1999-250 ORDINANCE NO _qq-,gS-O
AN ORDINANCE AWARDING A CONTRACT FOR THE PURCHASE OF MATERIALS,
SUPPLIES OR SERVICES NECESSARY FOR THE INSTALLATION OF A PLANNING
DEPARTMENT PROJECT MAINTENANCE SOFTWARE AS AWARDED BY THE STATE OF
TEXAS GENERAL SERVICES COMMISSION QUALIFIED INFORMATION SERVICES
VENDOR (QISV) CATALOGUE, PROVIDING FOR THE EXPENDITURE OF FUNDS
THEREFOR, AND PROVIDING AN EFFECTIVE DATE (PURCHASE ORDER 96583 TO
H T E, INC IN THE AMOUNT OF $319,815)
WHEREAS, pursuant to Resolution 92-019, the State Purchasing General Services
Commission has solicited, received and tabulated competitive bids for the purchase of necessary
materials, equipment, supphes or services In accordance with the procedures of state law on behalf
of the City of Denton, and
WHEREAS, the City Manager or a designated employee has reviewed and recommended
that the herein described materials, equipment, supphes or services can be purchased by the City
through the General Services Comm~ssmn programs at less cost than the City would expend if
bidding these Items individually, and
WHEREAS, the City Council has prowded m the City Budget for the appropriation of funds
to be used for the purchase of the materials, equipment, supplies or servmes approved and accepted
herein, NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
~ That the numbered items in the following numbered purchase order for
materials, equipment, supplies, or services, shown in the "Purchase Orders" referenced herein, are
hereby accepted and approved as being the lowest responsible bids for such items
PURCHASE
ORDER VENDOR AMOUNT
96583 H T E, INC $319,815
~ That by the acceptance and approval of the above numbered items set forth
in the attached purchase orders, the City accepts the offer of the persons submitting the bids to the
General Services Commission for such ~tems and agrees to purchase the materials, equipment,
supplies or services ~n accordance with the terms, conditions, specifications, standards, quantities
and for the specified sums contmned in the bid documents and related documents filed with the
General Services Commission, and the purchase orders issued by the City
~ That should the City and persons submlthng approved and accepted items set
forth in the attached purchase orders wish to enter into a formal written agreement as a result of the
Cay's ratxfication of bids awarded by the General Services Commission, the City Manager or his
designated representatsve is hereby authorized to execute the written contract which shall be attached
hereto, provided that the written contract is m accordance with the terms, conchtlons, spemficatlons
and standards contained m the Proposal submitted to the General Servaces Commission, quantities
and specified sums contmned m the C~ty's purchase orders, and related documents hereto approved
and accepted
~ That by the acceptance and approval of the above numbered items set forth
m the attached purchase orders, the Cay Council hereby authorizes the expen&ture of funds therefor
in the amount and m accordance w~th the approved purchase orders or pursuant to a written contract
made pursuant thereto as authorized herein
SE T__~3.T!.Q_N.~ That this ordinance shall become effective ~mmedmtely upon its passage and
approval
PASSED AND APPROVED this ~.~ ~5~ day of
JA~
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
c..-
96583-I~O STATE ORDINANOE'
ATTACHMENT 1
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THE STATE OF TEXAS §
SOFTWARE LICENSE AGREEMENT
COUNTY OF DENTON §
THIS SOFTWARE LI(~E/NSE AGREE~MENT ("her, e~nafter referred to as "Agreement") ~s made and
entered ~nto tbbs of , 1999, between H T E, Inc, a Floonda'
Corporatmn whose address is 1000 Busm~ Center Drive, Lake Mary, Florida 32746 (hereto remrreu
to as "HTE") and the CITY OF DENTON, TEXAS, a mummpal corporation w~th ~ts pnnmpal place of
business at 601 E Hmkory, State A, Denton TX 76205 (hereto referred to as "CITY"), acttng by and
through its Clty Manager or bbs designee
WITNESSETtt
THAT, m eonsaderat~on of the covenants and agreements heremat%r contmned and subject to
the terms and cond~tmns hereinafter stated, CITY and HTE agree as follows
I
Scope of Work
A Comphance w~th Agreement Documents For the consideration hereinafter agreed to be
prod to HTE by CITY, HTE shall provide Software (hereinafter referred to as "Software"), consisting
of L~censed Programs and Tlurd Party Sof~vare, as defined below Sof~ware prowded under the terms
oftbbs Agreement are to conform m every respect to the followmg documents, and all such documents
are attached and ~ncorporated hereto by reference
I This Agreement, and
2 Schedule A(s) and other apphcable Supplement(s) to th~s Agreement, and
3 HTE System Change Request(s)
In the event of eonflmt or amb~gmty or d~screpancy between the documents incorporated above,
priority of interpretation shall be m the order hsted above
B HTE and CITY agree that when tbbs Agreement as signed by both partms, all terms and
cond~tmns contoaned m tins Agreement v~ll apply to any Lmensed Program(s) and/or service(s) offered
under this Agreement HTE will furnish to the CITY by tbbs Agreement
1 The Sof~ware listed m the Supplement(s) to tbbs Agreement, and
2 Grant of a non-exclus~ve, non-transferable, revocable hcense to use the Lmensed
Programs on HTE supphed or approved eqmpment, and
3 Support servme(s) as described herein, and
4 Morhficat~ons, trmmng, conversion and project management services as described
hereto and hsted m the Supplement(s) to tbbs Agreement
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C With respect to the Licensed Program(s), the CITY agrees to accept responsthdlty for
1 The installation of the L~¢ensed Program(s) plus any enhancements and/or updates,
unless otherwise spemfied m the Supplement(s), and
2 Use of the Software to aeineve the CITY's intended results
II.
Definitions
A Software The term "Software" shall mean a hcensed data program or set of programs,
or routines and subroutines, consisting of a ser~es of mstructlons or statements m machine readable
object code form and any related hcensed program materials provided for use in connection with the
program, maludmg the user manuals or on-line docurnentauon described m this Agreement The term
"Software" ~laeludes any correctaon bug fixes, enhancements, updates or other modifications, ~ncludmg
custom modlfieat~ons, to such computer program and user manuals
B Lmensed Program(s) The term "Lmansed Program(s)" shall mean the HTE Sot/ware
C Tinrd Party Software The term "Tinrd Party SofBvare" shall mean the Sol, rare
~ncluded under tins Agreement and prowded by Tinrd Party Vendors
D System The term "System" shall mean all Software prowded to CITY by HTE under
the terms oftlus Agreement, and the Hardware upon wluch such Software shall function
E Hardware The term "Hardware" or "Maclune" or "CPU" or shall mean computer
hardware designated, supphed or approved by HTE for operatmn of any Lmensed Program(s)
F Source Code The term "Source Code" shall mean a copy of the computer
programming code in human-readable form and related system documentation, including updates,
apphcable enhancements, and all pertinent commentary as well as any procedural code such as job
control language
G Object Code The term "Object Code" shall mean a copy of the computer programming
code assembled or compiled m magnetac or eleetromc binary form on soft:ware medm, winch are
readable and usable by machines, but not generally readable by humans without reverse assembly,
reverse compiling, or reverse engmeenng
H Installataon Date The term "Installation Date" shall mean the date that the L~censed
Program(s) ~s mstalledfloaded on a designated machine
I Dehvery Date The term "Delivery Date" shall mean the date that the Lmensed
Program(s) lS received by the CITY, or no later than ten (10) calendar days after sinpment by HTE
For serv~cest the "Dehvery Date" refers to the date services are performed
J Acceptance The term "Acceptance" shall mean that the installed/loaded L~censed
Program(s) has gone through the program testang and acceptance period as described m Section VII
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K Support Services "Support Services" shall mean the mmntenance and support call
services promded to CITY for the HTE Lmensed Program(s)
III
License
A Grant of Lmense Pursuant to the terms and conditions of flus Agreement, and subject
to the prowslons of Sectmns VIII, IX, X and XII of this Agreement, HTE grants CITY, a nonexcluslve,
nontransferable revocable license to use the L~censed Program(s) and such hcense(s) as provaded to
HTE from the Third Party Software Vendor for the end user
B Authorized Eqmpment and Sate CITY shall have the right to use the Software on the
Hardware specified m the Supplement(s), or other eqmpment or systems supplied or approved by HTE
wtule flus Agreement is m effect, and at the location (hereinafter referred to as "S~te") hsted below
Sate 601 E Hickory, State A
and City Hall West
Denton, TX 76201
CITY may temporarily transfer Software to backup Hardware at a Iocatmn different from Site if the
Hardware ~s moperatave
C Copies CITY, solely to enable ~t to use the Licensed Program(s), may make one
arctuval and/or backup copy of the Licensed Program(s) and the associated reference documentatmn
CITY may also copy the Licensed Program(s) m mac,uric readable object code form to provide
sufficient copses to support the CITY's use of the Lmensed Program(s) as authorized under thas
Agreement CITY shall have no other right to copy, m whole or m part, SoO:ware w~thout wn~en
consent from HTE Any copses made by CITY shall be the property of liTE
D Modaficataons, Reverse Engmeenng CITY may modify any Licensed Program(s) to
form an updated work for the CITY's use, prowded that
1 The CITY supphes HTE wath written notfficataon of the modfficat~on, and
2 The modfficataon ~s made according to the HTE conventions of the HTE
Mothficataon L~brary and not to the base system CITY shall not alter, enhance or
otherwise modify Sol. are without the written consent of HTE CITY shall not
disassemble, decompfle or reverse engineer the Software's computer program m
whole or m part
Fmlure to raodffy the programs m the manner prescribed may negate the ability to mmntam the
Licensed Program(s) by HTE and will relieve HTE of any responsibility to provide support services
Any updated work using portions of the Licensed Program(s) that meets the above criteria wall
continue to be subject to all terms of ttus Agreement
E Access to Licensed Program(s) Unless otherwise provided hereto, the Licensed
Program(s) are prowded in and may be used m maclune-readable object code form only HTE offers
the CITY, through a third party escrow agent, a Source Code Escrow Agreement that provides for
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release of the source code vermon of the Lmensed Program(s) from escrow upon the occurrence of
certain release events, such as HTE's failure to provade reqmred maintenance servmes as agreed
Term and Termination
A Effeetave Date Thas Agreement shall commence upon the date first written above and
will remain m effect until terminated as noted below
B Tennmatmn Each party shall have the right to termanate thas Agreement and the
hcense granted hereto as promded elsewhere m thas Agreement or upon the occurrence of e~ther of the
following events (an "Event of Default")
1 the other party ,nolates any provas~on of thas Agreement, or
2 the other party
a terminates or suspends ats business,
b becomes subject to any bankruptcy or ansolvency proceeding under
federal or state statute,
e becomes insolvent or subject to chrect control by a trust, receiver or
sunflar authority, or
d has wound up or hqmdated, voluntarily or otherwise
In addataon to the above, CITY may, at its optaon, and wathout prqudme to any other
remedy at may be entatled to at law or ~n eqmty or otherwase under this Agreement, terminate this
Agreement by g~vmg at least thirty (30) days pnor written notme thereof to HTE
C Notice and Oppommaty to Cure Upon the occurrence of an Event of Default, a party
shall dehver to the defaulting party a Nottce of Intent to Tenmnate that adentffies ~n detail the Event of
Default If the Event of Default remmns uncured for thirty (30) days, the party may tenmnate ttus
Agreement and the hcense granted hereto by dehvermg to the defaulting party a Notice of Tenmnatmn
that ldentffies the effectave date of the terrmnat~on, wluch date shall not be less than tharty (30) days
after the date of dehvery of the Notme of Intent to Terminate
D Procedure W~thm tlm'ty (30) days after termination of the license, CITY shall return to
HTE Sofavare and all copaes thereof or delete or destroy all cop~es of Software An authonzed
representatave of HTE, upon request, shall be afforded sufficient access to CITY's prenuses to verify
that all use of Software has been chscontmued Notme of dascontmuance of any or all licenses shall not
be considered notme of tenmnatton of ttus Agreement unless spemfically stated
E Earher Terrmnatmn Notwithstanding the above, Lacense(s) granted under thru
Agreement may be dascontmued by the CITY upon written notme, effective ~mmedlately, during the
testing period described m Section VII, and HTE may dtscontmue any hcense or terminate fins
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Agreement upon written notace ~mmedaately if Customer vaolates any of the proprietary prows~ons
included herem
F Support Servaces Term HTE and CITY herean recognaze that the continuation of
Support Servxces a~er the close of any gxven fiscal year of CITY, winch fiscal year ends on September
30~ of each year, shall be subject to Denton C~ty Council approval
G Survaval Any responsibility of e~ther party provided under flus Agreement shall not be
mvaladated due to the exparat~on, termmat~on or cancellation of flus Agreement, if ~t would reasonably
survave such expiration, termmataon of cancellalaon
V.
lITE Supplied Product(s) and/or Services
HTE shall supply the Software specified m the Supplement(s) an macinne-readable object code form
w~th instructions for mstallataon by the CITY, unless otherwise specified in the Supplements Standard
form optaons, ~f apphcable, wall be provaded by HTE In addition, HTE shall supply related servaces
and/or maintenance, and may supply spee~al~zed Tinrd Party software or, when apphcable, Hardware
products necessary for the performance of certmn specaal features or functions These sen, aces and
dehverables, af any, shall be ~dent~fied and more specafically described ~n the Supplement(s), and shall
constitute the complete last of dehverables provided by HTE
HTE assumes no habfl~ty for any Third Party Sofhvare, or, when apphcable, for any Hardware
products, beyond manufacturers' warranty specafied an the Supplement(s) CITY acknowledges that
these products were selected by CITY to support features desared by CITY, and that they are included
an the Agreement solely for that purpose
VI.
Pricing and Payment Terms
All pricing and terms associated wath the Soitware and any other HTE or flurd party products and
services are specified m the Supplement(s) to tins Agreement Unless specified to the con~'ary, prices
quoted m the apphcable Supplement(s) to flus Agreement are vahd for mnety (90) days from the date
of HTE's acceptance of the apphcable Supplement(s) Tins apphes only for days or hours of serwces
or number of user hcenses that are not specified an the Supplement(s) Al1 ~tems specified m the
Supplement(s) shall be honored throughout the period of t~me necessary to complete all tasks specified
under the Supplement(s) HTE may increase ~ts prices w~thout not,ce only on those atems not prowded
for m the Supplement(s)
Fees for HTE Support Services are payable pnor to the commencement of such Support Services
Should CITY requtre Support Services prior to receipt of payment and the contractual start date of such
Servace, CITY will be billed at the then prevmlmg hourly rate until payment ~s received
Fees for support serwces for any Tinrd Party Sofavare or Hardware provaded for under flus Agreement
shall be payable to and m accordance w~th the prowsaons of the flurd party Vendor unless otherwise
specafied m the Supplement(s)
Any taxes resulting from tins Agreement or act~wt~es resulting from tins Agreement, mcludlng but not
hmated to sales and/or use tax, wall be the responsfluhty of the CITY HTE wall accept an exemptaon
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cemficate from the CITY m heu of taxes ff the CITY quahfies for exempt status Such exemption
ceruficate will need to be provided to HTE upon contract exeeutton HTE will be responstble for taxes
based on its income or for any payroll related taxes for HTE employees
VII.
L~censed Program Testtng and Acceptance
Begmmng on the date ten (10) days after dehvery of the Ltcensed Program(s) by HTE, the Licensed
Program(s) will be avmlable for non-producttve use for testing for a period of tlurty (30) days Thts
testing period ts to determme whether the Ltcensed Program(s) functions operate together and whether
the Ltcensed Program(s) meet the CITY's spemficat~ons and/or requirements
At any ttme dunng the testmg period, upon written not, ce, the CITY may discontinue the Lmensed
Program(s) and recetve full erecht or refund for the amount of the hcense fee If written notme of
dtscontmuance ts not recetved by HTE prior to the end of the testtng period, or if the CITY uses the
Lmensed Program(s) for other than non-productive use dunng the testing permd, the Licensed
Program(s) shall be deemed to be accepted under the provts~ons oftlus Agreement
VIII.
Licensed Program Services
A Training on HTE L~censed Program(s), and Tturd Party Sof~ware, tf necessary, wall be
provided for m the Supplement(s) and will be lnvmced as incurred at the completton of each tralmng
sesston at the rate specffied in the appheable Supplement(s) The CITY understands that the number of
trmnmg sessions and the number of hours of trmmng vary per apphcatton, and are esttmated based on
HTE's experience m the tratmng of other customers for the same epphcattons Addrtlonal trmmng can
be provtded upon request of the CITY at the then prevmhng rate per hour
B Converston, tfneeeasary, will be provtded for m the Supplement(s) and will be mvmced
as incurred at the rate specffied m the appheable Supplement(s) or at HTE's then prevmlmg rate per
hour Data must be grven to HTE tn an IBM compattble format on a specffied magnettc media Data
must match Idata field defimtton Input data file clean up shall be the responslbthty of the CITY
Addmonal converston, ff necessary, vail be lnvmced at the prevmlmg rate per hour It ts understood
that no two ,systems and file structures are exactly alike and there may be a need for some manual
conversion efforts to take place along with the electrome convermon
C Mothfieat~ons, ff any, will be provtded for tn the Supplement(s) and wall be controlled
by the HTE ,System Change Request form ("SCR") which will be prepared for the CITY by the HTE
ProJect Manager raspons~ble for that module HTE will proceed on the SCR when the stgned SCR ts
returned wtth the CITY's authorization along w~th appropriate payment as provtded for an the
Supplement(s)
D Project Management as strongly recommended by HTE, and will be provided for tn the
Supplement(s) and will be mvmced as recurred
E HTE will prowde the CITY wtth the Support Servmes hsted below for the HTE
Lmensed Program(s) for such period as may be hsted m the Supplement(s), and commencmg one
hundred twenty (120) days after delivery of the Lmensed Program(s) Thereafter the Services will be
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provided on a year-to-year bas~s prowded the CITY exercises the option and pays HTE's annual
support fee
I Toll free telephone support lane, twenty-four (24) hours a day, seven (7) days per
week
2 Electromc support
3 Product updates and new releases of the covered Lmensed Program(s)
4 Response to calls, under normal conditions, in approximately two (2) hours of
receipt of lnconung call
5 Error correcUons as made
F Dunng the covered period, the CITY will receive each new enhancement to the
Licensed Program(s) that ts issued for the particular Licensed Program(s) covered Each new release
will be accompamed by user and system documentation, reflecting the enhancements
G HTE's pohcy IS to make improvements m its Licensed Program(s) on a regular basis tn
order to mamtmn ars tamely apphcabihty and competitive market ability To this end, HTE may, from
time to tame, make changes m operating procedures, programming languages, general purpose library
programs, timing accessibility techmques, types of hardware supportabIhty, and other related
programming and documentation improvements HTE shall prowde to the CITY, as updates, at no
additional charge, and on a timely basis, the program logic and documentation for such Licensed
Program(s) enhancements
H In the event the CITY notifies HTE that tt suspects an error in the program logic or
documentation which prevents the contmued accomplishment of the pnncIpal computing functions of
the Lmensed Program(s), HTE shall use Its best efforts to confirm the existence of such error If the
existence of such error as confirmed to be m the Lmensed Program(s), HTE shall correct at as part of its
obhgataon hereunder If at is ultimately determined by HTE that no such error exists, the CITY shall
compensate HTE for ~ts servmes This compensation shall be based upon HTE's hourly rate, plus
reimbursement for reasonable travel and hvmg expenses
I HTE's pohcy Is to acknowledge oral or written requests from the CITY to provide
assistance m identifying and detecting problems, errors, and malfunctions arising an connection with
the CITY's use of HTE's computer apphcatlon soft, ware systems To assist HTE an implementing its
pohcy, the CITY shall confirm, tn writing, an oral request for specffic assistance within ten (10) days
after such oral request is made The CITY shall furmsh to HTE adequate supporting documentation
and details to substantiate and to assist HTE in the ldentfficatmn and detection of problems, errors, and
malfunctions, arising from the CITY's use of the System(s) and/or Product(s)
J If an enhancement, provided to the CITY under HTE Support Servmes, is dependent
upon codm$ of a previous enhancement winch the CITY does not have, upon request, HTE wall
prowde assistance by mml or telephone m order to estabhsh coding that will perrmt contlnmty between
the CITY's operating system and the new er£hancement
K The CITY agrees to notify HTE of the need to have a previous enhancement tn order to
install a current enhancement
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L In the event the CITY requests any support other than that included under the terms of
tins Agreement, dependmg upon the availabthty of its personnel, HTE shall use its best efforts to
farmsh it an accordance with the current standard ballang rates
M The CITY acknowledges that the continued ~ntegnty of the Licensed Program(s) ~s
dependent upon installation m the program logic and documentation of all updates to the Licensed
Program(s) which are provided by HTE to the CITY
N Support requests for the first one hundred twenty (120) days after delavery of the
Lacensed Program(s) shall be d~rected to the appropriate HTE project manager or trainer Support
Services do not include mmntenance on modafieatlons made to the Lacensed Program(s) at CITY's
request
O Upon commencement of the HTE Support Servaces, telephone support will be provaded
using a dedicated support telephone number, and the CITY must have Eleetromc Customer Support
installed Support requests relating, af applicable, to tlnrd party hardware or software will be directed
to the Vendor of such products unless otherwise provided for ~n the Supplement(s) Unless otherwase
stated herein or in the Supplement(s), HTE shall assume no responslhihty for the pricing of, payment
to, or prows~un for support servaces of any third party Vendors
P liTE shall not supply any support servaces nor be liable for any damages m the event
that any portion of the Licensed Program(s) is used on eqmpment or wath software products or
software systems other than those supphed or approved by HTE CITY shall receive written
authorization from liTE before attaching to the computer system any eqmpment not supphed or
approved by HTE Authorization shall not be withheld unless saad equapment wall cause operational
damage to the system, or reqmre undue system support from HTE
Q CITY acknowledges that the systems supphed by liTE have umque operating properties
and are a matched system of components which must not be altered, modified, or tampered with
wathout specific assistance from HTE designated personnel liTE shall not be laable for any damage or
loss of function which results from violating the approved operating environment by personnel not
approved by liTE liTE aclmowledges that the Hardware, software products or software systems
planned for use by CITY m combmatlon with the HTE Licensed Program(s) are acceptable to HTE as
of the time of execution of this Agreement Additional approval may be requared for combmataons
related to laeenses granted under Supplement(s) subsequent to the Supplement Schedule A dated of
even date herewith
R In the event of the failure of any hardware component or other third party product
supplied under tins Agreement to function or operate m conformance with specafieataons, HTE shall
have no obligation for warranty beyond that of the hardware or other third party manufacturer or that
specafied in the Supplement(s)
IX.
Protection and Security of Proprietary Materaals
A The CITY acknowledges that the Licensed Program(s), ~ncludmg the source code,
design speclfieatxons and associated documentation of the Lacensed Program(s), (the "HTE Proprietary
Information") conslatute proprietary information and trade secrets of liTE and will remain the sole
property of liTE The CITY also acknowledges that the Third Party Software, ~ncludmg the source
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code, design speclficat~ons and associated documentation of the Third Party Software, (the "Third
Party Proprietary Information") constitute proprietary information and trade secrets of the Tinrd Party
Vendor(s) and will remam the sole property of such Third Party Vendor(s) CITY agrees to respect
HTE's purported ownerslup of any such proprietary rights wbach may ex~st, including patent,
copyright, trade secret, trademark and other proprietary rights, in and to the Licensed Program(s), and
the ownersbap by Third Party Vendor(s) of proprietary rights whmh may exist m and to the Tinrd Party
Soft:ware and any correctmns, bug fixes, enhancements, updates or other modfficat~ons, mcludmg
custom modlfieat~ons, to the Licensed Program(s) and Third Party Sot'~ware, whether made by HTE or
any flurd party
B Dunng the period flus Agreement is in effect and at all t~mes after its termination, CITY
agrees that it and 1ts employees and agents shall not at any time sell, assign, license, publish, display,
dmtnbute, transfer or otherwise make avmlable to, or allow use by, any parent, subsidiaries, affiliated
entlt~es or tlurd partaes any of the HTE Proprietary Informatmn or Tbard Party Proprietary Information
The CITY shall hold m confidence the HTE Proprietary Information and Tinrd Party Proprietary
Information for its benefit and internal use only by ~ts employees The CITY further acknowledges
that, m the event of a breach or threatened breach by the CITY of the prowsaons of flus paragraph,
HTE has no adequate remedy m money damages, and, accordingly, shall be entitled, without bond, to
an ~njunctlon agmnst such breach or threatened breach
C HTE agrees that any reports, mformatmn data or other documentataon g~ven to, prepared
by or viewed by HTE or its employees and agents may be proprietary and confidential lnformataon of
CITY and HTE, and HTE's employees and agents shall mamtmn the confidentiality of tins information
and not sell, hcense, publish, display, distribute, disclose or otherwise make available flus reformation
to any third party nor use such mformatron except as authorized by flus Agreement or upon prior
wntten consent of CITY or unless authonzed by law
X
Warranties
A I-ITE warrants that for a period of mnety (90) days after acceptance, as provided for m
Sectmn VII, the HTE Licensed Program(s) listed m the Supplement(s) will perform m substantial
comphance w~th the reference documentatmn supphed by HTE, prowded the Lmensed Program(s) are
used m the proper operating environment HTE does not warrant that the functmns eontamed m the
Licensed Program(s) will meet the CITY's reqmrement or will operate m the combmatlons wluch may
be selected for use by the CITY after the mnety (90) day period after the eompletmn of the Licensed
Program testing described m Section VII Any other utthty or incidental software d~stnbuted by HTE
will be on an "AS IS" and "WITH ALL FAULTS" bas~s without warranty of any kind e~ther expressed
or ~mphed HTE shall be respuns~ble only for the Licensed Program(s) and products as originally
supplied and accepted by CITY, and for changes made to the L~censed Program(s) by HTE's
authorized r~presentat~ves HTE will not be responsible for the consequences of attempts at changes or
mod~ficatmns to the products and Licensed Program(s) made by the CITY or any other unauthorized
party
B HTE warrants that it has the right to hcense the HTE L~censed Program(s) hsted m the
Supplement(s) and that the HTE Licensed Program(s) does not mfnnge any mtellectual property of any
third party HTE agrees to mdenmffy CITY against expenses, including reasonable attorneys' fees, and
habthty arising from any elmm of mfi'mgement related to HTE Licensed Program(s) provtded HTE
HTE License doc 9 Dentor~L~eense 7-22 doe
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shall have the right to control the defense or settlement of any such claim If use of the HTE Licensed
Program(s) by the CITY m enjoined by any infringement proceeding, HTE shall, if possible, obtain
without unreasonable expense the right of License for the CITY to use the HTE Licensed Program(s)
or if that is not possible, HTE shall refund to the CITY the license fee(s) paid under this Agreement for
the particular Licensed Program(s) that is determined to be mfnnglng
C HTE represents and warrants that the Licensed Program(s) is/are designed to be used
prior to, during, and after the calendar year 2000 AD and that the Licensed Program(s) shall process
date data during each such arne, specifically mcludmg any calculation relating to, or the product of,
date data wtuch represents or references different centuries or more than one century Without hmgmg
the generahty of the foregoing, HTE further represents and warrants
1 That the Licensed Program(s) shall not abnormally end or provide mvahd or incorrect
results as a result of date data, specifically including date data Much represents or
references chfferent centuries or more than one century,
2 That the Licensed Program(s) has been designed to ensure year 2000 compatible, including,
but not lmuted to, date data century recogmtlon, calculations winch accommodate same
century and multi-century formulas and date values, and date data interface values that
reflect the century,
3 That the Licensed Program(s) includes "year 2000 capabilities" For the purposes of tins
Soi'~ware License and Services Agreement, "year 2000 capabilities" means the Licensed
Program(s)
a shall manage and mampulate data involving dates, including single century formulas
and multi-century formulas, and shall not cause an abnormally ending scenario within
the apphcation or generate incorrect values or mvahd results involving such dates, and
b provides that all date-related user interface functionalities and data fields are designed to
be unambiguous with regard to century using the "fixed window" approach or four &gut
year, and
c will correctly perform normal leap year functions
L~mttatl0n on Use/Limitation on Llabih~v. CITY shall not modify the Licensed Program(s) in any
manner wluch would affect the performance of the Licensed Program(s) in such a manner as to cause it
to fail to meet the Year 2000 Compliance Warranty set forth herem There shall be no hablhty on the
part of HTE for any failure of the Licensed Program(s) to conform to the Year 2000 Compliance
Warranty to the extent that any such failure is attributable to a modification of the Licensed Program(s)
by CITY
D The duration of this warranty and the remedms available to the City of Denton, Texas
for breach of tins warranty shall be as defined m, and subject to, the terms and hmltatlons of the
warranty provisions contained herein, provided that, notwithstanding any provision to the contrary m
such commexclal warranty or warranties, the remedies available to the CITY under tlus warranty shall
include repair or replacement of any HTE Licensed Program(s) whose non-compliance is discovered
and made known to HTE m writing Nothing m this warranty shall be construed to limit any rights or
10 Denton Lm~nse 7 22 doc
HTE License doc ,
Vet 5/15/99 7/22/99
remedaes the CITY may otherwase have under the contract wath respect to defects other than Year 2000
performance
E HTE does not make any representataons or warranUes wath respect to Year 2000
warrantaes or intellectual property rights on behalf of any thard party products Any such
representaUons or warrantaes are made solely by the Vendor of such products, and shall not be
construed as a warranty wath respect to Year 2000 warranty, lnfnngement and the hke by HTE
HTE MAKES NO WARRANTIES, OTHER THAN AS STATED HEREIN, WITH RESPECT
TO THE PARTICULAR LICENSED PROGRAM(S), EITHER EXPRESSED OR IMPLIED,
INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR
A PARTICULAR PURPOSE
XI.
Limitatmn of Liability and Remedies
A To the extent permitted by law, and to the extent provided for under flus Agreement
under the Insurance provamons noted below, for clmms related to bodaly injury, death and damage to
real property and tangable personal property, HTE shall mdemmfy and hold harmless the CITY from
and agmnst all d~rect damages and costs of any kand, including but not hmlted to reasonable attorney
fees, ansang out of or resultang from any neghgent acts, or neghgent omassaons of HTE, regardless of
whether such clams are caused m part by any party mdemmfied hereunder, but not to the extent that
the CITY ~s legally hable for such damages and costs In no event, however, wall HTE be hable for any
consequentml damages, mcludang lost profits, savings or reprocurement costs, even if HTE has been
adwsed of thear possabfllty
B Except for HTE's obhgatlons to mdemmfy the CITY under mfnngement actions, as
noted in Sections IX and XII of tins Agreement, and claims for personal injury or damages to real or
tangible personal property caused by HTE's neghgence as noted above, HTE's habthty for damages to
the CITY for any cause whatsoever under flus Agreement, regardless of the form of actmn, and except
under HTE's Professaonal Lmbthty Insurance provmaons noted below, as lmuted to one and one-half
tames the total amount of fees prod by CITY under thas Agreement for HTE Lxcensed Program(s) and
services, not including any fees associated wath HTE project management and related out-of-pocket
expenses
In samataons mvolvmg performance or nonperformance of Licensed Program(s) furmshed under this
Agreement, the CITY's remedy as (1) the correctaon by HTE of L~censed Program defects, or (2) if,
after repeated efforts, HTE is unable to make the Lacensed Program(s) operate as warranted, the CITY
shall be entitled to recover damages to the hmats set forth m this sectmn
JO[I,
Patent and Copyright Indemnity
A HTE will, at ~ts expense, defend the CITY agmnst any clmm that the HTE Lmensed
Program(s) supphed hereunder infringe a U S patent or copyright, and HTE wall pay all costs,
damages and attorney's fees that a court finally awards as a result of such clmm To qualify for such
defense and payment, the CITY must
1 G~ve HTE prompt written notice of any such clmm, and
HTE Llccnse doe 11 Denton Llcense 7-22 doc
Ver 5/15/99 7/22/99
2 Allow HTE to control, and fully cooperate w~th HTE m the defense and all related
settlement negotaatmns
B The CITY agrees to allow HTE, at HTE's optaon and expense, ff such claim has
occurred or an HTE's ludgment xs lfl~ely to occur, to procure the right for the CITY to continue using
the Licensed,Program(s) or to replace or to modify them so that they become non-md'ragtag If neither
of the foreg0mg alternatives as available on terms wbacb are reasonable m HTE's judgment, upon
written request, the CITY wall return the Lacensed Program(s) to HTE, and HTE shall refund to the
CITY the hcense fee(s) prod under flus Agreement for the pameular Licensed Program(s) that is
determined to be mf~ngmg
C HTE shall have no obhgalaon w~th respect to any such claim based upon the CITY's
mod~ficatlon of the Lmansed Program(s) or thear combination, operation or use w~th data or programs
not funushed by HTE or m other than the spemfiefl operating environment Tins section states HTE's
enUre obhgataon to the CITY regarding infringement
XIII
Copyright Protection
A The software and any written doeumentataon associated therewith are protected under
the Copyright Laws of the Umted States HTE warrants and CITY acknowledges that HTE has the
following exclumve rights wath regard to the Licensed Program(s)
1 To reproduce the L~censed Program(s) ~n any or all forms
2 To adapt, transform or rearrange the Dcensed Program(s)
3 To prepare other products derivative of the Lmensed Program(s)
4 To control the dastnbutaon of the Lmensed Program(s)
B CITY agrees not to molate any of HTE's rights or to assast or md others tn doing so
CITY agrees to preserve all copyright and other notices tn the Lmensed Program(s) and written
documentation
A HTE shall, at HTE's own expense, purchase, matnta~n and keep ~n force during the term
of tins Agreement such insurance as set forth below All insurance pohc~es prowded under tins
Agreement shall be written on an "occurrence" bas~s The tnsurance reqmrements shall remain m
effect throughout the term of th~s Agreement
1 Worker's Compansat~on as requnced by law, Employers Lmbfl~ty Insurance of
not less than $100,00000 for each accident, $100,00000 d~sease-each
employee, $500,000 00 chsease-pohcy hmat
2 Commercml General Llabthty Insurance - $1,000,000 L~rmt
3 Professaonal Llainhty Insurance - $1,000,000 L~mlt
HTE License doe 12 Denton License 7 22 doe
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B Concermng insurance to be furmshed by HTE, it ~s a condition precedent to
acceptability thereof that
1 All policies are to be written through compames duly approved to transact that
class of insurance in the State of Florida, and
2 Insurance ts to be placed w~th earners w~th a Best ratang of A VII
C HTE agrees to the following
1 HTE hereby wmves subrogataon rtghts for loss or damage to the extent same are
covered by insurance Insurers shall have no right of recovery or subrogatton
agmnst CITY, it being the intention that the msurance pohmes shall protect all
pames to the Agreement and be primary coverage for all losses covered by the
policieS,
2 Compames issuing the insurance pohcles and HTE shall have no recourse
agmnst CITY for payment of any premmms or assessments for any deductible,
as all such prermums and deductibles are the sole responsibility and risk of HTE
3 Approval, disapproval or failure to act by CITY regarding any insurance
supplied by HTE (or any subcontractors) shall not relieve HTE of full
responsibility or habfllty for damages and acmdents as set forth m the
Agreement documents Neither shall the insolvency or demal of liability by the
insurance company exonerate HTE from habd~ty
D Any of the insurance policies reqmred under flus section may be written m combmatton
with any of the others, where legally permitted, but none of the specified hmlts may be lowered
thereby
XV.
Assignment
Neither CITY nor HTE shall assign or otherwise transfer any right of interest m th~s Agreement, m the
System, or any of components of the System, tn whole or tn part, to anyone, ~ncludmg any parent,
subsldmnes, affiliated entities or flurd paraes, or as part of the sale of any portion of its business, or
pursuant to any merger, consohdatlon or reorgamzatlon, ~ncludmg by operation of law, without the
other party' s prior written consent Such consent shall not be unreasonably withheld
Force Majeure
Neither party shall be m default or otherwise hable for any delay in or fmlure of ~ts performance under
tbas Agreement if such delay or failure arises by any reason beyond ~ts reasonable control, mcluchng
any act of God, any acts of the common enemy, the elements, earthquakes, floods, fires, epldermcs,
nots or failures or delay m transportation or commumcatlons The part, es w111 promptly tnform and
consult w~th each other as to any of the above causes, whmh in thetr judgment may or could be the
cause ora delay in the performance of tbas Agreement
HTE License doc 13 Denton License 7 22 doc
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XVII.
Notices
All not,ecs, commumcatlons and reports required or permitted under thas Agreement shall be
personally delivered or moaled to the respective parties by deposnmg same m the Umted States mall,
postage prepoad, at the addresses shown below, unless and until either party is otherwise notified in
writing by the other party, at the following addresses
If to CITY City of Denton
215 E McKanney
Denton, Texas 76201
Atto Alex Petltt
If to HTE H T E, Inc
1000 Business Center Drive
Lake Mary, Flonda 32746
Attn Susan D Falotlco
Marled notices shall be deemed commurncated as of five (5) days after mmhng regular mall
XVIIL
Independent Contractor
HTE covenants and agrees that he or she is an independent contractor and not an officer, agent,
servant or employee of CITY, that HTE shall have excinslve control of and exclusive right to control
the details of the work performed hereunder and all persons performing same, and shall be responsible
for the acts and omissions of 1ts officers, agents, employees, contractors, subcontractors and
consultants, that the doctnne of respondent superior shall not apply as between CITY and HTE, its
officers, agents, employees, contractors, subcontractors and consultants, and nothing hereto shall be
construed as creating a partnersbap orjolnt enterprise between CITY and HTE
Dispute Resolution
In the event of a dispute arlsmg under this Agreement the objecting party shall notify the other,
in writing, of the nature of the dispute, and the parties shall attempt to resolve the issue under dispute
wltlun thrrty (30) days of notification of the chspute If no such resolution is found wlttun the thirty
(30) day term, then either party may pursue 1ts own legal remedies
XX.
General Provisions
A Entire Agreement Tins Agreement and any Supplement(s) and/or Amendments to tins
Agreement emboches the complete agreement of the parties hereto, superseding all oral or written
previous and contemporary agreements between the parties relating to matters herein, and there are no
representations, condltaons, warrantaes, or collateral agreements, expressed or implied, statutory or
otherwise, with respect to flus Agreement, except as otherwise provided herein, and ttus Agreement
shall supersede all prexaous commumcat~ons, representations or agreements, either written or oral,
between the parties to flus Agreement Ttus Agreement may not be modified, ormtted or changed in
HTE L~eense doc 14 Denton License 7 22 doc
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any way except by written agreement signed by persons authorized to slgi1 agreements on behalf of the
CITY and of liTE
B Severabflaty If any of the terms, sectaons, subsecUons, sentences, ctauses, phrases,
provisions, covenants, condmons or any other part of flus Agreement are for any reason held to be
invalid, voad or unenforceable, the remainder of the terms, sectaons, subsectaons, sentences, clauses,
phrases, provasmns, covenants, condmons or any other part of thas Agreement shall remain in full force
and effect and shall m no way be affected, lmpmred or lnvahdated
C Remedaes No right or remedy granted hereto or reserved to the parties as exclusive of
any right or remedy herein by law or eqmty provaded or permitted, but each shall be cumulatave or
every right or remedy given hereunder No covenant or condition of thas Agreement may be waived
without consent of the partaes Forbearance or andulgence by eather party shall not constitute a wmver
of any covenant or condatlOn to be performed pursuant to thru Agreement
D Governing Law Tlus Agreement as entered into subject to the Denton City Charter and
ordinances of CITY, as they may be amended fi.om tame to tame, and is subject to and is to be
construed, governed and enforced under all apphcable State of Texas and federal laws If legal actmn
is necessary to enforce ttus Agreement, venue shall he exclusavely in the courts of Denton County,
Texas
E Heachngs The headings of flus Agreement are for the convemence of reference only
and shall not affect m any manner any of the terms and conrhtmns hereof
F As a matter of policy w~th respect to CITY projects and procurements, CITY also
encourages the use, af apphcable, of qualffied contractors, subcontractors and supphers where at least
fifty-one percent (51%) of the ownerstup of such contractor, subcontractor and suppher ~s vested in
racml or ethmc mmontaes or women In the selectaon of subcontractors, suppliers or other persons in
orgamzatlons proposed for work on ttus Agreement, CONTRACTOR agrees to consader th~s pohcy
and to use ats reasonable and best efforts to select and employ such company and persons for work on
thas Agreement
G Read and Understood Each party acknowledges that at has read and understands thas
Agreement and agrees to be bound by ars terms
H Constmctaon of Agreement Both partaes have part~clpated fully in the review and
revm~on of fins Agreement Any rule of constructaon to the effect that ambagmtaes are to be resolved
agmnst the drafang party shall not apply to the lnterpretataon ofttus Agreement
I Binding Agreement The individual mgrnng this Agreement and any Supplement(s) to
flus Agreement for the CITY warrants that they have been duly authorized to bind their respective
pnncapals to all nghts, duties, remeches, obhgattons and responsabflataes Incurred by way of tins
Agreement and that the Agreement and any Supplement to the Agreement are a vahd and bmdmg
obhgataon of the CITY
J Successors Bound The terms and condataons of tins Agreement shall extend and inure
to the benefit and be binding on the respeetave successors and assagns of CITY and HTE
15 Denton License 7 22 doc
HTE Llconse doc ,
Ver 5/15/99 7/22/99
K Non-wmver Waiver of any breach or default hereunder shall not constitute a
continuing wmver or a wtuver of any subsequent breach either of the same or of another promslon of
this Agreement
L Non-Hmng Statement Dunng the term of this Agreement and for a period of twenty-
four (24) months after the tenmnatlon of flus Agreement, the CITY may not offer to hire or in any way
employ or compensate any of the employees of HTE or persons who have been employed by HTE
wlttun the mediate past twenty-four (24) months without prior consent of HTE
The parties hereto acknowledge that they have read tlus Agreement and agree to be bound by the terms
and condmons herein
EXECUTED at Denton, Denton County, Texas, on the day and year first above written
Title
WITNESS
CITY OF DENTON, TEXAS
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
· HTE License doe 16 Denton LlCellse 7 22 doc
Ver 5/15/99 7/22/99
SUPPLEMENT TO H.T.E., INC. SOFTWARE LICENSE AND SERVICES AGREEMENT
BY AND BETWEEN HTE, INC AND CITY OF DENTON, TEXAS
SCHEDULE A-PRICING AND PAYMENT SCHEDULE
CONTRACT NO. DENT-9900330
This Supplement is to the H T E, Inc Software License and Services Agreement (Agreement) dated of even date
herewith, between H.T E, Inc (HTE) and City of Denton, Texas (Customer) Unless otherwise stated below, oil terms
and conditions as stated in the Agreement shah remain in effect
Designated Machine
Use of thc L~censed Program(s) prowdcd m th~s Supplement on platforms other than specified below, w~thout written
penmssmn from HTE, may be subject to an upgrade charge
Type Model CPU Number
nTB UN1X~ ...... S~ce~ (~or 10u~ms) 5t?O000 ~0000
l~on I~As I~eAs
PA~~* T~ ~ ~ ~
~F~ $ 1~,1~ ~0g $~
~~ M ~ ~$1~&y 4~ 435~
~j~ ~lH ~ ~$1~ 37,1~ 371~
~ ~19~ ~ $1~7~ SB~
PLEBE NOTE THAT T~S ~ NOT ~CL~ED ~ THIS SCHED~E, ~, 1F ~PLIC~LE, ~L BE
~DED TO T~ ~O~T ~ T~ PAINT INVOICE(S) BErG SENT SEP~TELY TO T~ CUSTO~R
HTE Schedule A ]. DENT Sch A dog
Ver 5/15/99 7/22/99
*Payments
THE AMOUNTS NOTED aBOVE SHALL BE PAYABLE .4S FOLLO~VS
HTE L~cense Fees 50% upon dehvery and the rema~mng 50% due w~thm thtrty (30) days of completion of
testtng pertod or September 23, 1999 whtchever ts earher
Third Party £~cense Fees On ~nvotce, upon delivery
Thlrd Party Tratnmg Fees On ~nvoice as incurred
Project Management Fees On mvowe, as incurred
Converston Fees 50% upon the execunon of the System Change Request (SCR) OncIudes $250 OO process~ng
fee noted below) and the remaining 50% upon complenon
,4pphcatton Support Fees Prior to the commencement of the tmttal term of support Support fees for subsequent terms
of support wtll be due prtor to the start of that term at the then prevadtng rate Rates for
subsequent years of support service are subject to change
Thtrd Party Support Fees Prior to the commencement of the mmal term of support Support fees for subsequent terms
of support wtll be due prtor to the start of that term at the then prevathng rate Rates for
subsequent years of support servtce are subject to change
Travel and £tving Expenses Actual and reasonable travel and l~wng expenses are tn addtt~on to the prtces quoted above
and wdl be tnvotced as tncurred
HTE Support Services
The unreal term of HTE apphcat~un support services shall commence one hundred twenty (120) days after dehvery of the
Lxcensed Program(s), and extend for a twelve (12) month term Subsequent terms of support will be for twelve (12) month
periods, commencing at the end of the unreal support period
Third Party Support Services
The unUal term of Thrrd Party apphcaaun support services shall commence one hundred twent~ (120) days after dehvery of
the Lxcen~ed Program(s), and extend for a twelve (12) month term Subsequent terms of support will be for twelve (12) month
periods, commencing at the end of the nut,al support period
HTE Application Training
Lrsted above, ff apphcable, are the number of days of training for the Lxcensed Programs listed Adtht~onal apphcat~on
training, if requested by the Customer, can be provided upon request at the standard billing rate m effect at that rune, which at
the rune of tfus Supplement xs One Thousand Two Hundred Eighty Dollars ($1,280 00) per day The fee quoted does not
include U'avel and hvmg expenses
Third Party Application Training
Lrsted above, if apphcablo, are the number of training scss~uns for the Tfurd Party Licensed Programs listed Addmenal
application training, rf requested by the Customer, can be provided upon request at thc standard billing rate m effect at that
tune, which at ~e amc of th~s Supplement rs One Thousand F~ve Hundred Dollars ($1,500 00) per Sess~un The fee quoted
does not include travel and hvmg expenses
Project Management
A descnptmn of the apphcable level of Project Management ~s a~tached to this Supplement and fees wall be invoiced m the
amounts and under the terms noted above A mutually agreeable work plan wall be created by the HTE Project Manager and
the Customer Adthtmnal days of Project Management, ff requested by Customer, will be invoiced as recurred at the then
current HTE daffy rate at the standard billing rate m effect at that tune, which at the tune of th~s Supplement rs One Thousand
Two Hundred E~ghty Dollars ($1,280 00) per day The fee quoted does not include ~ravel and hvmg expenses
Modifications
Mod~ficanuns will be controlled by the HTE SCR form wlueh wall be prepared for the Customer by the HTE Product Manager
responsthle for that module There wall be a two hundred fifty dollar ($250 00) non-refundable processing fee for preparanon
of each SCR requested by the Customer HTE will proceed on the SCR when the s~gned SCR rs returned w~th the Customer's
anthonzat~un along w~th 50% payment, less the processing fee The £ma150% payment rs due upon compleUon
HTE Schedule A 2 DENT Sch A doc
5/15/99 7/22/99
nverslo ff rovtdad for hereto, or ff requested by the Customer after contract execution, unll be controlled by the HTE
Co ri, P ......... ~ F'n~v~rsmn Team Manaeer Them will be a two hundred fifty
SCR form which will be preparen mr the ~ustomer oy me n ~ ~ ...........
dollar ($250 00) non.refundable processing fee for preparation of each SCR requestad by the Customer HTE w~ll proceed on
the SCR when the signed SCR is returned with the Customer's authonzauun along with fifty percent (50%) payment, less the
processing fee The final fifty percent (50%) payment ~s due upon completion Data must be given to HTE m an I~M
compatible forthat on a specified magnetic media and must match data field del'mitten Input data/'de clean up shall be the
responsthihty of the customer Additional conversion, ff necessary, will be mvmced at the prevailing rate per hour It is
understood that no two systems and file structures are exactly alike and there may be a need for some manual conversion
efforts to take place along with the alectromc conversion SCR form(s) for any conversion services mcludad m th~s Agreement
are attached for Customer signature and return to HTE
Cancellation Charges
Customer acknowledges that HTE makes every effort to schedule training and project management sessions sufficiently m
advance to make effective use of HTE's personnel and to obtain favorable prices for travel and hvmg Accordingly, the
following cancellaUon charges apply to training or on-site proJect management sessions canceled at the request of Customer
cancellation within seven (7) days of start date, Customer pays fifty pement (50%) of the total price for the warning or on-sae
project management, cancellation within three (3) days of start date, Customer is responsible for entire price of the trsmm§ or
on-site project management In addition to the foregoing, Customer shall be obhgated to rennburse HTE for any non-
refundable exp~nses recurred by HTE for travel expenses Notwithstanding the above, HTE wdl endeavor to reschedule HTE
personnel m order to rmtigate Customer's costs and expenses under this paragraph To the extent HTE is successful m such
reschadalmg, Customer's payment obhgations shall be reduced
Third Party Software and Hardware
Unless otherwise stated, Customer shall enter rote separate license and/or maintenance agreements w~th each mdimdual ttm'd
party hardware or third party software supplier for the equipment or software as may be provided hereto Warranty and
maintenance offenngs by HTE for tis Licensed Program(s) do not apply to any thud party hardware or tinrd party software
supplied under this Supplement HTE does not make any warranties for any non-HTE products unless otherwise provided
hereto
Attachments
Attached hereto and made a part hereof is Exlnbit A, consisting of the General Specifications, the 'Bmldmg Pernuts
Specifications, the Code Enforcement Specifications and the Planning and Zoning Specifications
Warranty Extension
The parties agree that the warranty provisions of Section X of the Agreement shall be extended by a period of ninety (90) days
for each particular Licensed Program after it acineves go-hve, winch for the purposes of this Supplement, shall mcan material
producnve use HTE also agrees to provide the services necessary to ensure that the Licensed Programs included hereto
function together dunng the /'mai ninety (90) day extended wanranty period noted under fins section For the Licensed
Programs mcladad harem, the reference doenmentaUon noted m SecUon X shall be the reformation contamad m Exinint A
Optional Licensed Programs
The Customer has the option of purchasing the following Licensed Programs at the prices indicated below and HTE agrees to
hold th~ pricing firm for a period of twelve (12) months from the date of execution of tins Agreement
Optional Licensed Programs $12~500
BP/Flal4 Impections - Server (requn~s BP)
BP/Flel~ Inspectious - Chent (requires BP) (5 users) 12,500
14~000
BP Vmqe R~pouse (reqmres BP) 20,500
Project Managament, support and others services wall be invoice
DENT Sch A doc
HTE Schedule A 3 7/22/99
Ver 5/15/99
Non-Hiring Statement
During the term of th~s Supplement and for a period of twenty-four (24) months after the termination of thxs Supplement, the
Customer may not offer to htre or m any way employ or compensate any of the employees of HTE or persons who have been
employed by it~E vattnn the tmmedlate past twenty-four (24) months without prior consent of HTE
The terms andI eondifions contained in this Supplement, including the prices, will be honored as set forth hereto,
provided th~s Supplement is fully executed by August 13, 1999
Customer warrants that the amounts to be paid hereunder will be pa~d out of appropriated funds and are not part of a
financing arrangement with any third party
HTE,IN¢~ ~! /
T~tle
WITNESS
CITY OF DENTON, TEXAS
Clty Manager
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L~ PROUTY, CITY ATTOKNEY
HTE Schedule A 4 DENT Sch A doc
Vet 5115/99 7122/99
Project Management Level Descriptions
Level II · Sch~dul~ tralmng ,ns~ta of HTE · Provide a dothcated Projact Manager
Apphcat~on Spec~ahsts that monitors and tracts ~ntemal client
dehverables and tasks and serves as
· Create a detailed work plan which thc primary contact for HTE issues
includes tralmng wsits, dehv~rable
schedules and project milestones · Develop test plans and monitor testing
· Croate the Project Scope Statert~nt · Part~c~pato m scheduled conference
that defines dallv~rables and calls
n'alestones
· Coordinate and schedule totems]
· Project Manager vail conduct resources for training and chent
scheduled conference calls or on s~te provided deliverables
status meeungs '~nth Chent Project
Manager and or Project Team
· Pro,nde a s~nglo pmnt of contact at
HTE
HTE Schedule A 5 DENT Sch A doc
Ver 5/15/99 7/22/99
Exhibit A
General Specifications
No Re~uirement Description
Avmd duplicate data entry Data is entered once and replicated or accessed when needed
2 Processing controls should provide assurance that authorized data input into the system is properly
processed
3 Ability to easily scroll or page through records or files on a screen an either a forward or backward
&rect~un or to call up a single record directly by key
4 Ability to require online into any master file record, provided user has the proper authonzat~en
5 "Drill down" from a summary level to the detail transactions that created it
6 Store, access, and retrieve multtple years of bastoneal data
7 Staff must be able to adjust commonly altered variables, such as codes, tables, report parameters,
ere without the serwces of a professional programmer
8 Ability for system tables to contain edit and vahdation rules to control data integrity
9 Availability of Windows based optional Graphical User Interface
l0 Manu-dnven software -- easy to understand directions and prompts Arranged m a logical
sequence Abthty to bypass menus and gain direct access to any program for which user is
anthonzed
1 ! Create custom menus for ardlvldual users Add client specific options to menu
12 A~ view only access to specific user profiles
13 A~!~ seeunVd to menu option level
14 Log-on to the system once
15 Restrict access to system features and restrict specific transacUon processing to designated,
authorized personnel, by user, by function
16 Maintain ancht trails including ehnnged by, changed date, and record (print or file) of changes
17 Records m the software should be composed of data elements that have consistent names, lengths,
and data types m all files and programs
18 Operate m a mult~-user environment so record loclang will be required to maartam the mtegrtty of
the data
19 Ab~hty to prevent any master file record from being deleted if that record is referenced m any
other file
20 Provide a central repository of property/parcel mformat~on
General Specifications
No ,Rerlulrement Descrll~tion
21 Download to or access application data through desktop productivity tools such as spreadsheets,
word processors, or repor~ writers
22 Allow public access to pnhbc records through retrieval m various formats
23 Purge data based on user-dafmed criteria (with appropriate controls) including prior year date,
unused data, etc
24 Use the same PC for system and mamfi'ame emulation without having to shut one process down to
start the other
25 View a list of users who are on the system and what modules they are accessarg
26 Provide flexthle backup utilities enabhng the backup of ardivldual items, apphcatmn databases or
the en~e system
27 Support remote access for users m the field or those wishing to work at home
28 Receive complete tramm~
29 Receive online documentatton
30 Receive permdlc software releases and enhancements
31 Provide support 24 hours/day, 7 days/week
32 Provide electronic dml-m Vendor can dlal-m to computer for diagnosis and resolution of software
problems
33 Average response tune for sofware support is 2 hours or less
34 Vendor should have an active users' group where software enhancements can be suggested and
problems addressed and corrected
General Reporting Requirements
35 ,Electromcally file reports for subsequent access
36 Ability for printed output to be queued to any of the system or network printers
37 View or print reports, as an opuon
38 All numeric fields are slga-controlled
39 There are provisions for convemant ahgnment of pre-printed forms
40 There are logacat controls for processing pre-numbered documents
41 Checl~ should be check protected, utthzmg astertsks to precede dollar amounts
42 All reports should contain orgamzatmn name, report utle, colunm headarg descnpUons,
processing date, seqannUally numbered pages, and subtotals at each level break as appropriate
43 ,Use an ad hoc report writer for flextble reporting
Building Permits
No Requirement Description
Permit Application Processing
Allow for the capture of basic apphcation data and track status ofperrmt apphcatmns
2 Allow assignment of pseudo or temporary parcel numbers to be used for permitting purposes until
actual parcel numbers are available
3 Provide for calculation of standard fee amounts usmg user provided formulas or tables Track fee
collections and receivables and generate payment receipts
4 Capture and allow access to complete pemut histories by parcel
5 Prowde a sunpldied system for processing rmscellananus perrmt applications (such as garage sale
permits, etc )
6 Allow for user-defined s~.'ucture detail data items based on thc type of work being performed For
example, a different set of data may be set up for re-roof permits than for single family homes
7 Allow for data entry displays and items to be tailored to the type of pernut being issued For
example, fees displayed for selection should apply to the type of permit being issued
8 Allow for an unlumted number of names, addresses, and phone numbers to be entered for a penmt
apphcation Allow for online searches by any of these names to locate a pemut record
9 Allow for multiple subcontractors to be associated with a single permit For example, an electrical
perrmt could have two or more subcontractors
10 Allow an unlurated amount of free-form notes to be entered for a permit Allow these notes to be
flagged to appear automatically at key processmg points (such as inspection entry)
11 Allow for unlmuted usar-de£med codes for such items as type of construction, occupancy type, ere
12 Allow for the processing of blanket perrmls where a smgle pernut fee as charged to cover the
rssuance of multiple pernuts
13 Allow for fees to be charged and collected that result m a credit balance for a penmt apphcation
This credit balance amount can be apphad later to other fees for the apphcat~on
14 Allow for user defined valuation calculations bared on a user-del'meal table of construction values
15 Allow usar-de£med square footage calculations based on a user-defined table of square footage
values
Building Permits
No Requirement Description
16 Allow user to duplicate an existing permit application and all associated reformation to a new
application at a &fferent location An example would be a "standard plan" type of application that
being bmlt repeatedly by a contractor
17 Provide a function to allow quick entry ofbastoncal data from manual files rote the system
18 Allow tracking of constructlon bonds posted for pernm applications Produce refund checks for
bond amounts through interface to general ledger when requested
19 Allow "what 1£' type of fee calculations to answer mquntles from the public regarding various
permtt application possibilities Produce a printed fees listing for each estimate
20 Allow scanning and storing of documents such as plans and apphcat~on forms These scanned
documents are to be attached to a permit application and recalled later online
21 Allow for search and retrieval of a permat or application using address, parcel number, associated
names, type of apphcatlon, apphcation status, responsible department, or any combination of these
items
22 Allow special notes to be attached to an address or parcel in the property file and flagged for
automatic &splay m the budding pernuts apphcatlon
23 System automaticaIly calculates perrmt exptration date based on user parameters Exptration date
should be extended automaucally based on mspec~on activity Provide option to send notlficaUon
letrers to contractors
and/or owners prior to pernnt expiration through interface to word processing application
Plan Review
24 Allow user-defmed plan review routing based on type of work performed Standard routing based
on type of work automatically created when apphcat~on is entered Routing can change for
arthvldual applications (steps
added/deleted) Do not allow permit to be issued untal all reqmred plan review steps are completed
25 Allow for entry of unlmuted free-form comments during plan review Allow for the use ul~ a user-
defined table of standard comments that can be accessed during plan revaew
26 Allow for tracking of the amount of tune m days that plans were under review for each plan
~ackmg step Generate statistical reports summanzang the number of days spent m plan review for
each type of,lob by each reviewmI~
department Calculations of the number of days for each department should take rote account the
amount of tune the plans were returned to the applicant or otherwise out of the department
27 Allow entry of plan corrections items as part of plan review Produce a plan correction hstmg of
these items on demand
Building Permits
No Re~luirement Description
28 Allow user-defmed security to authorize md~vlduals to approve plan review steps for each agency
inspection Processing
29 Allow mspecUon scheduling and logging of mspecUon results
30 Allow for the setup of user-def'med inspections sequences for each apphcat~on based on the type of
work These mspectmn sequences can be altered for mthmdual pernuts as reqmred The system
should edit during mspectlon
processing to assure that inspections are being performed m the correct order as spemfied by tlus
sequence
31 perform error checkmg during inspection scheduhng to assure that
*Contractors' hcenses are vahd
*Inspections are beml~ performed m the proper sequence
*Type of inspection requested ~s valid for the perrmt
*All requtred fees have been paid
*Penmt has not expired
*Perrmt has not been placed on hold
These ethts should be user controlled
32 Allow user-defthed panalttes for falling inspections to be assessed during inspection results entry
33 Allow results comments to be keyed dunng inspection results enay Commonly used comments
should be contained m a user-defined standard comments file that can be accessed during results
entry
34 Allow user defimt~on of security to assure that only authorized persons are allowed to use an
inspector's ID to s~$n off on an inspection
35 Allow user-da£med automatic assignments of mspecttons to inspectors by area Inspection area
assignment to be retrieved from property database and automatically applied to mspect~on request
User may ovemde the automanc assignment
36 Allow a user-defined system of point values to assure that inspectors are not bemg over scheduled
for a specific day Tl~s system should consist ora point value assigned to each mspectton and a
maxannm points per day value to
each inspector As inspections are scheduled, the system should maintain the accumulated points for
each inspector and warn when the maxurtnm is exceeded
37 Provide an easy method of reassigning an inspector's scheduled inspections for such s~toat~ons as an
inspector calling m sick
38 Provide the abdity to load an inspector's dady assignments to a hand-held field computer for use m
the field Provde the software to perform mspecnons m the field using this hand-held device
Building Permits
No Requirement Description
39 Allow the use of an Interacttve Voice Response (IVR) telephone system to process inspections
System should allow the use of a touch-tone telephone to enter mspecUon requests, cancel
mspecUon requests, and perform mqmnes
on mspeetaun results on a real-nme bas~s IVR should also be capable of accepting results of an
mspecUun telephoned m by an inspector m the field
CO and Permit Printing
40 Allow for interactive printing of pemats using user defined permit print formats Allow notes from
plan review and general apphcat~on notes to be flagged to print on the
permit Allow for user opUon of pnntmg e~ther combmatton permtts (muluple perrmts per form) or
single perrmts (one pemut per form)
41 Allow user to define type of certificate to pnnt (ex Ceraficate of Completton vs Ceraficate of
Occupancy) Allow user defined print formats for cemficates Perform edmng prior to printing
cerafrcate for such items as all fees
pa~d, all pernuts fmalled, etc
42 Allow for the printing of job cards to be hung at the job site Job cards should be printed on
weatherproof paper and hst appropmte mspecaons for the job
Contractor Tracking
43 Prowde database for tracking contractor mformaaon such as name, address, phone, type of
contractor, hcenses and insurance pohc~as Prowde an area for unlumted free-form text comments
and notes for each contractor
44 Perform automatic checking of all contractor reqmrements for pulhng a perrmt during peraut
processing These reqmrements are user-defined and can consist of both a document number (as a
state hcense #) and/or an expiration
date (as when state hcense expires)
45 ~llow for estabhslmaent and tracking of escrow accounts for con,rectors Escrow accounts allow
contractors to place money on account and use to pay permit fees, elunmatmg need to bring
individual payments for each perunt fee
Produce on demand statements for these accounts
Reports
45 Sta0.st~cal reports of pernnts ~ssued by a user-defined date range
47 Stat~sV_cal reports of the types of apphcatlons subnntted by user~defined date range
48 Star,so. cai reports of types of ~nspect~ons performed by user-defined date range
49 StatlsO. cal reports of ~nspector ac0.wty by user-defined date range
Building Permits
No Requiramant Description
50 Stat~stmal reports of plan review processing including numbers of apphcations processed, average
days to process, crc
51 Government agency reports (such as the C-404 report)
52 Repons of open constmctmn bonds and assocmted activity
53 StalasUcal repons of CO activity
54 perants !!~nng~ by conl~actor
55 Contractor file ramhng labels
56 Penmt exp~ratmn reports w~th oplaon to print letters for expiring permits
57 Owner bmldar reports
Integration
60 Cash receipts should vahdate account number and penalty amounts and update customer balance
61 Parcel management database should provide address, parcel mformaUon to the building penmts
system
62 Prowde for venficataon of contractor's business license from the bmldmg permits system
63 Provide commumcat~on of con&taons and other pertmant mformat~on from planning and zoumg
prqlects related to permit property locations
Code Enforcement
No Requirement Description
Identify violations by parcel Prowde not~ficatmns to responsible party, and estabhsh user-defined
follow-up mspecUon program to ensure correcttons are made
2 Allow user to define case types w~th user-defined sequence of actions and case data for each type
3 Ailow user-defined vlolalaon types and related flee-form text Allow multaple violations to be
associated with a single case
4 Provide user-defined not~ficauons to responsible parUes (multiple parUes possible per case) Use word
processing as method for user defimtlon of natlficanon
5 Provide for the interface of eleetromc mspecUon devices, allowing respecters to enter findings while at
~e site
6 Provide automauc follow-up of pending aetaons based on date due
7 Provide method of preparing agendas and backup documentat~un for cases reaching Code Enforcement
Board or smular board
8 Abthty to record hens on properties generated by code enforcement actions Lien transactions from
code enforcement apphcataon to be automaucally apphed to Parcel Management system
9 Provide a method of assagmng a case to an respecter for follow-up Where appropriate, allow demand
reports to be nm, sorted by respecter
10 PrOvide a method for multaple departments to use the system with security options for each deparm~ent
Where appropriate, sort reports by deparlment
11 Allow unlmuted free-form text at the' case level, vlolaiaon level, mspec~on level, and for reporting
findings of boards and meetings
12 P~ovlda ability to locate a case by property address, any of the names associated with the case, parcel
number or usnr-defined lookup field, as well as by case number
13 proVide a method of processing and ~:ackmg inspections not related to a case
14 Provide a method of estabhslung fine ealeulataons based on a "per day" caleulalaon User to input a
start date for the fmc and system to keep a ruunmg total to date
15 C~sh receipts should validate code enforcement account number and penalty amounts and update
customer balance
16 Provide abdlty to flag parcels wath code violations to notify budding permits system at pernut
alpphcataon entr~
17 Parcel management database should provide address and parcel lnformat~un to the Code Enforcement
s~'stem
Planning and Zoning
No ,Rar[ulrement Description
Capture basic planning project apphcat~on mformaUon and ~rack status of application Provide on-
demand hstmgs of pl~nnm$ projects m various sort orders (by address, type of project, project
number, planner assigned, ere ) and with
various selecUon criteria (status of project, apphcatlon date ranges, planner assi~ed)
2 Provide for user defnntaon of data ~tems to be entered based on type of project
3 'Automalac tracking and routing of projects through various user-defined processes cons~sUng of
agency and other review functions Routing should consist of a user-defmed sequence of routmg
steps and should edit to ensure that
steps are bem~ processed m the correct sequence
4 Provide for electronic collection of such ~tems as agency comments and condmons as review
progresses Also, provide the ability to record review actmns made by various agencies and the tmae
spent m revxew
5 Provide the abahty to assess fees and collect payments for plannmg projects Fees displayed dunng
processmg should be determined by the type of project with only the fees applicable to the project
type bem~ thsplayed
6 Provide the abthty to accumulate charges automatically against projects for hours spent m review as
tnne is entered for review steps Any hourly charges accumulated should be deducted from a
project deposit amount vath a warning
d~splayed when the accumulated charges reach a user-defmed percentage of the deposit amount
7 Calculate user-defined "key dates" for projects automaucally as part of the rewew process for a
project Provide the ablhty to tie a key date calculatmn to a project review step and have the data
calculate automaucally when the step ~s complete
8 Provide a function for producing summary documents for a project from the comments and
conditions entered dunng the project review without the user having to retype these comments
and/or condltlOnS
9 Provide a method of automatically generating user-defined not~ficalaon letters to property owners
and others regarding projects and meetings associated with these projects Through an interface
with the parcel database, owners'
names and addresses for surrounding propemes should be automaucally added to the list of
addresses for the letters
10 Provide a method of producing meeting documents (such as agendas) for all projects scheduled for
a particular meeting and date These documents should have the capability of accessing wathout
rekeymg comments and/or
conthtmns keyed m previously as part of the md~vldual project reviews
11 As part of the review process for project, any step(s) that are meeUngs should have a calandar of
meeting dates available and should automalacally be scheduled for the next appropriate meeting
date when the previous review steps are complete
12 Provide a user-defined table of standard or recurring condmons that can be accessed and apphed to
a project during project processing, thereby elmamatmg the need to key repetmve "boflerplate"
cond~Unns
13 Prowde the ability to access any project by project number, property address, project dascnpt~on,
any of the names associated with the project (owners, developers, etc ) property parcel number,
type of project, and user-defined lookup fields
14 Parcel Management should provide proper~ mforma~nn for all properttes assocmted with a
project An unbm~ted number of properties may be associated with an mthvldual project
Planning and Zoning
No Requirement Description
15 Allow users to flag entire projects or individual project conditions m such a manner as to alert the
Building Pernuts counter personnel of a project or special condmon at the Ume ofpernut
apphcat~on
17 Prowde for central cash receipts to vahdate payments and update pro~ects
18 Prowde mtegratmn to word processing for entry of comments and cond~laons and to produce
pro, leer summary documents