14-098 Standard Software License and Service agreement-New World Systems _ Tyler TechnologiesAgreement For
Tyler Systems Management ("TSM")
Invoice to: City of Cupertino California Contact: Bill Mitchell
Address: 10300 Torre Avenue, Cupertino, CA 95014-3202 Telephone: (408) 777-1333
This Tyler Systems Management Agreement (herein "TSM Agreement") is entered into between City of Cupertino (CUSTOMER) with its
principal place of business at 10300 Tone Avenue Cupertino, CA 95014-3202 and Tyler Technologies, Inc., (TYLER) with its principal
place of business at One Tyler Drive, Yarmouth, Maine, 04096 on this is day ofuJ ly. 2017.
The headings used in the TSM Agreement are for reference purposes only and shall not be deemed a part of this TSM Agreement.
CUSTOMER agrees to purchase and TYLER agrees to provide the services listed below in accordance with the following terms and
conditions.
I, Term of Agreement:
This Agreement is effective as of July 1. 2017 and shall remain in force until June 30. 2018 (one-year initial term). Upon expiration of
that initial term, the Agreement will automatically renew for additional one year terms. at Tyler's then -current rates, unless terminated
by either party at least thirty (30) days' in advance of the upcoming renewal date.
II. Scope of the Agreement:
Both parties acknowledge that this Agreement covers only the services described below for the New W odd ERP software licensed to
the CUSTOMER, for the internal business operations of:
City of Cupertino, CA
111. Payment:
1. CUSTOMER agrees to pay TYLER 517.376 for the services described below. This payment is due and payable upon execution
of the Agreement. Thereafter, payments for any renewal payable will be due annually in advance. Payment terms are net thirty
(30) days from invoice date.
2. Additional Charges. Any systems management services and/or related materials performed or supplied by TYLER for
CUSTOMER that are not in -scope, as defined herein, will be invoiced to CUSTOMER on a time and materials basis at TYLER'S
then -current rates
IV. Covered System:
Window Servers that are required to run the Tyler New World ERP application.
V. Scope of Services: TYLER will provide the following services for the benefit of CUSTOMER:
a. TYLER SYSTEMS MANAGEMENT Service is available during TYLER's then -current business hours. TYLER'S current
business hours are set forth at htti)jAmm.tAertech.com/client-sup . CUSTOMER may contact a TSM technician using the
contact information set forth at hOi)JlwwW tvle[L%h com/client-supoort. Calls will be recorded and answered on a first in
first out basis, except on reports that declare CUSTOMER's system down,. in which case CUSTOMER's call will be moved
to the head of the queue
b. TSM services are restricted to the primary production server(s) that the Tyler Software subject to this TSM Agreement is
installed on.
c. Environments: Database administration services are restricted to three TYLER environments: one live environment, one
training environment, and one test environment.
(1) In cases where additional databases exist, each additional database will be subject to additional fees, which
TYLER will quote to CUSTOMER at TYLER's then -current rates.
d. Application Software: In -scope TSM services include two complete sets of the Tyler Software subject to this TSM
Agreement: one live set and one testltrain set.
e. Required foundation Hardware and Software
TSM services include the support and installation of all foundation software TYLER requires CUSTOMER to procure
to utilize one live, one train and one test database. Required foundation software is set forth at
hltosa/check.tvlertech.com/. TYLER does not support, and this TSM Agreement does not include support services
for, any third party product that is not required foundation software. TYLER will reasonably cooperate with CUSTOMER
in investigating issues within the Tyler Software that may be created by a third party product, but it is CUSTOMER's
responsibility to pursue support on third party products directly from that vendor or its authorized partners.
f. TYLER will also perform system administrative tasks on the installed operating system and database administrative tasks
on the installed database engine software.
g. TYLER will also provide a remote installation and configuration of a new or upgraded server, at CUSTOMER'S request,
once every two (2) years.
VI. CUSTOMER Responsibilities,
a. CUSTOMER shall provide, at no charge to TYLER, full and free access to the programs covered hereunder, including working
space; adequate facilities within a reasonable distance from the equipment; and use of machines, attachments, features, or other
equipment necessary to provide the specified support and maintenance service.
b. CUSTOMER shall install and maintain for the duration of this Agreement a stable high speed network connection available for
remote connections. CUSTOMER shall pay for installation, maintenance and use of such equipment and associated
communication line use charges. TYLER, at its option, shall use this remote interface in connection with error correction.
Vl. General
a. Non -Assignability: CUSTOMER shall not have the right to assign or transfer its rights hereunder to any party.
b. Excused Non -Performance: TYLER shall not be responsible for delays in servicing the products covered by this
Agreement caused by strikes, lockouts, riots, epidemic, war, government regulations, fire, power failure, acts of God, or other
causes beyond its control.
c. Limitation of Liability: TYLER'S liability hereunder shall not exceed CUSTOMER'S actual, direct damages, not to exceed the
TSM services fees paid for the year in which CUSTOMER'S claim accrues. CUSTOMER SHALL NOT, IN ANY EVENT, BE
ENTITLED TO, AND TYLER SHALL NOT BE LIABLE FOR, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL
DAMAGES OF ANY NATURE, EVEN IF TYLER TECHNOLOGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES, IRRESPECTIVE OF THE NATURE OF CUSTOMER'S CLAIM.
d. Governing Law: This TSM Agreement shall be governed by, and construed in accordance with, the laws of CUSTOMER's slate
of domicile. The invalidity or unenforceability of any provisions of this agreement shall not affect the validity or enforceability of
any other provision.
e. Modification of this Contract: No modifications or amendment of this Agreement shall be effective unless set forth in writing
and signed by both CUSTOMER and TYLER.
f. Suspension: Support and services will be suspended whenever CUSTOMER's account is thirty (30) days overdue. Support
and services will be reinstated when CUSTOMER's account is made current by paying all past due fees.
g. Reservation of Rights: TYLER reserves all right, title and interest, including but not limited to intellectual properly rights, in
and to the Tyler Software, the TSM services, and any services or deliverables related thereto. except as expressly set forth
in this TSNI Agreement.
CUSTOMER'
Bill Mitchell
Printed Name:
Signature
June 21, 2017
Date
Tyler Technologies, Inc.
Robert Kennedy -Jensen
Printed �
Siglllnature `// �y*
June 22, 2017
Date
'CUSTOMER'S payment of TSM services fees will constitute acceptance of the terms and conditions set forth herein, even if CUSTOMER
has not signed in the allotted signature block.
fl
,eontyler
.,.
• technologies
Document #: 1751-NW00311
AMENDMENT
This amendment ("Amendment") is made this C day of 2016 ("Amendment Effective Date") by
and between Tyler Technologies, Inc., a Delaware corporation with offi es at 840 West Long Lake Road, Troy, MI 48098
("Tyler") and City of Cupertino, CA, with offices at 10300 Torre Avenue, Cupertino, CA 95014-3202 ("Client").
WHEREAS, Tyler and the Client are parties to a License Agreement with an effective date of June 9, 2014 (the
"Agreement");
WHEREAS, Tyler and Client now desire to amend the Agreement;
NOW THEREFORE, in consideration of the mutual promises hereinafter contained, Tyler and the Client agree as follows:
1. The software and/or services set forth in Exhibit 1 and 2 and associated services as noted in Schedule 1 to this
Amendment are hereby added to the Agreement.
2. The following payment terms, as applicable, shall apply:
a. Additional software fees will be invoiced 100% on the Amendment Effective Date. Associated
maintenance and support fees will be invoiced on a pro rata basis beginning on the first day of the
month following the Amendment Effective Date, and thereafter In a lump sum amount together with
Client's then -current maintenance and support fees for previously licensed software.
b. Additional services fees and any expenses will be billed and invoiced as delivered.
c. Travel Expenses shall be invoiced as Incurred, if applicable.
3. This Amendment shall be governed by and construed in accordance with the terms and conditions of the
Agreement.
4. All other terms and conditions of the Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the dates set forth below.
Tyler Technologies, Inc.
e
By:
Name: Abby Diaz
City of Cupertino, CA
Title: Vice President and Associate General Counsel Title: �1 �6riir) Sox V`I5
Date:1 2 4 I i.'+ Date:
ape �wVL9 A3 TO
4 1751 -NW -00311062916 Amendment
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Exhibit 1
Investment Summary
The following Investment Summary details the software, products, and services to be delivered by us to you under
the Agreement. This Investment Summary is effective as of the Effective Date
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
1751 -NW -00311 062916 Amendment
Sales Quotation for:
City of Cupertino, CA - #1751
10300 Torre Avenue
Cupertino, CA 95014-3202
(408) 777-3200
softw?ee and lke!a •ed Catytsiadg
Tyler prke quotations are valld for 120 days
myCommunity Suite:
mess Umsing $1,647 14 $17;180 $6 000 $33,877
mfiommunity Suite Subtotal: M150 $1,647 14 $17,080 $8 000 $33,977
e5ulte Applications:
aLkense $5,300 $1,060 1 $1,220 NotAppllc&e $7,580
ePayments $10,000 $1,800 1 $1,220 Nat Apoicable $13 0211
eSulte Application Subtotal: $15,300 $2,860 2 $2,440 20 600
TOTAL INITIAL COST: $24,450 $4,507 16 $19,520 $6,000 $54,477
One Time
New World ERP Summary
Fees Recurring
.,
world
Quoted By:
Date:
Terri Minter
6/2$/2016new
�•� �
$49,970 $4,507
Quote Expiration:
10/26/2016
Travel Expenses}
err)
a t ler soIutien
Client Name:
Quote Number;
City cf Cupertino, CA
NW -00311 v2
Quote Description,.
Business Ucensing
Sales Quotation for:
City of Cupertino, CA - #1751
10300 Torre Avenue
Cupertino, CA 95014-3202
(408) 777-3200
softw?ee and lke!a •ed Catytsiadg
Tyler prke quotations are valld for 120 days
myCommunity Suite:
mess Umsing $1,647 14 $17;180 $6 000 $33,877
mfiommunity Suite Subtotal: M150 $1,647 14 $17,080 $8 000 $33,977
e5ulte Applications:
aLkense $5,300 $1,060 1 $1,220 NotAppllc&e $7,580
ePayments $10,000 $1,800 1 $1,220 Nat Apoicable $13 0211
eSulte Application Subtotal: $15,300 $2,860 2 $2,440 20 600
TOTAL INITIAL COST: $24,450 $4,507 16 $19,520 $6,000 $54,477
Estimated Travel Expenses
Trips @ $2,000/each-Axiudes 3 Trips $6,000
airfare, carrsfa4 hots
accnmmodabbns and per oVam
Tier NeW Wodd ERP
Private and C,o Wentw
Page 1
One Time
New World ERP Summary
Fees Recurring
Total Software
$24,450 $4,507
Total Service
$25,520
Summary Total
$49,970 $4,507
Contract Total (Excluding Estimated
$54,477
Travel Expenses}
Estimated Travel Expenses
Trips @ $2,000/each-Axiudes 3 Trips $6,000
airfare, carrsfa4 hots
accnmmodabbns and per oVam
Tier NeW Wodd ERP
Private and C,o Wentw
Page 1
new worldTM
a tyle -r' er[) SolLitiorl
Sales Quotation for:
City of Cupertino, CA - #1751
10300 Torre Avenue
Cupertino, CA 95014-3202
(408) 777.3200
Footnotes
Quoted By:
Terri Minter
Date:
6/28/2016
Quote Expiration:
10/26/2016
Client Name:
City of Cupertino, CA
Quote Number:
NW -00311 v2
Quote Description:
Business Licensing
Ty9erprice gwMtiaw are vabd for120 days
The costs provided In this proposal are based on all of the proposed products and services bel ng obtained from Tyler Tech nologles. Should slgnlftcant
portions of the products or services be deleted, Tyler reserves the right to adjust Its prices accordingly.
Personal Computers must meet the mlydmum hardware requirements for the New World ERP product. Mlomsoft Windows 7 or greater witty Internet
Explorer (IE7 8 or greater Is the required operating system and browser for all client machines.
Servers must meet the minlmurn hardware requirements for the New World ERP product Whtdnws Server 2008 (R2) or greater is required for the
Appilcadon Server(s), Web Server(s) and Database Server. Microsoft SQL Server 2008 (R2) or greater is required for the Database Server. Customers must
also license the approprlate number of Microsoft Client Access Licenses (CALs) for license compliance,
Suggesbed.minlmum: 100MB Ethernet Network. IOMB CATS Ethernet Network may have less than adequate response time. Further consultation would be
required to assess your network.
Travel and expenses are not Included under TvtafSeMces as they are billed at actual cost. A separate line item above "Esdnvted Travel Expenses; shows
Tyler's estimate for travel and living expenses for the scope of this project That estimate is based upon $2,000 per trip, which may Indude airfare, hold,
per diem, car rental, and gas). All travel and living expenses will be billed an a wieekiy basis, but only as Incurred.
Tyler supports SQL Server Reporting Services (SSRS) for server -based report generation and ad hoc reporting. SSRS utilizes a web services Interface to
support the development of custom reporting applicadons. SSRS is included In the Express, Workgroup, Standard, and Enterprise edrdons of Microsoft SQL
Server. Cuac rters may elect to use otter third -party report generation tools Including Crystal Reports however Tyler does not provide support for dtese
tools and cannot guarantee compatibility.
Prices assumes that all software proposed Is licensed.
ucensed Software, and third party software embedded therein, if any, will be delivered in a machine-readable form to Customer Wa an agreed upon
noilwork connection. Any taxes or fees Imposed are the responsibility of the purchaser and will be remitted when Imposed.
Tybr New Wood ERP
Private and Conedentlal Page 2
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• technologies
Exhibit 2
Professional Services
1. Implementation and Training Support Services
Implementation and tralning support services have been allocated for this project as defined in the Investment
Summary. Avoiding or minimizing custom or modified features will aid in keeping the support costs to the amount
allocated. The recommended implementation and tralning support services include:
a) Implementation of the Tyler Software; and
b) Training you or assisting with yourtraining on the Tyler Software.
The implementation and training support services provided by us may be performed at your premises and/or at our
office in Troy, Michigan (e.g., portions of project management are performed in Troy).
1751 -NW -00311 062916 Amendment
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Exhibit 2
Schedule 1
Data File Conversion Assistance
We will provide conversion assistance to you to help convert the existing data flies specified below. if additional files are
identified after the contract execution, estimates will be provided to you prior to us beginning work on those newly
identified files.
Genera
1) This conversion effort Includes data coming from one unique data source, not multiple
sources.
2) No data cleansing, consolidation of records, or editing of data will be part of the data
conversion effort. Data cleansing, removal of duplicate records, and editing must take
place by you prior to providing the data to us.
Our Responsibilities
1) We will provide you with a conversion design document for slgnoff prior to beginning
development work on the data conversion. No conversion programming by us will
commence until you approve this document.
2) We will provide the data conversion programs to convert your data from a single data
source to the Tyler Software for the specified files that contain 500 or more records.
3) As provided in the approved project plan for conversions, we will schedule a conversion
analysis trip and a separate data conversion testing trip to your location. The
conversion testing trip for each application is a billable support trip, using standard
daily billable rates, which is scheduled in conjunction with the delivery of the converted
data to you.
4) We will provide you up to 3 test sets of the converted data. Additional test sets
requested may/will require additional conversion costs.
5) We will provide the standard conversion record layouts to you and convert the
available data elements defined In the standard conversion record layouts.
6) Up to seven years of historic data will be converted by us.
Client Responsibilities
1) You will provide data in standard conversion record layouts as provided by us.
Submitted data files must include an accurate count of records contained In the files.
2) Data will be submitted to us in one of the following formats: AS/400 files, Microsoft SQL
Server database, Microsoft Access database, Microsoft Excel Spreadsheet, or an ASCII -
format delimited text file. Data and databases will be transferred using the New World
ftp site.
3) You understand that files or tables containing less than 500 records or table entries will
not be converted.
1751 -NW -00311 062916 Amendment
4) As provided in the project plan for conversions, you will provide a dedicated resource in
each application area to focus on conversion mapping and testing. This includes
dedicating a support person(s) whenever our staff Is on site regarding conversions.
Roughly a one to one commitment exists for your commitment and our commitment,
You understand that thorough and timely testing of the converted data by your
personnel is a key part of a successful data conversion.
5) You agree to promptly review conversion deliveries and signoff on both the conversion
design document and on the final conversion after the appropriate review. Applying
the converted data to the production (Live) environment will constitute conversion
acceptance by you.
6) If you cannot provide data in the format defined In our standard conversion record
layouts then we will map the data to our standard conversion record layout at the Daily
Rate. You must provide complete file and field definitions for us to map the data.
Only one data source for each of the files described in the Investment Summary.
1751 -NW -00311 062916 Amendment
lam_ Vv_L1,0v •7o0 -7a2_
Nezv Wlorlcl
SERVICE AGREEMENT AND BILLING AUTHORIZATION FORM
Please complete this form including an authorized signature and fax, mail or scan and email it to your New World Systems (NWS) contact
888 W. Big Beaver Rd, Suite 600, Troy, MI 48084
Scheduling will be done upon reciept of this signed document.
NWS
Assistance
Offerinq Details:
Location:
Requested
Price
New World will provide upgrade assistance for the 9.3 and 9.3SP1
releases, which includes:
• Upgrade 1 Test environment
• Upgrade 1 Train environment
• Upgrade 1 Live environment
Each upgrade will include the following:
Remote Assistance
Yes
$1,800
• Upgrade Logos.NET
• Upgrade eSuite (if applicable)
• Upgrade Business Analytics to Decision Support Services 9.3
(if applicable)
• Testing of the following:
o HTML reports
o HTML to PDF conversion
o SSRS reports
o SSRS to myReports
The following items will not be covered:
• Slip printer or any other peripheral device setup
• Custom forms or interfaces — post upgrade
• Data validation/testing services — post upgrade
• Business processing testing — post upgrade
Issues that are software driven and not upgrade driven will go through
the normal channels of the
Support Center and not through the application specialist assisting with
Customer Acknowledgement:
1) For any upgrade service offerings where I have waived NWS assistance, I agree that any service expense required by NWS to bring
my environment into compliance will be borne by my agency. I further acknowledge that these services will need to be scheduled by
NWS and may not be able to be delivered immediately upon my request but that NWS will make best efforts to accomodate our
schedule.
2) During the scheduled upgrade time I will provide remote access to the Test Server, Live Server and Client to be upgraded. The
service delivery may be split for test and live to accommodate schedule and downtime involved.
Call Center Contact: Mike Adnson
OFFERING COST: $1,800
Relationship Manager: Terri Minter
TOTAL FEE $ $1,800
Scheduled
I
Date:
Scheduled upon receipt of si ned Service A reement
Contact Name for Delivery of Service
Title
Email Address
Case Number
Director of
Administrative
Kristina Alfaro
Services
kristinaa(a)-cupertino.org
2172012
Customer Information and Approval
Logos .NET
Organization Name: Cupertino
Address: 10300 Torre Avenue
City, ST Zip Cupertino, CA 95014-3202
Phone: 408 77773200 Fax No.: 408 777-3220
Authorized Signature: Title: Director of Administrative Services
Name (Printed :, Kristina Alfaro r Date: 30 -Oct -15
Policies
Policies:
The signature above authorizes New World to invoice Customer at the appropriate fee based on service beinq provided.
The total fees will be billed upon execution. Full payment is due within 30 days.
This Form shall be governed by the general terms and conditions of the original license agreement between New World
and Customer
New World Systems
The Public Sector SofiwarvCompany RFSAuthorization Form
SOFTWARE MODIFICATIONS / ENHANCEMENTS AT CUSTOMER EXPENSE
Customer Name: Cupertino, CA New World
Application: FMRef. # 2137375
Release Level: 9.0
Date: 2/10/2015
In response to your Request for Service we are pleased to offer the following estimate. Work will be scheduled for the project upon
receipt of the signed estimate. To schedule work on this project, please sign below and return to New World Systems.
Billable Service Provided
Create a script to update Payment Codes as follows:
1. Update the Credit GL Account as specified in attached file: "CupertinoCA_PaymentCode.xlsx".
2. All Payment Codes will get a single 100% distribution.
3. Prior to running the script, customer will post all open revenue collections batches associated to these Payment Codes. Any Payment
Codes remaining with an open batch will not be updated.
4. Customer will run the script in their Test environment and verify the results before running the script in their Live environment.
This project is considered custom software. All services related to this project will be billed based on actual hours worked on this project.
The total hours worked on this project will be deducted from your Exhibit B hours balance from your Software License and Services
Agreement. Upgrades to custom software required by release changes could result in additional custom software upgrade fees, which are
not a part of this agreement.
Cost, Invoicing & Warranty Information:
The Project Cost below includes all technical work including: design, programming, and
up to 0 hours of on-site Project design based on up to 0 trip(s) to your location.
Travel expenses for this work are estimated at $0.00.
Actual travel expenses and any on-site support hours in addition to the amounts above will be invoiced
at the actual amounts as provided in Exhibit B of your Software License and Services Agreement.
All payments are due within 30 days of the actual invoice date. Estimate good for 30 days.
Estimated Exhibit B Hours (Actual Hours May Vary)
New World provides warranty and maintenance on the above modifications / enhancements for 30 days
Please test the software immediately upon delivery.
IMPORTANT: Please return this 'gned approval form to New World to start this project. Keep a copy for your records.
Customer LiaA
Signature: iso Date: Z
Title: the - hone #: 3110
Internal Use Only:
Completed By: Date Completed:
2137375.xlsx Form #: RFS Authorization Last Revised: 2/10/2015
InkNew world Systems
The Public Sector Soflware Company RFSAtithorization Form
SOFTWARE MODIFICATIONS / ENHANCEMENTS AT CUSTOMER EXPENSE
Customer Name: Cupertino, CA New World
2149981
Ref. #
Application: HR
Release Level:
Date: 5/20/2015
Unless otherwise specified, this project will be scheduled on the first available date. Scheduling will take place upon receipt of a signed
copy of this document.
In response to your Request for Service we are pleased to offer the following estimate. To begin work on this project, please sign
below and return to New World Systems.
Create custom ECHO payroll check. The form will print on pre-printed check stock.
Modifications to the base form include:
1. Check layout will print similar to the attached layout.
2. The Bank Information section will no longer print.
3. The Broadcast Message section will no longer print.
4. Font size will be reduced to help preventing overflow page printing.
Warranty period expires 30 days after initial delivery.
The cost for this program includes programming, quality testing, electronic delivery, and set up assistance. This project is considered
custom software. Upgrades to custom software required by release changes could result in custom software upgrade fees.
Cost, Invoicing & Warranty Information:
The Project Cost below includes all technical work including: design, programming, and
LIP to 0 hours of on-site Project design based on up to 0 trip(s) to your location.
Travel expenses for this work are estimated at $0.00.
Actual travel expenses and any on-site support hours in addition to the amounts above will be invoiced
at the actual amounts as provided in Exhibit B of your Software License and Services Agreement.
All payments are due within 30 days of the actual invoice date. Estimate good for 30 days.
Invoiced Upon
COSTS INVOICING Customer Invoiced Upon Delivery of Sofhvare
Approval To
Proceed
Project Cost $ $1,800.00 $0 $1,800
Travel Expenses $ $0.00 $0 $0
Budgeted Total Cost: $ $1,800.00 $0 $1,800
New World provides warranty and maintenance on the above modifications / enhancements for 30 days.
Please test the software immediately upon delivery.
IMPORTANT: Please return this signed approval form to New World to start this project. Keep a copy for your records.
Customer Li isson,�Lpprova1:
Signature:/ Y- Date:
Title: MO P7' Phone #:
Internal Use Only:
Completed By: Date Completed:
2149981 Form #: RFS Authorization Last Revised: 5/20/2015
New world Systems"
The Public Sector Software Compaizy
Document Number: CUPE 14LIF
STANDARD SOFTWARE LICENSE AND SERVICES AGREEMENT
May 21, 2014
This Standard Software License and Services Agreement which includes the attached Exhibits and Appendix ("this
Agreement") is between New World Systems° Corporation ("New World"), a Michigan Corporation and City of
Cupertino, California, ("Customer"). This Agreement sets forth the terms and conditions under which New
World will furnish the Licensed Products and will provide certain services described herein to Customer.
The attached Exhibits and Appendix include:
Exhibit AA ....................
TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit A .......................
LICENSED STANDARD SOFTWARE AND FEES
Exhibit B .......................
IMPLEMENTATION AND TRAINING SUPPORT SERVICES
Exhibit C .......................
STANDARD SOFTWARE MAINTENANCE AGREEMENT
Exhibit D .......................
NON -DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
Exhibit E .......................
DEMONSTRATION SITE DISCOUNT
Exhibit F ........................
DATA FILE CONVERSION ASSISTANCE
Exhibit G .......................
INTENTIONALLY LEFT BLANK
Exhibit H .......................
INCORPORATION BY REFERENCE OF NEW WORLD'S RESPONSE TO
CUSTOMER'S RFP SOFTWARE SPECIFICATIONS
Appendix I ....................
STATEMENT OF WORK
By signing below, each of us agrees to the terms and conditions of this Agreement together with the attached
Exhibits and Appendix. This Agreement contains the complete and exclusive statement of the agreement
between us relating to the matters referenced herein and replaces any prior oral or written representations or
communications between us. Each individual signing below represents that (s)he has the requisite authority
to execute this Agreement on behalf of the organization or entity for which (s)he represents and that all the
necessary formalities have been met. If the individual is not so authorized then (s)he assumes personal
liability for compliance under this Agreement.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS" CORPORATION
(New World)
By:
La ry D. Leinweber, President
Date: �V ~`
CITY OF CUPERTINO, CALIFORNIA
(Cuistomer)
By: lazalanu&�%Iii/l�%
Authorized Signature —� �Title
Approved,) jo,form:
Carol Korade, City Attorney
Atter
Grace Schmidt, Clerk
Date: TVKc (/ . 1J0 i y
The "Effective Date" of this Agreement is the latter of the two dates in the above signature block.
Corporate: 888 West Big Beaver Road • Suite 600 • Troy • Michigan 48084-4749.248-269-1000 • www.newworldsystems.com
CUPE 14LIF 0521 (141, IC 0513) executable.doc
DEFINITIONS
The following terms as defined below are used throughout this Agreement:
1. "A uthorized Copies':
Except as provided in subparagraph 1.3, the only authorized copies of the Licensed Software and Licensed Documentation are the
copies of each application software package defined in this Paragraph. They are:
(i) the single copy of the Licensed Software and the related Licensed Documentation delivered by New World under this
Agreement; and
(ii) any additional copies made by Customer as authorized in subparagraph 1.2.
2. "An Authorized User/Workstation':
Subject to the number of users specified in Exhibit A, any PC workstation that is connected to access the Licensed Software resident
on Computer and that may be logged on to access the programs, interfaces, data, or files created and/or maintained by the Licensed
Software.
3. "Computer' :
The .NET Server(s) to be located at:
City of Cupertino
10300 Torre Avenue
Cupertino, CA 95014
Customer shall identify in writing the serial number of the Computer within ten (10) days of receipt of the Computer or within ten
(10) days of the Effective Date, whichever is later. If the Computer is to be relocated, Customer shall notify New World of the new
location in writing prior to the relocation.
4. "Confidential Information":
Information disclosed or obtained by one party in connection with, and during the term of, this Agreement and designated as
"Confidential" by the party claiming confidentiality at the time of disclosure. Confidential Information does not include any
information which was previously known to the other party without obligation of confidence or without breach of this Agreement, is
publicly disclosed either prior or subsequent to the other party's receipt of such information, or is rightfully received by the other party
from a third party without obligation of confidence. To the extent permissible under the California Public Records Act in Government
Code Section 6254, should Customer receive a request for information designated as "confidential" under this Agreement, it shall be
New World's responsibility to seek remedies to prevent disclosure.
5. "Customer Liaison".
A Customer employee assigned to act as liaison between Cuilomer and New World for the duration of this Agreement. Within ten
(10) days of the Effective Date, Customer shall notify New 'World of the name of the Customer Liaison.
6. "Daily Rate":
As described in this Agreement, New World shall provide s;rvices to Customer at the rate of $1,000/day. The daily rate covers all
hours worked by a New World employee per day on this project. The daily rate is protected for 24 months after the Effective Date, at
which time the daily rate shall be the then -current New World daily rate.
7. "Delivery of Licensed Standard Software":
Licensed Standard Software will be delivered in a machine readable form to Customer via an agreed upon network connection, or on
appropriate media if requested, as soon as the software is available after the Effective Date but no later than thirty (30) days after the
Effective Date.
8. "Development Software":
Standard application software currently under development by New World which, if applicable, will be completed and delivered to
Customer as Licensed Standard Software when available.
9. "Installation of Licensed Standard Software' :
Installation of the Licensed Standard Software shall be deemed to occur, for all billings or other events described herein, upon the
earlier of:
(a) the transfer or loading of the Licensed Standard Software onto a Customer server or computer, or
(b) thirty (30) days after delivery of the Licensed Standard Solfivare.
10. "Licensed Custom Software":
Any software (programs or portions of programs) developed by New World specifically for Customer's own use.
11. "Licensed Documentation' :
New World User Manuals which includes the current specifications for the Licensed Standard Software and other written instructions
relating to the Licensed Software (such as Product Bulletins, installation instructions, and training materials).
12. "Licensed Products":
The Licensed Software, the related Licensed Documentation, and the Authorized Copies of the foregoing.
13. "Licensed Software":
The Licensed Standard Software, Development Software, Upgrades, and Licensed Custom Software provided under this Agreement.
14. "Licensed Standard Software":
The current version of New World standard and development application software package(s) (in machine readable code) listed in
Exhibit A.
15. "SSMA' :
The New World Standard Software Maintenance Agreement as set forth in Exhibit C.
16. "Travel Expenses":
All actual and reasonable travel expenses incurred by New World for trips relating to this project, including but not limited to, airfare,
rental car, lodging, mileage, parking/tolls, and daily per diem (:xpenses.
17. "Travel Time":
Actual New World employee travel time billed at the Hourly Rate of $125/hour, up to, but not exceeding, four (4) hours per each trip
relating to this project.
18. "Upgrades":
Any enhanced and/or improved versions of the Licensed Standard Software provided as Licensed Standard Software under Exhibit C
of this Agreement and released after the execution of this Agreement.
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GENERAL TERMS AND CONDITIONS
1.0 SINGLE USE LICENSE
1.1 New World grants Customer a nontransferable, nonexclusive, and non -assignable license to use the
Licensed Software only on the Computer and only for its internal processing needs. Customer shall
have the right and license to use, enhance, or modify the Licensed Software only for Customer's own
use and only on the Computer and only on an authorized workstation. New World will deliver to
Customer one copy of each application of the Licensed Software (in machine readable form
compatible with the specified operating environment) and one copy of the related Licensed
Documentation. If Customer fails to pay all license fees specified in Exhibit A and the applicable
custom software fees, if any, Customer shall forfeit the right and license to use the Licensed Products
and shall return them to New World..
1.2 In order to assist Customer in the event of an. emergency, Customer is permitted to make a reasonable
number of copies on magnetic media of each application of the Licensed Software and one back-up
copy of the related Licensed Documentation. These Authorized Copies may be stored as defined
above so long as they are kept in a location secure from unauthorized use. Except as provided herein,
Customer or anyone obtaining access through Customer shall not copy, distribute, disseminate, or
otherwise disclose to any third party the Licensed Products or copies thereof in whole or in part, in any
form or media. This restriction on making and distributing the Licensed Products or copies of any
Licensed Product includes without limitation, copies of the following:
(i) Program libraries, either source or object code;
(ii) Operating control language;
(iii) Test data, sample files, or file layouts;
(iv) Program listings; and
(v) Licensed Documentation.
1.3 Upon written request by Customer, and with written permission by New World, additional
Authorized Copies may be made for Customer's internal use only, which permission shall not be
unreasonably withheld. Licensed Documentation is exempted from this requirement and Customer
can reproduce Licensed Documentation without limit so long as the reproductions are used for internal
purposes only.
2.0 OWNERSHIP
2.1 The Licensed .Products and all copyright, trade secrets and other proprietary rights, title and interest
therein, remain the sole property of New World or its licensors, and Customer shall obtain no right,
title or interest in the Licensed Products by virtue of this Agreement other than the nonexclusive,
nontransferable, non -assignable license to use; the Licensed Products as restricted herein.
2.2 The .license to use any Licensed Custom Software provided under this Agreement, if any, is included
in this license. New World shall have the right to use any data processing ideas, techniques, concepts,
and/or know-how acquired by it in the performance of services under this Agreement including the
development of Licensed Custom Software fior the advancement of its own technical expertise and the
performance of other Software License and Service Agreements or any other applicable agreements.
New World shall have, without restriction, the right to use all programs, procedures, information, and
techniques that are publicly available, obtained or obtainable from third parties and/or developed
independently by New World without specific reference to Customer's organization.
3.0 CORRECTION AND SOFTWARE MAINTENANCE ON STANDARD SOFTWARE
3.1 New World shall provide software correction service and maintenance for the Licensed Standard
Software during the term of Customer's SSMA. See Exhibit C for a description of the SSMA start
date and term, the services available and the applicable fees and procedures.
4.0 WARRANTIES
4.1 New World warrants, for Customer's benefit only, that the Licensed Standard Software will perform
as specified in its user manuals based on the then -current release of the Licensed Standard Software.
4.2 New World warrants, for Customer's benefit only, that it possesses the necessary intellectual rights to
license to Customer the Licensed Standard Software provided hereunder.
4.3 New World warrants, for Customer's benefit only, that the items coded yes in the Response to
Customer's RFP will be met as described in Exhibit H.
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The foregoing warranties do not apply if the Licensed Product(s) have been modified by any party other than
New World. New World does not warrant that the features or functions of the Licensed Software will meet
Customer's requirements or in any combination or use Customer selects. EXCEPT AS SPECIFICALLY
PROVIDED IN THIS PARAGRAPH 4.0, AND ITS SUBSECTIONS, NEW WORLD EXPRESSLY
DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE LICENSED
PRODUCTS, INCLUDING BUT NOT LIMITED TO, THE LICENSED PRODUCTS' CONDITION,
MERCHANTABILITY, FITNESS FOR A PARTACULAR PURPOSE, OR ANY IMPLIED WARRANTY
ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE.
5.0 INSTALLATION AND TRAINING SUPPORT SERVICES
5.1 As provided for in Exhibit B and concurrent with timely payments, New World shall make available
to Customer qualified representative(s) who will provide installation and training support services for
each application of the Licensed Software delivered. See Exhibit B for a description of the services
provided and the applicable fees and procedures.
6.0 CUSTOMER LIAISON AND CUSTOMER RESPONSIBILITIES
The successful implementation of the Licensed Products into Customer's environment requires Customer's
commitment to and cooperation in the implementation process. Accordingly, Customer hereby agrees to the
following:
6.1 Customer understands that the Licensed Software is designed to run in a specified operating
environment which includes hardware, software and related equipment not provided by New World.
Customer is responsible for assuring that the appropriate hardware equipment, related components
and all cabling are installed timely and are suitable for the successful installation of the Licensed
Software.
6.2 Customer agrees to provide the management: interface and support necessary to successfully complete
the implementation of the Licensed Software. This support includes upper level management priority
setting and timely involvement during and after a change in Customer's organization, Customer's
operations and/or after changes in Customer"s internal policies or procedures which directly affect the
software implementation.
6.3 Customer shall assign an upper level employee to serve as the Customer Liaison for the duration of
the Licensed Software implementation. If Customer must replace the Customer Liaison for reasons
beyond its control, Customer will assign a new Customer Liaison as soon as reasonably possible.
New World is not responsible for any delay caused directly or indirectly by the reassignment of the
Customer Liaison. In addition to other duties and responsibilities, the Customer Liaison shall:
(i) provide timely answers to New World's requests for information;
(ii) coordinate a mutually agreeable implementation and training schedule;
(iii) have authority to sign for and obligate Customer to any matters relating to service requests,
design documents, performance test documents and/or delivery and service dates;
(iv) in situations where Customer participation is required, provide timely input for systems
definition, detail design, and use of the software system.
6.4 Customer is responsible for creating and maintaining its master files, tables and the like which
includes accurate data entry, accurate file editing and overall file control to assure successful systems
performance.
6.5 Customer shall provide qualified personnel with sufficient backup to be trained to use the Licensed
Software and to interpret the output upon sufficient training by New World. Applying the output
information in Customer's environment is Customer's sole responsibility.
7.0 BILLING AND ADDITIONAL AUTHORIZED WORKSTATION CHARGES
7.1 The attached Exhibits set forth the manner in which fees and payments shall be allocated and made
under this Agreement. Past due amounts are subject to a service charge of 1.5% per month, which
charge Customer agrees to pay. To the extent Customer imposes additional requirements on New
World for services other than those expressly provided in this Agreement, New World retains the
right to make additional price adjustments and/or any other adjustments that may be necessitated.
Before performing these additional services, New World will notify Customer that the services are
subject to additional charge(s). There shall be no additional services or software provided without a
modification or change order to this Agreement.
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7.2 If Customer wishes to add additional authorized workstations or Licensed Standard Software,
Customer agrees to pay the additional License fees at the then current software prices in effect.
SSMA fees shall be increased according to the additional Licensed Standard Software fees on the next
annual billing date after the additional workstations and/or Licensed Standard software is added, or as
specified in the future contract. With said payments, the license provided in Paragraph 1.0 permits
Customer's use of the Licensed Software for the specified workstations.
7.3 Customer shall notify New World if additional authorized workstations need to be added to access
the Licensed Software and will pay the additional authorized workstation fees promptly when
invoiced.
7.4 Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer
and Customer agrees to remit when imposed. If an exemption is claimed by the Customer, an
exemption certificate must be submitted to New World.
8.0 CONFIDENTIAL INFORMATION/NON-DISCLOSURE AGREEMENT
8.1 Subject to the requirements of the Freedora of Information Act (FOIA) and/or other comparable
applicable state law, each party shall hold all. Confidential Information in trust and confidence for the
party claiming confidentiality and not use such Confidential Information absent express written
consent by the party claiming confidentiality. The other party agrees not to disclose any such
Confidential Information, by publication or otherwise, to any other person or organization. Customer
agrees to timely notify New World of any rrquest(s) made for disclosure of confidential information
and it is New World's responsibility to pursue remedies to prevent disclosure.
8.2 Customer hereby acknowledges and agrees that all Licensed Products are Confidential Information
and proprietary to New World. I.n addition to the other restrictions set forth elsewhere in this
Agreement or otherwise agreed to in writing, Customer agrees to implement all reasonable measures
to safeguard New World's proprietary rights in the Licensed Products, including without limitation the
following measures:
(i) Customer shall only permit access to the Licensed Products to those employees who
require access and only to the extent necessary to perform Customer's internal processing
needs.
(ii) With respect to agents or third parties, Customer shall permit access to the Licensed
Products only after New World has received, approved and returned a fully executed Non -
Disclosure Agreement to Customer (see Exhibit D). New World reserves the right to
reasonably refuse access to a third party after it has evaluated the request. Customer
agrees to provide information reasonably requested by New World to assist New World in
evaluating Customer's request to permit third party access to the Licensed Products. In
addition to any other remedies, New World may recover from Customer all damages and
legal fees incurred in the enforcernent of this provision on third party access;
(iii) Customer shall cooperate with New World in the enforcement of the conditions set forth
in the attached Non -Disclosure Alp-eement or any other reasonable restrictions New World
may specify in writing in order to permit access;
(iv) Customer shall not permit removal of copyright or confidentiality labels or notifications
from its proprietary materials; and
(v) Customer shall not attempt to disassemble, decompile or reverse engineer the Licensed
Software.
8.3 Customer agrees that in addition to any other remedies that may be available at law, equity or
otherwise, New World shall be entitled to seek and obtain a temporary restraining order, injunctive
relief, or other equitable relief against the continuance of a breach or threatened breach of this
paragraph 9.0 on Confidentiality and Non -Disclosure.
9.0 LIMITATION OF LIABILITY AND RECOVERABLE, DAMAGES
New World's entire liability and Customer's exclusive remedies are set forth below:
9.1 For any claim relating to the non-conformance or imperfection of any licensed software provided
under this Agreement, New World will correct the defect so that it conforms to the warranties set
forth in subparagraph 4.1; or if after repeated attempts to correct the non -conformity, New World is
unable to correct the non -conformity, then Customer may recover its actual damages subject to the
limits set forth in subparagraph 10.2 below. For any other claim arising under or in connection with
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this Agreement, Customer may recover its actual damages subject to the limits set forth in
subparagraph 10.2 below.
9.2 New World's total liability to Customer for all claims relating to the Licensed Products and this
Agreement, including any action based upon contract, tort, strict liability, or other legal theory, shall
be limited to Customer's actual damages and in no event shall New World's liability exceed the
Exhibit A Licensed Standard Software fees paid to New World up to the One -Time Project Cost
described in Exhibit AA.
9.3 New World shall not be liable for any special, indirect, incidental, punitive, exemplary, or
consequential damages, including loss of profits or costs of cover, arising from or related to a breach of
this Agreement or any order or the operation or use of the Licensed Products including such damages,
without limitation, as damages arising from loss of data or programming, loss of revenue or profits,
failure to realize savings or other benefits, damage to equipment, and claims against Customer by any
third person, even if New World has been advised of the possibility of such damages.
9.4 If it is determined that a limitation of liability or a remedy contained herein fails of its essential
purpose, then the parties agree that the exclusion of incidental, consequential, special, indirect,
punitive, and/or exemplary damages is still effective.
10.0 INTEGRATION WITH U.S. COPYRIGHT ACT
10.1 In addition to all other provisions provided under this Agreement, Customer agrees to be bound by
and to comply with any and all provisions of the U.S. Copyright Act (The Copyright Act of 1976,
U.S.C. Sections 101-810 (1976) as amended). If a provision of the U.S. Copyright Act and this
Agreement conflict, the more restrictive of -the two applies. If it cannot be determined which is the
more restrictive, then the provision within this Agreement shall apply.
11.0 INDEPENDENT CONTRACTOR
11.1 New World is an independent contractor. The personnel of one party shall not in anyway be
considered agents or employees of the other. To the extent provided for by law, each party shall be
responsible for the acts of its own employees.
11.2 Each party shall be responsible for Workers' Compensation coverage for its own personnel.
12.0 11VSURANCE REQUIREMENTS
New World shall not commence work under this Agreement until it has obtained the insurance required
under this paragraph.
12.1 Workers' Compensation Insurance: New World shall procure and maintain during the term of this
Agreement, Workers' Compensation Insurance for all of its employees who engage in the work to be
performed..
12.2 Liability and Property Insurance — Cominehensive Form: New World shall procure and maintain
during the term of this Agreement, Liability and Property Damage Insurance in an amount not less
than $1,000,000 on account for each accident; and in an amount not less than $1,000,000 for each
accident for damage to property.
12.3 Automobile Liability Insurance: New World shall procure and maintain during the term of this
Agreement, Hired and Non -Ownership Motor Vehicle Bodily Injury and Property Damage Insurance
in an amount not less than $1,000,000 for injuries, including accidental death, to each person; and,
subject to the same limit for each person, in im amount not less than $1,000,000 for each accident; and
in an amount not less than $1,000,000 on account for each accident for damage to property, provided
however that the combined single limit for all automotive related claims shall not exceed $1,000,000.
13.0 DISPUTE RESOLUTION PROCEDURE
13.1 Any dispute or controversy arising out of o:r relating to this Agreement, or breach thereof, shall be
settled by the following procedure.
Level 1: Before entering into Level 2 or Level 3 of this Dispute Resolution Procedure (DRP), New
World and Customer shall enter into a series of management meetings for the purpose of
resolving the dispute or controversy through normal business management practices. The
series of meetings, consisting of not less than three face-to-face meetings, must be held
between upper-level managers of both Customer and New World. Both parties agree to
put forth their best efforts in these meetings. The meetings shall be held at Customer's
offices or at a mutually agreeable location. The Level 1 period shall begin when one party
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gives notice to the other by certified mail that it is entering into this Level 1 procedure to
resolve the dispute.
Level 2: Only after the parties have completed Level 1 of the DRP without resolving the dispute or
controversy and before entering into Level 3 of the DRP, Customer and New World shall
enter into a mediation process. Each parry shall bear its own costs in preparing for and
conducting mediation, except that the joint costs, if any, of the actual mediation proceeding
shall be shared equally by the parties. The mediation process is defined as follows:
The parties shall select a mutually agreeable mediator to aid the parties in resolving
the dispute or controversy. The mediator shall not be an employee or former
employee of either party. The mediation shall be held at a location agreed upon by
the parties.
Level 3: Only after the completion of both Levels 1 and 2 above without a satisfactory resolution of
the dispute or controversy, either party may bring suit in the United States District Court
for the Northern District of California. Each party shall bear the cost of their own legal
expenses if Level 3 is used.
14.0 TERMINATION
14.1 By Customer: If New World fails to provide the Licensed Software as warranted in accordance with
the terms of this Agreement, Customer may at its option terminate this Agreement with ninety (90)
days written notice as follows:
(i) The termination notice shall provide a detailed description (with examples) of any warranty
defects claimed;
(ii) New World shall have ninety (90) days from receipt of said notice to correct any warranty
defects in order to satisfy the terms of this Agreement;
(iii) During the ninety (90) day cure period, Customer shall apply sound management practices
and use its best efforts to resolve any issues or obstacles — including cooperating with New
World;
(iv) At the end of ninety (90) days unless the termination has been revoked in writing by
Customer, the Agreement terminates.
14.2 By New World: If Customer fails to make prompt payments to New World when invoiced, or if
Customer fails to fulfill its responsibilities under this Agreement, including but not limited to those
outlined in Paragraph 6.0, then New World may at its option terminate this Agreement with written
notice as follows:
(i) The termination notice shall define the reason for termination;
(ii) If the cited reason for termination is Customer's failure to make prompt payment, Customer
shall have thirty (30) days from receipt of said notice to make payment in full for all
outstanding invoiced payments due;
(iii) If the cited reason for termination is Customer's failure to fulfill its responsibilities,
Customer shall have ninety (90) days from receipt of said notice to correct any actual
deficiencies in order to satisfy the terms of this Agreement;
(iv) During the applicable cure period, flew World will use sound management practices and its
best efforts to resolve any issues or obstacles — including the reassignment of personnel if
necessary to improve the working relationship;
(v) At the end of the applicable cure period, unless the termination has been revoked in writing by
New World, the Agreement terminates.
14.3 In the event of termination by either party., New World shall continue to provide its services, as
previously scheduled, through the termination date and the Customer shall continue to pay all fees and
charges incurred through the termination date as provided in the attached Exhibits.
14.4 Upon termination, before payment of the Licensed Software, Customer shall return to New World all
Licensed Products, including any copies provided to or created by Customer under this Agreement.
Upon termination after the payment of the Licensed Software as provided in Exhibit AA, Customer
may, at its discretion, retain the software or return it to New World and pursue any available remedies
under this Agreement.
14.5 Nothing in this paragraph on termination is intended to infer that either party has or does not have a
claim for damages.
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14.6 The Terms and Conditions relating to ownership, warranties, confidentiality and non -disclosure,
limitation of liability and recoverable damages, Copyright Act, dispute resolution and the General
provisions (18.0), survive termination.
15.0 PATENT AND TRADEMARK INDEMNIFICATION
New World agrees to indemnify and save the Customer harmless from and against any and all judgments,
suits, costs, and expenses subject to the limits s(,t forth in this Agreement resulting from any alleged
infringement of any patent or copyright arising from the licensing of the Licensed Standard Software pursuant
to this Agreement, provided that Customer has notified New World in writing of such allegation within a
reasonable timeframe of the date upon which the Customer first receives notice thereof. New World's
obligation to indemnify and save Customer harmless under this paragraph is void if the claim of
infringement arises out of or in connection with any modification made to the Licensed Standard Software or
any use of the Licensed Standard Software not specifically authorized in writing by New World.
16.0 NOTICES
17.1 Notices to Customer shall be deemed effective when deposited in the mail by Registered or Certified
U.S. Mail to the business address of the Customer.
17.2 Notices to New World shall be deemed effective when deposited in the mail by Registered or Certified
U.S. Mail to the following address (or to any other address so specified by New World):
New World Systems Corporation
888 West Big Beaver, Suite 600
Troy, Michigan 48084
Attention: President
17.0 GENERAL
17.1 This Agreement is the entire agreement between the parties superseding all other communications,
written or oral, between the parties relating to the subject matter of this Agreement. This Agreement
may be amended or modified only in writing signed by both parties.
17.2 This Agreement is governed by the laws of the State of California and it shall be binding on the
successors and assigns of the parties.
17.3 Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision or
any other provision of this Agreement.
717.4 The paragraph headings which appear herein are included solely for convenience and shall not be used
in the interpretation of this Agreement. Any, provision of this Agreement determined to be invalid or
otherwise unenforceable shall not affect the other provisions, which other provisions remain in full
force and effect.
17.5 This Agreement is entered into solely for the benefit of New World and Customer. No third party
shall have the right to make any claim or assert any right under it, and no third party shall be deemed a
beneficiary of this Agreement.
17.6 Notwithstanding anything contained herein. to the contrary, these terms and conditions may be
extended to other public entities for purchase of the license and/or services described under this
Agreement. To the extent they are required, the parties shall execute any requisite cooperative
agreements authorizing such extension of terms and conditions. If this is done, Customer assumes no
authority, liability, or obligation on behalf of any other public entity that may use this Agreement for
any such purchase.
17.7 Other integrated licensed software and services from New World may be purchased by Customer
under the terms and conditions of this Agreement.
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EXHIBIT AA
TOTAL COST SUMMARY AND PAYMENT SCHEDULE
I. Total Cost Summary: Licensed Standard Software;, Implementation Services, and Third Party Products
DESCRIPTION OF COST COST
A. LICENSED STANDARD SOFTWARE as further described in Exhibit A $245,060
1. Licensed Standard Software $398,000
2. Less Demonstration Site Discount (109,522)
3. Less BAFO Discount (43,418)
B. IMPLEMENTATION SERVICES 266,000
1. PROJECT MANAGEMENT as further described in Exhibit B
2. INTERFACE INSTALLATION SERVICES as further described in Exhibit B
3. IMPLEMENTATION AND TRAINING SERVICES as further described in Exhibit B
4. OTHER IMPLEMENTATION SERVICES as further described in Exhibit B
5. CONSULTING SERVICES as further described in Exhibit B
6. CHANGE MANAGEMENT as further described hi Exhibit .B
7. DATA FILE CONVERSION ASSISTANCE SERVICES as further described in Exhibit F
O:NE TIME PROJECT COST:
C. TRAVEL EXPENSES (Estimate) — billed as incurred and not to exceed $50,000 without $50,000
prior written Customer authorization.
D. STANDARD SOFTWARE MAINTENANCE SERVICES — as further described in Exhibit C.
PRICING ASSUMES CONTRACT EXECUTION BY JUNE 20, 2014.
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Exhibit AA/ COST SUMMARY AND PAYMENT SCHEDULE Initials /&
N S / ton
H. Payments for Licensed Standard Software, Implementation Services, and Third Party Products
DESCRIPTION OF PAYMENT PAYMENT
A. LICENSED STANDARD SOFTWARE
1. Amount invoiced upon Effective Date
2. Amount invoiced upon Go -Live of Financial Maniagement Base Suite
B. IMPLEMENTATION SERVICES
I. Amount invoiced upon Effective Date
2. Amount invoiced upon completion of Step 3 in SOW -
Complete and Approve Project Plan
3. Amount invoiced upon completion of Step 4a in SOW -
Technical System Setup
4. Amount invoiced upon completion of Step 7 in SOW -
Conduet User Training
-5. Amount invoiced upon completion of Step 8 in SOW -
Conduct Go -Live of Financial Management Base Suite
ONE TIME PAYMENTS
C. TRAVEL EXPENSES (Estimate)
(These expenses are billed as incurred and not to exceed $50,000 without
prior written Customer authorization)
1. 25 Trips are anticipated
*Estimate
$245,060
$122,530
122,530
266,000
$26,100
53,300
53,300
53,300
80,000
$50,000*
D. STANDARD SOFTWARE MAINTENANCE SERVICES —as further described in Exhibit C
ALL PAYMENTS ARE DUE WITHIN THIRTY (30) DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable iuchaded hinder the total one -tune costif ally deliverable is subject
to sales tars, the tar will be calcalated road added as applicable to each billing.
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Exhibit AA / COST SUMMARY AND PAYMENT SCHEDULE Initials /
N / Customer
II. Payments for Licensed Standard Software, Implementation Services, and Third Party Products
DESCRIPTION OF PAYMENT
A. LICENSED STANDARD SOFTWARE
1. Amount invoiced upon Effective Date $122,530
2. Amount invoiced upon Go -Live of Financial Management Base Suite 122,530
B. IMPLEMENTATION SERVICES
1. Amount invoiced upon Effective Date $26,100
2. Amount invoiced upon completion of Step 3 in SOW - 53,300
Complete and Approve Project Plan
3. Amount invoiced upon completion of Step 4a in SOW - 53,300
Technical System Setup
4. Amount invoiced upon completion of Step 7 in SOW - 53,300
Conduct User Training
5. Amount invoiced upon completion of Step 8 in SOW - 80,000
Conduct Go -Live of Financial Management Base Suite
ONE TIME PAYMENTS:
C. TRAVEL EXPENSES (Estimate)
(These expenses are billed as incurred and not to exceed $50,000 without
prior written Customer authorization)
1. 25 Trips are anticipated
*Estimate
D. STANDARD SOFTWARE MAINTENANCE SERVICES — as further described in Exhibit C
PAYMENT
$245,060
266,000
$50,000*
ALL PAYMENTS ARE DUE WITHIN THIRTY (30) DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable included under the total one-time cost. If any deliverable is subject
to sales tax, the tax will be calculated and added as applicable to each billing.
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EXHIBIT A
LICENSED STANDARD SOFTWARE AND FEES
License Fee for Licensed Standard Software And Documentation Selected By Customer:
LOGOS.NET STANDARD APPLICATION SOFTWARE"'-'
ITEM DESCRIPTION INVESTMENT
FINANCIAL MANAGEMENT
1. Logos.NET Financial Management Base Suite!
- General Ledger
- Budget Management
- Annual Budget Preparation
- Accounts Payable
- Revenue/Cash Receipting
2. Logos.NET Additional Financial Management Software
- Asset Management
- Project Accounting
- Misc. Billing & Receivables
- Government (GASB) Reporting
- Bank Reconciliation
- Third Party Document Imaging Interface
3. Expanded Revenue Collections
- PC Cash Register Interface
supports Epson TM -H60001 v ReceipffalidatiordSlip Printer
4. Logos.NET Procurement Management Suite
- Purchasing Base
- Contract Accounting
SUB -TOTAL FINANCIAL MANAGEMENT MODULES $141,000
PAYROLL & HUMAN RESOURCES SUITE
5. Logos.NET Human Resources Management Base Suite
- Payroll Processing
- Personnel Management
- Position Control
$55,000
8,000
8,000
8,000
16,000
6,000
8,000
8,000
16,000
8,000
45,000
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6. Logos.NET Human Resources
- Personnel Action Processing
10,000
- Employee Event Tracking
10,000
7. Logos.NET Benefits Management
- Benefits Administration
8,000
- COBRA Billing Administration
8,000
- Workers Compensation Administration
12,000
- Leave Management
12,000
8. Logos.NET Additional Payroll & HR Modules
- Position Budgeting
10,000
- Third Party Document Imaging Interface
8,000
SUB -TOTAL PAYROLLIHUMAN RESOURCES MODULES $123,000
eSUITE
9. eSuite Base Software 16,000
10. eHR
- eEmployee 24,000
- eTimesheets 12,000
- eBenefits Administration 12,000
SUB -TOTAL eSUITE SOFTWARE MODULES 64,000 1
DECISION SUPPORT SOFTWARE
11. Decision Support Base Datamart5 16,000
12. Finance Analytics
- Includes 10+ users 21,000
13. Dashboards for Financial Management 12,000
14. Human Resource/Payroll Analytics
- Includes 10+ users 21,000
SUB -TOTAL DECISION SUPPORT SOFTINARE MODULES $70,000
City of Cupertino, CA Page 12 of 26
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AUTHORIZED USERS
15. Site License for up to 200 Authorized Users a
Included
NEW WORLD STANDARD SOFTWARE LICENSE FEE $398,000
LESS DEMONSTRATION SITE DISCOUNT (109,522)
LESS BAFO DISCOUNT (43,418)
TOTAL SOFTWARE LICENSE FEE 6,7 $245,060
Note: A Site License is included for this solution. This Site License entitles the City of Cupertino, CA, to
200 authorized users for the Standard Software licensed in Exhibit A, to be divided up between
applications. The Site License is available to only the affiliated Public Administration agencies within the
City of Cupertino, CA.
ENDNOTES
Personal Computers must meet the minimum hardware requirements for New World Systems' Logos.NET
product. Microsoft Windows XP or greater with 1E 7.0 or greater is the required operating systems for all client
machines. Windows 2008 Server is required for the Application Server(s), Web Server(s) and Database Server.
Microsoft SQL Server 2008 is required for the Database Server.
1 New World Systems' Logos.NET product requires Microsoft Windows 2008 Server and Microsoft SQL Server
2008 including required Client Access Licenses (CALs) and Windows Server 2008 External Connector (EC)
licenses for applicable Microsoft products. Servers must meet minimum hardware requirements provided by
New World Systems.
s Suggested minimum: IOOMB Ethernet Network. IOMB CATS Ethernet Network may have less than adequate
response time. Further consultation would be required to assess your network.
d Additional cost per group of S for authorized users is $5, 000.
5 New World supports SQL Server Reporting Services (,)SRS) for server -based report generation and ad hoc
reporting. SSRS utilizes a web services interface to support the development of custom reporting applications.
SSRS is included in the Express, Workgroup, Standaro and Enterprise editions of Microsoft SQL Server.
Customers may elect to use other third -party report generation tools including Crystal Reports however New
World does not provide support for these tools and cannot guarantee compatibility.
6 Prices assume that all software proposed is licensed.
7 Licensed Software, and third party software embedded therein, if any, will be delivered in a machine readable
form to Customer via an agreed upon network connection.. Any taxes or fees imposed are the responsibility of
the purchaser and will be remitted when imposed.
City of Cupertino, CA Page 13 of 26
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Exhibit A / OPTIONAL LICENSED STANDARD SOFTWARE AND FEES
Optional Licensed Standard Software Pricing
Customer may license the following software modules at the; indicated current list prices for up to two (2) years
from the date of execution of this Agreement.
OPTIONAL SOFTWARE MODULES
LOGOS.NET STANDARD APPLICATION SOFTWARE 1,2,3
ITEM I DESCRIPTION I INVESTMENT
COMMUNITY DEVELOPMENT SUITE
1. Logos.NET Community Development Software
- Business Licensing $12,000
- Parcel Management 8,000
- Permits 15,000
Note: Training and Support Services cost (not to exceed :635,000) as well as Maintenance (SSMA) costs for
these optional modules are not included.
City of Cupertino, CA Page 14 of 26
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EXHIBIT B
PROJECT MANAGEMENT, IMPLEMENTATION AND
TRAINING SUPPORT SERVICES
1. Project Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit A
software. This responsibility will include documenting, coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans (if required);
d) monthly project status reports; and
e) project status meetings
• a project review (kickoff) meeting at Customer's location
• progress status meeting(s) will occur during implementation via telephone conference or at
Customer's location; and
• a project close-out meeting at Customer's location to conclude the project.
The implementation services fees described in Exhibit AA include Project Management fees for a period up to 15
months after the Effective Date.
2. Implementation and Training Support Services
Based on the Licensed Standard Software listed on Exhibit A, up to 95 days of New World implementation and
training support services have been allocated for this project. Excess services requested shall be billed at the Daily
Rate. Avoiding or minimizing custom or modified features will aid in keeping the support costs to the amount
allocated. Customer agrees to reimburse New World for support trips canceled by Customer less than ten (10)
days before the scheduled start date to cover New World's out-of-pocket costs and lost revenues. The
recommended implementation and training support services include:
a) implementation of each package of Licensed Standard Software; and
b) Customer training and/or assistance in testing; for each package of Licensed Standard Software; and
c) In addition to the 95 days of implementation and training services, 40 additional days have been
allocated to provide high-level. Consulting services, as determined by mutual agreement of the
Customer and New World project managers, :for any of the following activities:
• Enterprise -wide requirements analysis and gathering services focused on identifying and
answering organization -critical questions;,
• Synthesis of findings, identifying targeted key solutions to be implemented across customer
organization,
• Determination of most efficient and effective work flows and business processes for each package
of licensed standard software,
• Design, development and/or configuration on key solutions in base software reporting package,
through Business Analytics, Dashboards or agreed -to customized Datamart Reporting,
• Effective deployment of agreed -to solutions, employing the work flow and business process
configurations to support improved decisiion-making and long-term planning.
d) In addition to the 95 days of implementation and training services, and 40 days of Consulting services,
an additional 25 days have been allocated to provide high-level Change Management Services, as
determined by mutual agreement of the Customer and New World project managers, for any of the
following activities:
• Summary Findings
• Updated Summary Level Roadmap
• Change Management Recommendations :Document (CMRD)
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Exhibit B / PROJECT MANAGEMENT, IMPLEMENTATION AND TRAINING SUPPORT SERVICES
The project management, implementation and training support services provided by New World may be performed
at Customer's premises and/or at New World national headquarters in Troy, Michigan (e.g., portions of project
management are performed in Troy).
3. Interface Installation Service
New World shall provide interface installation services as described in this paragraph below. These services do not
include hardware and/or third party product costs which shall be Customer's responsibility, if required. Whenever
possible, these services will be done remotely, resulting, in savings in Travel Expenses and Time. If on-site
installation and training is required, Customer will be responsible for the actual Travel Expenses and Time. The
services include the following interfaces.
a) Payment Processing Interface: includes 1 Positive Pay and ACH/Direct Deposit Transmittal Export,
and 1 Payment (Check/EFT) Reconciliation'Transmittal Import
b) Third Party Document Imaging Interface
c) Accounts Payable Purchasing Card Import
4. Hardware Quality Assurance Service
New World shall provide Hardware Systems Assurance of Customer's Logos.NET server(s). These services do
not include hardware and/or third party product costs which shall be Customer's responsibility, if required.
Whenever possible, these services will be provided remotely, resulting in savings in travel expenses and time. If on-
site installation is required, Customer will be responsible fbr the actual travel expenses and time.
a) Hardware Quality Assurance Services (Standard) Environment:
Hardware Systems Assurance and Software Installation:
- Assist with High Level System Design/Layout
- Validate Hardware Configuration and System Specifications
- Validate Network Requirements, including Windows Domain
- Physical Installation of New World Application Servers
- Install Operating System and Apply Updates
- Install SQL Server and Apply Updates
- Install New World Applications Software and Apply Updates
- Establish Base SQL Database Structure
- Install Anti -Virus Software and Configure Exclusions
- Install Automated Backup Software and Configure Backup Routines
- Configure System for Electronic Customer Support (i.e. NetMeeting)
- Tune System Performance Including Operating System and SQL Resources
- Test High Availability/Disaster Recovery Scenarios (if applicable)
- Provide Basic System Administrator Training and Knowledge Transfer
- Document Installation Process and System Configuration
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Exhibit B / PROJECT MANAGEMENT, IMPLEMENTATION AND TRAINING SUPPORT SERVICES
5. Additional Services Available
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) modifying the Licensed Standard Software;
d) designing and programming Licensed Custom Software; and
e) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World and will be
provided at the Daily Rate).
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EXHIBIT C
STANDARD SOFTWARE MAINTENANCE AGREEMENT (SSMA)
This Standard Software Maintenance Agreement (SSMA) between New World and Customer sets forth the
standard software maintenance support services provided by New World.
1. SSMA Period
This SSMA shall remain in effect for a term of five (5) years (the SSMA term) beginning on the delivery of
Licensed Standard Software ("Start Date") and ending on the same calendar date at the conclusion of the SSMA
term. New World shall provide Customer no -charge SSMA. for a period of 365 days from the Start Date.
2. Services Included
New World shall provide the following services during the SSMA term.
a) upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed
Standard Software application packages are supported no longer than nine (9) months after a new
release is announced by New World);
b) temporary fixes to Licensed Standard Software (see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m. to 8:00 p.m. (Eastern Time Zone); and
e) invitation to and participation in user group meetings.
Items a, b, and c above will be distributed to Customer by electronic means.
Additional support services are available as requested by Customer at the Daily Rate.
3. Maintenance for Modified Licensed Standard Software and Custom Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes ithem) make the modified Licensed Standard Software
more difficult to maintain. If New World agrees to provide maintenance support for Custom Software or
Licensed Standard Software modified at Customer's request, or for prior releases of New World's software, then
the additional New World maintenance or support services provided shall be billed at the Daily Rate.
4. Billin
Maintenance costs will be billed annually.
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Exhibit C / STANDARD SOFTWARE MAINTENANCE AGREEMENT
5. Additions of Software to Maintenance Agreement
Additional Licensed Standard Software licensed from New World will be added to the SSMA ninety (90) days after
delivery. Costs for the maintenance for the additional software will be billed to Customer on a pro rata basis for the
remainder of the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
At any time during the SSMA term, if Customer believes that the Licensed Standard Software does not conform to
the warranties provided under this Agreement, Customer :must notify New World in writing that there is a claimed
defect and specify which feature and/or report it believes to be defective. Before any notice is sent to New World, it
must be reviewed and approved by the Customer Liaison. Documented examples of the claimed defect must
accompany each notice. New World will review the documented notice and when a feature or report does not
conform to the published specifications, New World will provide software correction service at no charge. A non-
warranty request is handled as a billable Request For Service (RFS) provided at the Daily Rate.
The no -charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated; and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
7. Maintenance Costs for Licensed Standard Software Packages Covered for .NET Server(s)
New World agrees to provide software maintenance at the costs listed below for the New World Licensed Standard
Software packages described in Exhibit A.
Annual Maintenance Cost
Year 1
No charge:
Year 2
$65,000
Year 3
65,000
Year 4
65,000
Year 5
65,000
For a comparable range of services, New World agrees that the increase in the annual maintenance cost for years 6
through 10 shall not exceed 5% per year over the prior year.
8. Non -Funding Provision
Assuming all Exhibit A and B products and services have been paid for, and after year two of the SSMA has been
paid for and completed, in the event Customer does not appropriate funds to complete payments due under this
SSMA, the amount due for the fiscal year not appropriated shall be terminated; provided, however, the Customer
shall have given New World ninety (90) days written notice prior to the anniversary date that they are exercising the
non -funding provision, and further provided that any other payments due to New World are fully paid, and further
provided that New World's obligations and services under this SSMA shall also be terminated. Without
Customer's fulfillment of the above provisions, Customer's obligation to pay New World the annual SSMA
payments remains in effect through the expiration date of this SSMA Agreement.
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EXHIBIT D
NEW WORLD SYSTEMS CORPORATION
NON -DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
This Agreement, when accepted and executed by New World, grants the undersigned the permission to use and/or have limited
access to certain New World Systems° Corporation (New World) proprietary and/or confidential information.
Installed At: City of Cupertino Located At: 10300 Torre Avenue
Customer Name Cupertino, CA 95014
Authorized Signature of Customer:
Name (Please Print or Type) Title Signature
In exchange for the permission to use or have access to New World proprietary and/or confidential information, including
without limitation, New World software and/or documentation, the organization and individual whose names appear below,
agree to the following:
1. No copies in any form will be made of New World proprietary or confidential information without the expressed written
consent of New World's President, including without limitation, the following:
a) Program Libraries, whether source code or object (.ode;
b) Operating Control Language;
c) Test or Sample Files;
d) Program Listings;
e) Record Layouts;
f) All written confidential or proprietary information. originating from New World including without
limitation, documentation, such as user manuals arid/or system manuals; and/or
g) All New World Product Bulletins and/or other New World Product related materials.
2. New World software, New World documentation, or other proprietary or confidential information shall not be used for
any purpose other than processing the records of the Customer identified above as permitted in the Customer's Standard
Software License and Services Agreement with New World.
3. The undersigned agree(s) that this Agreement may be enforced by injunction in addition to any other appropriate
remedies available to New World.
Agreed and Accepted by Third Party (Organization) Agreed and Accepted by Third Party (Individual)
Organization:
By:
Title:
Date:
Individual:
By:
Title:
Date:
Accepted and Approved by New World Systems Corp.
By:
Title:
Date:
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EXHIBIT E
DEMONSTRATION SITE DISCOUNT
New World has provided Customer a significant discount in exchange for the privilege of using Customer's site
for demonstration purposes. Accordingly, after the Licensed Software has been delivered and installed, Customer
agrees to act as a demonstration site for prospective New World customers. Customer also agrees to serve as a
reference or remote demonstration site on the telephone for prospective New World customers. By agreeing to be a
demonstration site, Customer is not endorsing the New World software and Customer will not actively participate
in any type of marketing and advertising campaign for or on behalf of New World. Demonstrations will not include
access to confidential or private information.
Demonstrations will be coordinated with the appropriate Customer personnel and will be scheduled to minimize the
interruption to Customer's operations. New World will provide Customer ample and reasonable notice for
preparation. Hosting site visits shall be at Customer's discretion.
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EXHIBIT F
DATA FILE CONVERSION ASSISTANCE
New World will provide conversion assistance to Customer to help convert the existing data files specified below.
If additional files are identified after the contract execution, estimates will be provided to Customer prior to New
World beginning work on those newly identified files.
1. General
a) This conversion effort includes data coming from one unique data source, not multiple sources.
b) No data cleansing, consolidation of records, or editing of data will be part of the data conversion
effort. Data cleansing, removal of duplicate records, and editing must take place by Customer
prior to providing the data to New World
2. New World Responsibilities
a) New World will provide Customer with a conversion design document for signoff prior to
beginning development work on the data conversion. No conversion programming by New
World will commence until Customer approves this document.
b) New World will provide the data conversion programs to convert Customers data from a single
data source to the New World Licensed Standard Software for the specified files that contain
500 or more records.
c) As provided in the approved project plan for conversions, New World will schedule a conversion
analysis trip and a separate data conversion testing trip to Customer's location. The conversion
testing trip for each application is a billable support trip, using standard Exhibit B daily billable
rates, which is scheduled in conjunction with the delivery of the converted data to the Customer.
d) New World will provide the Customer up to 3 test sets of the converted data. Additional test
sets requested may/will require additional conversion costs.
e) New World will provide the standard conversion record layouts to the Customer and convert the
available data elements defined in the standard conversion record layouts.
f) Up to seven years of historic data will be coriverted by New World.
3. Customer Responsibilities
a) Customer will provide data in standard conversion record layouts as provided by New World.
Submitted data files must include an accurate count of records contained in the files.
b) Data will be submitted to New World in one of the following formats: AS/400 files, Microsoft
SQL Server database, Microsoft Access database, Microsoft Excel Spreadsheet, or an ASCII -
format delimited text file. Data and databases will be transferred using the New World ftp site.
c) Customer understands that files or tables containing less than 500 records or table entries will not
be converted.
d) As provided in the project plan for conversions, Customer will provide a dedicated resource in
each application area to focus on conversion mapping and testing. This includes dedicating a
support person(s) whenever New World staff is on site regarding conversions. Roughly a one to
one commitment exists for Customer commitment and New World commitment. Customer
understands that thorough and timely testing of the converted data by Customer personnel is a
key part of a successful data conversion.
e) Customer agrees to promptly review conversion deliveries and signoff on both the conversion
design document and on the final conversion after the appropriate review. Applying the converted
data to the production (Live) environment will. constitute conversion acceptance by Customer.
f) If the Customer cannot provide data in the format defined in New World's standard conversion
record layouts then New World will map the: data to New World's standard conversion record
layout at the Daily Rate. The Customer must provide complete file and field definitions for New
World to map the data.
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Exhibit F / DATA FILE CONVERSION ASSISTANCE
Only one data source for each of the following files to be converted:
Financial
-Vendor Information (includes PO and AP)
-Asset Management (Fixed Assets)
-General Ledger/Budget History
Payroll
-Employee, Detailed Earnings History, Position Master
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EXHIBIT G
Intentionally Left Blank
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EXHIBIT H
INCORPORATION BY REFERENCE OF NEW WORLD'S RESPONSE TO CUSTOMER'S RFP
SOFTWARE SPECIFICATIONS
For the applications licensed on Exhibit A, the New World Detail Response to the software specifications of
Customer's RFP is incorporated in this Agreement by reference.
All items coded "Yes" (as qualified) in the New World Detail Response to Customer's RFP Questionnaire will be
provided to Customer through currently existing Exhibit A software capabilities, Customer's use of 3`d Party
software, custom programming provided by New World arid/or future enhancements to Exhibit A software provided
under Exhibit C. Items that are qualified, or coded as requiring modification, may be provided using Exhibit B
support services at the then current daily rates.
If the terms and conditions of the New World Detail Response to the specifications of the RFP and this Agreement
are in conflict, the governing terms and conditions shall be this Agreement.
If Customer has not licensed the software on Exhibit A to rneet a software specification, then that specification shall
not apply in any acceptance test and/or to fulfill the above criteria.
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APPENDIX 1
STATEMENT OF WORK
Placeholder for Statement of Work
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New Wbrld Systems'
The Public Sector Software Compa?ay
City of Cupertino
California
Statement of Work
Prepared by:
New World Systems
888 West Big Beaver Road, Suite 600
Troy, Michigan 48084
Phone: (2413) 269-1000
www.newworl(dsystems.com
May 22, 2014
CITY OF CUPERTINO, CA
Document C'Dntrol Sheet
General Information
STATEMENT OF WORK
Project Name
Project Manager
Business Owner (Key Sponsor)
Provider Single Point of
Contact
Document Preparation Information
Author Date Organization Name
Phone Number E -Mail
File Location (link)
Distribution and Approval
Name Title and Organization a Signature Approval Date
Chan a History
Date Change Description e Approved By
0 New World Si stems'
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Proprietary and Confidential
CITY OF CUPERTINO, CA
Table of Contents
STATEMENT OF WORK
Page
STATEMENTOF PURPOSE........................................................................................................................................1
GENERALASSUMPTIONS.........................................................................................................................................2
NEWWORLD AND CUSTOMER STAFF.....................................................................................................................3
NEW WORLD SYSTEMS PROJECT METHODOLOGY OVERVIEW................................................................................5
PHASE: INITIATION........................................................................................................................................................8
Step1: Conduct Start-up Activities....................................................................................................................... 9
PHASE: PLANNING.....................................................................................................................................................14
Step 2: On -Site Account Management Planning Meeting..................................................................................15
Step 3: Complete and Approve Project Plan.......................................................................................................21
PHASE: CONSTRUCTION................................................................................................................................................ 26
Step4: Standard Solution Build........................................................................................................................... 27
Step5: Functional Review.................................................................................................................................... 30
Step6: Finalize Configuration..............................................................................................................................32
PHASE: TRANSITION...................................................................................................................................................35
Step7: Conduct User Training............................................................................................................................ 36
Step8: Conduct Go -Live ......................................................................................................................................37
Step 9: Implement Post Go -Live Deliverables...................................................................................................... 39
PHASE: CLOSING........................................................................................................................................................42
Step10: Project Closure Activities...................................................................................................................... 43
ATTACHMENTS....................................................................................................................................................... 44
PreliminaryProject Plan..................................................................................................................................... 44
Page iii
"13 New World Systems' Proprietary and Confidential
CITY OF CUPERTINO, CA
STATEMENT OF WORK
STATEMENT OF PURPOSE
This Statement of Work (SOW) defines the principal activities and responsibilities of City of Cupertino,
CA, (Customer) and New World for the implementation of an integrated system consisting of:
LOGOS Modules and Functions
Financial Management
Human Resources/Payroll
The integrated technology shall be provided by New World to transition from the existing technology
supporting Customer's participants and to support Customer's operation.
This SOW requires that New World and Customer provide the management leadership and staff
commitment to fulfill their responsibilities as described in the Agreement.
RINew World Systems'
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Proprietary and Confidential
CITY OF CUPERTINO, CA
STATEMENT OF WORK
GENERAL ASSUMPTIONS
This Statement of Work will be utilized by New World and Customer to manage
implementation of the New World technology and to transition Customer from its existing
technologies and operation to the technology provided and described in the Agreement.
2. Work will be performed at Customer's location and New World's project offices and will be
performed on business days during Customer's normal business hours, except when both parties
agree otherwise.
3. The project consists of the delivery, installation, configuration, testing, implementation and go -
live of the Licensed Standard Software that provides the functionality and operation described in
this Agreement.
4. Additional work activities and software functionality not described in the Statement of Work will
be considered a change to this project and willl be authorized by Customer using the Project
Change Request.
5.. Customer and New World expect and agree that the Statement of Work will be modified from
time to time, especially after New World gains a more complete understanding of Customer's
existing technologies, business practices and operations.
6. The time for the project to go -live is within 12 months of contract execution, unless there is City -
caused delay, in which case the time for performance shall be extended.
13 New World Systems'
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Proprietary and Confidential
CITY OF CUPERTINO, CA STATEMENT OF WORK
NEW WORLD AND CUSTOMER STAFF
Responsibilities of New World and Customer staff are described in the Agreement and this Statement of
Work.
NEW WORLD EXECUTIVE SPONSORS
Sandro Viselli, Vice President Customer and Product Operations
Mr. Viselli is the New World Executive responsible for professional services and support for
all projects. He will stay actively involved in the project implementation and will attend several
on-site project status meetings.
Andrew Breeden, Professional Services Manager
Mr. Breeden and his team of project managers and trainers are responsible for the
implementation of the Customer project. He will be active in the project implementation and
scheduling of resources. In addition, he will have direct contact on a regular basis with the
Customer Project Manager to ensure the highest level of satisfaction during project
implementation
PROJECT TEAM
Steve Doinidis, Project Manager
Mr. Doinidis will be assigned as Project Manager for this assignment. Mr. Doinidis is a west
coast -based, experienced New World implernentation and PMI -certified project leader. The
Project Manager may provide some of the initial set up and training and will also be a technical
liaison to New World. In addition, the Project Manager will generate all status reports and
correspondence.
Ron Vedder & Esther Wilson, New World Consulting Resources
Mr. Vedder and Ms. Wilson will be assigned as ongoing consulting resources for the
Implementation. Our consulting resources provide guidance and oversight into best practices and
overall recommendations for the management of change throughout the Implementation process.
Mr. Vedder and Ms. Wilson will work closely with the Project Manager and Installation Support
resources to help realize objectives for the Implementation.
Jacquelyn Tramper & Justin Johnson, New World (on -Site Installation Support
These professionals will be assigned to the implementation of the New World deliverables. Ms.
Tramper and Mr. Johnson will facilitate the initial configuration and solution tailoring; will guide
solution review, validation and testing; and will play key roles in End User Training. Additionally
the Installation Support team coordinates any additional Implementation resource needs with the
New World Project Manager and Consulting staff.
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New World SyStemsS Proprietary and Confidential
CITY OF CUPERTINO, CA
CUSTOMER EXECUTIVE SPONSORS
TBD, Customer Senior Manager
STATEMENT OF WORK
TBD will be the primary senior management contact for New World. He/She will be responsible
for senior management communications regarding the overall relationship, contractual matters,
gaining approvals from funding sources when necessary, overseeing Customer project
governance and will coordinate any senior management activities of Customer's staff in
fulfilling the Customer's responsibilities within this SOW and the Agreement.
TBD, Customer Project Manager
TBD will be the primary contact for New World. He/She will be responsible for
communication with the Customer regarding, project progress, issues and/or changes and will
coordinate and manage activities of Customer's staff in fulfilling the Customer's
responsibilities within this SOW and the Agreement. .
TBD, System Administrator
The System Administrator (SA) will be responsible to ensure Customer's network, servers and
client (PC) environment (i.e., Customer's hardware and system software infrastructure) is
installed and maintained properly; provide operational support of Customer's hardware and
system software infrastructure; provide operational support for New World Standard Software
to Customer's user staff and perform backup, recovery and routine update procedures for New
World's Licensed Standard Software.
Ilk New World Systems'
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CITY OF CUPERTINO, CA STATEMENT OF WORK
NEW WORLD SYSTEMS PROJECT METHODOLOGY OVERVIEW
The focus of New World's Project Manager, Program. Management Office (PMO), services team, support
team and all personnel associated with this project is to assist the customer complete their project
successfully.
Since its inception, New World has successfully completed thousands of customer projects and developed
a standard project management methodology that is predictable, repeatable, lowers risk and maximizes
customer success. This standard approach, the New World Project Implementation Methodology (PIM),
is based upon a combination of Project Management Institute (PMI) guidelines (PMBOK) and years of
successful New World project management activity deploying public safety solutions.
The New World PIM is the standard process that New World follows for all project implementations.
Projects are divided into five distinct phases during implementation:
1. Initiation — Engage project management, establish initial communication channels and begin
planning
2. Planning — Create and approve the Project Plan
3. Construction — Execute the Project Plan to build, configure and review the system to verify
system readiness
4. Transition — Train users, perform data conversion, execute go live, complete post -go live
activities and finalize customer application customizations
5. Closing Review and approve the project closure, disengage project management and formally
transfer customer to Account Management team
Each phase consists of one or more steps. Each step includes:
1. New World responsibilities — Activities Ne'N World staff is responsible to perform
2. Customer responsibilities — Activities customer staff is responsible to perform
3. Inputs (prerequisites) — Items that must be completed prior to the start of the step and are used
during the step
4. Outputs (completion criteria) — Items that must be completed during the step and are
requirements in order to consider the step complete (outputs are often the inputs of future steps
and must be completed in order to keep the project on track)
A diagram of the Project Implementation Methodology is shown on the following page. Although the
steps on the diagram are sequential, over time, steps will overlap.
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STATEMENT OF WORK
New World Systems Project ImplemE.�ntation Methodology
Initiation
Planning
Construction
Transition
Closing
START
q
10 Standard :iolution
Build
10
10 Project Closure
Activities
Conduct User
Training
z
Acct Mgmt.,
Planning Meeting
1
Conduct Start-up
Activities
6
Functional Review
8
Stop
Conduct
Go -Live
3
CompletJeand
Approve
Pla
6
Finalize
Configuration
9
Implement Post
Go -Live
Deliverables
LEGEND Step �1 Task Includes Customer ` Requires Authorized
Executive Review Meetings 1-/ Customer Signoff
The key tasks and related project deliverables that comprise the work breakdown structure (WBS) of the
Project Implementation Methodology are shown in the diagram on the following page. Each step and
project deliverable are described in detail in the sections following this diagram. The full work WBS is
embedded in the Project Schedule template (mpp), which is used in conjunction with this methodology.
"M New World Systems'
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STATEMENT OF WORK
New World Systems Project Implementation Methodology
Initiation
Planning
Construction
Transition
Closing
START
7
10
2
Acct Mgmt.,
PlanningMeeting
g
I�
EStandard solution
ild
Conduct User
Training
Project Closure
Activities
Stop
1
Conduct Start-up
Activities
8
Conduct Go -Live
4A. Technical
System Setup
2A. Conduct
Account
Management
Planning
Meeting
1A. Project
Initiation
4B. Conduct
Geo -File Setup
&Training
(when
applicable)
8A. Execute
Go -Live
2B. Conduct
Application
Validation Set
Workshop
1 B. Perform
Intemal
]
Turnover
2C. Perform
4C. Implement
1C. Conduct
Data
Standard
Start-up
Conversion
Inteifaces
Activities
Analysis (when
Meeting
applicable)
9
1D. Supporting
Conference
Calls
3
5
Functional Review
Implement Post
Go -Live
Deliverables
Complete and
Approve Project
Plan
7
9A. Build Data
Conversions
6
9B. Provide
Customer
Agreement
Custom
3A. Draft the
Project Plan
Finalize
Configuration
-
r
Deliverables
38. Finalize the
Project Plan
6A. Conduct
System Admin
Application
Training
9C. Perform
Data
Conversions
r
3C. Review and
Approve the
Project Plan
68. Apply
Protect
Configuration
Plan and
Implement
3D. Prepare
Interlaces
r
Intemal Team
6C. G•rLive
Prepzration
Task! Task Includes Customer 1 Requires Authorized
LEGEND Step Deliverable [ Executive Review Meetings �' Customer Signoff
IN New World Systems'
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STATEMENT OF WORK
PHASE: Initiation
Purpose: Engage project management, establish initial communication channels and begin planning.
Description of Phase: The Initiation Phase consists of one step. During this Phase, the New World and
Customer Project Managers are assigned and the New World Sales representative initiates the formal
transition of the project to the New World Operations team. This team includes Executive Sponsorship,
Senior Program leadership, Program Office Management (PMO) governance, Project Management and
Delivery Center specialists. In this Phase, this Op(, -rations team establishes a foundation for program
governance, retention of project artifacts and takes ownership of the Customer communications and the
execution of the Customer Agreement.
New World Systems Project Implementation Methodology
Initiation
Planning
Construction
Transition
Closing
START
_
4
Standard Solution
Build
t0
Project Closure
Activities
,
7
Conduct User
Training
2
Acct Mgmt.,
Planning Meeting
1
Conduct Start-up
Conduct
8
Go -Live
Activities
5
Functional Review
Stop
6Project
7
9
6
Finali:ce
Configuration
Implement Post
Go -Live
Deliverables
Task Includes Customer, Requires Authorized
LEGEND Step I Executive Review Meetings ,= Customer Signoff
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Step 1: Conduct Start-up Activities
STATEMENT OF WORK
A. Project Initiation
Overview: Within one week of Customer Agreement execution, the Customer's project will be initiated.
Key activities include:
1. Initial call to the Customer to set the date and time for a Start-up Activities conference call
2. PMO establishes framework for project execution and governance (e.g., project metrics/status
reporting, project artifact storage)
3. Execution of the Customer Agreement is assigned to a delivery team (e.g., Executive Sponsor,
Project Manager)
New World responsibilities: The Sales Representative is responsible for the initial call to the Customer
and the PMO is responsible for initiating the project at New World and establishing the framework for
governance.
Customer responsibilities: None
Inputs (prerequisites):
1. Customer Agreement
2. Turnover Document
Outputs (completion criteria):
1. Phone call with Customer
2. Storage of project artifacts and governance framework established on the Project Management
Portal
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B. Perform Internal Turnover
STATEMENT OF WORK
Overview: The assigned New World Project Manager will coordinate and facilitate an internal turnover
meeting with key staff members associated with project planning, development and implementation. Key
staff members include:
■ New Account Sales/Customer Care Manager
■ Solution Consulting Practice Manager(s)
■ Solution Consulting Administrative Assistant
■ System Assurance Manager / Technical Lead
■ PMO Manager
■ Project Manager
• Professional Services Manager
■ Data Conversion Manager
■ Interface Manager
■ Customer Support Account Manager
■ Others as needed
New World responsibilities: Individual responsibilities are described below:
Project Manager:
1. Review the Customer Agreement and Customer Agreement Assessment Report
2. Review Turnover Document
3. Coordinate and schedule meeting
4. Create and distribute meeting agenda
5. Conduct meeting
6. Facilitate a discussion that defines delivery structure and proposed project schedule for this
project (e.g., application build approach/WBS; Delivery Center Technical Leadership, anticipated
timeline)
7. Initiate the Project Management Plan and Project Binder (internal document)
8. Document action items, issues and risks in Project Management Plan
Other New World employ:
1. Prior to the meeting,
a. PMO creates the Customer Agreement Assessment Report. They review the project initiation
documents (e.g., Customer Agreement, 'Turnover Document), highlight key deliverables,
Customer expectations, terms and conditions and verify that the Customer billing plan
conforms to the Customer Agreement.
b. PMO will create an initial Project Schedule where the WBS is aligned with the deliverables
defined in the Customer Agreement.
c. Each attendee will review all project related information, i.e., Customer Agreement, internal
documentation, meeting agenda, etc.
2. Attendees will prepare questions and observaf ons requiring further discussion
3. Attend meeting and discuss agenda items
4. Document and follow up on any items requiring their attention
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Customer responsibilities: None
Inputs (prerequisites):
1. Turnover Document (internal document)
2. Customer Agreement
3. Project Manager assigned
4. Customer Agreement Assessment Report (internal use only)
5. Project Management Plan
6. Project Schedule Template
7. Project Binder (internal document)
STATEMENT OF WORK
Outputs (completion criteria):
1. Tracking system updated with entries (cases) for Customer \contract deliverables
2. First iteration of the Project Schedule, Project. ]Management Plan and Project Binder
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C. Conduct Start-up Activities Meeting
STATEMENT OF WORK
Overview: The Project Manager will facilitate a meeting with the Customer. The objectives for this
meeting are:
I . Introduction of New World's Project Manager and Executive Management team
2. Describe key teams/groups and identify their roles and responsibilities during the project
3. Discuss expectations of Customer and New World
a. Senior Customer leadership will be required for executive project reviews and signing
approval documents
b. Project timeframes
4. Discuss New World Project Methodology Overview
5. Discuss Account Management Planning meeting agenda and objectives
6. Set date for on-site Account Management Planning meeting and discuss site preparation
7. Discuss keys to projects success
8. Schedule System Assurance Phone conference
9. Obtain topology diagram of Customer's network
New World responsibilities: The Sales Representative is responsible for arranging and coordinating the
meeting through the initial Customer phone call.
Customer responsibilities: Attend meeting and be: prepared to discuss agenda items. Supply updated
topology diagram of the network.
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Standard Meeting Agenda and Presentation template for meeting
3. Project Management Plan
4. Initial Project Schedule
Outputs (completion criteria):
1. Post -Trip Report (when conducted on site) or follow-up email (when conducted remotely via
conference call)
2. Updated Project Schedule
a. Initial baseline based on project size and. deliverables
b. Initial Customer meeting activities defined
3. Customized meeting agenda and presentation
4. Updated Project Status record; include initial project baseline dates
5. Updated Project Management Plan (e.g., action items, issues, risks identified)
6. Supporting documentation
7. Project Managers, Executive Manager and Subject Matter Experts (SMEs) roles reviewed
8. Customer supplied topology diagram of the network
9. Scheduled System Assurance Phone Conference
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D. Supporting Conference Calls
STATEMENT OF WORK
Overview: The System Assurance Technical Lead will work with the Project Manager to coordinate and
facilitate a conference call with the Customer to address System Assurance planning / analysis. The key
objective of this conference call is to ensure the Customer understands what information is needed for the
System Assurance process to be successful and to establish an agreed upon timeline for this information.
New World responsibilities: System Assurance Technical Lead facilitates conference call with the
Customer and New World technical resources to address the initial System Assurance planning and
analysis..
Customer responsibilities: Customer leadership and technical resources participate in conference call(s)
to address the initial System Assurance planning and analysis. Customer to complete relevant survey(s)
and data collection documents (after complete of the conference call).
Inputs (prerequisites):
1. System Assurance conference calls scheduled
2. System Assurance meeting agendas and presentation templates
3. Relevant survey, data collection templates
Outputs (completion criteria):
1. Completed Systems Assurance Conference
2. Customized System Assurance meeting agenda and presentation template
3. Updated Project Management Plan (e.g., action items, issues identified)
4. Updated Project Schedule
5. Survey and data collection documents (completed by the Customer)
6. Supporting documentation
7. Store project artifacts and update status of project on Project Management Portal
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Purpose: Create and approve the Project Management Plan.
STATEMENT OF WORK
PHASE: Plann
Description of Phase: The Planning Phase consists of two steps. During this Phase, New World and
Customer Project Managers organize the project, establish project teams, confirm requirements, develop
the Project Plan and obtain senior management approval for the Project Plan.
of
New World Systems Project ImplemE!ntation Methodology
Initiation
Planning
Construction
Transition
Closing
START
4
Conduct User
10
p
Standard ; olution
Training
Project Closure
Acct Mgmt.,
Build
Activities
Planning Meeting
1
Conduct Start-up
Activities
5
Functional F:evlaw
a
Stop
Conduct
Go -Live
3
Complete and
Approve Project7
Plan
9
6
Finalize
Implement.Post
Configura lion
Go -Live
Deliverables ,
LEGEND Step Task Includes Customer Requires Authorized
Executive Review Meetings ��� Customer Signoff
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Step 2: On -Site Account Management Planning Meeting
STATEMENT OF WORK
Planning Phase: Step 2 - Acclt Mgmt Planning Meeting
B. Conduct Application
Validation Set Workshop
A. Conduct Account
Management Planning Meeting
C. Perform Data Conversion
Analysis (when applicable)
A. Conduct Account Management Planning Meeting
Overview: During this event, the assigned New World Project Manager will coordinate a series of on-site
meetings with key Customer and SMEs associated with project planning, development and
implementation. In addition, we will conduct a high level review of the Customer's business practices,
environment and workflow to examine their fit into the New World software product. In this series of
meetings, New World and the Customer will establiish project methods, project acceptance criteria and
governance. Key topics include:
1. Executive overview with Executive Management and identification of Customer Executive
Sponsor(s)
2. Review of project scope (Customer Agreement, project methodology) with Customer project
management
3. Development of the Project Management Plan
4. Discuss initial Project Schedule and resource management policy
5. Presentation of the overall implementation strategy, roles, responsibilities and keys to project
success
6. High level review of Customer workflows and policies to establish the foundation to facilitate
discussions related to a proposed timeline, custom requirements and an initial training schedule
7. Address go -live requirement for data conversions
Key meeting participants include:
1. Senior/Executive Sponsor
2. General Manager Professional Services
3. New Account Sales or Customer Care Account Manager
4. New World Project Manager
5. Customer Senior Management /Exec Sponsor
6. Customer Project Manager
7. Customer SMEs
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STATEMENT OF WORK
New World Responsibilities: During this event, the Project Manager (and/or designee) will meet with
Customer staff and review requirements for the various items listed above. Once complete, the Project
Manager (and/or designee) will document the requirements and distribute the information to- the
appropriate members of the implementation team. The New World Project Manager responsibilities
include:
1. Establish framework for account management, roles and responsibilities of New World and
Customer
2. Review Customer Agreement
3. Review project methodology
4. Establish initial Project Management Plan
a. Roles and Responsibilities
b. Communication Plan
c. Risk Management Plan
d. Initial issues / concerns
5. Propose initial Project Schedule
6. Define an initial Training Plan
7. Update the Project Management Plan and Project Schedule
8. Create the initial requirement definition for custom requirements (e.g., software modifications,
custom interfaces, data conversion); clearly define implementation timing (e.g., go -live vs. post
go -live).
9. Conduct Executive Sponsorship meeting
Once compiled, documents will be provided to the Customer for review.
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Customer Responsibilities: The Customer is responsible for:
STATEMENT OF WORK
1. Site preparation (conference rooms, audio visual equipment, etc.)
2. Meeting coordination with Executive Sponsors, supervisors, SMEs to support all contracted
modules and functions, including but not limited to:
LOGOS Modules and Functions
Financial Management
Human Resources/Payroll
3. Agreement to account management framework, relationship approach and time schedule for
project reviews
4. Attending and participating in the Account Management Planning Meeting
5. Providing the necessary technical specifications on interfaces
6. Providing complete user stories for custom enhancements
7. Providing liaison support with agencies and vendors required to support interfaces
8. Identifying any non-standard New World reports not yet identified or included in the Customer
Agreement
9. Providing appropriate technical staff necessary to complete technical surveys
10. Reviewing all documentation compiled through this process, including the Requirements
Document(s) submitted by New World and identify specific issues in writing
Inputs (prerequisites):
1. Customer Agreement
2. Meeting Agenda / Pre -Trip Report
3. Presentation template
4. Resource Management Policy
5. Customer completed surveys, data collection documents
6. Standard workflow templates (when applicable)
7. Project Management Plan
8. Project Binder (internal document)
9. Data Conversion, System Assurance templates (when applicable)
10. Initial Project Schedule
11. Topology diagram of Customer's network
12. Customer Agreement
13. Requirements Definition template
Outputs (completion criteria):
1. Post -trip Report
2. Framework established for account management, roles and responsibilities of New World and
Customer
3. Customer Agreement reviewed
4. Project methodology and planning templates reviewed
5. Agreement on initial Project Schedule and initial Training Plan
6. Initial Requirement Definitions (e.g., software modifications, custom interfaces, data conversion),
clearly defined implementation timing (e.g., go -live vs. post go -live)
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7. Define timeframe for next Executive Sponsorship discussion
8. Change Order (when applicable)
9. Contract Addendum (when applicable)
10. Updated Project Management Plan
11. Updated Project Binder (internal document)
12. Updated Project Schedule
a. All activities sequenced (dependencies applied)
b. Project Schedule defined
13. Supporting documentation
14. Store project artifacts and update status of project on Project Management Portal
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B. Conduct Application Validation Set Workshop
Overview: During this event, New World will conduct Application Validation Set Training for
designated Customer SME personnel to acquire the knowledge necessary to define the validation sets that
are necessary to configure the initial application database. In this workshop, but Customer SME team will
learn about the different types of information that must be defined and the method to communicate the
validation set data.
New World responsibilities:
1. Provide up-to-date user manuals to workshop participants
2. Instruct Customer personnel on the validaidon sets information and process for the various
contracted modules and associated application database
Customer responsibilities:
1. Convene workshop team of SMEs for this training
2. Attend and participate in the Application Validation Set Training
Inputs (prerequisites):
1. Pre -Trip Report
2. Training material
3. Validation Set workbook(s)
4. Training room with computers running New 'World application
Outputs (completion criteria):
1. Post -Trip Report
2. Updated Project Plan
3. Updated Validation Set workbook(s)
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CITY OF CUPERTINO, CA STATEMENT OF WORK
C. Perform Data Conversion Analysis
Overview: Using the established guidelines from the contract, prepare Customer and New World
for data conversion and migration. New World will analyze Customer source data, develop and
deliver a Data Conversion/Migration Plan. This process will be initiated during the on-site Account
Management Planning meeting(s).
New World responsibilities:
1. With Customer assistance, New World will analyze existing Customer source data; during this
analysis process, New World will determine compatibility with the New World database
structures and the viability of a conversion or migration to the New World database
2. Develop and deliver a Data Conversion/Migration Plan. The plan will identify data sources to be
converted, data sources to be migrated, database types, database design and any detected data
mapping concerns
3. When required, develop change order that reflects differences between the Customer Agreement
and Customer's desired data conversion
Customer responsibilities:
1. Provide New World with a representative sample of the data to be converted on mutually
agreeable transmission media
a. Assist New World in analyzing source data
b. Live in source system
2. Review the Data Conversion/Migration Plan
Inputs (prerequisites):
1. Data Conversion Packet
2. Sample data from Customer
Outputs (completion criteria):
1. Data Conversion/Migration Plan
2. Customer review and sign off on the Data Conversion/Migration Plan
3. Signed change order, when required
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CITY OF CUPERTINO, CA STATEMENT OF WORK
Step 3: Complete and Approve Project Plan
Planning Phase. Step 3 - Complete and Approve Project Plan
Review and
A. Draft the Project B. Finalize the C. D. Prepare Internal
Plan Project Plan Approve the Project Team
Plan
A. Draft the Project Plan
Overview: The purpose of this event is to review the information captured during the Planning Phase,
finalize key decisions and prepare to finalize the overall Project Plan. It is important to note that the
Project Plan includes all documents prepared during the Planning Phase:
1. Project Management Plan
a. Roles and Responsibilities
b. Communication Plan
c. Risk Management Plan
d. Action Items
e. Issues
f. Key Decisions - Changes
2. Project Schedule
3. Supporting documents
4. Initial Requirement Definition for Customer Deliverables
5. Initial Training Plan
New World responsibilities: During this process, the New World Project Manager will meet with the
Customer project team and review the information documented in the Planning Phase. The Project
Manager will then draft and publish the Project Plan that will be submitted for approval.
Customer responsibilities: Support finalization of the Project Plan, providing SMEs as needed.
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Requirements Document(s)
3. Initial Training Plan
4. Information referenced from legacy system(s) as well as New World software
5. Project Management Plan
6. Project Binder (internal document)
7. Project Schedule
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STATEMENT OF WORK
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Updated Project Management Plan
3. Updated Project Binder (internal document)
4. Updated Project Schedule
5. Updated Requirements Document(s); including sign -offs (where applicable)
6. Updated supporting documentation
7. Proposed resource schedule
"13 New World Syte)11S'
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B. Finalize Project Plan
STATEMENT OF WORK
Overview: At this stage of the project, significant information has been gathered regarding the
Customer's current operations and how the New World application implementation needs to occur to be
successful. Based on this information, a final Project :Plan must be developed that maps out the activities,
deliverables and deadlines required by the project team.
New World responsibilities: The New World Project Manager will finalize the Project Plan to meet
the requirements of a successful implementation, while establishing clear ownership of activities,
deadlines and timeframes for each step of the implementation. The Project Plan provides detailed
instructions to the entire Customer team and once approved, is the guiding light for all project activity
going forward.
1. Review with Customer personnel the identified implementation tasks, priorities, inter-
dependencies, team members, resources and other requirements to approve the final Project Plan.
2. The Project Management Plan, Project Schedule and supporting documentation are finalized as
part of this step because these documents comprise the Project Plan that is reviewed as part of the
acceptance criteria to move the project to the Construction Phase as defined in Review and
Approve Project Plan.
Customer responsibilities: In tandem with N,aw World project personnel, analyze identified
requirements of the Project Plan and make such implementation decisions as are reasonably required to
finalize the plan.
Inputs (prerequisites):
1. Customer Agreement
2. Proposed resource schedule
3. Project Plan
a. Project Management Plan
b. Project Schedule
c. Project Configuration Plan and supporting documents/plans
d. Updated Requirements Document(s), including sign -offs
e. Supporting documents
Outputs (completion criteria):
1. Updated Project Plan
2. Confirmed resource schedule (90 -day lock)
3. Store project artifacts and update status of project on Project Management Portal
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C. Review and Approve Project Plan
Overview: The objective of this task is to approve the Project Plan based upon the activities and work
processes discovered during the Planning Phase. The resulting document defines the specific project
tasks, timelines for completion and ownership of each activity throughout the remainder of the project.
New World responsibilities:
1. Deliver the final Project Plan to Customer
2. Review the Project Plan with Customer personnel and make mutually agreed upon modifications
3. Upon mutual acceptance of the Project Plan, establish the document as the baseline for the
remainder of the project
4. Review 90 -day lock resource scheduling policy
Customer responsibilities:
1. Review the final Project Plan and document any specific deficiencies found with the Plan within
ten (10) business days
2. Sign off on final iteration of the Plan by Customer Project Manager and Executive Manager
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Final Project Plan
3. Supporting Documentation
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Final accepted Project Schedule; second baseline for project created based on actual timeline
(initial baseline based on project size)
3. Updated Project Status Record; ensure new project baseline dates are reflected
4. Signed approval for the Project Plan
a. Project Schedule
b. Supporting documents/plans
c. Requirements Document(s); including sign -offs (where applicable)
d. Project Management Plan
e. Supporting Documentation
i. Data conversion
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D. Prepare Internal Team
STATEMENT OF WORK
Overview: During this portion of the implementation, the Project Manager meets with the New World
team to discuss the requirements of the Project Plan. and their individual responsibilities to deliver a
successful project.
New World responsibilities: The New World Project Manager will be responsible for the following:
1. Prepare and coordinate the team briefing
2. Ensure all project documents are stored on the portal and are available to the team
3. During the meeting, the Project Manager will review the Project Plan and supporting (applicable)
documents
4. The Project Manager will review with the individual team members their roles and
responsibilities associated with the implementation
Customer responsibilities: None
Inputs (prerequisites):
1. Agenda
2. Final Project Plan
a. Project Schedule
b. Supporting documents/plans
c. Requirements Document(s)
d. Project Management Plan
e. Supporting Documentation
i. Data conversion
ii. System Assurance
3. Project Binder (internal document)
4. Customer Agreement
5. Resource schedule
Outputs (completion criteria):
1. Updated Project Plan
2. Project team prepared to build application sollution
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ILI New World Systems' Proprietary and Confidential
CITY OF CUPERTINO, CA STATEMENT OF WORK
PHASE: Construction
Purpose: Execute the Project Plan to build, review and configure the system to verify system readiness.
Description of Phase: The Construction Phase consists of three steps. During this Phase, New World
and Customer Project Managers lead the project, coordinate project team activities, communicate
direction, report on project progress and monitor resources. The team's focus during this Phase is to
execute the Project Plan. Customer and New World project teams install the system, implement the
database, review the configuration, apply final application configuration requirements and lay the
groundwork to migrate to the New World application.
New World Systems Project ImplemE.,ntation Methodology
Initiation
Planning
Construction
Transition
Closing
START
4
Standard f>olution
Build
10
10 Project Closure
Activities
Conduct User
Training
2
Acct Mgmt.,
Planning Meeting
1
Conduct Start-up
Activities
5
Functional Review
Stop
3
Complete and
Approve Project
Plan
TDalle�r
6
Finalize
Configunition
FI■1 Task Includes Customer :'\ Requires Authorized
LEGEND Step ,I Executive Review Meetings 1� Customer Signoff
The methodology diagram indicates that each step of the Construction Phase follows the previous step,
but many of these steps occur concurrently.
In addition, when the Customer requires the conversion of'existing data and/or implementation of custom
interfaces to bring the applications into a live production environment, some (or all) of the tasks defined
in the Transition Phase, Step 9, Implement Post Go -Live Deliverables, may occur during the Construction
Phase (this is dependent upon the Project Plan developed and agreed upon in the Planning Phase).
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Step 4: Standard Solution Build
STATEMENT OF WORK
A. Technical System Setup
Overview: During this step, New World validates and finalizes the Customer's hardware configuration,
software requirements and implementation. The resuh of this effort is documented in the Site Plan.
New World will install the Licensed Standard Software and standard database on Customer supplied
servers and configure system to meet application specifications.
New World responsibilities: Configure the system as required and provide knowledge transfer to the
System Administrator.
New World will install and configure the application specific server and train Customer personnel on
configuration procedures. For each configuration, New World personnel will:
1. Verify with Customer personnel the computer processor(s), operating system software, third party
software, printers, network communications and other related components supplied by Customer
2. Establish the initial application database using; the validation set workbook(s) as input
3. Document the required site resources (e.g., facility, power, network, cooling, etc.) necessary to
operate the application; as part of the review, New World will make recommendations for
necessary site modifications to meet minimum operating requirements for the application
4. Review with Customer the minimum requirements for workstations as identified in the Customer
Agreement, as applicable to the application
5. Train Customer to administer servers, manage disaster recovery systems and review any other
items of concern related to hardware and software configuration
6. Review ongoing Customer management expectations of how system will be managed by
Customer; identify role of New World vs. Customer
7. Provide Customer with a Site Plan that includes the following:
a. Identification of any special space requirements
b. Functional system diagram, showing a high level view of the New World Standard Software
subsystems and their associated hardware
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13 New World System?.S' Proprietary and Confidential
CITY OF CU'PERTINO, CA
STATEMENT OF WORK
Customer responsibilities:
1. Provide Customer technology staff to assist New World with the Site Plan
2. Provide, upon request, information on existing hardware and operating system software
components and terminal networks, as well as projected utilization statistics and other
information reasonably required to validate final hardware requirements
3. Review the final hardware and operating system configuration with the New World project team
4. Review New World's recommendations regarding any existing communications networks and
make any reasonable modifications identified by New World to ensure compatibility with the
equipment and system to be installed
5. Ensure hardware is ordered, delivered and installed prior to scheduling New World's System
Assurance visit on site
6. Have information technology support staff on hand for knowledge transfer and to help address
any concerns encountered during the system installation
7. Review and sign off on systems management expectations policy
8. Provide signoff indicating completion of system set-up and administration training
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. System Support documentation
3. Validation Set workbooks
4. Customer supplied topology diagram of the network and map
5. System Set-up and Administration Training sign -off template
6. Systems Management Expectations Policy template
Outputs (completion criteria):
1. Site Plan
2. Test and production environments are ready to use
3. Post -Trip Report (if conducted on site)
4. System Set-up and Administration Training sign -off document
5. Systems Management Expectations Policy / signoff
6. Store project artifacts and update status of project on Project Management Portal
Page 28
1"Ll New World Systems- Proprietary and Confidential
CITY OF CUPERTINO, CA
B. Implement Standard Interfaces
STATEMENT OF WORK
Overview: During this event, New World will implement any applicable standard interfaces.
New World responsibilities: Implement the interfaces in the test environment that are required for the
live environment.
Customer responsibilities:
1. Provide Customer technology staff to address the desired application workflow
'2. Work with New World to test the interfaces
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Configuration requirements for interface operations
3. Standard Interfaces
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Updated Project Plan
3. Store project artifacts and update status of project on Project Management Portal
4. Installed Standard Interfaces
Page 29
New World Systems' Proprietary and Confidential
CITY OF CUPERTINO, CA
Step 5: Functional Review
STATEMENT OF WORK
Overview: The Functional Review encompasses a hands-on review of each application within the
implementation. This review is accomplished by presenting each function within the application from the
user/administrator point -of -view and every project construction element as it relates to a particular
workflow process.
New World responsibilities: New World's Project Manager and Application Specialist(s) will act as
facilitators during the Functional Review. Their main role is to review the New World standard software
solution with the Customer and identify any Customer workflow modifications and/or minor software
configuration changes that need to be applied. The :Project Manager is responsible for coordinating this
review with the Application Specialist and preparing; the Customer team for the functional review and
creating any applicable documentation (e.g., Functional Review Guide, trip reports). The Application
Specialist will present the configured applications and act as SME to facilitate an interactive exchange
with the Customer and work towards Customer acceptance of the configured applications. Additionally, a
New World Executive Manager will participate in the Functional Review, as well as a project review
meeting with the Customer's senior staff. The content of the Training Plans will also be finalized as part
of the Functional Review. The review should include:
1. Overview of the various Customer work proc<ssses and the functional relationship to the software
LOGOS APPLICATIONS
Financial Management
Human Resources/Payroll
2. Validation of any custom modification decisions related to implementation of the standard
software solution and the post -live custom requirements.
a. Custom interfaces
b. Data conversion
3. Finalization of any applicable Requirements Definition documentation.
4. Identification and documentation of any desired configuration modifications to the standard
software solution (not applicable for pre -configured implementations)
a. Standard software applications
b. Standard Interfaces
5. Agency -specific reports (internal management: reports, public inquiries, etc.)
6. Review Hardware and Network Topology
7. Assess impact on workforce
8. Finalize Training Plan
9. Discuss Data Conversion Migration Plan
10. Define Cutover (Go Live) Plan
Customer responsibilities: For the review, Customer leadership and SMEs participate to provide
Customer workflow and policy information as it relaters to the configured New World applications. Work
with New World Project Manager and Application Specialist to determine any additional configuration
changes that are required. Work with Customer to implement agreed upon workflow changes.
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blkNew World Systems' Proprietary and Confidential
CITY OF CUPERTINO, CA
Inputs (prerequisites):
1. Pre -Trip Report
2. Functional Review Guide (when applicable)
3. Requirements Document(s) for Custom Interfaces / Modifications
4. Standard interfaces
5. Data conversion
Outputs (completion criteria):
1.
Post -Trip Report
2.
Updated Project Schedule
3.
Updated Project Plan
4.
Project Configuration Plan
5.
Training Plan
6.
Supporting documentation
STATEMENT OF WORK
7. Store project artifacts and update status of project on Project Management Portal
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New World SyStC'9�1S� Proprietary and Confidential
CITY OF CUPERTINO, CA
Step 6: Finalize Configuration
STATEMENT OF WORK
Construction Phase: Steffi 6 - Finalize Configuration
A. Conduct System Admin B. Apply Project Configuration C. Go -Live
Application Training Plan and Implement Interfaces Preparation
A. Conduct System Admin Application Training
Overview: During this event, New World will conduct System Administration Application Training for
designated Customer SME personnel to acquire the knowledge necessary to finalize the software solution
configuration and maintain the various modules included in the Customer Agreement. (There will be a
minimum of one session per each major module.)
Decisions regarding the configuration of the New World application are made in the Construction Phase,
Step 5, Functional Review, and are applied during this Step.
New World responsibilities:
1. Provide up-to-date user manuals to workshop participants
2. Instruct Customer personnel, including the system administrator, on configuration of the various
contracted modules
Customer responsibilities:
1. Convene workshop team of SMEs for this training
2. Attend and participate in the System Admin Application Training
Inputs (prerequisites):
1. Pre -Trip Report
2. Training material
3. Project Configuration Plan
4. Training room with computers running New World application
Outputs (completion criteria):
1. Post -Trip Report
2. Updated Project Plan
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New world Systen7s' Proprietary and Confidential
CITY OF CUPERTINO, CA
B. Apply Project Configuration Plan and Implement Interfaces
STATEMENT OF WORK
Overview: During this event, the Customer uses the Project Configuration Plan created during the
Functional Review, as the requirements for any modification to the standard application configuration.
The results of this effort are configured applications.
New World will implement any remaining standard interfaces.
In addition, New World will create and implement any custom interfaces that must be in place to bring
the applications into a live production environment.. Data Conversion activity may also be addressed
(dependent upon the Project Plan developed and agreed upon in the Planning phase).
New World responsibilities: Provide support for the Customer SME team that is applying configuration
changes. Implement the interfaces in the test environment that are required for the live environment.
Customer responsibilities:
1. Apply configuration changes as defined in the Project Configuration Plan
2. Provide Customer technology staff to address the desired application workflow
3. Work with New World to test the interfaces (as applicable)
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Project Configuration Plan
3. Configuration requirements for interface operations
4. Requirements definition(s) (when applicable)
5. Standard and/or Custom Interfaces
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Updated Project Plan
3. Store project artifacts and update status of project on Project Management Portal
4. Configured applications, including applicable ;interfaces, data conversion
5. Updated Project Configuration Plan
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N22UOYiGt S��SGYI?S' Proprietary and Confidential
CITY OF CUPERTINO, CA
C. Go -Live Preparation
STATEMENT OF WORK
Overview: Review the overall project status to ensure that all requirements for a go -live event have been
completed and the go -live event can occur with minimal disruption or risk. Document all related issues
and concerns and jointly agree, in writing, to move forward with training and transition to the live
environment.
New World responsibilities: During this process, the New World Project Manager or Application
Specialist will review the system with the Customer to ensure that each application is functioning as
expected. In addition, they will review the Project Management Plan with the Customer to ensure all
applicable issues and action items have been addressed.
Customer responsibilities: With the New World representative, the Customer will demonstrate the
system is set up and configured as designed. Worlc with Project Manager to identify any issues or
concerns and jointly agree, in writing, to move forward with training and transition to the live
environment.
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Project Configuration Plan
3. Project Plan
4. Go -Live sign -off template
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Updated Project Plan
3. Go -Live sign -off
4. Documentation of all outstanding issues/concerns and written agreement to begin the
training/transition to the live environment
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New World S)lSte7?'lSm Proprietary and Confidential
CITY OF CUPERTINO, CA
STATEMENT OF WORK
PHASE: Transition
Purpose: Train users, perform data conversion, execute go -live, complete post -go -live activities and
finalize Customer application customizations.
Description of Phase: The Transition Phase consists of three steps. During this Phase,.New World and
Customer project teams review the system, verify and validate readiness for go -live, train users, cut over
from legacy systems and complete post go -live requirements.
New World Systems Project Implementation Methodology
Initiation
Planning
Construction
Transition
Closing
START
4
Standard Solution
Build
- —�
7
Conduct User
Training
10
Project Closure
Activities
-,
2
Acct Mgmt.,
Planning Meeting
1
Conduct Start-up
Activities
5
Functional Ruview
Stop
Conduct
8
Go -Live
3
Complete and
Approve Project
Plan
6
Finalize
Configuration
9
Implement Post
Go -Live
Deliverables
LEGEND Step �I Task Includes Customer Requires Authorized
Executive Review Meetings �r� Customer Signoff
Page 35
New World SySte9�2Sy Proprietary and Confidential
CITY OF CUPERTINO, CA
Step 7: Conduct User Training
STATEMENT OF WORK
Overview: New World's Application Specialist(s) provide user training to Customer staff.
New World responsibilities: New World's Application Specialist will provide on-site training services
to assigned Customer staff. Training options include:
Train -the -Trainer Training (TTT)
This training consists of a New World Application Specialist providing very detailed on-site
training to Customer representatives. The Train -the -Trainer course is designed to take Customer -
certified (either locally or by their state) trainers, train them on the New World software and
certify they have the knowledge base to successfully train other members. This training also
includes problem solving techniques to ensure an effortless transition with minimal interruptions
during their training sessions. Additionally, stiadents are provided training techniques and detailed
lesson plans on their specific modules.
User Training
If a Train -the -Trainer approach is not preferred, New World can provide Customer -defined User
Training courses. This training consists of a New World Application Specialist providing an on-
site training course specific to a user's job assignment. Each course consists of Customer -defined
software classes needed to be proficient in their areas of responsibility utilizing the New World
software.
Customer responsibilities: Assign and schedule appropriate staff to attend training sessions. Provide
and schedule necessary facilities for training sessions. Confirm staff participation in training, as
scheduled.
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Training materials
a. Lesson Plan / User Guide
b. Written Proficiency Examinations
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Written Proficiency Examination results
Page 36
New World Systems Proprietary and Confidential
CITY OF CUPERTINO, CA
Step 8: Conduct Go -Live
A. Execute Go -Live
STATEMENT OF WORK
Transition Phase: Step 8 - Conduct Go -Live
A. Execute Go -Live
Overview: With assistance from New World, Customer goes live on modules and interfaces identified in
the Customer Agreement and as documented in the Project Plan.
New World responsibilities:
1. New World assistance for all applications going live
LOGOS APPLICATIONS
Financial Management
Human Resources/Payroll
2. New World assists Customer in preparing production server for go -live
a. Run SQL go -live script
b. Set counters
c. Other maintenance tasks
3. Provide final updates, when applicable, to the :Following:
a. Standard software
b. Hardware
c. Interfaces
d. Data conversion
4. Customer turnover to Customer Support
5. New World's on-site staff cleared to depart Customer site
Customer responsibilities:
1. Customer goes live with appropriate applications identified in the Customer Agreement
2. Provide SME team members to assist with go -live for each of the applications going live as first
line support
Inputs (prerequisites):
1. Pre -Trip Report
M I
Page 37
New World Systc�ns� Proprietary and Confidential
CITY OF CUPERTINO, CA
2. Standard software
3. Interfaces
4. Data conversion
5. Pre go -live preparations
a. System preparation
b. Team preparation
c. Preparatory meeting with Customer
Outputs (completion criteria):
1. Post -Trip Report (if conducted on site)
2. Updated Project Plan
3. Customer support engaged
4. Live Operations
New World Svstenzs'
STATEMENT OF WORK
Page 38
Proprietary and Confidential
CITY OF CUPERTINO, CA
Step 9: Implement Post Go -Live Deliverables
STATEMENT OF WORK
Transition Phase: Step 9 — Implement Post Go -Live Deliverables
A. Build Data Conversions
C. Perform Data Conversion
Note: Some of this activity
B. Provide Customer Agreement Custom C►eliverables may be completed in the
Construction Phase prior
— to Go -Live.
A. Build Data Conversions
Overview: New World will provide the Customer requested data conversion as described in the Customer
Agreement. Depending on the decisions made in the :Planning Phase, the data conversion processes may
be aligned with the go -live schedule, which means thi,, event would then be included in the initial solution
build (Step 5).
New World responsibilities:
1. New World will provide the data conversion programs to convert Customer's legacy data to the
New World standard software for the modules specified in the Data Conversion Migration Plan.
2. New World will provide Customer up to two test sets of converted data. Additional test sets
requested will require additional conversion costs.
3. As provided in the approved Project Plan, New World will schedule a conversion analysis trip
and a separate data conversion test trip to Customer's location. The conversion test trip is part of
delivering the conversion programs to Custon.ier.
4. New World will provide Customer with a Data Conversion Migration Plan for sign off prior to
starting development of data conversion programs. No conversion programming by New World
will commence until Customer signs this document.
Customer responsibilities:
1. Data files from Customer's current database are included in this conversion. Customer will
provide a list of discrete data files with descriptions of fields or data elements in each file.
2. Supply data to be converted.
3. A data dictionary (data descriptors) containing all data elements must be provided to New World
for each file submitted with the media
4. As provided in the Project Plan, Customer will provide a dedicated contact for each application
area to focus on conversion mapping and testing tasks. Responsibilities include dedicating a
support person(s) whenever members of the New World's team are on site regarding
conversions. Roughly a one-to-one time ratio exists for Customer commitment and New World
commitment.
Page 39
New world Svstenisy Proprietary and Confidential
CITY OF CUPERTINO, CA
STATEMENT OF WORK
5. Data Conversion testing. Customer understands that thorough and timely testing of converted
data by Customer's SMEs is a key part of a successful data conversion.
6. Customer agrees to promptly review and sign off on the data conversions after the final test run
is completed.
Inputs (prerequisites):
1. Approved Data Conversion/Migration Plan
Data to be converted
Outputs (completion criteria):
1. Completed data conversion programs
2. Conversion test sign -off
Page 40
New World,S�1slea�?S' Proprietary and Confidential
CITY OF CUPERTINO, CA
B. Perform Data Conversion
STATEMENT OF WORK
Overview: Using the established guidelines from the contract, execute the data conversion to migrate
data from legacy systems to the New World application. Depending on Project Plan requirements, this
conversion can be completed in one or two phases as Dart of pre -live, live or post -live operations.
New World responsibilities:
1. Follow established Data Conversion/Migration Plan; the plan will identify data sources to be
converted, data sources to be migrated, the database type, database design and any detected data
mapping issues or exceptions
2. Execute Data Conversion as outlined in the Project Plan to ensure legacy data can be accessed on
production systems as confirmed through previous conversion tasks.
Customer responsibilities:
1. Provide New World with access to production server and window of downtime required to
execute conversion
2. Analyze data and document any discrepancies or concerns with data conversion
3. Provide dedicated internal contact for support and assistance with data conversion operations
Inputs (prerequisites):
1. Pre -Trip Report (if conducted on site)
2. Data Conversion Packet
3. Approved Data Conversion/Migration Plan
Outputs (completion criteria):
1. Customer review and sign off on Acceptance of Data Conversion
2. Post -Trip Report (if conducted on site)
Page 41
New World �SjJSte??1S Proprietary and Confidential
CITY OF CUPERTINO, CA
STATEMENT OF WORK
PHASE: Closing
Purpose: Review the project, approve closure, disengage project management and transition Customer to
the Account Management Team.
Description of Phase: The Closing Phase consists of one step. During this Phase, the New World Project
Manager reviews the project with Executive Management, closes out all remaining documentation tasks
and disengages from the project. The Account Management Team assumes all responsibilities for ongoing
support of the system and Customer.
VIA
New World Systems Project Implementation Methodology
Initiation
Planning
Construction
Transition
Closing
START
4
7
y
Standard Solution
Conduct User
Training
10
Project Closure
Acct M mt.,
9
Build
Activities
Planning Meeting
;
1
Conduct Start-up
Activities
5
Functional Review
8
Stop
Conduct Go -Live
3
Complete and
Approve Project7
Plan
9
6
Finalize
Implement Post
Configuration
Go -Live
Deliverables
LEGEND Step �I Task Includes Customer 1 P Requires Authorized
Executive Review Meetings V Customer Signoff
Page 42
13 New WorldSystett�rsm Proprietary and Confidential
CITY OF CUPERTINO, CA STATEMENT OF WORK
Step 10: Project Closure Activities
Transition to Account Management
Overview: At the conclusion of the project, the New World applications are fully live and functional in
the Customer's environment with all required components delivered and operational. During this event,
the New World Project Manager will schedule a formal turnover of the Customer to the New World
Account Management Team, which includes the Executive Sponsor, Customer Support and Customer
Care. The managers of Customer Care and Support introduce their department structure and review the
services each team provides.
Many of these individuals will have been part of the project, so this transition should be relatively
seamless.
Project closure will also be finalized with the Customer, ensuring the Customer and the New World
Customer Support team members are aware of the overall deployment of the New World implementation
and that all questions have been addressed and exceptions are incorporated into the sign -off document.
New World responsibilities:
1. The New World Project Manager will coordinate a meeting, either via teleconference or on site,
to review the project status and transition ongoing communications with the Customer to the
assigned Account Team
2. Managers of New World Customer Support create and distribute agenda
3. Prepare the sign -off documentation
4. The Project Manager and PMO will review all project financials to ensure all deliverables for the
Customer Agreement are delivered, billed and paid
Customer responsibilities:
1. Provide appropriate personnel for the support turnover meeting
2. Provide a location with a conference phone for the support turnover meeting
3. Project Closure sign -off
Inputs (prerequisites):
1. Agenda
2. Schedule the meeting
3. Project Closure sign -off template
Outputs (completion criteria):
1. Account Management engaged to support the Customer
2. Project Closure sign -off
Page 43
New World Sjlster�2S Proprietary and Confidential
CITY OF CUPERTINO, CA
Preliminary Project Plan
STATEMENT OF WORK
Placeholder for Preliminary Project Plan
Attachments
Page 44
New World Systems" Proprietary and Confidential
City of Cupertino, California
Preliminary Gantt Chart
ID
Task Name
Duration
Start
Finish
2nd Quarter
Apr May Jun
3rd Quarter 4th Quarter I 1st Quarter 2nd Quarter I 3rd Quar
Jul Aug Sep Oct Nov Dec Jan Feb .Mar Apr May_ Jun Jul Aug
1
2
City of Cupertino, California 286 days 5/26/14
Executive Summary Project Plan -'Major Milestones 286 days 5/26/14
Contract Signed 0 da s 5/26/14
Y
Initiation Phase 2 days 5/27/14
1- Conduct Start-up Activities 2 days 5/27/14
.
Conduct Internal Turnover Meeting 1 day 5/27/14
Conduct Initial Customer Project Start-up Phone Call 1 day 5/28/14
.. ......... ......._. ...._ ._.... _... .._ .
Initiate Project Management Workbook 1 day 5/28/14
__... --. _.... ..._......._..._.
Initiate Summary Implementation Plan 1 day 5/28/14
SteP 1 CoCom lete 0 da Ys 5�28�14
.. .-- _
Planning Phase 13 days 6/12/14
. _... _ .. _._ .. .........
2 - Account Management Planning Meeting 1.5 days 6/12/14
Conduct Account Management Planning Meeting 1 da 6 12/14
...._.. . -- . - -- . _..... - — -- ... _ .......... B . _.__.... Y �.... _... ...
Conduct Project Kickoff 0.5 days 6/13_/1.4
Step 2 Complete 0 days 6/12/14
3 Complete and Approve Project Plan 12 days 6/13/14
- - - .... _
Confirm_HR/Payroll State Reporting Requirements 2 days 6/13/14
Finalize Summary Implementation Plan 3 days 6/17/14
o...•...w m_
vjw• .cvicvr rccu n6 t uay 6(20/14
Project Plan Approval -
----......_ ._.Pp oval 1 day .6/30/14
Step 3 complete 0 days 6/30/14
Sign Off Initiation / Planning Phase 0 days 6/30/14
.......
Construction Phase 32.25 days 5/29/14
_ _. .......-. - Y / /
4 - Standard Solution Build 22.75 days 5 29 14
Standard System Assurance 22 25 days 5/ ...........
Decision Support Software Installation 22.5 days 5/29/14
....._... __. _ _ .. . .. .._--..._......._.... _._.....__....._.
eSuite - _ 22.25 days 5/29/14
Step4 Complete da
_.......... m 0 s _ P.._.._.. 0 Y-. .. . 6/30/14
5 - Functional Review 5 days 7/8/14
Build Trip 1- <Chart of Accounts, Security, 5 days 7/8/14
Workflow>
Financial Management 186.5 days 7/7/14
Construction Phase 128 days 7/15/14
......_ . .......... _ . .__ .....
5 - Functional Review 15 days 7/15/14
......... _ _......
Configuration / Functional Review Trip - FM 5 days 7/15/14
<Identify modules to cover>
Configuration / Functional Review Trip - FM 5 days 7/22/14
<Identify modules to cover>
Configuration / Functional Review Trip - FM 5 days 7/29/14
<Identify modules to cover>
7/8/15
7/8/1 1..5
5/26/14
..
5/28/14
.5/28/14
5/27/ .. .....
5/28/14
5/28/14
_._...._
5/28/14
5 28/
28/ 14 14 ..
6/30/14
....... ... ..... - - -
6/13/14
6/12/14
_....--.......... .
6/13/14
6/12/14
6/30/14
6/16/14
6/19/14
6/20/14
-
6/30/14
6/30/14
6/30/14
_...
7/15/14
......._....._... ..
6/30/14
-
6/30/14
_..._...--
6/30/14
6/30/14
7/15/14
7/15/14
3/31/15
1/15/15
_
8/5/14
7/22/14
7/29/14
8/5/14
QV
i
I
1 I
0 I
I
I
g- I
fl
I I
I
I
41
Q
I
49
50
51
52
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Page 1
City of Cupertino, California
Preliminary Gantt Chart
ID
Task Name
Duration
Start
Finish
2nd Quarter
3rd Quarter
4th Quarter 1st Quarter
2nd Quarter 3rd Qua
Apr May
Jun
Jul Aug Sep
Oct Nov Dec Jan Feb Mar
Apr May tun Jul Aug
93
Step 5 Complete - FM 0 days
-- _..._ _.
6 - Finalize Configuration 113 days
-- .- -
Decision Support Software - Conversion Testing 1 day
Finance Business Analytics Training - 1 day
C. ...
Application Testing & Complete Build Tasks 108, days
Complete Build Tasks - FM p 15 days
Standard Interfaces Construction Complete - 0 days
FM
Application Testing - FM 15 days
Deliver and Implement Go Live Deliverables 0 days
Go Live Required Custom Forms Construction 0 days
Complete - FM
Go -Live Readiness Assessment - FM 5 days
- - ...._........ -....._...._..._......__......._. _
Step 6 Complete - FM 0 days
Agreement to Go Live - FM 0 days
Transition Phase 186.5 days
7 - Conduct User Training 134 days
Customer Delivers EUT 133 days
c.,n.1 R—loetinn
5
End User Training -Annual Budgeting 5 days
_....... _.... ._..._... -- .... ........ .... _..__
Financial Management 30 days
End User Training (Base) FM 5 days
..... _...... __.
End User Training (Additional Modules) - 5 days
*F ' M
Post Go Live Training Plan Refinement 1 day
_...-- _--__.. _._._.. _.
Assess areas that need further training - FM 0.5 days
Schedule trainer and users - FM 0.5 days
..... _........--- ... - - —
Step 7 Complete - FM 0 days
_ .
8 - Conduct Go Live 128 5 days_
-. ... -
Annual Budgeting 20.5 days
-
Go Live Stage One Planning 0.5 days
_...
Create Go Live Plan Annual Budgeting 0.5 days
Go Live Stage Two - Execution 5 days
Execute Go Live Plan - Annual Budgeting 1 day
New World Live Support Annual Budgeting 5 days
_
Financial Management 25.5 days
Go Live Stage One Planning 0.5 days
Create Go Live Plan - FM 0.5 days
_. _. -
Go Live Stage Two Execution 5 days
Execute Go Live Plan - FM 1 day
8/5/14
.. .
8/5/14
—
8/5/14
8/5/14
8/....
8/5/14
12/16/14
12/16/14
8/5/14
8/5/14
1/8/15
1/15/15
1/15/15
7/7/14
7/22/14
7/22/14
7/22/14
.........._......
1/15/15
1/15/15
_.._.....
1/22/15
1/29/15
1/29/15
1/29/15
1/30/15
7/7/14
-
7/7/14
7/7/14
7/7/1.
7/29/14
7/29/14
7/29/14
12/1/14
12/1/14
12/1/14
12/31/14
12/31/14
8/5/14
1/15/15
-
8/6/14
8/6/14
.......
8/26/14
12 16/14
1/8/15
............ ..
8/5/14
8/5/14
_1/15/15
.... ..
1/15/15
1/15/15
3/31/15
1/30/15
1/29/15
,
/,0/1,
7/29/14
_.._..._...
1/29/15
........ ... ..._
1/22/15
---
1/29/15
1/30/15
_.
1/29/15
1/30/15
-
1/30/15
1/8/15
8/5/14
•......._...
7/8/14
_....._. _
8/5/14
7/30/14
8/5/14
1/8/15
12/2/14
12/2/14
1/8/1_5
1/2/15
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98
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102
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122
123
124
125
126
127
128
129
Page 2
City of Cupertino, California
Preliminary Gantt Chart
ID
130
Task Name DurationStart Finish
_�
NewNew World Live Support - FM 5 days 12/31/14 1/8/15
Go -Live FM 0 days 12/31/14 12/31/14
Go Live eSuite FM 0 days /14 12/31/14
12/31
_ .. _.. -
Step 8 Complete FM 0 days 1/8/15 1/8/15
9 - Deliver and Implement Remaining Deliverables 43 days 1/29/15 3/31/15
Post GoLive Training, Support Review 43 days 1/29/15 3/31/15
Post Go Live Onsite Support FM 5 days 1/29/15 2/5/15
GASB - FM 5 days 2/5/15 2/12/15
_..
Training & New World Live Support - GASB 5 days 2/5/15 2/12/15
- — _.._...._ _....... _... ...
Decision Support Software Training2 days 3/27/15 3/31/15
_... ... _ .._. .
Finance Business Analytics Training 1 day 3/27/15 3/30/15
--.
Dashboards for Finance Analytics Training 1 day 3/30/15 3/31/15
Go -Live DSS 0 days 3/31/15 3/31/15
-
Step 9 Complete - FM 0 days 3/31/15 3/31/15
HR/Payroll 281.5 days 5/26/14 7/2/15
......
Construction Phase 209.5 days 5/26/14 3/23/15
5 - Functional Review 15 days 10/29/14 11/19/14
Functional Review of Software - Preparation 15 days 10/29/14 1.11/19/14
and Meeting
rcn fi uraticn, T-:., HR ten."a`Ot^----- `-`� D _ ._ ...
""•'b�•�•'•�•" �Y - � � c�ia�i�c �a uic�, � udy� lU/G7/14 11/7/14
Workforce Admin>
Configuration / Functional Review Trip - HR 5 days 11/5/14 11/12/14
<Workforce Admin, Payroll Processing>
Configuration / Functional Review Trip - HR 5 days 11/12/14 11/19/14
<Identify modules to cover>
Step 5 Complete .. 0 days 11/19/14 11/19/14
_._ _. ... _.... __. ..... - .....
6 - Finalize Configuration 209.5 days 5/26/14 3/23/15
Decision SupportSoftware - Conversion Testing 1 day -11/19/14 11/20/14
Human Resource/Payroll Business Analytics 1 day 11/19/14 11/20/14
Training Conversion Testing
'L - . .
Application Testing & Complete Build Tasks 204.5 days 5/26/14 3/16/15
_ 5
Complete Build Tasks - HR 20 days 11/19/14 12/18/14
- p ... . __ .... .
Standard Interfaces Construction Complete - 0 days 5/26/14 5/26/14
H.R. _..... . __...... .
Application Testing - HR 20 days 12/18/14 1/19/15
.........._. ..._.. ---- -
Parallel Trip 1- HR 5 days 2/23/15 3/2/15
Parallel Trip 2 -.- HR 5 days 3/9/15 3/16/15
_ . _.
Deliver an . . __ . _._ _. _... -- . ---
Go Live Required Custom Forms Construction 0 days 11/19/14 11/19/14
Complete - HR
Go -Live Readiness Assessment - HR 5 days 3/16/15 3/23/15
2nd
Quarter
3rd Quarter 4th Quarter
1st Quarter 2nd Quarter
3rd Qua
Apr May
Jun
Jul lAug Sep Oct Nov Dec
j I
j
Jan Feb Mar Apr May Jun
a
-
i
Jul
I
131
132
133
134
135
136
137
138
139
140
141
142
143
144
145
0 i
146
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147
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149
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151
152
153
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155
156
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157
158
159
160
161
162
163
Page 3
City of Cupertino, California
Preliminary Gantt Chart
ID
Task Name
Duration
Start
Finish
2nd Quarter 3rd Quarter 4th Quarter
1st Quarter 2nd Quarter
3rd Quar
y Jun- JuDee
Apr .Mal Aug Sep Oct Nov
Jan Feb- Mar Apr May Jun
Jul .Aug_
164
Step 6 Complete - HR 0 days 3/23/15 3/23/15
Agreement to Go Live 0 days 3/23/15 3/23/15
-- ...
Transition Phase 77.5 days 3/16/15 7/2/15
7 -.,Conduct User Training 15.88 days 3/23/15 4/14/15
_. _ -
Customer Delivers EUT 15 days 3/23/15 4/13/15
HR/Payroll 10 days 3/23/15 4/6/15
_. —
End User Training (Base) - HR 5 days 3/23/15 3/30/15
.--.._......... __
End User Training (Additional Modules) 5 days 3/30/15 4/6/15
HR
Position Budgeting 5 days 4/6/15 4/13/15
End User Training - Position Budgeting 5 days 4/6/15 4/13/15
Post Go -Live Training Plan Refinement 0.88 days 4/13/15 4/14/15
.... _ - ._.... _ ._. ....... ..__ . _.
Assess areas that need further training - HR 0.38 days 4/13/15 4/13/15
Schedule trainer and users - HR 0.5 days 4/13/15 4/14/15
Step 7 Complete - HR 0 days 4/14/15 4/14/15
8 - Conduct Go Live 26.5 days 3/16/15 4/21/15
HR/Payroll 20.5 days 3/16/15 4/13/15
-- .._. ---- _._ ..._.__
Go Live Stage One - Planning 0.5 days_ 3/16/15 3/16/15
Create Go Live Plan - HR 0.5 days 3/16/15 3/16/15
i'rc oaa6c Twv-cwci.uiiV-R 50AYS 4/O/1D 4/1.3/15
Execute Go Live Plan - HR 1 day 4/6/15 4/7/15
------............ ... .... -- ........ _...._.... /.../.._................ ....-
New World Live Support - HR 5 days 4 6 15 4/13/15
— - ...._ .._._... - - .._....._.....__.._ . _.. ._..._..._....... ....
Go -Live HR/Payroll 0 days: 4/6/15 4/6/15
Go -Live eSuite - HR 0 days 4/6/15 4/6/15
................ _.. __ ..... — _ -- ..
Position Budgeting 26.5 days 3/16/15 4/21/15
Live Stage One - Planning 0.5 days 3/16/15 3/16/15
Create Go Live Plan Position Budgeting 0.5 days 3/16/15 3/16/15
Go Live Stage Two Execution 1 day 4/13/15 4/14/15
._.. . _. _._ _ __...... _. .
Execute Go Live Plan - Position Budgeting 1 day 4/13/15 4/14/15
Go Live Stage Three - Controlling 5 days 4/14/15 4/21/15
New World Live Support - Position 5 days 4/14/15 4/21/15
Budgeting.. _...__.. _ ....... .
Step 8 Complete HR 0 days 4/21/15 4/21/15
_. _ . _ ..,_. ...._ .
9 - Deliver and Implement Remaining Deliverables 52 days 4/20/15 7/2/15
Post Go Live Training, SupportReview 52 days 4/20/15 7/2/15
_
Post Go'Live Onsite SupportHR 5 days 4/20/15 4/27/15
Decision Support Software Training 1 day 7/1/15 7/2/15
_... _ _ ....... . ,.._.. .. _ .... _ _
Human Resource/Payroll Business Analytics 1 day 7/1/15 7/2/15
Training
Step 9 Complete - HR 0 days 7/2/15 7/2/15
Closing Phase 283.5 days 5/26/14 7/6/15
I
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166
167
168
169
170
171
172
173
174
175
176
177
178
179
180
181
183
184
185
186
_
187
188Go
189
190
—
191
192
193
194
195
196
197
198
199
200
201
Page 4
City of Cupertino, California
Preliminary Gantt Chart
ID
Task Name
Duration
Start
(Finish
2nd Quarter 3rd Quarter
4th Quarter
1st Quarter 2nd Quarter 3rd Qua
Apr May Jun 1ul Aug Sep
Oct Nov Dec
Jan Feb Mar Apr May Jun Jul Aug
202
10 - Transition to Account Team
_
Agreement to Close
Schedule Transition to Account Team Meeting
-- ._..........._....._.._... __..........._....._..- -
Ensure AR is current and billings are submitted for
revenue recognition, notify PMO to close project
(update Project Complete date to reflect targeted
closure date and change scheduling status for
Project_ Complete task to 50-Confirmed)
..... __...
Step 10 Complete
ProjectComplete
Data Conversion Sub Project Plan
_ ...
Standard Interface Plan Milestones
Bank Reconciliation
Obtain Specification and Sample File from Bank
_ .
Bank Reconciliation Interface Complete and
Delivered
283.5 days
-- ....... ....
1 day
1 day
1 day
0 days
0 days
127.25 days
20 days
20 days
0 days
0 days
5/26/14
7/2/15
7/3/15
5/27/14
5/26/14
5/26/14
9/22/14
11/17/14
11/17/14
11/17/14
_....._._._._
12/16/14
7/6/15
7/3/15
7/6/15
5/27/14
5/26/14
5/26/14
3/23/15
12/16/14
12/16/14
11/17/14
-...__... ._..- .
12/16/14
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204
205
206
207
208
263
264
265
266
Page 5