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Home My WebLink About2022-322-E-Emergency Svc-Superion-CAD RehostRevised 06/21 NORTH CAROLINA CONTRACT AMENDMENT ORANGE COUNTY THIS CONTRACT AMENDMENT (“Amendment”) is made and entered into this 28th day of __JULY__, 20_22 by and between ORANGE COUNTY (hereinafter referred to as “County”) and Superion, LLC, a CentralSquare Technologies company, as successor in interest to SunGard Public Sector, Inc. (hereinafter referred to as “Provider”). WITNESSETH: THAT WHEREAS, the County and Provider entered into a contract dated October 4, 2012 (hereinafter the “Original Agreement”), for the procurement of hardware and provision of services and WHEREAS, the County and Provider desire to amend the Original Agreement while keeping in effect all terms and conditions of the Original Agreement not inconsistent with the terms and conditions set forth below. NOW THEREFORE, for and in consideration of the mutual covenants and agreements made herein, the parties agree to amend the Original Agreement as follows: 1. Exhibit 1 to the Original Agreement is amended by adding the following tasks and services to the Services to be provided by the Provider: See attached schedule of services. 2. Exhibit 1 is amended to reflect a maximum payable not-to-exceed amount for this project, detailed in Exhibit A, of $28,831.82. 3. Payment Term. License fees will be due within 30 days of contract execution. Service fees shall be due within 30 days of completion of contracted tasks. Maintenance fees will be due one year from contract execution. 4. Non-Discrimination. CentralSquare shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations, including but not limited to all state and federal non -discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http://www.orangecountync.gov/departments/purchasing_division/contracts.php.) Any violation of the Orange County Non-Discrimination Policy is a breach of this Agreement, and the County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not restrict the definition of a breach to discrimination. 5. Signatures. This Agreement, together with any amendments or modifications, may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11A and Article 40 of North Carolina General Statute Chapter 66. 6. Except for the changes made herein, the Original Agreement shall remain in full force and effect to the extent it is not inconsistent with this Amendment. In the event there is a conflict between the terms of the Original Agreement and the terms of this Amendment, this Amendment shall control. DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 Revised 06/21 [SIGNATURES ON FOLLOWING PAGE] IN TESTIMONY WHEREOF, this Amendment has been executed by the parties hereto, as of the date first above written. ORANGE COUNTY PROVIDER ______________________________ __________________________________ Bonnie Hammersley ________ County Manager ________ DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 Chief Revenue Officer Revised 06/21 ORANGE COUNTY—DEPARTMENT USE ONLY ______________________________________________________________________________ Party/Vendor Name: Superion, LLC Party/Vendor Contact Person: Hailie Tennell Contact Phone: 407-304-3037 Party/Vendor Address: 1000 Business Center Dr City Lake Mary State: FL Zip: 32746 Department: Emergency Services Amount: 28,831.82 Purpose: CAD Rehost Budget Code(s): 10755020-630000 Vendor # 67241 (N/A if new vendor) Vendor is a BOCC consultant? Yes No Contract Type: (Check one) New Renewal Amendment Effective Date 10/4/2012 Approved by Board Yes No Agenda Date: 02-17-2022 --- For Section XIV. c. contracts only, Approved by Board in Current FY Budget Yes No This agreement is approved as to technical form and content and I as Department Director affirmatively state work on this pro ject has not been initiated prior to execution of the agreement: Department Director’s Signature ________________________________________ Date: ________ Agreements for emergency services or repair are not subject to the above affirmation. If services related to this agreement have already begun or been completed please briefly describe the nature of the emergency condition that was addressed: Information Technologies (Applicable only to hardware/software purchases or related services) This agreement has been reviewed and is approved as to information technology content and specifications: Office of the Chief Information Officer___________________________________ Date: ________ Risk Management This agreement is approved for sufficiency of insurance standards, specifications, and requirements: Office of the Risk Management Officer___________________________________ Date: _________ Financial Services This instrument has been pre-audited in the manner required by the Local Government Budget and Fiscal Control Act: Office of the Chief Financial Officer ____________________________________ Date: _________ Legal Services This agreement is approved as to legal form and sufficiency: Office of the County Attorney __________________________________________Date: ________ Clerk to the Board Received for record retention: All Docusign contracts must be copied to the Clerk upon completion: occlerkdocs@orangecountync.gov The following signature block is for hard copies only and is not required for Docusign contracts: Office of the Clerk to the Board __________________________________________Date:_________ DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 7/28/2022 7/29/2022 7/28/2022 7/29/2022 SALES ORDER PURSUANT TO EXISTING AGREEMENT This Sales Order is intended as a binding Agreement between Orange County Emergency Services, NC (“Client”) and Superion, LLC, a CentralSquare Technologies company, as successor in interest to SunGard Public Sector Inc. (“Superion”) and shall be effective as of the date of the last signature herein. Quote Number: Q-88953 is attached to this Sales Order as Exhibit “A”. The Quote contains a description of all products and services sold pursuant to this Sales Order. The Quote is hereby incorporated by reference as a term of this Sales Order. Payment Terms. Software and Hardware • 100% due upon execution of this Sales Order Services • 50% due upon execution of this Sales Order • 50% due upon completion of Services Payment due in full 30 days from date of invoice. Master Agreement. This Sales Order shall be governed by the terms and conditions of the existing Agreement between the parties, more specifically described as: Software License and Services Agreement; Contract No. 120755 dated and signed October 4th, 2012 (the “Master Agreement”). NO OTHER TERMS OR CONDITIONS OF THE MASTER AGREEMENT ARE NEGATED OR CHANGED AS A RESULT OF THIS DOCUMENT. Purchase Order. Customer may provide Superion with a valid purchase order, upon execution of this Sales Order. Notwithstanding anything to the contrary herein, purchase orders are to be used solely for Customer’s accounting purposes and any terms and conditions contained therein shall be deemed null and void with respect to the parties’ relationship and this Sales Order. Any such purchase order provided to Superion shall in no way relieve Customer of any obligation entered into pursuant to this Sales Order including, but not limited to, its obligation to pay Superion in a timely fashion. Acceptance of Order Terms. By signing this Sales Order below, Customer represents and warrants that: (a) it has read and understands the Master Agreement and Quote that are incorporated by reference into this Sales Order and agrees to be bound by the terms thereof, and (b) it has full power and authority to accept this Sales Order. Signature Page to Follow DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 Superion, LLC Orange County Emergency Services, NC 1000 Business Center Dr. Lake Mary, FL 32746 PO Box 8181 Hillsborough, NC 27278 By: By: Print Name: Print Name: Print Title: Print Title: Date Signed: Date Signed: DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 Daniel R. Maier 7/28/2022 Chief Revenue Officer 7/29/2022 County Manager Bonnie Hammersley Exhibit A (Attached) DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 MORE INFORMATION AT CENTRALSQUARE.COM Quote prepared on: June 10, 2022 Quote prepared by: Hailie Tennell hailie.tennell@centralsquare.com Thank you for your interest in CentralSquare. CentralSquare provides software that powers over 8,000 communities. More about our products can be found at www.centralsquare.com. WHAT SOFTWARE IS INCLUDED? _____ PRODUCT NAME QUANTITY UNIT PRICE TOTAL 1. Newcom Miscellaneous Hardware License Fee 1 1,487.20 1,487.20 Software Total 1,487.20 USD WHAT SERVICES ARE INCLUDED? _____ DESCRIPTION TOTAL 1. Public Safety Project Management Services - Fixed Fee 4,680.00 2. Public Safety Technical Services - Fixed Fee 22,620.00 Services Total 27,300.00 USD WHAT HARDWARE IS INCLUDED? _____ PRODUCT NAME QUANTITY UNIT PRICE TOTAL 1. Shipping & Handling 1 44.62 44.62 Hardware Total 44.62 USD Quote #: Q-88953 Primary Quoted Solution: ONESolution PS Quote expires on: July 29, 2022 Quote prepared for: Darren Strickland Orange County Emergency Management PO Box 8181 Hillsborough, NC 27278 (919) 245-6100 DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 MORE INFORMATION AT CENTRALSQUARE.COM Quote prepared on: June 10, 2022 Quote prepared by: Hailie Tennell hailie.tennell@centralsquare.com QUOTE SUMMARY _____ Software Subtotal 1,487.20 USD Services Subtotal 27,300.00 USD Hardware Subtotal 44.62 USD Quote Subtotal 28,831.82 USD Quote Total 28,831.82 USD WHAT ARE THE RECURRING FEES? _____ TYPE AMOUNT FIRST YEAR MAINTENANCE TOTAL 0.00 DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 MORE INFORMATION AT CENTRALSQUARE.COM Quote prepared on: June 10, 2022 Quote prepared by: Hailie Tennell hailie.tennell@centralsquare.com FIRST YEAR SUBSCRIPTION TOTAL 0.00 The amount totals for Maintenance and/or Subscription on this quote include only the first year of software use and maintenance. Renewal invoices will include this total plus any applicable uplift amount as outlined in the relevant purchase agreement. This Quote is not intended to constitute a binding agreement. The terms herein shall only be effective once incorporated into a definitive written agreement with CentralSquare Technologies (including its subsidiaries) containing other customary commercial terms and signed by authorized representatives of both parties. BILLING INFORMATION _____ Fees will be payable within 30 days of invoicing. Please note that the Unit Price shown above has been rounded to the nearest two decimal places for display purposes only. The actual price may include as many as five decimal places. For example, an actual price of $21.37656 will be shown as a Unit Price of $21.38. The Total for this quote has been calculated using the actual prices for the product and/or service, rather than the Unit Price displayed above. Prices shown do not include any taxes that may apply. Any such taxes are the responsibility of Customer. This i s not an invoice. For customers based in the United States or Canada, any applicable taxes will be determined based on the laws and regulations of the taxing authority(ies) governing the "Ship To" location provided by Customer on the Quote Form. PURCHASE ORDER INFORMATION _____ Is a Purchase Order (PO) required for the purchase or payment of the products on this Quote Form? (Customer to complete) Yes [ ] No [ ] Customer’s purchase order terms will be governed by the parties’ existing mutually executed agreement, or in the absence of such, are void and will have no legal effect. PO Number: 02201069 _______________________________________ Initials: _____________________________________________ DocuSign Envelope ID: 56021E12-6527-402B-858B-0FE3D97FA503 X