S TRADE SECRETS shall survive termination of this AGREEMENT.
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SECTION 11 - VENDOR INDEMNIFICATION FOR INFRINGEMENT OF INTELLECTUAL
PROPERTY RIGHTS
11.1 Vendor agrees to defend, indemnify, and hold harmless Customer from and against
any claim, suit, demand, or action alleging that the Software infringes a U.S. patent or copyright, or
any Trade Secret, or any other intangible property rights of any third party; provided, however, that
(1) Customer shall give Vendor prompt written notice of such action and all prior claims relating
thereto; (2) Customer shall fully cooperate with Vendor in the defense and settlement of such
action; (3) Vendor shall have sole control of the defense of such action and all negotiations for its
settlement or compromise; and (4) Vendor shall keep Customer informed and fully advised of status
and disposition of such action.
11.2 If a temporary or a final injunction is obtained against Customer's use of the
Software by reason of an infringement of a U.S. patent, copyright, Trade Secret, or other intangible
property right, Vendor will, at its option and expense, either:
1. Procure for Customer the right to continue to use the Software; or
2. Replace or modify for Customer the Custom Software so it no longer infringes such
patent, copyright, Trade Secret, or other intangible property right, so long as the
utility or performance of the System is not materially impaired and the System
continues to conform to the System Specifications in all material respects.
11.3 Vendor shall have no liability to Customer for any infringement action that is based
upon or arises out of the use of the System or any component thereof in combination with any other
system, equipment, or software that is:
1. Not referred to in EXHIBIT D — INTELLITIMES SYSTEM DELIVERABLES of this
AGREEMENT or otherwise furnished by Vendor as part of the System;
2. Not approved by Vendor in writing; or
3. Inconsistent with the intended use of the System and its components.
11.4 This SECTION 11 — VENDOR INDEMNIFICATION FOR INFRINGEMENT OF INTELLECTUAL
PROPERTY RIGHTS sets forth the exclusive remedy of Customer against Vendor with respect to any
action or claim for alleged infringement of any patent, copyright, Trade Secret or other intangible
property right involving the System or any component thereof
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SECTION 12 — FORCE MAJEURE AND EXCUSABLE DELAYS
12.1 Neither party shall be liable for any costs or damages attributable to nonperformance
(including delays on the part of Vendor in making deliveries hereunder) arising out of any "Event of
Force Majeure," which shall consist of any cause not within its reasonable control and not due to its
fault or negligence.
12.2 Each party shall give the other party prompt notice of the occurrence of any Event of
Force Majeure that is expected to cause delay hereunder, and the date of performance by any such
party shall be extended for a period not exceeding the period of delay caused by the Event of Force
Majeure identified in such notice.
12.3 Unless the performance by either party of its obligations under this Agreement is
delayed by the occurrence of an Event of Force Majeure for a period of more than one year (and
such delay is excused under the foregoing provisions), no Event of Force Majeure shall excuse
permanent nonperformance, but shall excuse only delays in performance and only to the extent that
such delays are directly attributable to such cause. Should any Event of Force Majeure delay
performance for a period of more than one year, either party may terminate and rescind this
AGREEMENT upon notice to the other party.
12.4 Notwithstanding any other provision in this AGREEMENT to the contrary:
1. Neither party shall be liable for any delay or failure in the performance of its
obligations under this AGREEMENT that directly results from any failure of the other
party to perform its obligations as set forth in this AGREEMENT; and
2. Failure by Customer to make any payment to Vendor within 45 business days after
the date such payment becomes due under this Agreement shall, if Vendor so elects
and notifies Customer in writing to that effect, postpone the date of Vendor's
subsequent performance or deliveries by such period of time as Vendor may
reasonably require in light of such delinquency.
Section 13 - Termination
13.1 Either party may terminate this Agreement at any time by giving written notice,
effective immediately, upon the occurrence of either of the following events:
1. The other party fails to discharge any obligation or remedy any default under this
AGREEMENT for a period of more than 60 days after the aggrieved party has given
such party written notice of such failure, but only if such failure has not been
remedied at the time the aggrieved party gives such notice of termination or is the
result of any condition anticipated under SECTION 12 — FORCE MAJEURE AND
EXCUSABLE DELAYS; or
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2. The other party makes an assignment for the benefit of creditors, or commences or
has commenced against it any proceeding in bankruptcy, insolvency, or
reorganization pursuant to the bankruptcy laws.
13.2 In the event Vendor rightfully terminates this Agreement pursuant to SUBSECTION
13.1, ITEM 2, prior to Final Acceptance, Vendor shall retain all monies paid to Vendor pursuant to
this AGREEMENT and shall be entitled to payment of all monies outstanding as of the date of
termination.
13.3 In the event of any termination of this Agreement by Customer pursuant to
SUBSECTION 13.1, ITEM 1, prior to the shipment of any Vendor Equipment or Programs to the
Customer Premises:
1. Vendor will refund to Customer, within 30 days after such termination, any portion
of the Purchase Price theretofore received by Vendor from Customer; and
2. Upon such refund, all right, title, and interest in and to all Equipment and Programs
(to the extent title may previously have passed to Customer) shall immediately revert
to Vendor without further action by either party.
13.4 If this AGREEMENT is terminated in accordance with SUB -SECTION 13.1 hereof, the
right and license granted to Customer pursuant to SECTION 3 — PROGRAMS LICENSED TO CUSTOMER
hereof, but only as it pertains to those components of the Vendor Equipment retained by Customer
as to which Customer has paid the corresponding portion of the System Price, shall continue for so
long as Customer operates the System in a manner consistent with the provisions of SECTION 3 —
PROGRAMS LICENSED TO CUSTOMER and SECTION 11 — VENDOR INDEMNIFICATION FOR
INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS hereof.
13.5 Except as provided in SUB -SECTION 13.4 hereof, upon termination of this Agreement,
all rights and licenses granted to Customer hereunder shall terminate and Customer shall
immediately cease use of the Programs. Customer shall, immediately upon such termination, return
to Vendor all copies of the Programs, and Customer shall certify to Vendor that it has retained no
copies of such Programs.
SECTION 14 - DISPUTE RESOLUTION
14.1 Negotiation. In the event a dispute arises over the interpretation or application of
any provision of this AGREEMENT or the grounds for termination, the parties shall meet within
ten (10) working days of a request by one or both parties to resolve the dispute by negotiation.
The parties shall act through the appropriate officers with full decision -making authority to
promptly resolve the matter in good faith with a cooperative, problem -solving approach. If
within ten (10) working days after the first meeting, the parties have not resolved the dispute,
either party may request that they extend the time for negotiation for fifteen (15) additional
working days with the objective of achieving final resolution.
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14.2 Mediation. In the event a dispute exists relating to the interpretation or
performance of this AGREEMENT or the grounds for its termination and after compliance with the
negotiation required in SUBSECTION 14.1, the parties shall enter into mediation in accordance
with SUBSECTION 14.2. The party requesting mediation of the dispute must notify the other party
in writing of the requesting party's intent to seek mediation by a third -party who is an expert
("Expert") in the subject and technology under dispute. Each party must, within fifteen (15)
working days after such notification, submit its position regarding the dispute in writing to the
other party. If within fourteen (14) days after each party has submitted its position to the other
the dispute is not resolved, the parties shall mutually select an independent Expert in a joint letter
of appointment to the Expert. The Expert shall render a written decision containing an analysis
and explanation of the decision within fifteen (15) working days or, where necessary, twenty
(20) working days of his/her receipt of the joint letter of appointment from the parties. A party
may not unreasonably withhold consent to the selection of an Expert. Any person who is a
current or former employee, agent, representative, shareholder or subsidiary of either party, or
relative of one, or a current or former consultant for either party or relative of one, is not eligible
to serve as the Expert. The parties shall share equally the costs of the Expert and the mediation.
14.3 Post -Mediation Alternative. If the parties are not able to resolve the dispute
through mediation in SUBSECTION 14.2, they may agree to use another form of alternative dispute
resolution including arbitration. The parties shall share equally the costs of the arbitrator.
14.4. Confidentiality. All discussions and documents prepared pursuant to the attempt
to resolve a dispute under SECTION 14 — DISPUTE RESOLUTION are confidential and for settlement
purposes only and shall not be admitted in any court or forum as an admission or otherwise
against a party for any purpose including the applicability of Federal and State court rules.
14.5. Statute of Limitations. The parties agree to toll any applicable statutes of
limitations during the pendency of any of the above dispute resolution proceedings.
14.6. Judicial Remedies. Nothing in this SECTION 14 — DISPUTE RESOLUTION will
prevent any party from seeking equitable remedies in a judicial proceeding if interim relief from
a court is necessary to preserve the status quo pending resolution or to prevent serious and
irreparable injury to that party or others.
SECTION 15 - MISCELLANEOUS
15.1 Except as specifically stated in this AGREEMENT, neither this AGREEMENT nor any of
the rights, interests or obligations of either party shall be assigned or delegated without the prior
written consent of the other party which consent shall not be unreasonably withheld. Any
unauthorized assignment or delegation shall be null and void. Notwithstanding the foregoing, either
party may assign or otherwise transfer its rights and obligations to any entity controlling, controlled
by or under common control with a party hereto, or to successors in interest (whether by purchase of
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stock or assets, merger, operation of law, or otherwise) of that portion of its business related to the
subject matter hereof.
15.2 Any notice permitted or required under this AGREEMENT shall be deemed given
when mailed by certified mail, postage prepaid, or when dispatched by telex or cablegram (and
followed by a written confirmation mailed by certified mail, postage prepaid, within 24 hours after
such dispatch). Mail shall be addressed as follows: c/o Information Systems Manager, City of
Yakima, 129 North 2nd Street, Yakima, Washington 98901 and IntelliTime Systems Corporation c/o
Dennis Peters 3710 S. Susan Street, Suite 200 Santa Ana, California 92704 or to either party at such
other address as it shall have notified the other pursuant to this SUBSECTION 15.2.
15.3 This AGREEMENT constitutes the entire agreement between Vendor and Customer
with respect to Vendor's development, installation, and maintenance of the System for Customer
15.4 This AGREEMENT shall be governed by and construed and enforced in accordance
with the laws of the State of Washington.
15.5 In the event of any dispute the parties submit to the personal jurisdiction and venue
of the courts located in the Yakima County, Washington.
15.6 This AGREEMENT and all matters arising out of or relating to this AGREEMENT,
will be governed by, and construed and enforced in accordance with the internal laws of the State
of Washington without regard to its conflicts of laws rules. Any action at law, suit in equity or
other judicial proceeding arising out of this AGREEMENT must be instituted and maintained only
in a court of competent jurisdiction located in Yakima County, Washington.
15.7 In performing their respective duties under this AGREEMENT, each of the parties will
be operating as an independent contractor. Nothing contained herein will in any way constitute any
association, partnership or joint venture between the parties hereto, or be construed to evidence the
intention of the parties to establish any such relationship. Neither of the parties will hold itself out
in any manner that would be contrary to the provisions of this Section.
15.8 Vendor Personnel will work exclusively for Vendor and will not, for any purpose, be
considered employees or agents of Customer.
15.9 All amendments or modifications of this AGREEMENT will be binding upon the
parties despite any lack of consideration so long as the same will be in writing and executed by each
of the parties hereto. It is expressly understood that no usage of trade or other regular practice or
method of dealing between the parties hereto will be used to modify, interpret, supplement or alter
in any manner the express terms of this AGREEMENT or any part hereof.
13
15.10 No waiver of any provision of this AGREEMENT or any rights or obligations of either
party hereunder will be effective, except pursuant to a written instrument signed by the party
waiving compliance, and any such waiver will be effective only in the specific instance and for the
specific purpose stated in such writing.
15.11 In the event that it is determined by a court of competent jurisdiction as a part of a
final non -appealable judgment that any provision of this AGREEMENT (or part thereof) is invalid,
illegal, or otherwise unenforceable, such provision will be enforced as nearly as possible in
accordance with the stated intention of the parties, while the remainder of the AGREEMENT will
remain in full force and effect.
15.12 This AGREEMENT has been negotiated by the parties and their respective counsel.
This AGREEMENT will be fairly interpreted in accordance with its terms and without any strict
construction against either party. Any ambiguity will not be interpreted against the drafting party.
15.13 This AGREEMENT may be executed in separate counterparts and shall become
effective when the separate counterparts have been exchanged between the parties.
15.14. Each party acknowledges that the other party's employees are critical to the
servicing of its customers. Each party agrees not to employ or otherwise engage the other parry's
employees for a period of two (2) years following any employee's last involvement in the
performance of this AGREEMENT without the other party's written consent. Should a party violate
this provision, the hiring party will pay the other party an amount equal to fifty percent (50%) of the
former employee's new annual salary provided by the hiring party. Such payment shell be made
within 30 days of the hiring and the amount shall be verified by the hiring party at the conclusion of
one year's employment. Such payment shall be the other party's sole remedy with respect to the
hiring party. However, such payment does not restrict the other party's rights or remedies as they
relate to such former employee.
15.15 Unless and until otherwise designated in writing by Vendor or Customer, as the case
may be, the project leader for Vendor is Christy Hindley. The project leader for Customer is Rick
Pettyjohn. All discussion involving the development of the System will be conducted by these
persons, or their designees, and any agreement regarding the Customer Facilities and System
Specifications and any changes thereto will be documented in writing with these two people, or
their designees, as joint signatories. The project leader for Customer shall have decision making
authority with respect to all aspects of this AGREEMENT and shall specifically be authorized to,
among other things, grant Final Acceptance of the System, negotiate changes to the project schedule
and approve change orders.
15.16 All payments to Vendor under this AGREEMENT shall be payable in the U.S.
dollars and shall be net of any and all taxes, withholdings, set -offs or deductions of any nature. In
the event that, by prevailing laws of the territory in which Customer operates, any withholding or
other tax may become necessary, Customer shall pay on its own account such taxes directly to
the tax authorities of the territory.
14
SECTION 16 - EXHIBIT LIST
EXHIBIT A — CUSTOMER PROVIDED EQUIPMENT
EXHIBIT B — CUSTOMER FACILITIES.
EXHIBIT C — PROJECT PAYMENT SCHEDULE
EXHIBIT D — INTELLITIME SYSTEM DELIVERABLES
EXHIBIT E — SYSTEM SPECIFICATIONS
EXHIBIT F — THIRD PARTY LICENSES
EXHIBIT G — PROJECT PLAN AND DELIVERY SCHEDULE
EXHIBIT H — ANNUAL SUPPORT AND MAINTENANCE
EXHIBIT I - CERTIFICATES
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in
duplicate by their duly authorized corporate officers as of the day and year first above written.
INTELLI
By:
RATION CITY OF YAKIMA, WASHINGTON
By:
Signature
Name: Q- ^'^� 5 i "'�' Name:
Title: President Title:
Date: l (P ' 0' Date:
Attest:
Signature
Richard A. Zais, Jr.
City Manager
CITY CONTRAC r NO:
RESOLUTION NO:
A\MA
/A �iC6i%1
qc
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15
EXHIBIT A - CUSTOMER PROVIDED EQUIPMENT
Recommended Configuration for File Server Hardware Provided by Customer
Server Class Computer with Intel Processor 2.4 Ghz or better
1 GB RAM
Hard Disk RAID V Array, or better with at least 2 GB of Disk Storage for both software and
customer data.
Dual Power Supplies
2-100 Mbps Network Adapters or better with TCP/IP
Windows 2003 Server
Microsoft SQL Server 2005
Internet Information Server 6.0
This single server will act as both the Web server and database server.
16
EXHIBIT B — CUSTOMER FACILITIES
The software is to be installed on equipment located at:
City of Yakima
City Hall
129 North 2nd Street
Yakima, Washington 98901
17
EXHIBIT C - PROJECT PAYMENT SCHEDULE
Project Payment Schedule — should include delivery dates, milestone payment dates and
amounts, training provisions and terms of maintenance and service agreement.
Payment Schedule
Contract Signing, Delivery of
Software Licenses, Installation at
25% City of Yakima Server
On Completion of Interface to
City Payroll System, Payroll and
Timekeeping Rule Configuration
Complete, Completion of Admin
Training, Test Plan Run Through
Complete. Certificate of
25% Installation Signed.
Total $166,181
$ 41,545.25
$ 41,545.25
Two Pay Period Parallel Test
Passed — Certificate of
Certificate of Acceptance Signed,
Start of Annual Support
10% Agreement Term $16,618.10
Fire Scheduler Configured, Staff
10% Trained $16,618.10
Police Scheduler Configured,
10% Staff Trained $16,618.10
Fire Live on Scheduler and
5% Timekeeping, Testing Complete $ 8,309.05
Police Live on Scheduler and
5% Timekeeping, Testing Complete $ 8,309.05
Completion of User Training ,
10% Billed Monthly in Arrears $16,618.10
$166,181
18
EXHIBIT D - INTELLITIME SYSTEM DELIVERABLES
19
Exhibit D. IntelliTime System Deliverables
Pricing
Part Item Item Server Annual
Number Quantity Product Cost License Support
License fees are one time, perpetual licenses.
2141 1 IntelliTime SQL Server 2005 Database - Enterprise License $2,500.00 $2,500.00 $2,500.00
incl. Interface to Payroll System
FTP, Import Data, Payroll Editing Reports
Electronic Signatures, Audit Trail, Rule Engine
Computer Based Training Module
Number of Users
and Supervisors
3195 853 VTI User Licenses $35.00 $29,855.00 $5,971.00
Includes (2) Bi-Weekly Timecards, Leave Request Prior Period Adjustment Forms, Web Punch
6200 300 VTI Dynamic Staff Scheduling Module $60.00 $18,000.00 $3,600.00
24 x 7 Shift Scheduling and Hiring Per User License
5013 120 Professional Support Hour Budget - Scheduling $155.00 $18,600.00
Define Shift Templates, Jobs, Skills, Hiring Lists
Shift Statuses - Link to Timecard
5014 80 Project Management - Scheduling $170.00 $13,600.00
5013 85 Professional Support Hour Budget - Timekeeping $155.00 $13,175.00
Custom Test Plan, Rules, FLSA, Leave Accrual Rules,
Test Payroll Systems Interfaces
Configure Interface to City HR/Payroll System
5013 36 Configure Attendance Rules - Late Warnings, etc. $155.00 $5,580.00
5014 40 Project Management - Timekeeping $170.00 $6,800.00
4110 10 IntelliTime Proximity Ethernet Time Clock $1,400.00 $14,000.00 $2,500.00
Allows employees to punch in and out using City ID Cards
Final quantitiy will be determined during discovery process.
IntelliTime Systems Corporation Confidential
8/29/08 Page 1-
IntelliTime Training
6210 1 VTI Group Administrator Class (Payroll Clerks, Payroll Supervisors) - Timekeeping
Four half day, on -site at user Agency, including on -site support
during Agency roll out to live operation.
$2,500.00 $2,500.00
1 VTI Scheduling Administrator Class, Battalion Chiefs, Lieutenants, Transportation $2,500.00 $2,500.00
6230 11 VTI Supervisor Class - Classroom Training, 10-12 Attendees - Timekeeping $500.00 $5,500.00
One hour and forty five minute hands on class w/ handouts
6240 21 VTI User Class - Auditorium Demonstration, 100 Attendees - Timekeeping $500.00 $10,500.00
One hour and forty five minute instructional demo w/ handouts
15 Dynamic Shift Scheduling User Training for Police, Fire, Transportation $500.00 $7,500.00
1 Software Escrow $1,000.00
Software and Services
Annual Support
Travel and Per Diem
System Totals $150,610.00 $15,571.00
$150,610.00
$15,571.00
$166,181.00
Travel expense
Unit costs not to be exceeded without prior written approval
18 Per diem $240.00 $4,320.00
8 Per trip $500.00 $4,000.00
Total Travel and Per diem $8,320.00
Optional Items
5210 1 IntelliTime IVR Interface 4 ports $5,995.00 $1,000.00
5215 1 IntelliTime Employee Badge Creation Application $995.00 $200.00
Capture Employee Photo In IntelliTime to Print Badges
(Requires Web Camera and Printer)
IntelliTime Systems Corporation Confidential
8/29/08 Page 2
EXHIBIT E - SYSTEM SPECIFICATIONS
List Specifications
1. The IntelliTime Systems Corporation RFP Response - Proposal to the City of Yakima
dated September 27, 2007.
2. All IntelliTime Systems Corporation software documentation for version 4.5 including:
Timekeeping Administrator's Manual
Dynamic Scheduling Administrator Manual
Supervisor and Timekeeper Manual
User Manual — Timekeeping
User Manual — Dynamic Scheduling
20
EXHIBIT F - THIRD PARTY LICENSES
No third party licenses are delivered by IntelliTime Systems Corporation or are required for this
configuration.
21
EXHIBIT G - PROJECT PLAN & DELIVERY SCHEDULE
22
ID
Task Name
Duration
Start
Finish
f Sep'08
17I24(31 7 14 21
0
City of Yakima, WA 91 days Fri 9/5/08 Mon 1/12/09
Project Initiation 7 days Fri 9/5/08 Tue 9/16/08
Prepare for Kick -Off Meeting 5.75 days Fri 9/5/08 Fri 9/12/08
Prepare Standard Project Management Documents 5 days Fri 9/5/08 Fri 9/12/08
Work Breakdown Structure 4 hrs Fri 9/5/08 Fri 9/5/08
Project Schedule 4 hrs Fri 9/5/08 Mon 9/8/08
Issues Log 4 hrs Mon 9/8/08 Mon 9/8/08
Budget Plan 4 hrs Mon 9/8/08 Tue 9/9/08
Communications Plan 4 hrs Tue 9/9/08 Tue 9/9/08
Change Management Plan 4 hrs Tue 9/9/08 Wed 9/10/08
Project Calendar 4 hrs Wed 9/10/08 Wed 9/10/08
Project Org. Chart 4 hrs Wed 9/10/08 Thu 9/11/08
Project Manager Authority Statement 4 hrs Thu 9/11/08 Thu 9/11/08
High Level Project Scope Statement 0.5 days Thu 9/11/08 Fri 9/12/08
Review Scope of Work 4 hrs Thu 9/11/08 Fri 9/12/08
Provide Client With Discovery Documents 0.75 days Fri 9/12/08 Fri 9/12/08
Test Plan Discovery Document 2 hrs Fri 9/12/08 Fri 9/12/08
Pay Code Matrix 2 hrs Fri 9/12/08 Fri 9/12/08
FLSA Overtime Matrix 2 hrs Fri 9/12/08 Fri 9/12/08
Conduct Kick -Off Meeting 1 day Mon 9/15/08 Tue 9/16/08
Project Initiation Complete 0 days Tue 9/16/08 Tue 9/16/08
Project Planning 10 days Tue 9/16/08 Tue 9/30/08
Review Standard PM Documents and Modify Per Site Requirements 7 days Tue 9/16/08 Thu 9/25/08
Complete Client Review/Approval of Modified PM Documents 3 days Fri 9/19/08 Wed 9/24/08
Compile Approved PM Documents into Final Project Plan 3 days Thu 9/25/08 Tue 9/30/08
Project Planning Complete 0 days Tue 9/30/08 Tue 9/30/08
Project Execution 91 days Frl 9/5/08 Mon 1/12/09
Time Keeping Discovery 2 days Fri 9/5/08 Tue 9/9/08
Design and Discovery 19 days Tue 9/16/08 Mon 10/13/08
Analyze and Document Client Business Requirements 10 days Tue 9/16/08 Tue 9/30/08
Develop Solution and Design Document 1.5 days Mon 9/22/08 Tue 9/23/08
Architecture Design and Data Model Document 1.5 days Tue 9/23/08 Thu 9/25/08
W.
t
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Oki8
Piro
Olivn
qv
♦9/16
1
2
3
4
5
6
7
9
10
11
12
13
14
15
16
17
18
19
20
21
22
r1
23
24
25
26
27
28
29
30
31
Project: City of Yakima, WA
Date: Tue 8/26/08
Task
Milestone ♦ External Tasks J
Split Summary External Milestone
Progress Project Summary Deadline
Page 1
ID
Task Name
Duration
Start
Finish
ep 087
17 24 �1S1 14 21
32
Database Design and Data Model Document 1.5 days Thu 9/25/08 Fri 9/26/08
r_
l�
33
Server Sizing and Performance Document 1.5 days Fri 9/26/08 Tue 9/30/08
34
Multiple Environments Document 1.5 days Tue 9/30/08 Wed 10/1/08
35
Modifications and Enhancements Document 1.5 days Wed 10/1/08 Fri 10/3/08
36
Desktop Software and General Release Schedules Document 1.5 days Fri 10/3/08 Mon 10/6/08
37
Post -Implementation Support Recommendations Document 1.5 days Mon 10/6/08 Wed 10/8/08
38
Back-up and Recovery Document 1.5 days Wed 10/8/08 Thu 10/9/08
39
Complete Client Review/Approval of Design Documents 1.5 days Thu 10/9/08 Mon 10/13/08
40
Identification of Current Breakdown 1.75 days Tue 1017/08 Wed 10/8/08
41
Current Employee Schedules 2 hrs Tue 10/7/08 Tue 10/7/08
42
Required Schedule Template 3 hrs Tue 10/7/08 Tue 10/7/08
43
Required Shifts 2 hrs Tue 10/7/08 Tue 10/7/08
44
Required Jobs 2 hrs Tue 10/7/08 Wed 10/8/08
45
Required Locations 2 hrs Wed 10/8/08 Wed 10/8/08
46
Required Hiring Lists 3 hrs Wed 10/8/08 Wed 10/8/08
47
Design and Approval Phase Complete 0 days Wed 10/8/08 Wed 10/8/08
48
Install File Server Hardware 1 day Fri 9/5/08 Mon 9/8/08
w
49
Install Microsoft SQL Server 2005 1 day Fri 9/5/08 Mon 9/8/08
50
Install Microsoft IIS 1 day Fri 9/5/08 Mon 9/8/08
51
Install .NET 2.0 2 hrs Fri 9/5/08 Fri 9/5/0811
52
Configure VPN Remote Access 1 day Fri 9/5/08 Mon 9/8/08
53
Install File Server Software 4 days Mon 9/8/08 Fri 9/12/08
54
VTI Database Installation 2 days Mon 9/8/08 Wed 9/10/08
55
VTI User Licenses 2 days Wed 9/10/08 Fri 9/12/08
56
Install Application Software 11.88 days Tue 9/16/08 Wed 10/1/08
57
Pay Period Table 0.5 hrs Tue 9/16/08 Tue 9/16/08
58
Holiday Date Table 0.5 hrs Tue 9/16/08 Tue 9/16/08
59
Pay Code Table 2 days Tue 9/16/08 Thu 9/18/08
60
Eligibility Rules 3 days Thu 9/18/08 Tue 9/23/08
L
`i
61
Standard Schedules 6 hrs Tue 9/23/08 Tue 9/23/08
62
Current Employee Schedules 1 day Tue 9/23/08 Wed 9/24/08
63
Required Schedule Template 1 day Wed 9/24/08 Thu 9/25/08
1
Task
Milestone ♦ External Tasks
Project: City of Yakima, WA
Date: Tue 8/26/08
Split Summary External Milestone
Progress Project Summary '. Deadline V
Page 2
ID
Task Name
Duration
Start
Finish
1 Sep'08
17I24(31 17 I14I21
64
Required Shifts
4 hrs
Thu 9/25/08 Fri 9/26/08
f
65
Required Jobs
4 hrs
Fri 9/26/08 Fri 9/26/08
66
Required Locations
4 hrs
Fri 9/26/08 Mon 9/29/08
67
Required Hiring Lists
1 day
Mon 9/29/08 Tue 9/30/08
68
Enter Defined Roles and Range Settings
6 hrs
Tue 9/30/08 Wed 10/1/08
69
Enter Roles and Ranges for Test Group
6 hrs
Wed 10/1/08 Wed 10/1/08
70
Interfaces Definition
9.5 days
Wed 10/1/08 Wed 10/15/08
71
Employee and Accrual Import from Payroll/HR
3 days
Wed 10/1/08 Mon 10/6/08
72
Account Code Import
3 days
Mon 10/6/08 Thu 10/9/08
73
Configure Time Transaction Export from IntelliTime to Payroll/HR
3 days
Thu 10/9/08 Tue 10/14/08
74
Complete Client Review/Approval of Design Documents
0.5 days
Tue 10/14/08 Wed 10/15/08
75
Installation Phase Complete
0 days
Wed 10/15/08 Wed 10/15/08
76
System Testing and Acceptance
39 days
Mon 10/13/08 Fri 12/5/08
77
Develop VTI Test Plan Based on Design Documents
18 days
Mon 10/13/08 Thu 11/6/08
78
Chapter 1: System Settings
1.5 days
Mon 10/13/08 Tue 10/14/08
79
Chapter 2: Interfaces
1.5 days
Tue 10/14/08 Thu 10/16/08
80
Chapter 3: Workflow
1.5 days
Thu 10/16/08 Fri 10/17/08
81
Chapter 4: Schedule and Overtime Edits
1.5 days
Fri 10/17/08 Tue 10/21/08
82
Chapter 5: Leave and Accrual Balance Edits
1.5 days
Tue 10/21/08 Wed 10/22/08
83
Chapter 6: Project Cost Accounting
1.5 days
Wed 10/22/08 Fri 10/24/08
84
Chapter 7: Holiday
1.5 days
Fri 10/24/08 Mon 10/27/08
85
Chapter 8: Family Leave
1.5 days
Mon 10/27/08 Wed 10/29/08
86
Chapter 9: Call Back and Standby Scenarios
1.5 days
Wed 10/29/08 Thu 10/30/08
87
Chapter 10: Pay Premiums
1.5 days
Thu 10/30/08 Mon 11/3/08
88
Chapter 11: Punch Profiles
1.5 days
Mon 11/3/08 Tue 11/4/08
89
Chapter 12: Reports
1.5 days
Tue 11/4/08 Thu 11/6/08
90
Unit Testing
15 days
Fri 10/17/08 Fri 11/7/08
91
Parallel Testing
20 days
Fri 11/7/08 Fri 12/5/08
92
Implement Site Modifications as Necessary
20 days
Fri 12/5/08 Fri 1/2/09
93
Develop Site Modifications
15 days
Fri 12/5/08 Fri 12/26/08
94
Test Site Modifications
10 days
Fri 12/19/08 Fri 1/2/09
95
Implementation Training
22.25 days
Fri 12/5/08 Tue 1/6/09
Milestone ♦
External Tasks ^
Task
Project: City of Yakima, WA
Date: Tue 8/26/08
Split
Summary
External Milestone .
Progress
Project Summary
10 Deadline V
Page 3
ID
Task Name
Duration
Start
Finish
Sep'08
17 124
31 I 7 114
121
96
Administrator Training
User/Supervisor Training
Develop Required Reports
Develop Reports
Test Reports
Post Implementation Support
Live Operation
Install Test Environment With IntelliTime Production Build
Customer Review and Approval
Close Project
16 hrs
18 hrs
10 days
10 days
5 days
6 days
5 days
5 days
5 days
0 days
Fri 12/5/08 Tue 12/9/08
Fri 1/2/09 Tue 1/6/09
Fri 12/5/08 Fri 12/19/08
Fri 12/5/08 Fri 12/19/08
Fri 12/12/08 Fri 12/19/08
Fri 1/2/09 Mon 1/12/09
Fri 1/2/09 Fri 1/9/09
Mon 1/5/09 Mon 1/12/09
Mon 1/5/09 Mon 1/12/09
Mon 1/12/09 Mon 1/12/09
97
98
99
100
101
102
103
104
105
Project: City of Yakima, WA
Date: Tue 8/26/08
♦ External Tasks
911111111. External Milestone
irommimisip Deadline
Task
Milestone
Split
Progress
Summary
Project Summary
♦
V
Page 4
EXHIBIT H - ANNUAL SUPPORT AND MAINTENANCE
23
Exhibit H — Annual Support and Maintenance
H1. General Terms
H1.1 Provision of Support and Maintenance. Licensee may elect to purchase
support and maintenance for the Software as described in this EXHIBIT H — ANNUAL
SUPPORT & MAINTENANCE by paying Licensor the applicable Support and Maintenance
Fees described in herein.
H1.2. Term of Maintenance. Licensor agrees to provide support and maintenance as
defined herein to Licensee pursuant to the terms and conditions set forth in the
AGREEMENT provided that Licensee pays the Annual Support and Maintenance Fee for
each Software product for which support and maintenance is desired.
H1.3 Initial Term of Maintenance. The initial term of support and maintenance shall
begin upon the issuance of the Certificate of Acceptance in accordance with SECTION 8 —
INSTALLATION, TESTING, AND ACCEPTANCE of the AGREEMENT and continue through the
subsequent twelve months.
H1.4 Second Term of Maintenance. The second Term of Maintenance shall begin
upon the expiration of the Initial Term of Maintenance and continue through December
31st of the then current calendar year. The second Annual Support and Maintenance Fees
shall be prorated for this time period.
H1.5 Subsequent Terms of Maintenance. Each subsequent term of support and
maintenance shall begin on January 1st of each year and continue through December 31 st
of that year.
H1.6 Renewal of Support and Maintenance. The annual Support and Maintenance
shall renew automatically each year with no action of the Customer or Vendor required.
H1.7 Cancellation of Support and Maintenance. Only Customer may cancel the
Annual Support and Maintenance. If Customer wishes to cancel the Annual Support and
Maintenance, Customer must notify Vendor in writing by November 30th of the year
prior to the renewal. Such cancellation may occur only at renewal time.
H2 Services Provided
H2.1 Maintenance Services. In exchange for the Annual Support and Maintenance Fee,
Vendor agrees to provide to Customer during the term of Annual Support and
Maintenance as follows:
H2.2 Support. Vendor will provide telephone support to Customer for Software
between the hours of 8:30 a.m. and 5:30 p.m., PST, Monday through Friday, excluding
holidays. Vendor will investigate all questions and problems of Customer promptly.
1
Vendor agrees to provide adequate information to Customer to assist in the operation of
the Software and the investigation of any problems of the Software.
H2.3 Maintenance. Vendor will supply to Licensee, at no additional charge, any
Updates, improvements, upgrades, or modifications to the Software that Licensor makes
generally available. Any such improvements, upgrades, or modifications shall become
part of the Software for all purposes of this AGREEMENT.
H2.4 Corrective Action. Upon confirmation that a problem exists that limits a
Program's ability to satisfy the System Specifications in any material way, Vendor shall
correct the Program through the means it determines most appropriate, whether by
telephone instructions, the issuance of updated documentation, corrective code, or other
methods including on -site corrective action. Vendor shall bear the full cost of any
necessary corrective action
H2.5 Replacement Programs. If Vendor discontinues a Program for which Customer
has obtained a License so that Program is no longer available, and Vendor makes another
Program generally available as a replacement or successor for the discontinued Program,
Customer will be entitled to receive the replacement or successor Program as an Update
without payment of additional fees, provided that Customer is current on its Annual
Support and Maintenance fees for that Program.
H2.6 Professional Services Fees. The professional service hours required to install the
software and/or new features provided under this SECTION H2 — SERVICES PROVIDED is
not included in the Annual Support and Maintenance Fee. These professional services
fees will be quoted by the Vendor in advance and approved by the Customer before any
billable work is undertaken in this regard.
H2.7 Current Versions. Customer acknowledges and agrees that the Support and
Maintenance to be provided by Vendor hereunder is limited to the most current version of
the Software and the immediately preceding version.
H2.8 Exclusions. Vendor's obligation to provide Support and Maintenance is
contingent upon proper use of the Software. Moreover, Vendor shall be under no
obligation to provide Support andMaintenance should such services be required due to (a)
improper installation or operation by Customer; (b) misuse, abuse or negligent use,
repair, alteration or improper storage or any use which does not conform to the specific or
general written instructions of Vendor or to the provisions of the Documentation; (c) any
modification or attempted modification of the Software by Customer or any third party;
(d) causes external to the Software or if the Software has been subjected to an extreme
power surge or electromagnetic field, whether or not through the fault of Customer; or (e)
Customer's failure or refusal to implement software changes recommended and provided
by Vendor.
H3. Training Services.
2
H3.1 Training. Customer may purchase additional training from Vendor at Vendor's
then current and published fees for such training. The date, time, location, and format of
the training shall be agreed upon and scheduled cooperatively by Customer and Vendor.
Vendor will provide Customer with a fixed travel and per diem cost for Vendor personnel
and Customer must agree in writing to all fees prior to training.
H4. Annual Support and Maintenance Fees
H4.1 Fees In payment of the services to be provided by Vendor hereunder, Customer
shall pay Vendor on an annual basis 20% of the then current license fee for each Program
listed in EXHIBIT D — INTELLITIME SYSTEM DELIVERABLES of this AGREEMENT or such of
those Programs for which Customer wishes to continue Support and Maintenance
provided that such fees will increase at no more than the Seattle Tacoma Bremerton CPI-
W for the year ending in June prior to the price increase.
H4.2 Fee Increase Notification Vendor must notify Customer in writing . of any
anticipated Annual Support and Maintenance Fee increase no later than August 31 s` of the
year prior to the anticipated fee increase.
H4.3 Invoices Vendor shall invoice Customer for Support and Maintenance Fees
annually at renewal time, unless Support and Maintenance is terminated in accordance
with SECTION H5 — SUPPORT AND MAINTENANCE TERMINATION of this AGREEMENT. The
Annual Support and Maintenance invoice shall be due on January 31S` of the calendar
year covered by the Support and Maintenance Fee.
H5. Support and Maintenance Termination and Reinstatement
H5.1 Termination by Customer Customer may terminate Annual Support and
Maintenance for any Program at renewal times provided that Customer has notified
Vendor in writing at least 30 days prior to such termination.
H5.2 Termination by Vendor Vendor may terminate Annual Support and
Maintenance for any Program at renewal times provided that Vendor has notified
customer in writing at least 90 days prior to such termination. Except for the provisions
of SUBSECTION H5.3 TERMINATION FOR NON-PAYMENT, if Vendor terminates Annual
support and Maintenance for a Program in accordance with this SUBSECTION H5.2,
Vendor must provide to Customer any Source Code, proprietary development tools,
compilers, and databases necessary for Customer to maintain support of the Program.
H5.3 Termination for Non -Payment Vendor may terminate Annual Support and
Maintenance for any Program for which the Annual Support and Maintenance Fee is
more that 30 days delinquent.
H5.4 Reinstatement of Support In the event that Annual Support and Maintenance
for a Program has been terminated in accordance with either SUBSECTION H5.1 or
SUBSECTION H5.3, Customer may reinstate Annual Support and Maintenance for that
3
Program by paying a reinstatement fee to the Vendor equal to 100% of the list price of
the Annual Support and Maintenance for the Program at the time that Annual Support
and Maintenance is reinstated prorated from the date such services lapsed.
H5.5 No Termination of AGREEMENT Termination of Annual Support and
Maintenance of any Program for any reason is limited only to that Program and does not
terminate the AGREEMENT nor affect any other terms or conditions of the AGREEMENT.
4
EXHIBIT I - CERTIFICATES
24
Exhibit I.1
IntelliTime Systems Corporation Certificate of Installation
Customer
City of Yakima
129 N. 2nd Street
Yakima, WA 98901
Maintenance Anniversary Date
Term
The System purchased from IntelliTime Systems Corporation has been successfully
delivered, assembled, installed and tested and made ready for your Final Acceptance
Period and the commencement of user and administrator training. A maintenance
anniversary date has been established below as the start of the billable Annual Support
services in accordance with EXHIBIT C — PROJECT PAYMENT SCHEDULE.
Assigned Date:
The initial term of the Annual Maintenance and Support Agreement shall be from the
Assigned Date for one year and then the second year's Annual Maintenance and Support
Agreement may be prorated to the end of the customer's Fiscal Year at the customer's
request for the fee then in affect under then terms and conditions then in effect.
Signature
INTELLITIME SYSTEMS CORPORATION
By:
Name:
Title:
Date:
Exhibit I.2
IntelliTime Systems Corporation Certificate of Acceptance
Customer
City of Yakima
129 N. 2nd Street
Yakima, WA 98901
Acceptance
The System test plan and parallel operation have been successfully completed and the
System conforms in all material respects to the System Specifications. Customer accepts
the System and authorizes payment in accordance with EXHIBIT C — PROJECT PAYMENT
SCHEDULE.
Signature
CITY OF YAKIMA, WASHINGTON
By:
Signature
Name:
Title:
Date
IntelliTime Change Order Request Number: 5185-0001
Client: City of Yakima
Change Order Title:
Import Activity Based Cost Accounting
Direct Training and Configuration of
Associated Rules
Configure Time Clocks
Project Management
Date/Author:9/26/2008 Dennis Peters
Requested Due Date: 10/30/2008
Sales Representative: Dennis Peters
IntelliTime
Project Manager: Christy Hindley
Customer Technical
Contact: Troy Tschauner
Contact Phone:
509-575-6052
Customer Project
Manager: Rick Pettyjohn
Customer Project
Manager Phone: 509-575-6098
Description:
This change order is executed to add additional services to support, configure, test and train the City
of Yakima on the IntelliTime Activity Based Cost Accounting features of the application. This
optional feature was described under the IntelliTime proposal to the City of Yakima dated
September 27, 2007 as "Phase Two — Get External Data Link to AIMMS — Activity Based Costing
Rules". The Activity Based Cost Accounting will allow users from VTI, Time Clocks and
Scheduling to charge time to the City's Activity Based Cost Accounting reporting structure.
This optional phase included the GED Module and the professional services effort to configure this
and the associated rules regarding Activity Based Costing. At this time, the GED interface to
AIMMS portion of this phase is not being implemented. This change order only adds the support for
Activity Based Cost Accounting rules including interface to import this data, configuring validation
rules, training and project management associated with this additional effort. Configuring GED or a
link to AIMMS is not a part of this change order.
Overview
Interfaces — Configure the import of the following four validation files from the City
Financial Application. Document four interfaces, test, install on client production candidate
system.
Departments
•e• Service Unit
Projects
❖ BaSub
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only Page 1
Rule Configuration — Work with the City IntelliTime Systems Administrator to configure
rules in IntelliTime for conditions including which users "must" report Activity Based Cost
Accounting and with what pay codes, Which users "May" report Activity Based Cost
Accounting and which entries and combinations of entries of the four components are valid
for a particular user department, division and service unit.
Update Test Plan — Add use cases to the System Configuration and Test Plan to cover
Activity Based Cost Accounting rules. Test.
Training — Include City of Yakima specific use cases in user and supervisor training classes.
Configure Time Clocks — Configure appropriate Activity Based Cost Accounting
components for use in time clocks including rules regarding which Activity Based Cost
Accounting values are valid for which clocks if needed.
Project Management — Communication with customer on Activity Based Cost Accounting
parameters and coordination of testing and roll out.
Budget:
The budget for this change order is as follows:
Hours Rate Total
Document Interfaces to Import 5.0
Activity Based Cost Accounting Data
Configure and Test Four Interfaces 16.0
Train Administrators on Configuration 8.0
Of Activity based Cost Accounting Rules
Configure Time Clocks to Use Activity 24 0
Based Cost Accounting Rules
Project Management
Total
19.0
72.0 $155.00
$11,160.00
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only Page 2
Payment schedule.
Net 30. To be added to Progress Payment #2 Test Plan Run Through
Approvals:
IntelliTime Project Manager Date
Revision History Initials Change
9/26/2008 DAP Origination
Customer Date
lntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only Page 3
IntelliTime Change Order Request Number: 5185-0002
Client: City of Yakima
Change Order Title:
Change Contract to Substitute Genus II
Biometric instead of Genus I Proximity
Clock
Date/Author:2/03/2009 Dennis Peters
Requested Due Date: 3/30/2009
Sales Representative: Dennis Peters
IntelliTime
Project Manager: Christy Hindley
Customer Technical
Contact: Troy Tschauner
Contact Phone:
509-575-6052
Customer Project
Manager: Rick Pettyjohn
Customer Project
Manager Phone: 509-575-6098
Description:
This change order is executed to change the model time clocks in the contract from the Genus I
Proximity sensor to the Genus II Biometric Time Clock. Both models of clock use the network RJ 45
TCP/IP connection.
Strike the following items from the contract.
Unit Total Annual
Qty Description Cost Cost Support
10 Proximity Ethernet Clock $1,400.00 $14,000.00 $2,500
Add these items to the contract.
Unit Total Annual
Qty Description Cost Cost Support
10 Genus 2 Biometric Ethernet $2,995.00 $29,995.00 $4,000.
The contract total of $166, 181 is increased by $17,495 to $183,676. The follow on progress
payments will be recalculated to reflect this new total.
IntelliTime Systems Corporation
Confidential for Internal and Custoiner Non Disclosure Use Only Page 1
Payment schedule. The payment schedule milestones are unchanged and the milestone payment
amounts will be updated to reflect this change. The clocks will be delivered as needed over the roll
out to live operation.
Approvals:
IntelliTime Project Manager Date Customer Date
Revision History Initials Change
2/3/2009 DAP Origination
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only Page 2
•
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. lg
For Meeting of May 6, 2008
ITEM TITLE: Consideration of legislation regarding the Acquisition and Implementation of an
automated Time and Attendance Management System
A. A resolution authorizing the City Manager to execute contracts for acquisition and implementation of
the Time and Attendance Management System; and
B. An Ordinance Amending the 2008 Budget and Making Appropriations in 000 — General Fund
SUBMITTED BY: Rita DeBord, Finance Director
Cindy Epperson, Financial Services Manager C�
CONTACT PERSON/TELEPHONE: Rick Pettyjohn, Information Systems Mgr- 575-6098
SUMMARY EXPLANATION:
The City has used the same manual time card system for over thirty years. The system is cumbersome
for the employees and management and provides no scheduling capabilities and no ability to track
attendance against scheduling. The 2007 budget included $70,000 to replace this manual system with
loanautomatedTime and Attendance Management Systems (TAMS) that will make time data collection
much more efficient and timely. This amount has been encumbered into the 2008 budget.
The City utilized a Request for Proposal (RFP) process to identify the most appropriate TAMS. During
this same period of time, the Police and Fire Departments have been researching time scheduling
systems to help them better manage their complicated public safety scheduling requirements. They
have identified a system with a purchase cost of $94,000. At the present time there is no appropriation
for the acquisition of this scheduling system.
As the result of the TAMS RFP, the selection committee identified a system proposed by IntelliTime
Systems Corporation that will provide the functionality for both the TAMS and the public safety
scheduling system. The cost of the IntelliTime system is approximately the same as the cost of the two
separate systems while providing the time savings and coordination advantages of a single entry
system. In addition, the IntelliTime system will also greatly assist the Transit Division and the Utility
Divisions to satisfy their rotating and 24-hour scheduling requirements.
The attached ordinance authorizes additional appropriations totaling $100,000 within the General Fund
to finance the acquisition of the Intellitime Systems Corporation TAMS. Also attached is a resolution
directing the City Manager to execute a contract with IntelliTime Systems Corporation for this
acquisition.
Resolution X Ordinance X Other (Specify)
Mail to (name and address): Phone:
Funding Source General Fund
APPROVED FOR SUBMITTAL:
City Manager
STAFF RECOMMENDATION:
A. Adopt Resolution
B. Read the attached ordinance by title only at the May 6, 2008 Council Meeting. Pass ordinance
after second reading at the May 13, 2008 Council Meeting.
BOARD/COMMISSION/COMMITTEE RECOMMENDATION:
Approval recommended by the City Council Budget Committee on April 3, 2008
COUNCIL ACTION:
•
•
CITY OF YAKIMA
A Washington Municipal Corporation
By:
Date: 1 (
ATTEST
By:
NG
onya aar Te, City Clerkrk
SYSTEM PROCUREMENT AGREEMENT
AMENDMENT No. 1
THIS AMENDMENT No. 1 (the "Amendment") to the underlying System
g y " 1� y 2019 for the
Procurement Agreement is entered into effective the '��of F�e'da
purpose of amending that certain SYSTEM PROCUREMENT AGREEMENT (the
"Agreement") entered into on September 6, 2008, by and between the City of Yakima, a
Washington municipal corporation ("City") and IntelliTime Systems Corporation, a California
corporation ("Vendor"). The City and Vendor are also collectively referred to herein as the
"Parties".
1. Authority. This Amendment complies with Section 15.9 of the Agreement.
2. Configuration and Set -Up New VTI Web Server. The underlying Agreement is
amended in accordance with Section 15.9 therein to include the set-up and configuration of a
new VTI Web Server to improve overall serviceability of the City's TAMS tune -keeping system,
including performance testing and required adjustments, all as specifically provided in the Scope
of Work attached hereto and incorporated herein by this reference as Exhibit "A". The cost for
the work described in Amendment No. 1 shall not exceed Six Thousand Two Hundred Dollars
($6,200) without the written consent and authorization of the City.
3. Remaining Provisions. Except as specifically set forth in this Amendment No. 1,
all remaining provisions of the Agreement and relevant Exhibits thereof are ratified by the
Parties.
4. Counterparts. This Amendment may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
IN WITNESS WHEREOF, this Amendment has been entered into between the City of Yakima
and IntelliTime Services Corporation as of this & day of Febrtrary, 2019.
INTELLITIME SERVICES CORP.
A California Corporation
By:
Date:
I' (Lkk
CITY CONTRACT NO: ; (JO - las ani t #I
RESOLUTION NO R,-7ON- C"IQ
di/6 k).2,,,„A
//z 5-/Z0 /�
City Contract No.: 2008-105 c prioy1/: f#
Resolution No.: R 2008-78
IntelliTime Systems Corporation
Yakima -Setup a New VTI Web Server (Configuration and Setup)
Exhibit A - Scope
IntelliTime Change Order Request Number: 5185-0016
Client: City of Yakima
Change Order Title: 5185-0016 — Setup a New VTE
Web Server (Configuration and Setup)
Date/Author:
Creation 11/16/2018 Randy Lee
Requested Due Date: TBD
Sales Representative:
Dennis Peters
IntelliTime Project Manager:
Edgar Valenzuela
Customer Technical Contact:
• Billy Collins
• IT System Administrator
• p: 509.576.6521
IntelliTime Customer Technical Contact:
714-444-3020 ext. 113
Direct: 714-559-3113
Customer Project Manager:
Contact Phone:
Description:
This change order is for helping the city to setup a new VTI Server and do performance testing and
tweaking.
[IntelliTime Server Spec Recommendation]
[IIS Web Server]
• Dedicated Web Servers for IntelliTime
• 8 vCPU at 2.5 GHz
o Add one additional core per every 2000 users above 5000
• 16 GB RAM
o Add 1 GB RAM per additional vCPU.
• 24GB Virtual Memory Page file.
• Do not overcommit CPU
• Local SSD storage in RAID 5 configuration WITH >= 1GB Cache Physical RAID Controller
o C: Drive: At least 200 GB of disk space for OS and programs
o D: Drive: At least 250 GB of available disk space for data
IntelliTime will assist with the following:
1. Answering questions relating to the migration.
a. This typically includes email threads and/or meetings to discuss planning the
move, versions, recommendations, any concerns about the move and reviewing
the required system specifications.
2. Getting benchmarks on the new servers and sharing them with engineering to determine
additional tests that may be needed
Copyright 2019, IntelliTime Systems Corporation Company
Confidential and Customer Internal Use Only
3. Providing feedback to the customer and asking for configuration changes prior to the
move
4. Helping with the setup of a new VTI server
a. Proper setup of the Windows 2016 server
b. Install and configure required IIS and Operating System features
c. Setup VTI software and services
d. Setup performance tuning of IIS services and components
e. Setup VTI health monitoring
f. Perform IIS load stress test
5. For the next pay period, monitoring performance of the server after the switch over to the
new VTI server fWe will do one round with this on the fixed price — the City can request
more at the hourly rate]
a. Reviewing server resource usage
b. Reviewing IIS logs for response times
c. Tweaking I1S configurations
d. If concerns of server being slower than previous server are noted — a lot of time
goes into these areas:
i. Analyzing statistics
ii. Comparing past data to new data manually
iii. Debugging to determine where concerns are at and why we see differences
6. Responding to cases from customer related to issues due to the new VTI server switch
over
7. Communications\GoToMeetings with customer to explain options and what the issues are
Phase 1
• City to provide a new Windows 2016 server. City is responsible for providing:
o Fully licensed Microsoft Windows 2016 server
o Provide an account with full security permissions on the new Web Server
o Provide SSL Certificate
o Setup firewall rules for internal/external access to the new Web Server
o Setup DNS resolution to the new Web Server
o Decide on using new IP Address or reusing the existing IP Address during the final
cutover phase
o Meeting the Standard server specifications that should be met for new servers:
• See Standard Server Specifications
o Network connectivity
■ Network connectivity between the existing SQL Servers and the new Web
Server. Perform a ping test between the exist Web Server, SQL server, and the
new Web Server. Make sure they are can communicate properly with each
other.
o Security setup
• Windows accounts that have access on existing Web Server must be setup to
have the same access on new Web Server.
• IntelliTime to setup and configure the new Web Server including:
o Performance related settings for the new Web Server
IntelliTime Systems Corporation
Virtual Timecard Interface Server Specifications
o Install and configure proper IIS components and features and other pre -requisites
o Setup VTI site
o Setup VTITest site
o Setup VTI health monitoring and alerts
• IntelliTime and City to test connectivity between the new Web server and SQL server
o City to install new version of SQL Management Studio on Web Server
o Test connectivity to the SQL server
Phase 2
Cutover to the new Web Server VTITest site
• This can be done without affecting production down time.
• 4-hour maintenance window for VTITest.
• IntelliTime to perform Tight testing.
• City to use\test VTITest in new environment for at least two weeks before moving to phase 3.
• Roll back plan (lax — to allow for debugging)
o Maintenance window extension to be allowed
o IntelliTime and City to decide when roll back plan to be executed keeping in mind that
VTITest may have no downtime impact and it may be very useful to allow for an
extended maintenance period for debugging and the addressing of the issue.
Phase 3
Cutover to new the Web Server for VTI production site
• VTI production site is taken into maintenance mode
• 4-hour maintenance window for VTI production site
• IntelliTime to perform light testing.
• City to perform testing within the maintenance window and immediately after.
• Roll back plan
o To be executed if maintenance window is exceeded and no ETA for issue resolution can
be provided by:
■ City for City issue
■ IntelliTime for IntelliTime issue or undetermined responsibility
o City to decide whether to allow extended maintenance window.
The City of Yakima will maintain the responsibility over the new Web Server. IntelliTime will report any
issues that we detect with our VTI System Monitor or review of our VTI Nightly email.
The City acknowledges that for any support provided by IntelliTime to trouble shoot items not covered in this
change order, IntelliTime will charge the City on a case by case basis for each investigation at a billable rate
of $155.00 per hour. Examples are:
a. Network and Security debugging
b. Server performance due to hardware resources
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only
1/25/2019
Page 3
Scope:
1. Work will be performed on one new VTI Web Server. An additional web server can be setup
to separate test and production environment at an additional cost.
2. Configuration of Web Server, 11S features and components, VT1 Services, Windows Services,
performance benchmark testing, setup, debugging, Support cases related to the IntelliTime
responsibilities, and testing.
3. City is responsible for debugging any network and security issues. Any assistance from
IntelliTime in that part would be billable at $155/hr.
4. VTI external access over the Internet requires an additional setup cost and support
maintenance.
5. Change order not to exceed a 2-month period.
6. If standard server specification is not met by the City, performance related support cases
will be billable at $155/hr.
7. Note: If additional rounds of changes need to be made to this change order document or
additional rounds of communication are needed with the City before signing the change
order, we need to add additional budget for this.
Estimated Setup Budget:
Hours Work Description Rate Total
40 Configure\Test New IntelliTime $155 $6,200
Production Web Server.
* An additional web server setup at 40 hours.
Payment Requirement
• Invoices due 30 days after received.
• Half the invoice is due when VTI Test site is up and running the new Web Server
• If the City decides not to complete this change order or extends the completion of the project
beyond a 2-month duration, the City agrees to pay $155/hour for the work performed by IntelliTime.
Approvals:
IntelliTime ▪ Project Man gel r Date
Revision History
2018-11-16
2019-1-25
Initials Change
RL Origination
EV Updating title, header, footer
<I3a�Iq
,y Date
CITY CONTRACT NO' acne Hi 05
kw-n. t
RESOLUTION N0: i -2AOa -279
IntelliTime Systems Corporation
Virtual Timecard Interface Server Specifications
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only
1/25/2019
Page 5
City to Internally Discuss
Standard Server Specification - Local SSD Storage for the Web Server
o TO Benchmarks to be generated by City with Crystal Marks for target storage for drives
that will host the TIS/VTI services and compare to the prerequisites described in our
Standard Server Specification.
IntelliTime Systems Corporation
Virtual Timecard Interface Server Specifications
Standard Server Requirements
A dedicated hardware environment for the VTI system is highly recommend. Please contact
IntelliTime Support if you wish to learn more about our IntelliTime VTI hosting solutions.
Otherwise, the hardware and server specifications information provided in this document
should be utilized when provisioning an IntelliTime Virtual Timecard Interface (VTI)
environment.
1. Server Hardware Specifications
[IIS Web Server]
• 8 vCPU at 2.5 GHz
o Add one additional core per every 2000 users above 5000
• 8 GB RAM
o Add 1 GB RAM per additional vCPU.
• 8GB Virtual Memory Page file.
• Do not overcommit CPU
• Local SSD storage in RAID 5 configuration WITH >= 1GB Cache Physical RAID
Controller
o C: Drive: At least 100 GB of disk space for OS and programs
o D: Drive: At least 150 GB of available disk space for data
Expected 10 benchmark using Crystal Disk Mark 3.0.2
(Get this benchmark tool from our support team)
rdt td4 7htent{ Help ltngutge
•s' lc vill000MB J[CI479h(471100GB) _--`,!]
_ head IMII/SJ Write IMu/sj
• Non -local storage for backups that is visible to SQL Server for backups.
• Dual Power Supplies;
• Gigabit Ethernet Card (multi -homed if available)
• Reliable backup and UPS
[SQL Database Server]
• For High Availability use SQL 2016 Enterprise Edition Always On
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only
1/25/2019
Page 7
• 8 vCPU at 2.5 GHz
o Add 2 additional vCPU per every 2000 users above 5000.
If using Dynamic schedule add 1 additional cpu each 800 users
• At least 8 GB RAM
o Add 2 GB RAM per additional vCPU
• Do not overcommit CPU
• For High Availability when using local storage use SQL Always On with SQL Server
Enterprise edition.
• Local SSD storage in RAID 10 configuration
o C: Drive: At least 100 GB of disk space for OS and programs
o D: Drive: At least 150 GB of available disk space for data
Expected 10 Benchmark using Crystal Disk Mark 3.0.2
(Get this benchmark tool from our support team)
Thtmt IRIp Latione
_ t
1s. vl It000h a _vllQ M17?6 (47[IODGB) __-vl
Read [Mt1/s] Write [1.111/sj
• Non -local storage for backups that is visible to SQL Server for backups.
• Dual Power Supplies;
• Gigabit Ethernet Card (multi -homed if available)
• Reliable backup and UPS
[IVR Server]
• CPU 2 GHz
• 4GB RAM
• 100GB available disk space
• Dual Power Supplies;
• Gigabit Ethernet Card (multi -homed if available)
• Reliable backup and UPS
2. Virtual Environments
IntelliTime Systems Corporation
Virtual Timecard Interface Server Specifications
[ VTI Virtual Machine]
• Specifications apply to both Web and SQL virtual machines
o VM should be Thick provisioned
o VM storage should be Thick provisioned
o VM processors must be dedicated to the VM
o VM memory must be dedicated to the VM
• Specifications apply to an IVR virtual machine
o VMWare Supported
■ VmWare ESXi 5.x must be used for the virtual environment.
• Host machine must have a basic physical sound card in order to
enable MS Text -To -Speech in Windows.
• SIP is also required for HMP.
3. IVR, Web and Database Server Software
[Microsoft Windows Server]
• Microsoft Windows Server 64 Bit - 2012,
2012 R2, 2016
[Internet Information Services]
• Internet Information Server 7 to 10
[Microsoft SQL Server [Minimum — Standard; Recommended — Enterprise or Bi]
• For High Availability use SQL 2016 Enterprise Edition Always On
• SQL Server 2012, R2
• SQL Server 2014, R2
• SQL Server 2016
[IVR]
• A Dialogic HMP Driver (VoIP) license, per line, is required
• VoiceGuide application MUST be installed on c: drive with its default location
(C:\Program Files (x86)\VoiceGuide\....)
4. Remote Access and Administrative Account
IntelliTime Systems Corporation will use VPN and/or Remote Desktop with customer
permission to access only the server console of the machine listed in #1 and #2 above
for installation and troubleshooting and installing patches and fixes as needed. Access
to FTP or another method for transferring files to and from the servers is required. A
user account with administrative privileges on the web and database server is required
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only
1/25/2019
Page 9
for the remote logon.
5. Integrated Security Account
A user account is used for the application security between the IIS, IVR, Time clocks and
SQL Server. Our preference is the user account to be named 'VTIUser'. The 'VTIUser'
account should never expire or need to change its password and only needs User
privileges.
6. Administrative Tasks
We will prepare a separate Standard Operating Procedure document specifying these
details, including OS and DB updates. The only ongoing administrator tasks for the
customer personnel are:
1. Nightly backups of the server
2. Daily verification of adequate available disk space
3. Verifying server connectivity to the network.
IntelliTime Systems Corporation
Virtual Timecard Interface Server Specifications
Additional IntelliTime Maintenance for SQL Always On
Support
This document provides a summary of the additional IntelliTime maintenance costs for
supporting SQL Always On.
1. Support of two or more SQL Servers now instead of one.
a. At the minimum there is a primary and secondary SQL server
b. Performance optimization and debugging now needs to be done on two servers.
2. Process for working with availability group is longer and more complex
a. Upgrades, patch deployments, site refreshes, restores, and certain maintenance
activities require additional work to deploy as we need to take out databases from the
availability groups to be able to execute commands that we use during these
processes.
b. Additional cross checking after changes.
3. Maintenance plans and SQL Agent jobs are different and more complex for SQL Always
On environments.
a. Certain jobs and maintenance plans should only run on the primary and others on
the secondary. This requires customization of jobs to be able to support when
there is a failover and the intended primary server and secondary server are now
reversed.
b. Monitoring job success when debugging now becomes a more difficult task
because setting up jobs on both servers and determining through SQL history if
they ran successfully with the skipped or full action is not evident in the history
(just success/failure of the scripts — not the internal skip on the nontarget server).
c. This slows down support when debugging issues and confirming health
4. Maintenance of additional IntelliTime code that is used in SQL Always On environments
5. Cases that arise with respect to performance specific to SQL Always On
6. VTI System Monitor
a. Has additional data for support to analyze on a daily basis for health, failovers that
have occurred, settings, disk space, etc.
b. System monitor uses additional code that needs to be maintained
7. Support of the SQL Always On has higher escalations to development and infrastructure
teams.
8. AdditionaI cases assisting customer in their responsibilities for SQL Always On.
a. Since the environment is not hosted by IntelliTime the customer is responsible for
the health, security, connectivity, performance, etc. of the SQL Infrastructure.
b. However in an effort to keep VTI running, we are commonly involved in cases
where we need to provide direction to the customer on their infrastructure. This is
sometimes difficult as we do not have access to the infrastructure to address
issues, concerns, recommendations, so we do end up investing large amounts of
time to get situations outside of our control addressed.
IntelliTime Systems Corporation
Confidential for Internal and Customer Non Disclosure Use Only
1/25/2019
Page 11
c. It is expected that the customer follow the Standard Server Specification. When the
customer does not follow the standard server specification, hours will become
billable for supporting infrastructure related concerns.
IntelliTime Systems Corporation
Change Order 5185 — 0018 City of 'Yakima, WA
4. If (Standard S r er Spec i °r"ckcttieaats) are not met by City ca f Yakinta; then performance
related support cases will be billed at $155/hr.
5. Additional budget will be required for further changes to the change order document
described herein, additional revisions to the existing change order, or extended
communication\discovery before the change order is signed.
6. The pricing\budget in this change order is valid until 2021-07-01'.
7. Out of scope professional services:
a. Can be rendered at:
i. $155/hour for support/development
ii. $170/hour for project management
b. Examples of such that may be needed by the client on this change order:
i. X (Example: Rules Configuration)
ii. Y (Example: Debugging network and security issues)
iii. Z (Example: Investigations that result in a client responsibility root cause
issue)
8. Work and budget recommended by IntelliTime that have been explicitly waived by the
client. This section contains items that were discussed explicitly with the client that the
client would like to waive. Please note this is not a comprehensive list of what is not in
scope, as the scope of this change order is defined as what is included.
1.
2
3,
4.
5,
Work being explicitly
waived by client
Example: Rule configuration
Example: Debuggiii
assistance for network. and
security issues
Example: Documentation
Example: First responder
support. Instead of
IntelliTime being the first
responder to GED, the
Auditor Controller Office will
provide resource to
investigate all issues reported
by payroll clerks and run
through check list before
contacting IntelliTime
su,pport.
Waived by:
Print Name
Tom X
Jean Thomas
Marie Valdez
Valerie Jackson
Waived by:
Signature
Signature
Signature
Signature
Signature
Date
1/30/2019
1/27/2019
1/31/2019
1/31/2019
Copyright 2o18, IntelliTime Systems Corporation
Company Confidential and Customer Internal Use Only
Page 2 of 3
IntelliTime Systems Corporation
Change Order 5185 — 0018 City of Yakima, WA
IntelliTime Change Order Request Number: 5185 - 0018
Change Order Type: (Fixed Cost/Scone)
For fixed cost\scope change orders please note that this is an estimate. If additional hours are needed
an additional change order would be pursued.
Client: City of Yakima
Date:
2021-05-19 Bazile Morales
Sales Representative:
Dennis Peters
Customer Technical Contact:
Billy Collins
Customer Project Manager:
Amber Hunter
Background:
Supply thr City
hi ecto
Scope:
Change Order Title: New G2 Clock with
POE Splitter and Injector
Requested Due Date: 2021-06-07
IntelliTime Project Manager:
Edgar Valenzuela
Customer Technical Contact:
509-576-6521
Contact Phone:
509-576-6681
ac•k vyitlt ct POE Splitter ctttd t POE
1. This change order simply adds a new G2 bio-metric time clock with a POE Splitter and a
POE Injector,
2. Client is responsible for:
a. Adding spare units to inventory.
3. A period of two weeks has been allotted to go from client signature to implementation in
production. Additional charges may apply if that timeframe is exceeded due to
circumstances within the control of the City of Yakima (such as due to delays in client
testing). If this timeframe is exceeded due to circumstances within the control of the City
of Yakima:
a. The client agrees to issue payment for the current change order.
b. AND
c. The client can decide to proceed with a new change order (to be signed by both
parties) to cover the additional scope OR proceed agreeing to pay for additional
labor at the following rates:
1. $155/hour for support/development
2. $170/hour for project management
Copyright 2o18, IntelliTime Systems Corporation Page i o
Company Confidential and Customer Internal Use Only
3
IntelliTime Systems Corporation
Change Order 5185 — 0018 City of Yakima, WA
Estimated Budget:
Work Description
G2 bio-metric clock 3000-A0808 with mount
POE Splitter
POE Injector
Units
1
1
Rate
$2995.00
$120.00
$160.00
$315.00
Increase to Annual Support Contract (in addition to setup costs):
• Increase of ($315.00) to be paid with yearly support renewal.
Payment Requirements:
Invoices due 30 days after received
Approvals:
Intelli ;Erne Pr
Revision 1-IL ory
2021-05-19
anager
/2-7 2 I
Date
�noua
BM
Customer
Total
2995.00
120.00
160.00
315.00
$3590.00
Change I t' Number
er
Origination ISC43926
Copyright 201.8, IntelliTime Systems Corporation
Company Confidential and Customer Internal Use Only
Page 3 of 3
CITY CONTRAC
IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
IntelliTime Change Order Request Number: (5185 — 0019)
Change Order Type: LHourly X Fixed Cost/Scope)
For fixed costlscope change orders please note that this is an estimate. If additional hours are needed
an additional change order would be pursued.
Client: City of Yakima
Date: 2022-03-17
Sales Representative:
Dennis Peters
Change Order Title: 5185 — 0019 Active
Directory Integration With VTI To Enable
Windows Authentication For Login.
Requested Due Date: 30 days after signing
IntelliTime Project Manager:
Edgar Valenzuela
Customer Technical Contact:
Billy Collins
Customer Technical Contact:
509-576-6521
Customer Project Manager:
Amber Hunter
Contact Phone:
509-576-6681
THIS AMENDMENT No 2 labeled as Change Order Request Number: (5185 — 0019) complies
with Section 15.9 of the Agreement entered into on September 6, 2008, by and between the City of
Yakima, a Washington municipal corporation ("City") and IntelliTime Systems Corporation, a
California corporation ("Vendor"). The City and Vendor are also collectively referred to herein as the
"Parties".
1. Authority. This Amendment complies with Section 15.9 of the Agreement.
2. Scope: This scope of this change is defined in this document.
3. Remaining Provisions. Except as specifically set forth in Amendment No. 1 (signed January
30, 2019) and this Amendment No. 2,
all remaining provisions of the Agreement and relevant Exhibits thereof are ratified by the
Parties.
City Contract No.: 2008-105
Resolution No.: R 2008-78
4. Counterparts. This Amendment may be executed simultaneously in two or more counterparts,
each of which shall be deemed an original, but all of which together shall constitute one and
the same instrument.
Background:
Copyright 2022, IntelliTime Systems Corporation Page 1 of 6
Company Confidential and Customer Internal Use Only
IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
The City would like their users to be able to login into VTI with Windows Authentication. This
requires VTI to integrate with the City's Active Directory. Users that are logged into the City
domain with a domain joined computer and have an Active Directory UserlD in VTI that
matches the user's Windows username will be able to log into VTI without having to enter
credentials. If the user credentials are not passed to VTI by the browser \ domain controller, VTI
will prompt the user for Windows Credentials.
Scope:
1. IntelliTime is responsible for:
a. Configuring Microsoft IIS
b. VTI code to be able to take the AD authenticated user from a browser
authenticating against a Yakima domain controller.
c. VTI code to be able do an AD\LDAP lookup for the user passed in as AD
authenticated user and query AD for that user, and pull back properties for:
i. VTIEmpNumber
ii. VTIEmpAppointment
d. VTIEmpAppointment can be a blank field, which means that the user does not
have an appointment assigned. Yakima will set this property to blank for all
users in AD.
e. Support for one domain
i. If the City needs to support multiple domains, a change order for ADFS or
AzureAD will need to be drafted.
f. Configuration of the VTI production and VTITest environments on the
CITYTAMS3 web server.
g. Configuration of Windows Internet Information Services on the VTI Web Server
- CITYTAMS3 web server.
h. Configure multiple domain controllers \ LDAP servers in VTI if the City has
multiple.
i. Testing
j. Deployment to VTITest for phase one
k. Deployment to VTI prod for phase two
1. Addressing issues under the control of VTI
2. Client is responsible for:
a. Creating \ populating properties for each user for:
i. VTIEmpNumber — This is the employee's VTI Employee Number for the
AD user.
ii. VTIEmpAppointment — This will be blank for all users
b. Network\security\domain\user computer changes\debugging that are outside the
control of IntelliTime, for example:
Copyright 2022, IntelliTime Systems Corporation Page 2 of 6
Company Confidential and Customer Internal Use Only
IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
i. Access for the VTIUser service account to make an LDAP call to the
Domain Controller\LDAP server to retrieve user information.
ii. Creation and deployment of a Group Policy Object to push browser
settings if browsers used by the City are determined to require whitelisting
(or local intranet zoning) of the https://CITYTAMS.valcimawa.vv/VTI and
httPs://CITYTAMLyakimawa.g0v/VTITest URLS so that browsers trust the
end points to send AUTHENTICATION headers provided by the domain
controller.
iii. Network\security debugging
c. Testing and providing feedback
3. A period of (30 days) has been allotted to go from client signature to implementation in
production. Additional charges may apply if that timeframe is exceeded due to any delay
caused solely by the client. If this timeframe is exceeded:
a. The client agrees to issue payment for the current change order.
b. AND
c. The client can decide to proceed with a new change order (to be signed by both
parties) to cover the additional scope OR proceed agreeing to pay for additional
labor at the following rates:
1. $155/hour for support/development
2. $170/hour for project management
4. If (Standard Server Specifications) are not met by (City of Yakima), then performance
related support cases will be billed at $155/hr.
5. Additional budget will be required for further changes to the change order document
described herein, additional revisions to the existing change order, or extended
communication\discovery before the change order is signed.
6. The pricing\budget in this change order is valid until (Nov-25-2022).
7. Out of scope professional services:
a. Can be rendered at:
1. $155/hour for support/development
ii. $170/hour for project management
b. Examples of such that may be needed by the client on this change order:
i. X (Example: Rules Configuration)
ii. Y (Example: Debugging network, security issues, performance issues,
operating system issues, or other unforeseen issues)
iii. Z (Example: Investigations that result in a client responsibility root cause
issue)
8. Work and budget recommended by IntelliTime that have been explicitly waived by the
client. This section contains items that were discussed explicitly with the client that the
client would like to waive. Please note this is not a comprehensive list of what is not in
scope, as the scope of this change order is defined as what is included.
Work being explicitly
Waived by:
Waived by:
Date
Copyright 2022, IntelliTime Systems Corporation
Company Confidential and Customer Internal Use Only
Page 3 of 6
IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
waived by client
3,
5.
Estimated Budget:
Work Description
Work already completed.
Print Name
Signature
Professional services for import changes, setup,
testing, debugging, rollout
Units
7 hours
40 hours
Rate
$155/hr
$155/hr
Total
$1085
$6200
$7,285
Overages on the change order budget will require
o An additional change order.
Or
o Overage hours will be taken from configuration support hours if any remain.
Increase to Annual Support Contract (in addition to setup costs):
• Increase of ($2000) to be paid with yearly support renewal.
Payment Requirements:
• Invoices due 30 days after received
• If (City of Yakima) decides to not complete this change order or extends the completion of
the project beyond a (30 dap) period, the (City of Yakima) agrees to pay $155/hour for the
work performed by IntelliTime.
Copyright 2022, IntelliTime Systems Corporation Page 4 of 6
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IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
Milestone Payments
Hourly
(Client will be billed nionthl Or all work on this chan ie order until the si o that the
Production environment is stable and meeting expectations fOr all changes)
OR
X Fixed Scope
o Hal the ittlunce is dile when chart 7e delivered to VTI Test
!jai' the ini,oice is due 11)11en chan e is delivered to V77 roclitetiotz
**Work already completed:
Hours up to the finalization of the change order to be billed on first invoice. In addition,
all hours spent between the last total count and the signing of the change order will also
be invoiced. For example (but not limited to) communications \ questions \ analysis \
meetings \ development \ testing \ deployment \planning \invoicing that occur before
signing the change order that have not been accounted for here.
Approvals:
/ /
Fi
I ime 13rojectiNianager Date
Revision History
2022-03-17
2022-04-13
LC L.
Customer
et
Date
CITY CONTRACT NO'
RESOLUTION NO',.
Change
Origination
Changes requested by
Yakima for: 1. Alternate way
to integrate without changes
to the import. 2. Change to
additional costs for exceeding
the timeline to be only in case
when client was solely
responsible.
2022-08-22 EV Added reference to original
EV
EV
Copyright 2022, IntelliTime Systems Corporation
Company Confidential and Customer Internal Use Only
Page 5 of 6
IntelliTime Systems Corporation
Change Order 5185 — 0019 City of Yakima, WA
contract as requested by
Yakima and updated the valid
date of this quote to Nov-25-
2022
Copyright 2022, IntelliTime Systems Corporation Page 6 of 6
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