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HomeMy WebLinkAboutSuperion LLC; 2017-08-17;OocuSign Envelope ID: CA 15CAD9-DFF9-405D-89C4-15763D185B36 RATIFICATION OF AMENDMENT NO. 2 TO EXTEND AND AMEND AGREEMENT FOR APPLICATION HOSTING AND MIGRATION TO ONESOLUTION FINANCIAL SYSTEM SUPERION, LLC of Amendment No. 2 is entered into as of the i 6~-da; of-- ____ .........,=.,...~-------' 2019, but effective as of the 9th day of April, 2017, extending the agr ement dated January 9, 2013 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and Superion, LLC, ("Contractor") (collectively, the "Parties") for continued application access fees. RECITALS A. On January 9, 2013 the Parties executed Agreement for SunGard Public Sector financial software on an application services provider basis; and B. On October 23, 2013 the Parties executed Amendment No. 1 to the Agreement to extend and amend the agreement to increase the term by three (3) months and alter the scope of work; and C. On August 17, 2017 the Parties executed an Assignment and Assumption Agreement as SunGard Public Sector LLC was acquired by Vista Equity Partners and was rebranded as Superion, LLC ("Assignee") on February 1, 2017; and D. The Agreement, as amended from time to time expired on April 9, 2017 and Contractor continued to work on the services specified therein without the benefit of an agreement; and E. The Parties desire to alter the scope of work of the Agreement to extend and fund the Agreement for a period of four (4) years; and NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The retroactive extension and amendment of the Agreement is ratified. 2. That the Agreement, as may have been amended from time to time, is hereby extended for a period of four (4) years ending on June 30, 2021 on a time and mate~ials basis not-to-exceed Two Hundred Thirty Thousand Nine Hundred Ninety Seven dollars and Twenty cents ($230,997.20). 3. . All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 4. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. Ill 5. The individuals executing this Amendment and the instruments referenced in it on City Attorney Approved Version 1 /30/13 DocuSign Envelope ID: CA15CAD9-DFF9-405D-89C4-15763D185B36 behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this amendment. CONTRACTOR By: tx4 s~il,\,st:~, lf tJ- (sign here) Brad Surminsky, CFO CFO (print name/title) By: (,is,,·~~ (sign here) Lisa Neumann controller (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: Slbft (Ju.Jwid:. for Scott Chadwick, City Manager ATTEST: BARBARA ENGLESON City Clerk for If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney By: fJ}~i~ City Attorney Approved Version 1 /30/13 2 DocuSign Envelope ID: CA15CAD9-DFF9-405D-89C4-15763D185836 CERTIFICATE OF SECRETARY Upon execution, this hereby supersedes and replaces any and all previous and applicable Certificates of Secretary solely as they relate to Superion, LLC. The undersigned, Simon Angove, does hereby certify, solely in his capacity as the Chief Executive Officer of Superion, LLC, a Delaware limited liability company (the "Company"), that, as of June 23rd, 2019, the individuals listed below are each an authorized signatory on behalf of the Company, and that by virtue of such position, are authorized to enter into, negotiate, execute and deliver any and all contracts, amendments, bids, proposals, instruments, documents and other agreements between the Company and its customers or in support of a contract with a customer, in the name of, and on behalf of, the Company. Simon Angove, Chief Executive Officer Brad Surminsky, Chief Financial Officer Lisa Neumann, Controller Tom Amburgey, General Manager IN WITNESS WHEREOF, the undersigned has caused this Certificate of Secretary to be duly executed this 23rd day of June, 2019. SUPERION, LLC l(DocuSlgned by: By: ~~:~A!~· Name: SimonAngove Title: Chief Executive Officer DocuSign Envelope ID: CA 15CAD9-DFF9-405O-89C4-15763O185B36 EXHIBIT "A" SCOPE OF SERVICES AND FEE This Amendment No. 2 is only an extension of the term. The services agreed to in the original agreement dated January 9, 2013 and Amendment No. 1 dated October 23, 2013 will remain as stated. Date Range 07/01/17-06/30/18 07 /01 /18-06/30/19 07 /01 /19-06/30/20 07/01/20-06/30/21 Not To Exceed Amount $ 53,901.37 54,300.71 59,900.06 62,895.06 $230,997.20. City Attorney Approved Version 1 /30/13 3 ASSIGNMENT AND ASSUMPTION AGREEMENT FOR Superion, LLC THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment Agreement") is made and entered into this /1iJ; day of l21.1~n ,o f 2017, by and between the CITY OF CARLSBAD, a political subdivision of the Stat of California ("City"), and Superion, LLC, ("Assignee"), and is made with reference to the following facts: RECITALS A. On January 8, 2013, City and SunGard Public Sector LLC entered into a certain Application Services Provider Agreement and any and all supplements thereto (together herein referred to as "Agreements"). B. SunGard Public Sector, LLC was acquired by Vista Equity Partners and was rebranded to Superion, LLC ("Assignee") on February 1, 2017 and no longer exists as a corporate entity. C. Assignee desires to assume SunGard's interest in the Agreement and City consents to the assumption of the interest in the Agreement by Assignee. NOW THEREFORE, incorporating the above recitals and in consideration of the covenants and obligations set forth herein, the Parties agree as follows: 1. Assumption. Assignee assumes all of SunGard's rights and obligations as set forth in the Agreement. 2. City Consent. City hereby agrees and consents to the Assignee's assumption of all of SunGard's rights and obligations as set forth in the Agreement. 3. General Terms and Conditions. The following general terms and conditions shall apply to this Assumption Agreement. The Parties expressly agree that this section shall survive the expiration or early termination of this Assumption Agreement. 3. 1. Counterparts. This Assumption Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which, together, shall constitute one and the same instrument. 3.2. Successors and Assigns. It is mutually understood and agreed that this Assumption Agreement shall be binding upon Customer and Assignee and their respective successors. Neither this Assumption Agreement nor any part hereof nor any monies due or to become due hereunder may be assigned by Assignee without the prior consent of City. 3.3. Governing Law. This Assumption Agreement shall be governed by, interpreted under, and construed and enforced in accordance with, the laws of the State of California. 3.4. Venue. Any action at law or in equity brought by either of the Parties hereto for the City Attorney Approved 07/1 1 /16 purpose of enforcing a right or rights provided for by this Assumption Agreement shall be tried in a court of competent jurisdiction in the State of California, and the Parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county. 3.5. Notices. Service of any notices, bills, invoices or other documents required or permitted under this Assumption Agreement shall be sufficient if sent by one Party to the other by United States mail, postage prepaid and addressed as follows: City: Assignee: City Manager City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 i,uperion, LLC Lise Neumann, Controller 1000 Busirn-1ss Center Drive Lake Mary, -=L 32746 4.7. Nondiscrimination. During the term of this Assignment Agreement, the parties shall comply with the state and federal laws regarding nor-discrimination. 4.8 Authority. The parties executing this Assignment Agreement on behalf of City, Assignor and Assignee each represent and warrant that they have the legal power, right and actual authority to bind the City, Assignor and Assignee, respectively, to the terms and conditions hereof. 4.9 Severability. Each provision, term, condition, covenant, and/or restriction, in whole and in part, in this Assignment Agreement shall be considered severable. In the event any provision, term, condition, covenant, and/or restriction, in whole and in part, in this Assignment Agreement is declared invalid, unconstitutional, or void for any reason, such provision or part thereof shall be severed from this Assignment Agreement and shall not affect any other provision, term, condition, covenant, and/or restriction, of this Assignment Agreement and the remainder of this Assignment Agreement shall continue in full force and effect. 4.10 Effective Date. This Assignment Agreement shall be effective upon the date and year first above written. 2 City Attorney Approved 07/11/16 ASSIGNEE: [FULL NAME OF ASSIGNEE **By: Tom Amburgey/ General Manager (print name/title) Robert Valvano / CFO (print name/title) CITY OF CARLSBAD, a municipal corporation of the State-Of~ By: -(2.~. ~, -- C 10 ~·71 "~ (~~,A-0 (JEST: K . l;\r{~~mL-m11M--J ~ BARBARA ENGLESON uu L City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached . .!L.§ Corporation, Agreement must be signed by one corporate officer from each of the following two groups: *Group A. Chairman, President, or Vice-President **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: :;LIA A;r::,pty Attorney Assistant City Attorney 3 City Attorney Approved 07 /11 /16 AMENDMENT NO. 1 TO EXTEND AND AMEND AGREEMENT FOR APPLICATION HOSTING AND MIGRATION TO ONESOLUTION FINANCIAL SYSTEM SERVICES SUNGARD PUBLIC SECTOR INC. This Amendment No.1 is entered into and effective as of Ocfobor dJ3. ~O /3, extending and amending the agreement dated January 9, 2013 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and SunGard Public Sector, Inc., a Florida Corporation ("Contractor") ( collectively, the "Parties") for Application hosting and migration to onesolution financial system services. RECITALS A. On January 9, 2013 the Parties executed Agreement for SunGard Public Sector financial software on an application services provider basis; and B. The Parties desire to alter the Agreement's scope of work to remove the application hosting component while adding local installation of the financial software;and C. The Parties desire to alter the Agreement's scope of work to update the current on site system and upgrade to the 7.9 version of the software; and D. The Parties desire to extend the Agreement for a period of three (3) additional months from the natural expiration date of January 9, 2014 to April 9, 2014; and E. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated in by this reference as Exhibit "A", Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". 2. Contractor will credit the city for the current expenses charged to the project as noted in Exhibit "A" of $172,990.57. City will pay Contractor for all work associated with those services described in Exhibit "A" on a time and materials basis not-to-exceed one hundred twenty five thousand nine hundred thirty four dollars ($125,934). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit "A" by March 31, 2014. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. All requisite insurance policies to be maintained by the Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. 6. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. CONTRACTOR By: &rii?a REcbrJman VP and Controller, SunGard Public Sector Inc (print name/title) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: City Manager~r ,,\11111 11,,, ,,, \..SBAo 11,, ,,,_~ ......... C, ~ll...l ~ \~-:. =O:···· l -:o: ~0-<~ :>-\ ' ·.:::o= ATTEST: -Y'. •• • .. ~ .. -;.'6•·.. .--~~ City Clerk ........... .,. ·······: ...... • ,.:::-',, ' * , ,,, ,,,,,,, "'''' If required by City, proper notarial acknowledgment of execution by Contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: EXHIBIT A -SCOPE OF WORK 7 .9/SQL Migration Prepared for CITY OF CARLSBAD CALIFORNIA 8/16/2013 Table of Contents 1 EXECUTIVE SUMMARY .................................................................................................................................. 1 1.1 INTRODUCTION ............................................................................................................................................ 1 1.2 SCOPE OVERVIEW ........................................................................................................................................ 1 1.3 PROJECT GOALS ............................................................................................................................................ l 1.4 ASSUMPTIONS ............................................................................................................................................. 2 2 IMPLEMENTATION ........................................................................................................................................ 3 2.1 IMPLEMENTATION APPROACH -ONTRACK IMPLEMENTATION METHODOLOGY ............................................................. 3 2.1.1 Stages ...................................................................................................................................................... 3 2.1.2 Tracks ....................................................................................................................................................... 4 2.2 DEFINITIONS .................................................................................................................................................... 7 2.3 IMPLEMENTATION METHODOLOGY ...................................................................................................................... 7 3 PROJECT DELIVERABLES BY STAGE ................................................................................................................ 8 3.1 PLAN DELIVERABLES AND TOOLS ......................................................................................................................... 8 3.2 PREPARE DELIVERABLES AND TOOLS ................................................................................................................. 11 3.3 EXECUTE DELIVERABLES································································································································· 12 3.4 CONFIRM DELIVERABLES ................................................................................................................................ 14 3.5 SUPPORT DELIVERABLES································································································································ 15 4 PROJECT STAFF POSITION DESCRIPTIONS ..................................................................................................... 18 5 CHANGE REQUESTS AND CHANGES TO THIS STATEMENT OF WORK ............................................................ 21 6 SCOPE CLARIFICATION & MISCELLANEOUS ITEMS ........................................................................................ 21 6.1 7.9TRAINING ................................................................................................................................................ 21 6.2 INSTALLATION SERVICES ................................................................................................................................... 21 6.3 CUSTOMIZATIONS (FUNDED DEVELOPMENT) ........................................................................................................ 22 6.4 REPORTING .................................................................................................................................................... 22 6.5 WORKFLOW ................................................................................................................................................... 22 6.6 INTERFACES ................................................................................................................................................... 22 6.7 TESTING ........................................................................................................................................................ 22 6.8 END USER TRAINING ....................................................................................................................................... 22 6.9 ESCALATION PROCEDURES ................................................................................................................................ 22 7 PROJECT PRICING ......................................................................................................................................... 23 8 PAYMENTS ................................................................................................................................................... 24 STATEMENT OF WORK CITY OF CARLSBAD, CA 1 EXECUTIVE SUMMARY 1.1 INTRODUCTION This document contains the approach and amends the original Statement of Work (SOW) for the definition, configuration, and deployment of the software and services for the Finance migration from IFAS 7.7 to IFAS 7.9 for the City of Carlsbad, CA. SunGard Public Sector will assist the City of Carlsbad with the migration. 1.2 SCOPE OVERVIEW The scope of this project will include a migration from Carlsbad's IFAS 7.7 Inform ix installation to SQL Server, and an upgrade to version 7.9 of SunGard Public Sector's IFAS software. Through a series of defined deliverables, and milestone achievements, the City will achieve this goal. 1.3 PROJECT GOALS a) Create a stable environment on a new Microsoft SQLServer 2008 R2 cluster which can host the SunGard 7.9 version of IFAS for a test environment, production environment and a disaster recovery environment. b) Improve current business processes: • AR Aging report; • AR batching process; • Fixed Assets Management; • Payroll and HR data access how pull it up and view it vs report it c) Provide user friendly reporting tools, enabling users to extract needed data to other desktop applications. d) Allows for better security via single sign on and segregated roles and responsibilities. (Remainder of Page Intentionally Left Blank) 1 CON Fl DENTIAL STATEMENT OF WORK 1.4 ASSUMPTIONS It is assumed that: CITY OF CARLSBAD, CA a) City will make resources available to assist with preliminary data validation during the Initial Installation and Initial Data Migration and subsequent Mock Migration of Data. b) Staff with the appropriate skills and experience will be furnished by SunGard Public Sector for each Consulting Session or other review activities, whether onsite or conducted remotely. c) Sunga rd will provide a project manager that is experienced and certified. d) The City will provide an adequate workspace for each onsite SunGard Public Sector consultant, with access to a desktop workstation, network, telephone and close proximity to the City Project Team. Adequate breakout and conference space will also be provided. e) When SunGard Public Sector is on site, the City Project Team should ideally be located near the SunGard Public Sector project members to facilitate good communication and coordination amongst the team members. f) Adequate training space will be provided by the City for training throughout the project. The training room will consist of at least six (6) fully functioning networked computers, meeting at least the City's minimum of hardware standards. g) All software failures, or data issues found-whether by SunGard Public Sector or the City will be logged into the Issues Log as described in the OnTrack Implementation Methodology. h) All software failures or implementation issues will be responded to within the agreed upon service level agreement. Urgent = 4, Critical = 8 hours, etc. i) The City and SunGard will make the Project Team members available for meetings, consulting and training sessions, discussions and conference calls upon request. City Project Team members will respond to information requests by SunGard Public Sector staff not to exceedtwo (2) Business Days unless agreed upon in time to minimize delays in the project. j) Whenever possible, City and SunGard Public Sector may consider alternative meeting options such as Web Ex, Video Conferencing, Remote Desktop and Conference Calls. Making use of this technology will help in reducing travel and expense costs. k) SunGard resources will be on site for the production go live to support the technical and business team as needed. (Remainder of Page Intentionally Left Blank} 2 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD, CA 2 Implementation 2.1 Implementation Approach -OnTrack Implementation Methodology This section presents an overview of SunGard's Implementation Methodology and Approach, On Track, which is also a basis for the project plan structure. • Clarity of overall direction and alignment with City outcome expectations • Clarity of detailed activities, deliverables and roles -both in purpose and function • Confidence of success through organization, thoroughness and early accomplishments • Establishment of a partnering relationship • Reliance on best practices developed from past implementations • Assurance of attaining quality functionality, on time and on budget • Achievement of knowledge and ownership transfer • Fulfillment of expectations through agreed, measurable achievements On Track is organized around Stages (Time Periods) and Tracks {Aspects of Work). 2.1.1 Stages The following five stages correlate to the basic activities over the implementation timeframe from contract signing through go-live: Plan -All of the work to establish the basic infrastructure and confirm general scope is accomplished in the Plan stage. This includes establishing the project plan and project team; confirming resources and client site facilities; ordering and constructing the technical system {hardware, software, etc.); confirming the expected use of software functionality; identifying all of the development programming work to be done and performing initial consulting. During this stage a project summary document will be produced detailing how the implementation project will be kept on track. Metrics will also be identified and agreed to as an objective method to measure achievement of expected City outcomes. Prepare -Key requirements decisions will be processed, confirmed, and reviewed in the Prepare stage. The technical system will be put in use at the client site and tested for basic operational capacity. The functional business requirements will be understood, with decisions made as to how the software will be configured. Some core items will be configured. Detailed specifications for each development item included in the development scope will be produced, giving clear direction to programmers. Planning will begin for developing a core user training program, including the difference between 7 .7 and 7 .9 upgrade materials and a general training schedule. The project management team will continue to maintain tools established in the Plan stage to keep the project on track. Execute-The team will be making change happen during the Execute stage. The functional team will be configuring modules to perform functionality as identified in the Prepare stage, and each module will be tested within itself to ensure functionality meets requirements (unit test). The technical team will be reinforcing procedures to refresh and restore data, manage database versions, etc. Project management will pay particular attention to organizational preparedness, a cutover plan, and the many detailed configuration items that are being finalized. There will be only training for the core users as the end users will not be impacted by the upgrade. 3 CONFIDENTIAL STATEMENT OF WORK CilY OF CARLSBAD, CA Confirm-Final preparation is being made by all teams for go-live in the Confirm stage. Integration testing is following up the unit testing that was performed in the Execute stage -integration testing will test functionality between modules as determined by the flow of your organization's business processes. The functional team will also provide you with everything you will need to receive excellent service from the Help Desk for go-live and beyond. Prior to go live, a quality gate review will be held by the Carlsbad team and the project steering committee to confirm the quality is acceptable for go live. Training will be delivered to core team and technical users to ensure they know how to do their jobs in the new system. The technical team will be supporting many project team requirements, such as security configuration and set up, refreshing training data, installing software on all end-user PCs and ensuring printers are functioning properly. Project management will be overseeing a host of final tasks, including a detailed two-week cutover plan, to ensure the go-live date is kept on track. Support-The activities that occur after go-live to ensure the system runs effectively take place during the Support stage. Functional consultants will continue to support your team through specific first time uses of the software, such as your first check run and your first close. The technical team will monitor the performance of your system in its first month of production, paying particular attention to database performance. The development team will be available for any assistance as your forms and reports are used in production. Project management will focus on the issues log to tackle any unexpected production issues that arise -although these should be minimized by the thorough integration test in the Confirm stage. Perhaps most importantly, you will begin to use SunGard Public Sector's Help Desk services, which will guide you to any additional services you need during production to keep you on track. 2.1.2 Tracks The following five tracks represent work tracks that run throughout the project with specific deliverables at each stage: Project Management-Throughout the project, the project management track team will keep the project organized, on schedule and on budget. A series of project management tools are provided to assist your project manager in leading the project effort, including high level and detailed project plans, an issues log, a project team organization chart and a comprehensive project communication plan that addresses the communication needs for every internal and external stakeholder. OnTrack also includes a change management plan to assess your organization's readiness for change and provide sufficient preparation. A detailed budget tool is provided to ensure your project stays on budget. Finally, at key milestones, a stage's deliverables will be compiled together to give you a complete project summary document. The project will follow an updated schedule and gate reviews agreed to with the City of Carlsbad and tracked by the City of Carlsbad in their project and portfolio management tool. SunGard team members will be provided access as needed and will receive notices from the system. Technical -The first activities to be performed for your implementation will be the specification, ordering, staging, and installation of your technical system -the hardware, software and third-party products that will make 7.9 upgrade function smoothly and reliably. The technical track team will guide you through a series of clearly explained activities and deliverables to ensure that your system is ordered to correct specifications. The system will be installed remotely by SunGard Public Sector's technical resources (our preferred method, which is not mandatory). The City of Carlsbad will order and install the hardware servers. SunGard will assist with the migration of the application from the Inform ix servers to the MS SQLServers. SunGard will upgrade the application from 7.7 to 7.9 in the testing environment and subsequently in the production environment. Throughout the implementation, 4 CONFIDENTIAL STATEMENT OF WORK CllY OF CARLSBAD, CA SunGard Pubic Sector will provide technical consulting and training to your systems' administrator(s) in areas such as database maintenance; data refresh and restore procedures, printer setup, and PC software installation. Development -The development track consists of the five elements of programming that may exist on your implementation project: conversions, interfaces, modifications, forms, and reports. The first activities and deliverables revolve around a thorough scoping effort in each of these five areas, including items that may or may not require programming. For example, if an organization has eight legacy data sets that need to be converted into 7 .9, perhaps only three will require a conversion program, while the other five may be small and simple enough to be manually converted. The conversion scope deliverable will still deal with all eight sets, describing the source data, volumes, conversion method, etc., so that a complete scope of every conversion requirement will be established and updated throughout the project. This approach will be consistent across the five development areas. After scoping is complete, pre-configured specification deliverables will be completed for each item across the five areas requiring programming. Finally, the programs will be written, tested and implemented to ensure that all data flows in a manner that most effectively supports your business requirements. SunGard has conversion scripts to migrate and update the data appropriately. Functional Consulting -Functional consulting begins with key dialogue between our consultants and your project team members; we ask thoroughly developed questions and listen carefully to how the system will be used. At the same time, we continue to enhance the users' knowledge of the software so that together we continuously improve our capability to make the software meet their needs. Deliverables have been established that direct the answers to specific configuration decisions within a full list of configuration possibilities in order to ensure comprehensive coverage of functionality requirements. Throughout, documentation of business process requirements, configuration, and the ultimate procedures that result from integration testing will be created so that City teams will have complete onsite guidance when go-live is achieved. Training-Perhaps no area is more important than end-user training to provide a rapid understanding of how 7.9 will support the performance of jobs on a day-to-day basis. End users will not need training. The focus of the 7 .9 upgrade will be training on the new security models and the technical expertise to manage the system after go live. Additionally, training will need to be provided to the core team for the changes from 7.7 to 7.9 upgrade.The end result will be a project team that succeeds in configuring and delivering quality functionality to the organization, and a group of end users who are able to perform their responsibilities in the new software efficiently and with confidence. In summary, OnTrack's structure and content have been developed in great depth to ensure that each implementation is comprehensive -we have taken great care to ensure that every detailed activity that needs to be performed during implementation is identified and clearly explained, along with templates and a finished example for each deliverable -supported by a detailed project plan that directly assigns team members' hours to performance of activities and deliverables. This is a fundamental advantage of the OnTrack methodology-we provide the detailed tools and templates to successfully guide each implementation. On Track ensures that projects stay on time, on budget, and deliver the functionality organizations need. The following modules are planned for implementation: • General Ledger • Job/Project Ledger 5 CONFIDENTIAL STATEMENT OF WORK CllY OF CARLSBAD, CA • Accounts Payable/ Encumbrances (AP EFT) • Budgeting • Budget Item Detail • Purchasing (PO ELF) • Bank Reconciliation • Accounts Receivable • Cash Receipts • Fixed Assets • Person Entity • CDD • Documents Online (for batch printing) • Easy Laser Forms • Workflow • Security • Dashboards • Payroll and HR (for archived data) (Remainder of Page Intentionally Left Blank} 6 CONFIDENTIAL STATEMENT OF WORK CllY OF CARLSBAD, CA 2.2 Definitions DeUver,ble -TheJloc~n1enti a.nd/or materials and activities identified in the OnTrack Methodology in Section '3 of this Stateni~nt 6f Work (SOW). Change Request-Means proposing a request for a change to this SOW. Onsite -The activity shall be conducted at City facilities in Carlsbad, CA. Third Party Software -Any,~pftware used to complete the solution that Vendor provides, where ownership rights are held' With someone other than the Vendor. 2.3 Implementation Methodology This project will use SunGard's On Track implementation methodology as adjusted by the City to include gate reviews (Remainder of Page Intentionally Left Blank) 7 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA 3 Project Deliverables by Stage The following tables describe, for each stage, the implementation activities and deliverables to be completed by the respective City and SUNGARD roles. This implementation will have a City Project Manager and a SunGard Remote Project Manager. 3.1 PLAN Deliverables and Tools I Activities Deliverables and Tools CITY Role SUNGARD Role Plan all of the sequences of Project Plan -High Level The high level project Project Manager Remote Project Manager major steps in the project, plan is an MS Project based visual representation from contract signing to go-of the summary activities, deliverables and live. milestones of the project. It will be organized around OnTrack's Stages, Tracks and deliverables as well as the City's phase gates. (Deliverable) Plan the detailed hours Project Plan -Detailed The detailed project plan Project Manager Remote Project Manager required for each person on is an MS Excel based representation of activities the project team to and deliverables assigned to specific people on accomplish all of the work the project team. Each task assignment will they are assigned. include an estimate of expected hours and remaining hours by person. The use of Excel to update remaining hours by task is a simple means to measure at a detailed level the On Time status of the project. The city will require this be done in their project management tool as well. (Daptiv)(Deliverable) Establish a central place for Issues Log The key principle is to foster an Remote Project Manager all issues to be entered, environment, technically and culturally, where Business Systems Analyst tracked and managed many people will use one central place to log towards resolution. Establish issues, in as easy a medium as possible. An a place for key project additional tab in the Issues log will be used to decisions to be documented document key decisions made on the project. (Tool) The city will require this be done in their project management tool as well. (Daptiv) Establish a mechanism and Budget Plan The Budget Plan is an MS Excel Project Manager Remote Project Manager process to maintain visibility spreadsheet that is established to track all aspects on the overall project costs -of actual implementation costs against the budget vs. actual budget. (Tool) The city will require this be done in their project management tool as well. 8 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA I Activities Deliverables and Tools CITY Role SUNGARD Role (Daptiv) Create a communications Communication Plan The Communication Plan is Project Manager Remote Project Manager plan that will identify all of an MS Word document that first identifies all of the necessary the internal and external stakeholders, and details communications to keep all the messages they need to receive, how often the stakeholders informed messages should be sent, and in what medium. throughout the project Once this is established, a calendar is used to create specific communications tasks for the Project Manager. (Tool) Weekly project team meetings will have an agenda prepared at least 24 hours ahead of scheduled meeting. All project status meetings will include the use of Web Ex or similar technology. The city will require this be done in their project management tool as well. (Daptiv) PLAN Activities Deliverable CITY Role SUNGARD Role Conduct a Technical Planning The Technical Planning Summary will summarize on paper all Technical Lead Remote Project Manager Teleconference that will plan aspects of the technical planning teleconference, including Installation Services and prepare all activities for responsibilities of all parties, hardware specifications and Coordinator /System the Technical Track's ordering instructions, database specifications, network Administrator Planning stage. specifications, backup processes, etc. (Deliverable) Review Hardware/Technical The Hardware Specifications Documentation will provide Technical Lead Remote Project Manager Specifications. details regarding all requirements for ensuring the overall Installation Services hardware architecture will function effectively. Coordinator/System Administrator Conduct an analysis of The Workstation Requirements provides the City with an Technical Lead Remote Project Manager existing workstation outline for managing End User Workstations. (Deliverable) Installation Services specifications for use in Coordinator /System determining workstation Administrator upgrade and/or installation requirements. 9 CONFIDENTIAL STATEMENT OF WORK CilY OF CARLSBAD ,CA PLAN Activities Deliverable CITY Role SUNGARD Role Review Content of Standard Agendas/Who to Attend -Agendas are a series of Microsoft Project Manager Functional Consultants Functional Consulting Word documents that provide standard content for each Functional Team Agendas and create a Functional Consulting session. Attendees of Functional Members preliminary list of attendees Consulting sessions would include the Core Project Team and for each session. subject-matter-experts as necessary. Complete agendas will be provided as part of the On Track materials. (Tool) Provide materials to assist Standard Consulting Manuals -Standard Manuals are Functional Team Functional Consultants with the training of staff Microsoft Word documents and or Adobe Acrobat Files Members throughout the designed to supplement training efforts throughout the implementation. implementation. (Tool)(Specifically geared to the new functionality in version 7 .9. Modify the Configuration Test Plans will be documents that outline a test plan for each Functional Team Functional Consultants Test Plan Templates to match module and will be modified and owned by the client as Members the requirements of the needed. (Deliverable) City's set up. (Remainder of Page Intentionally Left Blank) 10 CONFIDENTIAL STATEMENT OF WORK CilY OF CARLSBAD ,CA 3.2 PREPARE Deliverables and Tools PREPARE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Discovery Call followed by Install and Initial Data Migration Project Manager Remote Project Manager Scope of work deliverable. Installation Specialist Confirm current specifications PO ELF Form Business System Remote Project Manager are still relevant to 7.9 Specialist Developer version. Discovery Call followed by AP EFT Workflow Project Manager Remote Project Manager written specifications. Business System Developer Specialist Confirm current specifications AP EFT Setup Project Manager Remote Project Manager are still relevant to 7.9 Business System Functional Consultant version. Specialist City team to Install and HWSetup Technical Lead Remote Project Manager Prepare new environment, Network Administrator based upon SunGard hardware requirements in Attachment ## Discovery Call followed by Interfaces Project Manager Remote Project Manager written specifications. Technical Lead Developer SunGard Consultant to Report Development Project Manager Remote Project Manager validate City's specifications. Business System Functional Consultant Specifically AR Aging balances Specialist SunGard consultant to assist Security setup Project Manager Remote Project Manager with configuration and Financial Team Functional Consultant training of Carlsbad technical staff and financial team. PO Workflow to be verified POWorkflow Project Manager Remote Project Manager with new security Technical Lead Functional Consultant configuration. Maintain Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Maintain Budget Plan Project Manager Remote Project Manager Maintain Communication Plan Project Manager Remote Project Manager Intentionally Left Blank 11 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA EXECUTE Deliverables EXECUTE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Maintain Project Plan -High Level Project Manager Remote Project Manager Maintain Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Maintain Budget Plan Project Manager Remote Project Manager Maintain Communication Plan Project Manager Remote Project Manager SunGard Consultants to Overview Training-Remote Functional leads Functional Consultants deliver General Overviews for each Module SunGard to install software Install and Initial Data Migration -Technical Leads Remote Project Manager on City hardware. SunGard to Network administrator Installation Specialist extract data from City's servers and load data into SQL Server Database at City. SunGard Consultant to Security Training and Configuration -Financial Team Technical Consultants configure security as defined by the City finance lead and also provide training. Perform Development PO ELF Form Project Manager Developer necessary to complete Functional Leads modification as per the specifications. Perform Development AP EFT Workflow Project Manager Developer necessary to complete Functional Leads modification as per the Technical Leads specifications. Perform configuration AP EFT Setup Project Manager Developer necessary to complete setup Functional Leads Functional Consultant as per the client's Technical Leads specifications. Recreate dashboard -Dashboard Setup Training Functional Leads Functional Consultant SunGard Consultant to train Technical Leads City Technical and Functional Staff on configuration process for Dashboard in version 7.9. 12 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA EXECUTE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Identify plan for training The Core Training Plan is a Microsoft Excel spreadsheet that Project Manager Remote Project Manager necessary for the city to identifies training dates, subject matter and attendees. successfully implement. Set up scenarios that outline The Process/Parallel Test Plan will be a Microsoft Word Functional Team Functional Consultants the steps necessary to test Document that outlines the steps necessary to test each core Members each process beginning to process in 7.9 and the integration from one module to the next end. Update in addition to City business processes Process/Procedure documentation as necessary. Create a schedule by module Training Schedule -The Training Schedule is a Microsoft Excel Project Manager Remote Project Manager identifying core team training Spreadsheet that identifies all end user training classes by classes. module and date. Create City specific training Training Material -The Training Materials are Microsoft Word Functional Team Functional Consultants materials to aid in the documents created by the City with the assistance of SunGard Members delivery of training to end-Consulting staff. The starting points for these documents are users. templates that outline the key processes in each module. As each module is configured the templates will be modified to match the City's configuration. The intent of the Training Material will be to facilitate the effectiveness of end user training. 13 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA 3.3 CONFIRM Deliverables CONFIRM Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Maintain Project Plan -High Level Project Manager Remote Project Manager Maintain Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Maintain Budget Plan Project Manager Remote Project Manager Maintain Communication Plan Project Manager Remote Project Manager Maintain Cutover Plan Project Manager Remote Project Manager CONFIRM Activities Deliverable CITY Role SUNGARD Role The combined City/ SunGard Data Validation Functional Team Functional Consultants project team will validate Members data before the final Developer conversion is performed. The combined City/ SunGard Interface Tests are plans that determine the steps necessary to Functional Team Functional Consultants project team will test all adequately test each interface program, followed by a Members interface programs before the verification statement that the particular interface has Developer interfaces are put into successfully passed testing prior to go-live. production. The combined City/ SunGard Forms Tests are plans that determine the steps necessary to Functional Team Functional Consultants project team will test all adequately test each form (printing it with relevant data that Members forms printing to examine shows up in the proper spaces, bank MICR tests, etc.), followed Developer that the data from 7.9 fits in by a verification statement that the particular form has the proper spacing on the successfully passed testing prior to go-live. form. The combined City/ SunGard Reports Tests verify that when developed reports are run, the Functional Team Functional Consultants project team will run all information provided matches requirements. Members reports to review that the required information is produced in the correct layout when printed. The combined City/ SunGard Modifications Tests will be conducted within the context of Functional Team Functional Consultants project team will test all process tests (see Functional Consulting Deliverables) to verify Members programmed modifications. that programmed modifications provide the functionality Developer envisioned and required. 14 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA CONFIRM Activities Deliverable CITY Role SUNGARD Role Test each process from The Process/Parallel Test validates that all integration items Functional Team Functional Consultants beginning to end using function as designed as depicted in business scripts that Members samples already processed in represent real life examples of daily processes that will be legacy system. Compare performed in the system. results. Change process/ p raced u re documentation as needed. Finalize configuration Final Configuration Documentation Once the final system is Functional Team Functional Consultants documentation with changes tested, documentation will be updated to describe not only each Members made during testing. configuration setting, but the reasoning behind each configuration decision CONFIRM Activities Deliverable CITY Role SUNGARD Role Educate core team as Training-Training is a series of classes for the purpose of Functional Team Functional Consultants necessary for them to providing the core team with the skills and information Members successfully implement. necessary for them to successfully use 7.9. This training will be done by SunGard staff via distance learning. 3.4 SUPPORT Deliverables SUPPORT Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Complete Project Plan -High Level Project Manager Remote Project Manager Complete Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Complete Budget Plan Project Manager Remote Project Manager SUPPORT Activities Deliverable CITY Role SUNGARD Role Document the interface Interface Documentation details what was programmed, how to Project Manager Developer programming performed, the run the interface (automated or manual initiation), and how to operational steps required to maintain it in production run the conversion and the maintenance steps required to keep it operational 15 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA SUPPORT Activities Deliverable CITY Role SUNGARD Role Document the forms Forms Documentation details what was programmed, how to Project Manager Developer programming performed, the use/ print the form, and how to maintain it in production operational steps required to use the form and the maintenance steps required to keep it operational Document the modification Modification Documentation details what was programmed to Project Manager Developer programming performed, the enact the modification and how to maintain it in production operational steps required to use the modification and the maintenance steps required to keep it operational (updates) Document the reports Reports Documentation details what was programmed to Project Manager Functional Consultant programming performed, the develop the report, how to run it and how to adjust/ maintain it operational steps required to in production run the report and the maintenance steps required to keep it operational (updates) Document the RC RC Documentation details what was configured/setup to run the Project Manager Functional Consultant configuration/setup RC, how to modify/ maintain it in production. performed, the operational steps required to run the RC and the maintenance steps required to keep it operational (updates) 16 CONFIDENTIAL STATEMENT OF WORK Cl1Y OF CARLSBAD ,CA SUPPORT Activities Deliverable CITY Role SUNGARD Role Complete all monthly Functional Team Functional Consultants processes in the new system. First Month Processing involves the group of activities needed Members to be completed on the new system on a monthly basis. For Financials this consists of validation of purchase requisition through accounts payable check run and first month end close. (Remainder of Page Intentionally Left Blank) 17 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD, CA 4 Project Staff Position Descriptions The following table provides an overview of committees and positions listed above. Final responsibilities of team members are identified during the implementation-planning phase of the implementation. Role/Position CITY SunGard Executive Steering Committee Provide staff and facilities to the Composed of Project Sponsor, IT implementation effort as described Director & Administrative herein. Services Director Make final decisions on policy Provide support to City Project changes as necessary Manager in reporting project progress to Committee Communicate to governing body as necessary Final City escalation point for project issues Meet monthly or more frequently as needed to review progress Project Sponsor Approve material changes in the project plan Advise Project Managers on resolution of project issues Immediately resolve any delay in decision-making that could impact the project timeline. Report project progress to Executive Steering Committee Project Management Fulfill Go Live dates Fulfill Go Live dates (SunGard Remote Project Manager, Client Project Manager) Monitor and report overall Support City Project Manager in implementation progress (duties of monitoring and reporting overall both City and SunGard) implementation progress (duties of both City and SunGard) Monitor and report progress on Monitor and report progress on City's responsibilities SunGard's responsibilities Immediately notify SunGard Project Immediately notify City Project Manager and Project Sponsor of Manager and Project Sponsor of any issue that could delay the any issue that could delay the project project Supervise City Project Team; fulfill all City project deliverables. Provide availability to the infrastructure and facilities as per the project schedule. Provide City Staff according to the Provide SunGard Staff according project plan. to the project plan 18 STATEMENT OF WORK CllY OF CARLSBAD, CA Role/Position CITY SunGard Facilitate coordination between Facilitate coordination between various external contractors and all SunGard departments various City Departments Document or supervise SunGard will provide the documentation of all important templates and help with the project and software configuration process for completing them but decisions maintaining them is the City's role. Coordinate, direct, and define pre-Coordinate pre-Go Live testing by Go Live testing by City staff SunGard staff Serve as the point person for all project issues. (First escalation point) Provide issue resolution status, tracking, and procedures Project Team Leads (Application) Team Leads from the City include individuals from Accounting, Budgeting, AP/Purchasing and IT. Coordinate with the project manager in communications and issue resolution Make recommendations to the Project Manager concerning any policy or implementation issues Participate in pre-Go Live testing Check that Software operates after configuration as per its Documentation Configure the Software based on Assist City staff in configuring consulting received from SunGard Software Assist with the resolution of issues Assist with the resolution of issues Provide support to the user Trains the City core group during community in the post production the configuration of software timeframe Project Team Leads (Technical) Deliver training on how to process conversions utilizing standard conversion utilities according to City specification and this Statement of Work Provide conversions utilizing standard conversion utilities according to City specification and this Statement of Work Refine specifications for Software Create and deliver Software Customizations Customizations according to City specification and this Statement of Work 19 STATEMENT OF WORK CilY OF CARLSBAD, CA Role/Position CITY SunGard Refine specifications for reports to Create and deliver Reports be delivered by SunGard per this according to this Statement of Statement of Work Work Test converted data, Software Customizations, and Reports for compliance with specifications Verify security profiles. Set up security profiles. Provide training on security. Provide Specifications for Provide training on workflow and workflows if needed. assist with set up Functional Experts {SM Es) Support Project Team Leads and Project Manager in all their duties When called upon by the Project Team, assist with the assessment of business processes and identifying ways the new system can be utilized. When called upon by the Project team, assist in the resolution of issues impacting their areas of expertise (Remainder of Page Intentionally Left Blank) 20 STATEMENT OF WORK CITY OF CARLSBAD, CA 5 Change Requests and Changes to this Statement of Work Either party may request, in writing, changes to this SOW that will change the project scope. Such a request is honored by the parties only if it becomes a formal written Change Order. The change control procedure is as follows: Either SunGard or the City management may propose a change by written submittal of a Change Request to the other party. The other party has five (15) business days (or as mutually agreed upon) to determine whether it agrees to the Change Request. If both parties agree to the Change Request, the change will become a Change Order documented and signed by both parties. If agreement to pursue a Change Order does not occur in fifteen (15) business days of the initiation of the Change Request (or as mutually agreed upon), it is assumed that the Change Request has been rejected. There shall be no oral Change Order(s). All change request must be approved by the City amendment process. 6 Scope Clarification & Miscellaneous Items 6.1 Training Overview Training will be provided for all modules the City licenses totaling 80 hours to be provided onsite or remote based on the City's needs. In addition to the base software training, SunGard will provide the following training. • Security Configuration, Setup and Training (30 Hours) • Additional Training as necessary-(SO Hours) 6.2 Installation Services The following steps will be performed by SunGard staff. a) Installation & Initial Data Migration of TEST environment (76 Hours) a. Install SQL Server Database {City of Carlsbad will purchase and install the hardware) b. Install 3rd Party Software (Microfocus Cobol and MKS) c. Install Job Server and Web Server(s) d. Migrate Data from Production Unix to New SQL Database e. Convert Database tables from 7.7 Unix to 7.9 SQL b) SA/DBA training (8 Hours) c) Copy Test environment to set up Prod environment (24 Hours) a. Exact copy of test environment b. Remove all test data leaving application and configuration d) Mock Data Roll {32 Hours) a. Migrate Data from Production Unix to New SQL Database b. Convert Database tables from 7.7 Unix to 7.9 SQL c. Data to be rolled into production environment d. (if step c cannot be accomplished; then strategy to add security needs to be developed). e) Final Data Roll and Go Live (32 Hours) a. Migrate Data from Production Unix to New SQL Database b. Convert Database tables from 7.7 Unix to 7.9 SQL in production environment f) Create copy of production environment to Disaster recovery instance(24 Hours) 21 STATEMENT OF WORK CllY OF CARLSBAD, CA 6.3 Customizations (Funded Development) SunGard will provide the following specific modifications to the software to accommodate business needs for the City. They are as follows a) PO ELF Form -Create new Purchase Order Form. b) AP EFT Workflow -Create Workflow Model to automate EFT Process. Sunga rd provides the workflow. There is no other set up unless it involves the email server. The email server must be set up by the City to send email for workflow. The 7.9 installation will include the 2012 year end update for TEST. After the 2013 year end update release, this update will be installed into PROD 6.4 Reporting Standard Reports will be provided. 6.5 Workflow Existing Workflows are in place at the City today. Workflow Model training, testing and assistance will be provided as needed. 6.6 Interfaces No additional interface development is included in the scope of the migration. 6.7 Testing During the testing phase, the City will test all components of the Software as configured, as well as the reports, data conversion, interfaces and customizations. 6.8 Core Team Training The core team needs to be trained on the upgrade features of 7.9, including specifically: Fixed Assets, AR aging report, AP EFT, PO ELF and security configurations and updates. 6. 9 Escalation Procedures The City and SunGard should anticipate challenging issues to arise throughout the implementation process due to the complex magnitude of this project. In order for challenging issues to be remedied in a timely fashion, the City and SunGard will utilize the following Escalation Procedure: All communication regarding the project should be directed to SunGard's Project Manager and the City's Project Manager in order to maintain consistent communication between the parties. Scheduled weekly calls will be maintained between the Remote Project Manager and the City's Project Team (including the City's Project Manager). All issues or concerns will be discussed actively and openly between SunGard's Project Manager and the City's Project Manager. If issues begin to interfere with the progression of the implementation project, the City and/or SunGard should escalate challenges to SunGard management in the sequence below, as needed: Paul Tovey-Director of Consulting 530.879.5139 gaul.tove~@sungardgs.com Raymond Perkey-V.P. Client Services 407.304.3026 ra~mond.Qerke~@sungard1;1s.com Mike Borman-President mike.borman@sungardQs.com 22 STATEMENT OF WORK CITY OF CARLSBAD, CA Escalation to CITY management Team should be as follows: Tina Steffan-Chief Technology Officer 760-602-2450 Tina.steffan@carlsbadca.gov Chuck McBride-Administrative 760.602.2430 charles.mcbride@carlsbadca.gov Servicesdirector 7 Project Pricing The below pricing table outlines the pricing for the amendment dated xx/xx/xx. 7.7 to 7.9 Charge Type Price Hours Product: Comments Product Code ONESolution 7.x Unix to SQL Migration-Prof Svc-OS-UPGR-7.X-Hours defined in 7.9 Upgrade Installation $28,700.00 164 7.9 sow Prof Svc- Prof Svc-Weekend Uplift Fee Installation $1,750.00 PS-WU Prof Svc- ONESolution 7.x Unix to SQL Migration-Project OS-UPGR-7.X- 7.9 Upgrade Management $12,160.00 76 7.9 ONESolution 7.x Unix to SQL Migration-Prof Svc-OS-UPGR-7.X-Security and Other 7.9 Upgrade Training $12,800.00 80 7.9 training AP EFT Setup Prof Svc -Dev $8,000.00 40 AP EFT Workflow Prof Svc -Dev $3,200.00 16 PO ELF Form Prof Svc -Dev $3,200.00 16 ONESolution Financials Core-I FAS License Fee $14,590.00 OS-FCOREIF Annual Maintenance ONESolution Financials Core-I FAS Fee $2,334.40 OS-FCOREIF Sub Total $86,734.40 ONESolution 7.x Unix to SQL Migration- 7.9 Upgrade for Disaster Recovery Prof Svc -OS-UPGR-7.X-To create DR Instance Installation $4,200.00 24 7.9 Instance Contingency Associated with implementation Contingency $35,000.00 Contingency Grand Total $125,934.40 23 STATEMENT OF WORK CilY OF CARLSBAD, CA 8 Payments Below are the original contract pricing, payments and credits. SunGard is to credit all original contract paid amounts made by the city back to the City of Carlsbad. New invoices will be submitted to cover the expenses of Amendment No. 1, dated XX/XX/XX. Amendment No. 1 is to be billed on a per usage basis. If there are hours unused after the implementation is complete; the unused hours are forefitted and will not be billed to the city. City of Carlsbad, CA Contract #121210-1 Contract Amt Billed Amt Paid Amt Remaining to Original Conract bill License Fees $ 14,590.00 $ 14,590.00 $ 14,590.00 $ - Start-Up Fees $ 10,000.00 $ 10,000.00 $ 10,000.00 $ - Professional Services -Training $ 43,520.00 $ 15,628.80 $ 14348.8 $ 27,891.20 Professional Services -Installation/Data Migration $ 40,250.00 $ 17,062.50 $ 15,487.50 $ 23,187.50 Professional Services -Remote Project Mgmt. $ 15,040.00 $ 6,320.00 $ 3,920.00 11,120.00 Professional Services -Additional Training as necess. $ 29,600.00 $ -$ 29,600.00 Annual Access Fees 2/1/13 -1/31/14 $100,257.08 $ 100,257.08 $ 100,257.08 $ - Annual Access Fees 2/1/14 -1/31/15 $100,257.08 $ -$ 100,257.08 Annual Access Fees 2/1/15 -1/31/16 $100,257.08 $ -$ 100,257.08 Contract Total $ 453,771.24 $ 168,658.38 $ $ 285,112.86 161,003.38 Reimbursable Expenses (T&L) $ 4,332.19 2,911.54 Grand Total $ 453,771.24 $ 172,990.57 $ $163,914.92 $ 285,112.86 Based on the table above, the City of Carlsbad expects to receive $172,990.57 in credit. 24 CERTIFICATE OF SECRETARY THE UNDERSIGNED, Leslie s. Brush, Secretary of SUNGARD PUBLIC SECTOR INC., a corporation organized and existing under the laws to the State of Florida (the "Corporation"), does hereby certify that the officers listed below are duly elected officers of the Corporation, that they hold the titles set forth opposite their respective names, and that by virtue of such offices they are authorized to enter into and execute instruments and documents in the name of, and on behalf of, the Corporation: NAME Christian Coleman Daniel J. Conway Gilbert 0. Santos James A. Brescia Jillian Macau Raymond H. Perkey Steven Pratt OFFICE Vice President & Treasurer Vice President, Sales President & Chief Executive Officer, Public Sector Vice President, Human Resources Vice President, Support Operations Vice President, Professional Services Vice President, Cloud Solutions IN WITNESS WHEREOF, the undersigned has caused this Certificate of Secretary to be duly executed and the corporate seal to be hereunto affixed this 10th day of February, 2012. Leslie S. Brush, Secretary AGREEMENT FOR APPLICATION HOSTING AND MIGRATION TO ONESOLUTION FINANCIAL SYSTEM SERVICES SUNGARD PUBLIC SECTOR INC. THIS AGREEMENT is made and entered into as of the q-ffl day of ..-al\VO..V , 20n, by and between the CITY OF CARLSBAD, a municipal corporation, ("City , and SunGard Public Sector Inc., a Florida corporation, {"Contractor"). RECITALS A. City requires the professional services of a software vendor that is experienced in · hosting, migrating and installing SunGard's OneSolution financial system. 8. Contractor has the necessary experience in providing professional services and advice related to hosting, migrating and installing SunGard's OneSolution financial system. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one (1) year from the date first above written. The City Manager may amend the Agreement to extend it for one (1) additional one (1) year periods or parts thereof in an amount not to exceed two hundred ten thousand dollars ($210,000) per Agreement year. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will not exceed two hundred ten thousand dollars ($210,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". City Attorney Approved Version 2/17 /12 l 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor shall not subcontract any portion of the Services required under this Agreement. If Contractor subcontracts any of the Services, Contractor shall be in breach of this Agreement and City may, in its sole discretion, terminate this Agreement. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any gross negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. City agrees to indemnify and hold harmless Contractor and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any gross negligence, recklessness, or willful misconduct of City, its officers, employees, and agents for whose acts any of them may be liable. 10. INSURANCE Contractor will obtain and maintain for the lesser of three (3) years or the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by · Contractor or Contractor's employees. The insurance will be obtained from an insurance carrier admitted or authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:VII". OR with a surplus line City Attorney Approved Version 2/17/12 2 insurer on the State of California's List of Eligible Surplus Line Insurers (LESLI) with a rating in the latest Best's Key Rating Guide of at least "A-:VII". 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this, Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 10.1.1 Commercial General Liability Insurance. $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim and in the aggregate. Contractor will endeavor to ensure that Coverage must be maintained for a period of five years following the date of completion of the work. City's Initials ~tials D If box is checked, Professional Liability Insurance requirement is waived. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made and reported basis coverage. 10.2.3 This insurance will be in force during the lesser of three (3) years or the life of the Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to City Attorney Approved Version 2/17/12 3 9 maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, proof of insurance coverage. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours and upon reasonable notice, to examine, audit, and make transcripts or copies of records related to all billable and reimbursable expenses created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS Reserved. 14. COPYRIGHTS Reserved. 15. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City Name Bill Baer Title IT Manager Department Information Technology City of Carlsbad Address 1635 Faraday Av Carlsbad, CA 92008 Phone No. 760-602-2451 For Contractor Name Chris Coleman Title VP -Finance Address 1000 Business Center Drive Lake Mary, FL 327 46 Phone No. 800-727-8088 Email Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all four categories. City Attorney Approved Version 2/17/12 4 ID 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that City Attorney Approved Version 2/17/12 5 I\ Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a perso_n knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. DISCLAIMER OF OTHER WARRANTIES. THE EXPRESS WARRANTIES SET FORTH ABOVE TAKE THE PLACE OF AND SUPERSEDE ALL OTHER WARRANTIES, EXPRESS OR IMPLIED AND WHETHER OF MERCHANTABILITY, FITNESS OR OTHERWISE. EXCEPT AS EXPRESSLY STATED HEREIN, CITY'S REMEDIES PROVIDED FOR HEREIN ARE EXCLUSIVE. 27. LIMITATION OF LIABILITY-=-- ln no event will Contractor be liable for any special, incidental, indirect or consequential damages arising out of this Agreement or any Exhibit A hereto or by City's use of any Services City Attorney Approved Version 2/17/12 6 I J.- or software product provided by Contractor under or in connection with this Agreement or any Exhibit A. City's exclusive remedies with respect to the Service(s) provided under Exhibit A shall be Contractor's obligation to affect a solution to any problem caused by such Service(s). If Contractor is unable to solve such problem or to correct such software after a reasonable attempt to do so, then City's exclusive remedy shall be a return of monies paid hereunder, but shall not in any event exceed, in the aggregate, the sum or sums City has paid to Contractor for the Service(s) provided by Contractor pursuant to the Exhibit A from which the alleged damages arose. 28. CONTRACTOR'S CONFIDENTIAL INFORMATION.:.... 28.1 City acknowledges and agrees that all documentation, training programs and materials, computer programs and other materials created and/or furnished by Contractor to City in conjunction with Services provided under this Agreement (including Exhibit A hereto) constitute confidential, proprietary property and trade secrets of Contractor, Contractor's parent, affiliates, or vendors (such information, and materials collectively being referred to as "Contractor's Confidential or Proprietary Information" and constitute a valuable asset of Contractor. City agrees to hold all of Contractor's Confidential or Proprietary Information in strictest confidence and to limit access to Contractor's Confidential or Proprietary Information to only those of City's employees (and independent contractor[s] when Contractor prior written permission to permit access by an independent contractor[s] has been obtained) who need access to Contractor's Confidential or Proprietary Information in order for City to receive the benefit of the Services provided hereunder. 28.2 Contractor (or Contractor's parent, affiliates or vendors as the case may be) shall retain all right, title and interest in and to Contractor's Confidential or Proprietary Information, including but not limited to all intellectual property rights, copyrights, trade secrets and patents. Contractor agrees to grant to City a non-exclusive, non-transferable license to use Contractor's Confidential or Proprietary Information only for purposes of the Services to be provided in accordance with any Exhibit A. 28.3 The provisions of this Section 28 will survive termination of this Agreement or any Exhibit A. 28.4 Public Records Request. If City receives a request to disclose any Confidential or Proprietary Information under any Public Information Act, Open Records Act or similar law ("Request"), the City shall immediately notify SunGard Public Sector and prior to disclosure give SunGard Public Sector an opportunity to take any protective action it deems appropriate. If SunGard Public Sector has not responded timely to the Request, as defined by the applicable law for which the Request is made pursuant to, the City may, in its sole discretion and without being in breach of this Agreement, respond to the Request as the City deems appropriate. In the event that SunGard Public Sector directs the City not to disclose the Confidential or Proprietary Information materials sought pursuant to the Request, SunGard Public Sector will indemnify City against any losses, including reasonable attorney fees and costs, sustained arising from the non-disclosure of the Confidential or Proprietary Information material requested in the Request. City, in its sole discretion may tender the Request to SunGard Public Sector for response, including, any and all subsequent legal actions or challenges related to the non-disclosure. City Attorney Approved Version 2/17/12 7 \3 29. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR By: :s ~ (print name/title) By: CITY OF CARLSBAD, a municipal corporation of the State of California By: ATTEST: If required by City, proper notarial acknowledgment of execution by contractor attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: City Attorney Approved Version 2/17/12 8 / 1/ EXHIBIT A -SCOPE OF WORK ONESolution/SQL Migration Prepared for CITY OF CARLSBA____.. ALIFORNIA 10/29/12 15 Table of Contents 1 EXECUTIVE SUMMARY .................................................................................................................................. 1 1.1 INTRODUCTION ............................................................................................................................................ 1 1.2 SCOPE OVERVIEW ........................................................................................................................................ 1 1.3 PROJECTGOALS ............................................................................................................................................ 1 1.4 ASSUMPTIONS ............................................................................................................................................. 2 2 IMPLEMENTATION ........................................................................................................................................ 3 2.1 IMPLEMENTATION APPROACH -ONTRACK IMPLEMENTATION METHODOLOGY ............................................................. 3 2.1.1 Stages ...................................................................................................................................................... 3 2.1.2 Tracks ....................................................................................................................................................... 4 2.2 DEFINITIONS .................................................................................................................................................... 7 2.3 IMPLEMENTATION METHODOLOGY ...................................................................................................................... 7 3 PROJECT DELIVERABLES BY STAGE ................................................................................................................ 8 3.1 PLAN DELIVERABLES ......................................................................................................................................... 8 3.2 PREPARE DELIVERABLES ................................................................................................................................. 11 3.3 EXECUTE DELIVERABLES································································································································· 12 3.4 CONFIRM DELIVERABLES ................................................................................................................................ 14 3.5 SUPPORT DELIVERABLES································································································································ 15 4 PROJECT STAFF POSITION DESCRIPTIONS ..................................................................................................... 18 5 CHANGE REQUESTS AND CHANGES TO THIS STATEMENT OF WORK ............................................................ 21 6 SCOPE CLARIFICATION & MISCELLANEOUS ITEMS ........................................................................................ 21 6.1 TRAINING ...................................................................................................................................................... 21 6.2 BUSINESS PROCESS REVIEW-............................................................................................................................ 21 6.3 INSTALLATION SERVICES 7.6 UNIX TO SQL MIGRATION .......................................................................................... 21 6.4 CUSTOMIZATIONS (FUNDED DEVELOPMENT) ........................................................................................................ 22 6.5 REPORTING .................................................................................................................................................... 22 6.6 WORKFLOW ................................................................................................................................................... 22 6.7 INTERFACES ................................................................................................................................................... 22 6.8 TESTING ........................................................................................................................................................ 22 6.9 END USER TRAINING ....................................................................................................................................... 22 6.10 ESCALATION PROCEDURES ................................................................................................................................ 22 STATEMENT OF WORK CITY OF CARLSBAD, CA 1 EXECUTIVE SUMMARY 1.1 INTRODUCTION This document contains the approach and Statement of Work (SOW) for the definition, configuration, and deployment of the software and services for the Finance migration from IFAS 7. 7 to ONESolution 11.10 for the City of Carlsbad, CA. SunGard Public Sector will assist the City of Carlsbad with the migration. 1.2 SCOPE OVERVIEW The scope of this project will include a migration from Carlsbad's on-premises IFAS 7 .7 Inform ix installation to SQL Server, hosted through SunGard's ASP offering, and an upgrade to version 11.10 of SunGard Public Sector's ONESolution Financial software. Through a series of defined deliverables, and milestone achievements, the City will achieve this goal. 1.3 PROJECT GOALS a) Utilize the functionality provided by existing applications and provide a platform for future improvements. b) Improve current business processes. c) Provide user friendly reporting tools, enabling users to extract needed data to other desktop applications. d) Accomplish the above goals with minimal customization of commercial software. 1 CONFIDENTIAL 17 STATEMENT OF WORK 1.4 ASSUMPTIONS It is assumed that: CITY OF CARLSBAD, CA a) City will make resources available to assist with preliminary data validation during the initial Installation and Initial Data Migration and subsequent Mock Migration of Data. b) Staff with the appropriate skills and experience will be furnished by SunGard Public Sector for each Consulting Session or other review activities, whether onsite or conducted remotely. c) The City will provide an adequate workspace for each onsite SunGard Public Sector consultant, with access to a desktop workstation, network, telephone and close proximity to the City Project Team. Adequate breakout and conference space will also be provided. d) When SunGard Public Sector is onsite, the City Project Team should ideally be located near the SunGard Public Sector project members to facilitate good communication and coordination amongst the team members. e) Adequate training space will be provided by the City for training throughout the project. The training room will consist of at least six (6) fully functioning networked computers, meeting at least the City's minimum of hardware standards. f) All software failures, or data issues found-whether by SunGard Public Sector or the City will be logged into the Issues Log as described in the OnTrack Implementation Methodology. g) The City will make the City's Project Team members available for meetings, consulting and training sessions, discussions and conference calls upon request by SunGard Public Sector. City Project Team members will respond to information requests by SunGard Public Sector staff not to exceed five (5) Business Days unless agreed upon in time to minimize delays in the project. h) Whenever possible, City and SunGard Public Sector may consider alternative meeting options such as WebEx, Video Conferencing, Remote Desktop and Conference Calls. Making use of this technology will help in reducing travel and expense costs. {Remainder of Page Intentionally Left Blank) 2 CONFIDENTIAL \ 'l STATEMENT OF WORK CITY OF CARLSBAD, CA 2 Implementation 2.1 Implementation Approach -OnTrack Implementation Methodology This section presents an overview of SunGard's Implementation Methodology and Approach, OnTrack, which is also a basis for the project plan structure. The "OnTrack Implementation Methodology" information contained in this section is to be considered confidential and proprietary information. We have performed many ONESolution software implementations and have used this experience to construct our proprietary OnTrack Implementation Methodology. Our experience has shown us that successful software implementations are due to a combination of the capability of the software, quality and commitment of the people involved, and the effectiveness of the implementation methodology. Each of these is a critical component to successful software deployment and use; the methodology used to implement software is the key factor in mitigating risk and achieving a successful implementation. We have put great effort into developing OnTrack, which we believe is the most comprehensive approach to a successful implementation you will find anywhere. It is an effective approach to your ONESolution implementation because it has been structured with several key goals in mind: • Clarity of overall direction and alignment with City outcome expectations • Clarity of detailed activities, deliverables and roles -both in purpose and function • Confidence of success through organization, thoroughness and early accomplishments • Establishment of a partnering relationship • Reliance on best practices developed from past implementations • Assurance of attaining quality functionality, on time and on budget • Achievement of knowledge and ownership transfer • Fulfillment of expectations through agreed, measurable achievements OnTrack is organized around Stages (Time Periods) and Tracks (Aspects of Work). 2.1.1 Stages The following five stages correlate to the basic activities over the implementation timeframe from contract signing through go-live: Plan -All of the work to establish the basic infrastructure and confirm general scope is accomplished in the Plan stage. This includes establishing the project plan and project team; confirming resources and client site facilities; ordering and constructing the technical system (hardware, software, etc.); confirming the expected use of software functionality; identifying all of the development programming work to be done and performing initial consulting. During this stage a project summary document will be produced detailing how the implementation project will be kept on track. Metrics will also be identified and agreed to as an objective method to measure achievement of expected City outcomes. Prepare -Key requirements decisions will be processed, confirmed, and reviewed in the Prepare stage. The technical system will be put in use at the client site and tested for basic operational capacity. The functional business requirements will be understood, with decisions made as to how the software will be configured. Some core items will be configured. Detailed specifications for each development item included in the development scope will be produced, giving clear direction to programmers. Planning will begin for developing an end-user training program, including materials and a general training 3 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD, CA schedule. The project management team will continue to maintain tools established in the Plan stage to keep the project on track. Execute -The team will be making change happen during the Execute stage. The functional team will be configuring modules to perform functionality as identified in the Prepare stage, and each module will be tested within itself to ensure functionality meets requirements (unit test). The technical team will be reinforcing procedures to refresh and restore data, manage database versions, etc. Project management will pay particular attention to organizational preparedness, a cutover plan, and the many detailed configuration items that are being finalized. The training team will finish end-user training materials and schedule the initial classes, with the goal of getting end users on track with ONESolution. Confirm -Final preparation is being made by all teams for go-live in the Confirm stage. Integration testing is following up the unit testing that was performed in the Execute stage -integration testing will test functionality between modules as determined by the flow of your organization's business processes. The functional team will also provide you with everything you will need to receive excellent service from the Help Desk for go-live and beyond. Training will be delivered to end users to ensure they know how to do their jobs in the new system. The technical team will be supporting many project team requirements, such as refreshing training data, installing software on all end-user PCs and ensuring printers are functioning properly. Project management will be overseeing a host of final tasks, including a detailed two-week cutover plan, to ensure the go-live date is kept on track. Support -The activities that occur after go-live to ensure the system runs effectively take place during the Support stage. Functional consultants will continue to support your team through specific first time uses of the software, such as your first check run and your first close. The technical team will monitor the performance of your system in its first month of production, paying particular attention to database performance. The development team will be available for any assistance as your forms and reports are used in production. Project management will focus on the issues log to tackle any unexpected production issues that arise -although these should be minimized by the thorough integration test in the Confirm stage. Perhaps most importantly, you will begin to use SunGard Public Sector's Help Desk services, which will guide you to any additional services you need during production to keep you on track. 2.1.2 Tracks The following five tracks represent work tracks that run throughout the project with specific deliverables at each stage: Project Management-Throughout the project, the project management track team will keep the project organized, on schedule and on budget. A series of project management tools are provided to assist your project manager in leading the project effort, including high level and detailed project plans, an issues log, a project team organization chart and a comprehensive project communication plan that addresses the communication needs for every internal and external stakeholder. OnTrack also includes a change management plan to assess your organization's readiness for change and provide sufficient preparation. A detailed budget tool is provided to ensure your project stays on budget. Finally, at key milestones, a stage's deliverables will be compiled together to give you a complete project summary document. Technical -The first activities to be performed for your implementation will be the specification, ordering, staging, and installation of your technical system -the hardware, software and third-party 4 STATEMENT OF WORK CITY OF CARLSBAD, CA products that will make ONESolution function smoothly and reliably. The technical track team will guide you through a series of clearly explained activities and deliverables to ensure that your system is ordered to correct specifications. The system will be installed remotely by SunGard Public Sector's technical resources (our preferred method, which is not mandatory), with a follow-up onsite hardware integration visit. Throughout the implementation, SunGard Pubic Sector will provide technical consulting and training to your systems' administrator(s) in areas such as database maintenance; data refresh and restore procedures, printer setup, and PC software installation. Development -The development track consists of the five elements of programming that may exist on your implementation project: conversions, interfaces, modifications, forms, and reports. The first activities and deliverables revolve around a thorough scoping effort in each of these five areas, including items that may or may not require programming. For example, if an organization has eight legacy data sets that need to be converted into ONESolution, perhaps only three will require a conversion program, while the other five may be small and simple enough to be manually converted. The conversion scope deliverable will still deal with all eight sets, describing the source data, volumes, conversion method, etc., so that a complete scope of every conversion requirement will be established and updated throughout the project. This approach will be consistent across the five development areas. After scoping is complete, pre-configured specification deliverables will be completed for each item across the five areas requiring programming. Finally, the programs will be written, tested and implemented to ensure that all data flows in a manner that most effectively supports your business requirements. Functional Consulting -Functional consulting begins with key dialogue between our consultants and your project team members; we ask thoroughly developed questions and listen carefully to how the system will be used. At the same time, we continue to enhance the users' knowledge of the software so that together we continuously improve our capability to make the software meet their needs. Deliverables have been established that direct the answers to specific configuration decisions within a full list of configuration possibilities in order to ensure comprehensive coverage of functionality requirements. Throughout, documentation of business process requirements, configuration, and the ultimate procedures that result from integration testing will be created so that City teams will have complete onsite guidance when go-live is achieved. Training-Perhaps no area is more important than end-user training to provide a rapid understanding of how ONESolution will support the performance of jobs on a day-to-day basis. End users will need simple-to-understand training guides and reference materials in order to rapidly get up to speed on the new software after go-live. Our consultants work throughout the project to develop end-user training materials, schedule training sessions, and deliver training in a train.-the trainer model. The end result will be a project team that succeeds in configuring and delivering quality functionality to the organization, and a group of end users who are able to perform their responsibilities in the new software efficiently and with confidence. In summary, OnTrack's structure and content have been developed in great depth to ensure that each implementation is comprehensive -we have taken great care to ensure that every detailed activity that needs to be performed during implementation is identified and clearly explained, along with templates and a finished example for each deliverable -supported by a detailed project plan that directly assigns team members' hours to performance of activities and deliverables. This is a fundamental advantage of the On Track methodology -we provide the detailed tools and templates to successfully guide each implementation. OnTrack ensures that projects stay on time, on budget, and deliver the functionality organizations need. 5 STATEMENT OF WORK CITY OF CARLSBAD, CA The following modules are planned for implementation: • General Ledger • Job/Project Ledger • Accounts Payable/ Encumbrances • Budgeting • Budget Item Detail, Licensed but not using • Purchasing • Bank Reconciliation • Accounts Receivable • Cash Receipts • Fixed Assets • Person Entity • CDD • Documents Online (Previously known as Imaging) • Easy Laser Forms • Workflow • Security • Dashboards (Remainder of Page Intentionally Left Blank) 6 STATEMENT OF WORK CllY OF CARLSBAD, CA 2.2 Definitions oijUvera~~t'The;d~,c~ments.,~p~4~finat~rial5'!3ncf: actjvfti~~l~~ntified••ir,•tm~i9'1T~.~~··M~tnodorog~1jg ~ection 3 of this:S~at~me!ltC?f~~r~ilSOW), . Change R~quest 7jV1eaiis'propqsing a request for a change to)~isSQW. Onsite f The activity shalt ~f conducted ~tCity facilities•ih Ca,rlsba<:f; CA. Third Party So~~re : Any software us,ed tCJf?hl~lete the:.s,pjuii~n that\iendor providest where ownership rigllts arEfneldwith someone:()tneltfla,ri the Vendor; 2.3 Implementation Methodology This project will use SunGard's OnTrack implementation methodology. (Remainder of Page Intentionally Left Blank} 7 STATEMENT OF WORK CnY OF CARLSBAD ,CA 3 Project Deliverables by Stage The following tables describe, for each stage, the implementation activities and deliverables to be completed by the respective City and SUNGARD roles. This implementation will have a City Project Manager and a SunGard Remote Project Manager. 3.1 PLAN Deliverables and Tools I Activities Deliverables and Tools CITY Role SUNGARD Role Plan all of the sequences of Project Plan -High Level The high level project Project Manager Remote Project Manager major steps in the project, plan is an MS Project based visual representation from contract signing to go-of the summary activities, deliverables and live. milestones of the project. It will be organized around OnTrack's Stages, Tracks and deliverables. (Deliverable) Plan the detailed hours Project Plan -Detailed The detailed project plan Project Manager Remote Project Manager required for each person on is an MS Excel based representation of activities the project team to and deliverables assigned to specific people on accomplish all of the work the project team. Each task assignment will they are assigned. include an estimate of expected hours and remaining hours by person. The use of Excel to update remaining hours by task is a simple means to measure at a detailed level the On Time status of the project. (Deliverable) Establish a central place for Issues Log The issues log is an MS Excel Project Manager Remote Project Manager all issues to be entered, spreadsheet that will be established in a public tracked and managed repository for easy access by every project towards resolution. Establish stakeholder. The key principle is to foster an a place for key project environment, technically and culturally, where decisions to be documented many people will use one central place to log issues, in as easy a medium as possible. An additional tab in the Issues log will be used to document key decisions made on the project. (Tool) Establish a mechanism and Budget Plan The Budget Plan is an MS Excel Project Manager Remote Project Manager process to maintain visibility spreadsheet that is established to track all aspects on the overall project costs -of actual implementation costs against the budget vs. actual budget. (Tool) 8 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA I Activities Deliverables and Tools CITY Role SUNGARD Role Create a communications Communication Plan The Communication Plan is Project Manager Remote Project Manager plan that will identify all of an MS Word document that first identifies all of the necessary the internal and external stakeholders, and details communications to keep all the messages they need to receive, how often the stakeholders informed messages should be sent, and in what medium. throughout the project Once this is established, a calendar is used to create specific communications tasks for the Project Manager. (Tool) Draft a statement that Project Authority Statement The Project Project Manager Remote Project Manager establishes the authority of Authority Statement is an MS Word document the City Project Manager signed by the project sponsor that expresses the responsibilities and authority of the City project manager (Tool) PLAN ·, Activities Deliverable CITY Role SUNGARD Role Conduct a Technical Planning The Technical Planning Summary will summarize on paper all Technical Lead Remote Project Manager Teleconference that will plan aspects of the technical planning teleconference, including ASP and prepare all activities for responsibilities of all parties, hardware specifications and Installation Services the Technical Track's ordering instructions, database specifications, network Coordinator/System Planning stage. specifications, backup processes, etc. (Deliverable) Administrator Review Hardware/Technical The Hardware Specifications Documentation will provide Technical Lead Remote Project Manager Specifications. details regarding all requirements for ensuring the overall ASP hardware architecture will function effectively. Installation Services Coordinator/System Administrator Conduct an analysis of The Workstation Requirements provides the City with an Technical Lead Remote Project Manager existing workstation outline for managing End User Workstations. (Deliverable) ASP specifications for use in Installation Services determining workstation Coordinator /System upgrade and/or installation Administrator requirements. 9 CONFIDENTIAL Q_, 0 STATEMENT OF WORK PLAN Activities Review Content of Standard Functional Consulting Agendas and create a preliminary list of attendees for each session. Provide materials to assist with the training of staff throughout the implementation. Modify the Configuration Test Plan Templates to match the requirements of the City's set up. Conduct Business Process Reviews. CITY OF CARLSBAD ,CA Deliverable CITY Role SUNGARD Role Agendas/Who to Attend -Agendas are a series of Microsoft Functional Team Functional Consultants Word documents that provide standard content for each Members Functional Consulting session. Attendees of Functional Consulting sessions would include the Core Project Team and subject-matter-experts as necessary. Complete agendas will be provided as part of the On Track materials. (Tool) Standard Consulting Manuals -Standard Manuals are Functional Team Functional Consultants Microsoft Word documents and or Adobe Acrobat Files Members designed to supplement training efforts throughout the implementation. (Tool) Test Plans will be documents that outline a test plan for each Functional Team Functional Consultants module and will be modified and owned by the client as Members needed. (Deliverable) Business Process Reviews -Finance -identify gaps between Functional Team Functional Consultants existing business processes and software utilization. The Members deliverable is a detailed document with our findings along with specific recommendations that can be incorporated into the project plan or implemented at a later date. (Deliverable) (Remainder of Page Intentionally Left Blank) 10 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA 3.2 PREPARE Deliverables and Tools PREPARE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD RQle Discovery Call followed by Install and Initial Data Migration Project Manager Remote Project Manager Scope of work deliverable. Discovery Call followed by PO ELF Form Project Manager Remote Project Manager written specifications. Developer Discovery Call followed by AP EFT Workflow Project Manager Remote Project Manager written specifications. Developer Discovery Call followed by AP EFT Setup Project Manager Remote Project Manager written specifications. Functional Consultant ASP team to Install and ASP Setup Project Manager Remote Project Manager Prepare new environment. Technical Lead ASP Project Manager ASP System Administrator Discovery Call followed by Interfaces Project Manager Remote Project Manager written specifications. Technical Lead Developer SunGard Consultant to map RJE to RC conversion Project Manager Remote Project Manager existing RJE to new RC's Technical Lead Technical Consultant SunGard Consultant to Report Development Project Manager Remote Project Manager validate City's specifications. Technical Lead Functional Consultant SunGard consultant to Security setup Project Manager Remote Project Manager configure security as defined Technical Lead Functional Consultant by the City technical lead. PO Workflow to be verified POWorkflow Project Manager Remote Project Manager with new security Technical Lead Functional Consultant configuration. Maintain 3.4.2 Project Plan -Detailed Project Manager Remote Project Manager Maintain 3.4.3 Issues Log Project Manager Remote Project Manager Maintain 3.4.5 Budget Plan Project Manager Remote Project Manager Maintain 3.4.6 Communication Plan Project Manager Remote Project Manager Intentionally Left Blank 11 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA 3.3 EXECUTE Deliverables EXECUTE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Maintain Project Plan -High Level Project Manager Remote Project Manager Maintain Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Maintain Budget Plan Project Manager Remote Project Manager Maintain Communication Plan Project Manager Remote Project Manager SunGard Consultants to Overview Training -On site or Remote Functional leads Functional Consultants deliver General Overviews for each Module SunGard Consultants to Business Process Review -Onsite/Remote Functional Leads Functional Consultants deliver Best Practices for each Module SunGard to install software in Install and Initial Data Migration -Technical Leads Remote Project Manager ASP for the City. SunGard to ASP Project Manager extract data from City's ASP System Administrator servers and load data into SQL Server Database at ASP. SunGard Consultant to Security Training and Configuration -Onsite Technical Leads Technical Consultants configure security as defined by the City technical lead and also provide training. Perform Development PO ELF Form Project Manager Developer necessary to complete Functional Leads modification as per the specifications. Perform Development AP EFT Workflow Project Manager Developer necessary to complete Functional Leads modification as per the Technical Leads specifications. Perform configuration AP EFT Setup Project Manager Developer necessary to complete setup Functional Leads Functional Consultant as per the client's Technical Leads specifications. SunGard Consultant to create RCs Project Manager Functional Consultant RC"s based on previously Functional Leads defined specifications. Technical Leads OQ 12 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA EXECUTE Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARO Role SunGard Consultant to write Reports Project Manager Technical Consultant reports per City's Functional Leads specifications and project Technical Leads budget. Identify plan for educating The End User Training Plan is a· Microsoft Excel spreadsheet that Project Manager Remote Project Manager end users on all aspects of identifies all end user training dates, subject matter and ONESOLUTION necessary for attendees. them to successfully implement. Set up scenarios that outline The Process/Parallel Test Plan will be a Microsoft Word Functional Team Functional Consultants the steps necessary to test Document that outlines the steps necessary to test each core Members each process beginning to process in ONESOLUTION and the integration from one module end. Update to the next in addition to City business processes Process/Procedure documentation as necessary. Create a schedule by module 3.3.17 End User Training Schedule -The End User Training Project Manager Remote Project Manager identifying all end user Schedule is a Microsoft Excel Spreadsheet that identifies all end training classes. user training classes by module and date. Create City specific training 3.3.18 End User Training Material -The End User Training Functional Team Functional Consultants materials to aid in the Materials are Microsoft Word documents created by the City Members delivery of training to end-with the assistance of SunGard Consulting staff. The starting users. points for these documents are templates that outline the key processes in each module. As each module is configured the templates will be modified to match the City's configuration. The intent of the Training Material will be to facilitate the effectiveness of end user training. 13 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA 3.4 CONFIRM Deliverables CONFIRM Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Maintain 3.4.1 Project Plan -High Level Project Manager Remote Project Manager Maintain 3.4.2 Project Plan -Detailed Project Manager Remote Project Manager Maintain 3.4.3 Issues Log Project Manager Remote Project Manager Maintain 3.4.5 Budget Plan Project Manager Remote Project Manager Maintain 3.4.6 Communication Plan Project Manager Remote Project Manager Maintain 3.4.7 Cutover Plan Project Manager Remote Project Manager CONFIRM < ·.· Activities Deliverable CITY Role SUNGARD Role The combined City/ SunGard Data Validation Functional Team Functional Consultants project team will validate Members data before the final Developer conversion is performed. The combined City/ SunGard Interface Tests are plans that determine the steps necessary to Functional Team Functional Consultants project team will test all adequately test each interface program, followed by a Members interface programs before the verification statement that the particular interface has Developer interfaces are put into successfully passed testing prior to go-live. production. The combined City/ SunGard Forms Tests are plans that determine the steps necessary to Functional Team Functional Consultants project team will test all adequately test each form (printing it with relevant data that Members forms printing to examine shows up in the proper spaces, bank MICR tests, etc.), followed Developer that the data from by a verification statement that the particular form has ONESOLUTION fits in the successfully passed testing prior to go-live. proper spacing on the form. The combined City/ SunGard Reports Tests verify that when developed reports are run, the Functional Team Functional Consultants project team will run all information provided matches requirements. Members reports to review that the required information is produced in the correct layout when printed. The combined City/ SunGard RC Tests verify that when RC's are run, the data generated Functional Team Functional Consultants project team will test all matches requirements. Members Developed RCs. The combined City/ SunGard Modifications Tests will be conducted within the context of Functional Team Functional Consultants project team will test all process tests (see Functional Consulting Deliverables) to verify Members programmed modifications. that programmed modifications provide the functionality Developer 14 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA CONFIRM Activities I Deliverable j CITY Role I SUNGARD Role I envisioned and required I I CONFIRM Activities Deliverable CITY Role SUNGARD Role Test each process from The Process/Parallel Test validates that all integration items Functional Team Functional Consultants beginning to end using function as designed as depicted in business scripts that Members samples already processed in represent real life examples of daily processes that will be legacy system. Compare performed in the system. results. Change process/procedure documentation as needed. Finalize configuration Final Configuration Documentation Once the final system is Functional Team Functional Consultants documentation with changes tested, documentation will be updated to describe not only each Members made during testing. configuration setting, but the reasoning behind each configuration decision CONFIRM Activities Deliverable CITY Role SUNGARD Role Educate end users on all End User Training -End User Training is a series of classes that Functional Team Functional Consultants aspects of ONESOLUTION will take place at the City site for the purpose of providing end Members necessary for them to users with the skills and information necessary for them to successfully implement. successfully use ONESOLUTION. This training will take place at the City site and be conducted by members of the core team or other appointed City staff. Some training may be done by SunGard staff. 3.5 SUPPORT Deliverables SUPPORT Bolded Role has Primary Responsibility Activities Deliverable CITY Role SUNGARD Role Complete Project Plan -High Level Project Manager Remote Project Manager Complete Project Plan -Detailed Project Manager Remote Project Manager Maintain Issues Log Project Manager Remote Project Manager Complete Budget Plan Project Manager Remote Project Manager SUPPORT Activities Deliverable CITY Role SUNGARD Role 15 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA .. SUPPORT Activities Deliverable CITY Role SUNGARD Role Document the interface 3.5.7 Interface Documentation details what was programmed, Project Manager Developer programming performed, the how to run the interface (automated or manual initiation), and operational steps required to how to maintain it in production run the conversion and the maintenance steps required to keep it operational Document the forms 3.5.8 Forms Documentation details what was programmed, how Project Manager Developer programming performed, the to use/ print the form, and how to maintain it in production operational steps required to use the form and the maintenance steps required to keep it operational Document the modification 3.5.9 Modification Documentation details what was Project Manager Developer programming performed, the programmed to enact the modification and how to maintain it in operational steps required to production use the modification and the maintenance steps required to keep it operational (updates) Document the reports 3.5.10 Reports Documentation details what was programmed to Project Manager Functional Consultant programming performed, the develop the report, how to run it and how to adjust/ maintain it operational steps required to in production run the report and the maintenance steps required to keep it operational (updates) Document the RC 3.5.11 RC Documentation details what was configured/setup to Project Manager Functional Consultant configuration/setup run the RC, how to modify/ maintain it in production. performed, the operational steps required to run the RC and the maintenance steps required to keep it operational (updates) 16 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD ,CA SUPPORT Activities Deliverable .CITY Role SUNGARD Role Complete all monthly Functional Team Functional Consultants processes in the new system. 3.5.12 First Month Processing involves the group of activities Members needed to be completed on the new system on a monthly basis. For Financials this consists of validation of purchase requisition through accounts payable check run and first month end close. Create beginning balances, 3.5.13 Fiscal Year End Assistance encompasses help with all Functional Team Functional Consultants reconcile accounts and aspects of year end balances, reconciliation, rollovers, etc., the Members subsystems, encumbrance first time they are addressed in production and/or budget rollover. Provide 1099 assistance. 3.5.14 Calendar Year End Assistance entails help with 1099's Functional Team Functional Consultants processing the first time they are addressed in production Members (Remainder of Page Intentionally Left Blank) 17 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD, CA 4 Project Staff Position Descriptions The following table provides an overview of committees and positions listed above. Final responsibilities of team members are identified during the implementation-planning phase of the implementation. Role/Position CITY SunGard Executive Steering Committee Provide staff and facilities to the Composed of Project Sponsor, implementation effort as described and Dept Heads. herein. Make final decisions on policy Provide support to City Project changes as necessary Manager in reporting project progress to Committee Communicate to governing body as necessary Final City escalation point for project issues Meet monthly or more frequently as needed to review progress Project Sponsor Approve material changes ·in the project plan Advise Project Managers on resolution of project issues Immediately resolve any delay in decision-making that could impact the project timeline. Report project progress to Executive Steering Committee Project Management Fulfill Go Live dates Fulfill Go Live dates (SunGard Remote Project Manager, Client Project Manager) Monitor and report overall Support City Project Manager in implementation progress (duties of monitoring and reporting overall both City and SunGard) implementation progress (duties of both City and SunGard) Monitor and report progress on Monitor and report progress on City's responsibilities SunGard's responsibilities Immediately notify SunGard Project Immediately notify City Project Manager and Project Sponsor of Manager and Project Sponsor of any issue that could delay the any issue that could delay the project project Supervise City Project Team; fulfill all City project deliverables. Provide availability to the infrastructure and facilities as per the project schedule. Provide City Staff according to the Provide SunGard Staff according project plan. to the project plan Facilitate coordination between Facilitate coordination between 18 CONFIDENTIAL 3 4- STATEMENT OF WORK CITY OF CARLSBAD, CA Role/Position CITY SunGard , various external contractors and all SunGard departments various City Departments Document or supervise SunGard will provide the documentation of all important templates and help with the project and software configuration process for completing them but decisions maintaining them is the City's role. Coordinate, direct, and define pre-Coordinate pre-Go Live testing by Go Live testing by City staff SunGard staff Serve as the point person for all project issues. (First escalation point) Provide issue resolution status, tracking, and procedures Project Team Leads (Application) Team Leads from the City include individuals from Accounting, Budgeting, AP/Purchasing and IT. Coordinate with the project manager in communications and issue resolution Make recommendations to the Project Manager concerning any policy or implementation issues Participate in pre-Go Live testing Check that Software operates after configuration as per its Documentation Configure the Software based on Assist City staff in configuring consulting received from SunGard Software Assist with the resolution of issues Assist with the resolution of issues Identify end users to attend Support City in delivery of end- training. Create end-user training user training documentation. Deliver End User Training Classes Provide support to the user Trains the City core group during community in the post production the configuration of software timeframe Project Team Leads (Technical) Handled by SunGard ASP Team Deliver training on how to process conversions utilizing standard conversion utilities according to City specification and this Statement of Work Refine specifications for Software Create and deliver Software Customizations Customizations according to City specification and this Statement of Work Refine specifications for reports to Create and deliver Reports 19 CONFIDENTIAL STATEMENT OF WORK CITY OF CARLSBAD, CA Role/Position CITY SunGard be delivered by SunGard per this according to this Statement of Statement of Work Work Test converted data, Software Customizations, and Reports for compliance with specifications Verify security profiles. Set up security profiles. Provide training on security. Provide Specifications for Provide training on workflow and workflows if needed. assist with set up Functional Experts (SMEs) Support Project Team Leads and Project Manager in all their duties When called upon by the Project Team, assist with the assessment of business processes and identifying ways the new system can be utilized. When called upon by the Project team, assist in the resolution of issues impacting their areas of expertise (Remainder of Page Intentionally Left Blank} 20 STATEMENT OF WORK CITY OF CARLSBAD, CA 5 Change Requests and Changes to this Statement of Work Either party may request, in writing, changes to this SOW that will change the project scope. Such a request is honored by the parties only if it becomes a formal written Change Order. The change control procedure is as follows: Either SunGard or the City management may propose a change by written submittal of a Change Request to the other party. The other party has five (15) business days (or as mutually agreed upon) to determine whether it agrees to the Change Request. If both parties agree to the Change Request, the change will become a Change Order documented and signed by both parties. If agreement to pursue a Change Order does not occur in fifteen (15) business days of the initiation of the Change Request (or as mutually agreed upon), it is assumed that the Change Request has been rejected. There shall be no oral Change Order(s). 6 Scope Clarification & Miscellaneous Items 6.1 ONESolution Training ONESolution Module Overview Training will be provided for all modules the City licenses totaling 80 hours to be provided onsite or remote based on the City's needs. In addition to the base software training, SunGard will provide the following training. • Security Configuration, Setup and Training (80 Hours) • Additional Training as necessary-(185 Hours) 6.2 Business Process Reviews (Finance) The objective of the Business Process review is to maximize the City's investment in SunGard Public Sector's software applications by identifying gaps between existing business processes and software utilization. The deliverable is a detailed document with our findings along with specific recommendations that can be incorporated into the project plan or implemented at a later date. (included in 80 Hrs above for ONESolution Training) 6.3 Installation Services The following steps will be performed by SunGard staff. a) Installation & Initial Data Migration (92 Hours) a. Install SQL Server Database b. Install 3rd Party Software (Microfocus Cobol and MKS) c. Install Job Server and Web Server(s) d. Migrate Data from Production Unix to New SQL Database e. Convert Database tables from 7.7 Unix to 11.10 SQL b) SA/DBA training (24 Hours) c) Mock Data Roll (40 Hours) a. Migrate Data from Production Unix to New SQL Database b. Convert Database tables from 7.7 Unix to 11.10 SQL d) Final Data Roll and Go Live (40 Hours) a. Migrate Data from Production Unix to New SQL Database b. Convert Database tables from 7.7 Unix to 11.10 SQL e) Test Account Creation (24 Hrs) 21 CONFIDENTIAL 31 STATEMENT OF WORK CITY OF CARLSBAD, CA a. Install Job Server and Web Server(s) (Clone from Production) 6.4 Customizations (Funded Development) SunGard will provide 2 specific modifications to the software to accommodate business needs for the City. They are as follows a) PO ELF Form -Create new Purchase Order Form. b) AP EFT Workflow -Create Workflow Model to automate EFT Process. 6.5 Reporting Standard Reports will be provided. 6.6 Workflow Existing Workflows are in place at the City today. Workflow Model training, testing and assistance will be provided as needed. 6.7 Interfaces No additional interface development is included in the scope of the migration. 6.8 Testing During the testing phase, the City will test all components of the Software as configured, as well as the reports, data conversion, interfaces and customizations. 6.9 End User Training This project will use a Train-the-Trainer approach whereby SunGard will train key City staff and those staff will train the end users. Additional training resources from SunGard may be contracted to help with end-user training. 6.10 Escalation Procedures The City and SunGard should anticipate challenging issues to arise throughout the implementation process due to the complex magnitude of this project. In order for challenging issues to be remedied in a timely fashion, the City and SunGard will utilize the following Escalation Procedure: All communication regarding the project should be directed to SunGard's Project Manager and the City's Project Manager in order to maintain consistent communication between the parties. Scheduled weekly calls will be maintained between the Remote Project Manager and the City's Project Team (including the City's Project Manager). All issues or concerns will be discussed actively and openly between SunGard's Project Manager and the City's Project Manager. If issues begin to interfere with the progression of the implementation project, the City and/or SunGard should escalate challenges to SunGard management in the sequence below, as needed: Paul Tovey-Director of Consulting 530.879.5139 12aul.tovey@sungard12s.com Raymond Perkey-V.P. Client Services 407 .304.3026 raymond.12erkey@sungard12s.com Gil Santos-President 407 .304.3019 gil.santos@sungardQs.com 22 STATEMENT OF WORK CITY OF CARLSBAD, CA Escalation to CITY management Team should be as follows: Chuck McBride-Finance director 760.602.2430 charles.mcbride@carlsbadca.gov 7 Project Pricing Applications and/or Services Professiona I Service Fee Professional Services ONESolution Training $43,520.00 Professional Services !nstal!atio,.., Data Migration 40,250.00 Professional Services Remote Project Management 15,040.00 Professional Services Additional Training as necessary 29,600.00 Total Proposed System: $128,410.00 City will reimburse SunGard Public Sector for meals up to $50 per day with minimal documentation and shall reimburse all other actual travel and living expenses that SunGard Public Sector incurs in providing City with services under this Agreement. Expenses will be invoiced on a monthly basis in arrears and will be due within thirty (30) days from the date of invoice. SunGard Public Sector will use reasonable efforts to limit travel and living expenses by using coach air fare, booked in advance when available, staying at hotels identified in advance by City as offering City's contractors a discounted rate, and sharing rental cars. City shall not be liable for SunGard Public Sector travel and living expenses unless SunGard Public Sector has notified City in writing that onsite services at Customer's location are required and City has provided SunGard Public Section its written approval to schedule such onsite services. Travel Onsite Trips -Low Estimate Onsite Trips -High Estimate 8 Payments #Trips 7 16 Rate $1,800 $1,800 Total $12,600 $28,800 8.1 City agrees to pay SunGard Public Sector for the Services as they are rendered. SunGard Public Sector will submit to City, on a monthly basis, SunGard Public Sector's invoice for the Services rendered during the previous month. 8.2 SunGard Public Sector will submit to City, on a monthly basis, SunGard Public Sector's invoice for such expenses as they are incurred. 8.3 Invoices are payable within thirty (30) days from the date of the invoice. Invoices not paid within thirty (30) days from date of invoice shall be considered delinquent. 8.4 Any taxes (except for taxes based on SunGard Public Sector's income, capital gains, capital stock, employee, and similar taxes based on operational, income and/or earnings) resulting from this Agreement, including but not limited to sales tax, will be the responsibility of City. SunGard Public Sector will accept an exemption certificate from City in lieu of taxes if City qualifies for exempt status. Such exemption certificate will need to be provided to SunGard Public Sector upon contract execution. 23 CONFIDENTIAL