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HomeMy WebLinkAboutWaterloo_Fiber_Order_01_-_3-GIS_ON_PREM_April_2024DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Order Number 01 Customer No. C-2022-10-02874 April 15, 2024 3mGIS ® BY SSP INNOVATIONS ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 1 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Table of Contents 1 Overview 3 2 Contact Information 3 3 Service Subscriptions 4 4 Support Services 4 5 Fixed Price, T&M and Other Services 4 5.1 Fixed Price Fees 4 Time and Material Fees 5 6 Invoicing Schedule 5 7 API Access 7 7.1 Access Tier 7 8 Tasks To Be Performed 7 8.1 Project Management Services 7 8.2 Project Planning and Kickoff 8 8.3 Implementation and Deployment Services 8 8.4 Acceptance Testing 11 8.5 Training 11 9 Location of Services 13 10 Deliverable Acceptance Process 13 11 Anticipated Schedule of Services 13 12 Project Assumptions 14 13 Changes 14 14 Signatures 15 ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 2 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Overview This Order ("Order Number 01"), adopts and incorporates by reference the terms and conditions of the 3-GIS On Premise Subscription and Professional Services Master Agreement ("Master Agreement"), which was entered into on between 3-GIS, LLC ("3-GIS") and City of Waterloo, Iowa and Waterloo Fiber ("Customer") (each a "Party" and together may be referred to as the "Parties"). This Order Number 01 is effective beginning on the date last executed by a Party hereto ("Effective Date") and will remain in effect until all obligations of each Party arising hereunder are fully and finally performed ("Expiration Date"), unless earlier terminated in accordance with the Master Agreement. Capitalized terms used but not otherwise defined in this Order Number 01 shall have the meanings set out in the Master Agreement. 3-GIS shall provide the following Services under the terms and conditions of the Master Agreement and any additional terms contained in this Order. Contact Information 3-GIS, LLC City of Waterloo, Iowa and Waterloo Fiber Sales Main Lori Sullivan Phone 512.983-5674 Isullivan@3-gis.com Chris Youngblut City of Waterloo, Director of Technology Phone: 319-291-4598 chris.youngblut@waterloo-ia.org Accounts Receivable Accounts Payable 720.279.9894, ext. 2500 (office) AR@sspinnovations.com Bridgett Wood City of Waterloo, Finance Director 715 Mulberry St. Waterloo, IA 50703 Bridgett.wood@waterloo-ia.org 319-291-0141 ext. 3009 Project Management Project Management TBD TBD ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 3 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Service Subscriptions 3-GIS Product Qnty Subscription Duration Unit Fee Annual Fee 3-GIS Enterprise License Agreement (1) 3-GIS Network Solution Core Production Server (No Esri) 1 3 Year Subscription $17,500.00 $17,500.00 (1) 3-GIS Network Solution Core Non Production Server (No Esri) (20) 3-GIS Enterprise Advanced Web, Basic Web, or Mobile Named User Access Annual Total $17,500.00 Support Services 3-GIS shall provide ENTERPRISE Level 1 Support as described in the Support Matrix set forth in Attachment B of the Agreement. The annual fee associated with this Support shall be: 3-GIS Product Subscription Duration Quantity Unit Fee Annual Fee 3-GIS Level 1 Support Package 3 Year Subscription 1 $6,000.00 $6,000.00 Annual Total $6,000.00 Fixed Price, T&M and Other Services Fixed Price Fees Fixed Price Service Service Description Quantity Unit Fee Total 3-GIS Set Up Production Set up of 3-GIS Web Production Environment with Standard Schema and configuration. 1 $13,000.00 $13,000.00 ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 4 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Fixed Price Service Service Description Quantity Unit Fee Total 3-GIS Set -Up Other Set up of 3-GIS Web Other Environment with Standard Schema and configuration. 1 $6,500.00 $6,500.00 Training- 3-GIS Web 1.5 days of Remote 3-GIS Web Training for up to 8 Users 1 $3,250.00 $3,250.00 Training- Admin 1/2 Day of Remote Admin Training for up to 5 System Administrators 1 $1,950.00 $1,950.00 Training- Server Training Up to 4 hours Remote 3-GIS Server Admin Training for up to 5 System Administrators. 1 $1,950.00 $1,950.00 Configuration Workshop Up to 8 hours of a remote workshop for gathering configuration requirements for the 3-GIS environment. 1 $4,300.00 $4,300.00 Total $30,950.00 Time and Material Fees T&M Services Service Description Quantity Hourly Rate Total T&M Professional Services 3-GIS Configuration T&M Block of Hours to be used for configuration of 3-GIS data schema, configuration of application or testing activities 40 $260.00 $10,400.00 Total $10,400.00 Invoicing Schedule Invoicing Schedule Line Item Milestone Amount Fee (USD) Subscriptions Payment Milestones ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 5 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Invoicing Schedule Year 1 - Software Subscription Upon System Set -Up Completion 100% of Annual 3-GIS Software Subscriptions $17,500.00 Year 2 - Software Subscription Year 2 Renewal Date 100% of Annual 3-GIS Software Subscriptions $17,500.00 Year 3 - Software Subscription Year 3 Renewal Date 100% of Annual 3-GIS Software Subscriptions $17,500.00 Support Payment Milestones Year 1 - Level 1 Support Upon System Access 100% of Support Costs $6,000.00 Year 2 - Level 1 Support Year 2 Renewal Date 100% of Support Costs $6,000.00 Year 3 - Level 1 Support Year 3 Renewal Date 100% of Support Costs $6,000.00 Services Payment Milestones Installation and Configuration At Project Kick -Off 100% of Installation and Standard Configuration Services Costs $19,500.00 3-GIS Training Upon Completion of All Trainings 100% of 3-GIS Training Costs $7,150.00 Configuration Workshop Upon Completion of Workshop 100% of 3-GIS Training Costs $4,300.00 T&M Services Monthly (through the last Saturday of the Month) 100% of Used Hours $10,400.00 Total $111,850.00 ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 6 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC API Access Access Tier 3-GIS shall provide Customer with Access Tier API access pursuant to the terms set forth in Attachment F of the Agreement. Access Tier is defined as follows: The Access Tier of 3-GIS APIs provide access to a limited library of APIs which are read-only and do not allow for the modification or creation of any data stored in 3-GIS. The Access Tier of API's include access to the following API endpoints: • OTDR Trace • Signal Trace • Common Point of Failure • Broadcaster • General Query Access Tier APIs are available to any 3-GIS Enterprise Customer. Access Tier APIs do not include access to any testing or development environments. The Access Tier API does not include support or consultation services around proper API usage or integrations, even if product Support Services are ordered. API support services may be ordered separately on a Time and Material basis. Tasks To Be Performed Project Management Services 3-GIS will provide a Project Manager (PM) to support the project for the duration of the project, to monitor the schedule and quality of the Deliverables, the project budget, and to specifically oversee the performance of the Services. Additionally, the 3-GIS Project Manager shall: • Review project objectives. • Identify all software installation, training, system design, system development, implementation, test activities, and network audit, system integration and deployment that 3-GIS, and its subcontractors shall complete and provide a project schedule for completing same • Facilitate communication between the Customer and 3-GIS personnel and subcontractors and direct the 3-GIS and subcontractor project personnel. ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 7 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC • Monitor the progress of the Services and Deliverables and prepare progress/status reports on a regular basis. Project Planning and Kickoff 3-GIS Project Manager will schedule a project kickoff meeting to make introductions of project stakeholders, detail the project scope, cover any schedule needs and requirements, overview project milestones, build a communications plan, and assign action items to facilitate project progress. Implementation and Deployment Services 1.1.1 Software Installation 3-GIS is to deploy 3-GIS Web and Admin on customer owned servers and configure the 3-GIS solution based on the Standard configuration and schema. All work will be conducted remotely. 1.1.2 System Set-up 1.1.2.1 Standard Configuration 3-GIS will configure 3-GIS Web to include: • 1 Map Service • 2-3 User Groups (TBD License Type from EA) o Advanced o Administrator o Basic (TBD) ▪ Standard Plotting Template 1.1.2.2 Additional Configurations This order includes: • 8-hour configuration workshop will be conducted to review changes to be made to the system. The outcome of these workshop(s) is the Configuration request form. This form will outline all the requests and the estimated time to complete each task. • Not to exceed 40 hours of T&M services that can be used to configure to the standard setup and or support Acceptance Testing activities as referenced in RFP 1.6. However, the 3-GIS and Waterloo have agreed to forgo the RFP requirement where the Bidder will help develop the specific ATP tests and procedures that would be perform by the Owner and Bidder during implementation of the Proposed Solution. ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 8 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC 1.1.2.3 Customer Architecture Selection The Customer is responsible for the set-up of the architecture where 3-GIS will be installed. The following must be set-up to complete the installation and configuration of 3-GIS. Full system requirements were provided in the 3-GIS system requirements provided to the customer. Below are set-up options that impact how the project will be completed: • Server Set-up three-tier with portal federation • Esri ArcGIS Server Advanced 10.9.1 o Esri ArcGIS Desktop 10.8.1 needed for publishing only • 3-GIS Configuration Database type will be Postgres • Esri Geodatabase will be Microsoft SQL • Authentication method will be Windows Active Directory 1.1.2.4 Inclusions • Standard setup includes: o Deployment of the standard 3-GIS system configuration and data model. • If no acceptance is given in five business days, the changes will be deemed as accepted. • Additional configuration as outlined in section 8.3.2.2 Exclusions • The items below are excluded from the standard setup and implementation of 3-GIS and will require a separate order form and/or CR. o Bill of Materials (BOM) o Quality Assurance/Quality Check (QA/QC) o Work Order configuration o Work Packets o Splice Audit and Reconcile o Duct space management o MDU o Mobile - Offline basemap support o Custom Reports o Material List o Annotate Features o Auto Dimensions ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 9 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC o Schematics o Wavelengths o Complex Equipment o Equipment Manager • Set-up of system add -on licenses / extensions • Data loading or data migration not outlined in this Order. • Projections other than WGS84 Web Mercator • Customizations to the 3-GIS software code. • Data Conversion/Migration/Import (including non-telco) not outlined in this order. • Manage Tier API Access, unless purchased. • Additional Support for API utilization not outlined in this order. • 3-GIS Mobile for Android is delivered via an .apk file for side loading on devices. Delivery into a Mobile Data Management Platform or Private/Public Google Play Store is not included. 1.1.2.5 Setup Assumptions • Customer will have knowledgeable staff with the proper level of access to complete needed tasks. • Customer will have properly licensed versions of all software. • Customer will allow 3-GIS to have access to the system at some level (Full VPN access or supervised access). 1.1.2.6 Responsibility/Task Matrix Item Responsible Party Type User Names and Email address Customer Task Technical documentation (e.g., 3-GIS Knowledge Base, meeting notes, JIRA tickets) in electronic format 3-GIS Task Appoint project participants and stakeholders and define their roles during implementation Customer Task Static Corporate IP Address Customer Task ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 10 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Acceptance Testing 1.1.3 Functional Acceptance Testing Overview 3-GIS will provide the Customer with a Functional Acceptance plan based on the standard configuration of the 3-GIS Network Solution. 3-GIS will install the standard configuration 3-GIS Network Solution software for Customer evaluation using the 3-GIS delivered and accepted Functional Acceptance plan documents. 3-GIS will provide remote staff to perform resolution support to issues discovered during the Functional Acceptance phase 1.1.3.1 Functional Acceptance Plan The Customer will test the 3-GIS application suite to verify that it functions in accordance with the 3-GIS delivered plan. The Customer will record results on the provided Acceptance Plan. Acceptance testing will be conducted over a period of five (5) business days immediately following 3-GIS Network Solutions software installation and LMS/E-learning training. 1.1.3.2 Issue Resolution Upon completion of the functional Acceptance Plan, 3-GIS will resolve known issues within five (5) business days. 1.1.3.3 Acceptance Criteria This phase will be considered complete once the test is able to be completed successfully. 1.1.3.4 Assumptions Customer will complete the online LMS/E-Learning prior to or as part of the Functional Acceptance Testing Training 1.1.4 Training Overview 3-GIS will conduct instructor -led training performed remotely in accordance with Customer purchased training options shown below. In addition, 3-GIS provides access to 3-GIS LMS training modules for all users. The training modules are web -based and use a named user access method. Dates for training are scheduled a minimum of two weeks in advance. LMS modules should be completed by all trainees at least 3 days before the instructor lead training date. ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 11 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC 1.1.5 Training Ordered Course Description Intended Audience Delivery Method Seats In Course Duration (Days) 3-GIS Web Advanced Users Remote 5 1.5 Days 3-GIS Admin Admin Users Remote 5 .5 Days 3-GIS Systems Admin System Admins Remote 5 .5 Days 3-GIS Online Learning (LMS) All Users with Named User Accounts Remote Equal to named users Self -Paced 1.1.6 Training Responsibility/Task Matrix Item Responsible Party Type 2.5 days of training to include: 3-GIS Web, 3-GIS Admin, and System Admin 3-GIS Task Access to 3-GIS E-Learning/LMS training modules for named users 3-GIS Task Names and Email accounts of uses for E-Learning/LMS accounts Customer Task Attendance of appropriate staff at training sessions and equipped with computers Customer Task Training room and projectors Customer Task Complete needed LMS/E-Learning Courses prior to the start of instructor led training Customer Task 1.1.7 Training Assumptions Training Assumptions • For Mobile Training, the Customer must have 3-GIS mobile tablets prior to training. o The device must be running Android Pie 9.0 or above o 64-bit processor o Minimum 16 GB of free storage o Minimum 4 GB of Ram o A file manager app must be installed on the Android device. • 3-GIS staff will have access to internet while in training sessions. ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 12 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC • Customer's internet can support all users using 3-GIS and a video conferencing system. • All on -site training assumes safe travel conditions for the 3-GIS staff. If travel is not possible, training will be conducted remotely. • Customer will take the LMS online courses prior to onsite/remote training for best results. • 3-GIS Training staff will be provided access to the customer environment at least 3 business days in advance of the scheduled customer training. Location of Services All services will be provided remotely. Deliverable Acceptance Process Acceptance of deliverables should be made in writing within five (5) to ten (10) business days of receipt, as defined in the final deliverable schedules. Each deliverable requiring the Customer's approval shall be deemed accepted and "signed off" by the Customer unless rejected, in writing, within 10 consecutive business days of receipt. Rejection notification must include sufficient written detail to enable 3-GIS to make any necessary changes and deliver contractually compliant final deliverable. Anticipated Schedule of Services The following represents an estimated timeline for the services listed in this order form. At contract sign -off, the schedule will be reviewed and updated per 3-GIS and customer availability. Week Description Responsibility Week 0 Contract Signed 3-GIS and WL Week 2 Project Kickoff 3-GIS and WL Week 3 Esri Server Setup WL Week 4 Server Environment Walkthrough 3-GIS Week 5 3-GIS System Install (Dev and Prod) 3-GIS Week 6 Customer FAT Completion and Resolution WL Week 7 Training 3-GIS and WL ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 13 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Week 8 Configuration Spreadsheet review 3-GIS and WL Week 9 Configuration Workshop 3-GIS and WL Week 10 Configuration of the System 3-GIS Week 11 Final Acceptance 3-GIS and WL Week 12 Support Handoff 3-GIS and WL Project Assumptions 3-GIS price proposal is based upon the following key assumptions: • Customer will have proper staff available for project needs, including a project lead. • Customer will be in communication with 3-GIS staff as needed to complete the scope of work as outlined in this order within the timeline specified. • Customer will provide 3-GIS resources with timely remote and adequately privileged access to systems required. • Customer will perform reviews of, provide verbal feedback and digital correspondence for, and provide approval (where required by 3-GIS) of any 3-GIS (or partner) generated documentation or portions of the solution, including customer testing activities, as dictated within the agreed -upon project schedule. • If significant delays to the project occur because these assumptions are not met, a Change Request may be required to extend the project schedule and cost (or "to determine the impact to cost and schedule of the project"). • Payment and applicable fees will be due per the terms and conditions outlined in this order form upon the email receipt of each invoice notwithstanding any other requirements you may request for invoice delivery. • If your company requires a purchase order (PO) to make a payment, please provide the P0, including PO # and Amount, immediately upon contract signing. PO amount should equal the total amount of the services listed in the order form. Changes During 3-GIS' performance under this Order Number 01, either Party may request a Change in the Order's scope in a writing delivered to the other Party's project manager. Any modification ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 14 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC of this Order must be made by a Change Order. No Change, as contemplated in this paragraph, shall become effective until such Change is agreed to by both Parties in a written Change Order. Signatures IN WITNESS WHEREOF, the Parties hereto have executed this Order Number 01 as of the dates referenced below, and each signatory further represents that they are duly authorized representatives as of the dates below. AGREED BY: City of Waterloo, Iowa By: 62ueti- uz 9-(ar Name: Quentin Hart Title: Mayor Date: May 9, 2024 Waterloo Fiber By: Name: Title: Date: Andrew Van Fleet Telecom Board Chair May 9, 2024 By: Name: Title: Date: 3-GIS, LLC bPsln mgvations �E9D8D3BE3700493... Jonathan Jachimiec Chief Financial Officer 12 April 2024 1 10:37 CDT ©2022 3-GIS, LLC CONFIDENTIAL AND PROPRIETARY Page 15 DocuSign Envelope ID: 8DDD16CA-5D6C-40AD-863C-757137B99ACC Attachment — Certificate of Insurance March 2024 0 a CERTIFICATE OF LIABILITY INSURANCE AmA El? UM DAT! @aroon-mi. a•27.2074 THIS CERTIFICATE IS ISSUED AS A NATTER OF INFOIIMATLON ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDEAL THIS CERTIFICATE DOES NIOT AFFIRMATIVELY OR MEGATNELY AMEND, EXTEND OR ALTER SHE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERIS), ALfTHORIZED RCPRESENTATNE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT_ If the certificate 1iotdur Is an ADDITIONAL INSURED, the policy{IesI must hale AD1 TIQNAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, salbjecl to the lame and oondIllons oI the po+Ilcy, certain policies may require an endoTsornwH. A statement an this certificate does nat Confer rights to the certificate holder hn Lieu of such eodararrrengsl_ eT>aM= Lxklon Convenes, LLC 34357 Brie:oak Dr.. Sute 7Ua H Du s}erl. TX 77042 OONTACT 998�it$755 �'� rUP Agxef . ....} 1 MC MI Am11eSS. 1%S.'Ln IrY1n1. rv.h1Crar I IKIr7 CCYI 11teuJeler4$J Arr DRD lr. Laveeeac FAKE mom, ,R Inio+Tirr Inshrineo Ca or Ntr71:r.,rnca Z-sa75 MILTED 3,018. LUG MOMARKET ST NE STEC DECATUR, AL 39E01.1997 MUREX S: MetRe3r C: M Peeer e = NEMER R: COVERAGES CERTIFICATE MR.M®ER' REVISION NUMBER'. THIS 36 TO CERTIFY THAT TFE POLICIES OF INSJRaNCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED MED AEOV& FOR THE POLICY PERIOD 11DICAT I. 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