HomeMy WebLinkAboutAgenda 12-09-2025; 8-g - Transit Scheduling and Dispatch Software Agreement Approval and Approval of Budget Amendment 5-A 1
ORD-2025-042
ORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: December 9, 2025
Action Agenda
Item No. 8-g
SUBJECT: Transit Scheduling and Dispatch Software Agreement Approval and Approval of
Budget Amendment #5-A
DEPARTMENT: Transportation Services
ATTACHMENT(S): INFORMATION CONTACT:
1. Service Agreement - CTS Software Jamael Wiley, Transit Planning and
2. Year-to-Date Budget Summary Operations Manager, 919-245-2006
PURPOSE: To:
1. Approve the Services Agreement for Transit Scheduling and Dispatch Software; and
2. Approve Budget Amendment #5-A.
BACKGROUND: At the February 20, 2024, Business meeting, the Orange County Board of
Commissioners approved Orange County Transportation Services' (OCTS) request to reallocate
transit tax operating funds associated with a portion of the Hillsborough Circulator 2.0 project to
be used as a one-time purchase of Trapeze software.
In follow-up, staff conducted a competitive evaluation, including a review of scheduling software
options available through the North Carolina Department of Transportation's (NCDOT) Integrated
Mobility Division (IMD) contract, to identify a vendor capable of delivering an integrated, cloud-
based solution that supports fixed route, demand response, and mobility-on-demand services
within a single platform. The evaluation focused on systems offering advanced scheduling
optimization tools, real-time vehicle monitoring, seamless operator—dispatcher communications,
rider payment capabilities, and comprehensive performance analytics.
At the conclusion of the process, CTS Software was identified as the recommended vendor. CTS
demonstrated the strongest alignment with operational needs and proved to be the most cost-
effective option when compared to other statewide and competitively reviewed systems. CTS
offers a unified platform that integrates trip scheduling, dispatching, mobile data terminals, fare
payment, Automatic Passenger Counter (APC) tracking and communication technology,
customer notifications, and reporting functions, while maintaining lower implementation and
ongoing operating costs than comparable vendors. The system's flexibility, scalability, and
compliance with statewide technology standards further supported its selection. The County's
Information Technologies (IT) Department reviewed the platform for security, compatibility, and
compliance with cloud-hosting requirements and approved it through the County's Cloud Services
Questionnaire process.
The recommended Agreement (Attachment 1) includes configuration and implementation, data
migration from existing systems, integration with current technology assets, staff training, and full
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go-live support. The Agreement also provides hosting, software maintenance, security updates,
and customer support throughout the initial service period. Adoption of this platform will enhance
operational efficiency, improve service reliability, and strengthen customer information and
reporting capabilities across all OCPT service types in a cost-efficient manner.
The full Agreement cost is $304,020 and includes implementation expenses and 19 months of
monthly service as calculated per the CTS Software Service Agreement. Subsequent monthly
service fees will be covered by the Transit Tax within the operating budget.
FINANCIAL IMPACT: Capital Transit Tax funding from the Annual Work Plan will cover$275,320
of the expense. The remainder of the Agreement will be funded from Federal Transit
Administration (FTA) 5307 funding and local match as identified in Budget Amendment #4 at the
Board's November 18, 2025 Business meeting. Budget Amendment #5-A recognizes $275,320
in Transit Tax in the County Capital Fund, outside of the General Fund, amends the following
project ordinance budget, and broadens the project name.
OCPT Capital Grant Awards ($275,320) - Project#30085
Revenues for this project:
Current FY 2025-26 FY 2025-26
FY 2025-26 Amendment Revised
Transfer from General Fund $172,063 $0 $172,063
Grants $616,248 $0 $616,248
Transit Tax $0 $275,320 $275,320
Total Project Funding $788,311 $275,320 $1,063,631
Appropriated for this project:
Current FY 2025-26 FY 2025-26
FY 2025-26 Amendment Revised
Project Expenditures $788,311 $275,320 $1,063,631
Total Costs $788,311 $275,320 $1,063,631
ALIGNMENT WITH STRATEGIC PLAN: This item supports:
• GOAL 4: MULTI-MODAL TRANSPORTATION
OBJECTIVE 2. Increase community awareness of all modes of transportation including
transit, bike and pedestrian, vehicle, and all other modes.
• GOAL 2: HEALTHY COMMUNITY
OBJECTIVE 2. Expand access to quality, affordable healthcare services. (e.g., Crisis
Diversion facility, Medicaid expansion, crisis response, healthy living campaign).
RECOMMENDATION(S): The Manager recommends that the Board:
1. Approve and authorize the County Manager to sign the Services Agreement for Transit
Scheduling Software; and
2. Approve Budget Amendment #5-A.
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[Departmental Use Only]
TITLE TRANSIT SOFTWARE
FY 26
NORTH CAROLINA
SERVICES AGREEMENT NO RFP/RFQ
ORANGE COUNTY
This Services Agreement (hereinafter"Agreement"), made and entered into this 15th day of
December, 2025, ("Effective Date") by and between Orange County, North Carolina a political
subdivision of the State of North Carolina (hereinafter, the "County") and Foxster Opco, LLC,
("CTS Software", "CTS"), (hereinafter, the "Provider").
WITNESSETH:
That the County and Provider, for the consideration herein named,do hereby agree as follows:
1. Services
a. Scope of Work.
i) This Agreement is for services to be rendered by Provider to County with respect
to (insert type ofproject): Transit Service Software (See Attached)
ii) By executing this Agreement, the Provider represents and agrees that Provider is
qualified to perform and fully capable of performing and providing the services
required or necessary under this Agreement in a fully competent, professional and
timely manner.
iii) Time is of the essence with respect to this Agreement.
iv) The services to be performed under this Agreement consist of Basic Services, as
described and designated in Section 3 hereof. Compensation to the Provider for
Basic Services under this Agreement shall be as set forth herein.
2. Responsibilities of the Provider
a. Services to be provided. The Provider shall provide the County with all services required
in Section 3 to satisfactorily complete the Project within the time limitations set forth
herein and in accordance with the highest professional standards.
b. Standard of Care.
i) The Provider shall exercise reasonable care and diligence in performing services
under this Agreement in accordance with the highest generally accepted standards
of this type of Provider practice throughout the United States and in accordance
with applicable federal, state and local laws and regulations applicable to the
performance of these services. Provider is solely responsible for the professional
quality, accuracy and timely completion and submission of all work related to the
Basic Services.
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ii) Provider shall be responsible for all errors or omissions of its agents, contractors,
employees, or assigns in the performance of the Agreement. Provider shall correct
any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at
no additional cost to the County.
iii) The Provider shall not, except as otherwise provided for in this Agreement,
subcontract the performance of any work under this Agreement without prior
written permission of the County. No permission for subcontracting shall create,
between the County and the subcontractor, any contract or any other relationship.
iv) Provider is an independent contractor of County. Any and all employees of the
Provider engaged by the Provider in the performance of any work or services
required of the Provider under this Agreement, shall be considered employees or
agents of the Provider only and not of the County, and any and all claims that may
or might arise under any workers compensation or other law or contract on behalf
of said employees while so engaged shall be the sole obligation and responsibility
of the Provider.
v) If activities related to the performance of this Agreement require specific licenses,
certifications, or related credentials Provider represents that it or its employees,
agents and subcontractors engaged in such activities possess such licenses,
certifications, or credentials and that such licenses certifications, or credentials are
current, active, and not in a state of suspension or revocation.
vi) Should any documents, exhibits, or addenda be attached to this Agreement, the
terms of this Agreement shall have priority in any conflict with or among the terms
of such referenced documents, exhibits, or addenda.
vii) Should this Agreement involve project designs, the construction or creation of
which is to be bid out or fulfilled by other contractors, and bidding or negotiation
with contractors produce prices which, when added to the other elements of the
approved total project cost, produce a cost that is in excess of the approved total
project cost,the Provider shall participate with the County in negotiation and design
adjustments to the extent such are necessary to obtain prices within the approved
total project cost. All activity of the Provider with respect to these matters shall
constitute Basic Services and shall be performed by the Provider without additional
compensation. If negotiation and design adjustments fail to bring costs within the
total project cost the County may reject all bids and Provider will redesign or reduce
portions of the project in an effort to reduce the bid prices to within the total project
cost and rebid the project. One such redesign is included within Basic Services. If
this second letting for bids does not produce bids that are within the approved total
project cost initially or after negotiations with the contractor the cost is not reduced
to an amount within the total project cost, the Provider is not obligated to engage
in further redesign.
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3. Basic Services
a. Basic Services. The Services to be rendered pursuant to this Agreement are as follows
(fully describe services to be provided): Purchase and Installation of transit service
software plus nineteen months of service (See Attached)
4. Duration of Services
a. Term. The term of this Agreement shall be from December 15, 2025 to June 30, 2027 .
b. Scheduling of Services.
i) The Provider shall schedule and perform its activities in a timely manner.
ii) Should the County determine that the Provider is behind schedule, it may require
the Provider to expedite and accelerate its efforts, including providing additional
resources and working overtime,as necessary,to perform its services in accordance
with the approved project schedule at no additional cost to the County unless the
County causes the delay. (Contract Specific Revision 11/13/25)
iii) The Commencement Date for the Provider's Basic Services shall be December 15,
2025.
5. Compensation
a. Compensation for Basic Services. Compensation for Basic Services shall include all
compensation due the Provider from the County for all services satisfactorily (as
determined by the County)performed pursuant to this Agreement. The maximum amount
payable for Basic Services shall not exceed Three Hundred Four Thousand Twenty
Dollars ($304,020). Payment for satisfactorily performed Basic Services shall become
due and payable within thirty (30) days of Provider properly invoicing County. Payment
shall be subject to provisions of Section 5(b).
b. Disputes. In the event the amount stated on an invoice is disputed by the County, the
County may withhold payment of the disputed amount stated on an invoice until the parties
resolve the dispute. Should Provider fail to perform its duties under the terms of this
Agreement, County may, without fault or penalty, withhold any payment associated with
the work to be performed until such time as said work is completed. (Contract Specific
Revision 11/13/25)
c. Additional Services. County shall not be responsible for costs related to any services in
addition to the Basic Services performed by Provider unless County requests such
additional services in writing and such additional services are evidenced by a written
amendment to this Agreement.
6. Responsibilities of the County
a. Cooperation and Coordination. The County has designated (Jamael Wiley) to act as the
County's representative with respect to the Project who shall have the authority to render
decisions within guidelines established by the County Manager or the County Board of
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Commissioners and who shall be available during working hours as often as may be
reasonably required to render decisions and to furnish information.
7. Insurance
a. General Requirements. Provider shall obtain, at its sole expense, Commercial General
Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any
additional insurance as may be required by County's Risk Manager as such insurance
requirements are described in the Orange County Risk Transfer Policy and Orange
County Minimum Insurance Coverage Requirements (each document is incorporated
herein by reference and may be viewed at
http://www.orangecountync.gov/departments/purchasing division/contracts.php). If
County's Risk Manager determines additional insurance coverage is required such
additional insurance shall consist of N/A (if no additional insurance required mark N/A
as being not applicable). Provider shall not commence work until such insurance is in
effect and certification thereof has been received by the County's Risk Manager.
8. Indemnity
a. Indemnity. The parties agree, without limitation, that each shall independently defend,
from all loss,liability,claims or expense,including attorney's fees,arising out of or related
to the Project and arising from property damage or bodily injury including death to any
person or persons caused in whole or in part by negligence or misconduct and neither shall
have the obligation to indemnify the other under the terms of this agreement. (Contract
Specific Revision 11/14/25)
9. Amendments to the Agreement
a. Changes in Basic Services. Changes in the Basic Services and entitlement to additional
compensation or a change in duration of this Agreement shall be made by a written
Amendment to this Agreement executed by the County and the Provider. The Provider
shall proceed to perform the Services required by the Amendment only after receiving a
fully executed Amendment from the County.
10. Termination
a. Termination for Convenience of the County. This Agreement may be terminated without
cause by the County and for its convenience upon seven (7) days' prior written notice to
the Provider.
b. Other Termination. The Provider may terminate this Agreement based upon the County's
material breach of this Agreement; provided, the County has not taken all reasonable
actions to remedy the breach. The Provider shall give the County seven(7) days'prior
written notice of its intent to terminate this Agreement for cause. Either parry may
terminate this Agreement upon notice to the other party that obligations pursuant to this
Agreement are made impractical due to declarations of emergency by Orange County or
by North Carolina due to events directly impacting Orange County. Both parties shall
remain responsible for all payment and performance due up to the receipt of such notice,
but shall have no further obligation or responsibility beyond that date provided the
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terminating party has taken all reasonable steps to complete the performance of its
obligations.
c. Compensation After Termination.
i) In the event of termination, the Provider shall be paid that portion of the fees and
expenses that it has earned to the date of termination, less any costs or expenses
incurred or anticipated to be incurred by the County due to errors or omissions of
the Provider. Upon request of the County, the Provider shall submit to County all
relevant documentation, including but not limited to,job cost records, to support its
claims for final compensation.
ii) Should this Agreement be terminated, the Provider shall deliver to the County
within seven (7) days, at no additional cost, all deliverables created specifically for
the County and the County's data relating to the Project including any electronic
data or files relating to the Project. (Contract Specific Revision 11/13/25)
d. Waiver. The payment of any sums by the County under this Agreement or the failure of
the County to require compliance by the Provider with any provisions of this Agreement
or the waiver by the County of any breach of this Agreement shall not constitute a waiver
of any claim for damages by the County for any breach of this Agreement or a waiver of
any other required compliance with this Agreement.
e. Suspension. County may suspend the Basic Services and this Agreement at any time for
County's convenience and without penalty to County upon three (3) days' notice to
Provider. Upon any suspension by County, Provider shall discontinue work on the Basic
Services and shall not resume the Basic Services until notified to proceed by County.
11. Additional Provisions
a. Limitation and Assignment. The County and the Provider each bind themselves, their
successors, assigns and legal representatives to the terms of this Agreement. Neither the
County nor the Provider shall assign or transfer its interest in this Agreement without the
written consent of the other. There are no third-party beneficiaries of this Agreement and
nothing in this Agreement, express or implied, is intended to confer on any person other
than the parties hereto (and their respective successors, heirs and permitted assigns), any
rights, remedies, or obligations.
b. Governing Law. This Agreement and the duties, responsibilities, obligations and rights
of respective parties hereunder shall be governed by the laws of the State of North
Carolina. By executing this Agreement Provider affirms that Provider and any
subcontractors of Provider are and shall remain in compliance with Article 2 of Chapter
64 of the North Carolina General Statutes. By executing this Agreement Provider
certifies that Provider has not been identified, and has not utilized the services of any
agent or subcontractor identified, on the list created by the State Treasurer pursuant to
G.S. 147-86.58. By executing this Agreement Provider certifies that Provider has not
been identified, and has not utilized the services of any agent or subcontractor identified,
on the list created by the State Treasurer pursuant to G.S. 147-86.81.
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c. Non-Discrimination. Provider 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 Orange
County policy is incorporated herein by reference and may be viewed at
http://www.oran eg countync. o�partments/purchasing division/contracts.php.) Any
violation of the Orange County Non-Discrimination Policy is a breach of this Agreement
and 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 limit the definition
of breach to discrimination.
d. Dispute Resolution. Any and all suits or actions to enforce, interpret or seek damages with
respect to any provision of, or the performance or non-performance of, this Agreement
shall be brought in the General Court of Justice of North Carolina sitting in Orange
County, North Carolina. It is agreed by the parties that no other court shall have
jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be
initiated by either Party, however, the Parties may agree to nonbinding mediation of any
dispute prior to the bringing of such suit or action.
e. Entire Agreement. This Agreement represents the entire and integrated agreement
between the County and the Provider and supersedes all prior negotiations,representations
or agreements, either written or oral. This Agreement may be amended only by written
instrument signed by both parties. Modifications may be evidenced by facsimile
signatures.
The Master Services Agreement and Orders are also signed as part of the contracting
process, so we need a hierarchical integration clause. This Agreement, together with the
Master Services Agreement, all Orders, Statements of Work, and any exhibits or
attachments hereto (collectively, the "Contract Documents"), constitutes the entire
understanding between the parties and supersedes all prior or contemporaneous written or
oral communications, representations, or agreements relating to its subject matter.
In the event of any conflict or inconsistency among the Contract Documents the following
order of precedence shall apply:
(a) this Agreement
(b)the applicable Order or Statement of Work
(c) the Master Services Agreement
(d) any other referenced documents, exhibits or attachments.
Except as expressly stated otherwise,the terms of this Agreement shall prevail.
(Contract Specific Revision 11/13/25)
£ Severability. If any provision of this Agreement is held as a matter of law to be
unenforceable, the remainder of this Agreement shall be valid and binding upon the
Parties.
g. Ownership of Work Product. Should Provider's performance of this Agreement generate
documents created expressly and exclusively for use by the County, such documents shall
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become the property of the County and may be used on any other project without
additional compensation to the Provider. The use of the documents by the County or by
any person or entity for any purpose other than the Project as set forth in this Agreement
shall be at the full risk of the County. (Contract Specific Revision 11/13/25)
h. Non-Appropriation. Provider acknowledges that County is a governmental entity, and the
validity of this Agreement is based upon the availability of public funding under the
authority of its statutory mandate.
In the event that public funds are unavailable or not appropriated for the performance of
County's obligations under this Agreement, then this Agreement shall automatically
expire without penalty to County immediately upon written notice to Provider of the
unavailability or non-appropriation of public funds.It is expressly agreed that County shall
not activate this non-appropriation provision for its convenience or to circumvent the
requirements of this Agreement.
In the event of a change in the County's statutory authority, mandate or mandated
functions, by state or federal legislative or regulatory action, which adversely affects
County's authority to continue its obligations under this Agreement, then this Agreement
shall automatically terminate without penalty to County upon written notice to Provider
of such limitation or change in County's legal authority.
i. Signatures. This Agreement together with any amendments or modifications may be
executed electronically. All electronic signatures affixed hereto evidence the consent of
the Parties to utilize electronic signatures and the intent of the Parties to comply with
Article I IA and Article 40 of North Carolina General Statute Chapter 66.
j. Notices. Any notice required by this Agreement shall be in writing and delivered by
certified or registered mail,return receipt requested to the following:
Orange County Provider's Name
Attention:Jamael Wiley Foxster Opco, LLC
P.O. Box 8181 ("CTS Software", "CTS")
Hillsborough,NC 27278 Post Office Box 57
Swansboro,NC 28584
[SIGNATURE PAGE TO FOLLOW]
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IN WITNESS WHEREOF, the Parties, by and through their authorized agents, have
hereunder set their hands and seal, all as of the day and year first above written.
ORANGE COUNTY: PROVIDER:
By: By:
Travis Myren, County Manager
Adam Fox, President
Printed Name and Title
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ORANGE COUNTY-INTERNAL USE ONLY
Finance Information
Vendor Name: Foxster Opco,LLC, ("CTS Software", "CTS")) Vendor Contact Person: Adam Fox Phone: 910-
290-6300 Address:P.O.Box 57 City Swansboro State:North Carolina Zip:28584 Department:Transportation
Services Amount: $304,020 Purpose: Transit Service Softwarre Budget Code(s): Vendor#
Vendor Status with NCSOS: Current-Active Vendor is a BOCC consultant: ❑Yes ®No
Contract Details
Contract Type: ®New ❑Amendment(Original Contract: )(Most Recent Amendment )
Effective Date 12/15/2025 End Date 06/30/2027 Notice Date (Notice Purpose )
Award
❑Approved by Board(Agenda Date: Made or Administered by
Signature Authority
® BOCC Express Delegation(Agenda Date: 12/0 9/2 0 2 5)
- Policy 9.4: ❑Under$5,000; ❑ Service Under$90,000; ❑ Construction Under$250,000
- ❑ Budget Policy Section XV(Capital Improvement Project: )
Bidding
❑ Informal Bidding($30k-$90k); ❑Formal RFP($90k+); ❑ Other(<$30k); ®Exception(#G.S. 143-
129(el
Department Affirmation
®This agreement is approved as to technical form and content and I as Department Director affirmatively state work
on this project has not been initiated prior to execution of the agreement.
❑ This agreement is approved as to technical form and content. Services related to this agreement have already
begun or been completed.Description of the nature of the emergency condition that was addressed:
Department Director's Signature Date:
Information Technologies
This agreement has been reviewed and is approved as to information technology content and specifications:
Office of the Chief Information Officer Date:
❑Inapplicable because no hardware/software purchases or related services
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
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:
Received for record retention:
Office of the Clerk to the Board Date:
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For over 30 years, we
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TripMaster 13
by CTS Software Cost Proposal
Customer Driven Software That Works
CTS Software(CTS)is pleased to submit our cost proposal to Orange County Public Transportation for your dispatching and scheduling needs.Our
company has provided software products,upgrades,and technical support to the public transportation industry since the mid-1990s,and we have a keen
understanding of your business,business objectives,and vision of your future.We help you maximize efficiency,grow ridership by enhancing the
passenger experience,and support a great work atmosphere for your employees.
Our flagship web-based solution is TripMaster—powerful,flexible,completely scalable,and feature-rich.This proposal includes a suite of effective modules
to ensure that we will meet Orange County Public Transportation needs now,as your organization's demands change,and goals are met.We've gone to
great lengths to design an overall feel and business logic that proves our commitment and dedication to you.
CTS truly believes—based on knowledge of the industry,coupled with years of service to providers like you—that we are the perfect solution.We are most
proud of our family-style commitment to customer service,and our customers will tell you that they appreciate reaching a real live person,who knows them
by name,on the phone 24/7 if they ever need help.
In closing,we would again like to thank you for this opportunity.We look forward to a favorable evaluation that ultimately benefits the local communities you
serve.Our reasoning for creating effective and efficient solutions comes down to those that need the valuable services provided by transportation providers
and enhancing the experience for everyone involved.Thank you for this opportunity and thank you for considering us as your partner for many mutually
beneficial years.
TripMaster,Ir Tr*IpMaster
Technology moving you forward
Technical support is our top priority—you can
only do your job if your software works for you.
With • expect:
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Same-day - a• and solutions
Complimentary updates
TripMaster's platform allows you to
incorporate additional features at any time.
Automated scheduling
Driver App
Ride Reminder calls and texts
Medicaid billing
Third-party trip broker interfaces
Vehicle maintenance
Passenger ticketing
Camera Solution
Rider App
TripMaster by CTS Software-Quote#4564 v6 2114
TripMaster 14
by CTS Software Cost Proposal
TripMaster by CTS Software
PO Box 57 Quote# 4564 v6
Swansboro, NC 28584 Date 11/13/2025
United States
T:800-704-0064 Expires 12/31/2025
F:866-244-4351 Contact Jeff Neese
Prepared for Orange County Public Transportation
Katrina Wall
600 Hwy 86 N
Hillsborough, NC 27278
United States
T: (919)245-2008
E: kwall@orangecountync.gov
TripMaster Capital Cost Proposal 2025
One-Time Fees
Category Item Qty Price Total
Product TripMaster Software Vehicle Fee 20 $2,150.00 $43,000.00
TripMaster Software with reservation management, automated trip
optimization for same-day and batch scheduling with customizable
profile settings and instant optimization statistics. Driver application,
ParaScope,for electronic manifests, real-time vehicle tracking, mobile
messages, and pre-and post-trip inspections. Mapping, billing and
reporting including a custom report builder.
Product User Licenses Fee 7 $300.00 $2,100.00
Fee per username and password to access your TripMaster database.
Product TripReminder Module Vehicle Fee 20 $400.00 $8,000.00
Customizable passenger trip reminder phone calls or text messages
automate a day before reminder and an on-the-way reminder.
Product TripPortal Vehicle Fee 20 $400.00 $8,000.00
Online and app-based (android and IOS)trip booking for passengers and
third-party delegates.
Product TripPass Vehicle Fee 20 $300.00 $6,000.00
Contactless ticketing for digital fare collection, punchcard option,and data
range for active use. Physcial cards are scanned by the driver application,
ParaScope, and/or the use of E-Pass is available.
Hardware TripPass Design, 1000 Passes,In-office Scanner 1 $595.00 $595.00
The purchase of 1000 professionally designed passes including all design
fees, printing,and shipping.One in-office QR code scanner with a USB
connection shipped and delivered.
Services Passio GO CAD/AVL GPS Setup 1 $2,637.00 $2,6-37,00
Setup Passio GO solution for customer account.One fee per system $2,109.60
20% Item Discount($527.40)
Product Passio GO GPS CAD/AVL Software License 6 $167.00 $1,002.00
Per unit one-time software license. Includes lifetime updates. For installed,
portable,and API configuration.
TripMaster by CTS Software-Quote#4564 v6
TripMaster 15
by CTS Software Cost Proposal
Category Item Qty Price Total
Hardware Antenna, Roof Mount Pepwave Antenna 6 $375.00 $2,250.00
Unit for GPS Tracking includes an external antenna.
Hardware/Hardware Cellular Router&Modem 6 $1,061.00 $6,366.00
Hardware/Hardware MDT Portable 6 $1,082.00 $6,492.00
Hardware/Hardware Apc-Aps Unit 6 $1,671.00 $10,026.00
Setup/Setup Passenger Counting:APC System Setup 1 $1,976.00
20% Item Discount($395.20) $1,580.80
License/License Passenger Counting:APC Software License 6 $952.00 $5,712.00
Hardware/Hardware Power Management Module 6 $314.00 $1,884.00
Setup/ NTD/setup with OpsView 1 $5,617.00
Setup/License 20% Item Discount($1,123.40) $4,493.60
License/License NTD/software License with OpsView 6 $167.00 $1,002.00
Setup/ Mobile WiFi Standard Setup 1 $1,315.00
Setup/License 20% Item Discount($263.00) $1,052.00
License/License Mobile WiFi Software License 20 $239.20 $4,784.00
Setup/Implementation Installation of Cellular Router on 14 Vehicles for Public Wifi 14 $430.00 $6,020.00
/Installation
Hardware/Hardware Cellular Router&Modem 14 $1,061.00 $14,854.00
Setup/Implementation Installation 6 $1,755.00 $10,530.00
/Installation MDT
APC
Cellular Router
Roof Mount Antenna
Power Management Module
All installation costs are based on all vehicles being available at the time of
the technician visit. If additional trips or revisits are needed due to bus
availability,additional fess will apply.
hardware installation and connectivity testing.On site charges,travel,and
initial costs.
One-Time Subtotal $150,162.00
Discount ($2,309.00)
Monthly Fees
Category Item Qty Price Total
Monthly Fees Support, Hosting,Backups,and Updates 1 $350.00 $350.00
Allowing CTS to host your database in the Microsoft Azure Cloud guarantees a
minimum of 99.9%uptime with multiple fail-safes, including a server architecture
that incorporates redundant instances of each server,to ensure you always have
access to your system.CTS also performs a database backup every 15 minutes,
and full-system backups hourly.
Monthly Fees Vehicle Fee 20 $22.00 $440.00
Monthly Fees License Fee 7 $20.00 $140.00
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Category Item Qty Price Total
Monthly Fees TripReminder Fee(1,000 Monthly Calls/Texts) 2 $33.00 $66.00
Monthly Fees Where's My Ride Vehicle Fee 20 $5.00 $100.00
Enhancement to the TripReminder module.Text message notification to the rider
with real-time vehicle location and the real-time estimated time of arrival.
Monthly Fees TripPortal Module Vehicle Fee 20 $20.00 $400.00
Monthly Fees TripPass Module Vehicle Fee 20 $20.00 $400.00
Monthly Fees/ Passio GO GPS/AVL Recurring Monthly 6 $73.50 $441.00
License Fees-
Recurring Per unit monthly recurring fee. Configuration updates, reporting,and data storage.
Hardware/ Passenger Counting:APC Recurring Monthly 6 $89.75 $538.50
Recurring
Hardware/ NTD: Recurring Monthly with OpsView 6 $41.92 $251.52
Recurring
Hardware/ Monthly Cellular Data-WiFi Plans Monthly 20 $60.80 $1,216.00
Recurring
Recurring fees billed monthly with 0 upfront payment(S)-
Monthly Subtotal $4,343.02
Implementation
One-Time Fees
Category Item Qty Price Total
Services/ Data Acquisition,Conversion,and Install 1 $0.00 $0.00t
Training
TripMaster will perform a database conversion of existing data from your
current files into your TripMaster database.The converted data will be
transferred confidentially, and CTS Software will ensure that appropriate high-
level security measures are taken to protect the data's integrity and accuracy.
Services Remote System Set-up 1 $750.00 $750.00t
TripMaster will conduct a series of online webinars using Zoom during the initial
system setup phases.Watch and learn from role-based documentation,help
videos,short quizzes,and follow-up meetings with your technical trainer to train
your end-users and staff.Online training is done for all projects prior to the remote
go-live or prior to the onsite training and go-live if added.
Services/ Onsite Training 5 $700.00 $3,500.00t
Training
Daily onsite, in-person representation for your technical trainer.Once onsite,
your technical trainer(s)will work directly with the licensee's project manager
and all other staff by what is known as"job shadowing".We believe in
understanding your operation and fitting the software into your world rather
than you having to fit into the software.
Services/ Onsite Travel Expenses 1 $3,000.00 $3,000.00t
Training
Flat rate for each trip requested in order to complete the onsite, in-person training.
One-Time Subtotal $7,250.00
MicroTransit
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One-Time Fees
Category Item Qty Price Total
Product TripPortal White Labeling Fee 1 $20,000.00 $20,000.00
Web-based application and mobile application customized with your company's
branding, logos,and colors.
Services Platinum MicroTransit Marketing Package 1 $35,000.00 $35,000.00
-Direct mail up to 20,000 residents in low household income bracket
Mail tracking
-Informed Delivery Email
-Google Retargeting Ads
-Social Media Ads
Social Match
•8 Turnkey social media posts for Facebook and Instagram to
promote the service
•2 Turnkey Linkedln posts to promote the service
Custom microtransit landing page you can link to from your
website.
•2 Blogs promoting mobility through microtransit
-Custom Banner built for your website
Professionally managed Google Adwords account to promote the
microtransit service and your agency in general with a $1000
starting credit.
oMonthly statistics on success and spend will be provided for
6 months but can be extended for$1500 annually.
One-Time Subtotal $55,000.00
Monthly Fees
Category Item Qty Price Total
Monthly Fees/ Map Overlay/Shapefile Management Fee 1 $50.00 $50.00
License Fees-
Recurring Import and maintain a selection of GIS and SHAPE files from third-party GIS
systems.
Monthly Fees/ TripPortal Auto Seat Vehicle Fee 20 $5.00 $100.00
License Fees-
Recurring TripPortal purchase required.
Autonamous trip acceptance/denial once a trip request has been submitted
through the TripPortal.
Monthly Fees TripPortal White Labeling Monthly Fee 1 $200.00 $200.00
Management and updates to the web-based application and mobile application
customized with your company's branding, logos,and colors.
Monthly Fees TripPay Fee 1 $250.00 $250.00
Online Credit Card Payment Processing via Stax
An additonal$0.20+3.5%per transaction fee applies
Recurring fees billed monthly with 0 upfront payment(s).
Monthly Subtotal $600.00
Summary
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t Non-taxable item One-Time Subtotal $212,412.00
This cost proposal is valid until the expiration date and is entirely confidential. Discount ($2,309.00)
Taxes and fees will apply unless proof of tax exemption is supplied. Total One-Time $210,103.00 USD
Minimum$125 monthly fee applies
Total Monthly $4,943.02 USD
1. All pricing and information provided herein is based on information provided.
2. All prices are in US dollars.
3. Cost proposal is valid for 30 days from the issued date and is completely confidential.
4. Taxes and fees will apply unless proof of tax exemption is supplied.
5. The products provided pursuant to any Purchase Order will be delivered to the Licensee.
6. Responsibility to all risk of loss to the Products,damage and need for replacement hardware will be with the Licensee.
7. The pricing provided assumes that CTS Software will provide:
• All related software
• Hosting services
• Training
• Ongoing Maintenance and Support
8.The pricing provided in this proposal assumes that the Licensee will provide:
• Space, power,a network connection and any necessary IT installation and configuration for all required computer hardware.
• A high-speed internet connection
• Computer hardware
• In-vehicle hardware
MASTER SERVICES AGREEMENT
This Master Hosted Services Agreement("Agreement'),effective as of the acceptance date of this Cost Proposal (the"Effective Date"),is entered into by
and between Orange County Public Transportation ("Customer")and Foxster Opco,LLC,("CTS Software","CTS"),a North Carolina corporation,located
at Post Office Box 57,Swansboro,North Carolina 28584.The parties agree as follows:
1. DEFINITIONS.Capitalized terms used but not defined elsewhere in this Agreement have the meanings set forth below.
1.1 "Customer Data"means data and information submitted by or for Customer into the Hosted Services.
1.2"Documentation"means the user guides,technical literature,and functional specifications for the Services,as provided and updated by CTS from
time to time.
1.3"Hosted Services"means the applicable software services to be provided by CTS to Customer over the internet through a web browser or other
CTS authorized application,as further described and set forth in an Order and this Agreement.
1.4"Order"means an order form specifying the Service(s)and/or Devices to be provided hereunder that is executed by the parties,including any
addenda and supplements thereto.
1.5"Professional Services"means any consulting,development,implementation,configuration,training,support,or other professional services that are
described in an Order. Hosted Services are not Professional Services.
1.6"Services"means the Hosted Services and Professional Services."Services"excludes Customer Data.
2. SERVICES.
2.1 Orders.toraendces.CTS will make the Services available to Customer in accordance with the terms and conditions of this Agreement and any
applicable Order. In the event of a conflict between the terms of this Agreement and the terms of an Order,the terms of this Agreement will govern to the
extent of the conflict unless the Order expressly states that it is intended to modify the conflicting terms of this Agreement,in which case the terms of the
Order will govern to the extent of the conflict.
2.2 Orders for Devices.Customer may purchase Devices(as defined in Schedule 2)pursuant to the execution of an Order between the parties.The
additional terms set forth on Schedule 2 will apply to such purchases.
2.3 Hosted Services.CTS will provide to Customer the Hosted Services specified in an Order.Customer will identify to CTS,in the manner specified by
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CTS from time to time,its employees that require access to the Hosted Services.CTS will provide standard support for the Hosted Services to Customer at
no additional charge(including new releases,upgrades,updates,patches,and bug fixes as they may,from time to time,be developed and made generally
available as part of the Services).CTS will provide the Hosted Services in accordance with the service level agreement set forth in Schedule 1.
2.4 Professional Services. If specified in an Order,CTS will provide Professional Services to Customer in accordance with the applicable Order.
For example,upgrades to the Hosted Services that are requested and made available for the benefit of the Customer will not be offered at no additional
charge. Such upgrades will be quoted by CTS upon written request from the Customer and memorialized in a signed Order for Professional Services.CTS
will own any improvements,enhancements,configurations,or other derivative works to the Hosted Services made by CTS in connection with the
Professional Services.
2.5 Service Delivery.CTS may provide the Services from any facility and may from time to time transfer any or all of the Services being provided
hereunder to any new facility(ies)or relocate the personnel,equipment and other resources used in providing those Services.
CTS may,in its sole discretion,make any changes to any Service that it deems necessary or useful to(i)maintain or enhance(a)the quality or delivery of
CTS'products or services to its customers,(b)the competitive strength of,or market for,CTS'products or services,(c)such Services'cost efficiency or
performance,or(ii)to comply with applicable law.
2.6 Protection and Use of Customer Data.CTS will maintain administrative,physical,and technical safeguards designed to protect the security,
confidentiality,and integrity of Customer Data,as described in the Documentation.Those safeguards will include measures for preventing access,use,
modification,or disclosure of Customer Data by CTS personnel except:(a)to provide the Services,prevent or address service or technical problems
,or as described herein;(b)as compelled by law in accordance with Section 6.3(Compelled Disclosure)below;or(c)as Customer expressly permits in
writing.
Customer shall protect and maintain the confidentiality of any logins,passwords or other access credential supplied by CTS for use with the Services.
Customer is liable for all authorized and unauthorized uses of such account credentials.
3.USE OF SERVICES AND
CONTENT.
3.1 Customer Responsibilities.Customer will:(a)be responsible for its and its contractors'compliance with this Agreement and for all their acts and
omissions of as if they were Customer's acts or omissions;(b)be responsible for the accuracy,quality,and legality of Customer Data and the means by
which Customer acquired Customer Data;(c)use commercially reasonable efforts to prevent unauthorized access to or use of the Services and notify CTS
promptly of any unauthorized access or use of which Customer becomes aware;(d)use Services only in accordance with this Agreement,any applicable
Order,and the Documentation;(e)comply with all laws applicable to Customer's use of the Services;and(f)promptly and fully cooperate with CTS and
make the necessary personnel and resources available to CTS for CTS to deliver the Services,as reasonably requested by CTS.
3.2 Usage Restrictions.Customer will not:(a)
use the Hosted Services outside the licensing metrics set out in the applicable Order(e.g.,per user limitations),if any;
(b) make any Service available to,or
use any Service for the benefit of,anyone other than Customer;(c)lease,license,sell,sublicense or otherwise transfer its access to or use of the Services,
or include any Service in a service bureau or outsourcing offering;(d)use or permit use of any Service in contravention of Section 3.4(Prohibited Uses);(e)
interfere with or disrupt the integrity or performance of any Service;(f)attempt to gain unauthorized access to any Service;(g)permit direct or indirect
access to or use of any Service in a way that circumvents a usage limit;(h)copy a Service or any part,feature,function,or user interface thereof;(i)copy
any Service except as permitted herein or in an Order or the Documentation;Q)frame or mirror any part of any Service;(k)access any Service in order to
build a competitive product or service;or(1)reverse engineer any Service(to the extent this restriction is permitted by law).
3.3 Technical Requirements.Customer will need certain equipment,software,and Internet access to be able to access the Hosted Services.Acquiring,
installing,maintaining and operating equipment and Internet access is solely Customer's responsibility.
Customer is responsible for ensuring that such equipment is compatible with the Services and complies with all configurations and specifications provided
by CTS,which may be amended from time to time.
CTS neither represents nor warrants that the Hosted Services will be accessible through all web browser releases or used with all operating systems.
3.4 Prohibited Uses.Customer will not and will not permit others in using the Services to:(a)defame,abuse,harass,stalk,threaten any individual or
infringe or otherwise violate the legal rights(such as rights of privacy,publicity and intellectual property)of others or CTS;(b)distribute any harmful,
inappropriate,profane,vulgar,infringing,obscene,false,fraudulent,tortuous,indecent,unlawful,or otherwise objectionable material or information
(including any unsolicited commercial communications);(c)engage in or encourage any conduct that could constitute a criminal offense or give rise to civil
liability for CTS;(d)misrepresent or in any other way falsely identify Customer's identity or affiliation,including through impersonation or altering any
technical information in communications using the Services;(e)transmit or upload any material through the Services that contains viruses,trojan horses,
worms,time bombs,cancelbots,or any other programs with the intent or effect of damaging,destroying,disrupting or otherwise impairing CTS',or any other
person's or entity's,network,computer system,or other equipment;(f)interfere with or disrupt the Services,networks or servers connected to the CTS
systems or violate the regulations,policies or procedures of such networks or servers,including unlawful or unauthorized altering any of the information
submitted through the Services;(g)attempt to gain unauthorized access to the Services,other CTS customers'computer systems or networks using the
Services through any means;or(h)interfere with another person's use of the Services.CTS has no obligation to monitor Customer's use of the Services.
However,CTS reserves the right(but has no obligation)at all times to monitor,review,retain and disclose any information as necessary to satisfy or
cooperate with any applicable law,regulation,legal process or governmental request.
3.5 Removal of Content. If CTS is required by any third-party rights holder to remove any content or information,or receives information that any content
or information provided to Customer may violate applicable law or third-party rights,CTS may remove such content or information and/or notify Customer
that it must discontinue all use of such content or information,and to the extent not prohibited by law,Customer will do so and promptly remove such
content or information from its systems.
4. PROPRIETARY RIGHTS AND LICENSES.
4.1 Reservation.CTS and its licensors reserve all of their rights,title,and interest in and to the Hosted Services and the Documentation,including all
updated,upgrades,or derivative works from the foregoing,and all intellectual property rights therein.No rights are granted to Customer hereunder other
than as expressly set forth in this Agreement.
4.2 Access to Hosted Services.Subject to Customer's compliance with this Agreement and any Orders,CTS grants to Customer a non-exclusive
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personal,non-transferable,limited license for its employees to access and use the Hosted Services and Documentation solely for Customer's internal
business purposes.
4.3 Customer Data.As between CTS and Customer,Customer owns the Customer Data.Customer grants to CTS and its subcontractors a non-
exclusive license to copy,reproduce,store,distribute,publish,export,adapt,edit,translate,and otherwise use,disclose and process Customer Data for
any lawful purpose,including but not limited to as reasonably necessary or useful to perform and improve the Services and for the exercise of CTS'rights
under this Agreement and for scenarios including but not limited to data sharing to brokers and clearinghouses on behalf of the Customer.Customer
warrants to CTS that Customer has the right to grant the foregoing license and provide Customer Data to CTS in accordance with this Agreement.CTS may
anonymize and de-identify Customer Data so that it does not identify Customer or any individual,and cannot be used to identify Customer or any individual,
for analytical and benchmarking purposes,for the development of new products and services,and to improve CTS'products and services.
5. FEES AND PAYMENT TERMS
5.1 Services Fees.For the Services provided under this Agreement,Customer will pay CTS the fees in the amounts set forth in the applicable Order.
Unless otherwise set forth in the applicable Order,applicable fees will be invoiced to Customer monthly in advance.Fees are non-cancelable and non-
refundable.Unless otherwise agreed in an Order,Customer will pay all invoices net thirty(30)days from the date of the CTS invoice.All fees paid and
expenses reimbursed under this Agreement will be in United States currency. All standard fees will automatically increase by 3%per year after the one-
year anniversary of the Effective Date of the Initial Term.
5.2 Late Fees. If any invoiced amount is not received by CTS by the due date,then,without limiting CTS'rights or remedies,those amounts will accrue
interest at a rate of 1.5%per month or the maximum allowed under state law(whichever is lower).CTS,at its option,may suspend the Services,in whole or
in part,if CTS does not receive all undisputed amounts due and owing under this Agreement within thirty(30)days after delivery of notice to Customer of
the failure to pay such overdue balances.
CTS shall be entitled to an award of its reasonable attorney's fees and collection costs in connection with Customer's breach of its payment
obligations.
5.3 Taxes.CTS Software's invoices for fees will include any taxes,levies,duties or similar governmental assessments of any nature,including,for
example,value-added,sales,use or withholding taxes,assessable by any jurisdiction(collectively,"Taxes')unless official proof of tax-exempt status is
provided.
5.4 No Offset.Fees and expenses due from Customer under this Agreement may not be withheld or offset by Customer against other amounts for any
reason.
6. NON-DISCLOSURE AND
CONFIDENTIALITY
6.1 Definition of Confidential Information."Confidential Information"means information disclosed by a party to the other party that is designated as
confidential or that reasonably should be considered confidential given the nature of the information and the circumstances of disclosure.Confidential
Information of Customer includes Customer Data;Confidential Information of CTS includes the Services and Documentation;as well as information
pertaining to business operations and strategies,and information pertaining to customers,pricing,and marketing;"Disclosing Party"refers to the party
disclosing Confidential Information hereunder,whether such disclosure is directly from Disclosing Party or through Disclosing Party's employees or agents;
and"Recipient"refers to the party receiving any Confidential Information hereunder,whether such disclosure is received directly or through Recipient's
employees or agents.Confidential Information does not include information that:(a)is already known to the Recipient without restriction on use or
disclosure prior to receipt of such information from the Disclosing Party;(b)is or becomes generally known by the public other than by breach of this
Agreement by,or other wrongful act of,the Recipient;(c)is developed by the Recipient independently of,and without reference to,any Confidential
Information of the Disclosing Party;or(d)is received by the Recipient from a third party who is not under any obligation to the Disclosing Party to maintain
the confidentiality of such information.
6.2 Requirement of Confidentiality.The Recipient agrees that it will use the same degree of care it uses to protect the confidentiality of its own
confidential information of like kind(but not less than reasonable care)to:(a)not disclose or otherwise make available Confidential Information of the
Disclosing Party to any third party without the prior written consent of the Disclosing Party,provided that the Recipient may disclose the Confidential
Information of the Disclosing Party to its,and its affiliates',officers,employees,consultants and legal advisors who have a"need to know,"who have been
apprised of this restriction and who are themselves bound by nondisclosure obligations at least as restrictive as those set forth in this Section 6;and(b)use
the Confidential Information of the Disclosing Party only for the purposes of performing its obligations or as otherwise authorized under this Agreement.The
Recipient will promptly notify the Disclosing Party in the event it becomes aware of any loss or disclosure of any of the Confidential Information of Disclosing
Party.The obligations in this Section 6 will survive termination and continue for so long as the applicable information constitutes Confidential Information.
6.3 Compelled Disclosure.The Recipient may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so,provided
the Recipient gives the Disclosing Party prior notice of the compelled disclosure(to the extent legally permitted)and reasonable assistance,at the
Disclosing Party's cost,if the Disclosing Party wishes to contest the disclosure.If the Recipient is compelled by law to disclose the Disclosing Party's
Confidential Information as part of a civil proceeding to which the Disclosing Party is a party,and the Disclosing Party is not contesting the disclosure,the
Disclosing Party will reimburse the Recipient for its reasonable cost of compiling and providing secure access to that Confidential Information.
6.4 Feedback.Any feedback,comments,suggestions or proposed modifications to the Services provided by Customer to CTS may be freely used by
CTS without limitation,notice,or duty of accounting.
7. THIRD PARTY SERVICES.
7.1 Integration with Third Party Services. The Hosted Services may contain features designed to interoperate with products,applications,or services not
provided by CTS(collectively,each a"Third Party Service").To use such features,Customer may be required to obtain access to such Third Party Service
from its provider,and may be required to grant CTS access to Customer's account(s)on such Third Party Service.Customer shall provide,and shall cause
the provider of the Third Party Service to provide,CTS with any reasonably requested information and materials needed to integrate the Third Party Service
with the Services.
7.2 Permissions;Disclaimer. CTS does not warrant or support Third Party Service or other third-party products or services.If Customer chooses to use
a Third Party Service with the Services,Customer grants CTS permission to allow the Third Party Service and its provider to access any data(including,
without limitation,data that may constitute Confidential Information)provided to CTS in connection with the Services as required for the interoperation of
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that Third Party Service with the Services.CTS is not responsible for any disclosure,modification or deletion of such data resulting from access by any
Third Party Service or its provider.Any acquisition by Customer of a Third Party Service,and any exchange of data between Customer and any Third Party
Service or its provider,is solely between Customer and the applicable third-party provider. Further,CTS cannot guarantee the continued availability of any
Service features that interoperate with Third Party Service,and may cease providing them without being in breach of this Agreement or entitling Customer
to any refund,credit,or other compensation,if for example and without limitation,the provider of a Third Party Service ceases to make the Third Party
Service available for interoperation with the corresponding Service features in a manner acceptable to CTS.
8. REPRESENTATIONS,WARRANTIES,AND DISCLAIMERS.
8.1 Mutual Representations.Each party represents and warrants that it has the legal power and authority to enter into this Agreement.
8.2 Services Warranties.CTS represents and warrants that it will provide the Professional Services in a manner consistent with general industry
standards reasonably applicable to the provision thereof and that the Hosted Services will conform substantially in accordance with the Documentation
under normal use and circumstances.Customer's sole remedy for breach of a warranty in this Section shall be to have CTS use commercially reasonable
efforts to promptly correct,replace or provide a work around for such breach,at no charge to Customer.
8.3 Customer Warranties.Customer represents and warrants that(a)Customer will use,and will ensure that all users use,each Service in full
compliance with this Agreement,CTS'end-user terms of use and all applicable laws and regulations;(b)Customer owns or has a license to use and has
obtained all consents and approvals necessary for the provision and use of all of the Customer Data that is placed on,transmitted via or recorded by any
Service;(c)the provision and use of Customer Data as contemplated by this Agreement and any Service do not and shall not violate any Customer's
privacy policy,terms-of-use or other agreement to which Customer is a party or any law or regulation to which Customer is subject to;and(d)no Customer
Data will includte social security numbers or other government-issued identification numbers,financial account numbers,credit card or debit card numbers,
credit report information or other personal financial information,health or medical information or other information that is subject to international,federal,
state,or local laws or ordinances now or hereafter enacted regarding data protection or privacy,including,but not limited to,the Health Insurance Portability
and Accountability Act,the Health Information Technology for Economic and Clinical Health Act,the Fair Credit Reporting Act,the Children's Online Privacy
Protection Act and the Gramm-Leach-Bliley Act.
8.4 Disclaimer-
(a)
isclaimer(a)OTHER THAN AS EXPRESSLY SET FORTH IN THIS SECTION 8,CTS SOFTWARE DISCLAIMS ALL WARRANTIES,CONDITIONS,OR
REPRESENTATIONS TO CUSTOMER REGARDING THIS AGREEMENT AND THE SERVICES,WHETHER ORAL OR WRITTEN,EXPRESS, IMPLIED,
OR STATUTORY.WITHOUT LIMITING THE FOREGOING,ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY,THE IMPLIED
WARRANTY AGAINST INFRINGEMENT,THE IMPLIED WARRANTY OR CONDITION OF FITNESS FOR A PARTICULAR PURPOSE,AND THOSE
ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE ARE EXPRESSLY EXCLUDED AND DISCLAIMED BY CTS SOFTWARE. NO
WARRANTY IS MADE THAT USE OF THE SERVICES WILL BE ERROR FREE OR UNINTERRUPTED,THAT ANY ERRORS OR DEFECTS IN THE
SERVICES WILL BE CORRECTED,OR THAT THE SERVICES FUNCTIONALITY WILL MEET CUSTOMER'S REQUIREMENTS.CTS SOFTWARE
DISCLAIMS ALL LIABILITY AND INDEMNIFICATION OBLIGATIONS FOR ANY HARM OR DAMAGES CAUSED BY ANY THIRD-PARTY HOSTING CTS
SOFTWARE.
(b)Customer acknowledges and agrees that(i)it is solely responsible for providing and ensuring the proper training of its drivers,owners or operators in
the operation of the motor vehicle or motor vehicles(i.e.any automotive machinery utilized for the transport of persons or goods),(ii)CTS shall not be liable
to Customer or any other entity or individual for any claim or action including costs arising out of the use or misuse of any motor vehicle operated by or on
behalf of the Customer or any such entity or individual in connection with this Agreement, including any personal injury or property damage claim or action,
and(iii)Customer shall include this paragraph,or the substance thereof,in any agreements between Customer and any third party involving the Hosted
Services or other CTS property.
9.LIMITATION OF LIABILITY.
9.1 ExcLuabn oLQamaaes.EXCEPT AS OTHERWISE PROVIDED IN SECTION 9.3, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER
OR TO ANY THIRD PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY,SPECIAL OR PUNITIVE DAMAGES, INCLUDING
LOSS OF USE,REVENUE,PROFIT,OR DATA,WHETHER ARISING OUT OF BREACH OF CONTRACT,TORT(INCLUDING NEGLIGENCE)OR
OTHERWISE,REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES.
9.2 Liability Cao.EXCEPT AS OTHERWISE PROVIDED IN SECTION 9.3, IN NO EVENT WILL EITHER PARTY'S LIABILITY ARISING OUT OF OR
RELATED TO THIS AGREEMENT,WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT,TORT(INCLUDING NEGLIGENCE)OR
OTHERWISE,EXCEED THE AGGREGATE AMOUNTS PAID TO CTS SOFTWARE PURSUANT TO THIS AGREEMENT DURING THE TWELVE(12)
MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9.3 Exc to in ons.The exclusions and limitations in Section 9.1 and Section 9.2 will not apply to:(a)damages or other liabilities arising out of or relating to
a party's failure to comply with its obligations under Section 6(Non-Disclosure and Confidentiality);or(b)a party's obligations under Section 10
(Indemnification)or(c) provisions of this section do not apply to improper disclosure of client data or data breaches.
10. RESERVED.
11. TERM AND TERMINATION.
11.1
Term .This Agreement will commence on the Effective Date and will continue until the time which the last active Order has terminated or expired.
The term of each Order will be specified in the applicable Order.
(a)Termination.Without prejudice to any other remedies and in addition to any other termination rights herein,this Agreement may be terminated by
either party if the other party commits a material breach of this Agreement and such breach remains uncured 30 days after written notice of such breach is
delivered to such other party,with a material breach including Customer's failure to pay,when due,any fees due to CTS
11.2 Effect of Termination or Expiration.Upon termination of this Agreement for any reason:(a)all Orders hereunder will terminate,and all rights and
licenses granted by CTS hereunder to Customer will immediately cease;and(b)Customer will immediately cease use of any Services and,within thirty(30)
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days after termination or expiration of this Agreement,return to CTS or,at CTS'written request destroy,all CTS Confidential Information in Customer's
possession or control.The following sections of this Agreement will survive its termination or expiration:Section 1 (Definitions);Section 3.5(Removal of
Content);Section 4.1 (Reservation);Section 4.3(Customer Data);Section 5(Fees and Payment Terms);Section 6(Non-Disclosure and Confidentiality);
Section 8.3(Disclaimer);Section 9(Limitation of Liability);Section 11.2(Effect of Termination);Section 11.3(Portability and Deletion);and Section 12
(General).
11.3 Portability and Deletion.If Customer requests in writing within 30 days after the effective date of termination or expiration of this Agreement:(a)
CTS will make Customer Data available to Customer for export or download and(b)CTS will return to Customer all Customer Confidential Information other
than Customer Data in CTS'possession or control.After that 30-day period,CTS will have no obligation to maintain or provide any Customer Confidential
Information,and will thereafter delete or destroy all copies of Customer Confidential Information in its systems or otherwise in its possession or control,
unless legally prohibited.
12. GENERAL.
12.1 Governing Law.This Agreement will be governed by and construed in accordance with the internal laws of the State of North Carolina without
giving effect to any choice or conflict of law provision or rule.The United Nations Convention on Contracts for the International Sale of Goods shall not apply
in any respect to this Agreement or the parties. In the event any litigation or other action to enforce the terms and conditions hereof is commenced by either
party to enforce this Agreement,such litigation or action will be filed and litigated only in a court of competent jurisdiction located in the State of North
Carolina.Each party waives any and all rights to have this action brought in any place other than the State of North Carolina.
12.2 Delay in Performance.If CTS'performance of its obligations under this Agreement is prevented or delayed by any act or omission of Customer or
its agents,subcontractors,consultants or employees,CTS shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any
costs,charges or losses sustained or incurred by Customer,in each case,to the extent arising directly or indirectly from such prevention or delay,and CTS'
obligation to perform will be extended by the same number of days as Customer's contingent action is delayed.
12.3 Conflicting Terms in Customer Purchase Orders.Notwithstanding the content of any Customer purchase order or any other document or record
generated by Customer(other than an executed Order),whether in writing or electronic,relating to the subject matter of this Agreement,the terms of this
Agreement will govern and any conflicting,inconsistent,or additional terms contained in such documents will be null and void.
12.4 Notice.All communications required or otherwise provided under this Agreement will be in writing and will be deemed given when delivered(a)by
hand,(b)by registered or certified mail,postage prepaid,return receipt requested;or(c)by a nationally recognized overnight courier service;to the address
set forth for the applicable party on the first page of this Agreement,as may be amended by the party by written notice to the other party in accordance with
this Section 12.4.
12.5 Assignment.Neither party may assign,transfer or delegate any or all of its rights or obligations under this Agreement without the prior written
consent of the other party,which consent will not be unreasonably withheld or delayed;provided that upon prior written notice to the other party,either party
may assign this Agreement,in whole,to a successor of all or substantially all of the assets of that party through merger,reorganization,consolidation or
acquisition.If a party makes any attempted assignment,transfer or other conveyance in violation of the foregoing,the attempted assignment,transfer,or
other conveyance will be null and void.
12.6 Interpretation.For purposes of this Agreement,(a)the words"include,""includes"and"including"will be deemed to be followed by the words
"without limitation";(b)the word"or"is not exclusive;and(c)the words"herein,""hereof,""hereby,""hereto"and"hereunder'refer to this Agreement as a
whole.Should any provision of this Agreement require judicial interpretation,the parties agree that the court interpreting or construing the same may not
apply a presumption that the terms of this Agreement will be more strictly construed against one party than against another.
12.7 Severability.In case any one or more of the provisions of this Agreement is held by a court of competent jurisdiction to be invalid,illegal or
unenforceable in any respect,the validity,legality and enforceability of the remaining provisions contained herein will not in any way be affected or impaired
thereby.
12.8 Entire Agreement.This Agreement,including the schedules and exhibits hereto and Orders entered hereunder,constitutes the entire agreement
between the parties concerning the subject matter hereof and supersedes all written or oral prior agreements or understandings with respect thereto.
12.9
P ublicity.Customer agrees to serve as a customer reference for CTS. Additionally,Customer shall permit CTS to feature Customer in a press
release upon execution of this Agreement and shall permit CTS to feature Customer in marketing materials following the implementation of the Hosted
Services. CTS and Customer agree to collaborate on public announcements and marketing materials,and shall refrain from issuance or distribution of
marketing materials without first obtaining the prior written consent of the other party,which shall not be unreasonably withheld.
12.10 Amendment;Waiver.This Agreement may only be amended,modified or supplemented by an agreement in writing signed by each party hereto.
No waiver by any party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the party so waiving.
12.11 Expo .Customer shall not itself,or permit any third party,to,export,re-export or release,directly or indirectly,the Services to any country,
jurisdiction or individual person to which the export,re-export or release of the Service(a)is prohibited by applicable law and associated regulations or(b)
without first completing all required undertakings,including obtaining any necessary export license or other governmental approval.
Customer indemnify and hold CTS harmless from any breach of this
section.
12.12 Force Majeure.Neither party will be liable for delay or failure in performing any of its obligations(other than payment obligations)hereunder due to
causes beyond its reasonable control,including an act of God,war,natural disaster,governmental regulations or orders,epidemics or pandemics,
terrorism,communication or utility failures or casualties or the failures or acts of third parties.
12.13 Equitable Relief.Each party acknowledges that a breach by a party of Section 3.2(Usage Restrictions)or Section 6(Non-Disclosure and
Confidentiality)may cause the non-breaching party irreparable damages,for which an award of damages would not be adequate compensation and agrees
that,in the event of such breach or threatened breach,the non-breaching party will be entitled to seek equitable relief,including a restraining order,
injunctive relief,specific performance and any other relief that may be available from any court,in addition to any other remedy to which the non-breaching
party may be entitled at law or in equity.Such remedies will not be deemed to be exclusive but will be in addition to all other remedies available at law or in
equity,subject to any express exclusions or limitations in this Agreement to the contrary.
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12.14 No Third-Party Beneficiaries.This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns
and,except as expressly set forth in Section 10(Indemnification),nothing herein,express or implied,is intended to or will confer upon any other person or
entity any legal or equitable right,benefit or remedy of any nature whatsoever,under or by reason of this Agreement.
12.15Relationshi op f Parties.Nothing in this Agreement will constitute or be deemed to constitute a partnership between the parties hereto or constitute
or be deemed to constitute one party as agent of the other,for any purpose whatsoever,and neither party will have the authority or power to bind the other,
or to contract in the name of or create a liability against the other,in any way or for any purpose.
12.16 Counterparts.This Agreement may be executed in counterparts,each of which will be deemed an original,but all of which together will be
deemed to be one and the same agreement.A signed copy of this Agreement delivered by facsimile,e-mail or other means of electronic transmission will
be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
WITH THE INTENT TO BE BOUND,the parties have executed this Agreement as of the Effective Date.
Foxster Opco,LLC dba CTS Software
Signature•
Printed Name: Adam Fox
Title: CEO
Schedule 1
Service Level Agreement
Service Levels.Subject to the terms and conditions of this Agreement,CTS will use commercially reasonable efforts to make the Hosted Services
Available(as defined below)at least ninety-nine percent(99.0%)of the time as measured over the course of each calendar month during the Term(each
such calendar month,a"Service Period"),excluding unavailability as a result of any of the Exceptions described below in this Section 0(the"Availability
Requirement")."Service Level Failure"means a material failure of the Hosted Services to meet the Availability Requirement."Available"and
"Availability"mean the Hosted Services are available for access and use by Customer. For purposes of calculating the Availability Requirement,the
following are"Exceptions"to the Availability Requirement,and neither will the Hosted Services be considered un-Available nor any Service Level Failure
be deemed to occur in connection with any failure to meet the Availability Requirement or impaired ability of Customer to access or use the Hosted Services
that is due,in whole or in part,to any:(a)access to or use of the Hosted Services by Customer,or using Customer's access credentials,that does not
strictly comply with this Agreement;(b)Customer's delay in performing,or failure to perform,any of its obligations under this Agreement; (c)Customer's
Internet connectivity;(d)force majeure event;(e)failure,interruption,outage or other problem with any software,hardware,system,network,facility or other
matter not supplied by CTS pursuant to this Agreement;(f)scheduled downtime for routine maintenance of which CTS has provided Customer at least 72
hours'prior notice via email or though the Hosted Services;or(g)disabling,suspension or termination of the Services pursuant to the Agreement.
Schedule 2
TripView Terms and Conditions
This schedule(this"Schedule")forms part of the Agreement executed between Foxster Opco,LLC,d/b/a CTS Software("CTS Software","CTS","we",
"our",or"us")and Orange County Public Transportation("Customer","you",or"your"),and governs any purchases of Devices made pursuant to an Order
issued under the Agreement.This Schedule only applies if the Customer purchases TripView,as indicated in the Order or is subsequently purchased via an
Amendment to this Agreement. All capitalized terms not defined herein shall have the meaning provided in such Agreement.To the extent of any conflict
between this Schedule and the rest of the Agreement,this Schedule shall control.
1. DEFINITIONS.
1.1 "Device"means the hardware(and associated firmware)that works with the Services and shipped and installed by us and any Updates to that
firmware.
1.2"Documentation"means our then current electronic or printed content describing the functions,features,specifications or certifications of the
applicable software or product made available by us.Documentation excludes all proposals,demonstrations and marketing,sales and training materials.
1.3"Support"means our then current standard support services made generally available to users of the Devices.
1.4"Updates"means maintenance releases,error corrections,additions,changes,modifications,extensions,new versions and new release of software
or firmware,excluding new products,services,features or functionalities we elect to sell separately.
2. DEVICES.
2.1 Use.During the Order Term subject to commercial availability and your timely payment and full compliance with the terms of the Agreement,we will
deliver to you Devices that can be used with the Services for your own business purposes in accordance with the Documentation.
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2.2 Device Term.You are financially obligated to pay for at least 45 months from the effective date of our acceptance of your order for such Devices,
whether pursuant to an Order or otherwise(the"Device Term").If the Order Term expires prior to the end of a Device Term,the Order Term will be
automatically extended until the expiration of the last Device Term.
2.3 Additional Orden. We will provide to you the Devices pursuant to this Schedule and the terms of the applicable Order. You may order additional
Devices by providing us with a written request or purchase order,so long as such Device is commercially available.All additional purchase orders must be
in writing and accepted by us.Once accepted by us,additional purchase orders will become part of and are incorporated into your original Order for
Devices and are subject to the terms and conditions set forth herein and the Agreement.
2.4 Wireless Netw-4[k or_S.atellite ChangesTE u pmt=nl Updates. Over time,wireless network or satellite provider requirements may change and Devices
may need to be upgraded to accommodate such changed requirements.You may be responsible for costs related to any such Device updates,if
applicable. For any Device that is not upgraded,we cannot provide assurance that the Service will continue to be available. We will notify you in writing as
soon as reasonably practicable after receiving notice from the wireless network or satellite provider that updates will be required. Our solutions include
cellular connectivity.
2.5 Reasonable. Our ability to provide the Services is conditioned on your Reasonable Use of the Devices. "Reasonable Use"means:i)unlimited
use for standard telematics,GPS and location data,and engine and accelerometer events;and ii)for any other purpose,use of the Service(a)at a level
not to substantially exceed the average usage of all customers of the Service as determined on an hourly,daily or monthly basis and(b)that in CTS'
reasonable discretion does not degrade the Service or impact our other customer's ability to access and utilize the Service. The Service is not intended to
be,and shall not be,used with equipment,systems,or non-CTS approved applications that drive continuous heavy traffic or data sessions. We reserve the
right to throttle down or otherwise limit the transfer of data by any Device if usage by a Device restricts,inhibits,disrupts,degrades or impedes our ability to
deliver and monitor the Service,backbone,network nodes,and/or other network services provided,however,we shall notify you in advance of such action
and the parties shall work together in good faith to resolve the issue prior to CTS taking any such action. Notwithstanding the foregoing,we reserve the right
to take unilateral action and immediately throttle down or otherwise take any and all actions,including termination or suspension of the offending Device,
limiting throughput or amount of data transferred by you,or requiring you to pay additional fees,if CTS reasonably believes interference or material
impairment to CTS'network is imminent and immediate action is necessary,until such issue is resolved.
2.6 LQst_D-evicc-es. During the Order Term,you will be responsible for the total replacement cost if a Device is lost. You will also be responsible for
shipping,installation and device costs in the event a replacement is needed.
2.7 Updates.We will,when reasonably practical,cause Updates to automatically install over the air to the Device firmware.
3. FEES.The fees set forth in an Order will be invoiced directly by us as set forth in the Agreement(unless you arrange to pay the fees by credit card).
4. WARRANTIES. During the Order Term,we warrant that our Support will allow the Devices that we install to operate as substantially described in the
applicable Documentation("Good Working Order")provided that the Device has been Updated(if applicable,in accordance with Section 2.8 above)and
has not been subject to misapplication,misuse,modification,improper use with other software,damage,or negligence. Repair or replacement is your sole
and exclusive remedy for this warranty.Removal and return of the Device that is not in Good Working Order will be at your expense and risk of loss. The
failed Device must be received by us within 45 days of issuance of a return materials authorization("RMA")number or you may be invoiced the Non-
returned Fee as set forth in Section 5.1 below. Following issuance of the RMA number,we will advance replace the failed Device by shipping to you,at our
expense,a replacement Device,which may be refurbished.We do not warrant or support any third party owned products provided to you under an Order
(you must contact and pay that third party owner directly for any available support).
5. EARLY TERMINATION.
5.1 Fees; .The Devices will remain our property until the natural expiration of its applicable Device Term and subject to payment of all fees for its use.
Notwithstanding any other provision of the Agreement, if any Device Term is terminated early for any reason(including but not limited to any termination of
the Agreement or an Order),you are responsible for and shall pay(a)with respect to each Device Term terminated early,the monthly fees payable to us for
the Device multiplied by the number of months remaining in the Device Term for such Device and(b)all costs associated with the de-installation and return
shipping of such Devices(collectively,the"Early Termination Fee").Early Termination Fees are liquidated damages,are not a penalty but a reasonable
estimation of our damages in the event of an early termination and are a part of our rates.
5.2 Survival.The rights and obligations under Sections 1,2,3,5,6,and 7 survive any expiration or termination of this Agreement.
6. LIMITATIONS OF LIABILITY. Our entire liability and your sole and exclusive remedies for any damages whether in contract,tort or otherwise arising
from this Schedule are:(i)for breach of warranty for the Devices,the repair and replacement remedies in Section 5;and(ii)for claims other than in
subsection(i),the direct damages proven in an amount not to exceed the amount paid by you for the Devices in the 30 day period immediately preceding
the date on which the claim arose.We have no liability for any Device that was not installed by us.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOU HAVE NO CONTRACTUAL RELATIONSHIP WHATSOEVER WITH ANY UNDERLYING
WIRELESS SERVICE PROVIDER OR ITS AFFILIATES OR CONTRACTORS AND THAT YOU ARE NOT A THIRD PARTY BENEFICIARY OF ANY
AGREEMENT BETWEEN US AND THE UNDERLYING WIRELESS CARRIER. IN ADDITION,YOU ACKNOWLEDGE AND AGREE THAT THE
UNDERLYING WIRELESS CARRIER AND ITS AFFILIATES AND CONTACTORS SHALL HAVE NO LEGAL,EQUITABLE,OR OTHER LIABILITY OF
ANY KIND TO YOU AND YOU HEREBY WAIVE ANY AND ALL CLAIMS OR DEMANDS THEREFOR.
7. NO RIGHT TO DISTRIBUTE,RESELL,OR REMARKET. You have no right under this Schedule and agree not to act as a distributor,reseller,or
remarketer of the Devices without our prior written consent.We and our licensors retain all right,title and interest in and to the Devices,and other services
provided under this Schedule,including but not limited to all copyright,patent,trade secret and other intellectual or proprietary rights.You may not remove
any copyright notices or any confidential or proprietary legends.
ORDER
GENERAL INFORMATION.
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Order Term: Immediately from Effective Date,continuing for 1 (one)year(s)and auto-renewing for additional 1 (one)year periods unless a party notifies the
other in writing of its intent to non-renew at least 30 days prior to the next Order Term.
This Order(the"Order")is made and entered into as of the Cost Proposal acceptance date known as the"Effective Date"by and between Foxster Opco,
LLC,dba CTS Software("CTS Software","CTS","Licensor","we","our",or"us")and Orange County Public Transportation("Customer","Licensee",
"you",or"your").This Order is governed by the terms and conditions of the Master Services Agreement(the"Master Contract")executed between the
parties and all capitalized terms not defined herein shall have the meaning provided in such Master Contract.
1. MAINTENANCE AND SUPPORT FEES:
1.1 The Licensee's chosen software,services,monthly fees,annual fees and upfront fees if applicable are identified in the Cost Proposal.
1.2 Beginning on the Effective Date,Licensor will submit the monthly invoice via email on the first day of each month,and such fees must be paid by the
thirtieth(30th)day of the month in order to prevent suspension of service for the following month.
(a) Payments not received by the due date will be subject to late fees and suspension of system access.
1.3 Under terms of the Agreement,the Licensor will charge Licensee an additional fee per vehicle per month if the number of vehicles exceeds that
noted on the Cost Proposal if applicable.
1.4 Under terms of the Agreement,the Licensor will charge Licensee an additional price per License/User ID per month if the number of licenses
exceeds that noted on the Cost Proposal if applicable.
1.5 Full pricing and other details for any fees described in this Order are set forth in the Cost Proposal
1.6 Pricing is valid for 30 days post the Effective Date of this Order and will be reevaluated at the time of contract renewal.
1.7 All applicable sales and use tax will be applied in addition to the fees listed on the Cost Proposal unless official proof of tax exemption is supplied.
2. IMPLEMENTATION:
2.1 Licensor shall provide online setup and support services to Licensee unless onsite training has been selected and noted on the Cost Proposal.Up to
five(5),one(1)hour,remote training sessions are included in the System Set-Up fee shown on the Cost Proposal. This fee is nonrefundable. Online
training and support services will be provided remotely,as determined by Licensor in its sole and exclusive discretion.Charges for such services shall be
billed at the rate and quantity defined on the Cost Proposal.
2.2 Onsite training is also available and charges for such services shall be billed separately at the rates shown on the Cost Proposal.
2.3 Retraining of Licensee's employees shall be charged at Licensor's rate of$150 per hour with a one-hour minimum and will include reimbursement by
Licensee of any and all expenses incurred by Licensor in connection therewith.Such charges shall be charged and billed separately and are in addition to
all other charged fees.
3. ADDRESS FOR NOTICES:
For Foxster Opco,LLC dba CTS Software("Licensor"):
Foxster Opco,LLC dba CTS Software
Post Office Box 57
Swansboro,North Carolina 28584
Attn:Adam Fox, President
(910)290-6300
Licensor has the right to change the address for notifications by notifying Licensee in accordance with the notice provisions of the Agreement.
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Year-To-Date Budget Summary
Fiscal Year 2025-26
Fund Budget Summary County
Capital
Original Budget Revenue $36,635,068
Interfund Transfer Revenue $1,400,000
Fund Balance Appropiation $0
Total Original Budget $38,035,068
Additional Revenue Received Through
Budget Amendment #5-A (December 9th)
Grant Funds $1,202,368
Non Grant Funds -$4,500
Additional Interfund Transfer Revenue $290,954
Additional Fund Balance Appropriation
Total Amended Budget $39,523,890
Dollar Change in 2025-26 Approved Budget $1,488,822
Change in 2025-26 Approved Budget 3.91%