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Opening of Proposals - Utility Billing System - North Star Utilities Solutions - Part 2
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Ln a) Of 0 Q Q Ln Ln t t 0 Z r� c r� =a c c a� m 4- a 0 LA I w 0 O Q 4A N cc w O Q O L a L m i- L a z - ._ .... 1 r I i ! � I € t :E3 �fl O O O t -rop I O C C fl W Cu •N 7 E, 7 13 N a)t 7 QUJ 4U7 uuLn I VI tA u u u v U U U. -.-' u i u o O ro 3 ° L �, N m 6 V) fl: •Q) Ci U C L u O 'n U fl p O U. '. V1 VI J i.n: 'a o L u C U � I ? O_ U ' y Z7 bA i A .,C C C ro 'f cli ° ro +� L v) C: N C 4- ro p +°+ N h C : N; C vvi QJ ' � va C > yroy �, O - � O i (� ro sa ,Oc ro L 3 v p 'L h S] aJ OL O' vai CJ c CL p } ro �.....0 O L Y a"i (ou D. > n 7 ++. I Q RS.:.: :.� Q Ln ..... - CI. �.C]: w il..:..7_: ° Q 'FA 1✓ m w (V M d 1 LU -- -- - --- -- ---- -- _, ....... - --- ------ w ` w LLI O �- ro c ,0 i O 'Ln ° W m v)G1 +, �Q A r u u ,? u vi t/1 ; V) to u7.?u u u u u u k 00. O « N N O .� L L .� Q1 C.V7 to F 3 v :Otw . ha. u. o: a� Ln -0 41 tA � � .c 4- f09 d L 34° c a Cr u ro d 3 o 0 QJ v ,o L +Z a, am o ° °a rn oI°o.. o a a a (AO -c E, .a� oa� ro o ro+ d© u Q + ; Q in d +- to b R ai q O r-4 c3 ca to v > w O ra -p C m A A u a1 1 v1 f I I � u V t- LA 4;. O L c = tn o aJ: -0 M a) c Q_ te-a a o u (U C0 C L N L- a a) 3 .N m c rri =o c c a m L D Gi I c O a Ul ai cr ry O a O CL L m ui O Z 1-r m V w V) NORTHISTARm The NorthStar CIS Project Management methodology defines the project management activities that will occur throughout the implementation project thereby increasing the likelihood of project success. Our NorthStar Project Managers all follow our standard methodology for managing projects as outlined below. COMM UNICATIO N/STATLIS MANAGEMENT NorthStar believes that communication is an integral part of project implementation activities. Below is the outline of a sample communication plan that would be used as the starting point for planning project communications with the City. The communication plan will be reviewed with the City's Project Manager at the start of the project and will be adapted as necessary to fit the needs of the project team. RELATIONSHIP MANAGEMENT NorthStar has over 38 years of corporate experience and tenured employees with literally hundreds of years of collective project experience. One of our most consistent, ever -evolving characteristics is passion for our customers, resulting in excellent customer relationship management practices. We believe that great relationships are imperative for our mutual success. While relationships are established during the sales cycle, NorthStar encourages open and honest communications during the project kick-off to ensure a high level of trust over the course of the project. NorthStar employs important best practices such as establishing Executive touch -points, regular project meetings, and a well -established transition to support process to ensure that strong relationships are established between our respective organizations. NorthStar interacts closely and regularly with our customers during our Product Committee Meetings, Regional User Groups, and National Customer Conferences as well as throughout the course of our day to day interactions with our customers while assisting them with the support and maintenance of our solutions. WORK MANAGEMENT I Project Work and Time will be managed through the use of the Project Schedule in MS -Project format. The NorthStar Project Manager will have the responsibility to create and maintain the project schedule. It is expected that the City of Project Manager will work in conjunction with the NorthStar Project Manager to ensure that key City activities that impact the project are also contained in the project plan. Time spent on the project by NorthStar resources will be monitored and tracked using NorthStar time reporting system on a weekly basis. On a monthly basis, NorthStar conducts an analysis of actual effort to € p g Y i date versus estimated effort at complete versus baseline effort to gain an in depth understanding of the status of a project against baseline. is NorthStar Proposal Response —South Bend Indiana E' NORTHISTAR" Also, to ensure proper project resource allocation, NorthStar has implemented a resource allocation and usage tracking process, which allows the Project Managers and the organization to ensure that the right resources are allocated at the right time for project success. SCOPE MANAGEMENT NorthStar will maintain the formal documentation denoting agreed upon changes. The City and NorthStar may propose changes for services falling outside the scope of services described within the final signed Statement of Work. The Change Control Form must be used for all change requests. NorthStar shall have no obligation to commence work in connection with any change until the fee and schedule impact of the change is agreed upon in a written Change Control Form signed by the designated representatives from both parties. Upon a request for a change, NorthStar shall submit the change on our standard Change Control Form describing the change, including the impact of the change on the schedule, fees and expenses. The Change Management Process that will be employed is defined beiow: • Identify and document the proposed change • Assess the impact of the proposed change • Estimate required effort /cost of the proposed change • Submit Change Control Form for approval/rejection decision • Communicate approval/rejection decision • If the proposed change is approved: c. Assign responsibility d. Monitor and report progress RISK MANAGEMENT Risk Management Planning is an important part of project management and a core component of the NorthStar Project Implementation Methodology. Risk Management Planning is about defining the process of how to engage and oversee risk management activities for a project. Having a viable plan on how to manage risk allows one to mitigate risk versus attempting to decide in the midst of a crisis how to handle a risk. The earlier risk management planning is engaged within the project, the better the probability of success of all risk management activities. At NorthStar we engage in risk management planning from the start of the project, having the initial discussion with the customer prior to or during the project kick-off meeting. The initial risk management planning meeting will be to plan for risk identification and analysis. At that time, initial risks will be discussed and any identified risks will be logged on the Risk Log and reviewed for probability and a mitigation plan will be discussed. Throughout the duration of the project, risks will be added to the Risk Log as they are identified and will be reviewed at status meetings with the team to determine the probability of occurrence and identify the mitigation plan. DELIVERABLE/ACCEPTANCE MANAGEMENT At specified milestones throughout the engagement, NorthStar will deliver completed service deliverables for review and approval. Where applicable, service deliverables shall be reviewed within five business days from the time of submittal for acceptance. The use or partial use of any service deliverable constitutes acceptance of that service deliverable. Feedback supplied after the review period will be evaluated as a potential change of scope and shall follow the Scope Management process outlined earlier in this proposal. NorthStar Proposal Response —South Bend Indiana NORTHISTAR- The Service Deliverable Acceptance Process that will be employed is described below. • Submission of Deliverables - The NorthStar Project Manager, or his designee, will prepare a Service Deliverable Acceptance Form and forward with the respective service deliverable to the designated City representative for consideration. • Assessment of Service Deliverables - The City's representative will determine whether the service deliverable meets the defined requirements and whether or not it is complete. • Acceptance / Rejection - After reviewing, the City's representative will either accept the service deliverable (by signing and dating the Service Deliverable Acceptance Form) or will provide a written, reason for rejecting it and will return the Service Deliverable Acceptance Form to the.NorthStar Project Manager. • Correction of Service Deliverables — NorthStar will correct in -scope items identified with the service deliverable. NorthStar will submit a schedule for making changes to the service deliverable within two business days of receiving a rejected Service Deliverable Acceptance Form. Once NorthStar corrects all previously identified in -scope issues, the service deliverable will be deemed accepted and signed off by both parties. • Monitoring and Reporting -.The NorthStar Project Manager will track service deliverable acceptance. Updates on service deliverable acceptance will be included in the status report and discussed in the status meeting. Service deliverable acceptance issues that cannot be resolved will be escalated. FINANCIAL/CONTRACT MANAGEMENT At NorthStar the Project Manager is involved in the financial aspects of the project right from the start - at SOW development. This ensures that the Project Manager is completely aware of all the project deliverables and any.contractual obligations. At the end of the project, the Project Manager will review the deliverables of the SOW with the customer to ensure that all obligations have been met. Most of the NorthStar projects are of fixed price — the Project Manager works to maintain the scope, effort and timeline within the budgeted hours and cost. The Project Manager will work with the customer to ensure the Acceptance Criteria for a deliverable has been approved before an invoice is issued and will follow up on any invoicing questions or concerns for the customer. QUALITY MANAGEMENT NorthStar utilizes a gate and checkpoint system to ensure quality through every phase of the project. By taking the time to review the key deliverables at these critical points in the project lifecycle, the PMs from both parties can ensure they are in agreeance with each other and the direction in which the project is heading. This further ensures the quality of not only the final product, but also all the other aspects of the project that are critical for project success. This includes quality planning, quality training, quality testing, and finally quality delivery. 8.2 Sequential Outline NorthStar Proposal Response —South Bend Indiana NORTNISTAR" Sponso(s) and ';A Project s Manager c 'a t NorthStar Proposal Response —South Bend Indiana 8.3 Project Plan NORTNISTAR'" � n-U NorthStar Proposal Response — South Bend Indiana 9. TERMS & CONDITIONS' Sample Contract: SUPPORT AND MAINTENANCE AGREEMENT THIS AGREEMENT made as of the day of BETWEEN: N. HARRIS COMPUTER CORPORATION ("Harris") and - [ORGANIZATION] ("Organization") RECITALS NORTHISTAW Harris owns the Software which has been licensed to Organization pursuant to a Software License Agreement; The Organization wishes to receive support and maintenance services related to the Software; Harris shall provide the support and maintenance services related to the Software; The Organization and Harris are entering into three (3) separate agreements with each dealing with a separate aspect of the Software: a Software License Agreement, a Support and Maintenance Agreement and a Software Implementation Services Agreement. NOW THEREFORE, in consideration of the mutual covenants set out in this support and maintenance agreement (the "Support and Maintenance Agreement") and for other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties agree as follows: Unless otherwise defined herein, all defined terms used herein shall have the meaning ascribed to them in the Software License Agreement (the "License Agreement"). This Support and Maintenance Agreement is the exclusive statement of the entire support and maintenance agreement between Harris and Organization. Harris shall provide software support primarily via telephone and electronic mail in addition to site visits only when necessary. The support services will be provided only during the hours of operation as described in Exhibit 2 hereto and which are in effect as of the Start Date (as defined below), as such services may, at Harris's sole discretion, be modified or supplemented from time to time. To enable Harris to provide effective support, the NorthStar Proposal Response —South Bend Indiana NORTHISTAW Organization will establish auto remote access procedures compatible with Harris's then current practices which may be revised over time. This Support and Maintenance Agreement becomes effective the date the Software is installed (the "Start Date"). In consideration for the support services specified in Section 2, Organization shall pay the "Support and Maintenance Fee" as detailed in Exhibit 1 below. The Support and Maintenance Fee will be billed annually in advance beginning on the Start Date and thereafter on the anniversary of the Start Date or on an alternative date mutually agreed to by both parties. If the Organization would like to match the annual invoicing of the Support and Maintenance Fee to its fiscal year or any other period it may request, during the initial term of this Support and Maintenance Agreement, that Harris issue a prorated invoice for the portion of the year remaining during the initial term. Harris may change the Support and Maintenance Fee from time to time in relation to each renewal term but Organization shall only be billed once per year. In addition to the Support and Maintenance Fee, Organization shall reimburse Harris for its direct expenses in providing support services ("Billable Fees") pursuant to this Support and Maintenance Agreement which include as of the Start Date: courier services, photocopying, faxing, long distance phone calls and reproduction services, all direct travel expenses including, but not limited to hotel, airfare, car rental, tolls, parking and airline and travel agent fees; each individual's travel time billing rate of $75.00/hour; a per diem rate of $70.00 for week days and a $125.00 for weekends and statutory holidays that includes all meal, food and telecommunications expenses (no receipts will be provided); and a mileage charge consistent with the Internal Revenue Service recommended rate per mile, and all other reasonable expenses incurred in the performance of Harris's duties hereunder. Harris may update its reimbursement policies from time to time, in which case such updated policies shall apply for purposes of this Support and Maintenance Agreement, provided that such updated reimbursement policies must generally apply to all clients of Harris. Harris shall supply all Upgrades to Organization at no additional charge other than the payment of the Support and Maintenance Fee. Upgrades may require additional services to be performed by Harris outside of the scope of those services provided by Harris as described in Section 8 including additional training not covered by the Software Implementation Services Agreement and professional services for the installation and implementation of the Upgrade that will be subject to the Harris's then -prevailing policies, terms and Billable ` Fees related to pricing and hourly rates. NorthStar Proposal Response — South Bend Indiana NORTHISTAR'N All Updates of the Software and all those services listed in Exhibit 2 which are included as part of Organization's Software support will be made available to Organization at no additional charge other than the payment of the Support and Maintenance Fee. All payments hereunder shall be in U.S. dollars and shall be net of any taxes, tariffs or other governmental charges. Harris shall be responsible for paying all taxes, fees, assessments and premiums of any kind payable on its employees and operations. Any tax Harris may be required to collect or pay upon the sale, use or delivery of the support and maintenance services described in this Support and Maintenance Agreement shall be paid by Organization and such sums shall be due and payable to Harris upon receipt of an invoice therefore. Any taxes levied in relation to the services required for a Release shall be paid by Organization. The Organization shall be responsible for the payment of any applicable duties and sales/consumption taxes. The initial term of this Support and Maintenance Agreement shall be for one year beginning on the Start Date or as the initial term has been modified pursuant to Section 5. Thereafter, this Support and Maintenance Agreement shall automatically renew on an annual basis, unless terminated by either party upon giving to the other not less than 90 days' notice in writing prior to the end of the initial term or any subsequent anniversary of such date. Organization shall pay the then prevailing Support and Maintenance Fee in advance for each term of the Support and Maintenance Agreement and where the notice of non -renewal has not been provided in accordance with these terms, the Organization is obliged to pay the Support and Maintenance Fee for the then applicable term. The termination of this Support and Maintenance Agreement by Organization shall not affect the License or the Software License Agreement. Harris shall neither refund any Support and Maintenance Fees nor any Billable Fees if this Support and Maintenance Agreement is terminated. Organization acknowledges that if this Support and Maintenance Agreement is terminated, then it will not be eligible to receive the benefits of this Support and Maintenance Agreement including the right to Releases or to access the source code in escrow upon the occurrence of any Event of Default. Title to and ownership of all proprietary rights in the Releases and all related proprietary information supplied by Harris in providing the services pursuant to this Support and Maintenance Agreement shall at all times remain with Harris, and Organization shall acquire no proprietary rights by virtue of this Support and Maintenance Agreement. Harris shall have the right to terminate this Support and Maintenance Agreement immediately if. Organization attempts to assign this Support and Maintenance Agreement or any of its rights hereunder, or undergoes a Reorganization, without complying with the License Agreement; or Organization has not paid an invoice within ninety (90) days of the start of a renewal term. Unless otherwise agreed to by the parties, all notices required hereunder shall be made in accordance with the provisions of the License Agreement. NorthStar Proposal Response — South Bend Indiana NORTH STAW Either party's lack of enforcement of any provision in this Support and Maintenance Agreement in the event of a breach by the other shall not be construed to be a waiver of any such provision and the non -breaching party may elect to enforce any such provision in the event of any repeated or continuing breach by the other. The parties agree that the terms and conditions contained herein shall prevail notwithstanding any variations on any orders, a -mails or other correspondence submitted by Organization. The particular provisions of this Support and Maintenance Agreement shall be deemed confidential in nature and neither Organization nor Harris shall divulge any of its provisions as set forth herein to any third party except as may be required by law. (a) Termination of this Support and Maintenance Agreement shall not affect any right of action of either party arising from anything which was done or not done, as the case may be, prior to the termination taking effect. (b) The Organization and Harris recognize that circumstances may arise entitling the Organization to damages for breach or other fault on the part of Harris arising from this Support and Maintenance Agreement. The parties agree that in all such circumstances the Organization's remedies and Harris's liabilities will be limited as set forth below and that these provisions will survive notwithstanding the termination or other discharge of the obligations of the parties under this Support and Maintenance Agreement. (c) THE AGGREGATE LIABILITY OF HARRIS TO ORGANIZATION FOR ALL CLAIMS, SUITS, ACTIONS AND PROCEEDINGS HOWSOEVER ARISING, DIRECTLY OR INDIRECTLY, UNDER OR RELATING TO THIS SUPPORT AND MAINTENANCE AGREEMENT OR ITS SUBJECT MATTER, INCLUDING THOSE BASED ON BREACH OR REESCISSION OF CONTRACT, TORT, BREACH OF TRUST, OR BREACH OF FIDUCIARY DUTY SHALL NOT EXCEED, IN THE AGGREGATE, THE AMOUNT OF FEES ACTUALLY PAID BY THE ORGANIZATION TO HARRIS UNDER THIS SUPPORT AND MAINTENANCE AGREEMENT DURING THE THEN - CURRENT TERM (AND IN NO EVENT BEING GREATER THAN 12 MONTHS) OF THE SUPPORT AND MAINTENANCE AGREEMENT UP TO AND INCLUDING THE DATE OF TERMINATION. NorthStar Proposal Response — South Bend Indiana NORTHISTAR" (d) IN ADDITION TO THE FOREGOING, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY CLAIMS FOR CONSEQUENTIAL DAMAGES, INCIDENTAL DAMAGES, INDIRECT DAMAGES, SPECIAL DAMAGES, AGGRAVATED DAMAGES, LOSS OF REVENUE, LOSS OF PROFITS, FAILURE TO REALIZE EXPECTED SAVINGS, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY EITHER UNDER OR RELATING TO THIS SUPPORT AND MAINTENANCE AGREEMENT OR ITS SUBJECT MATTER, WHETHER BASED ON BREACH OF RESCISSION OF CONTRACT, TORT, BREACH OF TRUST, OR BREACH OF FIDUCIARY DUTY EVEN IF SUCH OTHER PARTY HAS BEEN ADVISED OF THE LIKELIHOOD OF THE OCCURRENCE OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. The parties hereby confirm that the waivers and disclaimers of liability, releases from liability, limitations and apportionments of liability, and exclusive remedy provisions expressed throughout this Support and Maintenance Agreement shall apply even in the event of default, negligence (in whole or in part), strict liability or breach of contract of the person released or whose liability is waived, disclaimed, limited, apportioned or fixed by such remedy provision, and shall extend to such person's affiliates and to its shareholders, directors, officers, employees and affiliates. Where remedies are expressly afforded by this Support and Maintenance Agreement, such remedies are intended by the parties to be the sole and exclusive remedies of the Organization for liabilities of the Harris arising out of or in connection with this Support and Maintenance Agreement, notwithstanding any remedy otherwise available at law or in equity. The Organization may, at Organization's option, enter into an escrow arrangement with Harris. Upon the Organization's request: Organization shall be presented with the standard escrow beneficiary enrolment document for participation in Harris's source code escrow arrangement with an escrow agent (the "Escrow Arrangement"). By entering into this Escrow Arrangement, the Organization shall have all the rights as stipulated in the escrow agreement together with those rights which are more specifically outlined in Schedule "A", Escrow Terms, which shall form part of this Support and Maintenance Agreement in accordance with the terms of Schedule "A„ This Support and Maintenance Agreement shall be governed by the laws of the province of Ontario and Canada applicable therein. No rthStar Pro posa I Response —South Bend Indiana NORTH STAR" This Support and Maintenance Agreement may not be assigned by the Organization unless, concurrently with any such assignment, the Organization assigns its rights under, and complies with the provisions of the License Agreement. This Support and Maintenance Agreement shall be binding upon the successors and assigns of the parties and enure to the benefit of the successors and permitted assigns of the parties. The invalidity or unenforceability of any provision or covenant contained in this Support and Maintenance Agreement shall not affect the validity or enforceability of any other provision or covenant herein contained and any such invalid provision or covenant shall be deemed to be severable. This Support and Maintenance Agreement may be executed in counterparts (whether by facsimile signature or in PDF format via e-mail or otherwise), each of which when so executed shall constitute an original and all of which together shall constitute one and the same agreement. IN WITNESS WHEREOF, the Parties have executed this Support and Maintenance Agreement to be effective as of the date first written above. N. HARRIS COMPUTER CORPORATION Per: Name: Title: Executive Vice President Per: Name: Title: Vice President, Finance [ORGANIZATION NAME] Per: Name: Title: Per: Name: Title: Schedule "A" Escrow Terms NorthStar Proposal Response — South Bend Indiana NORTNIsTAR" Where the Organization has agreed to be a beneficiary of the Escrow Agreement (as defined below) by entering into the Escrow Arrangement, the following sections shall apply to the Support and Maintenance Agreement upon the execution of the Escrow Arrangement. Harris and Lincoln -Parry (the "Escrow Agent") have entered into an escrow agreement (the "Escrow Agreement"). The Source Code is provided by Harris to the Escrow Agent pursuant to the terms of this Agreement. The Organization has a right to the Source Code pursuant to the provisions of this Schedule and the Escrow Agreement as it has agreed to participate in the Escrow Arrangement and is a beneficiary because the Organization has completed the Escrow Arrangement document. Harris agrees that if an "Event of Default" occurs, then the Organization shall have the right to one copy of the most current version of the Source Code for the affected Software and associated Documentation. An Event of Default is defined as and shall be deemed to have occurred if Harris: ceases to market or make available maintenance or support services for the Software during a period in which the Organization is entitled to receive or to purchase, or is receiving or purchasing, such maintenance and support and Harris has not promptly cured such failure despite the Organization's demand that Harris make available or perform such maintenance and support, (2) becomes insolvent, executes an assignment for the benefit of creditors, or becomes subject to bankruptcy or receivership proceedings, and it continues to be subject to bankruptcy proceedings ninety (90) days following either its application into bankruptcy protection or the commencement of such proceedings, or (3) has transferred all or substantially all of its assets or obligations set forth in this Agreement to a third party which has not assumed all of the obligations of Harris set forth in this Agreement. Harris will promptly and continuously update and supplement the Source Code as necessary with all corrections, improvements, updates, releases, or other changes developed for the Software and Documentation. Such Source Code shall be in a form suitable for reproduction and use and shall consist of a full source language statement of the program or programs comprising the Software. The governing License for the Software includes the right to use Source Code received under this Schedule as necessary to modify, maintain, and update the Software but for no other purposes outside the normal business operations of the Organization. The termination of the Support and Maintenance Agreement shall immediately end the Organization's rights as a beneficiary under the Escrow Agreement and Escrow Arrangement, as applicable. This Schedule "A" shall form part of the Support and Maintenance Agreement only where an Escrow Arrangement is entered into by the parties. The Escrow Agreement provides that either the Escrow Agent or Harris will annually send notices to the Organization of the Escrow Agent's continued possession of the Source Code and will also state the activity related to the Source Code provided to the Escrow Agent by Harris for the previous year. The Escrow Agreement cannot be terminated without the consent of each beneficiary (licensee) of the Escrow Agreement. NorthStar Proposal Response —South Bend Indiana Exhibit 1 Annual Sun,ort and Maintenance Fee Year 1 Support and Maintenance Fees: $xxx.00 Exhibit 2 Standard Su»Wort and Maintenance _Services — Standard QUidelines 10, SAFETY REQUIREMENTS NorthStar complies NORTHISTAR" NorthStar Proposal Response —South Bend Indiana NORTHISTAR" 11AFFIIDAVIT When the prospective Contractor is unable to certify to any of the statements below, it shall attach an explanation to this Affulav it. CONTRACTOR'S NON -COLLUSION AND NON -DEBARMENT AFFIDAVIT, CERTIFICATION REGARDING INVESTMENT WITH IRAN, EMPLOYMENT ELIGIBILITY VERIFICATION, NON-DISCRIMINATION COMMITMENT AND CERTIFICATION OF USE OF UNITED STATES STEEL PRODUCTS OR FOUNDRY PRODUCTS (Must be completed for all quotes and bids. Please type or print) STATE OF) SS: COUNTY ) The undersigned Contractor, being duly sworn upon his/her/its oath, affirms under the penalties of perjury that: 1. Contractor has not, nor has any other member, representative, or agent of the firm, company, corporation or partnership represented by him, entered into any combination, collusion or agreement with any person relative to the price to be bid by anyone at such letting nor to prevent any person from bidding nor to induce anyone to refrain from bidding, and that this bid is made without reference to any other bid and without any agreement, understanding or combination with any other person in reference to such bidding. Contractor further says that no person or persons, firms, or corporation has, have or will receive directly or indirectly, any rebate, fee, gift, commission or thing of value on account of such sale; and 2. Contractor certifies by submission of this proposal that neither contractor nor any of its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency; and 3. Contractor has not, nor has any successor to, nor an affiliate of, Contractor, engaged in investment activities in Iran. a. For purposes of this Certification, "Iran" means the government of Iran and any agency or instrumentality of Iran, or as otherwise defined at Ind. Code § 5-22-16.5-5, as amended from time -to -time. b. As provided by Ind. Code § 5-22-16.5-8, as amended from time -to -time, a Contractor is engaged in investment activities in Iran if either: i. Contractor, its successor or its affiliate, provides goods or services of twenty million dollars ($20,000,000) or more in value in the energy sector of Iran; or NorthStar Proposal Response —South Bend Indiana N0RTHISTAR"' ii. Contractor, its successor or its affiliate, is a financial institution that extends twenty million dollars ($20,000,000) or more in credit to another person for forty-five (45) days or more, if that person will i use the credit to provides goods and services in () the energy sector in Iran; and (ii) at the time the financial institution extends credit, is a person identified on list published by the Indiana Department of Administration. 4. Contractor does not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the Contractor subsequently learns is an unauthorized alien. Contractor agrees that he/she/it shall enroll in and verify the work eligibility status of all of Contractor's newly hired employees through the E-Verify Program as defined by I.C. 22-5-1.7-3. Contractor's documentation of enrollment and participation in the E-Verify Program is included and attached as part of this bid/quote; and 5. Contractor shall require his/her/its subcontractors performing work under this public contract to certify that the subcontractors do not knowingly employ or contract with an unauthorized alien, nor retain any employee or contract with a person that the subcontractor subsequently learns is an unauthorized alien, and that the subcontractor has enrolled in and is participating in the E-Verify Program. The Contractor agrees to maintain this certification throughout the term of the contract with the City of South Bend, and understands that the City may terminate the contract for default if the Contractor fails to cure a breach of this provision no later than thirty (30) days after being notified by the City. 6. Persons, partnerships, corporations, associations, or joint venturers awarded a contract by the City of South Bend through its agencies, boards, or commissions shall not discriminate against any employee or applicant for employment in the performance of a City contract with respect to hire, tenure, terms, conditions, or privileges of employment, or any matter directly or indirectly related to employment because of race, sex, religion, color, national origin, ancestry, age, gender expression, gender identity, sexual orientation or disability that does not affect that person's ability to perform the work. In awarding contracts for the purchase of work, labor, services, supplies, equipment, materials, or any combination of the foregoing including, but not limited to, public works contracts awarded under public bidding laws or other contracts in which public bids are not required by law, the City, its agencies, boards, or commissions may consider the Contractor's good faith efforts to obtain participation by those Contractors certified by the State of Indiana as a Minority Business ("MBE") or as a Women's Business Enterprise ("WBE") as a factor in determining the lowest, responsible, responsive bidder. In no event shall persons or entities seeking the award of a City contract be required to award a subcontract to an MBE/WBE; however, it may not unlawfully discriminate against said WBE/MBE. A finding of a discriminatory practice by the City's MBE/WBE Utilization Board shall prohibit that person or entity from being awarded a City contract for a period of one (1) year from the date of such determination, and such determination may also be grounds for NorthStar Proposal Response —South Bend Indiana NORTHISTAW terminating the contact for which the discriminatory practice or noncompliance pertains. The undersigned contractor agrees that the following nondiscrimination commitment shall be made a part of any contract which it may henceforth enter into with the City of South Bend, Indiana or any of its agencies, boards or commissions. Contractor agrees not to discriminate against or intimidate any employee or applicant for employment in the performance of this contract with privileges of employment, or any matter directly or indirectly related to employment, because of race, religion, color, sex, gender expression, gender identity, sexual orientation, handicap, national origin or ancestry. Breach of this provision maybe regarded as material breach of contract. 1, the undersigned bidder or agent as contractor on a public works project, understand my statutory obligations to the use of steel products or foundry products made in the United States (I.C. 5-16-8-1). 1 hereby certify that I and all subcontractors employed by me for this project will use steel products or foundry products made in the United States on this project if awarded. I understand I have an affirmative duty to notify the City in my bid that my proposal does not include the use of steel products or foundry products made in the United States. I understand it is my sole obligation and responsibility to provide a justification to the City, subject to review and approval, why the cost of United States made steel or foundry products is unreasonable. Prior to award and upon submission of bid which does not use steel products or foundry products made in the United States, the City, through its director of public works, shall make a determination if the price of United States made steel or foundry is unreasonable. I understand that violations hereunder may result in forfeiture of contractual payments. I hereby affirm under the penalties of perjury that the facts and information contained in the foregoing bid for public works are true and correct. Dated this 23rd day of January_, 2018 NorthStar Utilities Solutions Contractor/Bidder (Firm) Signature of Contractor/Bidder or Its Agent Steve Morris, VP Sales & Marketing Printed Name and Title NorthStar Proposal Response — South Bend Indiana NVORTHSTAR" SECTION M. RFP INSTRUCTIONS K. Liability Vendor shall indemnify, defend, and hold harmless the City from all claims, suits actions, losses, damages, liabilities, cost and expenses of any nature whatsoever resulting from, arising out of, or relating to the activities of your company or its officers, employees, subcontractors, or agents under the Purchase Order resulting from this RFP. Exception: Proposer's standard policy is to agrLe to defend the City against any third -party lawsuit alleging violation of intellectual property right, or arising out of injuries to persons arising from the gross negligence or` willful misconduct of Proposer and its employees, agents or independent contractors while on the customer's prernises. Proposer will pay costs and damages that a court finally awards in such suit or that arc agreed upon in settlement thereof. If the City or any third party has caused or contributed to a third -party claim, then Proposer will only indernify the City up to the arnount Proposer is deemed responsible. In accordance with industry standards, the indemnification should be balanced by a limitation of liability clause to exempt both parties liability from indirect and consequential damages and to cap liability to a mutually agreed upon amount, This cap on liability would not apply to Proposer''s intellectual properly indemnification obligations, though Proposer's obligation to indemnify the City harmless under is void if the clairn of infringement arises out of or in connection with arty modification made to the Software or any use of the Software not specifically authorized in writing by Proposer. SECTION VI. PROPOSAL SUBMISSION REQUIREMENTS 9. Terms and Conditions Vendor will provide standard agreements for all software services and maintenance and support needed to provide the intended solution. The City reserves the right to reject any supplemental terms that are requested by the Vendor but deemed by the City not to be in its best interest. Terms and conditions are excluded from the total page count. As a final note the Proposer anticipates that the resultant agreement shall be based on Proposer's and industry norm standard agreements for software licensing and maintenance and that the resultant agreement between the Proposer and the City should include provisions typically seen in these types of software agreements, including: limitation of liability (which will be at one (1) times the contract value, and shall not include damages related to indirect, consequential, special or aggravated), warranty (as per the restrictions above), license use and restrictions (such as copying restrictions, User restrictions and reverse engineering type restrictions), mutually acceptable acceptance terms, payment terms (including the use of milestones for payment and license fees paid up front), maintenance terms, approved Statements of work, and other provisions typical in software license/support/service agreements and that the absence of any clauses in the City's RFP will not affect Proposer's ability to negotiate such clauses and to modify the standard contract as needed. NorthStar Proposal Response —South Bend Indiana NORTHISTAR'" B. Proof of Insurance Included below is a copy of a recent insurance affidavit supplied in another proposal. This is included to satisfy the requirements of proof that NorthStar can meet the Insurance requirements. To Be Completes[ By Insurance Agent/Broker and Bidder Section 1 I, the undersigned Agent/Broker, reviewed the insurance requirements contained in . If the Bidder listed below is awarded a contract by the City for this solicitation, I will furnish the City, within fifteen calendar days of notification of award, an insurance certificate and Declaration Page with Endorsements to show that all insurance requirements have been met, including naming the City _ as additional insured. Agent's Name: Agency Name: Address: City/State/ZIP: Garnik Tonoyan Willis Canada Inc., AWillis Towers Watson Company 100 King StW., Suite 4700 Toronto, ON M5X 1E4 Telephone No: 46 -368 - 9641 E-mail Address: Garnik.Tonoyan@WillisTowersWatson.com Bidder's Name/Company: NorthStar, a Division of N. Harris Computer Corporation r s Insurance Agent/Broker Signature: ' Y _ Date: September 25, 2017� Section 2 If the above fifteen day requirement is not met, the City _ has the right to reject this bid and award the contract to the next lowest bidder meeting specifications or to the next most favorable proposal. Questions concerning these requirements, and requests for exceptions, must be submitted by date included in Bidders' Instructions. By submitting a bid and signing below I affirm the following: I am aware of all costs to provide the required insurance, will do so pending contract award, and will provide a valid insurance certificate meeting all requirements and policy endorsement within fifteen calendar days of notification of award. I further agree to the indemnification statement listed in the insurance requirements. Signature: Date: L) U '� 2D%y NorthStar Proposal Response — South Bend Indiana NORTHISTARTM NorthStar Proposal Response —South Bend Indiana 1316 COUNTY-Crry BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND, INDIANA 46601-1830 PHONE 5741235-9251 FAX 574/235-9171 TDD 574/ 235-5567 CITY OF SOUTH BEND PFT1: BU'I uG1EG, MAYOR BOARD OF PUBLIC WORKS Date: December 21, 2017 To: All Proposers From Linda M. Martin, Clerk, Board of Public Works Subject Addendum Number: 1 Project Name: Utility Billing System Project Number: ACKNOWLEDGEMENT OF RECEIPT OF ADDENDUM Date Received: 1- 20 This addendum is being forwarded to you for the above referenced project. Please sign below and acknowledge receipt of this Addendum by faxing this sheet to the Board of Public Works at (574) 235-9171 within 48 hours of receipt. A copy MUST also be included with your proposal package upon submittal. THIS ADDENDUM MAY AFFECT YOUR PROPOSAL. Notes: The attached documents are hereby added to the Specifications and Contract Documents and become a part of herein. Company: Authorized Signature: Date: T�, 2 &/- /J� I f r S Version 4/2/2015