HomeMy WebLinkAbout20180921.tiffCorrlvaG�- IDic Z3
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: 2025 Renewal for Banner Software
DEPARTMENT: Information Technology
PERSON REQUESTING: Ryan Rose
DATE: 3/4/25
Brief description of the problem/issue:
Banner Software is our current enterprise financials solution. We need to maintain support for Banner Financials for an additional year while we
complete our migration to Workday Financials. This one year extension should be the last required renewal for Banner Financials.
What options exist for the Board?
1) Approve the request to renew software
2) Schedule work session to discuss
Consequences:
Banner Financials is operationally critical software. Even after Workday Financials goes live, we need to retain support on Banner
Financials in order to properly dose out the Fiscal Year, and to have the ability to complete mandatory financial audits.
Impacts:
Operationally critical through September of 2026.
Cost (Current Fiscal Year/Ongoing or Subsequent Fiscal Years:
Total of $107,740.05. FY25 impacts were properly budgeted for in Accounting budget. FY2026 requirement will be included in FY26
budget request for Accounting.
Recommendation:
It is the recommendation of the IT department to renew this software.
Perry L. Buck
Scott K. James
Jason S. Maxey
Lynette Peppier
Kevin D. Ross
ConsenfiAiencito-
3/t q /Z'S
Support Recommendation Schedule
Place on BOCC Agenda Work Session Other/Comments:
Cc.Onbne CIT)
3A
20l$ -Oil
170001
AA V E N U
Amendment No. 10
to
Technical Currency Agreement
Between
Avenu Government Systems, LLC and Weld County, Colorado
This Amendment Number 10 ("Amendment") is entered into as of October 1, 2025 ("Amendment Effective Date")
by and between Avenu Government Systems, LLC ("Avenu"), with offices at 130 Division Street, Waite Park, MN
56387, and Weld County, a government entity in the State of Colorado ("Licensee"), located at 915 10. Street,
Greeley, CO 80631. Avenu and Licensee may be referred to herein as individually a "Party" and collectively as the
"Parties".
WHEREAS, the Parties entered into a Technical Currency Agreement (the "TCP Agreement") effective August 8, 1994,
as amended from time to time; and
WHEREAS, the Parties seek to amend the TCP Agreement with this Amendment No. 10 to provide payment amounts for
services for a one (1) year period from October 1, 2025 through September 30, 2026.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the Parties agree to amend
the TCP Agreement as detailed below. The Parties understand and agree that except as explicitly modified herein, all
definitions, terms, conditions, and specifications of the TCP Agreement remain unchanged and in full force and effect.
1. Avenu agrees to provide Improvements with respect to the Component Systems identified in Exhibit 1, attached to
this Amendment (the "TCP Exhibit") on the same terms and conditions as the TCP Agreement for the period and
for the fee specified in the TCP Exhibit.
2. The term of the TCP Agreement is deemed to be extended as provided for in the TCP Exhibit for purposes of this
Amendment.
3. Any amounts indicated on the TCP Exhibit are in addition to all other amounts payable under the TCP Agreement.
The TCP Agreement, as amended by this Amendment, constitutes the entire agreement between the Parties with respect to
the subject matter hereof and supersedes all prior verbal or written agreements between the Parties with respect thereto.
IN WITNESS WHEREOF, the undersigned authorized representatives of Licensee and Avenu have executed this
Amendment as of the Amendment Effective Date set forth above.
Weld County, Colorado
By:
Name: Perry L. Buck
Title: Chair, Board of Weld County Commissioners
Date: MAR 1 92025
Attest:
Estheg E. Gel"ck, Clgrk to the Board
By:
Dephe Board
Avenu Government Systems, LLC
By: QPaul Colangelo
Name: Paul Colangelo
Title: CEO
2017(-09 Z.1
AA V E N U
EXHIBIT 1
Licensee: Weld County, Colorado
PARTIAL YEAR PAYMENT/DUE DATE: N/A
(Indicate "N/A" if not applicable)
ANNUAL CONTRACT YEAR PAYMENT DATE: October 1, 2025
Weld County - CO
Technical Currency Agreement
Amendment No.10
The following Fees for Improvement will be invoiced according to the Payment Schedule below.
Baseline Component System
Contract Year Begins/Ends
Payment Amount
Banner Finance
October 1, 2025 - September 30, 2026
$56,849.58
Banner Document Management
October 1, 2025 - September 30, 2026
$8,57238
Oracle Database
October 1, 2025 — September 30, 2026
$40,734.15
Oracle Application Server
October 1, 2025 — September 30, 2026
$1,583.94
TOTAL
$107,740.05
PAYMENT SCHEDULE
Invoice Date
Service Period
Invoice Amount
October 1, 2025
October 1, 2025 — December 31, 2025
$26,935.01
January 1, 2026
January 1, 2026 — September 30, 2026
$80,805.04
TOTAL
$107,740.05
Upon the expiration of the full term of this Amendment, effectively September 30, 2026, the Fees for Improvement will
be escalated by no more than 10% of the amount payable for Improvements for the immediately preceding contract year.
Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being
appropriated, budgeted, and otherwise made available. Execution of this Amendment by the County does not create an
obligation on the part of the County to expend funds not otherwise appropriated in each succeeding year.
Page 2 of 2
t ct
Entity Information
Entity Name* Entity ID*
AVENU INSIGHTS & ANALYTICS @00040477
LLC
Contract Name"
❑ New Entity?
Contract ID
AMENDMENT 10 TO MSA FOR BANNER SOFTWARE 9231
Contract Status
CTB REVIEW
Contract Lead *
JMUNDT
Contract Lead Email
jmundt@weld.gov
Contract Description*
EXTENDING SUPPORT FOR BANNER SOFTWARE THROUGH SEPTEMBER OF 2026
Contract Description 2
Parent Contract ID
Requires Board Approval
YES
Department Project #
Contract Type* Department Requested BOCC Agenda Due Date
AGREEMENT INFORMATION Date* 03/20/2025
TECHNOLOGY-GIS 03/24/2025
Amount*
$107,740.05 Department Email Will a work session with BOCC be required?*
CM- NO
Renewable* InformationTechnologyGI
NO S@weld.gov Does Contract require Purchasing Dept. to be
Automatic Renewal
Grant
IGA
Department Head Email
CM-
InformationTechnologyGI
S-DeptHead@weld.gov
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
D.GOV
included?
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase
Contract Dates
Effective Date
Termination Notice Period
Contact Information
Review Date *
06/01/2026
Committed Delivery Date
Renewal Date
Expiration Date*
09/30/2026
Contact Info
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
CONSENT 03/17/2025
Approval Process
Department Head Finance Approver Legal Counsel
RYAN ROSE CONSENT CONSENT
DH Approved Date Finance Approved Date Legal Counsel Approved Date
03/17/2025 03/17/2025 03/17/2025
Final Approval
BOCC Approved Tyler Ref #
AG 031925
BOCC Signed Date Originator
JMUNDT
BOCC Agenda Date
03/19/2025
AMENDMENT TO
TECHNICAL CURRENCY AGREEMENT
Avenu Government Systems, LLC
130 Division Street
Waite Park, MN 56387
("Avenu")
and
Weld County
915 10`" Street
Greeley, CO 80631
("Licensee")
Original Technical Currency Agreement dated August 8. 1994 (the "TCP Agreement").
This Amendment No. 9 (the "TCP Amendment").
Effective Date of this TCP Amendment: October 1, 2023 (the "Amendment Date").
RECITALS
WHEREAS, Licensee and Avenu (collectively "the Parties") executed the Technical Currency
Agreement (the "TCP Agreement"), effective August 8, 1994, as amended from time to time; and
WHEREAS, effective October 1, 2023, the Parties executed Amendment No. 8 to provide pricing for
services through September 30, 2025; and
WHEREAS, Exhibit 1 to Amendment No. 8 should have included a payment schedule; and
WHEREAS, the Parties seek to amend the TCP Agreement with this Amendment No. 9 to correct
Exhibit 1 to include a payment schedule.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the
Parties agree as follows:
1. Defined Terms. Unless specifically defined herein, all terms defined in the TCP Agreement shall
have the same meaning when used in this TCP Amendment.
2. Amendment to and Modification of TCP Agreement.
a) Exhibit 1 to Amendment No. 8 is deleted and replaced with the corrected TCP Exhibit
("Corrected TCP Exhibit") attached to this Amendment No. 9.
b) Avenu agrees to provide Improvements with respect to the Component Systems identified in the
Corrected TCP Exhibit on the same terms and conditions as the TCP Agreement for the period
and for the fee specified in the Corrected TCP Exhibit.
Weld County CO Banner TCP Amendment 9 Page 1
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c) The term of the TCP Agreement is deemed to be extended as provided for in the Corrected TCP
Exhibit for purposes of this TCP Amendment.
d) Any amounts indicated on the Corrected TCP Exhibit are in addition to all other amounts payable
under the TCP Agreement.
3. Integration Provision. The TCP Agreement, as amended by this TCP Amendment, constitutes the
entire agreement between the parties with respect to the subject matter hereof and supersedes all prior
verbal or written agreements between the parties with respect thereto. The TCP Agreement may only
be amended by written document, properly authorized, executed and delivered by both parties hereto.
The TCP Agreement shall be interpreted as a whole unit and section headings are for convenience
only. Except as expressly modified by this TCP Amendment, the TCP Agreement shall remain in full
force and effect. As of the Amendment Date, the TCP Agreement, as further amended by this TCP
Amendment, constitutes the entire understanding of the parties as regards the subject matter hereof
and cannot be modified except by written agreement of the parties.
IN WITNESS WHEREOF, the parties have set their respective hands and seals below.
Weld County, Colorado
Avenu Government Systems, LLC
By: By: (f) (Tama Bail/entail
R.,/ A v1 R 05 e Name: James Barkman
Title: C 1 s ; i'-f T-,14; v.Q c t tle: Chief Financial Officer
Date: 171 % K/ 13 Date: 12/11/2023
Weld County CO Banner TCP Amendment 9 Page 2
EXHIBIT 1
Corrected TCP Exhibit
Licensee: Weld County, Colorado
PARTIAL YEAR PAYMENT/DUE DATE: N/A
(Indicate "N/A" if not applicable)
FIRST ANNUAL CONTRACT YEAR PAYMENT DATE: October 1, 2023
The following Fees for Improvement will be invoiced according to the Payment Schedule below.
Baseline Component System
Contract Year Begins/Ends
Payment Amount
Banner Finance
October 1, 2023 - September 30, 2024
$46,983.12
Banner Document Management
October 1, 2023 - September 30, 2024
$7,084.61
Oracle Database
October 1, 2023 - September 30, 2024
$33,664.59
Oracle Application Server
October 1, 2023 - September 30, 2024
$1,309.04
TOTAL
$89,041.36
Banner Finance
October 1, 2024 - September 30, 2025
$51,681.43
Banner Document Management
October 1, 2024 - September 30, 2025
$7,793.07
Oracle Database
October 1, 2024 - September 30, 2025
$37,031.05
Oracle Application Server
October 1, 2024 - September 30, 2025
$1,439.94
TOTAL
$97,945.49
PAYMENT SCHEDULE
Invoice Date
Contract Year Payment Amount
Total Payment Amount
October 1, 2023
Oct. 1, 2023 — Dec. 31, 2023
$22,260.37
January 1, 2024
Jan. 1, 2024 - Sept. 30, 2024 = $66,780.99
Oct. 1, 2024 — Dec. 31, 2024 = $24,486.39
$91,267.38
January 1, 2025
Jan. 1, 2025 - Sept. 30, 2025
$73,459.10
Upon the expiration of the full term of this TCP Amendment, effectively September 30. 2025, the Fees for
Improvement will be escalated by no more than 10% of the amount payable for Improvements for the immediately
preceding contract year.
Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose
being appropriated, budgeted, and otherwise made available. Execution of this Amendment by the County does not
create an obligation on the part of the County to expend funds not otherwise appropriated in each succeeding year.
Weld County CO Banner TCP Amendment 9 Page 3
Coriiva&ip414(P5
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: 2023 Software Renewal for Banner Financials
DEPARTMENT: Information Technology
PERSON REQUESTING: Ryan Rose
DATE: 9126)23
Brief description of the problem/issue:
This addendum is to renew.Banner Financial for an additional term from 2023-2024. The agreement has been reviewed by the County Attorney's Office.
What options exist for the Board?
1) Renew the software for another year
2) Request a work session to review
Consequences:
Necessary to continue using Banner Financials
Impacts:
Ultimately will be replaced by WorkDay Financials
Cost (Current Fiscal Year/Ongoing or Subsequent Fiscal Years:
$89,041.36 for the next calendar year, October - September.
Recommendation:
It is the recommendation of the IT Department to renew this agreement.
Perry L. Buck, Pro -Tern
Mike Freeman, Chair
Scott K. James
Kevin D. Ross
Lori Seine
(,onTr)* dsk-
Support Recommendation Schedule
Place on BOCC Agenda Work Session Other/Comments:
Ge-tO7u6 (TI)
/0//1/023
zoI$-0921
ITO(n
EXHIBIT 1
Licensee: Weld County, Colorado
PARTIAL YEAR PAYMENT/DUE DATE: N/A
(Indicate "N/A" if not applicable)
FIRST ANNUAL CONTRACT YEAR PAYMENT DATE: October 1, 2023
Improvement Fees listed below will be invoiced annually in advance.
Baseline Component System
Contract Year Begins/Ends
Payment Amount
Banner Finance
October 1, 2023 — September 30, 2024
$46,983.12
Banner Document Management
October 1, 2023 — September 30, 2024
$7,084.61
Oracle Database
October 1, 2023 — September 30, 2024
$33,664.59
Oracle Application Server
October 1, 2023 — September 30, 2024
$1,309.04
TOTAL
$89,041.36
Banner Finance
October 1, 2024 — September 30, 2025
$51,681.43
Banner Document Management
October 1, 2024 — September 30, 2025
$7,793.07
Oracle Database
October 1, 2024 — September 30, 2025
$37,031.05
Oracle Application Server
October 1, 2024 — September 30, 2025
$1,439.94
TOTAL
$97,945.49
Upon the expiration of the full term of this TCP Amendment, effectively September 30, 2025, the Fees for
Improvement will be escalated by no more than 10% of the amount payable for Improvements for the immediately
preceding contract year.
Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose
being appropriated, budgeted, and otherwise made available. Execution of this Amendment by the County does not
create an obligation on the part of the County to expend funds not otherwise appropriated in each succeeding year.
Weld County CO Banner TCP Amendment 8 Page 3
IN WITNESS WHEREOF, the parties have set their respective hands and seals below.
Weld County, Colorado Avenu Government Systems, LLC
By:
By: "'Jamee- Baitleman,
Name: Mike Freeman Name: James Berkman
Chair, Board of
Title: Weld County Commissioners Title: Chief Financial Officer
Date:
OCT 1 1 2323
Date: 9/27/2023
Weld County CO Banner TCP Amendment 8
Page 2
at,/ 8' 09o2J
Contract Form
Entity Information
Entity Name" Entity ID*
AVENU GOVERNMENT SYSTEMS @00040477
LLC
O New Entity?
Contract Name* Contract ID
2023 SOFTWARE RENEWAL FOR BANNER FINANCIALS 7465
Contract Status
CTB REVIEW
Contract Description *
2023 SOFTWARE RENEWAL FOR BANNER FINANCIALS
Contract Description 2
Contract Type*
AGREEMENT
Amount*
$ 89,041.36
Renewable
NO
Automatic Renewal
Grant
IGA
Department
INFORMATION
TECHNOLOGY-GIS
Department Email
CM-
InformationTechnologyGI
S@weldgov.com
Department Head Email
CM-
InformationTechnologyGI
S-
DeptHead@weldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY@WEL
DGOV.COM
Contract Lead *
JMUNDT
Contract Lead Email
jmundt@co.weld.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
Requested BOCC Agenda Due Date
Date* 10/04/2023
10/08/2023
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be
included?
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts
are not in OnBase
Contract Dates
Effective Date
Termination Notice Period
Contact Information
Review Date *
08/01/2024
Committed Delivery Date
Renewal Date
Expiration Date*
09/30/2024
Contact Info
Contact Name Contact Type Contact Email Contact Phone 1 Contact Phone 2
Purchasing
Purchasing Approver Purchasing Approved Date
CONSENT 10/09/2023
Approval Process
Department Head Finance Approver Legal Counsel
RYAN ROSE CONSENT CONSENT
DH Approved Date Finance Approved Date Legal Counsel Approved Date
10/09/2023 10/09/2023 10/09/2023
Final Approval
BOCC Approved Tyler Ref #
AG 101123
BOCC Signed Date Originator
JMUNDT
BOCC Agenda Date
10/11/2023
/-ia,;0 iV'zitiod?
MEMORANDUM
TO: Esther Gesick, Clerk to the Board Sept 14, 2020
FROM: Ryan Rose, Chief Information Officer
SUBJECT: Avenu Government Systems, LLC Annual
Maintenance Extension
Avenu Government Systems, LLC provides software to Weld County. The software
is used by the Accounting department to manage the financials for the County. The
attached agreement between the Board Of County Commissioners and Avenu
Government Systems, LLC is for the renewal of maintenance support of the
software for an additional 3 years and has been reviewed by Legal. The annual
cost for this request is $80,946.69 totaling $242,840.07 over the three years and
was budgeted for in the 2021 budget cycle.
We ask that the BOCC approve the agreement as submitted.
1
/-)t,42-e,,t ./r -.1--A--' CiA 0--me)(_Tr)
.q-02-1-0,20 020/L 09,24
iTo c7
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Avenu Government Systems, LLC Support Renewal
DEPARTMENT: Information Technology DATE: 9/1/2020
PERSON REQUESTING: Ryan Rose, CIO
Brief description of the problem/issue:
Avenu Government Systems, LLC. provides software and services to Weld County. The software is used by
the Accounting department to manage the financials for the County. This agreement is to extend the license for
an additional three years.
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
The Board has the option to proceed forward with extending this agreement or to terminate it.
Recommendation:
This vendor specializes in this software. The annual cost for this request is $80,946.69 totalling $242,840.07
over the three years. The project was budgeted for the 2021 budget cycle and the contract has been reviewed by
Legal.
Mike Freeman, Chair
Scott K. James
Barbara Kirkmeyer
Steve Moreno, Pro -Tern
Kevin D. Ross
Anyrove
Recommendation Work Session
Schedule
Other/Comments;
AVENU
Amendment to TCP
PRODUCT SUPPORT & ENHANCEMENT AGREEMENT
Avenu Government Systems, LLC
(formerly Conduent Government Systems, LLC)
130 Division Street
Waite Park, MN 56387
("Avenu")
and
Weld County
915 10th Street
Greeley, CO 80631
("Licensee")
Original Technical Currency Agreement dated
This Amendment No. 7 (the "TCP Amendment").
Auzust 8. 1994 (the "TCP Agreement").
Effective Date of this TCP Amendment: October I. 2020 (the "Amendment Date").
LICENSEE AND AVENU, intending to be legally bound, agree as follows:
1. Defined Terms. Unless specifically defined herein, all terms defined in the TCP Agreement shall have the
same meaning when used in this TCP Amendment.
2. Amendment to and Modification of TCP Agreement. Avenu agrees to provide Improvements with respect
to the additional Component Systems identified in Exhibit 1, attached to this TCP Amendment (the "TCP Exhibit")
on the same terms and conditions as the TCP Agreement for the period and for the fee specified in the TCP Exhibit.
The term of the TCP Agreement is deemed to be extended as provided for in the TCP Exhibit for purposes of this
TCP Amendment. Any amounts indicated on the TCP Exhibit are in addition to all other amounts payable under the
TCP Agreement.
3. Integration Provision. Except as expressly modified by this Amendment, the Agreement shall remain in
full force and effect. As of the Amendment Date, the Agreement, as further amended by this Amendment
constitutes the entire understanding of the parties as regards the subject matter hereof and cannot be modified except
by written agreement of the parties.
AvenuGovSys - Weld County, CO Banner TCP Amendment 7 - v07062020 Page 1
IN WITNESS WHEREOF, the parties have set their respective hands and seals below.
Weld County, CO
By:
Name: Mike Freeman
Chair, Board of Weld
Title: County Commissioners
Date:
SEP 2 12020
ATTEST: ddrelfet)
Weld C >s ty Clerk to the B. rd WELD COUNTY, COLORADO
Avenu government Systems, LLC
By:
Name:
Title: _
Date:
Mike Melka
CFO
9/14/2020
BOARD OF COUNTY COMMISSIONERS
BY:
Deputy CI � k to t e Bo.,�f r>�� Mike Freeman, Chair
SEP 2 12020
AvenuGovSys - Weld County, CO Banner TCP Amendment 7 - v07062020 Page 2
020��- o9.„2-/
EXHIBIT 1
Licensee: Weld County, CO
PARTIAL YEAR PAYMENT/DUE DATE: N/A
(Indicate "N/A if not applicable)
FIRST ANNUAL CONTRACT YEAR PAYMENT DATE: September, 2021
Improvement Fees listed below are annual fees, and will be billed in arrears.
5% increase for the first year and two years with no increase, for a three year commitment
Baseline Component System
Contract Year Begins/Ends
List Price
Payment Amount
Discounted
Payment Amount
$42,711.93
Banner Finance
October 1, 2020 — September 30, 2021
$44,745.83
Banner Document Management
October 1, 2020 — September 30, 2021
$6,747.24
$6,440.55
Oracle Database
October 1, 2020 — September 30, 2021
$32,061.5l
$30,604.17
Oracle Application Server
October 1, 2020 — September 30, 2021
$1,246.71
$1,190.04
Total
$84,801.29
$80,946.69
Banner Finance
October 1, 2021 — September 30, 2022
$49,220.42
$42,711.93
Banner Document Management
October 1, 2021 — September 30, 2022
$7,421.97
$6,440.55
Oracle Database
October 1, 2021 — September 30, 2022
$35,267.67
$30,604.17
Oracle Application Server
October 1, 2021 — September 30, 2022
$1,371.39
$1,190.04
Total
$93,281.45
$80,946.69
Banner Finance
October 1, 2022 — September 30, 2023
$54,142.47
$42,711.93
Banner Document Management
October 1, 2022 — September 30, 2023
$8,164.17
$6,440.55
Oracle Database
October 1, 2022 — September 30, 2023
$38,794.44
$30,604.17
Oracle Application Server
October I, 2022 — September 30, 2023
$1,508.53
$1,190.04
Total
$102,609.61
$80,946.69
**Upon the expiration of the full term of this Product Support and Enhancement Agreement, effectively
September, 2023 , the improvement fees will be escalated by no more that 10% of the amount payable
for improvements for the immediately preceding contract year unless client signs renewal agreement for another
three year term.
Should the Licensee cancel this TCP Amendment, for any reason, prior to the end of the three-year term (September
30, 2023), Licensee agrees to pay Avenu a penalty equal to the difference between the List Price Payment Amount
and the Discounted Payment Amount, for each year prior and through the date of the cancellation.
Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose
being appropriated, budgeted and otherwise made available. Execution of this Agreement by the County does not
create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year.
AvenuGovSys - Weld County, CO Banner TCP Amendment 7 - v07062020 Page 3
Contract Form
New Contract Request
Entity Information
Entity Name*
AVENU INSIGHTS Sr ANALYTICS LLC
Contract Name*
BANNER RENEWAL CONTRACT
Contract Status
CT6 REVIEW
Contract Description *
3 YEAR RENEWAL
Contract Description 2
Contract Type*
AGREEMENT
Amount*
$242,840.07
Renewable*
YES
Automatic Renewal
Grant
IGA
Entity ID*
340040477
Department
INFORMATION
TECHNOLOGY-GIS
Department Email
CM-
InformationTechnologyGIS
weldgov.com
Department Head Email
CM-
InformationTechnologyGIS-
DeptHeadweldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYATTORNEY'aNVELDG
OV.COM
❑ New Entity?
Contract ID
4109
Contract Lead*
MTRUSLOW
Contract Lead Email
mtruslowg,co.weld.co.us
Requested BOCC Agenda
Date*
0921 2020
Parent Contract ID
Requires Board Approval
YES
Department Project #
Due Date
09x' 1 7. 2020
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date
Termination Notice Period
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
CONSENT
Approval Process
Department Head
RYAN ROSE
DH Approved Date
09'16,2020
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
09: 21!2020
Originator
MTRUSL0W
Review Date*
06/01/_2023
Committed Delivery Date
Contact Type Contact Email
Finance Approver
CONSENT
Renewal Date*
10:01/2023
Expiration Date
Contact Phone 1
Purchasing Approved Date
0916/2020
Finance Approved Date
09;16;2020
Tyler Ref*
AG 092120
Legal Counsel
CONSENT
Contact Phone 2
Legal Counsel Approved Date
09:16:'2020
retract
MEMORANDUM
TO: Esther Gesick, Clerk to the Board Dec 3, 2019
FROM: Ryan Rose, Chief Information Officer K,? -
SUBJECT: Avenu Insights, LLC
TD 4*32 fl
Avenu Insights, LLC provides the Banner Financials upgrade software support to
Weld County. The software is used by the County for our accounting needs. The
current contract goes through 2019. This amendment is to extend it through June
30, 2020. This agreement requires no additional cost to the upgrade project. The
agreement was approved by Legal.
We ask that the BOCC approve the agreement as submitted.
CZ n ,+
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BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Avenu Government Systems, LLC
DEPARTMENT: Information Technology
PERSON REQUESTING: Ryan Rose T. F.
DATE: 11/14/19
Brief description of the problem/issue:
Avenu Government Systems, LLC provides upgrade support to Weld County for our Banner application. The
software is used by the County for our Accounting needs. The current contract goes through 2019. This
amendment is to extend it through June 30, 2020.
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
This provider specializes in selling and supporting this software. Options for the Board are to either approve
this purchase or hold off on approving it.
Recommendation:
This agreement requires no additional cost to the upgrade project. We recommend the Board approve the
request.
Sean P. Conway
Mike Freeman, Pro -Tern
Scott K. James
Barbara Kirkmeyer, Chair
Steve Moreno
Approve
Recommends ^ ion
F
Schedule
Work Session
Other/Comments:
Signature
Mike Melka
SECOND AMENDMENT
To THE TECHNOLOGY SERVICES AGREEMENT
BETWEEN
WELD COUNTY AND AVENU GOVERNMENT SYSTEMS, LLC.
nAVENL
This second amendment to the Technology Services Agreement ("Agreement"), is entered into this 13th
day of November, 2019 between Weld County, Colorado, a government entity in the State of Colorado,
(hereinafter referred to as "Client") and Avenu Government Systems, LLC., (formerly known as
Conduent Government Systems, LLC.),(hereinafter referred to as "Avenu").
WITNESSETH THAT:
WHEREAS, the Client and Avenu entered into an Agreement on March 26, 2018 for technology
services; and,
WHEREAS, Conduent Government Systems, LLC.'s name was changed to Avenu
Government Systems, LLC on October 30, 2018 as a result of the August 3, 2018 Equity
Purchase Agreement between ConduentTM and Avenu Holdings, LLC for Avenu to acquire
Conduent Government Systems, LLC.
WHEREAS, The Client and Avenu amended the Agreement to extend the term through
December 31, 2019, on November 10, 2018 ("First Amendment"); and,
WHEREAS, the Client has further identified necessary additional professional services,
Client and Avenu agree to amend the Agreement to further extend the term for one (1) month.
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below,
the parties agree as follows:
1. Section 2. TERM is hereby deleted in its entirety and replaced with the following:
This Agreement shall become effective upon execution date ("Effective Date") of both parties, Avenu
and Client, and will continue through June 30, 2020 ("End Date"), unless otherwise extended or
terminated by the parties in accordance with the provisions of this Agreement ("Term").
2. Except as modified by this First Amendment, the Agreement between the Client and Conduent shall
remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the Client and Conduent, each by a duly authorized representative,
have executed this First Amendment as of the day and date first set forth above.
Avenu Government Systems, LLC
Name
CFO
Title
12.03.19
Date
Weld County, Colorado
Barbara Kirkmeyer
Name
Chair Board of Weld
county commissioners
Title
DEC 16 2019
Date
o?o/�-P9-2-1
New Contract Request
Entity Information
Entity Name* Entity ID*
AVENU INSIGHTS 8 ANALYTICS LLC @00040477
Contract Name *
UPGRADE SOW EXTENSION
Contract Status
CTB REVIEW
Contract Description *
EXTEND SOW FOR BANNER UPGRADE
Contract Description 2
Contract Type
AGREEMENT
Amount
s0 00
Renewable *
NO
Automatic Renewal
De
n
INFORMATION
TECHNOLOGY-GIS
Department Email
CM-
InforrnationTechnologyGIS@w
eidgov.corn
Department H .. r Email
CM-InformationTechnologyGIS-
DeptHeadC@weldgov.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
,OUNTYATTt )RNEY@WELLD
GOV.COM
C New Entity?
Contract ID
3239
Contract Lead*
MTRUSLOW
Contract Lead Email
mtruslov { co.weld co us
Requested BOCC Agenda
Date*
1211=2019
Parent Contract ID
Requires
YES
d
Depar intent Project #
Due Date
12;072.019
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
If this is a renewal enter previous Contract ID
ti this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Ser/ices Agreement Number should be left blank if those contracts are not in
On Base
Contract Dates
Effective Date
Termination Notice Period
Review Date*
06/30/2020
Renewal Date
Committed Delivery Date Expiration Date*
06/30/2020 06/3012020
Contact Information
Contact Info
Contact Name
Purchasing
Purchasing Approver
CONSENT
Approval Process
Department Head
RYAN ROSE
DH Approved Date
12-1012019
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
12 i6r2v19
Originator
MTRUSLOW
Contact Type Contact Email
Finance Approver
CONSENT
Contact Phone 1 Contact Phone 2
Purchasing Approved Date
12/10.2019
Finance Approved Date
121012019
Tyler Ref #
AG 121519
Legal Counsel
CONSENT
Legal Counsel Approved Date
12.10;2019
Submit
MEMORANDUM
TO: Esther Gesick, Clerk to the Board Nov 16, 2018
FROM: Ryan Rose, Chief Information Officer �Y-N
SUBJECT: Conduent Government Systems, LLC SOW
Extension
On March 26, 2018, the Weld County BOCC entered into an agreement with
Conduent Government Systems, LLC (2018-0921) to provide services to assist with
the upgrade the county's Banner Financials system. The software is used by our
Accounting and Finance department to manage the county finances. The attached
agreement between the Board of County Commissioners and Conduent
Government Systems, LLC is to extend the agreement from 12/31/18 to 12/31/19.
No additional funding is being requested.
We ask that the BOCC approve the agreement as submitted.
1
e, Cluett-d--)
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Conduent, Inc. Technology Services Agreement Amendment
DEPARTMENT: Information Technology DATE: November 8, 2018
PERSON REQUESTING: Ryan Rose
Brief description of the problem/issue:
Conduent, Inc. provides software support to Weld County. The software is used by the Accounting department
to manage the County financials.
The attached agreement between the Board of Weld County Commissioners and Conduent, Inc. is to amend our
Technical Services Agreement (2018-0921) to extend to 12/31/2019. The original Technical Services
agreement which ends on 12/31/18 is for the upgrade of the Banner application. There is no additional
requested amount.
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
This provider specializes in providing support for the Banner application.
Recommendation:
The agreement has been reviewed and approved by Legal. It is recommended that the BOCC approve the
agreement.
Approve
Recommendation
Sean P. Conway
Julie A. Cozad
Mike Freeman
Barbara Kirkmeyer, Pro -Tern
Steve Moreno, Chair
Schedule
Work Session
Other/Comments:
CONDUENTIt?,
First Amendment
To The Technology Services Agreement
Between Weld County, Colorado and Conduent Government Systems, LLC
This first amendment to the Technology Services Agreement ("Agreement"), is entered into this 10th
day of November , 2018 between Weld County, Colorado, a government entity in the State of
Colorado, (hereinafter referred to as "Client") and Conduent Government Systems, LLC. (hereinafter
referred to as "Conduent").
WITNESSETH THAT:
WHEREAS, the Client and Conduent entered into an Agreement on March 26, 2018 for
technology services; and,
WHEREAS, the Client and Conduent agree to amend the Agreement to extend the term.
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below,
the parties agree as follows:
1. Section 2. TERM is hereby deleted in its entirety and replaced with the following:
This Agreement shall become effective upon execution date ("Effective Date") of both parties,
Conduent and Client, and will continue through December 31, 2019 ("End Date"), unless otherwise
extended or terminated by the parties in accordance with the provisions of this Agreement ("Term").
2. Except as modified by this First Amendment, the Agreement between the Client and Conduent shall
remain unchanged and in full force and effect.
IN WITNESS WHEREOF, the Client and Conduent, each by a duly authorized representative,
have executed this First Amendment as of the day and date first set forth above.
Conduent Government Systems, LLC Weld County, Colorado
1'
Signature
Louis Schiavone Jr. Steve Moreno
Name Name
Vice -President
Title
11/14/2018
Chair, Board of Weld County Commissioners
Title
NOV 2 12.018
Date Date
02,o/f- o ?o -/
/P*/
MEMORANDUM
TO: Esther Gesick, Clerk to the Board Jan 29, 2018
FROM: Ryan Rose, Chief Information Officer
SUBJECT: Conduent Government Systems, LLC. Support
Agreement Renewal and SOW
Conduent Government Systems, LLC. provides software to our Accounting and
Finance department which they utilize to manage the County's finances and to
conduct their daily business. This agreement is to extend the support for the
Banner application and to engage them to assist with the implementation of the
latest version of the software. The requested amount is $77,092.06 annually for
the support agreement and $40,000.00 for the services to assist with the upgrade.
This was budgeted for in the Accounting department's budget.
We ask that the BOCC approve the agreement as submitted.
1
-.,C17t464-a-
2-024®-/f
j024.- if
2018-0921
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW/ WORK SESSION REQUEST
RE: Conduent Government Systems, LLC. Support Agreement and SOW
DATE: January 16, 2018
DEPARTMENT: Information Technology
PERSON REQUESTING: Ryan Rose ge
Brief description of the problem/issue:
Conduent Government Systems, LLC. provides software to Weld County for accounting and purchasing
functions. The software is used by the Finance & Accounting and Purchasing departments to manage the
County's financials and to conduct their daily business.
The Technical Currency Agreement is to extend the support for the Banner system used by Finance & Accounting
and Purchasing departments for an additional three years. The requested amount for this service is $77,092.06
annually. The SOW agreement is to obtain assistance in performing the application upgrade to the Banner system.
The requested amount for this service is $40,000.00
What options exist for the Board? (Include consequences, impacts, costs, etc. of options)
This provider specializes in selling and supporting this software which will be utilized by the Finance &
Accounting and Purchasing departments to conduct their daily business.
Recommendation:
The requested amount was budgeted for in the Accounting department's budget. It is recommended that the
BOCC approve the agreement for the above specified amount.
Barbara Kirkmeyer, awe
Sean P. Conway
Mike Freeman
Steve Moreno
Julie Cozad
Aoorove Schedule
Recommendation Work Session
Other/Comments:
CONDUENT�
Amendment to TCP
PRODUCT SUPPORT & ENHANCEMENT AGREEMENT
CONDUENT GOVERNMENT SYSTEMS, LLC.
130 Division Street
Waite Park, MN 56387
("Conduent")
and
Weld County
915 10`h Street
Greeley, CO 80631
("Licensee")
Original Technical Currency Agreement dated
This Amendment No. 6 (the "TCP Amendment").
August 8. 1994 (the "TCP Agreement").
Effective Date of this TCP Amendment: October 1.2017 (the "Amendment Date").
LICENSEE AND CONDUENT, intending to be legally bound, agrees as follows:
1. Defined Terms. Unless specifically defined herein, all terms defined in the TCP Agreement shall have the
same meaning when used in this TCP Amendment.
2. Amendment to and Modification of TCP Agreement. Conduent agrees to provide Improvements with
respect to the additional Component Systems identified in Exhibit 1, attached to this TCP Amendment (the "TCP
Exhibit") on the same terms and conditions as the TCP Agreement for the period and for the fee specified in the
TCP Exhibit. The term of the TCP Agreement is deemed to be extended as provided for in the TCP Exhibit for
purposes of this TCP Amendment. Any amounts indicated on the TCP Exhibit are in addition to all other amounts
payable under the TCP Agreement.
3. Integration Provision. Except as expressly modified by this Amendment, the Agreement shall remain in
full force and effect. As of the Amendment Date, the Agreement, as further amended by this Amendment
constitutes the entire understanding of the parties as regards the subject matter hereof and cannot be modified except
by written agreement of the parties.
Weld County, CO Banner TCP Amendment 6 Page 1
IN WITNESS WHEREOF, the parties have set their respective hands and seals below.
Weld County, CO Conduent,Govt nment Systems, LLC
By: By:
Name: Steve Moreno
Chair, Board of Weld
Title: County Commissioners Title: Vice -President
Name: Louis Schiavone Jr.
Date: MAR 2 6 2013
Date: 3/19/2018
ATTES diritt/t) BOARD OF COUNTY COMMISSIONERS
Weld o nt, Clerk to the B.,yt�! i , ��� WELD COUNTY, COLORADO
BY
Deputy Cl
k to he
eve Moreno, Chair
MAR 2 6 2018
PPRD AS TO : STANCE:
ation Officer
Weld County, CO Banner TCP Amendment 6 Page 2
EXHIBIT 1
Licensee: Weld County, CO
PARTIAL YEAR PAYMENT/DUE DATE: N/A
Indicate "N/A if not applicable)
FIRST ANNUAL CONTRACT YEAR PAYMENT DATE: Sentember. 2018
5% increase for the first year and two years with no increase. for a three year commitment
Baseline Component System
Contract Year Begins/Ends
List Price
Payment Amount
Discounted
Payment Amount
Banner Finance
October 1, 2017 - September 30, 2018
$42,615.07
$40,678.02
Banner Document Management
October 1, 2017 - September 30, 2018
$6,425.94
$6,133.85
Oracle Database
October 1, 2017 — September 30, 2018
$30,534.76
$29,146.82
Oracle Application Server
October 1, 2017- September 30, 2018
$1,187.34
$1,133.37
Total
$80,763.11
$77,092.06
$40,678.02,
Banner Finance
October 1, 2018 - September,30, 2019
$46,876.58
Banner Document Management
October 1, 2018 - September 30, 2019
$7,068.54
$6,133.85
Oracle Database
October 1, 2018 — September 30, 2019
$33,588.24
$29,146.82
Oracle Application Server
October 1, 2018 - September 30, 2019
$1,306.08
$1,133.37
Total
$88,839.44
$77,092.16
Banner Finance
October 1, 2019 - September 30, 2020
$51,564.24
$40,678.02
Banner Document Management
October 1, 2019 — September 30, 2020
$7,775.40
$6,133.85
Oracle Database
October 1, 2019 - September 30, 2020
$36,947.07
$29,146.82
Oracle Application Server
October 1, 2019 - September 30, 2020
$1,436.69
$1,133.37
Total
$97,723.40
$77,092.06
**Upon the expiration of the full of term of this Product Support and Enhancement Agreement, effectively
September. 2020 the improvement fees will be escalated by no more that 10% of the amount payable
for improvements for the immediately preceding contract year unless client signs renewal agreement for another
three year term.
Should the Licensee cancel this TCP Amendment, for any reason, prior to the end of the three-year term (September
30, 2020), Licensee agrees to pay Conduent a penalty equal to the difference between the List Price Payment
Amount and the Discounted Payment Amount, for each year prior and through the date of the cancellation.
Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose
being appropriated, budgeted and otherwise made available. Execution of this Agreement by the County does not
create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year.
Weld County, CO Banner TCP Amendment 6 Page 3
CONDUENT
Technology Services Agreement
Conduent Government Systems, LLC
Weld County, Colorado
This agreement for technology services ("Agreement") is made by and between Conduent Government
Systems, LLC, 130 Division Street, Waite Park, MN 56387 ("Conduent"), and Weld County, a
government entity in the State of Colorado, 1401 N. 17th Avenue, Greeley, CO 80631 ("Client").
Conduent and Client (each individually a "party" and collectively the "parties") agree as follows:
1. SERVICES Conduent agrees to provide to Client the technology services described in the
Statement of Work ("Services"), which is attached to and incorporated in this Agreement as Schedule A,
in accordance with the terms and conditions set forth in this Agreement.
2. TERM This Agreement will become effective on February 1, 2018 ("Effective Date") and will
continue through December 31, 2018 ("End Date"), unless otherwise extended or terminated by the
parties in accordance with the provisions of this Agreement ("Term").
3. PAYMENT Client agrees to pay Conduent for the Services, including any partially completed
work performed to the date of termination for loss of funding or any other reason except default by
Conduent. Conduent will submit an invoice to Client for each payment due, and Client agrees to pay each
invoice within thirty (30) calendar days after receipt of the invoice.
4. TAXES If Client is by law exempt from property taxes or sales and use taxes, those taxes will not
be included in invoices submitted to the Client under this Agreement. Conduent may be considered a
limited agent of Client for the sole purpose of purchasing goods or services on behalf of Client without
payment of taxes from which Client is exempt. If Conduent is required to pay taxes by determination of a
proper taxing authority having jurisdiction over the products or services provided under this Agreement,
Client agrees to reimburse Conduent for payment of those taxes.
5. DELIVERY AND ACCEPTANCE Client will have ten (10) business days after notification by
Conduent that a portion of the Services are complete and ready for acceptance to inspect and accept or
decline that portion of the Services. If Client declines to accept all or any part of the Services, Client will
provide Conduent a written description of the deficiencies and a reasonable opportunity to cure those
deficiencies. Client will indicate acceptance of the Services in writing. However, if Client fails to accept
or decline the Services and deliver a written list of deficiencies to Conduent within ten (10) business days
after receipt of notice of delivery, the Services will be deemed to have been accepted by Client.
6. CONFIDENTIALITY With respect to Client business information that is confidential and clearly
designated as confidential ("Client Confidential Information"), Conduent will keep that information
confidential by using the same degree of care and discretion that is used with information that Conduent
regards as confidential. Conduent will not be required to keep confidential any information that: (a) is or
becomes publicly available; (b) is already lawfully possessed by Conduent; (c) is independently
developed by Conduent outside the scope of this Agreement without reliance on Client Confidential
Information; or (d) is rightfully obtained from third parties. Conduent is not required to keep confidential
any ideas, concepts, methodologies, inventions, discoveries, developments, improvements, know-how, or
techniques developed by Conduent while providing the Services. Conduent and Client agree to use
confidential information only for the purposes of this Agreement and on a strictly need -to -know basis,
and will not disclose confidential information to any third party (other than as permitted under this
Weld County, CO Banner Services Agreement
Page 1
Technology Services Agreement
CONDUENT 04,,
Agreement) or to the employees of the other party, Conduent subcontractors, or permitted consultants
engaged by the Client with the prior written consent of Conduent.
7. OWNERSHIP, USE, AND RETURN OF DATA All information, records, documents, files, data,
and other items relating to the business of Client, whether prepared by Client or Conduent or
otherwise coming into the possession of Conduent in connection with performing the Services or
otherwise during the Term will remain the exclusive property of Client. All data and personal
information transferred from Client to Conduent under this Agreement will be transferred by (a) Secure
Large File Transfer (SLFT) that password protects and encrypts the data or (b) Conduent FTP site
accessible only by account. If Client uses the Conduent FTP site, access to account information will be
limited to authorized personnel. If Client transfers data or personal information to Conduent by any other
means, Conduent shall not be responsible for any damages related to loss of data or personal information.
8. ACCESS TO FACILITIES AND INSURANCE Client agrees to provide Conduent with
reasonable access to Client facilities for provision of Services, as well as secure storage areas for
materials, equipment, and tools, if required. If Conduent performs any of the Services on Client premises,
Conduent agrees to maintain standard insurance coverage in accordance with its corporate policy. Upon
request, Conduent will provide evidence of coverage on a standard ACORD form certificate of insurance.
9. FORCE MAJEURE Neither party shall be responsible for delays or failures in performance as a
result of limitations or problems inherent in the use of the Internet and electronic communications; force
majeure events, including but not limited to Acts of God, fire, flood, earthquake, weather, climate change,
elements of nature, war, terrorism, civil disturbance, labor disruptions or strikes, quarantines, embargoes,
or other governmental action, or cause beyond the reasonable control of a party
10. WARRANTIES Conduent warrants that the Services will be performed in a professional and
workmanlike manner. If third -party hardware or commercial software is furnished under this Agreement,
then Conduent will, to the maximum extent allowable by third -party vendors, pass -through to Client all
warranties for materials furnished under this Agreement. Conduent will provide only the warranties and
exchange policies for any defective items that are offered by the manufacturers. THE LIMITED
WARRANTIES SET FORTH IN THIS SECTION ARE MADE TO CLIENT EXCLUSIVELY
AND CONDUENT MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH
REGARD TO THE SERVICES PROVIDED. CONDUENT EXPLICITLY DISCLAIMS ALL
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
11. LIMITATIONS OF LIABILITY NEITHER PARTY WILL BE LIABLE, UNDER ANY
CIRCUMSTANCES FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY,
INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND RESULTING FROM THE
PERFORMANCE OR NON-PERFORMANCE OF OBLIGATIONS UNDER THIS
AGREEMENT EVEN IF THOSE DAMAGES ARE ATTRIBUTED TO BREACH OF THIS
AGREEMENT, TORT, NEGLIGENCE, OR OTHER CAUSE OF ACTION. THE PARTIES
AGREE THAT THIS LIMITATION SHALL APPLY EVEN IF A PARTY HAS BEEN ADVISED
OF THE POSSIBILITY OF NON -DIRECT DAMAGES OR IF, UNDER APPLICABLE LAW,
NON -DIRECT DAMAGES ARE CONSIDERED TO BE DIRECT DAMAGES. EXCEPT FOR
AMOUNTS EXPRESSLY DUE AND PAYABLE TO CONDUENT UNDER THIS AGREEMENT,
IN NO EVENT SHALL EITHER PARTY TO THIS AGREEMENT BE LIABLE TO THE
OTHER PARTY FOR ANY CLAIMS, PENALTIES OR DAMAGES, WHETHER IN
CONTRACT, TORT, OR BY WAY OF INDEMNIFICATION, IN AN AMOUNT EXCEEDING
THE FEES OR OTHER CHARGES PAID BY CLIENT TO CONDUENT DURING THE THREE
(3) MONTHS PRECEDING THE CLAIM.
Weld County, CO Banner Services Agreement Page 2
Technology Services Agreement CONDUENT
12. TERMINATION FOR BREACH OR DEFAULT If either party materially breaches any of the
terms and conditions of this Agreement or fails to perform the obligations set forth in this Agreement and
fails to cure the breach or failure within forty-five (45) calendar days (or any longer period stated in the
notice) after receipt of written notice specifying the basis for the breach or failure to perform, the party
giving notice of breach may terminate this Agreement. Termination by Client will be effective upon
delivery of final payment to Conduent of all sums due under this Agreement to the effective date of the
termination.
13. TERMINATION WITH NOTICE AND EFFECT OF TERMINATION This Agreement is
subject to termination for convenience by Client upon not less than fifteen (15) days written notice to
Conduent. If this Agreement is terminated before the End Date, Conduent will invoice Client for work
performed to the Termination Date, and Client agrees to pay Conduent for those Services. Upon
termination of this Agreement for any reason, all software and other Conduent-owned material will
promptly be returned to Conduent at the sole expense of Client.
14. NOTICES TO PARTIES Unless otherwise specified in this Agreement, all notices, requests, or
consents required to be given in writing under this Agreement shall be hand delivered, delivered by overnight
delivery service, or mailed (certified mail, postage prepaid).
To Conduent: To Client:
Conduent Government Systems, LLC
130 Division Street
Wait Park, MN 56387
Weld County
1401 N. 17th Avenue
Greeley, CO 80631
Attn: Jay McDaniel Attn: Ms. Mary Truslow
With a copy to:
Conduent Government Systems, LLC
12410 Milestone Drive
Germantown, MD 20876
Attention: Contracts Department
15. ASSIGNMENT AND SUBCONTRACTING This Agreement is binding on the parties and their
successors and assigns. Conduent may assign or otherwise transfer this Agreement and any rights, duties,
or obligations under this Agreement to a corporate parent, subsidiary, or affiliate of Conduent. Any other
attempt to make an assignment without prior written consent of the other party will be void. Conduent
may provide for the delivery of all or part of the Services through the use of subcontractors. Conduent
will notify Client of work being performed by any subcontractor that performs work on the premises of
Client and shall ensure that the insurance requirements that apply to Conduent under this Agreement
apply to and are complied with by each subcontractor.
16. GOVERNING LAW This Agreement shall be governed by, interpreted, construed, and enforced
in accordance with the laws of the State of Colorado without reference to the principles of conflict of
laws.
17. ENTIRE AGREEMENT The contents of this Agreement (including the Statement of Work)
constitute the entire understanding and agreement between the parties and supersede any prior
agreements, written or oral, that are not specifically referenced and incorporated in this Agreement.
The terms and conditions of this Agreement shall not be changed or modified except by written
agreement signed by both parties.
Weld County, CO Banner Services Agreement
Page 3
Technology Services Agreement
CONDUENT 4
IN WITNESS WHEREOF, the undersigned authorized representatives of Conduent and the Client have
executed this Agreement.
Con uent vernment S i; ems, LLC Weld County, Colorado
Signatu
Louis Schiavone Jr.
Name
Vice -President
Title
/NI
Signature
Steve Moreno
Name
Title
Chair, Board of
Weld County Commissioners
MAR 2 6 201S
Date Date
Weld County, CO Banner Services Agreement Page 4
,40/f- 6921
Technology Services Agreement CONDUENT
Schedule A
Statement of Work
A. Conduent Services
1. Conduent will provide onsite/remote services ("Services"), for the Client, defined as Banner8 to
Banner9 Technical Migration, on a mutually agreed upon date.
2. A Conduent project manager will be responsible for coordinating the resources and schedules for
the mutually agreed upon Services.
3. Conduent will provide the services described in Section B, below, as requested by Client, in
accordance with the provisions of the Agreement and this Schedule A.
B. Technology Services
1. Scope of Services are defined in Schedule B, below.
C. Fees and Payment
I. Conduent will provide up to 200 hours of services, at a rate of $200/hour ($40,000.00). Conduent
will invoice Client, and Client agrees to pay Conduent, for the actual number of hours used, plus
any expenses incurred at actual cost.
2. For avoidance of doubt, the quoted 200 hours is not a "fixed fee" or "not to exceed" number of
hours, but rather an estimated number of hours to perform required Services, as defined in
Schedule B. If needed, Client can request additional hours via a written request.
3. In the event that Client needs to cancel, or reschedule, consulting/training services, cancellation
fees may be incurred based on the number of calendar days you are cancelling prior to the
scheduled services. This cancellation fee is applicable regardless if the services are rescheduled.
The cancellation policy is as follows:
a. 30 calendar days or more notice: no penalty
b. 29-15 days calendar day notice: 50% penalty
c. 14 calendar days or less notice: 100% penalty
Cancellation fees are based on the cost of scheduled services. All travel cost, plus any applicable
change fees, will also be invoiced to Client.
4. Fees will be invoiced, and paid, in U. S. Dollars. Invoices will be sent to Client for services
provided on an as -incurred basis, in arrears, during incremental phases during the project.
5. Services may be conducted both onsite, and remote, and all tasks are estimated to be completed
by December 31, 2018. Conduent assumes no responsibilities if all services are not completed by
the end of this Agreement's term.
6. If the Scope of Services, requested by Client change, the cost for the Services may also change.
Weld County, CO Banner Services Agreement Page 5
Technology Services Agreement CONDUENT
7. Travel, living and other reimbursable expenses are not included in the fee, and will be invoiced,
as incurred.
Weld County, CO Banner Services Agreement Page 6
Technology Services Agreement CONDUENT
Schedule B
Scope of Services
Banner 8 to Banner 9 Administrative Migration Process
Ob iective:
The following service package has been established to leverage best practices in
getting Banner 8 Internet Native (INB) to Banner 9 Administration pages, for all
licensed, and installed, Banner products, stated in Section 4 below.
Engagement
Engagement Description
Estimated
Hours
Banner 9 Essentials Plus
Services
o Install Ethos Identity for Banner 9 Admin Pages
o Install ESM and Deployment of Banner 9 '
Admin Pages
o Engagement will bring Admin Pages to Banner
9
Knowledge Transfer and Deployment
• Provide knowledge transfer on the
execution and configuration of the prior
steps, and plan for production roll out
• Provide insight to allow for the institutional
resource to deploy the application into a
production environment
128
Banner 9 Essentials Plus
Workshops
A technical workshop designed to establish Client's
readiness to execute on the prioritized technical
requirements identified during the kick-off and
planning session.
24
Project Management
Project management services to Client using
Ellucian's implementation methodology. Ellucian's
implementation methodology is executed in four
phases: Initiation Phase, Planning Phase, Execution
Phase, and Transition & Close Phase.
36
Hardware/Software
Requirements
Minimum required hardware and software requirements.
N/A
Total Estimated Hours
788
Weld County, CO Banner Services Agreement
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Technology Services Agreement
1. Banner 9 Essentials Plus Services
Service Description:
CONDUENT 4
Engagement
Engagement Description
Objectives:
• Project start up:
Project Planning and
Kick-off
o Schedule Planning and kick-off call
o Distribute Service Preparation Document to client
• Planning and kick-off call to:
o Review service preparation document completion
o Review the scope and client tasks
o Review service delivery expectations and outcomes
• Establish and verify remote connectivity
Objectives:
- Install Ethos Identity
o Single node in one (1) non -production and one (1)
production environment
o Banner Enterprise Identity Services ("BEIS") Utilities for
UDCID Provisioning for a single node
o Banner Enterprise Identity Services ("BEIS") SSO
Manager, if applicable
o Professional Services Banner UDCID generation trigger
- Configure Ethos Identity:
Ethos Identity for
Banner 9
o Baseline Configuration (Single Node);
o Authentication against Active Directory ("AD")
o Single Sign -On utilizing Central Authentication Services
("CAS") for:
Administrative Pages
• Application Navigator;
■ Banner 9 Administrative Pages
• Banner INB/SSB, if applicable
Prescriptive install option A:
- Client ensures:
o User accounts are in AD
o UDCID isinAD
- Ellucian configures Ethos Identity to Authenticate against, and
retrieve UDCID from AD
Prescriptive install option B:
- Client ensures:
Weld County, CO Banner Services Agreement
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Technology Services Agreement
CONDUENT 4.
Engagement
Engagement Description
o User accounts are in AD
- Ellucian configures Ethos Identity to Authenticate against AD and
retrieve UDCID directly from Banner, eliminating the need to
provision to AD. This requires AD login id matches
gobtpac_external_user.
ESM and
Deployment of
Banner 9
Administrative Pages
Objectives:
- Install
o Ellucian Solution Manager ("ESM")
o Tomcat on up to two (2) application servers
- Configure
o Complete the ESM environment configuration for two (2)
Non -Production Environments to be managed by ESM;
o Add the installed Tomcat application server
configurations to ESM to support the Banner 9
application deployment process.
- Upgrade
o Utilizing ESM, upgrade Banner in two (2) Non -Production
Environments to the minimal required releases to
support Banner 9 Administrative Pages
- Deploy
o Utilizing ESM, in up to two (2) non -production
environments, deploy the following:
• Application Navigator
• Banner 9 Administrative Pages
Knowledge Transfer
and Production
Deployment
Objectives
- Provide knowledge transfer on the execution and configuration
of the prior steps, and plan for production roll out
- Provide insight to allow for the institutional resource to deploy
the application into a production environment
Project Management
Description Below
Total Hours: 128
Service Assumptions:
• Banner 9 Administrative Applications (pages) and Application Navigator will be
deployed utilizing Tomcat as its application server
• Ellucian Solution Manager requires a Linux environment
• Ellucian identity requires a Linux or Windows environment
• Full SSH type remote connectivity to the institution's environment is an absolute
requirement for the delivery of this packaged service via one of the following:
• Institutional VPN with SSH
• Securelink can be provided by Ellucian as an alternative
Weld County, CO Banner Services Agreement
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Technology Services Agreement CONDUENP 4
• Requires client install the Securelink application in their environment
Client Responsibilities:
o Provision the Virtual Machines, including Operating System
o One (1) Virtual Machine ("VM") for Ellucian Solution Manager
o Two (2) Virtual Machines for Ethos Identity including one (1) for non -production and one (1) for
production
o Two (2) Virtual Machines to support the application server deployment
• Total of two (2) including one for each of two non -production environments
• Note that one ESM server can support multiple environments and banner instances
o Configure Ellucian Solution Manager (ESM) for production Banner environment
o Provision Banner 9 applications to production environment
o Provide two (2) test user accounts in both non -production and production user stores;
o Provision constituent data into the user store (AD) to be used as authentication provider for Ethos Identity
o Request and install required SSL certificates from a trusted certificate authority for use in non -production and
production environments;
o Provide network administrative support for the configuring of firewalls, load balancer, and network devices as
required.
Out of scope:
• Configuration of network, DNS or load balancers;
• Configuration of any Service Provider applications;
• Configuration of Single Sign -On beyond Banner 9 Administrative Application and Application Navigator
• Testing and troubleshooting of any non-Ellucian supported service providers for Ethos Identity
• Creation and/or installation of SSL certificates
• Branding Ethos Identity with client's colors, logo, header or footer
• Two (2), or Multi Factor Authentication configuration
• Password reset configuration
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Technology Services Agreement
2. Banner 9 Essentials Plus Workshops
Service Description:
CONDUENT i1
Engagement
Engagement Description
During this remote session, Ellucian will conduct a technical workshop
designed to establish Client's readiness to execute on the prioritized
technical requirements identified during the kick-off and planning
session. The Banner 9 technical workshop covers topics including:
• Application/Network Architecture in support of Banner 9 (Client
Specific Design)
• Scaling of Banner 9
• If applicable, GIT Repository Architecture and Design
• IT Skill Requirements, Planning, and Learning Plans for
Database/System/Application Administrator(s)
• Integration with other Ellucian Applications
Banner 9 Adoption
The information gathered during the Banner 9 Technical Workshop, will be reviewed by
Technical Workshop
the Ellucian consultant and used to plan for the implementation of Banner 9 within the
Client's environment. The plan can then be used by Client leaders and Ellucian to build
a framework for the deployment of the Banner 9 infrastructure and the identified Banner
9 applications. The resulting Banner 9 Technical Approach document will be reviewed
with Client which includes:
• The proposed architecture includes sizing, server architecture
• Single Sign -On ("SSO") reference architecture (prescriptive
model)
• Incorporation of Ellucian Solution Manager
• Identification of required Banner patches
• Recommended training for Client's staff
• The Delivery templates used during the Technical Workshop
• Pre -upgrade questionnaire
Total Hours: 24
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Technology Services Agreement CONDUENr
3. Project Management Services
Ellucian will provide project management services to Client using Ellucian's implementation methodology.
Ellucian's implementation methodology is executed in four phases: Initiation Phase, Planning Phase, Execution
Phase, and Transition & Close Phase. The four phases of Ellucian's implementation methodology, combined with
monitor and control procedures, provide the structure for the overall project, helping the project management
team monitor and control expectations, budget, communication, and quality.
Service Description:
The following activities, artifacts, and outcomes are considered in scope for project management services:
• Project initiation
• Introduction of delivery management team
• Project planning and resource management
• Initial Development of Project Charter or Scope Statement
• Project internal repository for project artifacts
• Ellucian internal project initiation meeting
• Client project planning session
• Work with client project management team to manage:
1. Project execution
2. Project team
3. Communications (status meetings, status reports)
4. Stakeholder expectations
S. Quality assurance activities
6. Issue tracking
7. Changes to scope, schedule, resources, and costs
8. Project risk response plans
9. Project financials (budgets, project reconciliation)
10. Knowledge resources
11. Delivery of solution artifacts
12. Transition planning
13. Delivery to contract and project scope with client acceptance
14. Project closure
Client Responsibilities:
• Client will provide information to Ellucian project team that will contribute to project activities and
development of artifacts.
• Client will provide approval on all project activities, artifacts, and outcomes based on the agreed sign -off
criteria and client acceptance period for approval.
• Client will attend and participate in project status meetings as defined by the Ellucian project manager and
Client project leader.
• Client will support and otherwise cooperate with Ellucian throughout all project activities, development of
artifacts, and project outcomes.
• Client will provide a full-time project leader or functional leader who will work directly with the Ellucian
project manager and provide the required input and work product to support project activities, artifacts, and
outcomes.
• Client will assign Client resources to complete Client tasks required as part of the project's schedule.
• Client will provide timely approval of project change requests prior to the start of the project change.
Weld County, CO Banner Services Agreement
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