17-043 CitySourced, Inc., Mobile Application Customer Agreement)0 tr -0 0 OQOS IS
CITYSOURCED, INC.
MOBILE APPLICATION CUSTOMER AGREEMENT
This Mobile Application Customer Agreement (this "Agr eement") is
entered into by and between CitySourced, Inc . ("Provider"), having a
principal place of business at 1545 Sawtelle Blvd., Suite 36, Los Angeles,
CA 90025 and the City of Cupertino, California, a municipal corporation
("Subscriber") and is effective upon signature by the Subscriber (the
"Effective Date"). In consideration of the mutual agreements contained
herein, the parties hereto agree as follows:
1. Software, Support Services.
1.1 General. Provider is an application serv ice s provider that has
developed a mobile application that allows end users to send messages
to Subscriber via a mobile device (the "A pplication"). Provider has
developed associated software that allows Subscriber the ability to
re ceive and respond to such messages (together with future versions of
such software made by Provider from time to time, col lectively the
"S oftware "), as further described on Schedule A.
1.2 Access, Fees. Commencing no later than sixty (60) days after
the Effective Date, and provided that the Subscriber has delivered all
necessary assets to Provider for deployment, Provider shal l provide to
Subscriber access to the Software at the level described in the attached
Schedule A via an Intern et web browser under the terms and conditions
of this Agreement and in consideration of the fees described in
Schedule A .
1.3 Support Services. Subscriber acknowledges and agrees that
Provider does not provide custom development for the Software,
except pursuant to a separate, written support and custom
development agreement and at Provider's hourly charges as defined in
Schedule A.
1.4 No Consulting or Advisory Services. Subscriber
acknowledges and agrees that Provider is not providing any consu ltin g
or advisory services to Subscriber, legal or otherwise, in connection
wi th the Software or Application.
1.5 Geographical Files . Promptly following the Effective Date,
Subscriber shall provide to Provider the geographic boundary file for
the applicable covered area (the "Area ") in the form of an ESRI shape
file. Additionally, any geographic data including, but not limited to,
municipal district boundaries, school board boundaries, sha ll be
provided by the Subscriber at the Provider's request if such data exists.
1.6 Promotion . In consideration for the rights granted
hereunder by Provider, Subscriber agrees to use its reasonable, good
faith efforts to promote the Application in the Area, which includes
without limitation (a) posting a lin k on Subscriber's main website page
to Provider's website for the downloading of the Application,
(b) emailing or otherwise notifying the residents in the Area of the
availability of the Application and associated services, and
(c) contacting local news and media outlets about the availability of the
Application and associated services.
2. Intellectual Property Rights . Subject to the terms and
conditions of this Agreement, Provider hereby grants to Subscriber a
limited, non-exclusive, non-transferable, non-sublicensable li cense to
access and use the versions of the Software indicated on Schedule A as
specifically permitted hereunder. The Subscriber hereby grants to
Provider an irrevocable, perpetual, royalty-free li cense to all
information stored by the Software and Application as assigned and
used by the Subscriber ("Data"). Other than the rights exp ressly
granted in this Agreement, each party retains all of its rights to its
Mobile Application Customer Agreement -Confidentia I
trademarks, logos, trade names, and service marks (collectively,
"Brands"), Web site(s), technologies, patents, copyrights, trade secrets,
know-how, and other intellectual property and proprietary rights.
Without limiting the generality of the foregoing, (i) Provider shall at all
times solely and exclusively own all rights, title, and interest in and to
the Software, Application, Professional Services, Custom Development
and any Feature Accelerations (as described in Schedule A), and all
intellectual property rights therein; and (ii) Subscriber shall at all times
solely and exclusively own all rights, title, and interest in and to the
Data, and all intellectual property rights therein. No implied licenses are
granted herein. Subscriber agrees not to use any reverse compilation,
reverse engineering, decompilation or disassembly techniques or
similar methods to determine any design structure, concepts and
construction method of the Application or Software or replicate the
functionality of the Application or Software for any purpose. Subscriber
sha ll not remove, modify, or obscure any Provider or other copyright,
trademark, and other proprietary notices affixed to or displayed on the
Application or Software, and shal l not allow any third party t o take any
such act ion.
3. Term and Termination.
3.1 Term. This Agreement shall commence on the Effective Date
and continue until the "Termination Date" li sted on Schedule A, or
terminated in the manner provided in Section 3.2 Below.
3.2 Termination. Either party may terminate this Agreement at
any time upon written notice in the event the other party has
committed a material breach of this Agreement which remains uncured
forty-five (45) days after written notice of such breach, except that
Provider may terminate this Agreement immediately upon written
notice for fai l ure by Subscriber to pay the required fees or breach of
Sections 2 or 4. Further, Subscriber may at any time terminate this
Agreement for convenience upon thirty (30) days written notice to
Provider.
3.3 Effect of Termination . Upon termination for any reason,
Subscriber sha ll cease all use of the Software and Application . If the
Subscriber terminates this Agreement for convenience, Provider shall
not be obligated to refund any monies that have been already paid by
Subscriber through the date of termination.
4. Confidential Information.
4.1 Definition of Confidential Information . Provider and
Subscriber understand and agree that in the performance of this
Agreement, each party may have access to or may be exposed to,
directly or indirectly, proprietary or confidential information of the
other party, including, but not limited to, trade secrets, Web site usage
statistics, marketing and business plans and technical information
("Confidential Information").
4.2 Protection of Confidential Information . Each party agrees
that it shall not, during the term of this Agreement and after its
termination, use (except as expressly authorized by this Agreement) or
disclose Confidential Information of the other party without the prior
written consent of the other party, unless the receiving party can prove
such Confidentia l Information (i) was known to the receiving party prior
to the Effective Date of this Agreement, or (ii) is or becomes publicly
ava il able without breach of this Agreement, or (iii) becomes known to
the rec eiving party after rightful disclosure from a third party not under
an obligation of confidentiality; or (iv) was ind ependently developed by
the receiving party without the use of the disclosing party's
Confidential Information. The receiving party wi ll have the right to
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disclose Confidential Information without being in breach of this
Agreement to the minimum extent necessary to comply with a lawful
court order or government regulation, provided that the receiving party
provide the disclosing party with advance written notice thereof, and
reasonably cooperates with the disclosing party to seek confidential or
protective treatment of such Confidential Information. In addition, the
receiving party agrees to take all reasonable measures to protect and
maintain in confidence the Confidential Information received from the
disclosing party. With respect to Confidential Information disclosed by a
party under this Agreement, this Section 4 shall supersede any existing
agreement relating to confidential treatment and/or non-disclosure of
Confidential Information.
5 . Warranties.
5.1 By Both Parties. Each party represents and warrants to the
other party that (i) it has the right to enter into this Agreement and
perform its obligations hereunder in the manner contemplated by this
Agreement, and (ii) this Agreement shall not conflict with any other
agreement entered into by it.
5.2 By Subscriber. Subscriber represents, warrants, and
covenants that it shall comply with all applicable laws of the United
States of America, any State thereof, and any other applicable rules,
ordinances, and regulations in connection with the performance of
Subscriber's obligations under this Agreement.
5.3 By Provider. Provider represents, warrants, and covenants-
that it shall comply with all applicable laws of the United States of
America , the State of California, and any other applicable rules ,
ordinances, and regulations in connection with the performance of
Provider's obligations under this Agreement.
6. Disclaimer. THE SOFTWARE AND APPLICATION ARE
PROVIDED "AS IS" WITHOUT ANY WARRANTY, AND SUBSCRIBER'S USE
OF THE SOFTWARE AND APPLICATION OR ANY DATA ACCESSED OR
OBTAINED THEREFROM 15 SOLELY AT SUBSCRIBER'S OWN RISK.
PROVIDER DOES NOT WARRANT THAT THE SOFTWARE OR
APPLICATION WILL MEET SUBSCRIBER'S REQUIREMENTS OR THAT THE
OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE. TO THE
FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, PROVIDER
DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS,
IMPLIED, AND STATUTORY, CONCERNING THE SOFTWARE AND
APPLICATION, OR OTHERWISE RELATED TO THIS AGREEMENT,
INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND
ANY STATUTORY WARRANTIES OF NON-INFRINGEMENT.
7. limitation of Liability. EXCEPT FOR A BREACH OF
SECTIONS 2 OR 4, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE
OTHER PARTY OR TO ANY THIRD PARTY FOR ANY INDIRECT,
INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES,
INCLUDING , BUT NOT LIMITED TO, LOST PROFITS, ARISING OUT OF OR
IN RELATION TO THIS AGREEMENT. PROVIDER'S AGGREGATE LIABILITY
AND THAT OF ITS AFFILIATES AND SUPPLIERS UNDER OR IN
CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO THE
AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL
APPLY EVEN IN THE EVENT OFA FUNDAMENTAL OR MATERIAL BREACH
OR A BREACH OF THE FUNDAMENTAL OR MATERIAL TERMS OF THIS
AGREEMENT.
8. Indemnity.
8.1 By Subscriber. Subscriber agrees to i ndemnify, defend and
hold Provider harmless from all expenses, losses, damages or liabilities
(including reasonable legal fees) arising out of or relating to any third
party claims, demands, or suits, to the extent resulting from any data or
Mobile Application Customer Agreement -Confidential
content included in or used in conjunction with the Software or through
the use of the Application by Subscriber or its end users.
8.2 By Provider. Provider agrees to indemnify, defend and hold
Subscriber harmless from all expenses, losses, damages or liabilities
(including reasonable legal fees) arising out of or relating to any third
party claims, demands, or suits to the extent resulting from the
infringement or misappropriation of any third party's issued U.S. patent
or copyright through the use of the Software. The foregoing
indemnification obligation shall not apply to the extent the alleged
infringement is caused by: (a) changes or modifications to the Software
by, or at the request of, Subscriber or any third party; or (b) combinations
of the Software with any product not supplied or specified by Provider
under this Agreement. If a claim contemplated above is brought,
Provider shall, at its sole option and expense, and within a reasonable
period, (1) procure for Subscriber the right to continue using the
allegedly infringing item; (2) replace the same with a non-infringing item
providing equivalent functions and efficiency; (3) modify the same to be
non-infringing without loss of functionality; or (4) if none of the
foregoing is reasonably available to Provider, Provider shall require
Subscriber to discontinue use of the infringing item and Provider shall
provide a refund of the amounts paid by Subscriber to Provider under
this Agreement during the six (6) months preceding the effective date of
such discontinuance. This Section 8.2 sets forth Provider's sole liability,
and Subscriber's sole and exclusive remedy, in lieu of all others, with
respect to infringement and shall take precedence over any exhibits,
schedules or amendments attached hereto.
9. Procedures. The obligations under this Section 8 are
conditioned upon the party seeking indemnification (i) giving the
indemnifying party prompt written notice of any claim, action, suit or
proceeding; (ii) granting complete control of the defense and
settlement to the indemnifying party; and (iii) reasonably cooperating
with the indemnifying party at the indemnifying party's expense.
10. Force Majeure . Provider shall not be liable to Subscriber or
any other person or entity for any delay or failure in the performance of
this Agreement or for loss or damage of any nature whatsoever
suffered by such party due to disruption or unavailability of
communication facilities, utility or Internet service provider failure, acts
of war, acts of vandalism, terrorism, lightning, fire, strike or any other
causes beyond Provider's reasonable control.
11. Verification. Provider may, at its expense, automatically
audit Subscriber's use of the Software and Application, provided that
any such audit shall not interfere with Subscriber's business activities.
Provider shall be permitted to conduct automated audits at its
discretion, provided that such automated audits take place without
accessing Subscriber's internal information technology networks and do
not materially interfere with Subscriber's use of the Software. If an
audit reveals that Subscriber has utilized more users than authorized or
otherwise underpaid fees to Provider, Subscriber shall pay Provider
applicable fees based upon Provider's then-current fee schedule.
12. Independent Contractor. The relationship of Parties is solely
that of independent contractors. Nothing contained in this Agreement
shall be construed to give either party the power to direct or control
the activities of the other or constitute either party as the other's
partner, joint venturer, co-owner, agent, franchisee or employee.
13. Billing:
13.1 Fees. All Fees listed on Schedule A are exclusive of all taxes;
billed on an annual basis in advance; and, due upon receipt of invoice.
This secures site, servers and resources necessary to begin project.
Payments over 45 days from receipt of invoice will accrue interest at a
rate of one (1%) per month. Renewal payments made 45 days from
receipt of invoice will accrue interest at a rate of one {1%) per month.
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13.2 Taxes. Our fees do not inc lu de any taxes , levies, duties or
similar governmenta l assessments of any nature, including, for
example, value-added, sales, use or withho ld in g taxes , assessable by
any jurisdiction whatsoever (co ll ective ly, "Taxes"). You are responsible
for paying al l Taxes associated with Your purchases hereunder. If We
have the legal obligation to pay or collect Taxes for which You are
responsible under this Section 12, We wil l invoice You and You wi ll pay
that amount unless You provide Us with a valid tax exemption
certificate authorized by the appropriate taxing authority. For clarity,
we are so lely responsible for taxes assessab le against us based on our
income, property and employees .
13.3 Payments . All payments shou ld be made directly to
CitySourced, In c. and wi ll not be deemed rece ived until actually
received in Provider offices. Provider mailing address for all payments
is :
14.
CitySourced, In c.
1545 Sawte ll e Blvd., Suite 36
Los Angeles, CA 90025
Miscellaneous . This Agreement contains the entire
agreement of the pa rties, and supersedes (i) any and al l previous or
contemporaneo us agreements w ith respect to the subject matter
hereof, whether ora l or written and (ii) the End User Agreement
contained on the Application . In addition, any purchase orde rs issued
by any entity other than Provider sha ll be valid on ly for the purpose of
identifying this contract for reference purposes only, and any terms
included in suc h purchase orders are vo id and shall be of no effect. This
Agreement shall be binding and sha l l inure to the benefit of the parties
hereto and their respective successors and pe rmitted assigns . This
Agreement may not be assigned by Subscriber without Provider's prior
wri tten consent, such consent not to be unrl'!asonably withheld.
Provider may assign, de legate and/or subcontract any or all of its rights
or obliga tions hereunder. Any at tempted assignment in violation of the
foregoing shal l be nu ll and void . All notices and consents required or
permitted to be given under this Agreement sha ll be in writi ng to the
parties at the addresses designated herein or to such other address as
either party may desig nate to the other by written notice, and shal l be
effective upon rece i pt. Written notice sha ll be made in the form of a
certified letter, confirmed facsimile transmission or acknow ledged
receipt of elect ronic mail. Receipt shall be deemed to have occurred:
fou r days following mailing of a certified letter; up on receipt of
confirmation of fax; and upon receip t of con f irmation of receipt of e-
mail. This Agreement sha ll be governed in all respects, including
validi ty, interpretation and effect, by the la ws of the State of California,
w ithou t reference to the con fl icts of laws rules or any other rules that
would res ult in the application of a different body of law. If any part of
this Agreement shall be held to be void or unenforceable, such part w ill
be treated as severable, leaving valid the remainder of th is Agree m ent
notwithstanding the part or parts found to be void or unenforceable.
No waiver sha ll be effective unless it is in writing and signed by an
authorized represen t ative of the waiving party, and any such wa ive r
Mobi le Application Customer Agreement -Confidential
shall only be applicab le to the specific instance referenced in such
writing. This Ag reement may be executed in two counterparts, each of
which shall be deemed to be an orig in al, and both of wh ich together
sha ll constitute one contract. Fax copies of signatures sha ll also be
treated as origina ls for purposes of this Agreement. Subscriber
acknowledges and agrees that Provider retains the right at any time to
cha nge th e features, functionality and look-and-feel of the Software
and Application. Th e headings in this Agreement are for purposes of
reference only and shall not limit or otherwise affect the meaning
hereof. Any outstand ing payment ob li gation of Subscriber, the
restrictions and ownership provisions of Section 2, and al l of
Sections 3.3, 4, 6, 7, 8, 9 and 14, and any other term hereof which
contemp lates con t inuing effectiveness, shall survive the termination or
expiration of this Agreement for any reason.
15. Acceptance. IN WITNESS WHEREOF , th e parties have caused
th is Agreement to be executed by th eir duly authorized representatives
effective as of the Effe ctive Date.
PROVIDER :
Signa ture:
Name: Jason Kiese l
Title: Chief Executive Officer
Date: March 13 2017
SUBSCRIBER:~
Signature: .. ~~~~-=-~~---=-o&---------
Name: ~.Iii .e/:nHS~~
Title: _--=c','----=--'7'..---'Z)=-------------
Date: __ J./,~·~/~2_·~/~r~ _______ _
SUBSCRIBER'S COUN ~L: I /
~ -&igmm:rre : --~------------------
Name: _,_€:J\N~~l)?~L.._(J_H_S_. _\jO~rl-"J_· _
Title: _G_L_'t'f~_fr_[ll) __ K_lv_f:::_'-_/ _
Date: _____,_4 ___,__\ ....._.) q _,___,_\ )__,_::j-___ _
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SCHEDULE A
1. SOFTWARE SUBSCRIPTION PACKAGE A// checked apply:
Software Package Name Fee Term
0 Enterprise Plus Mobile PaaS See below. The "Initial Term" shall be for five (5) calendar years from the
D Enterprise Mobile PaaS Effective Date (the "Termination Date").
D Cityworks Web Portal
For a full listing of software features: Contact CitySourced Sales
2. SOFTWARE FEES : Fees will in crease 2% annually beginning 12 months after the Effective Date .. Durin g the Initial Term , the total contract
value will not exceed $107,422. After Initial Term, the fee s may be modified by Provider by written notice to subscriber thirty (30) days in
advance of such modification. If applicable, any and all items outlined under the below section "Professional Services" are subject to the
statement of work ("Statement of Work" or "SOW") attached hereto as Exhibit A. Al l prices below are in US Dollars.
Commercial-Off-The-Shelf (COTS) Product One Time Setup Annual Recurring
0 CitySourced Service Requests (Setup Discounted 20 %) $2,800 $13,200
0 CitySourced Knowledge Base (Setup Waived) $0 $2,100
0 Native iPhone App lic ation $0 $0
0 Native Android Application $0 $0
0 Mobile Optimized HTMLS App lication $0 $0
Professional Services One Time Setup Annual Recurring
0 Custom Development: Data Tran sfer from Comcate into CitySourced $2,500 $0
0 Feature Acce leration: Cityworks Co mment Sy nchron ization $0 $0
For the purposes of this Agreement: (i) "Custom Deve lopment" shall mean any/all software created by Provider per the specific request of
Subscriber; and (ii) "Feature Acceleration" shall mean an Application feature whose development is anticipated by Provider but is accelerated
per the specific request of Subscriber.
3. PRICING SUMMARY:
Year One (1) Set up Costs $2,800
Year One (1) Annual Recurring Costs $15,300
Year One (1) Profe ss ional Serv ices $2,500
Year One {1} Total $20,600
Mobile App lication Customer Agreement -Confidential 4
Mobile Application Customer Agreement -Confidential
Exhibit A
Statement of Work
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CITY SOURCED
-
STATEMENT OF WORK
Prepared For:
Cupertino, CA
CitySourced Statement of Work Page 1 of 7
Table of Contents
GENERAL PROJECT ASSUMPTIONS ....................................................................................................................................... 3
SCOPE .................................................................................................................................................................................. 3
P RO JE CT M AN AGEMEN T ......................................................................................................................................................... 3
SU MMARY OF DELI VERA BLE S .................................................................................................................................................... 3
COTS Platform Setup & Configuration ................................................................................................................................. 3
Custom Development: Data Transfer from Comcate into Cit ySou rced ................................................................................ 4
Fe ature Acceleration: Cityworks Comment Syn chronization ............................................................................................... 4
OUT OF SCOP E ..................................................................................................................................................................... 4
T RA ININ G ............................................................................................................................................................................ 5
PRO JECT DELIVERABLE/ MILESTONE SCHEDULE .................................................................................................................. S
M I LESTONE PAYMENT SCHEDULE ........................................................................................................................................ 6
PROJECT RESOURCES ........................................................................................................................................................... 6
ROLE S & RE SPONS IBILITIE S ...................................................................................................................................................... 6
Subs criber ............................................................................................................................................................................. 6
Pro vid e r ................................................................................................................................................................................ 6
CH AN GE RE Q UE STS ............................................................................................................................................................. 7
CH ANGE REQ UEST P ROC ESS ..................................................................................................................................................... 7
TI ME & M AT ER IA LS CH ARG ES .................................................................................................................................................. 7
ACCEPTANCE & SIGN OFF .................................................................................................................................................... 7
P ROJECT DELI VERAB LE ACCEPTANCE C RITER IA .............................................................................................................................. 7
FINA L A CCEP TANCE ............................................................................................................................................................... 7
CitySo u rced Statement of Wo rk Page 2 of 7
Summary of Project
The purpose of this document (the "SOW") is to describe the final citizen request management system ("Platform") that
CitySourced ("Provider") will be providing to Cupertino, CA ("Subscriber"). The SOW is entered into in connection with a
Mobile Application Customer Agreement (the "Customer Agreement") and effective concurrently with the Customer
Agreement Effective Date. Except as expressly set forth herein, this SOW is subject to the terms and conditions of and
incorporated into the Customer Agreement.
The Platform is a commercial off-the-shelf (COTS) solution that includes, but is not limited to:
• Subscriber Branded Native Smartphone Applications for iOS & Android
• A Cloud-Based Administration Portal
• Web Based Applications to Embed in Subscriber Website
• Bi-Directional Routing/Integration into a Standard Cityworks System
• Initial Training and Ongoing Support Services
General Project Assumptions
Each party involved with the Project will be responsive to all communications sent by the other party. Each party will also
designate a single point of Contact ("POC") through which all communication will be funneled. The POC does not
necessarily have to proxy all requests, but the POC should be CC'd (copied) on all communications sent throughout the
duration of the Project.
Scope
Project Management
Provider will provide the Subscriber a dedicated project manager during the Implementation Phase of the Project who will
work directly with the Subscriber, managing all communication between both parties. All deliverables will be tracked in
Provider's project management system (currently powered by Asana), with access granted to key Subscriber personnel so
as to facilitate collaboration and give visibility into the Project's overall progress . Provider will also provide a status report
to the Subscriber Project Manager for the duration of the project's life. The status report shall discuss the tasks/
accomplishments and the planned work.
Summary of Deliverables
COTS Platform Setup & Configuration
Based on the Project Deliverable/ Milestone Schedule below, Provider will be delivering to the Subscriber the following:
1. Access to the cloud-based administrative portal ("Console")
2. A smartphone application published to Apple's iTunes Store*
3. A smartphone application published to Google's Play Store
4. A responsive HTMLS version of the application
5. Access to public facing cloud-based applications ("Widgets")
6. Up to Four Basic User Training Sessions Completed
7. One Train-the-Trainer Session Completed
Provider will configure a variety of issues to be reported . The specific type of reportable issues will be determined in the
initial information gathering sessions with each department.
* An application published to Apple iTunes must be first reviewed and approved by Apple before it is released to the public.
Provider has no control over the speed at which this process takes and cannot guarantee an application's final public
release date . Our experience with application review has shown that most applications get approved (or rejected) within
CitySourced Statement of Work Page 3 of 7
ten {10) business days. The Subscriber has the option to publicly release {"Publish") the application automatically on
approval or manually Publish the application at their discretion. It is the sole responsibility of Provider to ensure the process
of getting the mobile app published in all Apple's iTunes and Google Play stores is completed successfully .
Custom Development: Data Transfer from Comcate into CitySourced
1. One-time Data Transfer from Comcate into CitySourced
a. Data transferred will be limited to 4,000 Service Requests
The Comcate data must be provided to CitySourced as XML, JSON, or CSV file format. If CSV file format is provided, each
individual Service Request must be presented in a single row and each corresponding field must be presented in a unique
column. Additionally, the Comcate Data will be converted to CitySourced standard data objects. Thus, the data transferred
will be in effect a historical record , but will not be identical to the data as it exists in the Comcate system. Additionally, the
end user who originally submitted these specific requests in Comcate will not receive notifications upon status and/or
comment updates.
Feature Acceleration: Cityworks Comment Synchronization
As part of this SOW, the Provider will accelerate the development of the following features/requirements {"New Feature")
to the Subscriber :
1. Comments Created in Cityworks Pushed to CitySourced as Public Comments
This feature will allow the Subscriber to enter comments directly into Cityworks and those comments, when appropriately
marked, will create a corresponding public comment in CitySourced. As part of this New Feature, the following business
logic will be implemented :
1. Comments originating in Cityworks will be considered "marked" when the comment is preceded by the text,
"PUBLIC :". The corresponding comment in CitySourced will not include the text used to "mark" the comment. For
example :
a. Entered into Cityworks: "PUBLIC : This graffiti has been abated!"
b. Created in CitySourced: "This graffiti has been abated!"
2 . Any comments in Cityworks without the above "marked " text will be ignored and not be replicated in CitySourced.
For example :
a. Entered into Cityworks: "This graffiti has been abated!"
b. Created in CitySourced: Nothing.
3 . When the comment is created in CitySourced, any/all citizen notifications will be triggered as they would if the
comment originated in CitySourced.
4. Once a SR is marked "Closed", any new comments added in Cityworks will not be replicated in CitySourced.
Out of Scope
This Project will be completed remotely and without any travel requirements made to Provider . Any travel required by
either party will be considered out of scope and thus will require additional payment by the party requesting travel. Any
New Feature's deliverables are dependent on the feedback as provided to Provider by the Subscriber and agreed to by both
parties {"New Feature Feedback "). During the development and implementation of any New Features, Provider will make
every attempt to communicate any discrepancies or questions when interpreting the New Feature specifications as
outlined above in this SOW {"New Feature Specs").
In the event, however, that a New Feature has been implemented in adherence to the New Feature Specs and New Feature
Feedback, but the Subscriber is unhappy or wants changes made to the New Feature , these changes will be deemed out of
scope and will require a Change Request. Anything not specifically described within this document are considered out of
scope and are subject to timing and budget changes .
CitySourced St atem ent of Work Page 4 of 7
Training
Upon Agreement, training will be provided to the Subscriber personnel on all aspects of the Platform. These training
sessions will occur as web based seminars. These seminars will occur after the Agreement has begun resulting in up to four
training sessions . The length of the trainings are one hour webinar sessions .
In addition, "Train the Trainer" session will take place at the request of the Subscriber. This special , one-time session will be
for those personnel at the Subscriber that wish to become "CitySourced Certified" and become proficient in all aspects of
the Platform and its features/capabilities . The date of this will be determined between the Subscriber's Project Manager
and the Provider Account Manager once the Project is underway at a mutually agreeable time to both Subscriber and
Provider. Should the session need to be rescheduled due to inclement weather or unforeseen circumstances, the Provider
agrees to reschedule at no additional cost .
Project Deliverable/ Milestone Schedule
Upon acceptance of this Statement of Work between Provider and the Subscriber ("Agreement"), the Project will
commence. Relative to this date, the following milestones will be:
Deliverable/Milestone Responsible By Timeline
1 Kickoff Meeting Provider 10 Business days
2 Graphic Assets Subscriber 30 Business Days
3 Copy/Te xt Assets Subscriber 30 Business Days
4 Console Users List with Security Role and Team(s) Subscriber 30 Business Days
5 Service Request Types List Subscriber 30 Business Days
6 Workflow Rules Subscriber 30 Business Days
7 GIS Boundaries as Shape Files Subscriber 30 Business Days
8 Cityworks API Made Publicly Accessible Subscriber 30 Business Days
9 Service Request Comcate Data (In Acceptable Format) Subscriber 30 Business Days
10 iOS App Submitted to Apple Provider 30 Calendar Days A
11 Android App Submitted to Google Provider 30 Calendar Days A
12 HTMLS App Deployed Provider 30 Calendar Days A
13 Administrative Console Access Provider 30 Calendar Days 8
14 Comcate to CitySourced Data Map [Completed] Provider 30 Calendar Days 0
15 Comcate Data transferred to CitySourced Console Provider 30 Calendar Days E
16 New Feature : Cityworks Comments Sync [Initial Build] Provider 60 Calendar Days c
17 New Feature Feedback: Cityworks Comments Sync Subscriber 10 Calendar Days c
18 New Feature : Cityworks Comments Sync [Completed] Provider 20 Calendar Days c
19 Four (4) Basic Training Sessions Completed Provider 30 Calendar Days 8
20 One Train the Trainer Session Completed Provider 30 Calendar Days 8
21 Bi-Directional Routing/ Integration into Cityworks Provider 30 Calendar Days c
CitySourced Statement of Work Pag e 5 of 7
A Deliverables that are dependent on deliverables #2 & 3.
8 Deliverable dependent on deliverable #3, 4, 5, 6, & 7.
c Deliverable dependent on deliverable #8.
D Deliverable dependent on deliverable #9.
D Deliverable dependent on deliverable #14.
Milestone Payment Schedule
1 Customer Agreement Execution
2 Administrative Console Access
3 Comcate Data transferred to
CitySourced Console
4 New Feature: Cityworks
Comments Sync
Project Resources
Roles & Responsibilities
None
Subscriber has been provided access to the Administrative
Console . {Deliverable/ Milestone #13)
The Comcate data exists in CitySourced as individual Service
Requests . {Deliverable/ Milestone #15)
Appropriately marked comments made inside Cityworks are
replicated in CitySourced as a public comment. {Deliverable
/ Milestone #18)
$11,500
$3,300
$2,500
$6,600
This should be viewed as a guideline to outline the roles and responsibilities of personnel required for this Statement of
Work. Any project may include, but not be limited to, these various functions.
Subscriber
Subscriber responsibilities include:
• Provide any/all Assets for Application Deployment
• Review and Give Final Approval of Milestones/Deliverables
• Provide Legal Copyrights, Business Rules, and Disclosures as Required
• Attend Training Webinars
Provider
Role Responsibility
Project Manager • Coordinate all SOW creation and approval
• Lead planning and development of Project deliverables
• Maintain schedule of Project deliverables
• Act as main POC for Provider
Executive Sponsor Weekly oversight of deliverables
Technical Lead Coordinate with Project Manager and Provider software development team on the
implementation of Project deliverables and the production/implementation of the New
Features outlined herein
CitySourced Statement of Work Page 6 of 7
Change Requests
Change Request Process
All Change Requests will require their own individual statement of work ("SOW2") describing all changes requested by the
Subscriber ("Change Request Form"). Once the Change Request Form has been received by Provider, Provider will have 10
business days to present the Subscriber with a SOW2 for the Change Request. This SOW2 will outline all deliverables,
responsibilities and their respective delivery timelines. Once the SOW2 has been agreed upon by all parties, work will begin.
All hourly work quoted will be billed in 1 hour increments and based on the Time & Materials Charges outlined below . All
Change Requests require Level 3 approval from Subscriber.
Time & Materials Charges
Project Manager $150.00 / Hour
Software Engineer $250.00 / Hour
Sr. Software Engineer (10 yrs or more experience) $350.00 I Hour
Travel Costs -Hotel/Flight/Rental Car Billed Costs+ 5%
Travel Per Diem Actual Food Costs
Acceptance & Sign Off
Project De liverable Acceptance Criteria
Following delivery of each deliverable (non-software deliverables such as the project schedule) Subscriber shall have a
period of ten (10) business days after receiving confirmed written notification from Provider ("Acceptance Review Period")
to verify that each deliverable meets expectations.
If during the Acceptance Review Period, Subscriber determines that the deliverable is deficient based on current industry
practices or methodology then Provider shall provide a timeline to modify or correct the deliverable. Following confirmed
delivery of each modification to Subscriber the Acceptance Review Period shall be extended by an additional ten (10)
business days , or such other mutually agreed period of time, to verify the modification after which period it is deemed
accepted. If no issues are raised within the Acceptance Review Period, or the deliverable or any portion of the deliverable is
used or relied upon in the subsequent project activities, then the deliverable is deemed accepted.
Fi nal Acc e pt ance
This Statement of Work shall be in full force and effect immediately upon Provider's receipt of an official purchase order
("PO") from the Subscriber. This Statement of Work shall be considered fully accepted and approved immediately upon
Provider's receipt of final payment from Phase 2 of this Project.
CitySourced Statement of Work Page 7 of 7