HomeMy WebLinkAboutResolutions - 2001.05.10 - 26520MISCELLANEOUS RESOLUTION 0)1122 May 10, 2001
BY: General Government Committee, William R. Patterson, Chairperson
IN RE: DEPARTMENT OF INFORMATION TECHNOLOGY - FILE-ON-Q BARCODE
SOFTWARE UPGRADE CONTRACT APPROVAL
To the Oakland County Board of Commissioners
Chairperson, Ladies and Gentlemen:
WHEREAS the Department of Information Technology, in conjunction
with the Probate Court and Clerk Register of Deeds initiative to
upgrade the existing Automated Records Management Software Systems
utilized in both departments, and involves the acquisition of custom
tailored software to serve their specific needs; and
WHEREAS the software upgrade contract includes software upgrade
of the File-On-Q Records Management System; purchase of barcode wand
hardware; systems installation; and training, maintenance and support
services; and
WHEREAS this File-On-Q is designed according to the latest
standards in software architecture for building custom solutions of
high quality and cost effectiveness; and
WHEREAS this resolution authorizes entering into a contract with
vendor VanLoozen Systems, Inc.; and
WHEREAS this product has already gone through a technical review
at Information Technology and approves of this acquisition with the
Department of Information Technology installing and connecting the
client/server application systems; and
WHEREAS vendor VanLoozen Systems, Inc. was chosen as sole source
vendor from whom the original purchase of the ACCESS database product
called ImageTrax, was purchased five years ago; and
WHEREAS the appropriation to fund this acquisition will be funded
by transfer of funds from the Non-departmental, Office Automation
object and charged to the Information Technology fund Software Lease
object.
NOW THEREFORE BE IT RESOLVED that the Oakland County Board of
Commissioners approves the contracted service expenditure for software
upgrade and sole source procurement in an amount not to exceed
$32,609.25.
Chairperson, on behalf of the General Government Committee, I
move the adoption of the foregoing resolution.
GENERAL GOVERNMENT COMMITTEE
GENERAL GOVERNMENT COMMITTEE
Motion carried unanimously on a roll call vote with Webster absent.
File
wwvv.fileonq.com
Defining the Future of Records and Information Management
SOFTWARE SUPPORT CONTRACT
For the FileOnQ family of software products
1 DEFINITIONS
(a) "Acceptance" occurs when the Licensed Products have met or are deemed to have met the
Specifications in the manner set forth in Clause 2.1;
(b) "Agreement" means these Terms and Conditions and all FileOnQO License and Delivery
Orders detailed in Schedule A of the Software License relating to Licensed Products;
(c) "License" or "Licenses" means the License or Licenses to use the Licensed Products granted in
the Software License Agreement;
(d) "Licensed Products" means the FileOnQO software and related documentation within the
Software Version as specified in a FileOnQO License and Delivery Order, the use of which is
licensed to the Customer pursuant thereto;
(e) "FileOnQO User's Guide" means the user's guide for the Licensed Products delivered with the
Licensed Products;
(f) "Specifications" means the operation of the Licensed Product in conformity with the applicable
FileOnQ® User's Guide.
(g) "Modules" means independently licensed features of the Licensed Product that may be
purchased in addition to the server license.
2 ACCEPTANCE
2.1 Upon installation of the initial Licensed Products, Customer shall commence Acceptance testing
which shall continue for a period not to exceed thirty (30) days. Upon the expiration of such
thirty (30) day period, the software will be considered to have met the Specifications and have
therefore met Acceptance unless the Customer has delivered to FileOnQ or its agent a written
description of any specific failure (defect) of the Licensed Products to meet the Specifications.
If the Customer does not notify FileOnQ or its agent of any defect within the said same period,
the Licensed Products shall be deemed to have met Acceptance. If the Customer delivers notice
of a defect, upon receipt of written description thereof, FileOnQ shall determine whether any
such claimed defect constitutes a failure to meet Specifications and, if so, shall proceed
immediately to remedy the same, and will notify the Customer when the remedy has been
effected, whereupon Acceptance testing will again be run. Should FileOnQ fail to notify the
Customer that the remedy has been effected within sixty (60) days of the receipt of the written
description of the defect, the Customer shall have the right to deem that the Licensed Products
have failed to meet Acceptance. Unless otherwise agreed, if the Licensed Products fail to meet
the Acceptance on three (3) consecutive occasions within the 30 day acceptance period or are
deemed to have failed Acceptance, Customer shall have the right to terminate this Agreement
Corporate Offices —815 Industry Drive — Seattle, WA 98188— Phone 800.603.6802 — Fax 206.575.3927
with respect to such Licensed Products and return the same and shall thereupon be entitled to
receive refund of all monies paid to FileOnQ in respect of such Licensed Products.
3 SUPPORT PROVISIONS
3.1 Services: During the Term for the provision of Maintenance Services set forth in Clause 3.5 and
in accordance with the provisions of this Agreement, FileOnQ or its agent agrees to provide the
Maintenance Services set forth in Clause 3.2 for the Licensed Products set forth in Schedule A
of the Software License and such other Licensed Products as the parties may in the future
mutually agree upon provided Product is maintained in accordance with Clause 3.9.
3.2 Maintenance Services: During the Term of this Agreement FileOnQ shall make reasonable
efforts to correct any defects, malfunction or nonconformity in each Licensed Product following
notification via telephone or email by the Customer to FileOnQ or its agent of any such
malfunction, defect or nonconformity which prevents the Licensed Product from performing in
accordance with its Specifications provided Product is maintained in accordance with Clause
3.9. FileOnQ will respond by telephone to any such request made during FileOnQ's normal
support hours, Monday through Friday, 5:00 a.m. to 5:00 p.m. Pacific Standard Time, exclusive
of federal holidays. Customer agrees that it shall not require FileOnQ or its agent to respond on-
site unless FileOnQ and the Customer in good faith reasonably believe that such response would
be beneficial in resolving the problem. If such a problem is the result of Customer misuse of the
Licensed Product, or unrelated to the Licensed Product, Customer shall reimburse FileOnQ in
accordance with the provisions set forth in Clause 4.1.
PROVIDED THAT: this undertaking does not extend to any defects in any software products integrated
into the Licensed Products which were not developed by FileOnQ and which are included under license from
the owners thereof.
3.3 Updates: FileOnQ will provide the Customer all revisions, updates, improvements,
modifications, corrections, releases and enhancements (the "Updates") to the Customer's
current Software Version of the Licensed Products from time to time as they become available.
Use of newly designed Modules will require additional licensing and maintenance fees.
FileOnQ or its agent will give Customer all necessary assistance by telephone consultation as
part of the normal Maintenance Services to install the same. In the event that Customer requests
FileOnQ or its agent to come to Customer's site to assist Customer in installation of Updates,
Customer shall reimburse FileOnQ or its agent in accordance with the provisions set forth in
Clause 4.1. If such Update is not accepted by Customer, FileOnQ or its agent agrees to provide
maintenance for the Licensed Product affected in the form and to the extent in effect so long as
Customer maintains their system at a version no more than two (2) versions prior to the current
release. An Update once incorporated into a Licensed Product hereunder shall be considered a
"Licensed Product" for all purposes hereunder.
3.4 Modifications: FileOnQ shall make available to Customer, at no additional cost, any and all
modifications to each Licensed Product within the Software Version that may be required to
enable same to operate in conjunction with any new release of the operating system of the
equipment on which such Licensed Product is installed as soon as FileOnQ has installed and
operated said modifications for its own internal use or for the use of FileOnQ's other
commercial customers.
3.5 Term for Maintenance Services: The Maintenance Services to be provided under this
Agreement shall commence 30 days after Acceptance of the Licensed Products and shall
continue, and the Term for Maintenance Services may be renewed, from year to year thereafter
until terminated upon 90 days written notice from the Customer.
Corporate Offices —815 Industry Drive — Seattle, WA 98188— Phone 800.603.6802 — Fax 206.575.3927
FileOnQ shall refund to the Customer a pro rata share of the annual maintenance fee equal to
the average monthly maintenance fee multiplied by the number of months remaining after the
effective termination date.
3.6 Maintenance Fees:
FileOnQ or its agent will provide the Maintenance Services for the Annual Maintenance
Fees plus all applicable federal, state and local taxes set forth in Schedule A of the
Software License. The initial Maintenance Service will extend for one year after the
initial 30-day warranty; thereafter, Maintenance Fee billings will be on an annual basis
for the period January 1 through December 31 with the first renewal fee being prorated
based on the length of time from Acceptance until December 31 of the year the
Maintenance Services commenced. FileOnQ may change the Annual Maintenance Fee
in an amount not to exceed 10%, effective at the end of the first full year Term and at
the end of each Term thereafter upon 60 days written notice to Customer given prior to
the commencement of the new Term;
FileOnQ will invoice Customer, annually, in advance, the Annual Maintenance Fee at
least 60 days prior to the commencement to the Term and each such invoice shall be
payable no later than December 31 prior to the commencement to the new Term;
iii Should Customer fail to pay the invoice for Annual Maintenance Fees when due,
FileOnQ may cancel the Maintenance Services and will notify Customer to that effect.
Where the invoice for Annual Maintenance Service relates to specific Licensed
Products and the Customer fails to pay such invoice, cancellation of Maintenance
Services resulting thereby shall relate only to maintenance for such Licensed Products;
iv Customer may reinstate Maintenance Services by paying all Annual Maintenance Fees
in arrears and by paying any costs on a time and materials basis that are incurred by
FileOnQ or its agent to update the Licensed Product to the current version where
required.
3.7 Licensed Product Maintenance: FileOnQ will maintain the Licensed Products in good condition
and working order. Corrections of any defects or failures will be made only to the current
generally available release (the "Current Release") and in a limited, as needed basis, to the two
(2) releases prior to the Current Release. As set forth in Clause 3.3 hereof, FileOnQ will use
reasonable efforts to support the previously released Licensed Product except as provided under
Clause 3.9. This undertaking is the extent of FileOnQ's responsibility to support releases of any
Licensed Product other than the Current Release.
3.8 Contact Person and Failure Correction: Customer will designate a single employee who shall be
the primary contact person and a single employee of the Customer who shall be the backup
contact person (either of whom shall be the "Contact Person") between FileOnQ or its agent and
the Customer for matters relating to maintenance of the Licensed Products. As set forth in
Clause 3.2 hereof, upon notification from the Contact Person of a failure of any Licensed
Product to perform correctly in accordance with the appropriate Specifications, which failure
can be reproduced at FileOnQ's facility or via remote access to Customer's facility, FileOnQ
shall use reasonable efforts to correct the failure. FileOnQ shall have no obligation to correct
any failure due to a modification made by the Customer.
3.9 Maintaining Product at Current Version: Customer will maintain the Product at current version
by applying all patches and upgrades as they are released by FileOnQ and provided to
Corporate Offices — 815 Industry Drive — Seattle, WA 98188— Phone 800.603.6802 — Fax 206.575.3927
Customer. FileOnQ or its agent may require Customer to upgrade their Product and apply all
existing patches prior to performing any troubleshooting steps. Defects reported in versions
other than the Current Version or the two (2) prior releases will not be acted upon until
customer has applied all appropriate upgrades and patches and said defect can be reproduced
under that environment.
4 ONSITE SERVICES
4.1 On-site services may be provided upon agreement between FileOnQ or its agent and Customer.
All services performed that are not a result of a failure of the product to perform to its
Specifications and previously agreed upon by FileOnQ or its agent will be invoiced at
FileOnQ's or its agent's published rates for such services, and Customer shall pay all reasonable
travel costs, communications costs, living expenses and other reasonable out-of-pocket
expenses incurred by FileOnQ or its agent. It is understood that any air transportation
reimbursable hereunder shall be coach-economy and entertainment by or on behalf of FileOnQ
or its agent shall be at no cost to Customer. All allowable expenses will be paid within 30 days
of Customer receipt of FileOnQ's or its agent's invoice therefore.
5 CUSTOMER OBLIGATIONS
5.1 In addition to providing FileOnQ or its agent with full, good faith cooperation and such
information as may be required by FileOnQ or its agent in order to implement the Licensed
Products, Customer shall:
maintain the computers, operating systems and network on which the Licensed Products
are installed in good and proper working condition;
ii make available to FileOnQ or its agent, personnel of customer for testing the Licensed
Products and training operators of the Licensed Products;
iii provide one employee of Customer who shall have substantial computer systems and
project management expertise to act as coordinator of all Customer activities in
connection with the installation or use of the Licensed Products;
iv in general, provide all reasonable information and reasonable access to key personnel
needed to implement and support the Licensed Products.
maintain the Licensed Products by applying all Updates within six months of the
introduction of the Current Release as set forth in Clause 3.3.
6 LIMITATION OF LIABILITY
6.1 No arbitration or other action under this Agreement, unless involving death or personal injury,
may be brought by either party against the other more than one (1) year after the cause of action
arises. Neither party shall be liable to the other for lost profits or indirect, special or
consequential damages arising out of this Agreement, even if the party has been notified of the
possibility of such damages. Under no circumstances will liability exceed the amounts paid by
the Customer to FileOnQ under this Agreement.
7 TERMINATION
7.1 FileOnQ shall have the right to terminate this Agreement and all services provided pursuant to
this Agreement
Corporate Offices —815 Industry Drive — Seattle, WA 98188— Phone 800.603.6802 — Fax 206.575.3927
Upon termination of the Customer's Software License Agreement by either party for
any reason, or
ii If the Customer or its employees or agents violate any provision of this Agreement and
Customer fails to cure such violation within ten (10) days after receipt of written notice
from FileOnQ.
7.2 Customer shall have the right to terminate this Agreement and services provided pursuant to this
Agreement if FileOnQ or its agent fails to meet obligation set forth in section 3 — "Support
Provisions" or for any reason, including convenience.
Within ten (10) days after termination of this Agreement, Customer will return to FileOnQ, at
Customer's expense, the Software and all copies thereof, delete or destroy all other Software copies, and certify,
in writing by an officer of Customer, that the Software has been returned, all copies deleted or destroyed, and its
use discontinued.
8 OWNERSHIP
8.1 Customer acknowledges that FileOnQ owns all proprietary rights, including patent, copyright,
trade secret and other proprietary rights, in and to the Software and any corrections, bug fixes,
enhancements updates or other modifications, including custom modifications, to the Software.
9 ASSIGNMENT
9.1 Customer shall not assign or sublicense, in whole or in part, any of its rights or obligations
under this Agreement without the prior written consent of FileOnQ.
10 GOVERNING LAW
10.1 This Agreement shall be governed by and construed in accordance with the law of the State of
Michigan.
11 SEVERABILITY
If any provision of this Agreement is invalid, illegal or unenforceable under any applicable
statute or rule of law, it is to that extent to be deemed omitted. The remainder of the Agreement
shall be valid and enforceable to the maximum extent possible.
12 AUTHORITY
12.1 Each party represents that the person executing this agreement has full and binding authority.
INTEGRATED SOFTWARE SOLUTIONS, INC. CUSTOMER
DBA: FileOnQ
Company Name
11.1
Date
Name (please print)
Date
Name (please print)
Title Title
Corporate Offices —815 Industry Drive — Seattle, WA 98188— Phone 800.603.6802 — Fax 206.575.3927
Total:
Support Contract @ 15%
$14.424.00
$
2J.63.60
Phone: (800)221-8913
Fax; (800)486.8420
www,vanloczen.com
Corporate Office
3696 3 Amrhein
Livonia, MI 48150
02/07/2001 02:03 15175527454 PAGE 02 •
,
APPENDIX A
ANNUAL AGREEMENT TO PROVIDE MAINTENANCE AND REPAIR
SERVICES
List of Items Covered by Agreement
Company: Oakland County Clerks Office
Address: 1200 North Telegraph Rd.
City: fontiac State: MI Zip Code: 48341
Department: Clerks Office Mail Station:
Contact: Stephanie Schroeder Phone Number: 858-0130
=/22112=1C=3
ITEM DESCRIPTION QUAN.T.TY
fin
Network License @ $ 4,995.00 1 $ 4,995.00
User Seat Licenses @ $ 695.00/ Seat 5 $ 3,475.00
Colorbar Allegro License @ $ 1,795.00 1 $ 1,795.00
3" CCD Barcode Reader @ $ 390.00 3 $ 1,170.00
Duratrax Portable Reader @ $ 655.00 2 $ 1,310.00
Laserlite Portable Reader @ $ 1,179.00 1 $ 1,179.00
Jeyeye Link Download Device @ $250.00 2 5 500.00
Prepared By: Laura M. Shannahan Date: 2/7/01
Systems Consultant
Corporate Office
3 6 9 6 3 Amrhein
Livonia, MI 48150
Phone: (800) 221-8913
Fax (800)486-6420
www.vanloo2encorn
. 02/07/2001 02:03 15175527454 PAGE 03
APPENDIX A
ANNUAL AGREEMENT TO PROVIDE MAINTENANCE AND REPAIR
SERVICES
List of Items Covered by Agreement
Company: Oakland County Probate Court
Address: 1200 North Telegraph
City: Pontiac State: MI Zip Code: 48341
Department: Probate Court Mail Station:
Contact: John Cooperrider Phone Number: 858-0256
===ameastaminiss=3===
ITEM DESCRIPTION QUANTITY
SQL Network License @ $ 5,995.00 1 $ 5,995.00
User Seat License @ $ 695.00 2 $ 1,390.00
Viewer Seat License @ $ 500.00 3 $ 1,500.00
Colorbar/ Windows License @ $ 3,445.00 1 $ 3,445.00
PCS Quickscan Laser Scanner @ $ 695.00 3 $ 2,085.00
Laserlite Portable Scanner @ $ 1,275.00 5 $ 6,375.00
DownLoad Device @ $ 325.00 2 $ 650.00
Total: $21,440.00
Support Contract 15% 5 3.216.00
Prepared By: Laura M. Shannahan Date: 2/7/01
Systems Consultant
Customer
Print
Date
03/27/2001 22:18 15175527454 , • PAGE 02
File
www.fileoroq.corn
'Defining the 'Future of Records and Information ,Manasement
SCHEDULE A
FILEONQ LICENSE AND DELIVERY ORDER FOR
FILEONQ® SOFTWARE PRODUCTS
BETWEEN;
File0aQ
AND:
Oakland County
(hereinafter called "Customer")
Installation Address: 1200 N. Telegraph
City: Pontiac State/Province: MI Zip/Postal Code: 48341
FileOnQ agrees to license and deliver to Customer and Customer agrees to accept non-exclusive, non-
transferable license to use the software products listed below ("licensed Products") and to accept delivery
thereof.
SOFTWARE LICENSE SCHEDULE
Product ID Description Qty. price AlaMid Maint Fee
121M5000 FileOnQ License; Network Version Utilizing Microsoft SQL Database 1 $10,990.00 $1,648.50
12941500 FileOnQ Seat Licenses 12 $6,365.00 $954.75
Rim-moo4400 Box Tracking Module 1
RIMN003300 iRetection Module 1 0
Customer agrees to provide payment in full for all products and associated maintenance fees within 30 days of
invoice. Interest of 1.5% monthly will accrue thereafter.
FileOnQ
Ska teMck
Print
ig—YA /
Date
FISCAL NOTE (MISC. #01122) May 10, 2001
BY: FINANCE COMMITTEE, SUE ANN DOUGLAS, CHAIRPERSON
IN RE: DEPARTMENT OF INFORMATION TECHNOLOGY - FILE-ON-Q BARCODE
SOFTWARE UPGRADE CONTRACT APPROVAL
TO THE OAKLAND COUNTY BOARD OF COMMISSIONERS
Chairperson, Ladies and Gentlemen:
Pursuant to Rule XII-C of this Board, the Finance Committee has
reviewed the above referenced resolution and finds:
1. The Department of Information Technology, after conducting
a technical review, proposes to contract with VanLoozen
Systems, Inc. to enhance the File-On-Q Records Management
System utilized by the Probate Court and Clerk's Division
through the upgrade of the current software and the
purchase of barcode wand hardware, system installation,
training and maintenance support services.
2. Funds in the amount of $32,609, are available in the
General Fund Non-departmental Office Automation account to
cover the purchase, system installation, training and
maintenance support services related to this enhancement.
The FY 2001 budget should be amended, as specified below:
GENERAL FUND
90-290000-25000-9066 Office Automation
90-310000-40000-8001 Transfer to IT Fund
INFORMATION TECHOLOGY FUND 636
($32,609)
$32,609
$ 0
Revenue
18-636113-10000-1701
Expense
18-636142-15000-4100
18-636122-15000-3597
18-636122-15000-3596
18-636142-15000-3906
18-636122-15000-8005
Operating Transfer In
Expendable Equip.
Software Support Maint.
Software Rental/Lease
Depreciation Off. Equip.
Changes in Fund Equity
$32,609
$ 3,725
$ 1,630
$17,620
$ 708
$ 8,926
0
FINANCE COMMITTEE
FINANCE COMMITTEE:
Motion carried unanimously on a roll call vote with Causey-Mitchell
absent.
J •
Resolution #01122 May 10, 2001
Moved by Coleman supported by Moss the resolutions on the Consent
Agenda be adopted (with accompanying reports being accepted).
AYES: Appel, Brian, Buckley, Causey-Mitchell, Coleman, Crawford,
Dingeldey, Douglas, Galloway, Garfield, Gregory, Law, McPherson, Millard,
Moss, Obrecht, Palmer, Patterson, Sever, Suarez, Taub, Webster, Amos. (23)
NAYS: None. (0)
A sufficient majority having voted therefor, the resolutions on the
consent Agenda were adopted, with accompanying reports being accepted.
MIX9.1.055,9
I HEREBY' • THE FOREGOING RESOLUTION
3/1/ 70 )
L Brooks9ft-ters -o-n, County Executive Date
STATE OF MICHIGAN)
COUNTY OF OAKLAND)
I, G. William Caddell, Clerk of the County of Oakland, do hereby certify that the
foregoing resolution is a true and accurate copy of a resolution adopted by the
Oakland County Board of Commissioners on May 10, 2001 with the original record
thereof now remaining in my office.
In Testimony Whereof, I have hereunto set my hand and affixed the seal of the
County of Oakland at Pontiac, Michigan this 10th day offir May, 2001.
G.gWilliam Caddell, County Clerk