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06 APPROVAL OF PROFESSIONAL SERVICES AGREEMENT FOR RECREATION MANAGEMENT SOFTWARE
Agenda Item 6 �T �T Reviewed: /� 1��.1 E V DA REPORT ORT City Manager r Finance Director MEETING DATE: FEBRUARY 20, 2018 TO: JEFFREY C. PARKER, CITY MANAGER FROM: DAVID A. WILSON, DIRECTOR, PARKS & RECREATION SERVICES SUBJECT: APPROVAL OF PROFESSIONAL SERVICES AGREEMENT FOR RECREATION MANAGEMENT SOFTWARE SUMMARY: Approval of a Professional Services CivicPlus, to provide the City with registrations and facility reservations. Agreement between the City of Tustin and recreation management software for program RECOMMENDATION: Authorize the Mayor and the City Clerk to execute a Professional Services Agreement with CivicPlus for the purchase, implementation and deployment of CivicRec Recreation Management Software. FISCAL IMPACT: The costs associated with this Agreement total $28,200. Sufficient funds exist in the Parks and Recreation Department's 2017-2018 Fiscal Year Budget. After the initial one-year term of this Agreement, the City will have an annual option to extend the software maintenance and support for CivicRec at cost of $15,000 - $20,000 per year. BACKGROUND: For the past 15+ years, the Parks and Recreation Department has been using the CLASS recreation management software system to process all program registrations and facility reservation transactions. In 2014, staff was informed that technical support for the CLASS system would terminate in 2017, leaving current clients to either upgrade to a related system (Active Network) or move to a different software system. To ensure that staff was able to secure a suitable software product at a responsible price, a Request for Proposals (RFP) was sent out in March 2017 to ten (10) companies. A total of three (3) proposals were received (Active Network, CivicRec and Perfect Mind) and after an evaluation process that included staff from the Parks and Recreation Department as well as the Finance Department (including IT), CivicRec was chosen as the preferred option. The term of the Agreement is one (1) year and will include the implementation and deployment of the software which consists of system integration, data migration, up, and training. This transition to CivicRec will afford new capabilities that the CLASS system did not provide including mobile device online access, social media integration, client surveys, league management, point of sale transactions, and admission ticketing. It is expected that staff will be ready to "go live" with the CivicRec system in September 2018. The City Attorney has reviewed the agreement and approved it as to form. Staff requests City Council approve the proposed agreement. espectfully rla fitted, D vial A. Wilson Director, Parks and Recreation Services Attachment: Professional Services Agreement with CivicPlus PROFESSIONAL SERVICES AGREEMENT This Agreement for Professional Services (herein "Agreement"), is made and entered into this day of 2018 ("Effective Date") by and between the CITY OF TUSTIN, a municipal corporation ("City"), and CivicPlus, a Kansas Corporation ("Contractor"). WHEREAS, City requires the services of a professional to provide registration and facility reservation software; WHEREAS, Contractor submitted to City a proposal, dated May 1, 2017, a copy of which is attached hereto as Exhibit "B", in response to the City's March 20, 2017 Request for Proposals, and which is incorporated herein by this reference ("Proposal"); WHEREAS, Contractor is qualified to provide the necessary services and has agreed to provide such services; and WHEREAS, City desires to retain Contractor to provide the necessary services subject to the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the promises and mutual agreements contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Contractor agree as follows. 1. SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide those services specified in the Statement of Work which is hereby incorporated as Exhibit "A" (collectively the "Services" or the "Work"). Contractor warrants that all Services shall be performed in a competent, professional, and satisfactory manner in accordance with all standards prevalent in the industry. In the event of any inconsistency between the terms contained in Statement of Work, Proposal and specific terms set forth in the main body of this Agreement, the terms set forth in the main body of this Agreement shall govern. 1.2 Compliance with Law. All Services rendered hereunder shall be provided in accordance with all laws, ordinances, resolutions, statutes, rules, and regulations of the City of Tustin and of any federal, state or local governmental agency of competent jurisdiction. 1.3 Licenses and Permits. Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the Services required by this Agreement. 110AA0'7 Z 1.4 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the Work to be performed, (b) has investigated the site of the Work and become fully acquainted with the conditions there existing, (c) has carefully considered how the Work should be performed, and (d) fully understands the facilities, difficulties and restrictions attending performance of the Work under this Agreement. Should the Contractor discover any latent or unknown conditions materially differing from those inherent in the Work or as represented by the City, Contractor shall immediately inform City of such fact and shall not proceed with any Work except at Contractor's risk until written instructions are received from the Contract Officer. 1.5 Care of Work. Contractor shall adopt and follow reasonable procedures and methods during the term of the Agreement to prevent loss or damage to materials, papers or other components of the Work, and shall be responsible for all such damage until acceptance of the Work by City, except such loss or damages as may be caused solely by City's own negligence. 1.6 Additional Services. Contractor shall perform services in addition to those specified in the Proposal when directed to do so in writing by the Contract Officer, provided that Contractor shall not be required to perform any additional services without compensation. Any additional compensation not exceeding ten percent (10%) of the original contract sum must be approved in writing by the Contract Officer. Any greater increase must be approved in writing by the City Manager. 2. COMPENSATION 2.1 Compensation of Contractor. For the Services rendered pursuant to this Agreement, the Contractor shall be compensated and reimbursed only for such services and such amounts as are expressly prescribed in the Proposal, in an amount not to exceed $28,200 (twenty -eight -thousand and two - hundred dollars), not including any optional extension of Software Maintenance and Support as described in subsection 2.1.1. 2.1.1 City Option for Additional Annual Software Maintenance and Support. City shall have the annual option, exercisable in the City's sole discretion, to extend the annual Software Maintenance & Support as described in Exhibit A for the pricing described in Exhibit A (The first year of Software Maintenance & Support is included in the fee charged in Section 2.1 above.) The option is exercisable at any time up to and including the anniversary of the annual Software Maintenance & Support and may be exercised by delivering written or email notice of renewal of the service to Contractor at the address specified in Section 9.1 below. THE MAXIMUM AMOUNT OF CITY'S OBLIGATION UNDER THIS AGREEMENT — FOR THE INITIAL TERM ONLY — IS THE AMOUNT SPECIFIED IN THIS SECTION. IF THE CITY'S MAXIMUM OBLIGATION IS REACHED BEFORE THE 110AA0'7 Z CONTRACTOR'S SERVICES UNDER THIS AGREEMENT ARE COMPLETED, CONTRACTOR WILL NEVERTHELESS COMPLETE THE SERVICES WITHOUT LIABILITY ON THE CITY'S PART FOR FURTHER PAYMENT BEYOND THE MAXIMUM AMOUNT. 2.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall, no later than the first working day of such month, submit to City in the form approved by City's Director of Finance, an invoice for services rendered prior to the date of the invoice. City shall pay Contractor for all expenses stated thereon which are approved by City consistent with this Agreement, no later than the last working day of said month. 2.3 Changes. In the event any change or changes in the work is requested by City, the parties hereto shall execute an addendum to this Agreement, setting forth with particularity all terms of such addendum, including, but not limited to, any additional Contractor's fees. Addenda may be entered into: A. To provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product or work; B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor's profession. 2.4 Payment for Changes. Changes approved pursuant to an Addendum shall be compensated as described in said Addendum. 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. Notwithstanding the foregoing, in no event shall Contractor be liable or responsible for any delays or failures to meet deadlines if such delay or failure was caused by the City. 3.2 Schedule of Performance. All Services rendered pursuant to this Agreement shall be performed within any time periods prescribed in the Statement of Work. 3.3 Force Majeure. The time for performance of Services to be rendered pursuant to this Agreement may be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of a public enemy, acts of the government, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, and unusually severe weather if the Contractor shall within ten (10) days of the commencement of such condition notify 1294497'1 the Contract Officer who shall thereupon ascertain the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if in the Contract Officer's judgment such delay is justified, and the Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. 3.4 Term. Unless earlier terminated in accordance with Sections 7.6 or 7.7 of this Agreement, this Agreement shall continue for one year from the date hereof, unless extended by mutual written agreement of the parties. 4. COORDINATION OF WORK 4.1 Representative of Contractor. The following Principal of the Contractor is hereby designated as being the principal and representative of Contractor authorized to act in its behalf with respect to the Work specified herein and make all decisions in connection therewith: Brian Rempe, President. It is expressly understood that the experience, knowledge, capability and reputation of the foregoing Principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing Principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services hereunder. The foregoing Principal may not be changed by Contractor without the express written approval of City. 4.2 Contract Officer. The City's Contract Officer shall be the Director of Parks and Recreation Services. It shall be the Contractor's responsibility to keep the Contract Officer fully informed of the progress of the performance of the Services and Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the Services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees perform the Services required herein, except as otherwise set forth herein. Contractor shall perform all Services required herein as an independent contractor of City and shall remain at all times as to City a wholly 110AA0'7 Z independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall be solely responsible for compliance with State and Federal Law with respect to the wages, hours, benefits, and working conditions of its employees, including requirement for payroll deductions for taxes. Employees or independent contractors of Contractor are not City employees. 5. INSURANCE / INDEMNIFICATION A. Types of Required Coverages. Contractor shall maintain in full force and effect during the term of this Agreement the following insurance policies: (1) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, with minimum limits of at least $2,000,000 per occurrence, and if written with an aggregate, the aggregate shall be double the per -occurrence limit. (2) Products -Completed Operations: Contractor shall procure and submit to City evidence of insurance for a period of at least three (3) years from the time that all Work under this contract is completed. (3) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Code 1) with minimum limits of $1,000,000 per accident. (4) Professional Liability: Professional Liability insurance with minimum limits of $2,000,000 per claim. Covered Professional Services shall specifically include all Work to be performed under the contract and delete any exclusion that may potentially affect the Work to be performed. (5) Workers' Compensation: Workers' Compensation Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and $1,000,000 per employee for bodily injury by disease. B. Endorsements Insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. (1) The Commercial General Liability Automobile Liability Insurance policies shall contain the following provisions or be endorsed to 1294497'1 provide the following: (a) Additional Insured: The City, its elected officials, officers, employees, volunteers, boards, agents and representatives shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Contract. Additional Insured Endorsements shall not: i. Exclude "Contractual Liability" ii. Restrict coverage to the "Sole" liability of contractor iii. Exclude "Third -Party -Over Action" iv. Contain any other exclusion contrary to the Contract (b) Primary Insurance: This insurance shall be primary and any other insurance whether primary, excess, umbrella or contingent insurance, including deductible, or self-insurance available to the insureds added by endorsement shall be in excess of and shall not contribute with this insurance. (c) The Workers' Compensation policy shall be endorsed to contain a waiver of subrogation stating that the insurer waives all rights of subrogation against the indemnified parties. By approving this Agreement, Contractor also waives all rights of subrogation against the indemnified parties. C. Notice of Cancellation Required insurance policies shall not be cancelled nor the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City, except a minimum of ten (10) days notice to City shall be allowed for non-payment of a premium. It shall not be adequate that an insurer agrees to provide notice in accordance with the policy unless the Contractor demonstrates that the insurance policy ensures the City will be separately provided the required notice of cancellation. D. Evidence of Insurance The Contractor, concurrently with the execution of this Agreement, and as a condition precedent to the effectiveness hereof, shall deliver either certified copies of the required policies, or original certificates and endorsements on forms approved by the City. The certificates and endorsements for each insurance policy shall be issued by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been 170AA0'7 Z renewed or extended shall be filed with the City. If such coverage is cancelled, non - renewed or reduced below the required minimum limits, Contractor shall, as soon as possible, and in any case prior to the effective date of the cancellation, non -renewal or reduction of coverage, file with the City evidence of insurance showing that all required insurance has been reinstated or has been provided through another insurance company or companies and satisfying all requirements of this Agreement. E. Deductible or Self -Insured Retention Any deductible or self-insured retention must be approved in writing by the City and shall protect the indemnified parties in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention. F. Contractual Liability The coverage provided shall apply to the obligations assumed by the Contractor under the indemnity provisions of this contract. G. Failure to Maintain Coverage Contractor agrees to suspend and cease all operations hereunder during such period of time as the required insurance coverage is not in effect and evidence of insurance has not been furnished to the City. The City shall have the right to withhold any payment due Contractor until Contractor has fully complied with the insurance provisions of this Contract. In the event that the Contractor's operations are suspended for failure to maintain required insurance coverage, the Contractor shall not be entitled to an extension of time for completion of the Work because of production lost during suspension. H. Acceptability of Insurers Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law. Any other rating must be approved in writing in accordance with the City. Claims Made Policies If coverage is written on a claims -made basis, the retroactive date on such insurance and all subsequent insurance shall coincide or precede the Effective Date of the initial Contractor's Contract with the City and continuous coverage shall be maintained or an extended reporting period shall be exercised for a period of at least three (3) years from termination or expiration of this Contract. 170AA0'7 Z Upon expiration or termination of coverage of required insurance, Contractor shall procure and submit to City evidence of "tail" coverage or an extended reporting coverage period endorsement for the period of at least three (3) years from the time that all Work under this contract is completed. J. Insurance for Subcontractors Contractor shall be responsible for causing Subcontractors to purchase the same types and limits of insurance in compliance with the terms of this Agreement, including adding the City as an Additional Insured to the Subcontractor's policies. 5.2 Indemnification. The Contractor shall defend, indemnify and hold harmless the City, its officers and employees, from and against any and all actions, suits, proceedings, claims, demands, losses, costs, and expenses, including legal costs and attorneys' fees, for injury to or death of person or persons, for damage to property, including property owned by City, arising from errors and omissions of Contractor, its officers, employees, agents or subcontractors, if any, or arising out of or related to Contractor's performance under this Agreement, except for such loss as may be caused by City's sole negligence. The Contractor shall also defend, indemnify and hold the City harmless from any claims or liability for City health and welfare, retirement benefits, or any other benefits of part-time or fulltime City employment sought by Contractor's officers, employees, or independent contractors, whether legal action, administrative proceeding or pursuant to State statue. 6. RECORDS AND REPORTS 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. 6.2 Records. Contractor shall keep such books and records as shall be necessary to properly perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit and make records and transcripts from such records. 6.3 Ownership of Documents. All drawings, specifications, reports, records, documents and other materials ("Records") prepared by Contractor in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, except any Records which are required by a standard rule of professional conduct applicable to the Contractor's profession to be kept confidential from the City shall remain owned and in the possession of Contractor. Notwithstanding the foregoing, 1294497'3 any Records created or acquired by Contractor prior to entering into this Agreement shall remain the property of Contractor. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the Records hereunder. Contractor may retain copies of such Records for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. 6.4 Release of Documents. All drawings, specifications, reports, records, documents and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 7. ENFORCEMENT OF AGREEMENT 7.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Orange, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 7.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party cures any default within ninety (90) days after service of the notice, or if the cure of the default is commenced within thirty (30) days after service of said notice and is cured within a reasonable time after commencement; provided that if the default is an immediate danger to the health, safety and general welfare, the City may take immediate action under Section 7.6 of this Agreement. Compliance with the provisions of this Section shall be a condition precedent to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured. 7.3 Waiver. No delay or omission in the exercise of any right or remedy of a non -defaulting party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Contractor. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at 110AA0'7 Z the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.5 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment or any other remedy consistent with the purposes of this Agreement. 7.6 Termination Prior to Expiration of Term. The City reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days written notice to Contractor, except that where termination is due to the fault of the Contractor and constitutes an immediate danger to health, safety and general welfare, the period of notice shall be such shorter time as the City's Contract Manager in his or her sole discretion determines is appropriate. Upon receipt of the notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all services rendered prior to receipt of the notice of termination and for any services authorized by the Contract Officer thereafter. 7.7 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, City may take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated, provided that the City shall use reasonable efforts to mitigate damages, and City may withhold any payments to the Contractor for the purpose of set-off or partial payment of the amounts owed to City. 8. CITY OFFICERS AND EMPLOYEES; NON-DISCRIMINATION 8.1 Non -Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor -in - interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination or segregation in the performance of or in connection with this Agreement regarding any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry. Contractor shall take affirmative action to insure that applicants and employees are treated without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry. 110AA0'7 Z 9. MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre -paid, first-class mail to the address set forth below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this Section. To City: To Contractor: CITY OF TUSTIN Civic Plus 300 Centennial Way 302 South 4t" Street, Suite 500 Tustin, California 92780 Manhattan, Kansas 66502 Attention: Director, Parks and Attention: Contract Manager Recreation Services Email: contracts(a)-civicplus.com Email: DWilsont@tustinca.org 9.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and cannot be amended or modified except by written agreement. 9.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 9.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the parties hereunder. 9.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. Dated: 1294497'1 "City" CITY OF TUSTIN, a municipal corporation APPROVED AS TO FORM: David E. Kendig City Attorney Dated: 1294497'1 Elwyn Murray Mayor "Contractor" CIVICPLUS, a Kansas Corporation Tim Grant Its Director of Sales Exhibit A Statement of Work 1294497.3 Exhibit A.1 - CivicRec SOW for Tustin, CA Page 1 of 3 CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext. 291 • Support Ext. 307 • Fax 785-587-8951 V. PD 06.01.2015-0048 Exhibit A.1 - CivicRec Statement of Work All Quotes are in US Dollars and Valid for 30 Days from October 2, 2017 Project Implementation and Deployment • Setup of CivicRec Recreation Management Software • Project management • System integration/data migration • Merchant account set-up, if desired • 2 days onsite training for up to 12 Client staff members • 8 hours web-based training for up to 6 Client staff members • First Year Annual Services $28,200 Total First Year Fees $28,200 Second Year and Beyond Annual Services Fees (Includes Subscription, Support and Maintenance) Billed 12 months from SOW signing, subject to 5% increase in the 3rd year of service $15,000 1. Performance and payment under this SOW shall be subject to the terms & conditions of the Agreement by and between Client and CivicPlus, to which this Statement of Work (SOW ) is hereby attached. 2. This SOW shall remain in effect for an initial term of one year (12 months) from signing. In the event that neither party gives 60 days’ notice to terminate prior to the end of the initial or any subsequent renewal term, this Agreement will automatically renew for an additional 1-year Renewal Term. 3. The Total First Year Fees shall be invoiced as follows: a. Upon signing of this SOW – one half of the Total First Year Fees; b. The earlier of 6 months from signing or upon completed implementation of the CivicRec Recreation Management Software – the remaining half of the Total First Year Fees. 4. Renewal Term Annual Services Fees shall be invoiced on the date of signature of relevant calendar years beginning with the second year of service. Annual services, including but not limited to hosting, support and maintenance services, shall be subject to a 5% annual increase beginning in Year 3 of service. 5. All amounts owed to CivicPlus hereunder are fully-earned upon provision of the Services Provided or other charged amounts hereunder, are not subject to withholding or off-set in any manner whatsoever, and are non-refundable upon payment subject only to a clear demonstration of an accounting error. Client expressly acknowledges and agrees that Client is familiar with the proposed Services Provided and CivicPlus’ billing proce ss. 6. If CivicPlus provides the merchant account for the collection of registration and other credit card monies on behalf of Client, it shall charge a per transaction processing fees (“Merchant Processing Fee”) as provided herein. Merchant Processing Fees will be calculated using a “Processing Rate” which is a percentage of each positive Charge that is captured through the system. No Processing Rate fees are credited back in the event of a refund or credit. In addition to the Processing Rate, an additional Transaction Fee will be assessed which is a fixed amount per transaction. This Transaction Fee will also only apply to positive Charges and will not apply to Refunds or Voids. Unless otherwise specified, all fees due and payable to CivicPlus will be ded ucted from the funds collected in the merchant account prior to disbursement. Unless otherwise arranged, disbursements will occur either monthly (on or about the 1st of the next month) or semi-monthly (on or about the 1st as well as the 16th of each month). i. Standard Merchant Processing Rates are as follows: Processing Rate - 3% per “charge” transaction Transaction Fee - $.30 per transaction ii. There are no monthly minimum fees for merchant processing. Client simply pays for what it uses. Exhibit A.1 - CivicRec SOW for Tustin, CA Page 2 of 3 CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext. 291 • Support Ext. 307 • Fax 785-587-8951 V. PD 06.01.2015-0048 iii. CivicPlus reserves the right, at any time, to adjust the merchant processing rate or transaction fee to more accurately reflect the amount and type of credit card transactions being processed. CivicPlus will give 30 days' notice upon such change. iv. In addition to the Merchant Fees, Client will also be responsible for extraordinary processing fees assessed by CivicPlus’ merchant account beyond normal transaction fees. The most typical extraordinary fee would involve a payer reversing a charge on a credit card statement. In such case, CivicPlus shall invoice Client the first week of each month for any such fees in excess of the funds collected in the Client merchant account incurred during the prior month’s processing. In any event, Client shall only be responsible for payment to CivicPlus of actual, additional fees charged to CivicPlus by the merchant as discussed under this subsection . Acceptance We, the undersigned, agreeing to the conditions specified in this document, understand and authorize the provision of services outlined in this Agreement. Client CivicPlus By: By: Name: Name: Title: Title: Date: Date: Exhibit A.1 - CivicRec SOW for Tustin, CA Page 3 of 3 CivicPlus • 302 S. 4th Street, Suite 500 • Manhattan, KS 66502 • www.CivicPlus.com Toll Free 888-228-2233 • Accounting Ext. 291 • Support Ext. 307 • Fax 785-587-8951 V. PD 06.01.2015-0048 Addendum 1 to Exhibit A.2 – Services Provided Services provided by CivicPlus to the Client under this agreement include the following: ● Access – CivicPlus hereby grants a nonexclusive license during the term of the Agreement for the Client and patrons of the Client recreational programming to access, use and display CivicPlus’ online registration service (the “Port al”). Excluding occasional maintenance, the Software shall be available 24 hours per day, seven days per week with a guaranteed uptime of 99%. The Portal is accessible via the public Internet from any PC with an Internet connection. There is no limit to the number of organization users and participants that can enroll using the Portal. ● Online Registration – The CivicPlus registration engine through which the Portal is accessed can be integrated with Client’s website. CivicPlus will format a registration page to match the colors and theme of the rest of Client’s website. Client would then display a link on its own page that would seamlessly redirect the user to a secure page on the CivicPlus server. ● Documentation - All CivicPlus startup and user’s guides are maintained electronically in the system and can be accessed through the “Help Center” from within CivicPlus. CivicPlus does not provide paper copies of its guides and help files. ● Data Backups – CivicPlus currently performs backups daily of all of its data (6:00 AM). In case of emergency, CivicPlus may restore data to the point of the previous backup. ● Enhancements – New features will be added to CivicPlus throughout the term of this Agreement. Client will have full access to all of these new features without additional charge. Client is also encouraged to submit change requests as they see opportunities for improvement. CivicPlus will attempt to implement any and all changes that improve the value of CivicPlus to all of our Clients at no charge. Thereaft er, Client will be charged a development fee at a $100 hourly rate for custom requests. All work will be estimated and agreed upon in writing by the parties hereto prior to work start. ● Client Support – CivicPlus shall provide an online utility for problem reports and change requests. Client may also reach CivicPlus by phone at 1-800-335-1863 between the hours of 7:00 AM and 7:00 PM Central Standard Time, Monday through Friday and excluding national holidays. E-mail support is also available at support@CivicPlus.com. Non-emergency after-hours support may be subject to additional fees. Emergencies will be handled as soon as possible. Enhancement requests will be queued based on priority and implemented on a schedule. CivicPlus shall have sole and absolute discretion as to whether support requests exceed reasonable use or exceed the scope of services outlined in this Agreement. ● Data – In the event Client no longer wishes to use CivicPlus, CivicPlus will export Client data based on a requested format (in most cases). If the data exporting request is initiated by Client, development will be charged at a $100 hourly rate. All work will be estimated and agreed upon in writing by the parties hereto prior to work start. Exhibit B Proposal 1294497.3 Tustin, California Registration and Facility Reservation Software YiM JY -- '•A6 CS. V\' .1 R:'lll;�yi rte. CIVICREC Recreation Management Software Presented by: Will Spicer Regional Sales Manager CR CIVIk,;PLUS9 e Integrated Technology Platform for Local Government 302 South 4th Street, Suite 500 Manhattan, Kansas 66502 888-228-2233 1 www.civicplus.com May 1, 2017 Christine Zepeda, Recreation Supervisor Parks and Recreation Services Department City of Tustin 300 Centennial Way Tustin, California 92780 RE: Recreation and Facility Reservation Software Dear Ms. Zepeda and Selection Committee: 302 South 4th Street, Suite 500 Manhattan, Kansas 66502 C;) 888-228-2233 How do you meet citizens' expectations of instant access to information with outdated technology and limited resources? As your partner, CivicPlus can help. Our company is passionate about our mission to help make local government better. We know we aren't just providing software; we are helping build a trusted and long-term relationship between you and your citizens through our innovative technology. Collaborating with you throughout the process ensures we deliver the solution that is right for Tustin. We know that every community is unique, and recreation departments have different services and goals. We tailor our solutions to meet your specific needs. With CivicPlus as your partner, you'll receive: ■ Unlimited user licenses ■ Access to all CivicRec modules ■ Ongoing software updates ■ 24/7/365 support with secure hosting By implementing the CivicRec Recreation Management System (RMS), your staff will have an easy-to-use suite of cloud -based tools that will simplify the way your department works while creating an engaging experience for your citizens. A Tustin Parks and Recreation Services Department and CivicPlus partnership will save you time and money with a solution for your community to find what they need, when they need it. Sincerely, /0 � f �(� �� Table of Contents 1 1.0 EXECUTIVE SUMMARY 2 2.0 SCOPE OF SERVICES 3 3.0 COMPANY BACKGROUND 6 4.0 TEAM ORGANIZATION $ 5.0 PROPOSED APPLICATION SOFTWARE AND COMPUTING ENVIRONMENT 14 6.0 THIRD -PARTY PRODUCTS 15 7.0 IMPLEMENTATION PLAN AND APPROACH 18 8.0 TRAINING AND USER ONBOARDING 19 9.0 MAINTENANCE AND SUPPORT PROGRAMS 20 10.0 RESPONSES TO FUNCTIONAL/ TECHNICAL REQUIREMENTS 47 11.0 CLIENT REFERENCES 52 12.0 STATEMENT OF QUALIFICATIONS 53 13.0 SCHEDULE OF HOURLY RATES AND FEES 63 14.0 EXCEPTIONS 64 15.0 SAMPLE VENDOR DELIVERABLES CivicRec is a hosted, web -based application specifically designed to meet the needs of recreation and park districts and municipal recreation departments. Our system is a Software as a Service (SaaS) solution that is ready to go off-the-shelf. With CivicRec, Tustin will receive: ■ A fully mature product; it is not a "framework" or "toolkit" or "vaporware". ■ A solution is specifically developed for parks and recreation. CivicRec is not a product that has been adapted from some other industry. ■ A product that consistently stays at the forefront of design, usability, and capability. Please compare the CivicRec solution to other products out there so you get a sense of not only what it does, but also how it feels. ■ An implementation plan that meets your business requirements. ...................................................................................................................................................... ■ A voice in product enhancements. In order to keep our products fresh, CivicRec encourages our clients to submit product enhancement requests through an online ticket tracking system. ...................................................................................................................................................... ■ A complete system with no user licenses to purchase or update. There is no limit to concurrent users. ■ All modules within the CivicRec RMS at no additional cost. ...................................................................................................................................................... ■ All software updates (product enhancements) atno additional cost. You will always have brand new software! ...................................................................................................................................................... We would like to offer Tustin the opportunity to access a CivicRec sandbox environment so the City can experience the product during the software evaluation process. The sandbox will mirror the production environment and will include all CivicRec capabilities. It's important that the City understand exactly what you're getting prior to signing up. We can also offer the assistance of a CivicRec Solution Consultant during this period to ensure you are getting the most out of the sandbox. Tustin is seeking a recreation management software that seamlessly and easily updates the current system with a more robust and out-of-the-box solution. It's important that the new RMS is easy for the City's staff to use and update without the need for technical assistance for many of the daily processes. Not only should the RMS be easy for staff to navigate, it must be equally accessible and effortless for Tustin's patrons to use. With CivicRec's straightforward interface and integrated modules, Tustin will be able to more effectively engage its patrons with all it has to offer. We propose the following software capabilities to Tustin, including, but not limited to the following: ■ League Management ■ Facility Reservations (Rentals and Internal Boc ■ Membership Management ■ Account Management ■ Point of Sale / Inventory Management ■ Activity Registration ■ Mobile Public and Staff Experience ■ General Admission Ticketing ■ Financial Accounting / Reporting ■ Mail / SMS Blasts Surveys In addition to an easy-to-use RMS, Tustin will receive excellent customer support and maintenance throughout the duration of the contract. Multiple product enhancements are released every year to continually develop and improve the product as a top priority. We want both our customers, and our customers' customers (the public), to experience a product that feels clean, is powerful, is actively managed, and is well -supported. VA CivicPlus' focus to help local governments work better and engage their citizens through their web environment began as Icon Enterprises in 1994 in Manhattan, Kansas by the Owner, Ward Morgan. Icon Enterprises became a Kansas Corporation in 1998. In 2016, the company changed its name to CivicPlus, Inc. We are still headquartered in this vibrant university town where our team of over 200 professionals develop and deliver superior web technology, human resources efficiency and emergency mass notification solutions for our clients. • n1�d� _ .. .. Mi l �Co CivicPlus Communities CivicRec, a CivicPlus company, has 10+ years of experience and is designed specifically to meet the needs of municipal parks and recreation departments. CivicRec strives to provide recreation departments and their customers (the public) with a modern, intuitive interface that is powerful, well-managed, and actively supported. Our parks and recreation software has been implemented using hundreds of best practice product suggestions from numerous districts and departments from across the country. Ultimately, CivicPlus is a company that's about amazing people doing amazing things. CivicPlus continues to implement new technologies and services to maintain the highest standards of excellence and efficiency for our clients, their 55,000+ internal users and the 60 million online visitors (and counting!). XI= L M go. iffill 2017 5 -time Inc. 5000 Honoree www.govtech.com/100 User Groups / Meetings We recently had our first users group meeting in Southern California. The Southern California meeting was organized and conducted by users independently from CivicRec. Financial Stability CivicPlus is a privately held firm and does not publish financial statements or annual reports. We will be more than happy to provide additional financial documents, including internal financial statements, at the appropriate time. As a private company, such information, if released to our competitors, would be detrimental to our firm and will therefore only be provided on the understanding that it would be treated as confidential and not disclosed beyond the City. Thank you for your understanding. tv taateBank 010EST i°K$9BACE 1785.587.4000 December 13. 2016 GivicPlus Inc. 302 S. 411 Street, STE 500 Manhattan. KS 66502 Re: CivlcPlus To Whom It May Concern Kansas State Bank of Manhattan is pleased to provide a Bank, "Letter of Recommendation" for our valued customers, CivicPlus, Inc. In addition to deposit accounts, we currently extend credit facilities to CivicPlus. Inc. aggregating in the low -seven proportions. All deposit and credit facilities have been handled in a very satisfactory manner. The company's reported financial position is sound and supportive of current and "future" credit extensions. We enjoy a strong working relationship with Civic Plus. Inc. and are pleased to call them a valued customer. If you have any questions or require additional information, (with Civic Plus Inc. approval), please do not hesitate to contact us. Sincerely, Lowell L. Kohlmeier Executive Vice President LLKlamd 11 Public Sector Customer Installs CP CivicPIus understands that Tustin is requesting a list of "live" public sector customer installs. Asa privately held firm, providing a complete listing of all customer installs could be detrimental to our business. However, we have included a list of our CivicRec partners located in California in lieu of this requirement. Please note that not all parties listed have agreed to be contacted for reference, but Tustin may be able to explore partner sites to see how CivicRec products are utilized from municipality to municipality. ■ Big Bear Valley Recreation and Park District, Big Bear ■ Del Norte County Recreation, Crescent City Lake ■ Easton Archery Center of Excellence, Chula Vista ■ City of Alhambra - Community Services Department ■ Easton Van Nuys Archery Center, Van Nuys ■ City of Anaheim ■ City of Arcadia ■ City of Beverly Hills ■ City of Cyprus ■ City of Kerman Recreation & Community Services ■ City of La Mirada Community Services ■ City of Laguna Beach ■ City of Lake Elsinore ■ City of Martinez ■ City of Ontario Recreation & Community Services ■ City of Pittsburg ■ City of Porterville Parks & Leisure Services ■ City of Santa Clarita ■ City of Temecula ■ Crafton Hills College, Yucaipa Client Endorsements ■ Elings Park, Santa Barbara ■ Joshua Tree Recreation and Park District ■ Kensington Community Council ■ LA Mavericks, Agoura Hills ■ Monterey Peninsula Regional Park District, Monterey ■ Mountain House Community Services District ■ Rim of The World Recreation and Park District, Rimforest ■ Sacramento County Regional Parks ■ Tehachapi Valley Recreation and Park District ■ Town of Moraga ■ Tuolumne County Recreation Department, Sonora ■ Union City ■ Valley Wide Recreation & Park District, San Jacinto ■ Wasco Recreation and Parks District "I never anticipated the level of success we experienced yesterday with Kirklandparks.net with the new operating system [CivicRec]. We processed 3,746 enrollments, an increase of 903, 32% more than 2016 first day registration." — Linda M., Recreation Manager, City of Kirkland "It's clear to us that [CivicRec] has always been willing to listen to the recreation professionals that they work with. It's that type of collaboration that has allowed us both to grow. [CivicRec] has always been willing to listen to our needs and understand the features and functionality that we need." — Neely M., Administrative/Programs Assistant, Cherokee Recreation & Parks Agency "[CivicRec] is the perfect software to use in a recreational setting. You are able to make reservations, register for classes, organize leagues and camp programs. They have reports for anything we have ever needed and the staff is always ready and willing to help when you need it. They consistently update the program to run efficiently and offer additional features. It is extremely user friendly. Anyone can use it! We have had this software for a little over 6 years now and are always recommending it to others. Best decision we ever made!" — Michelle B., Recreation Coordinator, Acworth Parks, Recreation and Community Resource Department I: CivicPlus' project development approach has been proven successful in the launching of over 2,500 government -related web solutions. As a part of that successful process, your individual, dedicated project manager and team members will be determined just prior to Kick-off, so we can be sure they will be available to begin your project immediately and work directly with you throughout the entire process. This process helps ensure we deliver the attention and effort you need and deserve to create a solution that achieves your vision of success. Landon Schenck — General Manager of CivicRec Landon has over 20 years of software development experience, including developing the CivicRec software from the ground up. Landon manages CivicRec product strategy and overall vision for CivicRec and also continues to personally engage with larger customers during their implementation process. Education BBA Management Information Systems Resume Software Developer General Manager of Recreation Software 15+ Years of Experience IT Consulting Product Design & Development Custom Software Development Adam Block — Manager of Project Administration Adam leads our project management team. This team oversees inter -departmental and client interactions assuring that your project will be developed in a timely manner by professional experts. Education BS Business Administration Management Economics Resume Lead Project Manager Financial Services 15+ Years of Experience Project Management Business Management Team Building Customer Service Jim Steffensmeier — Manager of Training and Consulting From consulting services to data migration to technical specifications, our training and consulting department will assist you in understanding your new recreation management software and obtaining the skills you need to use it. He will coordinate his team of professionals to deliver the consulting and training services you need to achieve success. Education Resume 10+ Years of Experience MA in Education/Adult Training Customer Service Education & Training Consulting Best Practices & Website BS in Psychology Optimization AA in Business US Army Veteran Management CN Sumre Amerin — Manager of Account Management Upon Go Live, Sumre will assign an account manager to your project. Your dedicated account manager stays current on new CivicPlus products and will continue to optimize your solution. This specialized team member will provide you with information on how to better engage your citizens utilizing the tools that CivicPlus has put into place. Education Resume 5+ Years of Experience BS Business Lead Project Manager Project Management Administration Financial Services Business Management Management Team Building Economics Customer Service Constance Huseth — Manager of Client Support Constance leads our team of expert Client Support Specialists. All of our support specialists have technology and client support experience to assist you with all of your questions regarding the CivicRec Recreation Management Software. Education Resume 5+ Years of Experience BA English, Technical Support Technical Support Communication Specialist Business Management Documentation & Team Building Communications Manager Customer Service Required Questions MODULAR INTEGRATION All CivicRec modules previously detailed are included in the CivicRec RMS. We believe we have an all- encompassing solution to meet the needs of Tustin, so no third -party applications will be required. As a cloud based, fully -hosted solution, all of CivicRec's processes are handled in real-time. The City may also choose to utilize both real-time and batch reporting processes as needed. TECHNOLOGY ARCHITECTURE CivicRec is cloud based. There are no technical architecture requirements for the City. We use a custom developed coding framework and adhere to all industry best practice coding standards. HARDWARE ENVIRONMENT As a hosted solution, the City will not bear the responsibility of maintaining the server side hardware in support of the application. Because CivicRec is cloud -based, all the City needs to operate the software is a reasonably modern PC, tablet, or smartphone and an internet connection. We recommend running it on a high-speed internet connection. HOSTED SOLUTIONS Our default environment is shared, but we offer dedicated options also. Data is segregated logically in our shared environment. Data segregation and security is built into our development framework to ensure proper access and control of data. We also offer single -tenant for our larger clients that have a need for dedicated hardware. Single tenant involves more up front and recurring costs to run and manage the appropriate hardware. We do not have a dedicated Service Level Agreement for our CivicRec solution. However, excluding occasional maintenance, the CivicRec software shall be available 24 hours per day, seven days per week with a guaranteed uptime of 99%. NETWORK ENVIRONMENT CivicRec is a browser -based application with customizable user interfaces for both local and remote users with internet access, including those with slower internet speeds, and is compatible with current versions of IE, Chrome, Mozilla and Safari browsers. OPERATING SYSTEM CivicRec, as a web -based system, can be used on any operating system. DATABASE PLATFORM Cp CivicRec is Linux -based. However, as a hosted solution, the City will not bear the responsibility of maintaining the server side hardware in support of the application. Full backups are taken weekly and differential backups are taken hourly. A "slave" database is also maintained for near real-time sync'ing. SOFTWARE VERSION CivicRec is currently on version 3.0 of its software. Approximately 98% of CivicRec customers are utilizing version 3.0 of the CivicRec software. The remaining 2% are on version 2.0 and plan on transitioning to version 3.0 later this year. ONLINE & MOBILE When users register through CivicRec, they get the same great experience on their phone/tablet that they're used to experiencing on their desktops. The mobile experience supports all the same waivers, prompts, discounts, and add-ons that the desktop version does. We always try to adhere to industry standards to ensure access by all customer populations. In addition, utilize social network integration and QR Code support to enhance your user experience. CivicRec uses responsive design to ensure that the mobile site is tailored perfectly to any size screen through a mobile internet browser. CivicRec supports the current and prior releases of IE/Edge, Chrome, Firefox, and Safari. RELIANCE ON BEST BUSINESS PRACTICES Having provided hosted software for over a decade now, CivicRec has stringent policies in place to ensure the safety and security of our client's data, including any data the City would use within the software. Most of these policies are driven by PCI and insurance requirements, as well as industry best practices. COMPETITIVE ADVANTAGE CivicRec is a fully mature product; it is not a'framework' or 'toolkit' or 'vaporware'. We do not believe that any of our competitors can match the nimble, modern, and affordable solution that is CivicRec. Review sites like Capterra.com are a good testament to this. WORKFLOW CAPABILITIES A workflow management tool is on our product roadmap and will be available to the City at no additional cost once approved for use. ADMINISTRATION / DEVELOPMENT TOOLSETS Within the CivicRec software, the City will have the ability to customize fields for each module (Facilities, Activities, Reports, etc.) to fit the City's needs. Our system has pre -built API's for integration with other systems. CREDIT CARD PROCESSING CivicRec has multiple credit card processing options. CivicRec can serve as the merchant of record for credit card processing. A Percentage + Transaction Fee applies of 3% + $.30 per transaction. Alternatively, we can integrate with other merchant providers if a client desires to use its own merchant account. We also can provide a reference to our well -integrated processing partners if a client desires to use a different merchant provider, but needs to shop for a new one. a SECURITY C;) CivicRec utilizes industry standards, insurance requirements, and PCI requirements to ensure that CivicRec is only accessed in the manner it's intended to be accessed and by people who are authorized to do so. Methods include: ■ Physical security at our Tier III data centers (Codero, Te IX, and Rackspace) ■ Server firewalls ■ Anti-virus scanning ■ IP logging and filtering ■ Application security monitoring All data centers provide a network operation center with 24/7/365 monitoring of the data center environment, system availability, and performance. The data centers are SSAE 16 compliant. For User Security, CivicRec will assist the City in configuring user levels and assigning users to those groups. Thousands of permissions can then be configured on a group by group basis. Most permissions apply on individual pages, but some also apply to specific functions within a page (buttons, fields, etc.). CivicRec will guide you through this process as part of Training & Implementation. UPGRADE TOOLS CivicRec currently utilizes a monthly release schedule. You can expect to receive an average of one new feature per month. We also try to release a new major module quarterly. If bugs are identified, those are "hotfixed" into production and do not await our standard release dates. Any customizations that the City may have should not be negatively affected by any upgrade or release issued. If there is an issue, CivicRec staff will work quickly to correct any issues. CivicRec is an SaaS solution and all customers are on the same code base with clients currently in two different versions (98% in version 3.0 and 2% in version 2.0) of the software. Product enhancements are provided on an ongoing basis to our clients at no additional charge. Many, if not most, of these enhancements originated from a customer enhancement request that was applied to the base product and made available to all CivicRec customers. System changes are communicated via our website (users will see a notice upon login). For major changes that may require additional staff training (e.g., a brand new module is being released), we will notify Tustin in advance and schedule the rollout with you as appropriate. We base our roadmap on requests from our customers as well as on our own internal product goals. We maintain a roadmap request system that allows for customers to request changes and to up/down vote ideas that are under consideration. IL REPORTING AND ANALYSIS TOOLS C� CivicRec has a very powerful reporting engine. There are dozens of standard reports in CivicRec. However, staff can basically take any report and customize it to their liking. Filters can be added and/or removed. Fields can be added and/or removed. Reports can be sorted, saved, emailed, exported, or scheduled for regular delivery to any email address. CivicRec will gladly take any reasonable reporting request from a client and ensure that it is made available as requested. Over 100 canned reports, including: Activity: Activities by Facility, Waiting List Report, Survey Response Summary by Activity, Sign -In Sheets, Activity Participation Report, and Catalog Export; Membership: Membership Report, Auto -Renewal Membership Report, Membership Scans, and Membership Status Summary; Inventory: Inventory Log Summary, and Item Inventory Status by Location; Survey Response Summary by Facility, Locations Report, Facility Reservations by Facility, Facility Reservations by Date; and many more! ■ Completely customizable filters and report fields ■ Export to Excel ■ Quick email capabilities for displayed reports ■ Custom report saving for future use ■ Scheduled reports for email delivery to any email address at any time The Reporting and Analysis tools have the same security features as the rest of the modules, with the ability to set up user groups and permissions. ONGOING INTERNAL FUNCTIONAL AND TECHNICAL SUPPORT CivicRec is completely vendor hosted and CivicRec staff will be there to assist with any post -implementation questions and issues. The City will have no obligation for server side maintenance, backups, patches, releases, etc. Standard, live support is offered 7 a.m. — 7 p.m. EST. Emergency support is offered 24/7. CivicRec RMS CivicRec understands Tustin is seeking a fully hosted RMS to provide your staff and customers with the greatest service in the industry. The City wants to provide its citizens with excellent customer service both in person and online with the use of an easy-to-use RMS. We will provide you with an integrated, web -based and hosted application recreation management system that is comprehensive, efficient, and modern. In addition, CivicRec is fully scalable to allow for future growth and is easily deployed to all functional areas of the City. Modules FACILITY RESERVATIONS (ONLINE AND IN-HOUSE) All facility functions in CivicRec are completely integrated. Generate and email complex permits, schedule programs, take in-house and online reservations, and schedule leagues and meetings - all without fear of double bookings! Grid views and map based bookings also make campsite reservations a breeze. ■ A master calendar gives client staff a quick and easy way to view facility availability ■ Reservations for scheduled activities such as head-to-head league games ■ Rentals or admin reservations ��_ �►', ■ Waivers, prompts, and forms ■ Recurring bookings ■ Quickly adjust rentals ■ Easy refundable deposit tracking ACTIVITY REGISTRATION (ONLINE AND IN-HOUSE) Your staff can quickly create programs, indicate flexible pricing, attach waivers and prompts, and assign instructors with the Activity Registration module. Easily take registrations in-house or allow your public to register on the device of their choice, including mobile. Our software utilizes load balanced servers and can be scaled to accommodate any volume. ■ Register multiple household members at once ■ Merchant account integration ■ Branded receipts ■ Receipts and permits emailed after checkout ■ Pay balances online ■ In-house Staff (with permissions) can alter fees, pro -rate, and leave balances MEMBERSHIP MANAGEMENT ■ In-house payments can be spread across multiple payment types ■ Resident/non-resident determination ■ Registrations accepted securely through the web ■ Online registration page styled to match department website ■ Social networking integration Customer Management in CivicRec is particularly easy. Associate photos and avatars with users for use on membership cards and system profiles. Staff can see a history of all of the account's transactions. Leave credit/debit cards on file for future and recurring payments. Perform other functions like sending invoices, merging accounts, and more. Easil sell membershi s and unch cards take hotos of members Y p p I p , print cards or associate barcode key tags, and check people into a facility. CivicRec will even help you auto -bill your members to ensure everyone stays paid and current. 12 POINT OF SALE CivicRec's Point -of -Sale screen makes it easy for staff to quickly sell merchandise, enroll participants, and reserve facilities — all in the same cart! It even plugs right in with your cash drawers, barcode readers, receipt printers, and credit card readers. Integrated inventory control will tell you how many of each item are available at each of your locations. ■ Manage product categories ■ Flexible pricing ■ Touch screen friendly ■ Cash drawer and receipt printer interface ■ Inventory management LEAGUE MANAGEMENT ■ Single checkout experience with program registrations and facility rentals ■ Multi-level tax support ■ Tax can be included in the price or tacked onto total Athletics staff can easily create leagues, draft players, assess skills, and generate schedules. Public facing "Scores and Schedules" pages can be linked to directly from your website so that your public always has up to date information about their leagues. We are continuing to evolve these tools including an exciting "Parent/ Player Portal" that will make it even easier for participants to follow their leagues. ■ Team or individual signup ■ Assessments ■ Auto -scheduling with drag -and -drop adjustments TICKETING ■ Drag -and -drop drafting ■ Enter in game results ■ Schedules, scores, and standings available by link from your website Easily generate tickets for events either through our desktop or our mobile experience Public users receive additional pages, along with their receipt, that contain their tickets. Those tickets can then be printed and scanned into our mobile check-in or desktop check-in screens. Public users may also prefer to simply show the ticket code on their phone display instead of printing. Additional Functionality SURVEYS Participants will automatically receive post -program surveys requesting feedback on your programs, organization, instructors, and processes. This information is captured and is presented back to staff to assist in determining how well your programming is being received. EMAIL / SMS BLASTS There are several links within CivicRec that allow for mail blasts. Many of our reports and roster views allow for mass mailings with just the click of a button. The People Finder report is a particularly handy report that allows for mailings based on several different filters. SMS messaging has recently been introduced to facilitate those particularly time -sensitive notifications like cancellations. 13 CivicPlus can provide all of the services required and will not use any third -party products for the development, installation and ongoing services for Tustin, with the exception of document uploads. For document upload of sensitive Protected Health Information (PHI) and Personally Identifying Information (PII), we are looking at integrations with services like Dropbox and Google Drive for document storage. However, we are currently in the concept phase with an ongoing client of a solution that may negate the need to use third -party sources like Google Drive and Dropbox. If such solution is successful and CivicRec implements this feature, the City will have access to use this updated solution. Ill Schedule Provided is an illustrative development timeline for Tustin. Our average implementation timeframe is 12 weeks. If the City has implementation, training, or integration needs that require a longer timeframe, we're happy to adjust accordingly. No two customers have the exact same schedule. Factors like "all -in" versus a "scaled rollout" approach, as well as the City's own scheduling needs, will factor into the final implementation schedule. SAMPLE PROJECT SCHEDULE: 12 WEEKS 2 4 6 8 10 11 12 Project Initiation; Kick-off Interface/Data Requirements Gathering Module Configuration/Basic Account Setup Integration Development End User Training System Testing/Issue Resolution Go Live CivicRec can begin Project Initiation as desired by the City in November/December 2017 with Go Live ready by April 2018. The start date is driven by your preference, and we can add specific dates to our 12 -week project plan once you confirm a start date. A CivicRec implementation is not complicated with our comprehensive base products. We can accommodate more advanced customization requests, but such requests may extend your implementation schedule. TRANSITION TO PRODUCTION During the 12 -week implementation period, Tustin and CivicRec will work together to import and/or configure production data, develop and test integration to third party systems, and complete system training with your lead and frontline staff. The City will also have begun your marketing promotion for the new site and online registration. During Week 12, CivicRec will complete a final data import (if required) and the City will ensure the site is fully configured and ready for launch. Once you have indicated a Go for launch, you will place a new link on your site which will redirect your customers to CivicRec. During this time, CivicRec is available to be on site with you or can be available remotely for immediate assistance should the City desire. 15 Project Approach CP To ensure your project receives the attention and dedication it deserves, a Project Manager will be assigned to Tustin prior to Go Live. Your Project Manager will ensure that milestones are met, status calls are conducted, issues/considerations are addressed, and that you have a painless startup process. The Project Manager utilizes phase checklists as well as a detailed Project Plans to facilitate project activities and track milestones. The Project Plan will outline the type of activity, the purpose of the activity, the resources required for the activity, and any associated documents specific to the activity. Your Project Manager will be available to you via phone and email during normal business hours. We believe this contact is sufficient to meet the City's needs. If you need on-site assistance from your Project Manager, additional fees will be assumed. A Solution Consultant will also be available to work with the City on implementation activities. The Solution Consultant is available to offer guidance and best practice solutions to the City. Our Solution Consultants) have years of experience and have assisted hundreds of clients in configuring their systems. They are often able to share tips and advice on how to make CivicRec work better for the City and for its public. EXAMPLE PROJECT PLAN The following Project Plan for the Kick-off Phase is provided as a sample. We will be able to disclose a complete and more detailed project plan upon selection as a finalist. ACTIVITY PURPOSE RESOURCES DOCUMENTS Task Communicate tasks necessary in preparation CivicRec PM CivicRec: Kick-off for Kick-off Checklist Meeting/Call ■ Introduce Project Teams & Define Roles CivicRec PM ■ Review Statement of Work Client PM Meeting/Call ■ Review Draft Project Timeline CivicRec PM CivicRec: Project Plan ■ Establish Onsite Training Dates Client PM DATA MIGRATION Upon request, CivicRec can convert content from your current database, including accounts with credits, accounts with balances, future bookings, and active memberships. We have a number of custom developed scripts and libraries that we leverage for data imports. The amount of effort is dependent upon the type of data (e.g., user data imports are typically straightforward, yet historical transactions are often time consuming to import). After a more detailed discussion with the City, we can recommend options for extracting and saving data from your current database. INTEGRATION DEVELOPMENT There are several integration capabilities that Tustin may choose to leverage: ■ CivicRec can provide integration to your selected payment gateway (for credit card processing). Additionally, we can also produce a GL extract compatible with your financial system. We have interfaced with a number of different systems and are confident that we can produce a file compatible with yours. ■ Finally, you may opt to have CivicRec integrate with its GIS system for purposes of local resident determination. 00M TESTING CivicRec utilizes rigorous unit testing in the development of all new modules. Most tests are scripted and can be run to ensure new code does not break any existing code. Newly submitted code also undergoes a peer code review to ensure no obvious functional or security considerations were overlooked. Once code is checked in, the CivicRec QA team will test the new feature as well as existing functionality that might be impacted. Once the code is deemed ready for release, it is scheduled for the next monthly release. If the update is important enough, it can also be "hotfixed" into production without waiting for the next standard release. Load/performance testing is a standard part of CivicRec's process. This is completed every few months to ensure our solution can handle the largest influx of traffic for our clients. Integration testing is provided systematically as part of the implementation process. We will ensure that your data is working in cohesion with the software and that you are satisfied with the outcome. Your Role CivicRec will work with a single Point of Contact from Tustin. The City should consider the following roles for a successful implementation team. ROLE RESPONSIBILITIES Project Executive Provides focus and guidance for the overall project. Helps to prioritize key objectives, assists with issue escalation, and acts as project champion. Project Manager Works closely with the CivicRec Project Manager to facilitate the execution of project activities and logistics. Organizes training for recreation staff, front desk, supervisors, and managers. Lead Staff Activity managers and facility managers within parks and recreation who will be doing the primary configuration and setup within the CivicRec system. Frontline Staff Acts as end users of the system and will participate in end user training sessions. Coordinates with CivicRec on the GIS data export and other data migration Information Technology requirements. Finance Coordinates the payment gateway integration, financial accounting extract, and works with CivicRec to properly configure the General Ledger setup. Marketing Identifies and communicates rollout and adoption process both internally and to the public. 17 We recommend a train -the -user approach in most cases with hands-on training for participants. Users learn the system much more quickly when they're entering actual data during the training sessions. CivicRec offers web -based training as well as on-site training. Two (2) days of on-site training as well as eight (8) hours of web -based training is estimated for this project. The specific training plan will be customized to meet your specific needs. We typically break training up by our modules (Registration, POS, Rentals, Reporting, etc.). Sometimes a client may instead ask for training according to job role, which can easily be done. Classes with more than 20 users tend to lose their effectiveness. We will also make sure any of your last minute questions are answered before Go Live. Note: We do not offer system administrator training as a separate item as it is included as part of our system development and implementation. M. Support CivicRec is an internet-based, fully hosted software solution. We will handle all of the server -side maintenance, backups, replication, PCI compliance, fixes, patches, and software upgrades. All maintenance, hosting, and product upgrades are included at no additional cost within the annual maintenance and support fee. CivicRec processes standard support requests from 7am-7pm Eastern, Monday -Friday (excluding holidays). Emergency support is offered 24/7. CivicRec will provide a toll free number and online chat support, as well as an online support system for users to submit software issues or requested enhancements. For emergencies, users may either call CivicRec or enter an emergency ticket into the system. Emergency tickets include any CivicRec issue that is causing a disruption to your ability to use our system (i.e., the website is down). These issues are addressed immediately. Additionally, CivicRec is available to be on site with you when needed (travel expenses may be incurred). CivicRec has formalized support procedures that involve the following Tiers: Tier 1: Simple usability issues and 'How do IT questions Tier 2: Complex functional questions Tier 3: Technical issues During regular support hours, we try to have at least six resources available across all tiers. Staff range in experience from 1 to 5 years of supporting the CivicRec product. There is an escalation procedure that is followed by all staff from the initial reception of the issue to its successful resolution. Communication is maintained with the Client throughout the process. CivicRec also maintains a product Knowledge Base where users can review articles and can get tips on best practices. The Knowledge Base is also where we store Release Notes and PCI certificates. Release / Upgrade Schedule CivicRec currently utilizes a monthly release schedule as well as a major module upgrade quarterly. If bugs are identified, those are "hotfixed" into production and do not await our standard release dates. 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These references should be sites at which the software has been FULLY IMPLEMENTED and is ''Live''. References where system implementation is not complete will not suffice for the City's evaluation purposes. Please use the following format in submitting references. Gwinnett County Community Name of Government or Agency: Services, Georgia Phone: 770-822-8819 Address: 75 Langley Drive, Lawrenceville, GA 30046 Government Project Manager: John Register Title: Recreation Manager Service Dates: Client Since Dec. 2014 Software Program/Version: 3.0 Summary of Project: System implementation; All modules of CivicRec, including, but not limited to, Registration, Facilities, POS and Memberships; Ongoing support, maintenance, backups, and upgrades Agency's Operating Budget: N/A Number of Employees: N/A revenues, population and Independent scoping sessions. Hardware Price $ Implementation Services $ Software Price $ Program Interface Price $ Hardware Platform: N/A Database Platform: N/A Operating System: N/A 47 ATTACHMENT B REFERENCE FORMS SOFTWARE AND IMPLEMENTATION REFERENCE FORM Please provide at least five (5) references for the software that most closely reflect similar consulting projects to the City's scope of work which have been completed within the past three (3) years and have involved the proposed software. These references should be sites at which the software has been FULLY IMPLEMENTED and is ''Live''. References where system implementation is not complete will not suffice for the City's evaluation purposes. Please use the following format in submitting references. Anaheim Community Name of Government or Agency: Services, California Phone: 714-765-5298 Address: 200 South Anaheim Boulevard, Anaheim, CA 92805 Government Project Manager: Holly Unruh Title: Community Service Supervisor Service Dates: Client Since Dec. 2016 Software Program/Version: 3.0 Summary of Project: System implementation; All modules of CivicRec, including, but not limited to, Registration, Facilities, POS and Memberships; Ongoing support, maintenance, backups, and upgrades Agency's Operating Budget: N/A Number of Employees: N/A vve ao nor aisciose Tinanciai inrormaTion on our ciienrs. rricing was aererminea upon revenues, LD91pulation and Independent scoping sessions. Hardware Price $ Implementation Services $ Software Price $ Hardware Platform: N/A Database Platform: N/A Operating System: N/A Program Interface Price $ W. ATTACHMENT B REFERENCE FORMS SOFTWARE AND IMPLEMENTATION REFERENCE FORM Please provide at least five (5) references for the software that most closely reflect similar consulting projects to the City's scope of work which have been completed within the past three (3) years and have involved the proposed software. These references should be sites at which the software has been FULLY IMPLEMENTED and is ''Live''. References where system implementation is not complete will not suffice for the City's evaluation purposes. Please use the following format in submitting references. Laguna Beach Community Name of Government or Agency: Services, California Phone: 949-497-0304 Address: 505 Forest Ave., Laguna Beach, CA 92651 Government Project Manager: Adam Gufarotti Title: Recreation Supervisor Service Dates: Client since Jan. 2016 Software Program/Version: 3.0 Summary of Project: System implementation; All modules of CivicRec, including, but not limited to, Registration, Facilities, POS and Memberships; Ongoing support, maintenance, backups, and upgrades Agency's Operating Budget: N/A Number of Employees: N/A revenues, population and Independent scoping sessions. Hardware Price $ Implementation Services $ Software Price $ Hardware Platform: N/A Database Platform: N/A Operating System: N/A Program Interface Price $ ATTACHMENT B REFERENCE FORMS SOFTWARE AND IMPLEMENTATION REFERENCE FORM Please provide at least five (5) references for the software that most closely reflect similar consulting projects to the City's scope of work which have been completed within the past three (3) years and have involved the proposed software. These references should be sites at which the software has been FULLY IMPLEMENTED and is ''Live''. References where system implementation is not complete will not suffice for the City's evaluation purposes. Please use the following format in submitting references. La Mirada Community Name of Government or Agency: Services, California Phone: 562-943-7277 Address: 13700 La Mirada Blvd., La Mirada, CA 90638 Government Project Manager: Oliver Osuna Title: Community Services Supervisor Service Dates: Client Since Feb. 2016 Software Program/Version: 3.0 Summary of Project: System implementation; All modules of CivicRec, including, but not limited to, Registration, Facilities, POS and Memberships; Ongoing support, maintenance, backups, and upgrades Agency's Operating Budget: N/A Number of Employees: N/A vve ao nor aisciose rinanciai inrormarion on our ciienrs. rricing was aererminea upon revenues, population and Independent scoping sessions. Hardware Price $ Implementation Services $ Software Price $ Hardware Platform: N/A Database Platform: N/A Operating System: N/A Program Interface Price $ 50 ATTACHMENT B REFERENCE FORMS SOFTWARE AND IMPLEMENTATION REFERENCE FORM Please provide at least five (5) references for the software that most closely reflect similar consulting projects to the City's scope of work which have been completed within the past three (3) years and have involved the proposed software. These references should be sites at which the software has been FULLY IMPLEMENTED and is ''Live''. References where system implementation is not complete will not suffice for the City's evaluation purposes. Please use the following format in submitting references. Unrario KecreaTion ana Community Services, Name of Government or Agency: California Phone: 909-395-2368 Address: 303 East B Street, Ontario, CA 91764 Government Project Manager: Robyn Hockenhull Title: Senior Recreation Supervisor Service Dates: Client Since 2014 Software Program/Version: 3.0 Summary of Project: System implementation; All modules of CivicRec, including, but not limited to, Registration, Facilities, POS and Memberships; Ongoing support, maintenance, backups, and upgrades Agency's Operating Budget: N/A Number of Employees: N/A We do not disclose financial information on our clients. Pricing was determined upon factors like I-�er nues, opulati n and Independent scoping sessi ns. adeware 'rice Impolementation Services $ Software Price $ Hardware Platform: N/A Database Platform: N/A Operating System: N/A Program Interface Price $ 51 As indicated previously, your individual, dedicated project manager and team members will be determined just prior to Kick-off, so we can be sure they will be available to begin your project immediately and work directly with you throughout the entire process. This process helps ensure we deliver the attention and effort you need and deserve to create a solution that achieves your vision of success. However, Landon Schenck, as the GM of CivicRec, has over 20 years of software development experience, including developing CivicRec from the ground up. Landon manages product strategy and overall vision for the product but also continues to personally engage with larger customers during their implementation process. With his experience, knowledge and leadership, Landon and our staff will be able to answer your questions regarding recreation management and the CivicRec software. Gwinnett County Community Services, Georgia John Register, Recreation Manager 770-822-8819 75 Langley Drive, Lawrenceville, GA 30046 Client since December 2014 www.gwinnettcounty.com/portal/qwinnett/Departments/ CommunitvServices Gwinnett County provides Online Registration and Facility Reservations to their residents and they also run several swimming pools and community centers where CivicRec is utilized by internal staff. Our relationship is highly collaborative and CivicRec has become an integral part of Gwinnett's operations and financial accounting functions. Working with them has helped us to evolve our product to better serve our clients. They speak highly of our product, service, and support and are looking at other departments within the County that might be able to leverage the capabilities of CivicRec (such as their County extension office). La Mirada Community Services, California — — — Oliver Osuna, Supervisor 562-943-7277 13700 La Mirada Blvd., La Mirada, CA 90638 Client since January 2016 www.cityoflamirada.org/departments/community-services La Mirada is high-volume customer that had an accelerated timeline _ for getting started. La Mirada utilizes all modules within the CivicRec Recreation Management product suite including but not limited to: Registration, Facilities, Memberships, Point of Sale, Ticketing, Permitting, and Food Service. CivicRec has also made several client -specific enhancements for La Mirada to better serve their regional aquatic center and water park (Splash!). 52 The following pages include the Price Schedule Forms from Attachment 3. 53 CL W (D N U a N U N C c N N O CL f - N L N ao D- LO LO O f - � ■ 0 t 0 0 - LL. 2 ■ b � » � \ k § § . � f (D /ƒs2 o 22=� q \ « § 2 § D. _ ■ c 2 $ 0 � § > \DIq � ■ 0 (D n ± � \DC4 2� � � ■ g 0- (D ■ u 0C �(D� w 7 (Y) � \ ƒ � N LO k Lr � k 2 � O S N C N N 11 W (D � J 0 � 0 % (D ■ � (D d % ■ Au 2 � § § � : ■ - � ■ � � (D � 0 � (D E ■ � � § ■ u ■ CL0 � 0 - �ƒ eJ /� /\0 E .k 0 $g s //0 e 0 V; SDE 0 E O 0 © Q O D ,e £ 0 ER Q2) g \ § \ .F 2 E / 0 D- E 7 3 E \/0 E/D-V) 002D- / V)e m 0 \�2/ s E O E = 0 @ o O 0 \ / / 0 \ /£I O s = 0 E 0 / / \ / D- E E7 E [ 0 2 \ \ D- E O g \/\\ § 0 E / \ \ \ .\ •ye E 0 c E E n § u /E\ C Q) o \§2 \ / / 2 LUCL 0 E 0 / ( n »0 ƒ f/ CL CL 22 \ § % E 90 V) ./ E \ (D 0§ ur. 0 2 R R %CL § � � o// U �� 2 �\� 0 ®©■ / 2 k 0 k � E\ 0 6 - ( -0 %g 2 0 E 0 .g 7 D- E o 2 a Ru 2 0 \ 0 \ Q) -0 U ¢ ■ Q � E f $§ g u m CL S //J \ 0 0 CL u % CLE § •� / § 2 0 ƒ 0 0 0 2 % % Q) (D° _ © § / Q E / ± _ 08 2 & \ § 0 U E 0 � / % 6 U § -0 3 $ $ 2 E - 2 \ a0 o k E-/ 0r- E¢ 0 / / �ƒ 2 /// 0 0 0D 2 _o o =_ - 0 0 / g 0 \ % u 7 « § t o g C 22� [ 0 % D C § 2 / /_ / 0 u 0 t.\ (D k D I Q)/ [ § / E 2 ■ § 0-0 _ 2 � 0 0 I \// W ■ / / C\l C\l © ■ u ■ § R j S § 2 u e � ( 0. ■ 0 � 0 E � � E � (D a (D � � 2 § k U 2 h m 6 /0/ ._ o Q) � �/ § -0 [ .@ 2 \ E /\— . n ( g 2 / 0- 0 /u/ �// § § % ° \ \ / ) �g % / / / o ° § V/ 2 [ 2&® \ E § / 2 / .\ ./ / § & § / .§ ( U � ■ § J 0 � 0 % = (D(D� � d 0 ■ AU 2 � § 0 � : ■ - CL W N a 3 O N C O a Co N 4% H D O (D U v rn C a C O a N .0) W .a N G N U a N N V N N a1 C .a i H c (D E E O U c O v c v a x W U d (D >. a) a an (D " > N Q a O O 00 O N �E 64 En 0 0 S S co co N r A c O 0 c C� C N O O N > L O S � � D U N co O -C V CL LL W .a N D N o� C N a > v H • I u CL V Q d N E Z Z O c m U N Q x Q N 0 Q Q Q Z Z Z N CU C N 0 0 0 0 C C N Z Z Q N N D IL C x 0 D- ° o DL N N N c -C 00 ta u CL s s N � N 0 Lu RFP - Q. Software Source Code. Our terms and conditions regarding ownership of software and data is as follows: Ownership of Software, Website, and Portal and Remedies Related Thereto. Client agrees that it has no right, title, interest or ownership in, or to, the software, website, or portal utilized by CivicPlus to provide the Services Provided, or any of its components, programming code or data structures, images or functions or any copies or modifications of the software, User Manuals, or any components, code or data structures thereof or in the software (collectively, the "Software") except to the extent that CivicPlus grants the right to use the Software. The Software shall remain at all times CivicPlus's sole and exclusive property. The definition of "Software" shall also include any changes, customizations, added functions, or options and any other related items requested by the Client and implemented by CivicPlus, it being hereby expressly acknowledged and agreed that such changes, customizations, functions, options, and items are and shall be the sole and exclusive property of CivicPlus and the Client shall have no right or claim to such changes, customizations, functions, options, or items or any compensation whatsoever related thereto. Client shall not reproduce or copy any Software or portion thereof without CivicPlus' prior written consent. The obligations set forth in this Paragraph shall survive the termination, cancellation, or expiration of this Agreement for any reason whatsoever. Client agrees that, in the event of a breach or threatened breach by Client of the provisions of this Agreement, CivicPlus shall be entitled to both a temporary and permanent restraining order and a preliminary injunction, or other similar remedy, restraining Client or any affiliate, officer, agent or assignee from violating the terms of this Agreement. Client specifically acknowledges that money damages alone would be an inadequate remedy for the injuries and damage that would be suffered and incurred by CivicPlus as a result of a breach of any of the provisions of this Paragraph. Such remedy with respect to the provisions of this Paragraph is non-exclusive and shall be in addition to any other remedy available to CivicPlus at law or in equity RFP - X. 3. CivicPlus would provide notice to our clients as soon as possible if a cancellation notification, for any reason, is received from our insurance company. Our insurer cannot guarantee 30 days notice. Sample Professional Services Agreement - 5.1 A(1). CivicPlus respectfully requests the ability to discuss specific insurance requirements with you before agreeing to comply with the contract terms provided in the RFP. CivicPlus will insure your project through Federal Insurance Company, a member of the Chubb Group of Insurance with an AM Best rating of "A— Excellent." Our coverage is as follows: ■ General Liability: $2 million each occurrence; $2 million general aggregate ■ Professional Liability (Errors & Omissions): $3 million each occurrence ■ Auto: $1 million combined single limit ■ Workers Compensation and Employers Liability: $1 million each accident (CivicPlus is an employer in the State of Kansas and abides by those employment laws 63 CivicRec does not print documentation or training materials. However, we do maintain an online Help Center that clients can search, browse, or print from as they wish. Our Help Center is continually monitored and updated by our dedicated team of support specialists to ensure we are providing the information and resources you need to optimize your CivicRec solution. If interested, we invite you to browse our online help center at: https://www. civicplus.help/hc/en-us/categories/115000214788-CivicRec. We also have a series of documents that are part of our standard project plan that our implementation specialist will share throughout the process. °�` Dif11 Creadag and Maa &va Fapllry CivicRec" Help Center .. • . •. � - xPi��'CwMr �Yhw ME - - - Ppinl W Sale Management Cw Ide �FSoa CivicRec Sample Services Agreement ONLINE REGISTRATION AND SERVICING AGREEMENT FOR AND CIVICPLUS, INC. dba CIVICPLUS This ONLINE REGISTRATION AND SERVICING AGREEMENT (the "Agreement") is made and entered into as of this day of , 2017 by and between CivicPlus, Inc. dba CivicPlus ("CivicPlus") whose address is 302 South 4th Street, Manhattan, Kansas 66502, Suite 500 and ("Client"), whose address is WITNESSETH: WHEREAS, CivicPlus is a corporation formed pursuant to the laws of the State of Kansas and is presently in existence and in good standing; and MI—N WHEREAS, Client is seeking a software registration system for its Parks, Recreation, and Cultural Services Department; t - WHEREAS, Client desires to engage CivicPlus for a specific term to provide a software registration system, as well as maintenance therefor, and CivicPlus desires to be engaged by Client in accordance with and subject to the terms and conditions hereafter set forth; and WHEREAS, the parties hereto believe it to be in their best interests to create a definite and certain Online Registration and Servicing Agreement under the terms and conditions set forth herein. NOW, THEREF RE for and in consideration of the mutual promises herein, and for other good and valua on, the receipt and sufficiency of which is hereby acknowledged, the parties to agree a follows: 1. Recitals. The statements above are true and correct and herein incorporated into this Agreement by this reference. 2. Engagement. Client hereby engages CivicPlus to perform the services as more particularly described in the attached Exhibit "A" — Services Provided (the "Services Provided"). 3. Duties of CivicPlus. CivicPlus shall serve as the exclusive provider to Client of the Services Provided. Term. Client and CivicPlus hereby agree that this Agreement is terminable at will upon written notice by either party by regular first class mail to the address listed above. The Agreement shall be terminated 60 days after receipt of such notice. The parties agree to continue performance thereunder until the effective date of termination unless the parties mutually agree to an earlier effective date of termination. Upon termination of this Agreement and expiration of any applicable notice period, the parties hereto shall have no further liability or obligation except as explicitly provided hereunder as surviving termination of the Agreement. 5. Payment Agreement. a. One -Time Implementation Investment. Client shall pay $ invoiceable at signing, for the implementation of this services including: i. [XX] a. Fee for Basic Portal Services. Client agrees to pay CivicPlus an annual fee for each year (12 months) of service, beginning at execution of this Agreement ("Basic Portal Services Fee") in the amount equal to $ annually. CivicPlus shall invoice Client on the first day of each annual cycle, beginning with execution of this Agreement and on the anniversary of this Agreement's execution each subsequent year. Such Basic Portal Services Fees charged by CivicPlus do not include any transactional or monthly fees assessed by Client's credit card processor. The Basic Portal Services Fee shall be independent of any Merchant Processing Fees, if applicable. b. CivicPlus Merchant Account. If CivicPlus provides the merchant account for the collection of registration and other credit card monies on behalf of Client, it shall charge a per transaction processing fees ("Merchant Processing Fee") as provided herein. Merchant Processing Fees will be calculated using a "Processing Rate" which is a percentage of each positive Charge that is captured through the system. No Processing Rate fees are credited back in the event of a refund or credit. In addition to the Processing Rate, an additional Transaction Fee will be assessed which is a fixed amount per transaction. This Transaction Fee will also only apply to positive Charges and will not apply to Refunds or Voids. Unless otherwise specified, all fees due and payable to CivicPlus will be deducted from the funds collected in the merchant account prior to disbursement. Unless otherwise arranged, disbursements will occur either monthly (on or about the 1st of the next month) or semi-monthly (on or about the 1st as well as the 16th of each month). i. Standard Merchant Processing Rates are as follows: Processing Rate - 3% per "charge" transaction Transaction Fee - $.30 per transaction ii. There are no monthly minimum fees for merchant processing. Client simply pays for what it uses. iii. CivicPlus reserves the right, at any time, to adjust the merchant processing rate or transaction fee to more accurately reflect the amount and type of credit card transactions being processed. CivicPlus will give 30 days' notice upon such change. iv. In addition to the Merchant Fees, Client will also be responsible for extraordinary processing fees assessed by CivicPlus' merchant account beyond normal transaction fees. The most typical extraordinary fee would involve a payer reversing a charge on a credit card statement. In such case, Rec 1 shall invoice Client the first week of each month for any such fees in excess of the funds collected in the Client merchant account incurred during the prior month's processing. In any event, Client shall only be responsible for payment to CivicPlus of actual, additional fees charged to CivicPlus by the merchant as discussed under this subsection 5.b.iv. c. Payment. All amounts due and payable (and not collected through a merchant account, if applicable) must be remitted within 30 days of distribution of the applicable invoice. All invoices are distributed electronically and can be viewed online on the CivicPlus website. 4 i. Any payment not received from Client by CivicPlus within 60 days of distribution of the applicable statement shall be subject to an administrative fee in an amount equal to 1.5% per month of any outstanding and unpaid amount. d. Optional Training. CivicPlus will provide optional on-site training at a rate of $1,000 per day plus travel costs and expenses. Such ori -site training includes 8 hours of training for as many Client users as is reasonably necessary. e. Custom Development. CivicPlus will provide customized development at a rate of $100 per hour. All work will be estimated and agreed upon with Client prior to work start. r f. Fully -Earned. All amounts owed to CivicPlus hereunder are fully -earned upon provision of the Services Provided or other charged amounts hereunder, are not subject to withholding or off -set in any manner whatsoever, and are non-refundable upon payment subject only to a clear demonstration of an accounting error. Client expressly acknowledges and agrees that Client is familiar with the proposed Services Provided and CivicPlus' billing process. Unless otherwise expressly herein provided, if Client is not satisfied with the Services Provided or the performance of CivicPlus hereunder for any reason or no reason whatsoever, Client's sole and exclusive remedy shall be to terminate this Agreement as herein provided, and Client expressly waives any claim to a refund or other compensation. 6. Indemnification. CivicPlus agrees to indemnify, defend and hold harmless Client and its respective officers, directors, members, employees, agents, representatives and affiliates from and against all claims, suits, obligations, liabilities, actual damages and expenses, including, without limitation, reasonable attorneys' fees, based upon, arising out of or resulting from any liability, injury, or loss that Client suffers in connection with the negligence or willful misconduct of CivicPlus in performance of CivicPlus' obligations under this Agreement. Client agrees to indemnify, defend and hold harmless CivicPlus and its respective officers, directors, members, employees, agents, representatives and affiliates from and against all claims, suits, obligations, liabilities, actual damages and expenses, including, without limitation, reasonable attorneys' fees, based upon, arising out of or resulting from any liability, injury, or loss that CivicPlus suffers in connection with the negligence or willful misconduct of Client in connection with this Agreement. Further, Client represents and warrants that any changes, customizations, added functions or options and any other related items to the Software (defined below) requested by Client, if any, are not the proprietary work of a third party or owned by a third party, and Client agrees to indemnify, defend and hold harmless CivicPlus and its respective officers, directors, members, employees, agents, representatives and affiliates from and against all claims, suits, obligations, liabilities, actual damages and expenses, including, without limitation, reasonable attorneys' fees, based upon, arising out of or resulting from any liability that CivicPlus suffers in connection with implementing such changes, customizations, functions, options or other items at the Client's request. If any party hereto receives notice of an event or possible event that would give rise to indemnification as required hereunder, such party shall provide immediate notice to the other party of such event. Further, if either party that is to be indemnified and held harmless hereunder receives payment or other compensation from a third party, any such amount received shall be applied to any amounts owed by the indemnifying party to the indemnified party or to a third party. Finally, the indemnifying party shall have the right to choose counsel to defend the indemnified party, to be accepted or rejected in the indemnified party's reasonable judgment. If the parties cannot come to agreement as to a choice of legal representation, the indemnifying party shall have the sole, final determination. Neither party shall be responsible for payment of any amount or any damages in excess of such amount actually incurred or suffered by the indemnified party. 7. Relationship of Parties. The Client and CivicPlus agree that CivicPlus is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. The Client shall not be obligated to pay to CivicPlus, and CivicPlus shall not be entitled to, any benefits accorded to Client employees by virtue of the services provided under this Agreement. The Client shall not be responsible for withholding or otherwise deducting federal income tax or social security or any other tax, for contributing to the state industrial insurance program or otherwise assuming the duties of an employer with respect to CivicPlus. 8. Waiver of Breach. The waiver by either party of a breach of any of the provisions of this Agreement shall not be construed as a waiver by such waiving party of any subsequent breach by the offending party. 9. Binding Effect; Assignment. The rights and obligations as provided under this Agreement shall inure to the benefit of and shall be binding upon the successors and assigns of each party hereto. 10. Entire Agreement. This Agreement contains the entire agreement and supersedes all prior agreements and understandings, oral or written, with respect to the subject matter hereof. This Agreement may be changed only by an agreement in writing signed by the party against whom any waiver, change, amendment, modification or discharge is sought. 11. Strict Construction. The language used in this Agreement shall be deemed to be in the language chosen by the parties to express their mutual intent, and no rule of strict construction shall be applied for or against any party by reason of such party being deemed the draftsman hereof. 12. Headings. The headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. 13. Severability. If any provisions of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited. 14. Waiver of Contractual Right. The failure of either party to enforce any pro sion of this Agreement shall not be construed as a waiver or limitation of that #Krtyls right to subsequently enforce and compel strict compliance with every provision of this Agreement. 15. Litigation and Attorney's' Fees. If it shall be necessary for either party to this Agreement to bring suit to enforce any provisions hereof or for damages on account of any breach of this Agreement, the substantially prevailing party on any issue in any such litigation and any appeals therefrom shall be entitled to recover from the other party, in addition to any damages or other relief granted as a result of such litigation, all costs and expenses of such litigation and a reasonable attorney's' fee as fixed by the court. 16. Insurance. During the term of this Agreement, CivicPlus shall procure and maintain, at CivicPlus' sole cost and expense, the following insurance coverages: TechnologyLiability $1 000 000 Per Claim/$1 000 000 Aggregate Y - General Liability/Auto - $1,000,000 Per Claim/$2,000,000 Aggregate 17. Ownership of Software, Website, and Portal and Remedies Related Thereto. Client agrees that it has no right, title, interest or ownership in, or to, the software, website, or portal utilized by CivicPlus to provide the Services Provided, or any of its components, programming code or data structures, images or functions or any copies or modifications of the software, User Manuals, or any components, code or data structures thereof or in the software (collectively, the "Software") except to the extent that CivicPlus grants the right to use the Software. The Software shall remain at all times CivicPlus' sole and exclusive property. The definition of "Software" shall also include any changes, customizations, added functions, or options and any other related items requested by the Client and implemented by CivicPlus, it being hereby expressly acknowledged and agreed that such changes, customizations, functions, options, and items are and shall be the sole and exclusive property of CivicPlus and the Client shall have no right or claim to such changes, customizations, functions, options, or items or any compensation whatsoever related thereto. Client shall not reproduce or copy any Software or portion thereof without CivicPlus prior written consent. The obligations set forth in this Paragraph shall survive the termination, cancellation, or expiration of this Agreement for any reason whatsoever. Client agrees that, in the event of a breach or threatened breach by Client of the provisions of this Agreement, CivicPlus shall be entitled to both a temporary and permanent restraining order and a preliminary injunction, or other similar remedy, restraining Client or any affiliate, officer, agent or assignee from violating the terms of this Agreement. Client specifically acknowledges that money damages alone would be an inadequate remedy for the injuries and damage that would be suffered and incurred by CivicPlus as a result of a breach of any of the provisions of this Paragraph. Such remedy with respect to the provisions of this Paragraph is non-exclusive and shall be in addition to any other remedy available to CivicPlus at law or in equity. 18. Warranty. If the Client determines that some functions/capabilities within CivicPlus are not performing up to required specifications, CivicPlus will take commercially reasonable measures to remedy such situation during the term of this Agreement at no additional charge to the Client. CivicPlus does not guarantee that CivicPlus will implement any and all new enhancement and module requests but will take commercially reasonable efforts to provide features that perform as designed. [Remainder of page intentionally blank. Signature page follows.] IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. CLIENT Client Signatory Name: Title: Signature: Date: CIVICPLUS INC. (d/b/a CivicPlus) Name: Title: Signature: r L FA GI Exhibit "A" Services Provided Services provided by CivicPlus to the Client under this agreement include the following: • Access — CivicPlus hereby grants a nonexclusive license during the term of the Agreement for the Client and patrons of the Client recreational programming to access, use and display CivicPlus' online registration service (the "Portal"). Excluding occasional maintenance, the Software shall be available 24 hours per day, seven days per week with a guaranteed uptime of 99%. The Portal is accessible via the public Internet from any PC with an Internet connection. There is no limit to the number of organization users and participants that can enroll using the Portal. • Online Registration — The CivicPlus registration engine through which the Portal is accessed can be integrated with Client's website. CivicPlus will format a registration page to match the colors and theme of the rest of Client's website. Client would then display a link on its own page that would seamlessly redirect the user to a secure page on the CivicPlus server. • Documentation - All CivicPlus startup and user's guides are maintained electronically in the system and can be access through the "Help Center" from within CivicPlus. CivicPlus does not provide paper copies of its guides and help files. • Data Backups.— CivicPlus currently performs backups daily of all of its data (6:00 AM). In case of emergency, CivicPlus may restore data to the point of the previous backup. • Enhancements — New features will be added to CivicPlus throughout the term of this Agreement. Client will have full access to all of these new features without additional charge. Client is also encouraged to submit change requests as they see opportunities for improvement. CivicPlus will attempt to implement any and all changes that improve the value of CivicPlus to all of our Clients at no charge. Thereafter, Client will be charged a development fee at a $150 hourly rate for custom requests. All work will be estimated and agreed upon in writing by the parties hereto prior to work start. • Client Support — CivicPlus shall provide an online utility for problem reports and change requests. Client may also reach CivicPlus by phone at 1-800-335-1863 between the hours of 7:00 AM and 7:00 PM Eastern Standard Time, Monday through Friday and excluding national holidays. E-mail supportis also available at support@CivicPlus.com. After-hours support is often available but is not guaranteed. Emergencies will be handled as soon as possible. Enhancement requests will be queued based on priority and implemented on a schedule. CivicPlus shall have sole and absolute discretion as to whether support requests exceed reasonable use or exceed the scope of services outlined in this Agreement. If the parties hereto cannot agree on levels or limits of acceptable support use, then each party hereto has the option to terminate this Agreement as outlined in Paragraph 4. • Data — In the event Client no longer wishes to use CivicPlus, CivicPlus will export Client data based on a requested format (in most cases). If the data exporting request is initiated by Client, development will be charged at a $150 hourly rate. All work will be estimated and agreed upon in writing by the parties hereto prior to work start.