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HomeMy WebLinkAbout162378 ONERAIN INC - CONTRACT - RFP - 8161 FLOOD WARNING SYSTEM8161 Flood Warning System Page 1 of 31 SOFTWARE LICENSE AGREEMENT This Software License Agreement (“Agreement”) is entered in to between THE CITY OF FORT COLLINS, COLORADO, a municipal corporation (“City”) and ONERAIN INCORPORATED, hereinafter (“Company”), and shall be effective as of February 1, 2016. 1. Definitions a. Software. The term “Software” shall mean the computer program in object code and source code and the user manuals described in the specifications set forth in Exhibit “A,” Scope of Work. The term “Software” includes any corrections, bug fixes, enhancements, updates or other modifications, including custom modifications, to such computer program and user manuals. b. Certificate of Installation. The term “Certificate of Installation” shall mean a written notice, signed by Company and acknowledged by the City, certifying that the Software has been installed, that the Software substantially complies with the specifications set forth in Exhibit “A,” that the software has been fully configured and that the master records (“rules”) for the operation of the program have been established and that the training of City employees is complete. 2. License a. Grant of License. Company grants City, pursuant to the terms and conditions of this Agreement, a perpetual, nonexclusive, nontransferable license to use the Software. b. Authorized Equipment and Site. City shall use the Software on the computers used for City business. c. Restrictions on Use. City agrees to use the Software only for City’s business, including any collaborative services with other governmental entities, provided appropriate licensing fees have been paid to the Company. d. Copies. City may make archival copies of the Software’s computer program, provided that the copies shall include Company’s copyright and any other proprietary notices. e. Modifications, Reverse Engineering. City agrees that only Company shall have the right to alter, maintain, enhance or otherwise modify the Software. City shall not disassemble, decompile or reverse engineer the Software’s computer program. f. User Manuals. Company shall provide City with a minimum of two paper copies and one pdf copy of the user manuals, and the manuals shall be updated with each new release of the Software. g. Personnel. Company personnel working with the City shall be acceptable to the City. 3. Delivery, Installation, Data Conversion, Testing and Acceptance. All activities related to the implementation of the Software shall proceed in accordance with Exhibit “B”, Implementation Schedule. Each activity listed in Exhibit B shall include both a start date and completion date. In addition, the Implementation Schedule shall incorporate the following specific activities. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 2 of 31 a. Delivery. Company shall deliver the Software to the City within a mutually agreed time after the effective date of this Agreement. b. Installation. Company shall install the Software at the locations designated. City shall grant Company access to the location(s) and the computer system(s) for the period of time required for such installation. c. Data Conversion. Data conversion, data entry and verification of data shall be completed in accordance with the specifications of City as set forth in Exhibit “A.” d. Testing. City shall have thirty (30) days, commencing upon delivery of the Certificate of Installation, to test the Software for substantial compliance with the specifications set forth in Exhibit “A” (the “Testing Period). City shall provide notice to Company of any failure of the Software to comply with such specifications. Upon receipt of such notice, Company shall use its best efforts to remedy the failure and install a fix within five (5) days. If City provides such notice to Company, the Testing Period, at City’s option, may be extended for thirty (30) days after Company asserts to City that the problem has been fixed. e. Acceptance. Acceptance shall occur (i) upon City’s delivery of notice to Company that the Software substantially complies with the specifications set forth in Exhibit “A”, or (ii) if City does not provide notice of a failure of the Software after thirty (30) days from the close of the Testing Period, then after thirty (30) days after the close of the Testing Period, Acceptance shall be deemed to have occurred. 4. License Fee a. In General. In consideration for the license(s) granted by Company under this Agreement as set forth in Exhibit “C”, Pricing Quotation, City shall pay Company a fee, not to exceed twenty thousand dollars ($20,000) per license. Company has offered and City agreed to a ten thousand ($10,000) discount per license due to the upgrade of DIADvisor to Contrail. b. Payment Terms. The License Fee shall be due and payable in accordance with the Payment Schedule, which is incorporated into Exhibit “B”, Implementation Schedule. All amounts are due thirty (30) days from receipt of invoice by City from Company. 5. Ownership a. Title. City and Company agree that Company owns all proprietary rights, including patent, copyright, trade secret, trademark and other proprietary rights, in and to the Software and any corrections, bug fixes, enhancements or updates to the Software. b. Transfers. Under no circumstances shall City sell, license, publish, display, distribute, assign or otherwise transfer to a third party the Software or any copy thereof, in whole or in part, without Company’s prior written consent, except in when City is using the Software to provide collaborative services with other governmental entities and the appropriate licensing fees have been paid to the Company for this usage. c. Upon final payment, all reports, data, analysis and work product resulting from the work performed by Professional hereunder shall become the sole property of the City including all rights, title and interest. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 3 of 31 6. Confidential Information Company agrees not to use City data except when specifically authorized by City, and to treat all City data as confidential. City agrees to maintain the confidentiality of proprietary information identified as such by Company to the extent allowed by law. Further terms regarding confidentiality are set forth in Exhibit “F”, consisting of one (1) page attached hereto and incorporated herein. 7. Warranty Company warrants to City that for a period of one year commencing upon Acceptance, the Software will substantially comply with the specifications set forth in Exhibit “A.” During this warranty period, Company shall also provide City the support and maintenance services set forth in the Software Maintenance Agreement appended hereto as Exhibit “D.” After expiration of the warranty period, Company shall provide support and maintenance for the Software pursuant to the terms of such Maintenance Agreement. 8. Indemnification Indemnity. Company shall indemnify and hold harmless City from and against any claims, including reasonable legal fees and expenses, based upon infringement of any copyright or patent by the Software. City agrees to notify the Company of any such claim promptly in writing and to allow Company to control the proceedings. City agrees to cooperate fully with Company during such proceedings. Company shall defend and settle at its sole expense all proceedings arising out of the foregoing. In the event of such infringement, Company may replace, in whole or in part, the software with a substantially compatible and functionally equivalent computer program or modify the Software to avoid the infringement. 9. Insurance The Professional shall maintain insurance in accordance with Exhibit E, consisting of one (1) page, attached hereto and incorporated herein. 10. Term and Termination a. Effective Date. This Agreement and the license granted hereunder shall be effective on February 1, 2016. b. Termination. City shall have the right to terminate this Agreement upon giving thirty (30) days notice. c. Within thirty (30) days after termination of the license, City will return to Company, at Company’s expense, the Software and all copies thereof or delete or destroy all other copies of the Software and inform the Company that the Software has been returned or all copies deleted or destroyed, and its use discontinued. 11. Force Majeure Neither party shall be in default or otherwise liable for any delay in or failure of its performance under this Agreement if such delay or failure arises due to any act of God, DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 4 of 31 any acts of the common enemy, the elements, earthquakes, floods, fires, epidemics, riots, failures or delay in transportation or communications; provided, however, that lack of funds shall not be deemed to be a reason beyond a party’s reasonable control. The parties will promptly inform and consult with each other as to any of the above causes, which in their judgment may or could be the cause of a delay in the performance of this Agreement. 12. Default Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 13. Remedies In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non- defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Notices All notices under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: COMPANY: OneRain Incorporated Attn: Brian Loflin 1531 Skyway Dr, Unit D Longmont, CO 80504 CITY: City of Fort Collins Attn: Purchasing Dept. P.O. Box 580 Fort Collins, CO 80522 WITH A COPY TO: City of Fort Collins Attn: Chris Lochra P.O. Box 580 Fort Collins, CO 80525 15. General Provisions. a. Complete Agreement. This Agreement, its attachments, the City’s Request for Proposal and the Company’s Response to the Request for Proposal are the complete and exclusive statement of the agreement between the parties, which supersedes and merges all prior proposals, understandings and all other agreements, oral or written, between the parties relating to this Agreement. b. Order of Precedence. In the event of any conflict or inconsistency among documents related to this Agreement, said conflict or inconsistency shall be resolved by giving precedence to the later dated document. Unless otherwise agreed to by both parties, document precedence shall be as follows: (1) the Software License Agreement; (2) Software Maintenance Agreement (3) Addendum to the Request for Proposal (4) the Request for Proposal; (5) the Company’s response to the Request for Proposal. c. Amendment. This Agreement may not be modified, altered or amended except by written instrument duly executed by both parties, except that address for notice may be changed as provided in section 15. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 5 of 31 d. Waiver. The waiver or failure of either party to exercise in any respect any right provided for in this Agreement shall not be deemed a waiver of any further right under this Agreement. e. Severability. If any provision of this Agreement is invalid, illegal or unenforceable under any applicable statute, court decision or rule of law, it is to that extent to be deemed omitted. The remainder of the Agreement shall be valid and enforceable to the maximum extent possible. f. Survival. All provisions of this agreement that by their nature would reasonably be expected to continue after the termination of this Agreement will survive the termination of this Agreement. g. Governing Law. This Agreement and performance hereunder shall be governed by the laws of the State of Colorado. Venue for any cause of action arising hereunder shall be in Larimer County, Colorado. h. Read and Understood. Each party acknowledges that it has read and understands this Agreement and agrees to be bound by its terms. THE CITY OF FORT COLLINS, COLORADO By: __________________________________ Gerry S. Paul Director of Purchasing Date: ________________________________ ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: ________________________________ Assistant City Attorney ONERAIN INCORPORATED By:_______________________________ James Logan Title:______________________________ CORPORATE PRESIDENT OR VICE PRESIDENT Date:_____________________________ DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 President and CEO 2/15/2016 2/17/2016 8161 Flood Warning System Page 6 of 31 EXHIBIT A SCOPE OF WORK 1. BACKGROUND The primary objective of the software solution is to manage FWS data for the purpose of community life/safety. Key components include:  Issuing alarm notifications of rainfall intensity, streamflow/stage, and other weather variables to Stormwater and other Emergency Response personnel for the purpose of managing flood emergencies.  Well-designed visual tools and maps to communicate sensor values, accumulated precipitation depths, and other flood warning data to Stormwater, Emergency Management, City and other Agency personnel who will access this information from PCs and laptops, and mobile devices.  Providing data reports via the City’s IT structure to the City Utility webpage GIS maps.  Providing data reports to other government agencies, including the National Weather Service in formats required by those entities. Current data management software includes a map interface to view each gage’s sensor data. This software includes preset alarm conditions (e.g. rainfall intensity, stream stage, wind speed, etc.) for sensor data. Once alarm thresholds are met, notifications are generated and delivered via pages, texts, e-mails or phone messages. At this time, software external to the existing FWS data management software is required for these notifications. The City uses PageGate for its FWS paging service, and uses MS Outlook for text messaging and e-mail. The City issues from its FWS base station data management software all FWS alarm notifications to Stormwater, Poudre Fire Authority Office of Emergency Management (OEM), and select Engineering and other City Department staff. In addition, the City has developed internal database queries and links to dynamically provide FWS rain and streamflow data records to its City GIS-sourced FWS website maps and to provide FWS gage network rain, streamflow and weather sensor data to the NWS. The City GIS-sourced website maps display low, medium and high flood threat threshold information based on gage streamflow sensor-based stage information and has developed map displays capable of showing low, medium and high flooding risk based on gage streamflow measurements. The City GIS Department-supported rain and streamflow web maps are fully smartphone compatible. Other capabilities of the proposed software include but are not limited to:  Enhanced capability to capture non-City FWS gage sensor data via the web. These external data sources use non –ALERT communications protocols or rely on peripheral data collection servers. These data sources include but are not limited to internet-based gage data provided by the Colorado Division of Water Resources (CDWR) and the US Geological Survey (USGS). There are ten current CDWR or USGS locations within Larimer County of interest to the City providing useful additional sources of data for flood response.  Permit the City to continue storing and managing the flood warning data internally.  Sensor calibrations and streamflow rating curves that can be managed and updated by FWS staff as an internal procedure instead of requiring external vendor technical support. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 7 of 31  Compatibility with Standard ALERT data reports and ALERT 2 data reports.  Ability to link to mySQL-databases, which the City employs to host the data used for its Website maps.  Permit the City to host its own FWS web page directly from the base station servers working with a GIS server. The in-house staff shall be able to browse directly to a client map.  Permit the City to store a copy of all software setup, configuration settings, calibrations, ratings, and sensor data on City servers.  Include displays that can be customized to show multiple sensor type (rain, streamflow, wind direction, wind speed, etc.) data on a single map, that can include either a selection of different base maps, including aerial, line or feature maps, or provide maps customized to meet City requirements,  Compatible with virtualized server environments.  The software must be operable on two independent base stations, one hosted by the City’s IT network infrastructure, and one at a separate site (at this time, it is expected that site to be the Poudre Fire Authority’s network), to permit duplication of data collection, storage, and use in operations should either location be compromised, damaged. Emergency flood operations may be managed from either site. 2. REQUIREMENTS OneRains’s Contrail® Base Station software was selected to satisfy the City’s requirements for its FWS software solution. OneRain’s Response to RFP 8161 (October 21, 2015) presented their approach to resolving the City’s published requirements, and OneRains’s documentation of Contrail’s capabilities is presented in the Appendix as Table 1. Based on the October 21, 2015 OneRain Response document, the City’s expected deliverables are presented below and in the Appendix as Table 2. Per its proposed solution, One Rain will install the Contrail Base Station licenses on two base stations (original figure below captured from OneRain’s response to the City’s RFP), with some differences – The City of Fort Collins’ Base station is the primary base station, but will also host exporting data to the national Weather Service, will link through ODBC connections to the City’s GIS server and provide flat files of rain streamflow data, and will manage and issue all notifications to Web and Mobile recipients. A secondary Contrail Base Station will be located on a physical server located at the Poudre Fire Authority’s West Vine Training Facility located at 3400 West Vine Rd, and will be capable of mirroring all data on the primary base station via LAN connections established by the City of Fort Collins. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 8 of 31 Note: Figure borrowed from OneRain RFP response Note: Per their response to RFP 8161 during the interview period, OneRain will setup using one Virtual Server- Supported Base Station and Physical Server -Hosted Base Station. 3. INFORMATION GATHERING (City-specific information for base station implementation) Extract ALERT site and sensor metadata from existing base station – the City will provide its existing DIADvisor Swatch2 database and all its archived data databases for migration to Contrail Base Station Identify USGS sites – the City selects five (5) raingage locations - 1 -403212105144201, HIGH PARK PRECIPITATION STATION NR MASONVILLE, CO 2 - 403846105164801, HIGH PARK PRECIP ON RIST CANYON RD NEAR BELLVUE CO 3 - 403710105213401, HIGH PARK PRECIP STATION AT STOVE PRAIRIE, CO 4 - 403746105231301, HIGH PARK PRECIP AT SKY CORRAL NR STOVE PRAIRIE CO 5 - 404220105244001, HIGH PARK PRECIP AT GLACIER VIEW NR LIVERMORE, CO And three (3) streamflow locations 1 - 403308105001601 BOXELDER CREEK AT MOUTH, NR FORT COLLINS, CO 2 - USGS 06751490 NORTH FORK CACHE LA POUDRE RIVER AT LIVERMORE, CO 3 - USGS 06751150 N FK CACHE LA POUDRE R BLW HALLIGAN RES NR VA DALE Poudre Fire Authority’s West Vine Training Facility City of Fort Collins IT Network SECONDARY PRIMARY Physical Server VM LAN Server City FWS Webmaps GIS Server via ODBC DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 9 of 31 Identify METAR sites None One CDWR site 1 – NORTH FORK CACHE LA POUDRE RIVER BELOW SEAMAN RESERVOIR (CLANSECO) (Additional) Identify COAGMET stations 1- CKP01 – CHEROKEE PARK, CO Get map boundary information: Lat-Long boundaries for the full extent of the FWS gage locations are as follows: North – 40:58:24 South – 40:24:21 East – 104:48:08 West – 105:35:00 The need for the map to extend the western boundary of the existing DIADvisor map (with a western extent of 105:33:27) is due to a planned new gage site near Rustic, CO. Other map extents: Since the planned Rustic gage will visually compact the remaining FWS extent, a second default/fixed map extent map capable of showing all gage locations except the Rustic location could be developed as follows: North – 40:58:24 South – 40:24:21 East – 104:48:08 West – 105:25:00 The smallest sometime-use default/fixed map extent useful to the City is: North – 40:40:34 South – 40:27:08 East – 104:49:40 West – 105:17:59  Identify server configuration and location (server vs. virtual machine) – the primary base station installation operating in a VM environment on the City’s LAN, and the secondary base station placed onto a physical (HP ProLiant DL360) server located at the PFA’s training facility at 3400 W Vine.  IP addresses, open ports, firewalls – to be established by City IT (contact: Leonard Arrellano 970-416-2246)  Identify branding look and feel colors and logos – to be determined in the project implementation process, City to select style and provide logo(s).  Load Contrail Software onto Servers – OneRain personnel will complete this process through a VPN connection established by the City with a username/password account extended to the designated OneRain representative.  Load standard Contrail Base Station software modules – OneRain will complete this using a VPN connection.  Database – OneRain will transfer all existing FWS records and settings into Contrail database(s) – the City will provide all archived FWS records to OneRain DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 10 of 31  Web Software – OneRain to install and configure  Data Services Modules – OneRain to install and configure  Data Collectors and Data Agents – OneRain to configure  Data Exchange API – OneRain to configure  Configure City-Specific Client Websites, as needed – OneRain will receive from the City  Create and install maps – OneRain will develop per City’s requirements  Setup ALERT data collection – OneRain to configure and test  Configure ALERT sites and sensors – OneRain to configure and test  Enable ALERT IP Collector – OneRain to configure and test  Verify ALERT data collection – OneRain to confirm  Setup USGS data collection – OneRain to configure  Configure USGS sites and sensors - OneRain to develop for sites indicated above, and test  Enable USGS data agent – OneRain to verify  Verify USGS data collection – OneRain to test  Setup METAR data collection – Not requested  Configure METAR sites and sensors – Not requested  Enable METAR data agent – Not requested  Verify METAR data collection – Not requested  Configure City-specific Look and Feel – City & OneRain to co-develop  Training on new software – OneRain & City designees to be selected  Administrator Training – OneRain & City designees to be selected  Server Admin Training- OneRain & City designees to be selected  End User Training- OneRain & City designees to be selected  On-site Equipment Maintenance Training- OneRain & City designees Additional Steps for City customization:  Transfer existing calibrations, alarm settings, notification recipient settings – City will provide to OneRain its current DIADvisor operational (swatch2.mdb) database, it list of notification recipients (from its PageGate and MS Outlook software settings).  Identify existing calibration and extract from existing base station – City will provide to OneRain its current DIADvisor operational (swatch2.mdb) database  Identify existing site and sensors alarm settings – City will provide to OneRain its current DIADvisor operational (swatch2.mdb) database  Identify contacts for alarm notifications – City will provide to OneRain its current DIADvisor operational (swatch2.mdb) database DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 11 of 31  Identify delivery notification methods and setting – City will provide to OneRain its current DIADvisor operational (swatch2.mdb) database  Load data into Contrail – OneRain to complete  Enable and test alarm settings and notifications – OneRain to complete  Verify data transfer – OneRain to verify  Historical Data Migration and Loading – OneRain to complete  Export historical data from existing base station into flat files – OneRain to complete from City-provided archived data  Process historical data into standard formats for loading – OneRain to complete from City-provided archived data  Load data into Contrail historical data tables –OneRain to complete from City- provided archived data  Verify historical data load – OneRain to verify  Develop CDWR data collection interface – OneRain to develop  Establish contact with CDWR system – OneRain to configure  Develop CDWR Data Agent – OneRain to develop  Enable and test CDWR software collector – OneRain to test  Verify CDWR data collection – OneRain to verify Additional (Optional) Request  Develop COAGMET data collection interface – OneRain to develop  Establish contact with COAGMET system – OneRain to configure  Develop COAGMET Data Agent – OneRain to develop  Enable and test COAGMET software collector – OneRain to test  Verify COAGMET data collection – OneRain to verify 4. SCHEDULE Per OneRain’s response to RFP 8161, a schedule (Exhibit B) has been established to complete the software acquisition, configuration, installation, testing, debugging and training. Current Proposed Schedule - The timeline now extends between 2/1/16 to 4/14/16, with installation and testing/debugging completed by April 1, 2016. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 12 of 31 5. REQUIRED SERVICES AND DELIVERABLES Per the information chart below, presented in OneRain’s RFP Response to RFP 8161, the following costs/fees shall apply to this Scope of Work to cover use and support for the two base station licenses for a period of 5 years: Item Description Qty. Unit Unit Price Sub Total Total 4 Year Support1 New Software Licenses $40,000 $40,000 - Primary Contrail Base Station1 1 Ea. $20,000 $20,000 - Secondary Contrail Base Station1 1 Ea. $20,000 $20,000 Installation and Setup2 $10,500 - Server Setup, Installation and Configuration 40 Hrs. $125 $5,000 - Migration of Historical Archive Gauge Data 44 Hrs. $125 $5,500 On-Site Training2 $4,000 - 2-Day Training for Users and Administrators 1 Ea. $ 4,000 $4,000 Customization $5,040 - Develop Contrail CDWR Data Agent 36 Hrs. $140 $5,040 OneRain Upgrade Discount ($20,000) ($10,000) - Discount for DIADvisor™ licenses 1 Ea. ($20,000) Total $39,540 $30,000 NOTES: 1 One software license is required per server. (Each license includes: Contrail Inventory, Contrail Insight, and Contrail ALERT2 TDMA Manager). The Annual Technical support and maintenance for the primary and secondary software licenses (imposed after the first year) is 25% of the list price. First year support is included with purchase of new software license. Discount shown is for DIADvisor customer loyalty upgrade. 2 Price proposal includes two trips by OneRain staff to the City; one for the entire installation and final configuration and the second to conduct training and any follow-up. Note: Chart and NOTES section above from OneRain’s Response to RFP 8161 Appendices Table 1 - OneRain’s Response to the City of Fort Collins RFP 8161 FWS Functional Requirements dated October 23, 2105 Table 2 – Deliverables DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 13 of 31 TABLE 1 OneRain Response to City of Fort Collins RFP 8161 FWS Functional Requirements Vendor: Contact: Instructions to Vendors: 1. Columns A-G are for information only. Vendor shall complete the fields in Yellow (Columns H-K). 2. Categories shown in columns B, C, and D are M - Mandatory, I - Important, D - Desired. For more information see PROPOSAL SUBMITTAL REQUIREMENTS and Required Services/Deliverables Sections of 3. For each Function below, Vendor shall mark an "X" in Column H, I or J to indicate if the proposed system is Compliant, Partially Compliant or Not Compliant. For more information see PROPOSAL 4. Please use Column K, Comments, to provide clarifying information. OneRain Incorporated James Logan james.logan@onerain.com (303) 774-2033 1531 Skyway Drive, Unit D, Longmont, CO DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 14 of 31 No. Category Function Compliant Partially Compliant Not Compliant Comments (attach additional sheets as M I D necessary) 1.0 FWS Software General Requirements Hosting and Operation X If City hosted, software must operate from two separate and independent servers that connect to the base stations. X X If City hosted, software needs to be able to run fully supported on the City of FC's virtual server environment X X Web-accessible retrieval and viewing of information X X Database storage of system gage infrastructure data (gage locations, elevations, sensor types, sensor calibrations, rating curves) X X Alarms must be visually displayed on map. X Alarms must be determined via a selection of methods: rate of change, level, digital status, timeout, selectable NWS guidance X X Multiple alarm thresholds configurable specific to each sensor X X Capture of Standard ALERT protocol data reports X X Capture of ALERT 2 protocol data reports X X Open-sourced platform X X Ability to send Alarm and status notifications to text, phone, email, pager, web applications and other devices hosted by software and/or performed through fully compatible third party software X X Need to be able to copy existing data (in an Access database) into Software database X X Software database compatible with mySQL databases via ODBC X X Rating curves can be user-edited X X Customizable queries of database records X X Customizable reporting from software database X X Ability to receive data from web-based sources (USGS, Colorado Division of Water Resources, other independent providers of on-line data) X DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 15 of 31 X Dynamically update the sensor rating curves sourced from websites (USGS, CDWR, etc.) X USGS Ratings automatically updated. CDWR flow available directly from website. Display Interface X Remote access to map displays of information. X X Remote access to operational database X X Interactive display map(s) are configurable with base maps of aerial, topgraphic and line features. X X Interactive display map(s) of gage and sensor data to include dynamic updating of sensor values X X Sensor data can be visualized in text or graphical format X X Interactive display map(s) capable of displaying multiple sensor type data simultaneously X Related sensor data are displayed when selecting the icon on the map page to display sensor details. X Interactive display map(s) to include display of cumulative totals for rainfall for selected time intervals X X Interactive display map(s) to include selectable of streamflow units of depth X X Interactive display map(s) to include weather sensor data of atmospheric pressure, temperature, dewpoint temperature, humidity, relative humidity, wndidrection, wind speed, peak wind speed X X Interactive display map(s) to include other sensor data displays that may include ALERT decoding statistics (number of data reports received, decoding ratios), sensor positional (analog) or dispositional (digital) status, and is customizable to display other analog sensor data inputs X Contrail offers many ALERT analysis tools. Known and unknown IDs, sensor performance, ratios of lost data reports. X Interactive display map(s) are configurable with base maps of aerial, topgraphic and line features X X Interactive display map(s) are configurable to display other source information (radar overlays). X X Interactive display map(s) include sensor pop up windows for rainfall hyetographs, streamflow hydrogprahs, and other digital and analog sensor values over selectable time periods. X X Interactive display map(s) are scalable X X Interactive map(s) have pan and zoom map capability X DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 16 of 31 X Map permissions levels can be set to vary functionality among software viewers, users and administrators, for data and map viewing, data retrieval or data editing. X X Visual display of alarm levels and conditions on map(s) and via summary tables X X Interactive map(s) displays can be customized according to user access privileges X Sensor Data Management X Pre-established queries for varying durations of rainfall totals and streamflow records. Daily, monthly, yearly etc. X X Customizable querying of data X Customizable reports, not ad hoc queries. X Data records can be marked for preliminary/qualified status or QA'ed status X This can be managed with a process. Reporting - Query Requirements Reports & Queries X Generate summary reports of rainfall totals for differing time periods X X Generate summary reports of sensor performance X X Pre-established queries for duration of rainfall totals and streamflow records X X Customizable querying of data X X Data records can be marked for preliminary/qualified status or QA'ed status X This can be managed with a process. Public Access Requirements X Displays are web enabled X X Displays are mobile-device enabled X X Ability for the public to select and download data in tabular or flat file format X Other X Documentation of successful installations of the vendor's product in other X X Mobile (Field) calibration sensor entry via remote access X X Ability to convert data from Access 2003 and Access 2010 and store in software database X OneRain will support the conversions of all legacy data into new system. Housekeeping X Automated archiving of data X DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 17 of 31 Security Requirements Security X System authenticates users at login X X Supports multiple configurable user roles - Data Entry, Auditors, Managers, etc. X X Provides access control by user class for system screens X X Set data editing rights according to user class X X Ability to control system security through user access rights X X User authenticates using active directory for internal users X Validation is via authentication, not active directory. X Ability to assign access rights by user, group of users and/or department X X Ability to grant or restrict access to specific features, functions and fields X X Ability to restrict configuration capabilities to certain users (i.e.: department heads or Administrators) such as new field creation X X Ability to date and time-stamp all notes and comment fields X X Ability to limit modification and deletion rights X X Ability to secure and authorize access to the underlying data and databases of the application X X System tracks date, time-stamp and user ID of each record when updated X Support/Training Requirements Support/Training X Provide maintenance support for any quoted hardware and all proposed software components X X Provide support for users & technical staff during regular business hours X X Provide training upon initial install X X Provide department personnel with training in the use of configuration tools employed in the application X X User manual provided X Configuration Requirements Configuration X Software is supported internally or fully compatible with third party notifications software X DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 18 of 31 X Existing notification recipient information can be imported into software X Implementation plan will include importing existing contacts. Technical Requirements Technical Requirements X Server Platform: Windows platform, Windows Server 2008 R2 X Software can be hosted on a virtual environment running on Windows Server 2008 R2. X Database: Oracle 11g or SQL Server 2012 X MySQL an open source database managed by Oracle. X VMWare compatible, VMWare 5 X X Ability to operate with new Windows based operating systems as they become available X X Client software runs on Windows 7 Operating System if required X X Software is easily deployed to desktops X Browser-based, no client install required. X Ability for public facing module to operate in following browsers (describe any known version or other limitations) without the use of Flash X X Microsoft Internet Explorer X X Firefox X X Google Chrome X X Safari X X Others (define) X System is fault-tolerant X Redundant replicated servers give a hot X System is ODBC compliant X MySQL is ODBC compliant. X System interfaces with SMTP Protocol for email functionality. X X System works in conjunction with ESRI’s technology for the storage of all spatial data, ESRI’s ArcGIS technology for client side mapping and web based mapping functionality X OneRain will work with Fort Collins' GIS staff to support integration. Many agencies across the US have integrated their ESRI to Contrail. X The Vendor must provide a solution for redundant capabilities X The proposed architecture is redundant. X Desktop and web-enabled functionality X X Ability to include hyperlinks on a page to direct customers to other related sites? X X Ability to have multiple screens open, ability to have more than one session open X DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 19 of 31 Table 2 - Deliverables General Requirements Hosting and Operation of Contrail® Software Contrail® Base Station Software will be installed on one virtualized server located within the City of Fort Collins LAN and onto one physical box (at Poudre Fire Authority's West Vine Training Facility). Configuration of software with FWS site and sensor data (gage locations, elevations, sensor types, sensor calibrations, rating curves) Configuration of all alarm settings Configuration of software to the City's receiver/decoder ports Configuration of notification recipients for text, phone, email, pager, web applications and of necessary, other devices hosted by software and/or performed through fully compatible third party software Copy existing data from Access databases into Contrail® software databases Configure database connections to mySQL databases via ODBC Configure Contrail® with existing FWS rating curves Configure Contrail® to receive data from selected USGS gage stations Display Interface Set up interactive display maps that include Fort Collins area features, FWS gages and sensors Set up interactive display base maps of aerial, topographic and line features. Set up access passwords and user/superuser security Complete any configuration of graphical pop-ups displaying cumulative totals for rainfall for selected time intervals Complete any configuration of graphical pop-ups displaying streamflow depth and flow Complete any configuration of pop-up displays of weather sensor data, including atmospheric pressure, temperature, dewpoint temperature, humidity, relative humidity, wind direction, wind speed, peak wind speed Complete any configuration for displaying ALERT decoding statistics, such as number of data reports received, decoding ratios Configure visual displays of alarm and rain intensity conditions on map(s) Configure public, City and City superuser screens. Sensor Data Management Set up access passwords and user/superuser security Configure queries for rainfall reports - daily, monthly, yearly etc. Configure ODBC connections for exporting data to NWS recipient Configure ODBC connections for exporting data to current City website rainfall and streamflow maps DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 20 of 31 Table 2 - Deliverables Public Access Requirements Mobile Features Configure mobile application for City for City of FC users Configure mobile application for FC and area residents Configure provide public user access to the qualified and/or QA/QC'ed data Other Configure any mobile (Field) City of FC user interfaces Housekeeping/Records Maintenance Configure automated archiving of data and compaction of database Import database records from existing Access 97, 2003 and 2010 databases and store in Contrail® Base Station database Security Requirements Configure authentication at login Configure user roles - Data Entry, Auditors, Managers, etc. Replace default Admin username & passwords with custom Username and password for Fort Collins Configure access control by user class for system screens Configure data editing rights according to user class Configure software to integrate with City's Active Directory system Configure access to specific features, functions and fields for different users Configure mobile app security Support/Training Requirements Maintenance support will be provided M-F, 8-5 PM for a period of 5 years Provide support for users & technical staff during regular business hours City Staff general users will be provided 8 hours training on use of software. Provide Stormwater superusers with additional 8 hours of training User manual provided DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 21 of 31 Table 2 - Deliverables Technical Requirements Install one Contrail® Base Station license on VM Server Environment after a user account is established by the City (via VPN connection) Install one Contrail® Base Station on a HP Proliant DL360 Gen 9 8SFF Server with Linux Operating System and 300 GB 12G SAS HDD OneRain will complete full installations of the Linux CentOS per OneRain's requirements Confirm ODBC compliance Confirm software interfaces with SMTP Protocol for email functionality. Confirm desktop and web-enabled functionality for editing and managing data, calibrations, ratings, system settings, map and interface appearance, etc. Install hyperlinks on a page to direct public users to other City department or non-City websites. confirm to have multiple users/screens operability, ability to have more than one session open System Check-Out OneRain will complete full installations of the Linux CentOS per OneRain's requirements Confirm full LAN connection and interoperability between 2 Contrail® Base Station installations Confirm ODBC connections are in place for exporting of data to the City FWS webmaps Confirm receipt of ALERT data ports (both standard/Legacy ALERT and ALERT2) Confirm system works in conjunction with ESRI’s technology for the storage of all spatial data, ESRI’s ArcGIS technology for client side mapping and web based mapping functionality. Confirm operability of public, user and superuser maps/screens Confirm mobile access/operability of base stations for maintenance operations Ability to include hyperlinks on a page to direct customers to other related sites? Ability to have multiple screens open, ability to have more than one session open Test/evaluate performance of their software delivering warning notifications to FCU personnel Test that software performance is acceptable ~ 99% records received DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 22 of 31 EXHIBIT B IMPLEMENTATION AND PAYMENT SCHEDULE Payment Schedule: 1. The Contrail Licenses Invoice will be sent within 5 business days after OneRain receives the fully executed contract $20,000 2. Setup and Installation - 40 - 60 days after after OneRain receives the fully executed contract $10,500 3. Develop Contrail CDWR Data Agent - 60 Days $5,040 4. On-Site Training - April 18th following training $4,000 DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 23 of 31 EXHIBIT C PRICING QUOTATION Per the information chart below, presented in OneRain’s RFP response to RFP 8161, the following costs/fees shall apply to this Scope of Work to cover use and support for the two base station licenses for a period of 5 years: Item Description Qty. Unit Unit Price Sub Total Total 4 Year Support1 New Software Licenses $40,000 $40,000 - Primary Contrail Base Station1 1 Ea. $20,000 $20,000 - Secondary Contrail Base Station1 1 Ea. $20,000 $20,000 Installation and Setup2 $10,500 - Server Setup, Installation and Configuration 40 Hrs. $125 $5,000 - Migration of Historical Archive Gauge Data 44 Hrs. $125 $5,500 On-Site Training2 $4,000 - 2-Day Training for Users and Administrators 1 Ea. $ 4,000 $4,000 Customization $5,040 - Develop Contrail CDWR Data Agent 36 Hrs. $140 $5,040 OneRain Upgrade Discount ($20,000) ($10,000) - Discount for DIADvisor™ licenses 1 Ea. ($20,000) Total $39,540 $30,000 NOTES: 1 One software license is required per server. (Each license includes: Contrail Inventory, Contrail Insight, and Contrail ALERT2 TDMA Manager). The Annual Technical support and maintenance for the primary and secondary software licenses (imposed after the first year) is 25% of the list price. First year support is included with purchase of new software license. Discount shown is for DIADvisor customer loyalty upgrade. 2 Price proposal includes two trips by OneRain staff to the City; one for the entire installation and final configuration and the second to conduct training and any follow-up. Note: Chart and NOTES section above from OneRain’s response to RFP 8161 DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 24 of 31 Schedule of Rates Per the information chart presented below, from OneRain’s RFP response, the following OneRain hourly labor rates shall apply, stated as “any project efforts that have not been unit- costed can be built up from these labor rates. Other as-yet-uncosted projects will be quoted on a time-and-materials basis, if appropriate. OneRain’s rate for additional on-site training is $125 per hour.” Staff Level Per Hour Level I – Technical Field Services Skill level required is BS in Science or Engineering, or equivalent combination of education and experience. $110.00 Level II – Software Services Skill level required is BS in Science or Engineering and five+ years’ experience, or equivalent combination of education and experience. $125.00 Level III – Engineering/Programming Services Skill level required is MS in Science or Engineering and five+ years’ experience, or equivalent combination of education and experience. $140.00 Level IV – Project Management/ Sr. Engineering/Consulting Services Skill level required is MS in Science or Engineering and ten+ years’ experience, or equivalent combination of education and experience. $180.00 Level V – Principal/Expert Witness Skill level required is Masters/PhD in Science or industry/subject matter expert (SME) consultant in the specific field and five+ years’ experience, or equivalent combination of education and experience. $250.00 Note: Chart above from OneRain’s Response to RFP 8161 DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 25 of 31 EXHIBIT D SOFTWARE MAINTENANCE AGREEMENT This Software Maintenance Agreement (“Agreement”) is entered into between the CITY OF FORT COLLINS, COLORADO, a municipal corporation, hereinafter “City” and ONERAIN INCORPORATED, hereinafter “Company”, and shall be effective on the date signed by the City. 1. Scope of Agreement. a. General. Company agrees to provide City standard maintenance, remote support, and training services for the computer programs and user manuals listed below (collectively “Software”) and regular upgrades including enhancements and user manuals. b. Software. This agreement covers the software described in Exhibit “A” of the Software License Agreement between the City of Fort Collins and Company dated February 1, 2016. c. Company shall provide updates to the software as required in order that the software reflect current federal and state laws or requirements of the federal or state government or federal or state regulatory agencies. d. User Manuals. When this agreement refers to “User Manuals,” it shall include any user manuals which are designed for the software and any user manuals listed in Exhibit “A” and all manuals provided to users for the software listed above. At least two (2) user manuals shall be provided in paper format and one (1) in pdf format. The user manuals shall be updated with each new release of the software. 2. Term This Agreement shall be effective for one year from the effective date, and may be renewed upon written agreement of both parties for up to four additional one year periods unless sooner terminated as provided herein. Such renewals shall be subject to sufficient funds being appropriated annually by the Fort Collins City Council, which appropriations are in the Council’s sole discretion. 3. Standard Maintenance Services Scope of Services. During the term of this Agreement, Company will provide City the following Standard Maintenance Services for the Software: a. Corrections of substantial defects in the Software so that the Software will operate as described in the user manuals listed above, as modified by the City’s Specifications, set forth in Exhibit “A” of the Software License Agreement. b. Periodic updates of the Software that may incorporate (A) corrections of any substantial defects; (B) fixes of any bugs; (C) enhancements to the Software; and (D) upgrades to user manuals as sets out above. c. Telephone support, including dial-up support, between the hours of 8:00 a.m. to 5:00 p.m. Mountain Time, Monday through Friday, excluding City of Fort Collins holidays, to assist City in using the Software. d. In the event of systems failures caused by Company’s software upgrades or other software issues, Company will provide additional maintenance assistance to City twenty-four (24) hours per day, seven (7) days per week during the event. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 26 of 31 e. Maintenance at Company’s office of a test version, including a test database, for the most recent version of City’s Software. 4. On-Site Support Company, upon receipt of a written request from City, will provide City On-Site Support at a mutually agreed time. City agrees to pay Company’s costs associated with the provision of on-site support, including charges for (i) Company’s personnel; (ii) charges for travel, lodging and miscellaneous expenses (if personnel must travel more than 75 miles) in accordance with City guidelines for travel expenses; and (iii) applicable taxes. 5. Training Upon receipt of a written request from City, Company will provide Training at a mutually agreed time at the offices of City, unless City agrees to receive the Training elsewhere. City agrees to pay Company all costs associated with this Training in accordance with costs reflected in Exhibit “C” of the Software License Agreement, titled Pricing Quotation, including (i) charges for Company’s personnel, which may include a surcharge for training conducted at City’s location; (ii) charges for travel, lodging and miscellaneous (if personnel must travel more than 75 miles) in accordance with City guidelines for travel expenses; and (iii) applicable taxes. 6. Maintenance Fee a. Warranty Period. Company will not charge City any Maintenance Fee for the Warranty Period, as defined in City’s Software License Agreement for the Software. b. Amount of Fee. City agrees to pay Company Maintenance Fees, the amount set forth in Exhibit “C” of the Software License Agreement.. 7. Payment Terms City agrees to pay Company by thirty (30) days after receipt by City of invoices for agreed upon fees. 8. Obligations Of City a. City Contact. City shall notify Company of City’s designated City Contact. To the maximum extent practicable, City’s communications with Company will be through the City Contact. b. Installation. City agrees to install all corrections of substantial defects, minor bug fixes and updates, including any enhancements, for the Software in accordance with the instructions and in order of receipt from Company. c. Facility and Personnel Access. City agrees to grant Company reasonable access to City’s facilities and personnel concerned with the operation of the Software to enable Company to provide services. d. No Modification of Software. City agrees not to modify, enhance or otherwise alter the Software, unless and only to the extent such modification, enhancement or other alteration is specifically authorized in the user manuals identified in this Agreement or through the consent of Company. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 27 of 31 e. Error Documentation. Upon detection of any error in the Software, City, as requested by Company, agrees to provide Company a listing of output and any other data, including databases and backup systems that Company reasonably may request in order to reproduce operating conditions similar to those present when the error occurred. 9. Termination City shall have the right to terminate this Agreement at any time upon giving thirty (30) days notice to Company. Upon termination, City shall be entitled to a pro rata refund. Company shall have the right to terminate this Agreement and all services provided pursuant to this Agreement (i) upon termination of City’s Software License Agreement by either party for any reason; and (ii) if City violates any provision of this Agreement and City fails to cure such violation within fifteen (15) days after receipt of written notice from Company. 10. Indemnification Company shall indemnify and hold harmless City, its officers, agents and employees against and from any all actions, suits, claims, demands or liability of any character whatsoever arising out of, resulting from, or occurring in connection with the performance of any services hereunder. 11. Insurance The Professional shall maintain insurance in accordance with Exhibit E, consisting of one (1) page, attached hereto and incorporated herein. 12. Force Majeure Neither party shall be in default or otherwise liable for any delay in or failure of its performance under this Agreement if such delay or failure arises due to any act of God, any acts of the common enemy, the elements, earthquakes, floods, fires, epidemics, riots, failures or delay in transportation or communications; provided, however, that lack of funds shall not be deemed to be a reason beyond a party’s reasonable control. The parties will promptly inform and consult with each other as to any of the above causes, which in their judgment may or could be the cause of a delay in the performance of this Agreement. 13. Default Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 14. Remedies In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non- defaulting party commences legal or equitable actions against the defaulting party, the DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 28 of 31 defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 15. Notices All notices under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: COMPANY: OneRain Incorporated Attn: Brian Loflin 1531 Skyway Drive, Unit D Longmont, CO 80504 CITY: City of Fort Collins Attn: Purchasing Dept. P.O. Box 580 Fort Collins, CO 80522 With a Copy To: City of Fort Collins Attn: Chris Lochra P.O. Box 580 Fort Collins, CO 80522 16. General Provisions. a. Complete Agreement. This Agreement, its attachments, the City’s Request for Proposal and the Company’s Response to the Request for Proposal are the complete and exclusive statement of the agreement between the parties, which supersedes and merges all prior proposals, understandings and all other agreements, oral or written, between the parties relating to this Agreement. b. Order of Precedence. In the event of any conflict or inconsistency among documents related to this Agreement, said conflict or inconsistency shall be resolved by giving precedence to the later dated document. Unless otherwise agreed to by both parties, document precedence shall be as follows: (1) the Software License Agreement; (2) Software Maintenance Agreement (3) Addendum to the Request for Proposal (4) the Request for Proposal; (5) the Company’s response to the Request for Proposal. c. Amendment. This Agreement may not be modified, altered or amended except by written instrument duly executed by both parties, except that address for notice may be changed as provided in section 16. d. Waiver. The waiver or failure of either party to exercise in any respect any right provided for in this Agreement shall not be deemed a waiver of any further right under this Agreement. e. Severability. If any provision of this Agreement is invalid, illegal or unenforceable under any applicable statute, court decision or rule of law, it is to that extent to be deemed omitted. The remainder of the Agreement shall be valid and enforceable to the maximum extent possible. f. Survival. All provisions of this agreement that by their nature would reasonably be expected to continue after the termination of this Agreement will survive the termination of this Agreement. g. Governing Law. This Agreement and performance hereunder shall be governed by the laws of the State of Colorado. Venue for any cause of action arising hereunder shall be in Larimer County, Colorado. h. Read and Understood. Each party acknowledges that it has read and understands this Agreement and agrees to be bound by its terms. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 8161 Flood Warning System Page 29 of 31 THE CITY OF FORT COLLINS, COLORADO By: __________________________________ Gerry S. Paul Director of Purchasing Date: ________________________________ ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: ________________________________ Assistant City Attorney ONERAIN INCORPORATED By:_______________________________ James Logan Title:______________________________ CORPORATE PRESIDENT OR VICE PRESIDENT Date:_____________________________ DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 2/15/2016 President and CEO 2/17/2016 8161 Flood Warning System Page 30 of 31 EXHIBIT E INSURANCE REQUIREMENTS 1. The Professional will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Professional shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: “The insurance evidenced by this Certificate will not reduce coverage or limits and will not be cancelled, except after thirty (30) days written notice has been received by the City of Fort Collins.” In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Professional, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Professional under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Professional 's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Professional shall maintain during the life of this Agreement for all of the Professional's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Professional shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $1,000,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Professional shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. C. Errors & Omissions. The Professional shall maintain errors and omissions insurance in the amount of $1,000,000. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 New insurance 8161 Flood Warning System Page 31 of 31 EXHIBIT F CONFIDENTIALITY IN CONNECTION WITH SERVICES provided to the City of Fort Collins (the “City”) pursuant to this Agreement (the “Agreement”), the Professional hereby acknowledges that it has been informed that the City has established policies and procedures with regard to the handling of confidential information and other sensitive materials. In consideration of access to certain information, data and material (hereinafter individually and collectively, regardless of nature, referred to as “information”) that are the property of and/or relate to the City or its employees, customers or suppliers, which access is related to the performance of services that the Professional has agreed to perform, the Professional hereby acknowledges and agrees as follows: That information that has or will come into its possession or knowledge in connection with the performance of services for the City may be confidential and/or proprietary. The Professional agrees to treat as confidential (a) all information that is owned by the City, or that relates to the business of the City, or that is used by the City in carrying on business, and (b) all information that is proprietary to a third party (including but not limited to customers and suppliers of the City). The Professional shall not disclose any such information to any person not having a legitimate need-to-know for purposes authorized by the City. Further, the Professional shall not use such information to obtain any economic or other benefit for itself, or any third party, except as specifically authorized by the City. The foregoing to the contrary notwithstanding, the Professional understands that it shall have no obligation under this Agreement with respect to information and material that (a) becomes generally known to the public by publication or some means other than a breach of duty of this Agreement, or (b) is required by law, regulation or court order to be disclosed, provided that the request for such disclosure is proper and the disclosure does not exceed that which is required. In the event of any disclosure under (b) above, the Professional shall furnish a copy of this Agreement to anyone to whom it is required to make such disclosure and shall promptly advise the City in writing of each such disclosure. In the event that the Professional ceases to perform services for the City, or the City so requests for any reason, the Professional shall promptly return to the City any and all information described hereinabove, including all copies, notes and/or summaries (handwritten or mechanically produced) thereof, in its possession or control or as to which it otherwise has access. The Professional understands and agrees that the City’s remedies at law for a breach of the Professional’s obligations under this Confidentiality Agreement may be inadequate and that the City shall, in the event of any such breach, be entitled to seek equitable relief (including without limitation preliminary and permanent injunctive relief and specific performance) in addition to all other remedies provided hereunder or available at law. DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8 CERTIFICATE.OF.LIABILITY.INSURANCE SBB DATE (MM/DD/YYYY) R054 2/16/2016 THIS CERTIFICATEIS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATIONIS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: PAYCHEX INSURANCE AGENCY INC PHONE (A/C, No, Ext): FAX (A/C, No): (888) 443-6112 210754 P: F:(888) 443-6112 E-MAIL ADDRESS: PO BOX 33015 INSURER(S) AFFORDING COVERAGE NAIC# SAN ANTONIO TX 78265 INSURER A : Property & Casualty Ins. Co. of Hartford 34690 INSURED INSURER B : INSURER C : ONERAIN INC. INSURER D : 1531 SKYWAY DR UNIT D INSURER E : LONGMONT CO 80504 INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO- JECT LOC PRODUCTS - COMP/OP AGG $ OTHER: $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ ANY AUTO BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON-OWNED AUTOS PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY N/ A X PER STATUTE OTH- ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) Y/N E.L. EACH ACCIDENT $1,000,000 A 76 WEG EV9735 12/31/2015 12/31/2016 E.L. DISEASE- EA EMPLOYEE $1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Those usual to the Insured's Operations. CERTIFICATE HOLDER CANCELLATION The City of Fort Collins SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Purchasing Department PO BOX 580 FORT COLLINS, CO 80522 AUTHORIZED REPRESENTATIVE © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 954EDABC-177A-4864-9DD8-52FEDE9EC9A8