ORD 37876 - Agmts with Workforce Software Inc for time and attendance system {P
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140FESSU) CITY CLERK
Carol A.Ebdon
City of Omaha OMAHA. N E B R A S K A Director
Mike Fahey,Mayor
Allen R.Herink
City Comptroller
Honorable President
And Members of the City Council,
Attached is an ordinance approving Agreements between the City of Omaha and Workforce
Software, Inc. to purchase and implement the EmpCenter Time and Attendance system which
will replace the Fastech time and attendance software. These Agreements are for a five year
term and include software, hardware, implementation, license and support. The preliminary
work to begin the implementation will start in October of 2007. Total implementation and
utilization of the new software, utilizing staff from the City and Workforce Software, will begin
in early 2008 following the completion of the 2007 year-end payroll activities.
The software for the previous time and attendance system (Tess) was purchased in 1998 and has
not been upgraded since 2001. Kronos acquired the Tess application from Fastech in November
2003 thus ending upgrades to the software. The lack of upgrades requires the allocation of
significant staff time to insure that payroll is handled appropriately and promptly. An RFP for a
new timekeeping system was published on November 22, 2006. The responses to the RFP were
reviewed by City and DOT.Comm staff through a structured selection process. The vendor,
Workforce Software, was selected as providing the best solution to replace the current
timekeeping system.
The Payroll Division completes fifty-two bi-weekly payrolls each year for both the City and
DOT.Comm employees. Union contracts and accrual rules have become more complex
requiring processes to be developed outside the system. Functionality designed in the
EmpCenter software will eliminate time consuming work arounds. The software provides for the
average rate routine for police and fire sworn personnel as part of the base system in addition to
complex accrual rules for tracking annual, sick leave and comp-time. The EmpCenter software
will allow employees to cost their time to specified cost centers, which in turn, will provide
actual cost detail to directors for budgeting purposes.
EmpCenter uses a web based design using a true thin client and does not require software to be
loaded onto individual PCs throughout the City. This eliminates the previously required
software maintenance on individual machines. The five year maintenance agreement guarantees
that all enhancements and upgrades will keep our system in line with the industry as a whole.
The system also provides a new version of the SQL database allowing a greater capacity to
process and export data. The current database SQL version 7.0 was no longer officially
supported as of December 31, 2005. The implementation will require the purchase of new
servers and time collection devices. Our current badge readers (similar to time clocks) are nine
Honorable President
and Members of the City Council
• Page -2-
years old and replacements are no longer available. Over the past several years, the staff of the
payroll division has been reduced and this new software will allow us to do more with the fewer
resources. Time and attendance is a mission critical application that requires significant attention
to detail.
The new software is necessary in order to continue to timely process employee payrolls, provide
actual costing of payroll, eliminate work arounds and provide for more efficient use of our
manpower.
The cost of the new software is $256,837. The initial amount of$250,000 for software shall be
paid from 2007 General Fund 11111, General Expense 119014 and is due upon execution of the
contract. The remaining balance for software of $6,837 and any costs for implementation
services provided through December 31, 2007 will be due January 1, 2008 and be paid from the
2008 General Fund 11111, General Expense 119014. The cost of any remaining implementation
services will be billed in 2008. The total cost for implementation services is estimated to be
$255,540. The total cost for badge readers, IVR Services, and the five year warranty on the
equipment is estimated to be $114,960 and is due upon delivery of the hardware, but no sooner
than January 1, 2008.
Thereafter, annual software maintenance fees are as follows:
$45,655 due on the 1st anniversary of the effective date of the contract
$45,655 due on the 2nd anniversary of the effective date of the contract
$45,655 due on the 3rd anniversary of the effective date of the contract
$45,655 due on the 4tn anniversary of the effective date of the contract
The total cost of the Agreements purchasing and implementing the EmpCenter Time and
Attendance System is approximately $810,000. We urge your favorable consideration for the
approval of the proposal to license EmpCenter software as authorized in the accompanying
ordinance.
Respectfully Submitted, Referred to ity Council for Consideration:
(4,1,l
Carol A. Ebdon Date Mayor's Office Date
Finance Director
Approved:
a✓
Gail Kinsey Tl{mpson, D rector Date Vic Stannish, CIO/CEO Date
Human Rights &Relations Department Douglas County Technology Commission
P:\LAW\9084sap.doc
for police and fire sworn personnel as part of the base system in addition to
complex accrual rules for tracking annual, sick leave and comp-time. The EmpCenter software
will allow employees to cost their time to specified cost centers, which in turn, will provide
actual cost detail to directors for budgeting purposes.
EmpCenter uses a web based design using a true thin client and does not require software to be
loaded onto individual PCs throughout the City. This eliminates the previously required
software maintenance on individual machines. The five year maintenance agreement guarantees
that all enhancements and upgrades will keep our system in line with the industry as a whole.
The system also provides a new version of the SQL database allowing a greater capacity to
process and export data. The current database SQL version 7.0 was no longer officially
supported as of December 31, 2005. The implementation will require the purchase of new
servers and time collection devices. Our current badge readers (similar to time clocks) are nine
• ORDINANCE NO. 0 ,79
AN ORDINANCE to authorize entry into Agreements with Workforce Software, Inc., involving
the payment of money from appropriations of more than one year in accordance with
Section 5.17 of the Home Rule Charter of the City of Omaha, as amended, to provide for
the purchase and implementation of the EmpCenter Time and Attendance System for a
five year period for a total cost of approximately $810,000 over the term of the
Agreements; the funds for this service shall be paid by the Finance Department, General
Fund 11111, General Expense 119014; and to provide the effective date hereof.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF OMAHA:
Section 1. That, as recommended by the Mayor, in conformity with Section 5.17 of the
Home Rule Charter, approval is hereby given to enter into the attached Agreements with
Workforce Software, Inc., to provide for the purchase and implementation of the EmpCenter
Time and Attendance System for a five (5) year period from the time that this Ordinance is
approved by the City Council at a total cost of approximately $810,000 over the five (5) year
term. Such Agreements shall include implementation of the software, related professional
services, required equipment and warranties, and annual software maintenance fees.
Section 2. The funds for this service are to be billed pursuant to the attached Agreements
and shall be paid by the Finance Department from General Fund 11111, General Expense
119014.
the effective date of the contract
$45,655 due on the 3rd anniversary of the effective date of the contract
$45,655 due on the 4tn anniversary of the effective date of the contract
The total cost of the Agreements purchasing and implementing the EmpCenter Time and
Attendance System is approximately $810,000. We urge your favorable consideration for the
approval of the proposal to license EmpCenter software as authorized in the accompanying
ordinance.
Respectfully Submitted, Referred to ity Council for Consideration:
(4,1,l
Carol A. Ebdon Date Mayor's Office Date
Finance Director
Approved:
a✓
Gail Kinsey Tl{mpson, D rector Date Vic Stannish, CIO/CEO Date
Human Rights &Relations Department Douglas County Technology Commission
P:\LAW\9084sap.doc
for police and fire sworn personnel as part of the base system in addition to
complex accrual rules for tracking annual, sick leave and comp-time. The EmpCenter software
will allow employees to cost their time to specified cost centers, which in turn, will provide
actual cost detail to directors for budgeting purposes.
EmpCenter uses a web based design using a true thin client and does not require software to be
loaded onto individual PCs throughout the City. This eliminates the previously required
software maintenance on individual machines. The five year maintenance agreement guarantees
that all enhancements and upgrades will keep our system in line with the industry as a whole.
The system also provides a new version of the SQL database allowing a greater capacity to
process and export data. The current database SQL version 7.0 was no longer officially
supported as of December 31, 2005. The implementation will require the purchase of new
servers and time collection devices. Our current badge readers (similar to time clocks) are nine
• ORDINANCE NO. (59171p
PAGE -2-
Section 3. This Ordinance, being not of a legislative character, shall be in full force and
take effect immediately upon passage under and by virtue of the authority granted by Section
2.12 of the Home Rule Charter of the City of Omaha, as amended.
INTRODUCED BY COUNCILMEMBER
-444°41S—C714i4" APPROVED BY:
)-YIA-21:L4 Mi
(ED/'
MAYOR OF THE CIT F OMAHA D
PASSED OCT 2 3 2007 O
ATTEST:
/O. / Of
Y>,Kl 4EOITTbF OMAHA E
APPROVED AS TO FO •
• J. 407
CITY ATTORNEY DATE
P:\LAW\9085sap.doc
1
WORKFORCE WORKFORCE SOFTWARE,INC.
SCHEDULE OF LICENSED SOFTWARE,SUPPORT,AND FEES
Elewb Tm inm.,m Smrre
This Schedule is made a part of the Software License and Support Agreement(the"Agreement")between Workforce Software
Inc., a Michigan Corporation, having offices at 36141 Schoolcraft Rd., Livonia, Michigan 48150 ("Workforce Software") and the
following described "Customer", dated on approximately , for the purpose of adding or modifying software licenses
and/or support as specified below as well as acquiring hardware and related items.
Customer Name: City of Omaha
Address: 1819 Farnam St.
Omaha,NE 68183
Schedule Effective Date
LICENSED ITEMS AND FEES
Additional licensed software and support fees are shown below and are subject to the notes and restrictions specified.
Licensed Items and Fees License Unit License
Qty Price Fees
EmpCenter Time and Attendance Applications
EmpCenter Time and Attendance Base Module 3700 $50 $185,000
Accruals and Absence Management 3700 $20 $74,000
Attendance Point Tracking&Alert Manager 0 0
FMLA Manager 3700 $10 $37,000
Employee Self Service 3700 $30 $111,000
Activity Based Costing 3700 $20 $74,000
Interface Connect 3700 $15 $55,500
Multiple Assignments 0 0
WebClock Only 0 0
Data Collection Terminal Server 3700 $8 $29,600
Municipal Government Templates 3700 $0 $0
EmpCenter Advanced Scheduling Applications
EmpCenter Advanced Scheduling Base Module 0 0
Demand Scheduling 0 0
Shift Bidding 0 0
Overtime Equalization 0 0
PTO Bidding and Assignment 0 0
"List Price" $566,100
Less LinpCenter I olume Discount (S/83.983)
"Gross EmpCenter Fees" $382,117
Additional Software Modules
Report Writer—Named User License 1 $900
LoadSimulator for EmpCenter—Site License 0 0
LoadSimulator for EmpCenter-3 month renewable Site license 0 0
Automated Policy Tester for EmpCenter-Site License 0 0
"Gross License Fees" $383,017
One-time discount for?year commitment and purchase of other (S 1?6.180)
hardware and services
"Net License Fee" $256,837
Support Plan
Support Plan Selected: Silver Support
Support Period: Five(5)years from the Effective Date
Support Fees $300,027
One-Time Discount for 5 year commitment ($1 17.367)
Net Support Fees $182,660
Agreement Form:LA-SCHED-20070724 Page: 1
vidual machines. The five year maintenance agreement guarantees
that all enhancements and upgrades will keep our system in line with the industry as a whole.
The system also provides a new version of the SQL database allowing a greater capacity to
process and export data. The current database SQL version 7.0 was no longer officially
supported as of December 31, 2005. The implementation will require the purchase of new
servers and time collection devices. Our current badge readers (similar to time clocks) are nine
•
WORKFORCE SOFTWARE,INC.
WORKFORCE
SCHEDULE OF LICENSED SOFTWARE,SUPPORT,AND FEES
Enistrebe Ilmo.dA,.,ance Sim.
erre viondaru,tlln.camm
Total Software and Support Fees $439,497
Notes:
1. The EmpCenter Time and Attendance Base Module includes one (1) Named User license to the Report Writer at no additional
charge.
License Terms,Metrics,and Restrictions
The definitions and terms below govern the quantity and usage of the Application Software and apply to all new licenses granted for the
above software.
1. "Active Employee" means an employee, leased employee, contractor, or sub-contractor, or equipment that has employee records
that are being processed on a recurring or regular basis with the Application Software. •
2. "Named User"is an individual authorized by Customer to use the Application Software module regardless of whether the individual
is actively using the programs at any given time.
3. "Software Installation"means a computer system where the Deliverables are copied or installed. A"Software Installation"may run
across multiple CPUs or computers,but shall be limited to a single database instance.
4. "Production Installation" means a Software Installation of the Application Software used for live processing and shall not include
Software Installations whose sole purpose is training, testing for accuracy or reliability purposes, development, backup, disaster
recovery,or failover.
5. Modules are licensed by Active Employee unless specified otherwise.
6. One(1)Production Installation and an unlimited number of non-Production Installations may be used.
7. The Report Writer module and associated ability to view reports may only be used if the reports created or viewed contain data
generated by the Application Software.
Additional Products Purchased
Customer shall purchase the following quantities of data collection equipment, badges,and related accessories(collectively"Products")
from Workforce at the prices shown below.
Item# Description List Price Warranty Warranty Price
WF-RD-SYN4 40 Biometric badge readers,Ethernet,magnetic Stripe, $79,200 5 years $24,668
$1,980 each
WF-IVR-TELL3 12 port IVR Server,quantity 1 $27,000 5 years $8,100
Less Volume Discount ($15.930) None
Less One-Time Discount Based on Total Contract Purchase and Commitment ($5,310) ($2.788)
Total Amount Due $84,960 $30,000
Workforce agrees to sell such Products under the following additional terms and conditions:
1. Unless specified otherwise, all Products(except for badges and batteries), come with a one(1)year warranty from date of delivery
from any defects resulting from use of improper materials or negligent workmanship,provided that Customer uses acceptable means
of storage and adheres to the manufacturer's published standards. OTHER THAN THIS LIMITED WARRANTY, WORKFORCE
DOES NOT WARRANT OR REPRESENT THAT THE PRODUCTS OR ANY PORTION THEREOF WILL BE ERROR FREE
OR OPERATE UNINTERRUPTED OR THAT WORKFORCE WILL CORRECT ALL ERRORS. WORKFORCE MAKES NO
WARRANTY WITH RESPECT TO THE PRODUCTS OR WORKFORCE'S PERFORMANCE OF SERVICES UNDER THIS
AGREEMENT, EXPRESS OR IMPLIED, AND WORKFORCE HEREBY DISCLAIMS THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
2. Customer will pay all taxes due on the Products(except for taxes on the net income of Workforce), including sales,excise,and use taxes
unless it certifies it is exempt from such taxes.
3. All prices are exclusive of shipping and handling charges which will be paid by Customer unless specifically noted.
4. This Agreement does not cover any installation services. Customer is responsible for installation unless it has contracted with Workforce
under separate Agreement.
5. In no event shall Workforce be liable for any loss of profits,loss of use,loss of data,interruption of business or indirect,special,incidental
or consequential damages of any kind in connection with or arising out of the furnishing, performance or use of the Products, whether
alleged as a breach of contract or tortious conduct, including negligence. The limitation of liability specified in this paragraph apply
regardless of the cause or circumstances giving rise to such losses or damages, including without limitation,whether Workforce has been
advised of the possibility of damages,the damages are foreseeable,or the alleged breach or default is a fundamental breach or breach of a
Agreement Form:LA-SCHED-20070724 Page:2
t1J�RKFORCE WORKFORCE SOFTWARE,INC.
SCHEDULE OF LICENSED SOFTWARE,SUPPORT,AND FEES
Enb,pM Tyne eM"nonarce Synwro
fundamental term. Workforce's liability hereunder for damages shall not,in any event,exceed the amounts paid for the Products amortized
on a straight line basis over a three(3)year period from the date of delivery.
Payment Terms
The following non-refundable fees are to be paid to Workforce:
1. $250,000 is due at contract execution
2. The balance of the software license fees of$6,837 is due on January 1,2008.
3. The fees for the hardware and extended warranties of$114,960 shall be due upon delivery of such hardware,but no sooner than
January 1,2008.
4. $45,665 is due on the 1'anniversary of the Effective Date for the 15t installment for support and maintenance
5. $45,665 is due on the 2"d anniversary of the Effective Date for the 2"d installment for support and maintenance
6. $45,665 is due on the 3td anniversary of the Effective Date for the 3rd installment for support and maintenance
7. $45,665 is due on the 4th anniversary of the Effective Date for the 4th installment for support and maintenance
Except as expressly set forth herein,the terms and conditions of the Agreement remain in full force and effect.
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: DoC4 Date: 9/16/0 7
Signature: O Signature:
Printed Name: Mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: Managing Director
<<END OF SCHEDULE>>
APPROVED AS TO FORM:
d7
ASSISTANT CITY ATTO NEY
ATTEST:
•
o G
f Browan,'City Clerk
.
Agreement Form:LA-SCHED-20070724 Page:3
contain data
generated by the Application Software.
Additional Products Purchased
Customer shall purchase the following quantities of data collection equipment, badges,and related accessories(collectively"Products")
from Workforce at the prices shown below.
Item# Description List Price Warranty Warranty Price
WF-RD-SYN4 40 Biometric badge readers,Ethernet,magnetic Stripe, $79,200 5 years $24,668
$1,980 each
WF-IVR-TELL3 12 port IVR Server,quantity 1 $27,000 5 years $8,100
Less Volume Discount ($15.930) None
Less One-Time Discount Based on Total Contract Purchase and Commitment ($5,310) ($2.788)
Total Amount Due $84,960 $30,000
Workforce agrees to sell such Products under the following additional terms and conditions:
1. Unless specified otherwise, all Products(except for badges and batteries), come with a one(1)year warranty from date of delivery
from any defects resulting from use of improper materials or negligent workmanship,provided that Customer uses acceptable means
of storage and adheres to the manufacturer's published standards. OTHER THAN THIS LIMITED WARRANTY, WORKFORCE
DOES NOT WARRANT OR REPRESENT THAT THE PRODUCTS OR ANY PORTION THEREOF WILL BE ERROR FREE
OR OPERATE UNINTERRUPTED OR THAT WORKFORCE WILL CORRECT ALL ERRORS. WORKFORCE MAKES NO
WARRANTY WITH RESPECT TO THE PRODUCTS OR WORKFORCE'S PERFORMANCE OF SERVICES UNDER THIS
AGREEMENT, EXPRESS OR IMPLIED, AND WORKFORCE HEREBY DISCLAIMS THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
2. Customer will pay all taxes due on the Products(except for taxes on the net income of Workforce), including sales,excise,and use taxes
unless it certifies it is exempt from such taxes.
3. All prices are exclusive of shipping and handling charges which will be paid by Customer unless specifically noted.
4. This Agreement does not cover any installation services. Customer is responsible for installation unless it has contracted with Workforce
under separate Agreement.
5. In no event shall Workforce be liable for any loss of profits,loss of use,loss of data,interruption of business or indirect,special,incidental
or consequential damages of any kind in connection with or arising out of the furnishing, performance or use of the Products, whether
alleged as a breach of contract or tortious conduct, including negligence. The limitation of liability specified in this paragraph apply
regardless of the cause or circumstances giving rise to such losses or damages, including without limitation,whether Workforce has been
advised of the possibility of damages,the damages are foreseeable,or the alleged breach or default is a fundamental breach or breach of a
Agreement Form:LA-SCHED-20070724 Page:2
•
WORKFORCE WORKFORCE SOFTWARE,INC.
ell..T..MMnne...6pldn, SOFTWARE LICENSE AND SUPPORT AGREEMENT
SCHEDULE A—SUPPORT PLAN PROVISIONS 4. CUSTOMER RESPONSIBILITIES
4.1 If Customer suspects a failure of Application
For each Support Period, consistent with the terms and Software to perform as set forth in the Documentation, it
conditions of the Support Plan Customer is under,Workforce shall notify Workforce, provide a detailed description of the
shall provide the following to Customer: problem, steps to reproduce the problem (if possible), and
other assistance as Workforce may reasonably request to
allow it to investigate the problem, including providing log
1. DEFINITIONS files and/or copies of its databases.
1.1 "Support Plan" means a service plan offered by 4.2 Customer shall follow procedures provided to
Workforce which provides for support for the Application Customer on how to receive Support Services. Customer
Software and/or new releases. The Support Plan description understands that response times and service levels are
provides details of the service levels and items provided contingent upon properly following such procedures and
under each plan. clearly indicating the severity level of the problem when
1.2 "Professional Service" means additional services not requesting service.
covered under the Support Plan and which are billed on a 4.3 Customer shall train its staff on the Application
time and materials basis at Workforce's then current Software through Workforce's training services. Support
consulting rates. Such services are provided under a separate Services are not to be used as an alternative to obtaining
professional services agreement, if in effect. training. Customer shall make every prudent effort to refer to
1.3 "Support Period" shall mean the period of time that the Documentation as a first step in answering questions and
Customer is covered under a Support Plan. learning functions of the Application Software, prior to
1.4 "Support Fees" shall mean the fees for a Support contact with Workforce with regard to problems or questions.
Plan. 4.4 Customer shall not use any pre-released or beta
version of Application Software in production. Such pre-
2. WORKFORCE RESPONSIBILITIES release versions of software shall carry no support or
warranty whatsoever.
2.1 At no additional charge, Workforce shall provide
Customer corrections and new versions of the Deliverables 4.5 Customer shall provide Workforce access to its
that Workforce generally makes available to its other server(s) where the Application Software is installed through
licensees, but such new versions shall not include modules a dedicated Internet connection to allow Workforce to carry
separately priced or marketed. New releases are made out its support obligations. Customer understands that if it
available for Customer to download via the Internet. does not provide such connection, it shall be responsible for
the additional time required to provide support as a
2.2 Workforce shall provide the services specified in the Professional Service and that failure to provide such
Support Plan, including reasonable technical support via connection may delay or make impossible the analysis or
telephone, e-mail, and/or the web, to answer questions or correction of a reported problem. The customer will provide
provide technical assistance in the use of the Application access through a VPN connection. This connection will he
Software(the"Support Services"). opened on an as-needed basis.
2.3 Workforce shall undertake commercially reasonable 4.6 Customer is solely responsible to ensure Related
efforts to make corrections to the Application Software or Systems operate properly and the support and warranty
provide a workaround when Customer reports material provisions of this Agreement do not apply to Related
problems with the Application Software. Such efforts shall Systems or problems in the Application Software caused by
be made within the service levels provided described in the Related Systems, regardless of who provided, installed, or
Support Plan. Workforce makes no guarantee that all distributed such. Problems caused by Customer
problems can be resolved. modifications to the Application Software or problems in
2.4 Workforce may periodically discontinue support for Related System shall be considered a Professional Service
older versions of Application Software, but shall provide retroactive to the point when the problem was reported by
Licensee at least six (6) months prior written notice so that Customer.
Licensee has the opportunity to install a newer version which 4.7 Customer is solely responsible to (a) configure the
Workforce supports. Application Software for new or changed policies, and (b)
2.5 Workforce's support obligations do not apply if install patches, corrections, or new releases of the
Customer has modified the Application Software. Application Software, and (c) manage and configure the
Related Systems, unless some or all of these are provided for
3. GENERAL TERMS AND CONDITIONS under the Support Plan.
<<END OF SCHEDULE>>
3.1 Without waiving any of its other rights or remedies,
Workforce reserves the right to discontinue the Support Plan
during any period in which Customer fails to pay any Support
Fees as due.
3.2 Pro-rated Support Fees for the duration of the current
Support Period shall be due for all new licenses acquired.
Agreement#:LA-20070724 Page 4
•
WORKFORCE WORKFORCE SOFTWARE,INC.
EMTMba TM and iuteMrwe Spas.", SOFTWARE LICENSE AND SUPPORT AGREEMENT
This Agreement is entered into between WorkForce the event of a conflict between the terms and conditions of this
• Software,Inc.,a Michigan corporation,having offices at 36141 Agreement and the Schedules, the terms and conditions of the
Schoolcraft Rd., Livonia, MI 48150 ("Workforce"), and the Schedules shall prevail. This license transfers neither title nor
following"Licensee"as of the"Effective Date"shown below: any Intellectual Property Rights in the Deliverables to
Name: City of Omaha Customer.
Customer may use only the Application Software licensed,
Address: 1819 Farnam St. even if other modules are delivered. The Application Software
Omaha,Ne 68183 shall not be used to provide processing services to third parties,
or otherwise used on a"service bureau" basis. Customer may
Effective Date: not sublicense, assign, or transfer the licenses granted or this
Agreement to another party, in whole or in part, including
RECITALS through a merger or consolidation.
The Licensee is acquiring a license from Workforce to Workforce shall deliver or provide download keys for one
certain Application Software as specified in one or more (1) copy of the Deliverables in electronic format upon the
separately attached Schedules(the"Schedules"). Therefore, in execution of each Schedule.
consideration of the mutual promises and upon the conditions Customer may duplicate Documentation except as
set forth herein,Workforce and the Licensee agree as follows: specified in Section 3 without payment to Workforce and make
backup copies of the Deliverables. All titles, trademarks,
1. DEFINITIONS copyright notices and other proprietary markings on the
Deliverables must be reproduced on permitted copies.All terms
"Affiliate"means a legal entity separate from the Licensee and conditions of this Agreement apply to copies.
and controlled by or under common control with the Licensee.
For purposes of this Agreement,the term"control" shall mean Workforce may, no more often than annually, audit
ownership of a beneficial controlling interest. DOT.Comm will Customer's systems or require Customer to perform a self-audit
be considered an affiliate. (if Customer will not provide Workforce remote access) in
order to verify compliance with the license terms. Audits shall
"Application Software" means the executable or object be reasonable in duration and scope. Customer shall promptly
code for licensed Workforce application software modules pay for any unlicensed software, retroactive support fees, for
identified in one or more attached Schedules. The term any non-compliance.
"Application Software" shall also include all corrections,
upgrades and new releases of the Application Software as may In consideration of the licenses granted, Customer shall
be provided to Customer by Workforce from time to time under pay to Workforce or its designated representative the non-
a Support Plan or other agreement. For the sake of clarity, the refundable fees described in the Schedules. Any sales, use,
Application Software does not include any source code or excise,personal property or other taxes(whether federal, state,
Related Systems. or local)which may be imposed with respect to this Agreement
shall be paid by Customer.
"Customer"shall mean the Licensee and its Affiliates.
Customer may add additional licenses beyond those
"Deliverables" shall mean the Application Software and initially licensed by paying to Workforce amounts quoted for
Documentation. additional licenses and related support fees. A Workforce sales
"Documentation" means written or electronic materials quotation identifying the additional licenses and fees and
provided by Workforce for facilitating use of the Application signed by Customer may be used as a Schedule in lieu of an
Software, but shall not include advertising or similar amendment to this Agreement.
promotional materials.
"Intellectual Property Rights" shall mean all copyrights, 3. NON-DISCLOSURE OBLIGATIONS
trade secrets, patents, and other intellectual property rights or Except for disclosures as required by law, each party shall
portion thereof. maintain as confidential and shall not disclose, publish, or use
"Related Systems" shall mean computers, database for purposes other than as intended in this Agreement the other
software, web-browsers, operating systems, firewalls, party's confidential information except to those employees,
networks, JDBC drivers, JDKs, e-mail servers, LDAP servers, contractors, legal or financial consultants and auditors of the
portals, data collection equipment, application servers, recipient and its Affiliates who need to know such information
payroll/HR software, ERP software, third party software and in connection with the recipient's performance of its rights and
any other hardware or software that connect to the Application obligations under the Agreement and in the normal course of its
Software or affect the Application Software if they are not business. Confidential information shall include the
operating properly or are not configured within parameters Deliverables, benchmarks, statistics or information on the
required by the Application Software, whether or not provided capabilities of the Application Software, financial information,
by or deployed by Workforce. business plans, and any other information marked as
confidential. Each party shall protect such confidential
2. LICENSE GRANTS AND FEES information with reasonable care and no less care than it would
exercise to protect its own confidential information of a like
Workforce hereby grants to Customer a personal, nature and to prevent the unauthorized, negligent, or
nonexclusive, perpetual (unless specified otherwise), nontrans- inadvertent use,disclosure,or publication thereof.
ferable license to install, execute, and use the licensed The administrative portions used to setup the Application
Deliverables identified in the Schedules. Customer shall abide Software,and its Documentation(collectively the"Confidential
by all license restrictions and terms specified for each Deliverables") are trade secrets of Workforce and contain
Deliverable specified herein and in the attached Schedules. In
Agreement#:LA-20070724 Page 1
• WORKFORCE WORKFORCE SOFTWARE,INC.
EMc011se ond Attendsnce Systeme SOFTWARE LICENSE AND SUPPORT AGREEMENT
especially valuable Intellectual Property Rights. Customer so that it is non-infringing, or (iv) terminate the rights for the
• shall limit access to Confidential Deliverables to those on a affected licenses and refund(x)for perpetual licenses a pro-rata
need to know basis and shall not duplicate this portion of the portion of the license fee amortized on a straight line basis over
Documentation. a(5)five year period from the delivery of such licenses,and(y)
The non-disclosure obligations in Section 3 shall continue
for term licenses,the unexpired portion of the fees paid for the
after the termination of this Agreement. Breach of the remaining term of such license. The provisions of Section 5.1
obligations in Section 3 may cause irreparable damage and constitute the entire liability of Workforce and sole remedy of
therefore,in addition to all other remedies available at law or in Customer with respect to any claims or actions based in whole
equity, either party shall have the right to seek equitable and or in part upon infringement or violation of an Intellectual
injunctive relief for such breach. Property Right of any third party.
Notwithstanding anything herein to the contrary, the Representations and warranties
parties agree that the Deliverables are trade secrets of Workforce warrants that for a period of ninety
Workforce and shall be exempt from any disclosure pursuant to (90) days from the effective date of license grant that the
Nebraska Revised Statutes §84-712.01, et seq. or any other Application Software will perform substantially as set forth
Freedom of Information Act In the event that Licensee in its Documentation. If Customer reports a problem within
receives a request or demand for disclosure of the Deliverables, this warranty period, Workforce's entire obligation and
Licensee shall notify Workforce of such request in writing at Customer's sole remedy shall be for Workforce to take
least ten (10) business days prior to any disclosure so that commercially reasonable steps provide a workaround or
Workforce may seek a protective order or other injunctive correction to the problem.
relief barring such disclosure. Licensee's written notice to Workforce represents and warrants that it has
Workforce shall provide details relating to the requested the rights to grant the licenses to the Deliverables.
disclosure,including the identity of the person or entity that has
requested the disclosure and a description of what Licensee EXCEPT AS EXPRESSLY PROVIDED IN THIS
intends to disclose. SECTION 5, WORKFORCE MAKES NO OTHER
WARRANTIES WITH RESPECT TO THE DELIVERABLES
OR WORKFORCE'S PERFORMANCE OF SERVICES
4. TERM AND TERMINATION UNDER THIS AGREEMENT, EXPRESS OR IMPLIED,
The term of each license begins on the execution of each AND WORKFORCE HEREBY DISCLAIMS THE IMPLIED
Schedule. Licenses are perpetual unless stated otherwise on the WARRANTIES OF MERCHANTABILITY AND FITNESS
applicable Schedule. FOR A PARTICULAR PURPOSE. WORKFORCE DOES
If Customer commits a material breach of this Agreement, NOT WARRANT OR REPRESENT THAT THE
and should such breach not be corrected within thirty(30)days DELIVERABLES OR ANY PORTION THEREOF WILL BE
after receipt by Customer of written notice from Workforce, ERROR FREE, OPERATE UNINTERRUPTED, OR THAT
this Agreement may be terminated by Workforce without WORKFORCE WILL CORRECT ALL ERRORS.
further notice. In no event shall Workforce be liable for any loss of
Upon termination of this Agreement as specified in profits, loss of use, loss of data, interruption of business or
Section 4,the license rights for the Deliverables granted herein indirect, special, incidental or consequential damages of any
shall be of no further force or effect whatsoever, and Customer kind in connection with or arising out of the furnishing,
shall, within ten (10) days after such termination destroy or performance or use of the Deliverables or services acquired
permanently purge all copies of the Deliverables then in the from Workforce, whether alleged as a breach of contract or
possession or under control of Customer and certify such action tortious conduct. The limitation of liability specified in this
in writing to Workforce. paragraph apply regardless of the cause or circumstances
giving rise to such losses or damages, including without
Except as otherwise stated herein, termination of this limitation, whether Workforce has been advised of the
Agreement or any license does not relieve Customer of any possibility of damages, the damages are foreseeable, or the
accrued payment obligation nor entitle Customer to a refund of alleged breach or default is a fundamental breach or breach of a
fees. fundamental term. Workforce's liability hereunder for damages
shall not, in any event, exceed the license fees paid by
5. WARRANTIES AND INDEMNIFICATIONS Customer for the Deliverables giving rise to the claim, if the
Workforce shall, at its expense, indemnify, defend and claim was reported to Workforce within ninety(90)days of the
hold Customer harmless from and against any claim that an Effective Date, or the amount of the Support Fees for the
unaltered Deliverable infringes an Intellectual Property Right; current Support Period if the claim was reported after ninety
provided, however, that (a) Customer promptly notifies (90)days of the Effective Date.
Workforce of any such claim, and (b) permits Workforce to
defend with counsel of its own choice, and (c)Customer gives 6. CUSTOMER RESPONSBILITIES
Workforce such information and/or assistance in the defense Customer has sole responsibility to (a) make backup
thereof as Workforce may reasonably request, and (d) copies of data, files, and programs and shall employ all
Customer promptly installs new versions of the Deliverables necessary security measures to ensure their valuable
and destroys old versions of the Deliverables. If a Deliverable information is kept secure from unauthorized or accidental
is determined or adjudged to infringe an Intellectual Property erasure or changes, and (b) obtain its own legal advice
Right, Workforce shall, at its expense and election either (i) regarding labor laws and regulations and ensure on an ongoing
procure the right for Customer to continue using the basis that its use of the software is in compliance with such
Deliverable, (ii) replace the Deliverable with a functionally regulations.
equivalent non-infringing product, (iii) modify the Deliverable
Agreement#:LA-20070724 Page 2
WORKFORCE WORKFORCE SOFTWARE,INC.
SOFTWARE
Atumnance Brims SOFTWARE LICENSE AND SUPPORT AGREEMENT
Customer shall indemnify and hold Workforce harmless IN WITNESS WHEREOF, the parties have executed
• from (a) claims and demands of its employees or former this Agreement and the Schedules marked below as of the
employees arising from the use by Customer of the Effective Date set forth at the outset hereof.
Deliverables, and(b)any Intellectual Property Rights claims to Attached Schedules:
the extent that a Customer modification was the cause of the
claim. [x] Schedule A—Support Plan Provisions
Customer has the requisite expertise to select, evaluate, CUSTOMER
and determine the appropriateness for its intended uses the
Deliverables, hardware, and third party software. Customer Date: 4C,44 g25; .260
Deliverables,
acknowledges it had sufficient opportunity to evaluate the
Delivbles, that it is satisfied the Application Software will Signature:
meet its requirements and that it is relying solely on its
evaluation of the Deliverables in order to enter into this Printed Name: Mike Fahey
Agreement. Customer has not relied on the future availability
of any Deliverables, except as explicitly stated herein, in order Title: Mayor
to enter into this Agreement.
7. GENERAL PROVISIONS WORKFORCE SOFTWARE,INC.
Neither party shall incur any liability to the other party on Date: 9/166 7
account of any loss or damage resulting from any delay or
failure to perform all or any part of this Agreement,where such Signature:
delay or failure is caused, in whole or in part, by events,
occurrences or causes beyond the reasonable control of such Printed Name: Kevin Choksi
party;provided that, in order to avail itself of such excuse,such
party must act diligently to remedy the cause of, or to mitigate Title: Managing Director
such delay or failure.
Any notice to be sent relating to this Agreement shall be in
writing and mailed to the other party by certified mail, return
receipt requested. This Agreement contains the entire
agreement of the parties with respect to its subject matter, and APPROVED AST M.
there are no promises, conditions,representations or warranties
except as expressly set forth herein. This Agreement may be 2?
modified or amended only by written instrument executed by
both parties. No terms, provisions or conditions of any ASSISTANT CITY ATTORNEY
purchase order that Customer may use in connection with this
Agreement shall have any effect on the rights, duties or
obligations of either party.
No term or provision of this Agreement shall be deemed FA' S`>;'i
waived, and no breach excused, unless such waiver or consent
shall be in writing and signed by the party claimed to have
waived or consented. Any consent by any party to, or waiver
of, a breach by the other party, whether express or implied,
shall not constitute a consent to or waiver of any different or ��� a
subsequent breach. If a court of competent jurisdiction holds 8u8 �ar Brown, City Clerk
any provision of this Agreement to be illegal,unenforceable,or
invalid in whole or in part for any reason, the validity and
enforceability of the remaining provisions,or portions of them,
will not be affected, unless an essential purpose of this
Agreement would be defeated by the loss of the illegal,
unenforceable, or invalid provision. The headings and titles
provided in this Agreement are for convenience only and shall
have no meaning on the terms of this Agreement. This
Agreement binds and enures to the benefit of the parties hereto
and their respective successors and permitted assigns. The
parties agree that reliable copies such as scanned or facsimile
counterpart signatures are acceptable.
Except for actions for nonpayment or breach of
Workforce's proprietary rights, no action arising out of any
claimed breach of this Agreement or transactions under this
Agreement may be brought by either party more than one (1)
year after the cause of action has accrued. The Licensee shall
be liable for breaches of its Affiliates and contractors under this
Agreement.
Agreement#:LA-20070724 Page 3
possession or under control of Customer and certify such action tortious conduct. The limitation of liability specified in this
in writing to Workforce. paragraph apply regardless of the cause or circumstances
giving rise to such losses or damages, including without
Except as otherwise stated herein, termination of this limitation, whether Workforce has been advised of the
Agreement or any license does not relieve Customer of any possibility of damages, the damages are foreseeable, or the
accrued payment obligation nor entitle Customer to a refund of alleged breach or default is a fundamental breach or breach of a
fees. fundamental term. Workforce's liability hereunder for damages
shall not, in any event, exceed the license fees paid by
5. WARRANTIES AND INDEMNIFICATIONS Customer for the Deliverables giving rise to the claim, if the
Workforce shall, at its expense, indemnify, defend and claim was reported to Workforce within ninety(90)days of the
hold Customer harmless from and against any claim that an Effective Date, or the amount of the Support Fees for the
unaltered Deliverable infringes an Intellectual Property Right; current Support Period if the claim was reported after ninety
provided, however, that (a) Customer promptly notifies (90)days of the Effective Date.
Workforce of any such claim, and (b) permits Workforce to
defend with counsel of its own choice, and (c)Customer gives 6. CUSTOMER RESPONSBILITIES
Workforce such information and/or assistance in the defense Customer has sole responsibility to (a) make backup
thereof as Workforce may reasonably request, and (d) copies of data, files, and programs and shall employ all
Customer promptly installs new versions of the Deliverables necessary security measures to ensure their valuable
and destroys old versions of the Deliverables. If a Deliverable information is kept secure from unauthorized or accidental
is determined or adjudged to infringe an Intellectual Property erasure or changes, and (b) obtain its own legal advice
Right, Workforce shall, at its expense and election either (i) regarding labor laws and regulations and ensure on an ongoing
procure the right for Customer to continue using the basis that its use of the software is in compliance with such
Deliverable, (ii) replace the Deliverable with a functionally regulations.
equivalent non-infringing product, (iii) modify the Deliverable
Agreement#:LA-20070724 Page 2
•
WORKFORCE SOFTWARE
WORKFORCE MASTER CONSULTING SERVICES AGREEMENT
OXINVIII.0 Tree
This agreement (the "Agreement") is entered into between Each party shall be solely responsible for compensating its own
Workforce Software Inc.,a Michigan Corporation,having offices at employees, including the payment of employment related taxes and
36141 Schoolcraft Rd.,Livonia,Michigan 48150("Workforce")and shall maintain its own worker's compensation and general liability
the following described"Customer"as of the"Effective Date"shown insurance.
below. 5. Agreement Not to Hire. Customer shall not hire(either as an
Name: City of Omaha employee, an independent contractor, or contractor through a third
party)any current or former employee or contractor of Workforce(a
"Workforce Staff Member")either intentionally or inadvertently for a
Address: 1819 Farnam St. period of twelve (12) months from the termination of their
Omaha,Ne 68183 employment with Workforce. If Customer breaches this provision,
Effective Date Customer shall be liable to Workforce for an amount equal to the
amounts paid by Workforce to the Workforce Staff Member in the
1. Definitions prior year.
1.1. "Deliverables" shall mean any materials produced or 6. Confidentiality. Except for disclosures as required by law,
provided to Customer by Workforce under this Agreement,including each party shall maintain as confidential and shall not disclose or use
but not limited to project plans, software, configurations, for purposes other than as intended in this Agreement, any
documentation,status reports,or other items requested by Customer. Deliverables, financial, business, or other information marked
For the sake of clarity,Deliverables does not include hardware nor confidential (collectively the"Confidential Information")except to
software and documentation which Customer may have licensed from those employees, contractors, legal or financial consultants and
Workforce or other party under separate contract. auditors of the recipient and its affiliates who need to know such
1.2. "Professional Services"shall mean all work performed on Confidential Information in connection with the recipient's
behalf of Customer by Workforce. By way of illustration,and without performance of its rights and obligations under the Agreement or in
limitation, this includes technical services to install or configure the normal course of its business. Each party shall protect such
software, project management, developing status reports and Confidential Information with no less care than it would exercise to
timelines, telephone calls, responding to e-mail, analysis and protect its own confidential information of a like nature, and in all
preparation of estimates for Professional Services,training,software cases,at least a reasonable degree of care. Breach of the obligations
development,requirements analysis,documentation,support,or any in this paragraph may cause irreparable damage and therefore, in
other services requested by Customer. addition to all other remedies available at law or in equity,each party
1.3. "Intellectual Property Rights"shall mean copyrights,trade shall have the right to seek equitable and injunctive relief for such
secrets, patents, and other intellectual property rights or portion breach. In addition,each party hereunder shall be liable under this
thereof. Agreement to the other in the event of any breach of this article by its
affiliates, its or its affiliates' employees, and its or its affiliates'
2. Service Fees and Expenses. Customer is engaging Workforce contractors or legal and financial consultants and auditors. The non-
as an independent contractor for purpose of having Workforce disclosure obligations shall continue after the termination of this
provide Professional Services to Customer. Unless indicated Agreement. Notwithstanding anything herein to the contrary, the
otherwise in a Statement of Work, Customer shall pay for parties agree that the Deliverables are trade secrets of Workforce and
Professional Services delivered and travel time on a time and shall be exempt from any disclosure pursuant to Nebraska Revised
materials basis to Workforce or its designated representative, plus Statutes§84-712.01,et seq.or any other Freedom of Information Act
applicable taxes. Customer shall also reimburse Workforce for travel In the event that Licensee receives a request or demand for disclosure
expenses(including a per-diem fee for food and miscellaneous items of the Deliverables,Licensee shall notify Workforce of such request
at State of Nebraska approved rates), express delivery, and in writing at least ten(10)business days prior to any disclosure so that
extraordinary phone expenses. Workforce shall use the lowest cost Workforce may seek a protective order or other injunctive relief
travel method and itinerary when considering both the cost of the barring such disclosure. Licensee's written notice to Workforce shall
itinerary and the consultants'billing rates. Workforce shall follow all provide details relating to the requested disclosure, including the
Customer travel policies and utilize Customer discounted rates with identity of the person or entity that has requested the disclosure and a
airlines, hotels, or car rental firms. All invoices submitted shall be description of what Licensee intends to disclose.
due Net 30. If Customer reasonably disputes an invoice,Customer
must pay the undisputed amount when due and submit written notice
of the disputed amount(with details of the nature of the dispute and 7. LIIMTED WARRANTY. WORKFORCE WARRANTS IT
the invoice(s)disputed)within 30 days of receipt of the invoice. WILL PROVIDE THE SERVICES IN A PROFESSIONAL AND
3. Rights to Developments. Workforce shall own all rights and WORKMANLIKE MANNER,CONSISTENT WITH STANDARDS
interest in the Deliverables which incorporate any pre-existing IN THE INDUSTRY. OTHER THAN THIS WARRANTY,
Workforce materials. Customer is granted royalty free, perpetual, WORKFORCE MAKES NO OTHER WARRANTY WITH
worldwide rights to use such Deliverables upon full payment of all RESPECT TO THE DELIVERABLES OR SERVICES TO BE
fees and expenses due under this Agreement. All other Deliverables PROVIDED HEREUNDER, OR WORKFORCE'S
shall be considered works made for hire and shall be owned by PERFORMANCE OF SERVICES UNDER THIS AGREEMENT,
Customer. EXPRESS OR IMPLIED, AND WORKFORCE HEREBY
DISCLAIMS THE IMPLIED WARRANTIES OF
4. Independent Contractor Status. Workforce and Customer MERCHANTABILITY AND FITNESS FOR A PARTICULAR
(the "Parties") shall, for all purposes hereunder, be considered PURPOSE. WORKFORCE DOES NOT WARRANT OR
independent contractors. This Agreement is not intended in any REPRESENT THAT THE DELIVERABLES OR ANY PORTION
manner to create the relationship of principal and agent between the THEREOF WILL BE ERROR FREE.
Parties,nor shall this Agreement be deemed to establish a partnership 8 Limitation of Liability. In no event shall Workforce be liable
or joint venture. Neither party shall have the power, expressed or for any loss of profits, loss of use, loss of data, interruption of
implied, to obligate or bind the other in any manner whatsoever, business or indirect,special,incidental or consequential damages of
Agreement#:MCA-20070724 Page: 1
WOFKFORCE WORKFORCE SOFTWARE
MASTER CONSULTING SERVICES AGREEMENT
f+Mrww rime.M Mx*6mem
any kind in connection with or arising out of the furnishing, avail itself of such excuse,such party must act diligently to remedy
performance or use of the Deliverables, or services acquired from the cause of,or to mitigate such delay or failure.
Workforce on any theory of liability,including whether alleged as a 11.2. Any notice to be sent relating to this Agreement shall be in
breach of contract or any tortious conduct. The limitation of liability writing and mailed to the other party by certified mail,return receipt
specified in this paragraph apply regardless of the cause or requested. This Agreement contains the entire agreement of the
circumstances giving rise to such losses or damages, including parties with respect to its subject matter,and there are no promises,
without limitation, whether Workforce has been advised of the conditions,representations or warranties except as expressly set forth
possibility of damages,the damages are foreseeable, or the alleged herein. This Agreement may be modified or amended only by written
breach or default is a fundamental breach or breach of a fundamental instrument executed by both parties. No terms, provisions or
term. Workforce's liability hereunder for damages shall not,in any conditions of any purchase order that Customer may use in connection
event, exceed the amounts paid by Customer to Workforce for with this Agreement shall have any effect on the rights, duties or
Deliverables or services as to which the claim arose. obligations of either party.
9. Indemnifications. Workforce shall,at its expense,indemnify, 11.3. No term or provision of this Agreement shall be deemed
defend and hold Customer harmless from and against any claim that waived,and no breach excused,unless such waiver or consent shall
an unaltered Deliverable infringes an Intellectual Property Right; be in writing and signed by the party claimed to have waived or con-
provided,however,that(a)Customer promptly notifies Workforce of sented. Any consent by any party to,or waiver of,a breach by the
any such claim,and(b)permits Workforce to defend with counsel of other party,whether express or implied,shall not constitute a consent
its own choice,and(c)Customer gives Workforce such information to or waiver of any different or subsequent breach. If a court of
and/or assistance in the defense thereof as Workforce may reasonably competent jurisdiction holds any provision of this Agreement to be
request, and (d) Customer promptly installs new versions of the illegal,unenforceable,or invalid in whole or in part for any reason,
Deliverables and destroys old versions of the Deliverables upon the validity and enforceability of the remaining provisions,or portions
notice by Workforce that an older version of the Deliverable may of them, will not be affected, unless an essential purpose of this
contain a violation of a third party's Intellectual Property Rights. The Agreement would be defeated by the loss of the illegal,unenforceable,
foregoing constitutes the entire liability of Workforce and sole remedy or invalid provision. The headings and titles in this Agreement are for
of Customer with respect to any claims or actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
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AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2
WORKFORCE SOF TWARE • Statement of Work("SOW")
Enterprise Time and Attendance Systems
This Statement of Work specifies services that Workforce Software Customer: City of Omaha
("Workforce")will perform for"Customer"and related deliverables
to be provided under the terms and conditions of the Master SOW Effective Date:
Consulting Services Agreement(the"Agreement").
Revision: 3
Services Provided
Workforce will provide the following services to train and/or assist Customer in implementing the EmpCenterTM time and attendance
software. Services will be performed based on Workforce's standard implementation methodology as described in "Workforce
Implementation Methodology—Rev 5"and as discussed and refined with Customer throughout this project.
1. Project management
2. Conference Room Pilot and Requirements Analysis
3. Software Configuration
4. Hardware Configuration of biometric readers and IVR
5. Training
6. Assistance in test plan development
7. Assistance in system testing
The fees presented herein are based on a preliminary scope and understanding of the Customer's requirements as provided to Workforce
in the RFP. Additional information shall be obtained from Customer during the implementation.
Timeline
1. Actual scheduling of Workforce consultants and project dates are dependant upon the date this SOW is actually executed. Upon
execution,the Workforce Project Manager will provide you with actual dates. Workforce typically able to schedule its consultants
to begin work within 1-2 weeks of the execution of a SOW.
2. Workforce's project manager shall develop a more detailed project plan with timelines upon the execution of the SOW and initial
project planning meetings with the Customer.
Deliverables
Workforce will provide the following deliverables under this SOW:
1. Completed Requirements Specification(unless Customer chooses to provide this itself)
2. System Configuration meeting the items specified in the Requirements Specification
3. Hardware configuration of the biometric readers and the IVR
4. Other items as mutually agreed to during the implementation
Implementation Fees
Workforce Software has prepared the following good faith estimate of the work effort to perform the services described herein.
Services Summary
Service Category Hours List Rate/Flour List Price
Re.uirementsAnal sis 338 $219.50 $74,126
Confi•uration 648 $162.33 $105,136
Testin:Assistance 485 $174.67 $84,768
Pro'ectMana•ement 148 $220.00 $32,498
Technical Assistance 19 $187.00 $3 472
Total 1637 $300,000
Fees are to be accrued on a time and materials basis but billed as specified below. Customer shall receive a 17.5%discount applied to the
billing rates until$300,000 in gross billings has occurred. The estimated net cost to the Customer shall accordingly be$247,700.
Training Fees
Workforce Software will provide the training below for an estimated$7,480.
Training Type/Course Hours
General system operations 10
Administrative procedures 10
Report writer training 10
Database schema training 10
Statement of Work • Page: 1
r actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
c--4 . 2___ (, .
AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2
WORKFORCE Statement of Work("SOW")
SOFTWARE
Enterprise Time and Attendance Systems
Training Type/Course Hours
Totals 40
Training fees include time for classroom time and some limited classroom preparation. Additional time(and costs)may be required for
special course materials,special preparation using Customer specific datasets, or other special Customer needs. Training fees are based
on a Workforce Implementation Consultant 1 performing training. Customer may request or Workforce may recommend a person with a
higher or lower billing rate to perform training in which case costs will be adjusted accordingly. Fees and expenses shall be accrued as
incurred on a time and materials basis,but billed as specified below.
Fees and Expenses
Fees are based on the then current consulting rates for each consultant deployed to the Customer. Workforce may substitute staff of
higher or lower billing rates than anticipated herein and such substitutions may result in higher or lower costs for any particular phase of
the project. Such substitutions are done as reasonably necessary to deliver services in a timely manner based on staff availability.
Workforce's policy is to deliver the best value to the Customer for the work performed based on the available staff at the time. Any and
all other fees and expenses as per the Agreement for both implementation services and training services apply.
Payment Terms
1. Fees will accrue as services are delivered
2. Services delivered through 12/31/2007 shall be invoiced and paid on January 1,2008.
3. Services delivered after 12/31/2007 shall be invoiced bi-weekly and Customer shall pay such amounts as per the Agreement.
4. Fees for travel expenses will be paid as incurred.
Except as expressly set forth herein,the terms and conditions of the Agreement remain in full force and effect.
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: 4044I 015 e2 oci7 Date: 9 f Z(,f 0 7
)101-4)04
Signature: 3 Signature: OA-
Printed Name: Mike Fahey Printed Name: (1CJ10 CKoKS)
Title: Mayor Title: C,C 0
<<END OF DOCUMENT>>
APPROVED AS TO FORM:
ASSISTANT CITY ATTOR EY
wL
ATTESTS ,-
•
Buster Brown, ity clerk
Statement of Work Page:2
Services Summary
Service Category Hours List Rate/Flour List Price
Re.uirementsAnal sis 338 $219.50 $74,126
Confi•uration 648 $162.33 $105,136
Testin:Assistance 485 $174.67 $84,768
Pro'ectMana•ement 148 $220.00 $32,498
Technical Assistance 19 $187.00 $3 472
Total 1637 $300,000
Fees are to be accrued on a time and materials basis but billed as specified below. Customer shall receive a 17.5%discount applied to the
billing rates until$300,000 in gross billings has occurred. The estimated net cost to the Customer shall accordingly be$247,700.
Training Fees
Workforce Software will provide the training below for an estimated$7,480.
Training Type/Course Hours
General system operations 10
Administrative procedures 10
Report writer training 10
Database schema training 10
Statement of Work • Page: 1
r actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
c--4 . 2___ (, .
AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2
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ices apply.
Payment Terms
1. Fees will accrue as services are delivered
2. Services delivered through 12/31/2007 shall be invoiced and paid on January 1,2008.
3. Services delivered after 12/31/2007 shall be invoiced bi-weekly and Customer shall pay such amounts as per the Agreement.
4. Fees for travel expenses will be paid as incurred.
Except as expressly set forth herein,the terms and conditions of the Agreement remain in full force and effect.
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: 4044I 015 e2 oci7 Date: 9 f Z(,f 0 7
)101-4)04
Signature: 3 Signature: OA-
Printed Name: Mike Fahey Printed Name: (1CJ10 CKoKS)
Title: Mayor Title: C,C 0
<<END OF DOCUMENT>>
APPROVED AS TO FORM:
ASSISTANT CITY ATTOR EY
wL
ATTESTS ,-
•
Buster Brown, ity clerk
Statement of Work Page:2
Services Summary
Service Category Hours List Rate/Flour List Price
Re.uirementsAnal sis 338 $219.50 $74,126
Confi•uration 648 $162.33 $105,136
Testin:Assistance 485 $174.67 $84,768
Pro'ectMana•ement 148 $220.00 $32,498
Technical Assistance 19 $187.00 $3 472
Total 1637 $300,000
Fees are to be accrued on a time and materials basis but billed as specified below. Customer shall receive a 17.5%discount applied to the
billing rates until$300,000 in gross billings has occurred. The estimated net cost to the Customer shall accordingly be$247,700.
Training Fees
Workforce Software will provide the training below for an estimated$7,480.
Training Type/Course Hours
General system operations 10
Administrative procedures 10
Report writer training 10
Database schema training 10
Statement of Work • Page: 1
r actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
c--4 . 2___ (, .
AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2
• THE DAILY RECORD
'NOTICE TO PUBLIC'
The following Ordinance has been set for OF OM1�[lt�A I A
City Council hearing on Octobitr 16,2007,
at•
D in the Legislative Chambers,
Omaha/Douglas Civic Center, 1819 Farnam RONALD A. HENNINGSEN, Publisher
Street, at which hearing all persons PROOF OF PUBLICATION
interested,mayaybe heard.
AN ORDINANCE to authorize entry into
Agreements with Workforce Software, Inc.,
involving the payment of money from UNITED STATES OF AMERICA,
appropriations of more than one year in The State of Nebraska,
accordance with Section 5.17 of the HomeSS.
Rule Charter of the City of Omaha, as District of Nebraska,
amended, to provide for the purchase and
implementation of the EmpCenter Time and County of Douglas,
Attendance System for a five year period for City of Omaha,
a total cost of approximately 9810,000 over
the term of the Agreements; the funds for
this service shall be paid by the Finance J.BOYD
Department, General Fund 11111, General
Expense 119014; and to provide the effective being duly sworn,deposes and says that she is
date hereof.
BUSTER BROWN,
City Clerk LEGAL EDITOR
10-5-07
of THE DAILY RECORD, of Omaha, a legal newspaper, printed and
published daily in the English language, having a bona fide paid
circulation in Douglas County in excess of 300 copies, printed in
Omaha,in said County of Douglas,for more than fifty-two weeks last
past; that the printed notice hereto attached was published in THE
DAILY RECORD,of Omaha,on
October 5, 2007
That s ' dstem, � er during that time was regularly published and
in ge Q�l\Aiik.L a the County r •ouglas,and State of Nebraska.
GEN ..
ERA,(' of•
i
Subscri in my presence and sworn to before
NcyT ssI N 1' 5th
P her's(F, me this day of
EgIRED •
October 07
A itioimd Copies $
it 6 0�
it OF N- No b ' n d r ouglas County,
State of Nebraska
VED AS TO FORM:
ASSISTANT CITY ATTOR EY
wL
ATTESTS ,-
•
Buster Brown, ity clerk
Statement of Work Page:2
Services Summary
Service Category Hours List Rate/Flour List Price
Re.uirementsAnal sis 338 $219.50 $74,126
Confi•uration 648 $162.33 $105,136
Testin:Assistance 485 $174.67 $84,768
Pro'ectMana•ement 148 $220.00 $32,498
Technical Assistance 19 $187.00 $3 472
Total 1637 $300,000
Fees are to be accrued on a time and materials basis but billed as specified below. Customer shall receive a 17.5%discount applied to the
billing rates until$300,000 in gross billings has occurred. The estimated net cost to the Customer shall accordingly be$247,700.
Training Fees
Workforce Software will provide the training below for an estimated$7,480.
Training Type/Course Hours
General system operations 10
Administrative procedures 10
Report writer training 10
Database schema training 10
Statement of Work • Page: 1
r actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
c--4 . 2___ (, .
AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2
"NOTICE TO PUBLIC" THE DAILY RECORD
ORDINANCE NO.37876
AN ORDINANCE to authorize entry into OF OMAHA
Agreements with Workforce Software,iInc. 1
involving the ofpayment
ore o money RONALD A. HENNINGSEN, Publisher
appropriations of more than one year in
Ruler ha with Sectionthe 5.17 of thme Home PROOF OF PUBLICATION
Rule Charter of the City of Omaha, as
amended, to provide for the purchase and
Attendance o the aEmfveyear re and UNITED STATES OF AMERICA,
Attendance System for five year period for
a total cost of approximately 5810,000 over The State of Nebraska,
the term of the Agreements; the funds for SS.
this service shall be paid by the Finance District of Nebraska,
Department, General Fund 11111, General County of Douglas,
Expense 119014; and to provide the effective
date hereof. City of Omaha,
SUMMARY: into
AN ORDINANCE to authorize entry
Agreements with Workforce Software, Inc., J. BOYD
involving the payment of money from
appropriations of more than one year in being duly sworn,deposes and says that she is
accordance with Section 5.17 of the Home
Rule Charter of the City of Omaha, as. LEGAL EDITOR
amended, to provide for the purchase and
implementation of the EmpCenter Time and
Attendance System for a five year period for of THE DAILY RECORD, of Omaha, a legal newspaper, printed and
a total cost of approximately $810,000 over the term of the Agreements; the funds for published daily in the English language, having a bona fide paid
this service shall be paid by the Finance circulation in Douglas County in excess of 300 copies, printed in
Department, General Fund 11111, General Expense 119014; and to provide the effective Omaha,in said County of Douglas,for more than fifty-two weeks last date hereof. past; that the printed notice hereto attached was published in THE
PASSED: October 23,2007,7-0 DAILY RECORD,of Omaha,on
APPROVEDF BY: 10/25/07
MAAYORYOR O OF THE
MIKE
October 31 , 2007
CITY OF OMAHA
BUSTER BROWN,
City Clerk
10-31-07
------------
That s,' aper during that time was regularly published and
in ga;• 8f in the County of Dou / • to of Nebraska.
Y{
j/. .:c.'N�R� �•
',C a Subscribed hi , pence and sworn to before
blii•her' is��$ 6 .0 me this 31 S t ay of
t,d tAinal Copies $9: 7 Oct✓ e rd 07
+elk%‘7``E OF`v u Statn e of Nebraska las County,
32,498
Technical Assistance 19 $187.00 $3 472
Total 1637 $300,000
Fees are to be accrued on a time and materials basis but billed as specified below. Customer shall receive a 17.5%discount applied to the
billing rates until$300,000 in gross billings has occurred. The estimated net cost to the Customer shall accordingly be$247,700.
Training Fees
Workforce Software will provide the training below for an estimated$7,480.
Training Type/Course Hours
General system operations 10
Administrative procedures 10
Report writer training 10
Database schema training 10
Statement of Work • Page: 1
r actions based in whole or in convenience only and shall have no meaning on the terms of this
part upon infringement or violation of an Intellectual Property Right Agreement. This Agreement binds and enures to the benefit of the
of any third party. Notwithstanding the aforementioned, if a parties hereto and their respective successors and permitted assigns.
Deliverable is determined or adjudged to infringe an Intellectual The parties agree that facsimile counterpart signatures are acceptable.
Property Right,Workforce shall,at its expense and election either(i)
procure the right for Customer to continue using the Deliverable,(ii) 11.4. Except for actions for nonpayment or breach of
replace the Deliverable with a functionally equivalent non-infringing Workforce's proprietary rights,no action arising out of any claimed
product, (iii)modify the Deliverable so that it is non-infringing,or breach of this Agreement or transactions under this Agreement may
(iv)refund the fees paid to Workforce for the Deliverable. be brought by either party more than one(1)year after the cause of
action has accrued. Customer shall be liable for breaches of its
10. Customer Responsibilities. Customer has sole responsibility affiliates and contractors under this Agreement.
for making backup copies of data, files, and programs and shall
employ all necessary security measures to ensure their valuable 12. Termination. Either party may terminate this Agreement upon
information is kept secure from unauthorized or accidental erasure or thirty (30) days written notice to the other party, except that
changes. Customer has sole responsibility to obtain its own legal Workforce may not terminate this Agreement if Customer is not in
advice regarding labor regulations and ensure on an ongoing basis breach of this Agreement and agreed upon services or Deliverables
that its use of Workforce's software or Deliverables is in compliance have not been provided to Customer. Customer shall continue to be
with such regulations. Customer shall indemnify and hold Workforce responsible for payment for work performed prior to termination,
harmless from claims and demands of its employees or former including if applicable,payment on a time and materials basis for any
employees arising from the use by Customer of the Deliverables. agreed upon services or Deliverables for which Workforce has not yet
been paid. Sections 2,3,5,6,7,8,9, 10, 11, 12,and 13 shall survive
11. General Provisions the termination of this Agreement.
11.1. Neither party shall incur any liability to the other party on IN WITNESS WHEREOF,the parties hereto have executed
account of any loss or damage resulting from any delay or failure to this Agreement and the Schedules indicated below.
perform all or any part of this Agreement,where such delay or failure
is caused, in whole or in part, by events, occurrences or causes
be and the reasonable control of such 'art ; I rovided that in order to
CUSTOMER WORKFORCE SOFTWARE,INC.
Date: O'F ali .2607' Date: p>9'/1 /O7
Signature: )1r�-.&e ;4 Signature: ,�,tiu
Printed Name: mike Fahey Printed Name: Kevin Choksi
Title: Mayor Title: -Managing Director
APPROVED AS TO FORM: ,
c--4 . 2___ (, .
AT�'')RN Y
ASSISTANT CITY 0 4‘o. ' /07���'
Agreement#:MCA-20070724 aster Brown,'City Clerk 3'gG•2