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Home My WebLink About25E - AGMT - FINANCIAL SYS SRVSREQUEST FOR COUNCIL ACTION` CITY COUNCIL MEETING DATE: APRIL 18, 2017 TITLE: AMEND AGREEMENT WITH INFOR (US) INC FOR FINANCIAL SYSTEM MAINTENANCE, SERVICES, AND SOFTWARE LICENSES {STRATEGIC PLAN NO. 7, 5A} I TP►G[c]x:7 RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s` Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to amend the agreement with Infor (US) Inc. for Lawson financial system maintenance, services, and software licenses in an amount not to exceed $741,533 over an approximate three -year period from April 19, 2017, through May 31, 2020, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The City uses the Infor Lawson financial system to process, account for, maintain, track, and report on the City's financial information and transactions. This includes functions for general ledger, accounts payable, billing, accounts receivable, cash management, procurement, inventory, asset management, grant management, projects and activities, budgeting, business intelligence and reporting. The system is used to produce the Comprehensive Annual Financial Report (CAFR) required by California State Law and the City Charter. After a competitive procurement process, the City Council approved an agreement with Lawson Software Americas, Inc. on March 3, 2008, to purchase the Lawson financial system (Agreement A- 2008 -037). The system went live in September 2009 and replaced a legacy mainframe system that was over 20 years old. Lawson Software Americas, Inc. was acquired by Infor (US) Inc. in 2011. Staff recommends approving an Addendum, Services Work Order, and Order Form for annual maintenance, professional services, and software licenses, respectively. The Addendum for Multiyear Support Commitment modifies the maintenance term to decrease the annual maintenance cap from 4% plus CPI rate to a fixed 3% rate, saving the City several thousand dollars each year in maintenance costs during the three year term. Annual maintenance entitles the City to receive software updates and technical support services which are required to ensure system availability, proper operation, and legislative compliance. The Services Work Order provides the City with professional services required to maintain, optimize, and improve the 25E -1 Amend Agreement with Infor (US) Inc. for Financial System Maintenance, Services, and Software Licenses April 18, 2017 Page 2 system as well as educate staff to maximize system and process efficiency. The Order Form provides additional software licenses to meet staff requirements to use the system. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #7- Team Santa Ana, Objective #5 (Create a culture of innovation and efficiency within the organization), Strategy A (Promote the use of new technology to improve the delivery of services and information to staff and the community). FISCAL IMPACT Funds are available in the Information Technology ERP System accounting unit 10920141 for FY 2016 -17 and will be budgeted in subsequent fiscal years. The following is an estimate of the account distribution by fiscal year, but the actual amounts may vary within a fiscal year based on the timing of delivery of services. Unit 10920141 62300 Contract Services 10920141 62305 Software Licenses 10920141 62306 Software Maintenance Jafrfmation iulla ChTechnology Innovations Officer Inf Technology Department ON Exhibits: FY16/17 $7,750 FY17/18 FY18/19 FY19/20 $28,133 $28,133 $28,133 $210,236 $216,337 $222,827 $217,986 $244,470 $250,961 Total 84,400 $7,750 $28,133 $741,533 APPROVED AS TO FUNDS AND ACCOUNTS: f Francisco Gutierrez Executive Director 00 Finance and Management Services Agency 1. Infor Addendum Multiyear Support Commitment 2. Infor Services Work Order 3. Infor Order Form 25E -2 Exhibit 1 ADDENDUM MULTIYEAR SUPPORT COMMITMENT As it relates to the Component Systems specified herein, this Addendum is subject to the terms of the Lawson Software Customer Agreement between Infor (US), Inc., as successor In interest to Lawson Software Americas, Inc., ("Infor") and City of Santa Ana ("Licensee") With an effective date of March 3, 2008 (the "License Agreement "). As It relates to Support for the Component Systems, this Addendum Is subject to the applicable terms of the License Agreement (to the extent It concerns Support) or, if Support is subject to a separate Support Agreement related to the License Agreement, the terms of such Support Agreement (the "Support Agreement'). The License Agreement and related Support Agreement (if any) are referred to herein as the "Agreement ". All terms of the Agreement are incorporated herein by reference. Capitalized terms not defined in this Addendum are defined in the Agreement. In the event of a conflict, the terms of this Addendum control over the terms of the Agreement. In the event the capitalized terms in this Addendum differ from the terminology used in the Agreement, references herein to: "Component Systems" means the software products that are being licensed (and may be referred to in the Agreement as Products, Software Products, Software, Programs or Licensed Programs): "Support" means Infer's current standard maintenance and Support services (and may be referred to in an Agreement as Maintenance and Support, Annual Support, Support Services, On -Going Support or One Point Support): "Order Form" means a mutually agreed upon ordering document (and may be referred to in an Agreement as Schedule, Supplement or Supplemental Schedule): "Annual Escalation Percentage Cap" means the maximum percentage increase in an annual Support Fee on an annual basis. In addition, based on the applicable Agreement, listed Component Systems herein owned by a third party may also be referred to in the Agreement as "Additional Software" or "Third Party Software ". Effective date of the Addendum: the date of counter - signature by Infor. L Component Systems: Previously licensed Component Systems for which Licensee is purchasing Support. No delivery necessary. SKU Component System License Restriction Quantit Type Support Level* _ — The Component Systems for which the Licensee is purchasing support are listed in Exhihi A *Support Level: Infor Xtreme ( "XT ") Support unless otherwise indicated. At all times Support shall be provided according to Infor s then current Support policies and procedures. Descriptions of the Support levels can be found at htt www.infor,com /support /support- plan - features/ If Applicable: "XTP" = Infor Xtreme Premium (24 x 7) and "XTE" = Infor Xtreme Elite (24 x 7) Plus. Infor Support Assistant: If not already Installed, Licensee may elect to download and install Infor Support Assistant ( "ISA" ), a data collecting application that gathers relevant system and software information for use by Infor Support in its continuing effort to improve Support response and resolution times and to assist Infor with the provision of proactive Support. For purposes of clarification, ISA does not collect personal data, business transaction data, production data or authentication information, Including passwords II. Support sorvlces Total Support Fee: $644,408.35 Annual Escalation Percentage Cap: For this Support Term, the Annual Escalation Percentage increase of 3% is included in the annual payment amounts set forth below. Following this Support Term, the Annual Escalation Percentage cap shall be 6% or the then - current year -over -year increase In the Consumer Price Index (CPI) whichever is the greater. 25E -3 Support Term: 6/1/2017 ( "Start date ") to 5/31/2020 Support Commitment: The Support Term specified herein is a binding term, and neither party may exercise any rights of non - renewal or cancellation for convenience so as to terminate Support prior to the end of such Support Term, If Licensee fails to pay Infer any portion of the Total Support Fee when due, then, in addition to other remedies Infer may exercise, Licensee shall Immediately be Invoiced for, and shall be obligated to pay to Infor, as liquidated damages, the Total Support Fee, as Increased by the Annual Escalation Percentage Cap, less any portion of the Total Support Fee previously paid (the "Damages "). If such amount Is not paid within fifteen (15) days of invoice, Infer shall have no further obligation to provide Support, and the Licensee shall remain fully obligated to pay the Damages. On the last day of the Support Term, Support will automatically renew for successive twelve -month periods (the "Renewal Period ") unless either party provides written notice to the other party of non - renewal at least sixty (60) days prior to the commencement of the Renewal Period. Payment Schedule: $208,48$.67 (plus applicable taxes) is due no later than 5/1/2017 $214,740.24 (plus applicable taxes) is due no later than 5M12018 $221,182.45 (plus applicable taxes) is due no later than 511/2019 Invoice Address: City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 Other fees: 0.00 Total Amount Due (before applicable taxes): $644,408.35 Currency: USD Contact name: Milanka Radio Contact Title: Contact Tel: 714.647.5256 Contact Email: mradic @santa- ana.org Account ID: 2149 -L THE PARTIES have executed this Addendum through the signatures of their respective authorised representatives. Infor (US), Inc. City of Santa Ana Signature Signature Name: Name: Gerardo Mouet Title: Title: Acting City Manager Date: Date: 25E -4 ATTEST: Bv: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: By: 1 VL John .Funk Assistant City Attorney RFCOMMFNDED FOR APPROVAL: M Jack Clulla Chief Technology Innovations Officer Information Technology Department 25E -5 EXHIBIT 25E-6 SKU Component System User Type Support Level* -F Count EPM-BI-ADMIN -1nf �rBIProlf-esskmi -PROD 3 NU XTP 2--TRNb-- --EP—M-BI-ADMIN Infor BI - TRNG 3 NU XTP TEST -CP—M-BI-ADMIN Infor BI Professional -TEST 3 XTP 4 PROD EP- M-ER- CONSUMER Infor BI Con sumer - PROD 400 NU XTP 5 TRNG EPM-DI- CONSUMER Infer BI Consumer -TRNG 400 NU XTP 6 TEST EPM-BI- CONSUMER Infor 81 Consumer -TEST 400 NU XTP 7 PROD EPM-BI-LWS Infor Business bitelligence for Lawson - PROD Infor Business -Intelligence for Lawson - TRNG I n-r - -- - a-- fo Bu sin ess Intelligence for for Lawson - TEST bsil tax Factory- 16 CPUCORE XTP _8 TRNG TE T ODD EPM-01-LWS--- EPM-BI-LWS HRM-RSIF 16 CPUCORE XTP 16 CPUCORE XTP 10 TANG FIRM -HUM Human Resources Package- Human Resources Package E Recruiting Product iriior Desktop Edition —to- XTP 1 2 113 --T14- TEST PROD PROD HRM-HUM HRM-IJBP -TT--LADR§K- 10 us XTP 2250 US XTP —300 NU XTP 15 PROD LLT-tAPRO . ........ . . Infor Learning Accelerator Producer 2 NU XTP 11 6 6 PROD UPP-CRAS Crystal Reports App Sewer CPUCORE XTP 17 I --fRWd --G—PP-CRAS Crystal Reports App Server I (W—CORE XTP 1 8 1 8 TEST LT-- PP-CRAB -Cry�ta-]Reporus App Server --i— CPUCORE XTP 19 - 19 - - - - PROD ---G— -- PP CRA�EP Crystal S-eN--e--r -(C--pu—)- B&P —2--- CP XTP F 20 TRNG UPP-CRASBP Crystal Reports App Server (Cpu) B&P 2 CP - XT—p 21 TfEST -ST- UFF, CR�SBP Crystal Repo rtsApinServer(Cieu-) - -- B&P -2--CP XTP 22 PROD UPP-CRRBP &--P-la-n- -1 NU XTP 2T --TFWN� UPP-CRR5P -crystal Roports Ii-esil ner -b�vd-kriiari I NU XTP 24 TEST UPP-C BP Crystal Reports Designer Bud & Plan I NU- XTP 25 ROW UPP-Ers Framework Services Framework Services 100 SV XTP 26 TRNG UPP-EFS 100 V XTP -27- -TEST -UVP-EFS Framework Services ------- -i-00 2 w— CU XTP XTP 28 PROD UPP-IA Information Access 2g TRNG UPP-IA Information . ", Access - .1 .. -, - 2 CU Kin? 30 TEST UPP-IA Information Access 2 CU XTP PROD 0 PP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP 32 TRNG UPP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP 33 TEST UPP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP 34 PROD -UP—P-LSNBP - - ...... . .. .... .... . .. ... -Lawson Smart Notification For 6 & P 100 NU XTP 35 TRNG -SNBP JPp- Notification For B & P 100 NU XTP 36 TEST P-LSNBP Lawson Smart Notification For B & P 100 NU XTP 377 TRIG --UP—P-LVPNC Lawson Viewpoint Embedded 3 XTP 3$ PROD —UPP-SN —BudgetIntegration/Notification 100 NU XTP 3T -W -G-P—P-SN-- u-dg�F1�f�gFaticnjNcrt-1fkaC16-- D 11 —100 NU XTP 40 PROD LAU-MIG Migration Assistant I NU XfP 41 PROD --- V—P-PALI Infer Process Integration 12 CPUCORE XTP 42 PROD OPP-PFI --Pr—,cessFlow Integration - 7— CPUCORE XTP -4-3- PROD -BPP-PFPM ProcessNow Solution Perf Mgmt 500 -C-PU-05RE" XTP �74- PROD -'93—F-FINPRO Infor —Lawson —Financial Procurement Pa.cKaqq__ Financial Procurement Package Financial Procurement Package 31 NU XTP S3F-FINPRO 45 NU XTP 4C TRW ---1NPRO 5�3 10 NU XTP 25E-6 TEST I S3F-FINPRO I Financial Procurement Lawson Project Accounting 954]-TRJ�J NU S3F-MRBAC And-Bill-R-ev NU XTP — -- I NU 55 TEST S3F-MR13AC Project Accounting And Bill Rev 10 NU XTP Mgmt 6 5 6 5 PROD S3F-MRBAC1 Infer Lawson Project Accounting And )(rP 10 NU Bill Rev Mqn1t IngWry 57 PROD S3F-REPNBP ReDortina Sew Sry Named B & P PROD I BPP-ERW I Environment - 4GI Writer PROD I BPP-LSF I Lawson System . ........ . .. PROD J BPP-LSF I Lawson System TRMG I- BPP--L5F-- Lawson System BPP-MNC I NetExpress Compiler -PRODUCTION 111W11 TRNG 8PP-MNX NetExpress Apo Runtime - I PRODUCTION GOLD- BPP-MNX I NetExpress App Runtime - PRODUCTION TEST BPP-MNX NetExpress App Runtime - PRODUCTION 78 80 1 PROD MF COBOL Server Application Runtime - Windows MF COBOL Server Application PJ."timp - WiM., Asiflon Center 25E-7 10 NU XTP 248 NU XTP 15 NU XTP 10 NU XTP 10 NU XTP 20 NU KIP 15 NU )(rP 10 NU XTP 10 NU XTP too NU XTP 100 NU XTP I EA XTP 999 NU XTP so NU XTP 12 CPUCORE XTP 4 CPUCORE XTP 4 CPUCORE XTP I CPUCORE XTP 4 CPUCORE XTP 100 CPUCORE XTP 999 I DV -ELT- XTP XTP 1 CL T CU )CIFF- KIP I CU Rfp- 110 CU XTP 10 CU XTP 110— 7U "XTP 10 CU XTP 1 NU KIP I NU )(rP I NU XTP I NU XTP 110 CU XTP 110 Cu Tnp—- 10 CU XTP I NU XTP I NU XTP I NU Krp 50 mu --xrp------1 I DV XTP -60 -1 --- mu— -wp--- 1100 1- NU XTP Licensee Initials:—.— 25E -8 Exhibit 2 This Time and Materials Services Work Order ('Work Order' or "Order" or 'SWO") is subject to all terms and conditions of the Software Services Agreement (m/if applicable, the Professional Services Agreement) between Infer (NS),Inc. ("|nfhi") and City of Santa Ana (`Li*wxs*m') with m/ Effective Date oi3/nO00W (the "Services A8,nemont"). All terms "i the Services Agreement are incorporated herein by this reference Capitalised terms not defined in this Work Order are defined in the Services Agreement. In the event of a conflict, the terms of this Work Order control over the terms of the Services Agreement. Effective Date of Work Order: date of final signature below Work Order NumhmrAGRA 2662 Prepared by: Lawrence CW,veumtinm EMJ2gLNams,' Lawson Ad Hoc Consulting Infer will provide ad hoc consulting services asrequested by Licensee during the period beginning June l.2m7through May 31, 2020 This they include both functional and technical assistance. The estimated hours included kn this Services Work Order are designed hobo utilized hythe Licensee nnaoowrequested basis. The specifies cK the services m$e provided have not been determined, but will ba discussed and agreed upon, prior Na resource being engaged. No specific deliverables defined. Any dnhv*mWao would be, mutually agreed Upon i Any requirement(s) not specified in this Order will be addressed using the Project Change Control Process 2 Licensee acknowledges that any delays or changes caused by Licensee Licensees employees, equipment. contractors or vendors may cause an increase in the. foes required Linder this Order, including without limitation, delays or changes due to the following: (a) change mu/ deficiency |n the information which Licensee has supplied tv Infer; (b) failure by Licensee to perform any of its responsibilities in a timelynnanner including the supply to Infer u[ resource, and information; or (c) an unanticipated event that changes the service needs or requirements of Licensee. Changes required to this Order as a result of any of the foregoing events will be handled using the Project Change Control Process. 3, For all services provided at Licensee locations, Licensee will provide offiGe facilities to Infor personnel, This includes, but iu not limited to, office space, desks, oa(mv/t*o computers, secured filing cabinets if required, team meeting m*mn, networked printers, photocopier, telephones, stationery, whitoboards, internet and remote VPN connection. g RILI��u� ^ Licensee will contact the Infer Project Lead assigned to schedule resources us projects Eire idontifiod • Infer will not provide services hours in excess of those set forth below without a mutually agreed upon and executed change order b increase the level nf effort and estimated services and hours cLm 170302 �� Page 1mI Resource Level Estimated Hours, Hourly Rate Estimated Fee | — � 408.00 � 21|00 ( 84�O000i � Grand Total 84.40ol10 ! — + Cmnznwy\ US Dollar The rates and terms specified herein are only valid if this Work Order is signed by Licensee by 4128/2017. Estimated time and costs listed in this Order represent an estimate only, and actual project time and cost may vnry from the estimates provided. All Services are provided onm time and materials basis. Billing and payment are not dependent pr conditioned on delivery of deliverables contemplated herein or any other deliveratiles. Infor will invoice Licensee for all Services and applicable charges *nm monthly basis, as Infer renders the services o, Licensee Incurs the charges, mu Fwwmd"nv�|ndv�eapp}`woNwtanow,mN}ch will bm added iu each invoice. Licensee *|Kpay each Infer invoice applicable. w|th|^80dayswfihed*ta,f/nvo|;w,Tbisymymp,tnb! qati vni sn*n'om now|ub|mmnd the amounts paid are noo^,efundaWm . Travel and living expenses are not included io the rates or estimated fees stated herein, and are in addition to such fees. Overtime rates o[1SV%nf the quoted rate apply for after hours and weekend work. "After hours work" iyu*fin*dmmservices performed between 8;00 p.m. and 6:00 a.m. "Weekend work" is defined as services performed between 8:00 p.m. Friday and 8:00mm. Monday. Holiday rates *f2VV%of the quoted rate apply for all holiday work. Where a substantial variation from this Order is foreseen both parties must agree in writing to the additional work and amend this Order accordingly. LOCAJ0NS�%rrviv�umnybrpmx�dodmiihebx^ii|ivnnY{o(ornrituc,o\rwv/oro,n,utthnUoen*oeviteo|owdb*/mw.X � minimum of 112 day (4 hours) will b* charged for all work a i the �inaonoa'wtn�i|ii|*� �vmotaoomioe�pmvi�ndvinphon� ` facsimile nr remote access *» Licensee's site will b* charged mt the standard hourly rate. 20 Civic Center Plaza Santa Ana, CA 92701 THE PARTIES have executed this Order signatures of their respective authorized Infer (WS)Inc. Signatu Printed Name Susan Emery Title: D�x�or8onunms � 6ddneoo� 13W00 Morris Road Wphsrm%m GA 30004 USA Signed Date April 3201r City of Santa Ana Signature : Printed Name Title � AdM,eyo� 20 Civic Center Plaza 8th Floor Santa Ana C892701 United States Signed Date: Purchase Order Number: Ln_yo_Jq_0Ba1ImAA( dress if different fronw, Company Name pu^rm3 uLw.1ro3o �� U � Contact Name: Address: Phone: Email Address: INTERNAL USE ONLY Primary Product: S3 Financial Products ICS Approval ID: AGR12662 Existing Project ID: Existing Project Manager Opportunity 10: OP•02309852 Internal ll): Approved as form Attest Recommended for Approval J n M Maria D. Huizar J k Clulla oq Assistant City Attorney Clerk of the Council Pef Technology Innovations Officer GLM 170302 25E -11 Page 3 of 3 25E -12 Exhibit 3 Order Form As it relates to the Component Systems specified herein, this Order Form is subject to the terms of the Software Customer Agreement Master Terms and Conditions between Infor (US). Inc, ( "Infor ") and City of Santa An ("Licensee') with an effective date of 3/3/2008 (the "License Agreement "), As it relates to Support forthe Component Systems, this Order Form is subject to theapplicable terms of the License Agreement (to the extent it concerns Support) or, if Support is the subject of a separate Support agreement related to the License Agreement, the terms of such Support Agreement (the "Support Agreement"), The License Agreement and related Support Agreement (if any) are referred to herein as the "Agreement ". All terms of the Agreement are incorporated herein by reference. Capitalized terms not defined in this Order Foram are defined in the Agreement. In the event of conflict, the tenns of this Order Form control over the terms of the Agreement. In the event the capitalized terms in this Order Form differ from the terminology used in the Agreement, references herein to: "Component Systems" means the software products that are being licensed (and may be referred to in the Agreement as Products, Software Products, Software, Programs or Licensed Programs); "Support" means Infor's current standard maintenance and support services (and may bereferred to in the Agreement ns Maintenance and Support, Annual Support, Support Services, On -Going Support or One Point Support); "Order Form" means a mutually agreed upon ordering document (and may be referred to in the Agreement as Schedule, Supplement or Supplcnncu(al Schedule); "User Restriction" means the license restriction applicable to the Component System in addition to any license restrictions in the Agreement; "Annual Escalation Percentage Cap" means the maximum percentage increase in the annual Support Fee on an annual basis. In addition, based on the applicable Agreement, listed Component Systems herein owned by a third party may also be referred to in the Agreement as "Additional Software" or "Third Patty Software". Conmonent Systems PROD: Santa Ana * If specified in the User Restriction field: "NU" = Named Users - Allows access to the Component System up to the stated maximum number of individual named users, irrespective as to whether any such user is actively logged on to the Component Systems at a given point in time; The Licensee agrees to assign to each Named User a unique identification profile, It being agreed that to the extent Licensee uses generic user profiles as a means to access the Component System, each separate log -on accessing the Component System will be counted as a separate user. ** Support Level: Descriptions of the Support levels can be found at http: / /www.iDfo'.rom /content/ brochureslinfoixtremcsupl )ortplanfentures.pdF /. 'XI" ", Infor Essential (24x5) / "XTP" = Infor Premium (240) / "XTE "== Infor Elite (240) Plus 11. Support Services Additional Annual Support Fee: $1 990.00 Annual Escalation Percentage Cap (effective after the Initial Term): 3% through the Committed Term of Support; thereafter 6% or the then - current year - over -year increase in the Consumer Price Index (CPI U), whichever is greater. Order Form (CPQ- English -US May 2016) OP- 02026002 CSB SQB042241_1 -1 v2 4/3/2017 Page 1 of 3 25E -13 i Part /f Component Systems User Restriction* Support (if applicable) Level ** Quantity Type 1 S3F -MRBAC later Lawson ProjcctAccounting 5 NU XTP 2 S3F- FINPROI � _ Infor Lawson Financial Procurement Package Inquiry 15 W M7 XTP _ Total License Fee: $7,750,00 * If specified in the User Restriction field: "NU" = Named Users - Allows access to the Component System up to the stated maximum number of individual named users, irrespective as to whether any such user is actively logged on to the Component Systems at a given point in time; The Licensee agrees to assign to each Named User a unique identification profile, It being agreed that to the extent Licensee uses generic user profiles as a means to access the Component System, each separate log -on accessing the Component System will be counted as a separate user. ** Support Level: Descriptions of the Support levels can be found at http: / /www.iDfo'.rom /content/ brochureslinfoixtremcsupl )ortplanfentures.pdF /. 'XI" ", Infor Essential (24x5) / "XTP" = Infor Premium (240) / "XTE "== Infor Elite (240) Plus 11. Support Services Additional Annual Support Fee: $1 990.00 Annual Escalation Percentage Cap (effective after the Initial Term): 3% through the Committed Term of Support; thereafter 6% or the then - current year - over -year increase in the Consumer Price Index (CPI U), whichever is greater. Order Form (CPQ- English -US May 2016) OP- 02026002 CSB SQB042241_1 -1 v2 4/3/2017 Page 1 of 3 25E -13 Initin] Term of Support: Anrii 19. 2017 through May 31. 20t8. Fee for Initial Term of Support : $1,732.60 Committed'ferm of Support: April 19, 2017 through May 31, 2020 Total Amount Due (before applicable taxes): Payment Terms: Payment is due within 30 days of Order Form Date. Equipment (on which Component Systems will he installed): Computer Platform: Model: Operating System: DBMS: Serial Number: $9,482.60 Unless otherwise specified all amounts are in United States Dollar. Currency: USD Licensee Accord ID: 2149 -L Infor GL ID: USOAB Account Executive Name: Kristin Perkinson Location where equipment is located (if blank, the Delivery Address shall be the licensed Equipment location): Delivery Address: Invoice Address: City or Santa Ana City of Santa Ana 20 Civic Ccuter Plaza 20 Civic Center Plaza M -42 iM -42 Santa Ana, CA 92701 Santa Ana, CA 92701 USA USA. Contact Name: Milanka Radio Contact Name: Melan to Torres Contact Title: Principal Programmer Analyst Contact Title: Accounting Assistant Contact Phone: 714- 647 -5256 MT Contact Phone: 714. 647.5373 Contuet omail: mradic @saata- aaa.org Contact email: mtorres(n)santa- ana,org 111. Additional Terms Parties agree that no shipment shall be required for Component Systems previously licensed to the Licensee. For any new Component Systems licensed herein, Delivery shall be FOB Shipping Point. Licensee's purchase of the licenses specified herein is not contingent or dependent upon the provision of any consulting services Licensee may choose to purchase from Infor contemporaneously with this Order Form or in the future. As of the Effective Date of this Order Form, the Support renewal of Licensee's previously licensed Component Systems) is pending. Licensee hereby consents to the renewal. of Support services for such Component Systems) and irrevocably agrees to pay the corresponding fees. Nan - paymont of these fees wilt entitle Infor to suspend Support for the Component Systour(s) licensed herein until such payment is received. No changes or modifications of any kind to this Order Form shall be accepted after execution unless signed in writing by both parties Any purchase order or similar document (other than a mutually executed and delivered Order Form) that may be issued by the undersigned Licensee in connection with this Order Form does not modiry this Order Form or the Agreement to which it pertains. No such modification will be effective unless it is in writing, is signed by each party, and expressly provides that It atrends this Order Form (m as applicable, the Agreement). Order Form (CPO- Engllsh -US May 2016) OP- 02025002 GSB SQ130422411 -1 v2 4/3/2017 25E -14 Page 2 of 3 For U.S. Government entities, the following restricted rights clause applies: This Component System is a `commercial component," as this term is defined in 48 C.F.R. 2.101, consisting of "commercial computer software" and `computer software documentation,' as such terms are defined in 48 C.F.R, 252.227- 7014(a)(1) and 48 C.F.R. 252.227- 7014(a)(5), respectively, and used in 48 C.F.R. 12.212 and 48 C.P.R. 227.2702, as applicable, and all as amended £roan time to time. Consistent with 48 C.P.R. 12.212 and 48 C.F.R. 227.7202, and other relevant sections of the Code of Federal Regulations, as applicable, and all as amended from time to time, all U.S. Government entities acquire this Component System only with those rights set forth in the license agreement accompanying this Component System. Use, duplication, reproduction, or transfer of this commercial software and accompanying documentation is restricted is accordance with FAR 12.212 and DFARS 227.7202 and by a license agreement. By signing this Order Form, Licensee represents and warrants that it has obtained all necessary authorizations and approvals including, but not limited to, appropriation of funds and budget approval. i. The Support Fee and Annual Escalation Percentage Cap set forth above shall apply only to the Component Systems and number and types of users set forth above. If during the Initial Term of Support, or at any time during the remainder of the commitment period, Licensee licenses additional Component Systems and/or uses, or reinstates Support for any previously licensed Component Systems and /or users, the Support Fee will increase according to Infor's then - current applicable rates and policies. fl. The parties agree the Support Fee and Annual Escalation Percentage Cap specified above is offered by Infor solely in reliance upon Licensee's commitment to renew annual Support through the Committed Tenn of Support which will be invoiced in advance of each annual support renewal period. The support period specified'berem is a binding tern, and Support may not be canceled during this tine. If Licensee fails to pay Infor any portion of the Support Fee when due for any reason whatsoever, then, in addition to other remedies Infor may exercise, Licensee shall be immediately invoiced for, and shall be obligated to pay to Infor the Support Fee for the entire commitment period, with Infor - standard annual increases applied, as liquidated damages and not as penalty, less any amounts previously paid by Licensee for the Support fees due hereundar, The parties agree this amount is a fair and reasonable estimation of Infor's damages in the evert Licensee breaches its obligation to maintain Support through the commitment period. Effk;ctive date of this Order Form: April 19 2017 (the "Order Donn Date "), to be completed by Infor upon countersignature. THE PARTIES have executed this Order Form through the signatures of their respective authorized representatives. fort - LnfnyjUl,lno. Signature Typed ur Printed Name Date APPROV ED AS TO FORM: Sonia R. Carvalho City Attomey 1 Jahn A. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL: Jack Ciulla Chief Technology Innovations Officer Information Technology Department for: C of Santn Ana (Licensee) Signature Gerardo Mouet. Typed or Printed Name Acting City Manager Title A1TEST: Maria D. Huizar Clerk of the Council Order Form (CPO- English -US May 2016) OP- 02025002 GSD SO13042241. 1 -1 v2 4/3/2017 Page 3 of 3 25E -15 25E -16