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HomeMy WebLinkAboutStaff Report 379-07TO: FROM: DATE: SUBJECT: HONORABLE CITY COUNCIL CITY MANAGER City of Palo Alto City Manager’s Report 10 OCTOBER 29, 2007 DEPARTMENT: CMR:379:07 ADMINISTRATIVE SERVICES APPROVAL OF THREE YEAR MAINTENANCE CONTRACT WITH ACCELA, INC. IN THE AMOUNT OF $316,819 TO PROVIDE WEB- BASED PERMITTING APPLICATION AND MAINTENANCE SERVICE RECOMMENDATION Staff recommends that Council approve and authorize the City Manager or his designee to execute the attached three year renewal contract wdth Accela, Inc. in the amount of $105,606 per year for a tota! of $316,819 to provide Web-based permitting application and maintenance service. DISCUSSION Proiect Description The work to be performed by Accela, Inc. is to provide the City with Accela AutomationTM (City side) and Accela Citizen AccessTM (public side), which are web-based applications that will allow the City of Palo Alto, contractors, and citizens to apply for and check the status of permits. This contract is an extension of the current Accela contract for the Permit Tracking System used by Planning, Building, Code Enforcement, Public Works Engineering; and Utilities Engineering for both WGW and Electric. Accela allows citizens and contractors to apply for and check the status of permits via the Internet on a 24-hour, 7 days per week basis regardless of the City’s normal business hours. The modules included as part of the maintenance services in this contract are as follows: ¯Planning entitlements ¯Building permits ¯Code enforcement cases ¯Fire permits ¯Public Works permits ¯Miscellaneous Services Permits ¯Business license (This is the name given to this module by Accela, Inc.; it does not imply that the City of Palo Alto has implemented or intends to implement a business license/tax.) CMR:379:07 Page 1 of 2 The pricing model presented to the City is for an annual maintenance fee of $105,606. This fee is to cover the processing cost of both the City and public sides of the application and also covers the maintenance of existing modules installed on the City system. Selection Process The current permit tracking system is provided by Accela, Inc. (Contract #C04103286). Unless the City migrates to another system, there are no other vendors available to support the existing system. Accordingly, a sole source justification exists for this contract award. I~SOURCE IMPACT Funds for this contract are included in the Fiscal Year Technology Fund budget under Application Maintenance. 2007/08 Administrative Services POLICY IMPLICATIONS This recommendation does not represent any change to existing City policies. ENVIRONMENTAL REVIEW These services do not constitute a project under the California Environmental Quality Act (CEQA). PREPARED BY: Senior ~logist DEPARTMENT HEAD APPROVAL: CITY MANAGER APPROVAL: ATTACHMENTS Attacbanent A: Contract CARL Director,Services EMI~LY HARRISON Assistant City Manager CMR:379:07 Page 2 of 2 ATTACHMENT A C!TY OF PALO ALTO CONTP~hCT NO.C08123389 AGREEMENT BETWEEN THE CITY OF PALO ALTO AND ACCELA, INC. FOR PROFESSIONAL SERVICES PROVISION OF MAINTENANCE SERVICES This AGREEMENT is entered into October !, 2007, by and between the CITY OF PALO ALTO, a chartered city and a municipal corporation of the State of California ("CITY"), and ACCELA, INC.,a California Corporation, located at 2633 Camino Ramon,Suite 120, San Ramon, CA 94583 (PH) 925-659-3200("CONSULTANT"). RECITALS The following recitals are a substantive portion of this Agreement. A. CTT’~ intends to continue receiving maintenance services for the ACCELA Automation Ve!ocityHal!, now referred to as ACCELA AUTOM_ATION~-~’:/AND ACCELA CITIZEN ACCESS~, Web-Based ~erm~tt~g_ _ .... aDn!ications,_~ and desires to engage "CONSULTANT" to S~_v _c~sDrov_ce these maintenance services (" =~-~ ~ " B. CONSULTANT has represented that it and any subconsultants have the necessary professional expertise, qualifications, and capability, and al! required licenses and/or certifications to provide the Services. C. CITY in reliance on these representations desires to engage CONSULTANT to provide the Services as more fully described in Exhibit "A", Scope of Services, (Maintenance Agreement) attached to and made a part of this Agreement. D. CONSULTANT has agreed to perform the Services on the terms and conditions conna_nea in this Agreement NOW, THEREFORE, in consideration of the recitals, covenants, uerms,and condiumons,this Agreement,the parties agree: AGREEMENT SECTION I. SCOPE OF SERVICES. CONSULTANT shall perform the Services described in Hxhib~t "A" Scone of Services, in accordance ,~_~n the terms and conditions contained Agreement. SECTION 2. TERM. The term of this Agreement shall be from the effective date of October I, 2007 to September 30, 2010, unless terminated earlier pursuant to Section 20 of this Agreement. SECTION 3. SCHED~E OF PERFORMANCE. Time is of the essence in the performance of Services under this Agreement. CONSULTANT shall complete the Services within the term of this Agreement. Any Services for which times for performance are not specified in this Agreement shall be commenced and completed by CONSULTANT in a reasonably prompt and timely manner based upon the circumstances and direction communicated to the CONSULTANT. CiTY’s agreement to extend the term or the schedule for performance shall not preclude recovery of damages for delay if the extension is required due to the fault of CONSULTANT. SECTION 4. NOT TO EXCEED COMPENSATION. The compensation to be paid to CONSULTANT for performance of the Services described in Exhibit "A" ScoDe of Services, including both payment for professional services and reimbursable expenses, shall not exceed three hundred sixteen thousand eig__~ h~d~ed eighteen .... ~ and sixty six cents ($316,818.66), over the three year term of this Agreement. The___ aDD]’~__ic=b~e~ ~ rates and schedule of pa~ent are set out in Exhibit "B", entitled "COMPENSATION, which is =~uached to and made a part of this Agreement. Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit "B" CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization o{ CITY. Additional Services shall mean any work that is determined by CiTY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibit "A". CITY may elect to continue its maintenance coverage for additional annual terms by paying to Acce!a the fees associated with such terms when they are due. SECTION 5. INVOICES. in order to request payment, CONSULTANT shall su~m_~ quarterly invoices to the CITY describing the applicable 2 charges, based upon the Fee Schedule and CONSULTANT’s billing rates (set forth in Exhibit "B"). !f applicable, the invoice shall a!so describe the percentage of completion of each task. The information in CONSULTANT’s payment requests shall be subject to verification by C!TY. The pavement terms of al! invoices are 2%!0/Net 30 days. SECTION 6. QUALIFICATIONS/STANDARD OF CARE. Al! of the Services shall be performed by CONSULTANT or under CONSULTANT’s supervision. CONSULTANT represents that it possesses the professional and technica!personnel neCessary to perform the Services required by this Agreement and that the personne! have sufficientskill and experience to perform the Services assigned to them. CONSULTANT represents that it, its employees and subconsu!tants have and shall maintain during the term of this Agreement al! licenses, permits, qualifications, insurance and approvals of whatever nature that are legally required to perform the Services. Al! of the services to be furnished by CONSULTANT under this agreement shal! meet the professional standard and quality that prevai! among professionals in the same discipline and of similar knowledge and skill engaged in related work throughout California under the same or similar circumstances. SECTION 7. COMPLIANCE WITH LAWS. CONSULTANT shall keep itself informed of and in compliance with a!i federal, state and local laws, ordinances, regulations, and orders that may affect in any manner the Project or the performance of the Services or those engaged to perform Services under this Agreement. CONSULTANT shall procure al! permits and licenses, pay al! charges and fees, and give al! notices required by law in the performance of the Services. CONSULTANT shall report immediately to the CITY’s project manager, in writing, any discrepancy or inconsistency it discovers in the laws, ordinances, regulations, orders, and/or guidelines in relation to the Project of the performance of the Services. SECTION 8. ERRORS/OMISSIONS. CONSULTANT shall correct, at no cost to CITY, any and al! errors, omissions, or ambiguities in the work product submitted to CITY, provided ___ g_v~s notice to CONSULTANT SECTION 9. INDEPENDENT CONTRACTOR. it is understood and agreed that in performing the Services under this Agreement CONSULTANT, and any person emp!oyed by or contracted with CONSULTANT to furnish labor and/or materials under this Agreement, shal! act as and be an independent contractor and not an agent or emp!oyee of the CITY. The manner and means of conducting the Services are the responsibility of and under the contro! of CONSULTANT, except to the extent they are limited by applicable law and the express terms of this Agreement. CONSULTANT will be responsible for emp!oying or engaging al! persons necessary to perform the Services. Al! contractors and employees of CONSULTANT are deemed to be under CONSULTANT’S exclusive directionand¢o~ro]. CONSULTANT shallberesponsible ~rtheirper~rmance. SECTION I0. ASSIGNMENT. The parties agree that the expertise and experience of CONSULTANT are materia! considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement nor the performance of any of CONSULTANT’s obligations hereunder without the prior written consent of the city manager. Consent to one assignment will not be deemed to be consent to any subsequent assignment. Any assignment made without the approva! of the city manager wil! be void. Notwithstanding, CONSULTANT may assign its rights and obligations hereunder for purpose of finance or pursuant to corporate transactions involving the sale of all or substantially al! of its stock or assets. SECTION ii. SUBCONTRACTING. CONSULTANT shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of the city manager or designee. SECTION 12. PRO03~CT ~AGE~ZNT.CONSULTANT will assign a designated point of Contact person, as the project director to have supervisory responsibility for performance, progress, and execution of the Services. if circumstances or conditions subsequent to the execution of this Agreement cause the substitution of the project director or any other key personnel for any reason, the appointment of a substitute project director and n_.e 4 assignment of any key new or replacement personnel will be subject to the prior written approval of the CITY’s project manager. CONSULTANT, at CITY’s request, shall promptly remove personne! who CITY {inds do not perform the Services ~n an acceptable manne:, are u~coop~_=~_v~, _ threat to the adequate or timely completion of the Project or a threat to the safety of persons or property. The city manager wil! represent CiTY for a!l purposes under this Agreement. KB Paige is designated as the project manager for the CITY. The project manager will be CONSULTANT’s point of contact with respect to performance, progress and execution of the Services. The CITY may designate an alternate project manager from time to time. SECTION 13. DUTIES of CITY. To assist CONSULTANT in the performance of the Services, CiTY will furnish or cause to be furnished such other available information as may be reasonably requested by CONSULTANT. SECTION 14. OWNERSHIP OF MATERIALS. The remedial methods, software updates, and product information provided to C<TY pursuant to this Agreement are protected under the laws of the United States and the individua! staJes and by international treaty provisions. CONSULTANT retains full ownership in such items and grants to CiTY a limited, nonexc!usive, nontransferable license to use the items, subject to the terms and conditions of this Agreement and other agreements between CONSULTANT and CITY. SECTION 15. AUDITS. CONSULTANT wil! permit CITY to audit, at any reasonable time during the term of this Agreement and for three (3) years thereafter, CONSULTANT’s records pertaining to matters covered by this Agreement. CONSULTANT further agrees to maintain and retain such records for at least three (3) years after the expiration or earlier termination of this Agreement. SECTION 16. INDEMNITY. To the fullest extent permitted by law, CONSULTANT shall protect, indemnify and hold harmless CITY, its Council ~members,_ officers, emp!oyees and =ge._~s- ~ (each an "indemnified Party") from and against any and al! demands, claims, or liability of any nature, including death or injury to any person, property damage or any other loss, including all costs and expenses of whatever~ nature including attorneys fees, experts fees, court costs and disbursements ("Claims") resulting from, arising out of or in any manner related to performance or nonperformance by CONSULTANT, its officers, emp!oyees, agents or contractors under this Agreement, regardless of whether or not it is caused in part by an indemnified Party. The acceptance of CONSULTANT’s services and duties by CTTV shal! not operate as a waiver of the right of indemnification. The provisions of this Section 16 shal! survive the expiration or early termination of this Agreement. SECTION 17. WAIVERS. The waiver by either party of any breach or violation of any covenant, term, condition or provision of this Agreement, or of the provisions of any ordinance or law, wil! not be deemed to be a waiver of any other term, covenant, condition, provisions, ordinance or law, or of any subsequent breach or violation of the same or of any other term,covenant,condition,provision, ordinance or law. SECTION 18. INSURANCE. 18.1.CONSULTANT, at its sole cost and expense, shall obtain and maintain, in ful! force and effect during the term of this Agreement, the insurance coverage described in Exhibit "C". CONSULTANT and its contractors, if any, shal! obtain a policy endorsement naming the City of Pa!o Alto as an additiona! insured under any general liability policies. 18.2.Al! insurance coverage required hereunder shall be provided through carriers with Best’s Key Rating Guide ratings of A-:VII or higher which are a6mitted to transact insurance business in the State of California. Any and al! contractors of CONSULTANT retained to perform Services under this Agreement wil! obtain and maintain, in ful! force and effect during the term of this Agreement, identica! insurance coverage, naming CiTY as an additiona! insured under such policies as required above. 18.3 "Certificates evidencing such insurance shall be filed with CITY concurrently with the execution of this Agreement. The certificates wil! be subject to the approva! of CITY’s Risk Manager and wil! contain an endorsement stating that the insurance is primary. Should any of the above described policies be cancelled before the expiration date thereof, the issuing insurer wil! endeavor to mail 30 days written notice to the named certificate holder." 18.4.The procuring of such required policy or policies of insurance wi!l not be construed to limit CONSULTANT’s liability hereunder nor to fulfill the in~em~!ri~ion provisions of this Agreement. No~w±~ns~n~!ng the policy or policies of insurance, CONSULTANT will be obligated for the full and total amount of any damage, injury, or loss caused by or directly arising as a result of the Services performed under this Agreement, including such damage, injury, or loss arising az~er the Agreement is terminated or ~__e term has expired SECTION 19. WORKERS’ COMPENSATION. CONSULTANT, by executing this Agreement, certifies that it is aware of the provisions of the Labor Code of the State of California which require every emp!oyer to be insured against liability for workers’ compensation or to undertake self- insurance in accordance with the provisions of that Code, and certifies that it wi!l comply with such provisions, as applicable, before commencing and during the performance of the Services. SECTION 20. SERVICES. TERMINATION OR SUSPENSION OF AGREEFIENT OR 20.1.The city manager may suspend the performance of the Services, in whole or in part, or terminate this Agreement, with or without cause, by giving thirty (30) days’ prior written notice thereof to CONSULTANT. Upon receipt of such notice, CONSULTANT will im~mediate!y discontinue its performance of the Services. 20.2.CONSULTANT may terminate this Agreement or suspend its performance of the Services by giving thirty (30) days prior written notice thereof to C!TY, but only in the event of a substantia! failure of performance by CITY. 20.3.Upon such suspension or termination by CITY, CONSULTANT will be paid for the Services rendered or materials delivered to CITY in accordance with the scope of services on or before the effective date (i.e., !0 days after giving notice) of suspension or termination; provided, however, if this Agreement is suspended or terminated on account of a default by CONSULTANT, CITY wil! be obligated to compensate CONSULTANT only for that portion of CONSULTANT’s services which are of direct and im_mediate ~e~:e~_!~ to C!TY as such determination may be made by the City Manager acting in the reasonableex~_=-~_s~= of ......h~s/her discretion 20.4.No payment, partial payment, acceptance, or partia! acceptance by CITY wil! operate as a waiver on the part of CITY o~ any of its rights under this Agreement. SECTION 21. NOTICES. All notices hereunder will be given in writing and mailed, postage prepaid, by certified mail, addressed as follows: To CITY:Office of the City Clerk City of Palo Alto Post Office Box 10250 Pa!o Alto, CA 94303 With a copy to the Purchasing Manager. To CONSULTANT: Attention of the project_ a_:ector~{-- at the address of CONSULTANT recited above SECTION 22.CONFLICT OF INTEREST 22.1.in accepting this Agreement, CONSULTANT covenants that it presently has no interest, and wil! not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. 22.2.CONSULTANT further covenants that, in the performance of this Agreement, it will not employ subconsu!tants,contractors or persons having such an interest. CONSULTANT certifies that no person who has or wil! have any financial interest under this Agreement is an officer or emp!oyee of CITY; this provision wil! be interpreted in accordance with the applicable provisions of the Pa!o Alto Municipal Code and the Government Code of the State of California. 22.3. if the Project Manager determines that CONSULTANT is a "Consultant" as that term is defined by the Regulations of the Fair Politica! Practices Commission, CONSULTANT shal! be required and agrees to file the appropriate financial di ~ --- " ~ ~n=- __ ~__ _s~:osure @o~um~_.~ recuired by ~ne Pa!o Alto Municimai Code and the Politica! Reform Act. SECTION 23. NONDISCRIMINATION. As set forth in Pa!o Alto Municipa! Code section 2.30.510, CONSULTANT agrees that in the_~D=-~formance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. CONSULTANT acknowledges that it has read and understands the provisions of Chapter 2.28 o{ the Pa!o Alto ~un~cioal Code r ~ ~.... __e~a~_ng to Nondiscrimination n~ ~’~unereo~,ReGu~rements and the oe~_=!~es zor violation =~= and agrees to meet all requirements of Chapter 2.28 pertaining to nondiscrimination in emp!oyment, including completing the form furnished by CITY and set forth in Exhibit "D". SECTION 24. MISCELLANEOUS PROVISIONS. 24.1. This Ag:eeme_.< will be governed by the laws of the State of California. 24.2.in the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California or in the United States Distric~ Court for the Northern D~s~c~’: ~’ ~ of California in the County of Santa Clara, State of California. 24.3.The prevailing party in any action brought to enforce the provisions of this Agreement may recover its -~ -costs and attorneys _re~sonam!e _._ ’ fees expended in connection with that action. 24.4.This document represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or ora!. This document may be amended only by a written instrument, which is signed by the parties. 24.5.The covenants, terms, conditions and provisions of this Agreement will apply to, and will bind, the heirs, successors, executors, a6ministrators, assignees, and CONSULTANTs, as the case may be, of the parties. 24.6.if a ~-~ _ __c~u_ ~ of competent j u<i sdiction ~inds or rules that any Drovi...._ _ _ .....~eem~ or any amendment thereto is void or unenforceable, the unaffected provisions of this Agreement and any amendments thereto wil! remain in full force and effect. 24 7.All exhibit~ referred to in ~ ’............. ~h!s Agreement and any addenda, appendices, attachments, and scnedu_es to this Agreement which from ~ime to time, may be referred to in any du!y executed amen6ment hereto are by such reference incorporated in this Agreement and will be deemed to be a part of this Agreement. 24.8.This Agreement is subject to the fiscal provisions of the Charter of the City of Pa!o Alto and the Paio Alto Municipa! Code. This Agreement will terminate without any penalty (a) at the end of any fisca! year in the event that funds are not appropriated for the fol!owing fiscal year, or (b) at any time within a fisca! year in the event that funds are only appropriated for a portion of the fisca! year and funds for this Agreement are no !onger available. This Section 24.8 shal! take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. iN WITNESS mum~m~m,.~=:,=~_, the marties ~_erezo have by their duly authorized representatives executed this Agreement on the date first above written. ]0 C!TY OF P ~ALO ALTO APPROVED AS TO FORM: Senior Asst. City Attorney APPROVED: Assistant City Manager Director of Administrative Services Insurance Review By: Name: ~~ Title: By: Title : ~7. (If corporation: Secr~ta.-~ or Treasurer) Taxpayer Identification No. (Compliance with Corp. Code § 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) Attachments : EXHIBIT "A": EXHIBIT "B" : EXHIBIT "C" : EXHIBIT "D": SCOPE OF WORK COMPENSATION/FEES INSURANCE NONDISCRIMINATION COMPLIANCE F0~M EXHIBIT A SCOPE OF SERVICE OF MAINTENANCE AGREEMENT 1. Back.qround: This Scope of Services defines the details of the Maintenance Agreement ("MA") Scope and is intended for the exclusive benefit of the Parties; nothing herein will be construed to create any benefits, rights, or responsibilities in any other parties. 2. Scope of Maintenance 2.1 Maintenance Services 2.1.1 2.1.2 2.1.3 2.1.4 Telephone Support Accela will provide CITY with a telephone number to contact the Customer Resource Center (CRC), Accela’s live technical support facility, which is available from 4:00 a.m. until 6:00 p.m. Pacific time Monday through Friday, excluding Accela’s observed holidays which include: New Year’s Day, Martin Luther King Day, Presidents Day, Memorial Day, 4th of July, Labor Day, Veterans Day, Thanksgiving and Friday after, ½ Day Christmas Eve, Christmas and ½ Day New Year’s Eve. The CRC shall provide CITY with maintenance and technical support. E-Mail Support Accela will provide CITY with one or more electronic mail addresses to which CITY may submit routine or non-critical support requests, which Accela will address during its regular business hours. Online Support Accela will provide CITY with access to archived software updates and other technical information in Accela’s online support databases, which are continuously available. Remote Support When required to properly resolve a maintenance request, Accela will provide remote assistance to CITY via the WebExTM Meeting CenterTM environment or another mutually-acceptable remote communications method. 2.1.5 On-Site Support If CITY does not wish for Accela to resolve its maintenance requests remotely, Accela will provide on-site assistance to CITY at Accela’s then-current time-and-materials rates. In addition to these charges, CITY will compensate Accela for associated airfare, lodging, rental transportation, meals, and other incidental expenses as such expenses accrue. 2.1.6 Software Updates Accela will provide revisions of and enhancements to maintained software products to CITY as such updates are generally- released by Accela. 2.2 Maintenance Limitations 2.2.1 Additional Maintenance Services (Optional) The following services are not covered by this MA, but may be separately available at rates and on terms which may vary from those described herein: a) Services required due to misuse of the Accela-maintained software products; b) Services requireddue to software corrections, customizations, or modifications not developed or authorized by Accela; c) Services required by CITY to be performed by Accela outside of Accela’s usual working hours as referenced in Section 2.1.1 above. d) Services required due to external factors including, but not necessarily limited to, CITY’s use of software or hardware not authorized by Accela; e) Services required to resolve or work-around conditions which cannot be reproduced in Accela’s support environment; f) Services which relate to tasks other than maintenance of CITY’s existing implementation and configuration of the Accela- maintained software products including, but not necessarily limited to, enhancing or adapting such products for specific operating environments; g) Services requested by CITY to implement software updates provided by Accela pursuant to this MA; and h) New or additional applications, modules, or functionality released by Accela during the term of this MA. 2.2.2 Legacy Releases Accela will provide maintenance support for the current release of each of its maintained software applications and for the release immediately preceding such current release. All other releases are deemed to be "Legacy Releases". Accela will respond to maintenance requests concerning Legacy Releases only using currently-available information. Services requiring additional research, engineering-level support, or coding or programming by Accela will not be provided pursuant to this MA, but may be separately available at rates and on terms which may vary from those described herein. 2.3 Security Accela will provide physical security for the equipment utilized by the CITY for the purposes of this Agreement and will provide network security. 3. Hostin.q Services Accela will provide the following hosting services for the maintained software products listed in Exhibit A ("Hosted Applications"): 3.1 System Administration and Security The Hosted Applications will be hosted by Accela on Accela-owned equipment at a physically-secure commercial third-party hosting facility. Accela will perform system administration duties as required to maintain the service levels described below and to facilitate timely restoration of CITY’s data and operations, if necessary, following unanticipated interruptions of the Hosted Applications. Accela will implement suitable network security measures to minimize the likelihood of unanticipated interruptions of the Hosted Applications. 3.2 Infrastructure Availability Accela will provide CITY with no less than twenty-four (24) hours’ notice prior to Hosted Applications unavailability due to planned maintenance and will provide five (5) business days’ notice prior to any planned network, server hardware, operating environment, or database modifications of a material nature. Excluding the foregoing planned events, Accela warrants that the Hosted Applications will be generally-available no less than ninety-eight percent (98%) of each working day. For each working day during which the availability of the Hosted Applications does not achieve the established standard, Accela will credit $50.00 for each 15 minutes, to CITY’s account as liquidated damages, provided that the substandard availability is identified by CITY in writing or by e-mail to Accela and can be objectively verified. Credits accumulated pursuant to this Section may be applied to additional Accela products and/or services, but will not be refunded to CITY. 3.3 CITY Property CITY warrants that it exclusively owns its data and that it has both the right and the authority to provide such data to Accela. CITY retains full ownership of its data and grants to Accela a limited, nonexclusive, nontransferable license to use said data only to perform Accela’s obligations in accordance with the terms and conditions of this Service Agreement. Within thirty (30) calendar days following termination or expiration of this Service Agreement, CITY may request that Accela provide a complete copy of CITY’s data, as such may be updated or modified by CITY’s use of the Hosted Applications, to CITY in a machine-readable format. Accela will comply in a timely manner with such request, provided that CITY agrees to pay associated costs such as copying, as calculated at Accela’s current time and materials rates, up to an amount not to exceed 4 Hours of Staff time. 4. Other Terms and Conditions 4.1 CITY Obli.qations As required, CITY will provide Accela with appropriate access to CITY’s facilities, data systems, and other resources. If Security restrictions impair such access, CITY acknowledges that some maintenance services hereunder may not be provided to CITY. It is CITY’s sole responsibility to maintain current backup copies of its data and of its implementation of Accela’s software products. If CITY’s failure to create proper backups substantially increases the difficulties of any remedial actions by Accela hereunder, Accela reserves the right to charge CITY for any extra work reasonably-attributable to such increased difficulty, as calculated at Accela’s then-current time-and- materials rates. EXHIBIT B YEAR 1-Term Annual Maintenance for Accela Automation®l YEAR 2-Term Annual Maintenance for Accela Automation1 YEAR 3-Term Annual Maintenance for Accela Automation1 ITotal of Fees $105,606.22 $105,606.22 $105,606.22 $316,818.662 1 Includes Building, Planning, Code Enforcement, Public Works, Fire, and Business License modules. 2 Total of Fees does not include applicable sales and use taxes, if any. (Quarterly Payment Schedule Below) October 1, 2007 January 1, 2008 April 1,2008 July 1, 2008 October 1, 2008 January 1,2009 April 1, 2009 July 1,2009 October 1, 2009 January 1,2010 April 1,2010 July 1,2010 t Total of Fees $26,401.56 $26,401.56 $26,401.56 $26,401.54 $26,401.56 $26,401.56 $26,401.56 $26,401.54 $26,401.56 $26,401.56 $26,401.56 $26,401.54 $316,818.663 3 Total of Fees does not include applicable sales and use taxes, if any.