AR 081506 business licensing software

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Ai?fl:`ROVED BY CiTY SOFTWARE MAINTENANCE AGREEMENT Date i LINJI C'l k Item #--L5-- 1. i I. INTRODUCTION. Progressive Solutions °, a California corporation herein after referred to as "Licensor" and City of Colton, a municipal corporation, herein after referred to as "Licensee" agree to the following terms and conditions. II. NATURE AND DURATION OF SUPPORT. Licensor is in the business of providing software support services; Licensee desires to obtain software support services for the Licensed software specified in section V. This Agreement provides for service only during normal business hours (8am to 5pm PST) and shall expire at 5:00 PM Pacific Standard Time on June 30, 2007 unless renewed as set forth below. Support outside of normal business hours is available for purchase. Licensees that purchase after hours support will be provided with the appropriate contact information. Licensor reserves the right to prorate the software support fee and provide more or less than one year of coverage so that subsequent Software Maintenance Agreements expire on June 30th. Unless written notice of termination has been provided by Licensee to Licensor no later than 30 days prior to expiration of this support services agreement, this Agreement shall automatically renew each year thereafter for an additional year at the support rate in effect at that time. In the event Licensee drops coverage of any module/product and later requests to reinstate the same module/product, Licensee agrees to pay all support fees for the lapsed period(s). III. LICENSEE'S RIGHTS AND OBLIGATIONS a) Training for users, managers and other personnel is essential for efficient operation of the Licensed software. Licensee will designate one employee as a primary contact for each Licensed software application. The designee must have been trained on the Licensed software. This primary support contact should be one who both uses the system and is responsible for the results of the system. This person shall also provide the initial interface with Licensor's support personnel, accept software updates and arrange for software update installation. Should training services be required, they may be scheduled at the rates in effect at the time of service. Such training is neither available nor appropriate via customer support lines. Licensee accepts and understands that if software upgrades are not installed within six (6) months from receipt or within six (6) months from the release date whichever is earlier, Licensor will be under no obligation to continue any 'Software Support' services. b) Software corrections are defined as: Licensor software updates as well as specified operating system patches. Licensee agrees to implement software corrections that have been identified as necessary by Licensor and to ensure that the requirements identified in Exhibit B: (Requirements) are met by all machines intended to execute the Licensed software. Failure to implement those identified software corrections or to maintain the specified requirements shall relieve Licensor from any and all `Software Support' responsibilities relating to any Licensee reported issue(s) that the Licensor correction(s) was/were offered to address. In the event Licensee fails to implement identified software corrections, any subsequent services relating to the Licensee reported issue(s) will only be provided on an emergency time and materials basis. Unlike the business models of other providers where products become obsolete, Licensor continually improves the software and offers upgrades which are included with software maintenance. It is highly recommended that staff receive additional training at least every 5 years so staff may benefit from and be able to take full advantage of the accumulated new features. C) Licensee will preserve the confidential nature of the Licensed software and related media and will not make copies, including partial copies or updated versions thereof, except for internal reference, archive or backup purposes. Licensee agrees to conscientiously ensure the existence of functional daily backups for at least the last 10 business days and shall not remove or disable any SQL agent or backup plan initiated by PSI without both notification to PSI and at least monthly testing of any subsequently implemented alternate backup plan. If the backup plan is altered or disabled without notification to PSI, and there is a resulting data loss, an additional charge may be incurred for requested data recovery services. d) Licensee agrees to provide Licensor with access to the licensed software and data for the sole purpose of providing technical support. As a result, Licensee agrees (a) to maintain a working connection to the internet, (b) to permit access through any router/firewall of at least one Licensor static IP address or to permit a Virtual Private Network -VPN connection to Licensee's network and (c) to allow access to a technical support requestor's workstation via Licensor's share desktop facility, Microsoft°'s Netmeeting°, pcANYWHERE° or Citrix. In addition, Licensee agrees that all designated workstations shall meet the following minimum requirements: Pentium 400mh or faster processor, Windows 98/ME/NT/2000/2003 or XP, and completed installation of (licensed software, Netmeeting°, PCAnywhere°, Microsoft' Access' and/or Microsoft® SQL tools). In the event Licensor deems such remote access necessary, Licensor shall request confirmation that required access (one of the options listed above) is available. Upon receipt of such confirmation, Licensor shall attempt remote access. If remote access is not functional despite Licensee's confirmation of functional remote access, Licensor shall provide remote access verification services free of charge for AGSOFTMT(2.5) Page 1