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CONTRACT 6757 Service AgreementAgreement No. 6757 Revised 3/28/23 r SOFTWARE SERVICES AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND TT FASTER LLC This AGREEMENT is entered into this 1 st day of December, 2023, by and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ("CITY") and TT FASTER LLC, a limited liability company ("CONSULTANT"). 1. CONSIDERATION. A. As partial consideration, CONSULTANT agrees to perform the scope of services attached as Exhibit 'A" and incorporated by reference ("SERVICES"). The SERVICES include installing and maintaining a software program for various tasks associated with FASTER ASSET SOLUTIONS ("SOFTWARE"). B, As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY will pay CONSULTANT the compensation set forth in Exhibit'A," but in no event more than $87,145.28 for an initial cost. D. CITY will not be liable for any costs or expenses exceeding the sum paid to CONSULTANT pursuant to Section 1(C) unless otherwise agreed to by the Parties and by written amendment to this Agreement. 2. TERM. The parties mutually desire for this Agreement to be retroactively effective from September 19, 2023, to August 31, 2024. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: 3. A. Completion of the work specified in Exhibit "A"; A. Termination as stated in Section 8. 4. "SELF-HELP" AND "MALICIOUS" CODES PROHIBITED. A. CONSULTANT understands and agrees that CONSULTANT's use of any "self-help" or "malicious" codes, as defined by this Section, is prohibited and constitutes an "unfair business practice" as defined by California law. Notwithstanding any other provision of this Agreement that limits CONSULTANT's liability, CONSULTANT will be fully liable for all penalties and damages arising from use of a self-help or malicious code. Agreement No. 6757 Revised 3/28/23 B. "Self-help code" means any back -door, time -bomb, drop -dead, time-out, lock -up, slow -down, data freezing, logic bombs, or other software routine, code, devices, techniques intended to disable, slow, prevent operation of, or otherwise interfere with or change any operation of any computer system, software or other property automatically with the passage of time or under the prior instruction, triggering event or control of someone other than Client. C. "Malicious Code" means any virus, "spyware," "Trojan horse," "worm," "Easter egg," "cancelbot," "trapdoor," or other unapproved or malicious software routine, code, command, device, technique, or instruction or other contaminant intended to Permit unauthorized access to, detection of, modification of, or monitoring of any code, system, or data; Alter, supplement, disable, erase, limit, threaten, infect, assault, vandalize, defraud, disrupt, damage, disable, shut down or delete, threaten, slow or otherwise inhibit the functioning of, or otherwise harm any of the code, documentation or data or any computer system, software or other property; iii. Render any data irretrievable, modified, or disrupted so as to be unreliable in any regard; iv. Perform any other unauthorized action, or prevent, limit, condition or inhibit performance of authorized actions or any function including, without limitation, to its security or end user data. 5. LAWS AND REGULATIONS. CONSULTANT will be responsible for complying with any and all applicable Federal, State, County, and Municipal laws and regulations and the conditions of any required licenses and permits before entering into this Agreement. Such compliance will be at CONSULTANT's sole cost and without any increase in price or time on account of such compliance, regardless of whether compliance would require additional labor, equipment, and/or materials not expressly provided for in the Agreement or CONSULTANT's proposal. 6. INDEMNIFICATION. A. CONSULTANT agrees to the following: i. Indemnification for Professional Services. CONSULTANT will save harmless and indemnify and at CITY's request reimburse defense costs for CITY and all its officers, volunteers, employees and representatives from and against any and all suits, actions, or claims, of any character whatever, brought 2 Agreement No. 6757 Revised 3/28/23 for, or on account of, any injuries or damages sustained by any person or property resulting or arising from any negligent or wrongful act, error or omission by CONSULTANT or any of CONSULTANT's officers, agents, employees, or representatives, in the performance of this Agreement, except for such loss or damage arising from CITY's sole negligence or willful misconduct. i. Indemnification for other Damages. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. iii. Intellectual Property Infringement. Notwithstanding any provision to the contrary, CONSULTANT will, at its own expense, indemnify and defend CITY against any claim that CONSULTANT's services or work product furnished under this Agreement infringes a patent or copyright in the United States or Puerto Rico. In such event, CONSULTANT will pay all costs damages and attorney's fees that a court finally awards as a result of such claim. To qualify for such defense and payment, CITY must (a) give CONSULTANT prompt written notice of any such claim; and (b) allow CONSULTANT to control, and fully cooperate with CONSULTANT in the defense and all related settlement negotiations. CITY agrees that if the use of CONSULTANT's services or work product becomes, or CONSULTANT believes is likely to become, the subject of such an intellectual property claim, CITY will permit CONSULTANT, at its option and expense, either to secure the right for CITY to continue using CONSULTANT's services and work product or to replace it with comparable services and work product. B. For purposes of this section "CITY" includes CITY's elected and appointed officials, officers, employees, and volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. Agreement No. 6757 Revised 3/28/23 7 D. The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 7, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, Consultant will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Commercial general liability: Professional Liability Workers compensation $1,000,000 $1,000,000 Statutory requirement. B. Commercial general liability insurance will meet or exceed the requirements of the most current ISO-CGL Form. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by City will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to City. C. Professional liability coverage will be on an "occurrence basis" if such coverage is available, or on a "claims made" basis if not available. When coverage is provided on a "claims made basis," Consultant will continue to maintain the insurance in effect for a period of three (3) years after this Agreement expires or is terminated ("extended insurance"). Such extended insurance will have the same coverage and limits as the policy that was in effect during the term of this Agreement, and will cover Consultant for all claims made by City arising out of any errors or omissions of Consultant, or its officers, employees or agents during the time this Agreement was in effect. D. Consultant will furnish to City duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, M Agreement No. 6757 Revised 3/28/23 endorsements as required herein, and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." E. Should Consultant, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at Consultant's expense and deduct the cost of such insurance from payments due to Consultant under this Agreement or terminate. 8. TERMINATION OF AGREEMENT A. During the term of this Agreement, CITY may, in its sole discretion, terminate this Agreement with or without cause by giving written notice to CONSULTANT. Termination will become effective immediately upon the giving of notice as provided in this section of the Agreement. The City Manager may exercise such right of termination on behalf of CITY. B. Except as otherwise provided, upon termination of this Agreement, CITY will be liable to CONSULTANT only for all work done by CONSULTANT up to and including the date of termination of this Agreement unless the termination is for cause, in which event CONSULTANT need be compensated only to the extent required by law. 9. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: If to CONSULTANT: Attention: Adam Tolbert TT Faster LLC 760 Lynnhaven Parkway, Virginia Beach, VA 23452 (757) 802-3213 adam.t@fasterasset.com If to CITY: Attention: Ron Griffin City of El Segundo Suite 203 350 Main Street El Segundo, CA 90245 (310) 524-2714 rgriffin@elsegundo.org Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 10. AUDIT AND ACCESS TO RECORDS. CONSULTANT, including CONSULTANT's subcontractors, will maintain records and other evidence of all Agreement No. 6757 Rcviscd 3/28/23 expenses incurred in the performance of this Agreement for a period of three (3) years after completion. CITY or any of its duly authorized representatives will, for the purpose of audit and examination, have access to and be permitted to inspect such records and other evidence of expenses and costs charged to CITY and/or incurred for work related to SERVICES. For purposes of audit, the date of completion of the Agreement will be the date of CITY'S payment for CONSULTANT's final billing (so noted on invoice) under this Agreement. 11. NON -APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. 12. INDEPENDENT CONTRACTOR. CONSULTANT, CONSULTANT's subconsultants, employees, agents, and representatives, will act as independent contractors while performing the SERVICES and will have control of CONSULTANT's work and the manner in which it is performed, except as is otherwise provided herein. CONSULTANT will be free to contract for other services performed during the term of this Agreement. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. 13. ASSIGNMENT. An essential element of this Agreement is the skill and creativity of CONSULTANT. CONSULTANT may not, therefore, assign the creative portions of the work to a third party for the production of the work without CITY's prior written consent. Failure to conform to this provision may result in termination of the Agreement. 14. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below: A. Exhibit "A": Quote/Proposal 15. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the Parties' entire understanding. There are no other understandings, terms or other agreements expressed or implied, oral or written. There are three (3) attachments to this Agreement. Except as otherwise provided, this Agreement will bind and inure to the benefit of the Parties to this Agreement and any subsequent successors and assigns. 16. MODIFICATION. No alteration, change or modification of the terms of the Agreement will be valid unless made in writing and signed by both Parties hereto and IJ Agreement No. 6757 Revised 3/28/23 approved by appropriate action of CITY. The city manager may exercise this authority on behalf of CITY. 17. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all the Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by electronic transmission.. Such electronic signature will be treated in all respects as having the same effect as an original signature. 18. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with CONSULTANT's Taxpayer Identification Number. 19. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that CONSULTANT has demonstrated trustworthiness and possesses the quality, fitness, and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that CONSULTANT's financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private parties, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public agency. 20. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement whether of the same or different character. The payment or acceptance of fees for any period after a default will not be deemed a waiver of any right or acceptance of defective performance. 21. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 22. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 23. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either party Agreement No. 6757 Revised 3/28/23 to the other. 24. INTERPRETATION; VENUE. This Agreement and its performance will be governed, interpreted, construed and regulated by the laws of the State of California. Exclusive venue for any action involving this Agreement will be in Los Angeles County.. [SIGNATURES ON NEXT PAGE] 0 Agreement No. 6757 Revised 3/28/23 IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first hereinabove written. CI F EL A=LQSEGUNDO Darrell George, City Manager ATTES� Tracy Weaver, City Clerk APPROVED AS TO FORM: MARK D. FXNSLEY, City Attorney TT FASTER xxzl"� By: ti Kris Laseter, COO Title: Taxpayer ID No. 84-3811814 By: Joaqui zquez, Assistant City Attorney INSURANCE REVIEW: By: Apd4dJ)11 E Agreement No. 6757 lk tot 9 161,1L Ron Griffin City of El Segundo Quote #: 2250 Quote Date: Feb 7, 2024 Quote Expires: Apr 7, 2024 M Agreement No. 6757 Quote FASTER Asset Solutions Quote and Proposal FASTER Ron Griffin SUPERVISOR City of El Segundo FASTER Asset Solutions is pleased to submit our proposal, City of El Segundo, CA, Migration. FASTER has been in business since 1982 and provides FMIS systems to cities, counties, states, universities, airports, transit, public utilities, and private companies. FASTER is the largest provider of fleet management information systems (FMIS) to municipal governments in North America. We also believe FASTER is a superior choice because of the following key strategic differences in our company. The Most Experienced Staff in the Industry: Seventy percent of FASTER's technical staff have been with us for more than 10 years. Reference checks will also reveal that no other vendor offers the level of professional technical support staff and responsiveness as FASTER. This results in a better implementation experience along with superior ongoing support, which ultimately results in better system utilization and ROI. FASTER Invests in the Long -Term: No other systems provider offers better systems longevity or a more advanced and stable system. For nearly 40 years now we have continuously improved our system through three generations of technology. FASTER Web is our latest release and includes the ability to deploy as a cloud -based or on -premises system and integrate easily with other software through API technology. We are Product and Service Focused: Likely the most important distinction of our company is that FASTER is product and service focused. Our strategy to continually reinvest in our products, solutions, and staff, allows us to build a reputation with our customers and partners to have industry leading software and the most responsive and knowledgeable support team in the asset management space. Thank you for the opportunity to earn your business. If there is any additional information we can provide, or questions we can answer, please don't hesitate to let us know. Sincerely, FASUR Asset Solluro:Gon FASTERasset.com I Linkedin I Facebook Sales@fasterasset.com 757.623.1700 Adam Tolbert adam.t@fasterasset.com +,fT =rrliiiI f +aIjf Agreement No. 6757 FASTER Asset Solutions 760 Lynnhaven Pkwy, Suite 203 Virginia Beach, VA 23452 United States T: 4023055850 Prepared for City of El Segundo Ron Griffin 150Illinois St. El Segundo, CA 90245-4352 United States T: 3105242714 E: rgriffin@elsegundo.org City of El Segundo, CA, Migration FASTER Web Core One -Time Fees Category Item LICENSE FASTER WEB CORE LICENSE FEE Quote # Date Expires Contact FASTER WEB Core license fee per standard asset. Standard assets are those originally valued at $5,000 or greater and active). • This includes one instance of the FASTER Web Application with one database. • Unlimited user access (named accounts) included. 18% Item Discount ($2,916.00) Quote 22SO Feb 7, 2024 Apr 7, 2024 Adam Tolbert FASTER (Code: 001) LICENSE FASTER WEB Non Standard Assets License Fee For non standard assets (initial purchase price <$5,000). Includes setup, license fee, lifetime software updates for customers, first year maintenance and support. Fuel Only assets are also considered non standard regardless of initial purchase price. 8% Item Discount ($64.80) FASTER (Code: 012a) Qty 150 30 Agreement No. 6757 E= Category SETUP / INTERFACE Item Quote Database Management & Setup Migrating Customer Establishment of one FASTER Web instance with a single Database. This setup includes the FASTER Web test environment that will be used during the entire implementation, all database configuration, testing, backup configuration, and validation. Includes 24x7x365 cloud database access. This same environment will be promoted to be the production environment at the time of Go -Live. • Backups: Hourly database backups will be conducted to ensure consistent and recoverable backups of the database to restore from in the event of an emergency. Database Backups will be limited to 14 days of recoverability. Backups will also be sent daily to a secure, offsite location 8% Item Discount ($172.80) Faster Asset (Code: 620) One -Time Subtotal Annual Fees Discount Category Item SUPPORT and FASTER WEB CORE ANNUAL SUPPORT & MAINTENANCE MAINTENANCE FASTER WEB Core annual support and maintenance fee per standard asset. 8% Item Discount ($264.00) FASTER(Code:001A) SUPPORT and FASTER WEB NON STANDARD ANNUAL SUPPORT & MAINTENANCE MAINTENANCE FASTER WEB Non -Standard Assets annual support and maintenance fee per non-standard asset. 8% Item Discount ($12.00) FASTER (Code: FWNSALICANN) Qty 1 $19,170.00 ($3,153.60) SUPPORT and Database Annual Support and Maintenance MAINTENANCE Annual fee for support, maintenance, software upgrades, firmware/database management, data storage, and report management. • Backups: Hourly database backups will be conducted to ensure consistent and recoverable backups of the database to restore from in the event of an emergency. Database Backups will be limited to 14 days of recoverability. Backups will also be sent daily to a secure, offsite location • Includes 24x7x365 cloud database access. 8% Item Discount ($777.60) FASTER (Code: DBMSANN) Qty 150 30 1 *Annual Support and Maintenance Fees billing schedules are outlined in the terms and conditions. Annual Support And $13,170.00 Maintenance Subtotal Discount ($1,053.60) x Agreement No. 6757 Quote FASTER Web Add -On Solutions One -Time Fees Category Item SETUP / INTERFACE SETUP / INTERFACE SETUP / INTERFACE SETUP / INTERFACE Fuel Import - Single Vendor (Existing Customer) - EJ Ward Fuel Island + EV Charging Single Vendor Fuel Import This is a single vendor fuel import for an existing customer who has been live on a FASTER product for more than 6 months. The import includes 1 (one) of the following options: 1. Import a new fuel vendor fuel transaction file. 2. Import a new fuel file from your existing vendor. FASTER will conduct complete configuration and testing of the fuel file layout and export files (flat files) from the fuel system. Site & Dispenser optional add on is available, if required, to the single vendor fuel import 8% Item Discount ($622.88) FASTER(Code:301) Single Vendor Site and Dispenser Add On - EJ Ward Fuel Island This is an optional add -on to the Fuel Import (FI) to enable you to track the specific fuel site and/or fuel dispenser. This optional add on allows configuration to track Inventory Items so fuel imports deplete quantity from inventory. 100% Item Discount ($2,781.00) Faster Asset (Code: 303) Dashboard The Faster Dashboard provides easy access to an at -a -glance overview of key performance indicators and data for your organization. The FASTER Dashboard is designed to give fleets a way to monitor performance, communicate, and make quick decisions about their operations. It comes with 20 Key Performance Indicators (KPIs) charts within the Dashboard Add -on, which includes the 8 module landing charts available within FASTER Web which can also be accessed via the Dashboard for one convenient high level overview. 100%Item Discount($11,124.00) FASTER (Code: 207nc) Barcoding Add -On Setup The FASTER Barcoding Add -on provides the ability to scan and print labels on customer provided hardware. This module allows for ease of data entry as well as inventory control. • Beneficial add on for use with in-house numbering system. OEM labels may be used effectively as well. • Simplifies inventory and intake processes for inventory items and storerooms. • Quickly scan incoming inventory with 2D or Symbology - Code 128 barcodes. • Reduces data errors that occur with any manual data entry process. • Print barcode labels for items, including labels for a range of items simultaneously. 8% Item Discount ($533.92) FASTER (Code: 208) Qty 2 1 1 1 Agreement No. 6757 I Annual Fees Quote One -Time Subtotal $28,365.00 Discount ($15,061.80) Category Item Qty SUPPORT and Fuel Import Single Vendor Support and Maintenance Existing Customer EJ Ward Fuel Island + EV Charge 2 MAINTENANCE Annual support and maintenance for fuel import for existing customer 8% Item Discount ($124.64) FASTER (Code: 301 ann) SUPPORT and Single Vendor Site and Dispenser Support and Maintenance - EJ Ward Fuel Island 1 MAINTENANCE Annual support and maintenance for site and dispenser 8% Item Discount($44.48) FASTER (Code: 303ann) SUPPORT and Dashboard Annual Support and Maintenance 1 MAINTENANCE 8% Item Discount($178.00) FASTER (Code: 207ncann) SUPPORT and Barcoding Add -On Annual Support & Maintenance 1 MAINTENANCE Annual recurring support and maintenance for barcode module 8% Item Discount ($106.80) FASTER (Code: 208ANN) Addon Authentication Provider Integration w/AuthO for Enterprise Connections Annual Fee 1 Modules / WEB This AuthO integration add -on provides authentication options for FASTER Web including the ability to integrate with a third -party cloud directory provider such as Azure AD or Azure AD + SAML. This requires enterprise connections and will provide Single Sign On capabilities. Additionally, you can have the Authentication Provider to provide authentication for your users if you don't have a cloud directory provider or if you have users who are not part of your directory that need access to FASTER Web. 8% Item Discount($414.72) FASTER (Code: AuthEnt) *Annual Support and Maintenance Fees billing schedules are outlined in the terms and conditions. Annual Support And $10,858.00 Maintenance Subtotal Discount ($868.64) FASTER Web Implementation One -Time Fees Agreement No. 6757 E=9 Category Item Service / Data Migration Data Conversion Quote The Migration Data Conversion Product is used for migrating data from FASTER Win to FASTER Web. • Data Migration for FASTER Win Add-Ons are quoted individually and require an individual requirements scope • Data Migration for FASTER Win Customizations are quoted individually and require an individual requirements scope 8%Item Discount($1,728.00) Faster Asset (Code: 408) Base Price Qty One -Time Subtotal $21,600.00 Discount ($1,728.00) FASTER Web Training One -Time Fees . .__ Category Item Qty Training Implementation Training 1 • Faster Web 101 Introduction • Training Planning Meeting • Pre -Go Live • Six sessions totaling 8 hours of remote, live, instructor -led training focusing on a functional understanding of FASTER Web features to help prepare you for Go Live • Go Live • Three days of onsite, live, instructor -led training • Covers functions necessary in day -day fleet work • 90 Days Post -Go Live • Deployment 30 min weekly Status Consult for 1 st 30 days • Health Check 2-hr call 60 and 90 days from Go Live. • Ongoing through 1 st Year • Access to FASTER Resource Central • Monthly public Q&A and Seminar on specific topics 8% Item Discount ($1,378.08) Code: 512-SGL One -Time Subtotal $17,226.00 Discount ($1,378.08) Summary Agreement No. 6757 Quote Please contact us if you have any questions. One -Time Subtotal $86,361.00 Discount ($21,321.48) Total One -Time $65,039.52 USD Annual Support And $24,028.00 Maintenance Subtotal Discount ($1,922.24) Total Annual Support $22,105.76 USD And Maintenance Cost Breakdown Category One -Time Fees Annual Fees LICENSE $17,010.00 — SUPPORT and MAINTENANCE — $18,844.00 SETUP / INTERFACE $30,525.00 Addon Modules / WEB — $5,184.00 Service / Data $21,600.00 Training $17,226.00 -- Discount ($21,321.48) ($1,922.24) _....... Total _ _—......_ $65,039.52 USD $22,105.76 USD FASTER • Standard agreement for recurring pricing model is 60 months. • Cancellation of service prior to term expiration will result in an early termination fee equal to 85% of the recurring fees for the remaining term period. • PAYMENTTERMS: * One Time Fees: 30% at Purchase Confirmation/30% at Installation of Software/20% at System Overview/20% at Delivery of Converted Data, Go Live. * 100% of Annual Fees at Installation of FASTER Web. Any months remaining on FASTER Win support will be deducted from the first year's annual fee. Legacy Data Preparation and Cleanup FASTER Asset Solutions always recommends that customers confirm that all legacy system data is current, accurate, and in good order. Data maintained in good order from previous systems will not typically require any corrections and can be imported effectively and efficiently into the FASTER Web product without issue. In the event that there are legacy data issues that require correction by the customer, FASTER Web Agreement No. 6757 Quote consultants will support those efforts for our customers by providing guidance and advice.