HomeMy WebLinkAboutResolution - 2004-R0153 - Amendment To Technical Currency Agreement - Indus International, Inc. - 03_23_2004Resolution No. 2004-RO153
March 23, 2004
Item No. 24
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock an Amendment to
Technical Currency Agreement by and between the City of Lubbock and Indus
International, Inc., amending the Technical Currency Agreement with Teldata,
Inc. dated August 12, 1999. Said Amendment to Technical Currency Agreement
is attached hereto and incorporated in this Resolution as if fully set forth herein
and shall be included in the Minutes of the City Council.
Passed by the City Council this 23rd day of March , 2004.
ATTEST:
._1_ 74 We F IVA
APPROVED AS TO CONTENT:
Mayk Yea d,
Di4bctor of Information Technology
APPROVED AS TO FORM:
Linda L. Chamales, Supervising Attorney/
Office Practice Section
LLC:city att/Linda/RES-Indus amend TCA
March 10, 2004
Resolution No. 2004—RO153
March 23, 2004
Item No. 24
D U
M4 M[ R N .A-T4 0 MAL
AMENDMENT TO
TECHNICAL CURRENCY AGREEMENT
INDUS INTERNATIONAL, INC.
3301 Windy Ridge Parkway
Atlanta, Georgia 30339
PHONE Number (770) 952-8444
("Indus")
Mns
THE CITY OF LUBBOCK TEXAS
916 Texas Avenue
Lubbock, Texas 79401
PHONE Number (806) 775-2366
("Licensee")
Original Technical Currency Agreement dated: August 12J999 (the "TCP Agreement").
This Amendment No. 1 (the "TCP Amendment").
Effective Date of this TCP Amendment: March 23 2004 (the "Amendment Date").
LICENSEE AND INDUS, 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.
(a) Additional Improvements. Except as otherwise set forth in this TCP Amendment, Indus agrees to provide
Improvements with respect to the additional Licensed Software 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.
(b) Termination of Improvements. As of February 1, 2004 ("Termination Date"), Licensee's right to receive
Improvements for the Banner Target + Component System under the TCP Agreement and its obligation to
pay for such Improvements for the Banner Target + Component System, will be terminated. Also as of the
Termination Date, Indus' obligations to provide Improvements for the Banner Target + Component System
and all of its other obligations for such Banner Target + Component System under the TCP Agreement will
be terminated.
(c) Revised Technical Currency Fees. In consideration of the additional Improvements to be provided by Indus
pursuant to Section 2(a) above and the termination of Improvements for the Banner Target+ Component
System pursuant to Section 2(b) above, Indus and Licensee agree that the Technical Currency Fees due
August 1, 2004 for the period September 1, 2003 to August 31, 2004 will be $144,412.21. The Technical
Currency Fees due August 1, 2005 for the period September 1, 2004 to August 31, 2005 will be
$151,864.05. Technical Currency Fees for subsequent Contract Years will be subject to the escalation
percentage set forth in Exhibit 1 of the TCP Agreement.
(d) Technical Currency Fee Credit. In association with the Banner Target+ Component System and the Banner
Customer Web Access Component System ("Credited Component Systems"), Indus agrees to provide
Licensee with a one-time credit ("TCP Credit") for Technical Currency Fees paid by Licensee for the
Credited Component Systems for the Contract Year September 1, 2002 through August 31, 2003. Within
1 of 3
1()D(I Vv/53
thirty (30) days of the Amendment Date, Indus will provide License with the TCP Credit in the amount of
$40,127.62. Licensee may apply the TCP Credit against invoices issued by Indus to Licensee for
professional services, annual maintenance fees or other charges until the TCP Credit is depleted.
3. Integration Provision. 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.
CITY OF L
Mayor
Attest: 4' 1VulL
4 I. -
Rebecca Gar a
City Secretary
Approved
As to Content: ll
M k YeanN66d
Di ector of Information Technology
INDUS INTERNATIONAL, INC.
By:
c)��tA LIP-d G`y'ZI
(Printed P ame and Title of Signatory)
Approved , t --e—"
as to Fo
Linda Chamales
Assistant City Attorney
(Date)
2of3
I TUS
0 4 E V 84 A T@ IV K, A. I
EXHIBIT 1
(Page 1 of 1)
Licensee: The Cityof Lubbock Texas
PARTIAL YEAR PAYMENT/DUE DATE: $5,000 due August 1, 2004 for the period March 1, 2004 through
August 31, 2004. This Partial Year payment amount is included in the fee identified in Section 2(c) of this
Amendment for the Contract Year September 1, 2003 through August 31, 2004.
FIRST ANNUAL CONTRACT YEAR PAYMENT DATE: August 1, 2005
ANNUAL ESCALATION NOT TO EXCEED: 7% OF PRIOR FULL YEAR ANNUAL PAYMENT.
"011 ,Wrt a
Advantage Data Extract Manager (ADEM) September 1/August 31 August 31, 2005 Included
for up to 100,000 Customers
NMI
*The First Annual Payment Amount represents the amount due on the First Annual Contract Year Payment Date for
Improvements for the first full Contract Year. Fees for Improvements for each subsequent Contract Year are
payable on the anniversary of the First Annual Contract Year Payment Date. Improvement fees for any Contract
Year subsequent to the First Annual Contract Year will be specified by Indus in an annual invoice and will not
increase by more than 7% of the amount payable for Improvements for the immediately preceding Contract Year.
** This First Annual Payment Amount is included in the fee identified in Section 2(c) of this Amendment for the
Contract Year September 1, 2004 through August 31, 2005.
3 of 3