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Home My WebLink About25A - AGMT WITH INFOR FOR FINANCIAL SYSTEMSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 7, 2020 TITLE: AMEND AGREEMENT WITH INFOR (US) INC FOR FINANCIAL SYSTEM MAINTENANCE, SERVICES, AND SOFTWARE LICENSES /s/ Kristine Rida CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: rTT1MTMJ_1.f6AWW ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO �1��►U1�1:3q:3 Authorize the City Manager to amend the agreement with Infor (US) Inc. for Lawson financial system maintenance, services, and software licenses in an amount not to exceed $811,697.59 over an approximate three-year period from April 8, 2020, through May 31, 2022, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The City uses the Infor Lawson financial system to process, account for, maintain, track, and report on the City's financial information and transactions. This includes functions for general ledger, accounts payable, billing, accounts receivable, cash management, procurement, inventory, asset management, grant management, projects and activities, budgeting, business intelligence and reporting. The system is used to produce the Comprehensive Annual Financial Report (CAFR) required by California State Law and the City Charter. After a competitive procurement process, the City Council approved an agreement with Lawson Software Americas, Inc. on March 3, 2008, to purchase the Lawson financial system (Agreement A-2008-037). The system went live in September 2009 and replaced a legacy mainframe system that was over 20 years old. Lawson Software Americas, Inc. was acquired by Infor (US) Inc. in 2011. Staff recommends approving an Addendum, and Services Work Order, for annual maintenance, and professional services, respectively. The Addendum for Multiyear Support Commitment (Exhibit 1), modifies the maintenance term to decrease the annual maintenance cap from 4% plus Consumer Price Index rate to a fixed 3% rate, saving the City several thousand dollars each year in maintenance costs during the three-year term. Annual maintenance entitles the City to receive software updates and technical support services, which are required to ensure system availability, proper operation, and legislative compliance. 25A-1 Amend Agreement with Infor (US) Inc. for Financial System Maintenance, Services, and Software Licenses April 7, 2020 Page 2 The Services Work Order provides the City with professional services required to maintain, optimize, and improve the system as well as educate staff to maximize system and process efficiency (Exhibit 2). STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #7- Team Santa Ana, Objective #5 (Create a culture of innovation and efficiency within the organization), Strategy A (Promote the use of new technology to improve the delivery of services and information to staff and the community). FISCAL IMPACT Funds are available in the Information Technology Enterprise System accounting unit 10920141 for FY 2019-20 and will be budgeted in subsequent fiscal years. The following is an estimate of the account distribution by fiscal year, but the actual amounts may vary within a fiscal year based on the timing of delivery of services. Accounting Unit Description FY 19/20 FY 20/21 FY 21/22 Total 10920141-62300 Contract Services $34,100 $34,100 $34,100 $102,300 Professional 10920141-62306 Software Maintenance & $229,512 $236,397 $243,489 $709,398 Support Total $263,612 $270,497 $277,589 $811,698 Exhibits: 1. Infor Addendum Multiyear Support Commitment 2. Infor Services Work Order 25A-2 Exhibit 1 ADDENDUM MULTIYEAR SUPPORT COMMITMENT As it relates to the Component Systems specified herein, this Addendum is subject to the terms of the Software License Agreement between Infor (US), Inc. ('Infor) and City of Santa Ana ('Licensee') with an effective date of 3/3/2008 (the'License Agreement'). As it relates to Support for the Component Systems, this Addendum is subject to the applicable terms of the License Agreement (to the extent it concerns Support) or, if Support is subject to a separate Support Agreement related to the License Agreement, the terms of such Support Agreement (the 'Support Agreement'). The License Agreement and related Support Agreement (if any) are referred to herein as the 'Agreement'. All terms of the Agreement are incorporated herein by reference. Capitalized terms not defined in this Addendum are defined in the Agreement. In the event of a conflict, the terms of this Addendum control over the terms of the Agreement. In the event the capitalized terms in this Addendum differ from the terminology used in the Agreement, references herein to: 'Component Systems' means the software products that are being licensed (and may be referred to in the Agreement as Products, Software Products, Software, Programs or Licensed Programs): 'Support' means Infor's current standard maintenance and Support services (and may be referred to in an Agreement as Maintenance and Support, Annual Support, Support Services, On -Going Support or One Point Support): 'Order Form' means a mutually agreed upon ordering document (and may be referred to in an Agreement as Schedule, Supplement or Supplemental Schedule): 'Annual Escalation Percentage Cap' means the maximum percentage increase in an annual Support Fee on an annual basis. In addition, based on the applicable Agreement, listed Component Systems herein owned by a third party may also be referred to in the Agreement as 'Additional Software' or'Third Party Software'. Effective Date of the Addendum: Date of Infor counter -signature I. Component Systems: Previously licensed Component Systems for which Licensee is purchasing Support. No delivery necessary The Component Systems for which the Licensee is purchasing support are listed in Exhibit A. Support Level: Infor Xtreme ("XT") Support unless otherwise indicated. "XT" = Infor Essential (24X5)/ "XTP" = Infor Premium (24x7)/"XTE"= Infor Customer Success Plus program **Support Level: Descriptions of the XT and XTP Support plans can be found at http://www.infor.com/content/brochures/inforxtremesui)oortplanfeatures.odf A description of the XTE / Customer Success program can be found at https://www.infor.com/supporUcustomer-success-plus Infor Support Assistant: If not already installed, Licensee agrees to promptly download and install Infor Support Assistant ("ISA"), a data collecting application that gathers relevant system and software information for use by Infor Support in its continuing effort to improve Support response and resolution times and to assist Infor with the provision of proactive Support. For purposes of clarification, ISA does not collect personal data, business transaction data, production data or authentication information, including passwords. II. Support Services Total Support Fee 709,397.59 US (Dollar) Annual Escalation Percentage Cap: For this Support Term, the Annual Escalation Percentage increase of 3 % is included in the annual payment amounts set forth below. Following this Support Term, the Annual Escalation Percentage cap shall be 6 % or the then -current year -over -year increase in the Consumer Price Index (CPI) whichever is the greater. Support Term:6/1/2020 ("Start date') to 5/31/2023 ("End date") Support Commitment: "The Support Term specified herein is a binding term, and neither party may exercise any rights of non -renewal or cancellation for convenience so as to terminate Support prior to the end of such Support Term. If Licensee fails to pay Infor any portion of the Total Support Fee when due, then, in addition to other remedies Infor may exercise, Licensee shall immediately be invoiced for, and shall be obligated to pay to Infor, as liquidated damages, the Total Support Fee, as increased by the Annual Escalation Percentage Cap, less any portion of the Total Support Fee previously paid (the "Damages'). If such amount is not paid within fifteen (15) days of invoice, Infor shall have no further obligation to provide Support, and the Licensee shall remain fully obligated to pay the Damages.On the last day of the Support Term, Support will automatically renew for successive twelve-month periods (the "Renewal Period") unless either party provides written notice to the other party of non -renewal at least ninety (90) days prior to the commencement of the Renewal Period." Total Amount Due (before applicable taxes): 709,397.59 Currency: US (Dollar) This Addendum is subject to the Infor General Lifecycle Policy. As described therein, additional fees may apply if Mainstream Maintenance is no longer available for a Component System during the Support Term. The policy can be found at httos://www.infor.com/content/analyst/Infor-General-Lifecycle-Policy.pdf Payment Schedule: 229,511.66 (plus applicable taxes) is due no later than 5/1/2020 236,397.00 (plus applicable taxes) is due no later than 5/1/2021 243,488.93 (plus applicable taxes) is due no later than 5/1/2022 Customer ID: 2149-L Customer Milanka Radic contact: Customer name: City of Santa Ana Customer (714) 647-5256 contact tel: Customer contact MRadic@santa-ana.org email: THE PARTIES have executed this Addendum through the signatures of their respective authorized representatives. Infor (US), Inc. Signature: �fiE4-tG Name (printed): Lindsay Pritchard Title: Associate General Counsel Date: March 16, 2020 ATTEST Daisy Gomez Clerk of the Council City of Santa Ana Signature: Name (printed): Title: Date: APPROVED AS TO FORM J n M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL t11aa hnology Innovations Officer EXHIBIT A SKU Component System License Restriction Quantity Type Support Level* BPP-LSF Lawson System Foundation 4 CPUCORE XTP UPP-CRASBP Crystal Reports App Server (Cpu) B&P 2 CP XTP S3F-GMP Grant Management Package 10 NU XTP S3F-MRBAC Project Accounting And Bill Rev Mgmt 10 NU XTP UPP-CRRBP Crystal Reports Designer Bud & Plan 1 NU XTP SY-FINPRO Financial Procurement Package 10 NU XTP UPP-LSNBP Lawson Smart Notification For B & P 100 NU XTP HRM-HUM Human Resources Package 10 US XTP BPP-LSF Lawson System Foundation 4 CPUCORE XTP UPP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP UPP-IA Information Access 2 CU XTP UPP-EFS Framework Services 100 SV XTP BPP-MNX NetExpress App Runtime - PRODUCTION 10 CU XTP BPP-MNC NetExpress Compiler - PRODUCTION 1 CU XTP UPP-LVPNC Lawson Viewpoint Embedded 3 NU XTP EPM-BI-LWS Infor Business Intelligence for Lawson - TRNG 16 CPUCORE XTP EPM-BI-ADMIN Infor BI Professional - TRNG 3 NU XTP EPM-BI- CONSUMER Infor BI Consumer -TRNG 400 NU XTP UPP-CRAS Crystal Reports App Server 1 CPUCORE XTP S3F-MRBAC Project Accounting And Bill Rev Mgmt 10 NU XTP SY-FINPRO Financial Procurement Package 10 NU XTP BPP-XMLT Design Studio 1 NU XTP S3F-GMP Grant Management Package 10 NU XTP UPP-CRRBP Crystal Reports Designer Bud & Plan 1 NU XTP UPP-EFS Framework Services 100 SV XTP UPP-SN Budget Integration/Notification 100 NU XTP UPP-LSNBP Lawson Smart Notification For B & P 100 NU XTP HRM-HUM Human Resources Package 10 US XTP BPP-LSF Lawson System Foundation 100 CPUCORE XTP UPP-CRASBP Crystal Reports App Server (Cpu) B&P 2 CP XTP UPP-IA Information Access 2 CU XTP UPP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP BPP-MNX NetExpress App Runtime - PRODUCTION 10 CU XTP BPP-MNC NetExpress Compiler - PRODUCTION 1 CU XTP BPP-MVC MF Visual COBOL for Windows Compiler 1 NU XTP BPP-MVX MF COBOL Server Application Runtime - Windows 10 CU XTP EPM-BI-LWS Infor Business Intelligence for Lawson - TEST 16 CPUCORE XTP EPM-BI-ADMIN Infor BI Professional - TEST 3 NU XTP EPM-BI- CONSUMER Infor BI Consumer - TEST 400 NU XTP UPP-CRAS Crystal Reports App Server 1 CPUCORE XTP BPP-LSF Lawson System Foundation 4 CPUCORE XTP BPP-MNX NetExpress App Runtime - PRODUCTION 110 CU XTP BPP-MNC NetExpress Compiler - PRODUCTION 1 CU XTP BPP-MVC MF Visual COBOL for Windows Compiler 1 NU XTP BPP-MVX MF COBOL Server Application Runtime - Windows 110 CU XTP BPP-ERW Environment - 4GI Writer 999 NU XTP UPP-CRASBP Crystal Reports App Server (Cpu) B&P 2 CP XTP BPP-PFPM ProcessFlow Solution Perf Mgmt 500 CPUCORE XTP HRM-BSIF Bsi Tax Factory 2,250 US ZZZZ UPP-CRRBP Crystal Reports Designer Bud & Plan 1 NU XTP S3F-REPNBP Reporting Sery Sry Named B & P 100 NU XTP UPP-IA Information Access 2 CU XTP UPP-EFS Framework Services 100 SV XTP UPP-SN Budget Integration/Notification 100 NU XTP UPP-LSNBP Lawson Smart Notification For B & P 100 NU XTP BPP-LTRM Lawson Terminal 999 DV XTP S3S-RQC Requisition Center 60 NU XTP S3S-MOBRQC Mobile Requisitions 1 DV XTP HRM-IJBP E Recruiting Product 2,250 US XTP BPP-MNX NetExpress App Runtime - PRODUCTION 110 CU XTP UPP-MOA Microsoft Office Add Ins 50 NU XTP S3F-GMP Grant Management Package 15 NU XTP BPP-MNC NetExpress Compiler - PRODUCTION 1 CU XTP BPP-LSF Lawson System Foundation 4 CPUCORE XTP LLT-tADESK Infor Learning Accelerator Desktop Edition 300 NU XTP UPP-LBI-LEG Lawson Business Intelligence (Cpu) 2 CP XTP BPP-PFI ProcessFlow Integration 4 CPUCORE XTP LLT-LAPRO Infor Learning Accelerator Producer 2 NU XTP BPP-XMLT Design Studio 1 NU XTP S3S-RQC Requisition Center 100 NU XTP S3F-SUP Infor S3 Support 1 EA XTP S3F-MRBACI Infor Lawson Project Accounting And Bill Rev Mgmt Inquiry 100 NU XTP S3F-FINPROI Infor Lawson Financial Procurement Package Inquiry 263 NU XTP S3F-MRBAC Infor Lawson Project Accounting And Bill Rev Mgmt 40 NU XTP S3F-FINPRO Infor Lawson Financial Procurement Package 79 NU XTP BPP-PALI Infor Process Integration 12 CPUCORE XTP BPP-LMRK-NR Landmark Technology Runtime 12 CPUCORE XTP BPP-MOBILA Infor Landmark Administrator 1 NU XTP BPP-NOTIFY Infor Notifications 1 NU XTP BPP-MVC MF Visual COBOL for Windows Compiler 1 NU XTP BPP-MVX MF COBOL Server Application Runtime - Windows 110 CU XTP EPM-BI-LWS Infor Business Intelligence for Lawson - PROD 16 CPUCORE XTP EPM-BI-ADMIN Infor BI Professional - PROD 3 NU XTP EPM-BI- CONSUMER Infor BI Consumer - PROD 400 NU XTP BPP-ISD Infor Spreadsheet Designer 50 NU XTP UPP-CRAS Crystal Reports App Server 1 CPUCORE XTP ..' • Exhibit 2 Services Work Order This Time and Materials Services Work Order ("Work Order" or "Order' or "SWO") is subject to all terms and conditions of the Software Services Agreement (or, if applicable, the Professional Services Agreement) between Infor (US), Inc. ("Infor') and City of Santa Ana ("Licensee") with an Effective Date of 3/3/2008 (the "Services Agreement"). All terms of the Services Agreement are incorporated herein by this reference. Capitalised terms not defined in this Work Order are defined in the Services Agreement. In the event of a conflict, the terms of this Work Order control over the terms of the Services Agreement. Effective Date of Work Order: date of final signature below Work Order Number: AGR.81728 Prepared by: Lawrence Clevenstine Project Name: City of Santa Ana - Lawson Consulting Description of Services to be Provided Infor will provide ad hoc consulting services for the S3 Lawson application as requested by Licensee during the period beginning June 1, 2020 through May 31, 2023, The estimated hours included in this Services Work Order are designed to be utilized by the Licensee on an as requested basis. The specifics of the services to be provided have not been determined, but will be discussed andagreed upon through the assigned Infor Project Manager, prior to a resource being engaged. No specific deliverables defined. Any deliverables requested/provided would be mutually agreed upon. General Assumptions and Obligations 1.Any requirement(s) not specified in this Order will be addressed using the Project Change Control Process. 2.Licensee acknowledges that any delays or changes caused by Licensee, Licensee's employees, equipment, contractors or vendors may cause an increase in the fees required under this Order, including without limitation, delays or changes due to the following: (a) change to or deficiency in the information which Licensee has supplied to Infor; (b) failure by Licensee to perform any of its responsibilities in a timely manner including the supply to Infor of resources and information; or (c) an unanticipated event that changes the service needs or requirements of Licensee. Changes required to this Order as a result of any of the foregoing events will be handled using the Project Change Control Process. 3.For all services provided at Licensee locations, Licensee will provide office facilities to Infor personnel. This includes, but is not limitedto, office space, desks, networked computers, secured filing cabinets if required, team meeting rooms, networked printers, photocopier, telephones, stationery, whiteboards, internet and remote VPN connection. Other Project Assumptions and Obligations • Licensee will contact the Infor Project Manager assigned to schedule resources as projects are identified. • Infor will not provide services hours in excess of those set forth below without a mutually agreed upon and executed change order to increase the level of effort and estimated services and hours. • Licensee owns the day to day project management including meeting facilitation and maintenance of project artifacts including, by not limited to, project plan, risk log, and issues log. • Infor Project Manager will assist the Licensee PM and will be responsible for: • Scheduling, staffing and onboarding Infor project resources • Any software licenses required for this project will need to be purchased separately by the Licensee and are covered by a Page 1 of 3 CLM - 180803 25A-9 separate Software License Agreement. All Licensed Software is subject to the terms of the License Agreement and nothing herein shall serve to modify such terms or expand the scope of the license granted thereunder. • For Services provided at Licensee location, Licensee will provide facilities for Infor personnel. This includes, but not limited to, office space, desks, networked computers, secured fling cabinets if required, team meeting rooms, network printers, photocopiers, telephones, stationaries, whiteboards, internet and remote VPN connection. - Some tasks may be performed of site by Infor and Licensee staff members. Infor and Licensee staff will have remote access to Licensee's network and systems as necessary to perform such Project activities. • Logging incidents with Infor Support, as well as the application of fixes or patches that are made available by Infor Support, are the responsibility of the Licensee, and therefore the effort associated with these activities has not been included in Infor's estimates and scope of work. Resource Level Estimated Hours Hourly Rate Estimated Fee Consultant 500.00 195.00 97,500.00 COE Project Manager Offshore 40.00 120.00 4,800.00 Grand Total 102,300.00 Currency US Dollar The rates and terms specified herein are only valid if this Work Order is signed by Licensee by 311312020. Estimated time and costs listed in this Order represent an estimate only, and actual project time and cost may vary from the estimates provided. All Services are provided on a time and materials basis. Billing and payment are not dependent or conditioned on delivery of deliverables contemplated herein or any other deliverables. Infor will invoice Licensee for all Services and applicable charges on a semi-monthly basis, as Infor renders the services or Licensee incurs the charges, as applicable. Fees do not include applicable taxes, which will be added to each invoice. Licensee will pay each Infor invoice within 30 days of the date of invoice. This payment obligation is non -cancelable and the amounts paid are non-refundable. Travel and living expenses are not included in the rates or estimated fees stated herein, and are in addition to such fees. A minimum of/a day (4 hours) will be charged for all work at the Licensee's facilities. Remote services provided via phone, facsimile or remote access to Licensee's site will be charged at the standard hourly rate. Overtime rates of 150% of the quoted rate apply for after hours and weekend work. "After hours work" is defined as services performed between 8:00 p.m. and 6:00 a.m. "Weekend work" is defined as services performed between 8:00 p.m. Friday and 6:00 a.m. Monday. Holiday rates of 200% of the quoted rate apply for all holiday work. Where a substantial variation from this Order is foreseen both parties must agree in writing to the additional work and amend this Order accordingly. Locations: Services may be provided at the facilities of Infor or its contractors, or at the Licensee sites listed below. 20 Civic Center Plaza 8th Floor Santa Ana, CA 92701 THE PARTIES have executed this Order through the signatures of their respective authorized representatives. Infor (US), Inc. City of Santa Ana Page 2 of 3 CLM - 180803 25A-10 Signature : C"� 94,16 Printed Name : Lindsay Pritchard Title : Associate Gene_ ral Counsel Address: 13560 Morris Road Alpharetta GA 30004 USA Signed Date : March 16, 2020 - -- Primary Product —: S3- Financial Pro -- ducts Existing Project ID Opportunity ID : OP-04223851 ATTEST Daisy Gomez Clerk of the Council Signature : Printed Name Title Address: 20 Civic Center Plaza M42 Santa Ana CA 92701 United States Signed Date Purchase Order Number: eBilling (Email Address) Invoice Mailing Address if different from: 20 Civic Center Plaza 8th Floor Santa Ana, CA 92701 Address: Phone: Email Address Contact Name INTERNAL USE ONLY ICS Approval ID: AGR.81728 Existing Project Manager: Internal ID: APPROVED AS TO FORM . -f�- J4Kn M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL 4 Ja Clef C Technology Innovations Officer Page 3 of 3 CLM - 180803 2 5A-11