HomeMy WebLinkAboutPR 17751: CONTRACT WITH TRANSTRACK SYSTEMS, INC. TO PURCHASE AND INSTALL SOFTWARE, PROVIDE LICENSES AND TRAIN STAFF TRANSIT DEPARTMENT
MEMORANDUM
TO: Floyd T. Johnson, City Manager and City Council
FROM: Colleen Russell, Transit Director
SUBJ: P.R. NO. 17751
To accept — the services of TransTrack Systems, Inc. of Long Beach, CA enter
into a contract with them for monthly maintenance, program back -up, and
software setup with license(s) and training services at $125,900.
DATE: June 24, 2013
RECOMMENDATION:
The Transit Department recommends that the City Council authorize the City Manager to enter
into a contract with TransTrack Systems, Inc. in an amount not to exceed $125,900.
BACKGROUND:
Since the Federal Transit Administration and the Texas Department of Transportation require
several reports including inventory, trip analysis, fuel, and mileage, this is the only software to
cover the range of practices in an inventory style based on the system's framework.
BUDGET /FISCAL EFFECT:
The American Recovery and Reinvestment Act will cover $113,400 of this initial cost as per
funding allowed under line item (ALI- 11.42.08) for software at 100% while at an 80:20
apportionment the remaining $12,500 will be shared by the Federal Transit Administration
(FTA) and the City. Funds are available in account no(s). 402 -1508 - 561.57 -00 - LINE ITEM
11.42.08 - SOFTWARE as well as remaining funds under TX90 -Y106 from 401 - 1509 - 561.89 -00
where contingency capital funds are located.
STAFF/EMPLOYEE EFFECT:
The Transit Department will have reports for various agencies more readily available and
properly tracked and documented.
SUMMARY:
Transit will have a contract with TransTrack for services and system of said program in
accordance with FTA 's mandate for NTD, PTN, and other monthly and quarterly report and
FTA practices that require daily documentation. A memorandum on the sole- source reasoning is
attached.
Colleen W. Russell, Transit Director
L
l
P.R. No. 17751
06/22/2013 CWR
Page 1 of 3
RESOLUTION NO.
A RESOLUTION AUTHORIZING THE CITY MANAGER TO ENTER INTO A
CONTRACT WITH TRANSTRACK SYSTEMS, INC., OF LONG BEACH,
CALIFORNIA, IN AN AMOUNT NOT TO EXCEED $125,900 TO PURCHASE AND
INSTALL SOFTWARE, PROVIDE LICENSES, AND TRAIN STAFF. ARRA ACCOUNT
402 - 1508 - 561.57 -00 (LINE ITEM 11.42.08 - SOFTWARE INSTALLATION) AND
CAPITAL ACCOUNT 401 - 1509 - 561.89 FOR CONTIGENCY COST
WHEREAS, a request was sent to various vendors and quotes were to be submitted by the close
of business May 1s 2013; and,
WHEREAS, only one vendor submitted a quote as per Exhibit "A" and is the single supplier
that met all the criteria; and,
WHEREAS, it is in the best interest of the City to enter into a contract with TransTrack Systems,
Inc., in an amount not to exceed $125,900 to purchase, install, and provide licenses and training for the
TransTrack program system that allows for tracking of inventory, reports, and budgetary needs in
substantially the same form as attached as Exhibit `B."
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PORT ARTHUR:
THAT, the facts and opinions in the preamble are true and correct.
THAT, the only quote submitted after the informal bid for Transit's modular inventory and back-
up came from TransTrack Systems, Inc., of Long Beach, California and is hereby accepted.
THAT, the City Manager is authorized to enter into a contract with TransTrack System, Inc.
for an amount not to exceed $125,900 for the purchase, installation, licenses, and training of software,
in substantially the same form as attached EXHIBIT "B ".
THAT, Exhibit "C" contains Justification and FTA approval.
THAT, a copy of the caption of this Resolution be spread upon the Minutes of the City
Council.
P.R. No. 17751
06/22/2013 CWR
Page 2 of 3
READ, ADOPTED, AND APPROVED this the 9`" day of July , A.D. 2013
at a Regular meeting of the City Council of Port Arthur, Texas by the following vote:
AYES: MAYOR
COUNCILMEMBERS:
NOES:
Deloris "Bobbie" Prince, Mayor
ATTEST:
Sherri Bellard, City Secretary
1
P.R. No. 17751
06/22/2013 CWR
Page 3 of 3
APPROVED AS TO FORM:
/ S
Val Tizeno, City A orney
APPROVED FOR ADMINISTRATION:
Floyd T. Johnson, City Manager
Colleen W. Russell, Transit Director
APPROVED AS TO AVAILABILITY OF FUNDS:
Deborah Echols, Finance Director -( 402 - 1508 - 561.57.00 -ALI 11.42.08 and
401 - 1509 - 561.89.00- Capital Outlay)
_ �.��
Shawna Tubbs, Purchasing Director
EXHIBIT "A"
Quotes and Instructions
Company City Quote/Proposal Date
Received
TransTrackSystem Long Beach, $125,900 4/29/2013
California
EXHIBIT "B"
(Contract of TransTrack Systems, Inc.)
III
i
END -USER SOFTWARE LICENSE, TRAINING AND IMPLEMENTATION
SUPPORT AGREEMENT
PARTIES: TRANSTRACK SYSTEMS Inc.
265 Belmont Avenue
Long Beach, California 90803
("Licensor ")
PORT ARTHUR TRANSIT (PAT)
444 4 Street
Port Arthur, Texas 77641 -1089
("Licensee ")
DATE: , 2013
PLACE: Port Arthur, Texas
RECITALS
A. Licensor is in the business of developing and licensing the web -based
TransTrack Manager application, available on -line to transit agencies
for transit industry Business Intelligence data collection, processing
and reporting; and
B. Licensee desires to implement a Data Management System; and
C. Licensee desires to obtain a license for the TransTrack Manager
software application available online and services and training support
for the software, as well as development of custom imports and
reports.
NOW, THEREFORE, the parties agree as follows:
ARTICLE I. GRANT OF LICENSE
1. Grant of License. Subject to all the terms and conditions of this
Agreement `License "), and in consideration of the covenants and
representations set forth herein, Licensor grants to Licensee a personal,
non- exclusive, non - transferable right and license to the TransTrack
Manager application, with no right to sublicense. The TransTrack
Manager application is described in detail in Exhibit A attached hereto
and incorporated by reference ( "Software "). The License is granted
solely under the conditions contained herein, and Licensee accepts such
grant. The term of the License is set forth in Article IV, Section 6 below.
This License and the use of the Software may not be assigned by the
Licensee, without the prior written consent of the Licensor. The License,
the Software, and user documentation and training materials may not be
disclosed, sublicensed, published, released or transferred to another
party by Licensee without the prior written consent of Licensor, or except
as provided in this License, or by reason of law required of Licensee by
State regulations.
2. Ownership Rights. The Software and the documentation related thereto
("Documentation ") are proprietary to Licensor and title thereto remains in
Licensor. All applicable rights to patents, copyrights, trademarks and
trade secrets in the Software are and shall remain in Licensor.
3. Domain. Licensee agrees to access the Software through the Internet at
the web address: www.transtrack.net. Access to this domain
("Domain ") will be through a special pass code given to Licensee, which
is personal to it and is granted through this License Agreement.
4. Restrictions. The Software may not be rented, loaned, leased,
sublicensed, sold or distributed by Licensee to any person, entity,
corporation, municipality or agency thereof, except for designated
representatives of the PAT. Licensee may not alter proprietary notices,
labels, or markings on the Software whether on the Domain or
elsewhere. Licensee may not modify, translate, reverse engineer,
disassemble, or decompile the Software. Access to the Domain may not
be assigned or utilized by any other entity or persons other than
Licensee and designated representatives of the PAT. Shared access to
the Software will be provided with separate pass codes given by
Licensor to the Licensee and representatives of the PAT. The Licensee
shall own data ('Data ") input into the Software by the Licensee.
5. Documentation. Licensor shall supply complete Documentation
necessary for Licensee to use the Software effectively. Documentation
includes, but is not limited to, user manuals and file descriptions.
Licensee shall have the right, as part of the License granted herein, to
make as many additional copies of the Documentation for its own use as
it may reasonably determine it needs.
ARTICLE II. TRAINING, IMPLEMENTATION AND SUPPORT SERVICES
1. Set -Up and Training Services. In connection with the grant of the
License, Licensor shall provide Licensee with certain initial user training,
implementation and initial set -up services so that the Software will
conform to the organizational needs and business logic requirements of
the Licensee. These services are set forth in the Implementation Set -Up
End -User Software License, Training and Implementation Support Agreement
Page 2 of 26
and Training Services described in Exhibit "B" attached hereto and
incorporated by reference.
With respect to the Set -Up and Training Services, the Customization and
Programming Services, and the Support Services which are set forth in
Sections 1, 2, and 3 of this Article II, Licensor warrants that all such
Services, which are more fully described in Exhibits B, C, and D of this
• License, shall be performed in a skillful and competent manner which
meets or exceeds the industry standards for experienced consultants
providing similar services to those provided hereunder. Licensor
represents that its employees have all qualifications and approvals of
whatever nature that are required to perform such Services.
2. Customization and Programming Services. Under this License, there may
be some customization of Licensor's proprietary Software ( "Customized
Software "). The fees for the Customized Software are already included in
the prices set forth in the Exhibits to this License. Should Licensee ask for
additional custom features beyond the scope of what has been agreed
upon by the Parties for functionality or "look and feel ", Licensee shall
make requests for such customization and Licensor will determine if it is
able to perform such additional services and the fees that will be
associated with those additional services. Aside from any intellectual
property belonging to Licensee which is subsequently utilized in any
customization, Licensor shall retain all right, title and interest in any
elements of its existing Software that are incorporated into any
customized product, including but not limited to, rights to patents,
copyrights, trademarks, trade secrets, transferable technical data, know -
how, source code, processes, future improvements, plans, drawings,
specifications, and methods of manufacture incorporated in and to any
Customized Software and programming services outlined in Exhibit "C"
attached hereto and incorporated by reference. Subject to the rights of
termination by Licensor, as specified in this License, any Customized
Software shall be available to Licensee for Licensee's use during the one
(1) year initial term and any additional renewal terms of the License,
provided that Licensee and Licensor can agree on the scope of the
Services to be provided and the then current rate for the annual
maintenance fee for use of the Software.
3. Support Services. Licensor shall provide Internet Service Provider (ISP)
and on -going technical assistance, training and back -up support services
to the Licensee as described in Exhibit "D" attached hereto and
incorporated by reference.
4. Reports. Licensor shall provide Licensee with the reports containing the
information at the times and in accordance with the list provided in Exhibit
End -User Software License, Training and Implementation Support Agreement
Page 3 of 26
"E" attached hereto and incorporated by reference. Licensor will prepare
and deliver to Licensee such other reports in such formats and at such
times as are reasonably requested by Licensee, provided that Licensee
agrees to pay the related reasonable incremental costs incurred by
Licensor for preparing these other reports, which costs shall be estimated
by Licensor at Licensee's request. Licensee will review all reports
delivered to it for accuracy within 14 days of delivery, as specified in
Exhibit E, and will notify Licensor of any material errors, defined as errors,
omissions or discrepancies discovered in any report referenced in Exhibit
E. In the event of any material error in a custom report requested by
Licensee, Licensor will use commercially reasonable efforts to correct the
material error. In the event Licensor is unable to do so, after a reasonable
period of time and in its sole discretion, it will return any fees already paid
by Licensee for the customization and will not require payment of any fees
related to correction of the error if already presented to Licensee in the
form of an invoice. Notwithstanding anything contained herein with
respect to damages, remedies and liability, THE RETURN OF FEES OR THE
FORBEARANCE TO COLLECT ANY FEES RELATED TO ERROR
CORRECTION IN CUSTOM REPORTS WILL BE THE SOLE AND EXCLUSIVE
REMEDY OF LICENSEE FOR THE INABILITY OF LICENSOR TO CORRECT
, ERRORS.
ARTICLE III. FEES AND LICENSEE RESPONSIBILITIES
1. Payment of Fees and Costs. Licensee agrees to pay Licensor licensing and
service fees as described in Exhibit "F ", attached hereto and incorporated
by reference. These licensing and service fees are for the License
described in Article I, and training, set -up services, customized
programming services, ISP and on -going support services described in
Article II. All amounts due from Licensee shall be paid in accordance with
the schedule referenced in Exhibit "F." Upon receipt of an invoice from
Licensor, Licensee shall, within thirty (30) days, review the invoice and
pay all approved charges for services that have been provided to Licensor
and accepted for use on a time and materials basis.
2. Default by Licensee in Payment of Fees. Should Licensee either fail to
make the payments set forth in Exhibit "F" within 30 days from the date of
invoice to Licensee or dispute any charges on such statement, the
Licensor shall send a written notice of delinquency in the manner set forth
in Article IV, Section 8(K). If payment for undisputed charges has not
been received after ten (10) days from the date of the written notice to
Licensee specifying the delinquency, Licensor shall have the right to
terminate this License and all rights granted herein and seek damages and
injunctive relief for the breach thereof.
End -User Software License, Training and Implementation Support Agreement
Page 4 of 26
3. Responsibilities of the Licensee. Licensee agrees to name a Project
Manager /System Administrator with responsibility for taking reasonable
action to ensure a timely implementation set -up and training by Licensor
of Licensee's staff. Licensee is responsible for assigning security access
to the Software and data of the Licensee. Licensee understands that
satisfactory performance of the Software requires, at a minimum: A 17-
inch monitor, Microsoft Internet Explorer 8 or higher, 128MB RAM, and
Pentium 120MHz processing speed. Licensee is responsible for providing
the hardware and appropriate software and operating systems specified
herein.
ARTICLE Ill. MISCELLANEOUS
• 1. Confidentiality.
A. Definition of Confidential Information. The parties acknowledge
that in connection with their respective rights and responsibilities
under this License, each will have access to the others' confidential
and proprietary information ( "Confidential Information "). Licensor's
Confidential Information is the Software and all copies and partial
copies thereof, including its proprietary function, logic and
structure. Licensee's Confidential Information includes the Data, as
defined in Article 1, Section 4 of this License Agreement, and any
information of a competitive, sensitive or proprietary nature, such
as, but not limited to, any non - public information relating to
Licensee's internal procedures, customers, personnel, incidents,
financial information and other results. For purposes hereof, the
parties acknowledge and agree that, except as otherwise provided
in subsection 1(D) of this Article IV, Licensee's Confidential
Information includes any and all methodologies, business logic and
technology utilized by Licensee in its business. This obligation of
confidentiality applies to any Confidential Information that is
proprietary to each Party as well as to information of third parties
that either Party has an obligation to keep confidential, and will
survive termination of this License. The Parties agree that, upon
termination of this License, Licensor shall return to Licensee all
copies of Licensee Confidential Information in Licensor's
possession.
B. Limitations on Disclosure and Use. Except as specifically provided
for in this License or as required by law, each Party agrees not to
use the other Party's Confidential Information for itself or for any
other party, or divulge or disclose the Confidential Information to
any other party other than to authorized employees or consultants
with a need to know, each of whom is made aware of and agrees
End -User Software License, Training and Implementation Support Agreement
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to abide by these obligations. All confidentiality obligations
contained in this Article IV shall be in full force and effect as to
those entities. Each Party agrees to implement reasonable
procedures to prevent unauthorized disclosure and to treat the
other Party's Confidential Information with at least the same
degree of care as it treats its own Confidential Information.
C. Compelled Disclosure. In the event that either Party becomes
legally compelled to disclose the other Party's Confidential
Information, the compelled Party shall provide the other Party with
at least five (5) business days written notice (or, if such notice
period is impracticable, prompt notice) so that the other Party may
seek a protective order or other appropriate remedy.
D. Exclusions from Confidential Information. For purposes of this
subsection, Confidential Information shall not be deemed to include
any information that (i) is or subsequently becomes publicly
available other than through either Party's breach of any duty owed
the other Party; (ii) was lawfully known to the receiving Party prior
to disclosure in connection with this License; or (iii) became known
to the receiving Party from a third party other than by breach of a
duty of confidentiality; or (iv) information that is required to be
disclosed pursuant to the California Public Records Act.
2. Intellectual Property Warranty and Indemnification. Licensor represents
and warrants that Licensor is the owner of the Software and has the right
to grant the License granted herein. Licensor will defend and indemnify
Licensee against a claim that the Software infringes a United States patent
or copyright or any other proprietary right of a third party provided that:
(i) Licensee promptly notifies Licensor in writing upon receipt of the claim
or complaint, and does not prejudice the rights of Licensor within the
context of any such action or claim; and (ii) Licensee provides Licensor, at
Licensor's expense, with assistance, information and authority necessary
for Licensor to perform its obligation under this Section 2. If the
Software becomes, or in Licensor's reasonable judgment is likely to
become, the subject of a claim based upon an alleged infringement of an
intellectual property right of a third party, Licensor will notify Licensee and
at Licensor's sole option,(i) procure for Licensee the right to continue to
use the Software; or (ii) replace or modify the Software so that it is non -
infringing; or (iii) require that Licensee, upon advance written notice,
cease, with respect to all periods commencing on and after the date of
such notice, use of the Software under this License for an indefinite period
or, at Licensor's sole discretion, for a period pending satisfaction by
Licensor of clause (i) or (ii) immediately above in this Section 2 of Article
IV. In the case of this clause (iii), Licensor shall credit the Licensee for
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Page 6 of 26
fees paid with respect to the Software, calculated on a straight -line
depreciation schedule based on the term of this License commencing from
the date of Licensee's payment of the License Fees hereunder. Should
Licensee be required to cease use of any Customized Software, Licensor
shall reimburse Licensee for all customization fees paid by Licensor to
Licensee, based on the same depreciation schedule. In addition to the
return of the amortized fees already paid to Licensor, Licensor and
Licensee shall have the right to terminate this License in its entirety
without any obligations thereafter. These remedies, including termination
of the License, as well as the indemnification obligations contained herein,
shall be the sole and exclusive remedies of Licensee for Licensor's breach
of its warranty of non - infringement.
3. Equitable Remedies. Each of the parties acknowledges and agrees that its
failure to comply with the terms of Section 2, 3 and 4 of Article I and
Section 1 of Article IV will result in immediate and irreparable damage to
the other party. Each of the parties acknowledges and agrees that there
is no adequate remedy at law available to the other party for such failure
and in the event thereof, the non - breaching party shall be entitled to seek
equitable relief in the way of a temporary restraining order, an injunction
and such other relief as a court of competent jurisdiction may deem
proper, without the necessity of posting a bond or similar security.
4. WARRANTY DISCLAIMER. EXCEPT FOR THE WARRANTY AGAINST NON -
INFRINGEMENT CONTAINED IN SECTION 2 ABOVE, AND THE LIMITED
WARRANTY WITH RESPECT TO THE SERVICES TO BE PERFORMED IN
ACCORDANCE WITH ARTICLE II, SECTION 1 ABOVE, LICENSOR DOES
NOT MAKE ANY WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO
THE SOFTWARE, ANY THIRD PARTY SOFTWARE, ANY HARDWARE OR
EQUIPMENT, THE SERVICES RENDERED BY ITS PERSONNEL, OR THE
RESULTS OBTAINED FROM THE WORK OF ITS PERSONNEL, INCLUDING,
WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTY AGAINST
INFRINGEMENT THAT MAY BE PROVIDED IN SECTION 2 -312 OF THE
UNIFORM COMMERCIAL CODE OR ANY COMPARABLE STATE STATUTE.
LICENSEE FURTHER UNDERSTANDS AND AGREES THAT IT IS GRANTED
THIS LICENSE ON AN "AS I5" "WHERE IS" BASIS.
5. LIMITATION OF LIABILITY. SUBJECT TO THE INSURANCE OBLIGATIONS
OF LICENSOR AND THE OBLIGATIONS TO PAY FOR LEGAL COSTS AND
EXPENSES AS SET FORTH BELOW IN THIS ARTICLE IV, IN NO EVENT
SHALL LICENSOR BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL,
SPECIAL, OR INDIRECT DAMAGES FOR ANY CAUSE WHATSOEVER,
INCLUDING BUT NOT LIMITED TO THE BREACH OF THE WARRANTY OF
INFRINGEMENT, INCLUDING ANY DAMAGES WHICH MAY BE CONTAINED
End -User Software License, Training and Implementation Support Agreement
Page 7 of 26
IN SECTION 2 -312 OF THE UCC OR COMPARABLE STATE STATUTE;
PERFORMANCE OF ANY SERVICES, LOSS OF BUSINESS PROFITS,
BUSINESS INTERRUPTION, LOSS OF DATA OR RECORDS, OR LOSS OF
BUSINESS INFORMATION, OR FOR ACTS OF NEGLIGENCE THAT ARE NOT
INTENTIONAL OR RECKLESS IN NATURE, REGARDLESS OF WHETHER IT
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS
LIMITATION OF LIABILITY SHALL NOT APPLY FOR ACTUAL DAMAGES
RESULTING FROM BODILY INJURY OR PROPERTY DAMAGE, OR ANY
LIABILITY WHICH IS COVERED THROUGH THE INSURANCE PROVISIONS
SET FORTH IN PARAGRAPH 7(B) OF ARTICLE IV OR LEGAL COSTS AND
EXPENSES SET FORTH IN PARAGRAPH 8(E) OF ARTICLE IV.
6. Term and Termination. This term of this License shall commence on the
date of complete execution by both parties and continue through
September 30, 2013. After September 30, 2013, the License may be
renewed at the request of Licensee for an additional one (1) year period
in exchange for the payment for an extension of the annual service and
maintenance fees set forth in the attached Exhibits. Upon prior written
notice, either party may terminate this License if the other party becomes
insolvent, ceases doing business in its regular course, files a petition in
bankruptcy or is subject to the filing of an involuntary petition for
bankruptcy which is not rescinded within a period of ninety (90) days, or
fails to cure a material breach of any term or condition of this License
within thirty (30) days of receipt of written notice specifying such breach
and demand for cure. Notwithstanding the foregoing, however, failure by
Licensee to timely pay undisputed or disputed fees under this License
shall be subject to shorter termination periods as specified in Article III,
Sections 1 and 2 above.
7. Insurance and Escrow Agent
A. Escrow. After execution of this License, and subject to payment of
the appropriate fees by Licensee (set forth in Exhibit F), Licensor
will deposit and maintain with an escrow agent the source code for
the Software and related documentation ("Escrowed Materials "),
pursuant to an agreement for escrow services ("Escrow Agent ").
Licensee shall be named a beneficiary under the agreement with
the Escrow Agent. It shall be the responsibility of Licensee to
procure third -party software in order to use the Escrowed
Materials. The events which would allow Licensee to receive the
Escrowed Materials from the Escrow Agent shall be: (i) the
bankruptcy or dissolution of Licensor; (ii) a court order requiring
the Escrow Agent to release the Escrowed Materials; or (iii) a
request of Licensor. In the event of a release to Licensee of the
Escrowed Materials, Licensee shall be granted a royalty free license
End -User Software License, Training and Implementation Support Agreement
Page 8 of 26
to access, use, digitally perform and execute the Escrowed
Materials in furtherance of the purpose of this License.
B. Insurance. Licensor will obtain and maintain during the Term: (i)
Commercial General Liability Insurance, including products,
completed operations liability and personal injury, advertising
liability and contractual liability with a minimum combined single
limit of $1,000,000 per occurrence; (ii) Commercial Automobile
Liability Insurance with a minimum combined single limit of
$1,000,000 per occurrence for bodily injury and property damage;
and (iii) Errors and Omissions Insurance with a limit of liability not
less than $1,000,000. Licensor will also provide a program of
Workers' Compensation insurance or a State - approved Self -
Insurance Program in an amount and form to meet all applicable
requirements of the Labor Code, including Employer's Liability,
covering all persons providing services on behalf of the Licensor
and all risks to such persons under this License.
8. General.
A. Relationship of the Parties. In performing their respective
obligations hereunder, each of the parties shall operate as and
have the status of an independent contractor and shall not act as
or be an agent, partner, or employee of the other party. Neither
party shall have any right or authority to assume or create
obligations of any kind or to make any representations or
warranties on behalf of the other party, whether express or
implied, or to bind the other party in any respect whatsoever.
B. Force Majeure. Neither party shall be deemed in default of this
License to the extent that performance of the party's respective
obligations or attempts to cure any breach are delayed or
prevented by reason of any act of God, fire, natural disaster, act of
government, or any other cause beyond the reasonable control of
such party, provided that such party gives the other party written
notice of the condition within ten (10) business days of discovery
thereof. If proper notice is given, the time for performance or cure
shall be extended for a period equal to the duration of the force
majeure event or circumstance described in the notice.
C. Assignment and Binding Effect. Licensee may not assign, bargain,
sell, transfer, sublicense, convey, hypothecate or pledge the rights
and licenses granted to it herein without the prior written consent
of Licensor. Licensor may, with notice to Licensee, assign this
License either in its entirety or in partial form to a successor in
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interest by way of merger, acquisition, spin -off, or consolidation, or
to an entity with which it enters into an outsourcing agreement
with respect to the maintenance and support obligations for the
Software. This License shall be binding upon and inure to the
benefit of any permitted successors or assigns.
D. Sole License. This License, including the recitals and the attached
exhibits and any other attachment incorporated herein by
reference, sets forth the entire License and understanding of the
parties relating to its subject matter, and supersedes and merges
all prior and contemporaneous agreements, negotiations and
understandings between the parties, whether oral or written.
Neither Licensee nor Licensor shall be bound by any oral
agreement or representation irrespective of by whom or when
made. No change or modification to this License will be binding
unless it is in writing and signed by authorized representatives of
Licensor and Licensee.
E. Legal Costs and Expenses. If any action or proceeding, including
non- binding mediation, is brought to enforce any of the terms of
this License, the prevailing party shall be entitled to recover all of
its reasonable costs and expenses incurred in such proceeding,
including but not limited to, reasonable attorney's fees.
F. Severability. In the event that any provision of this License is
determined by a court of competent jurisdiction to be illegal,
invalid, or otherwise unenforceable under applicable laws or
regulations, either such provision shall be deemed amended to
conform to such laws or regulations without materially altering the
intention of the parties, or it shall be deleted and the parties shall
negotiate in good faith to replace such provision. In such event,
the remainder of this License shall continue in full force and effect
unless, after the provisions deemed to be illegal, invalid or
unenforceable are removed, the remainder of the License's terms
make it commercially impracticable to continue in the opinion of
either Party. In such event, the License will terminate without any
liability on the part of either Licensee or Licensor.
G. Waiver. The waiver of any right or default hereunder shall be
effective only in the instance given and shall not operate as or
imply a waiver of any similar right or default on any other occasion.
Either party may elect to continue performance notwithstanding
such breach by the other party, but such performance shall not
constitute a waiver of such breach nor otherwise limit the non -
breaching party's remedies. No waiver of any provision of this
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Page 10 of 26
License shall be effective unless in writing and signed by the party
against whom it is sought to be enforced.
H. Federally Required Contract Clauses. As a Federal Grantee,
Licensee is required to adhere to contract clauses and to pass these
requirements to Licensor as outlined in Exhibit G attached hereto
and incorporated by reference ("FTA Contract Clauses ").
I. Authority. Licensor and Licensee warrant and represent that they
are free to enter into and fully perform this License, that all
required authorizations have been procured prior to execution of
this License, and that the parties designated as signatories of
Licensor and Licensee each have the requisite authority to do so.
J. Alternative Dispute Resolution. Prior to commencement of any civil
legal proceedings, specifically excluding injunctive relief authorized
hereunder, to enforce the obligations of a party under the terms of
this License, a party must submit the controversy or claim for
mediation to an independent mediator selected by the Judicial
Arbitration and Mediation Services, Inc. ("JAMS "). All proceedings
shall be administered by JAMS in accordance with their then
current rules. If there is any inconsistency between the terms of
this License and any such JAMS rule, the terms and procedures set
forth herein shall control. Venue of the mediation shall be Los
Angeles County, California. All statutes of limitation applicable to
any claim or dispute hereunder shall apply to any mediation
proceeding. All discovery activities shall be expressly limited to
matters directly relevant to the dispute or claim being mediated. No
provision hereof shall limit the right of any party to obtain
provisional or ancillary remedies, including without limitation,
injunctive relief, attachment, or the appointment of a receiver, from
a court of competent jurisdiction before, after or during the
pendency of any mediation. Mediators must be active members of
the California State Bar or retired judges of the state or federal
judiciary of California, with expertise in the substantive laws
applicable to the subject matter brought before the mediator. To
the maximum extent practicable, JAMS, the mediator, and the
parties shall take all action required to_conclude any mediation
proceeding within 180 days of the filing of the dispute with JAMS.
Should the parties be unable to resolve the dispute or claim in
accordance with this stated procedure, a civil action may be
commenced under the laws of the State of California. This
alternative dispute resolution provision shall survive termination,
amendment, or expiration of this License.
End -User Software License, Training and Implementation Support Agreement
Page 11 of 26
EXHIBIT "A"
DESCRIPTION OF THE SOFTWARE APPLICATION AVAILABLE
ON -LINE
TransTrack Manager is the name of the Software application, available on -line,
that is the subject of this License Agreement. Internet use of the TransTrack
Manager application ("Software ") requires Licensee to have a web browser
compatible with the Software (e.g., Microsoft Internet Explorer 8 or higher,
Google Chrome, Mozilla Firefox, Safari). Licensee work stations used to access
the Software require the following: (1) Operating System — Windows 8 or higher;
(2) Processor — 2GH or higher; and (3) Physical Memory — 4GB of RAM or higher.
Viewing on -line information is greatly improved with a monitor of at least 17
inches. The Software may not be compatible with cell or smart phones.
Modules available with this Software License are as follows.
• Organization
• Routes
• Farebox
• Operations
• Safety
• Fleet
• Finance
• Plan
• Personnel
• Feedback
• Support
• Utilities (e.g., User Security)
Functions available to Software users include:
• Edit (Add, Delete, Save, Cancel, Close)
• Show Filters
• Export
• Report
End -User Software License, Training and Implementation Support Agreement
Page 13 of 26
EXHIBIT "B"
SET -UP AND TRAINING SERVICES
Phase 1— Business Assessment & Requirements Gathering. A total of 80
hours have been budgeted to review PAT processes and assist PAT in selecting
modules and levels of data input appropriate for PAT and its contract service
provider(s).
Phase 2 — Implementation & Training. A successful implementation
requires that Licensee make available to Licensor relevant information no later
than 30 days prior to implementation. Much of the information necessary to
configure the system will be collected during the Business Assessment &
Requirements Gathering phase. Activities associated with Phase 2 follow.
Set -Up Activities
A total of 80 hours will be spent in set -up activities, including 40 hours to
import /input historical data. Views that will be configured by Licensor on behalf
of Licensee for start -up include the following:
• Organization Module -- All Views necessary for start-up.
• Routes Module — Route Profiles in effect at the time of implementation.
• Farebox Module -- All Look -Up views necessary to describe the fare
structure in effect as of September 1, 2012. Programming of data input view
to match current GFI manual data sheets. Import of GFI data at a future
date should PAT obtain probes.
• Operations Module -- All Look -Up views necessary to support management
reporting and data imports. This includes import of the paratransit customer
list used for manual scheduling of trips.
• Safety Module -- All Look -Up views necessary for start-up.
• Fleet Module — All Look -Up views necessary for start-up, including the fleet
inventory and mileage by vehicle as of October 31, 2012 for existing vehicles.
• Finance Module -- All Look -Up and Revenue and Expense Crosswalk views
will be configured, including the Expense and Revenue Allocation Method
views.
• Personnel Module -- All Look -Up Views necessary for start-up, including the
names of all PAT personnel and FY 2013 budget positions.
End -User Software License, Training and Implementation Support Agreement
Page 14 of 26
• Feedback Module -- All Look -Up Views necessary for start -up.
• Utilities Module — Licensor will assign a System Administrator password to
the Licensee, as well as initial passwords and security access to Licensee
management and staff and designated representatives of the PAT, as
determined in Phase 1. Licensee is responsible for user security after the
initial set -up.
Training & On - Site Support
Licensor will provide 40 hours for training. Training sessions will be based on a
schedule agreed upon at the project start. All training will be conducted at PAT
facilities.
• Basic Training — Small group training sessions will be conducted to allow
multiple users to learn how to log -on, produce reports, filter data, export
data, and enter data into appropriate views.
• System Administrator Training — Individualized training on system
security and import functions. This training is provided after the System
Administrator has attended Basic Training.
• User Group Training — User groups, defined in Phase 1, will be trained in
new processes, data input or import, validation and reporting. Training will
be customized to Licensees user groups.
• Follow -Up Training — Follow -up training will be provided approximately two
to six weeks following implementation.
Training Materials & Documentation
Licensor will use up to 40 hours customizing training material. This includes
provision of hard copy handouts for all training sessions, based on advance sign -
up sheets. Training materials are available on -line in the Support Module —
Training Materials view. Other documentation is also available in the Support
Module — Documentation view. This documentation does not include
programming language, which is deposited into an Escrow Account.
End -User Software License, Training and Implementation Support Agreement
Page 15 of 26
EXHIBIT "C"
MODULAR ADD -ONS & CUSTOMIZED PROGRAMMING
SERVICES
Licensee shall have access to Modular Add -ons specified below. Fees associated
with Modular Add -Ons are shown in Exhibit "F ".
Modular Add -ons
• Daily Passenger Sheet & GFI Import
• Daily Driver Trip Sheets
• Daily Operations Dispatch Log & Safety Sheet
• Vehicle Inventory & Roadcalls
• GL Crosswalk & Expense /Revenue Allocation
• Agency Employees
• Training & Certifications
• Passenger Mile Calculations for Scheduled & Unscheduled Service
• Daily Customer Feedback & Complaint Resolutions
• DR Reservations.
Customized Programming
Customized programming services include a budget of 96 hours to import
financial data from a text file from the City Finance System reports and GFI
Farebox Data daily by b route and fare type.
Additional Software Engineering services are available on a time and materials
basis at the rate specified in Exhibit "F ". The Licensee agrees to validate reports,
imports and other customer applications and any subsequent revisions within 14
days of the report or revision being made available. Licensee is responsible for all
validation, unless otherwise specified.
Licensee may request custom modifications to the Software to allow for
customized reports. Licensor has agreed to review the request for the custom
modifications ("Modifications "). If the parties agree to create the Modifications
all terms and conditions of the License shall remain in full force and effect in
End -User Software License, Training and Implementation Support Agreement
Page 16 of 26
addition to those listed in this Exhibit "C ". If there is any conflict between een the
main body of the License and this Exhibit C, solely regarding the terms and
conditions of the Services to create and maintain the Modifications, then the
provisions of this Exhibit "C" shall prevail.
Modifications
Custom modifications are not proposed at this time.
1. All Services to create, consult, train, maintain and service the
Modifications will be billed to Licensee on a time and materials basis as
further set forth in the attached Exhibit "F ".
2. Licensee will provide Licensor with specifications for the Modifications
which shall include technical specifications, system requirements, end
results desired, estimated time frame for completion and any other
information Licensor deems necessary to evaluate its ability to create the
Modifications.
3. Licensor will review all requested items included in #2 above and discuss
with Licensee the ability of Licensor to produce, service and maintain the
Modifications. Licensor will also provide an estimated price for all Services
for initial creation as well as continuing service and support. Licensor shall
also inform Licensee if its timetable for completion is reasonable and can
be accomplished in a timely fashion.
4. Once Licensor has reviewed all of the above and discussed same with
Licensee, a final time table shall be agreed upon as well as an estimate for
a range of fees, which will be invoiced to Licensee for the Modifications.
After that point, should Licensor receive other requests from Licensee for
further changes to the current Software over and above what is initially
reviewed and requested in #2 above, the time table for completion and
cost will be subject to change based on Licensor's evaluation of the
changes and its ability to create and maintain what Licensee has
requested.
5. Licensor will need the cooperation and access to certain of the Licensee's
employees or data to create the Modifications and to perform efficiently,
correctly and in a timely manner. Any inability to provide the necessary
advice, support or access to the people, data or materials necessary for
Licensee's completion of the Modifications may require adjustments to the
time table already agreed to as well as the costs for same.
6. After successful installation on the domain of the Modifications, Licensee
shall have a fourteen (14) day testing /acceptance period ("Test Period ")
End -User Software License, Training and Implementation Support Agreement
Page 17 of 26
during which it shall utilize the Modifications and determine if they meet
the specifications given to Licensor. During that period, Licensor shall
provide advice and assistance to Licensee as requested. The costs for
Licensor's assistance shall also be on a time and materials basis but will
have already been included in the range of costs for the entire project.
7. Should there be any problems with the Modifications performing their
desired results for the custom reports, Licensee shall so notify Licensor
during the Test Period with specificity to enable Licensor to correct the
problems. After Licensor has completed its adjustments as necessary to
ensure that the Modifications meet the specifications, Licensee will have
an additional seven (7) days in which to test and accept the revised
Modifications.
8. If after that additional time, Licensor is unable to meet the criteria listed in
the specifications given to Licensor, Licensee shall be entitled to reject the
Modifications in whole. After rejection of the Modifications for failure to .
meet the required specifications, Licensee shall be entitled to the return of
all Fees paid for the Modifications within a reasonable period after
rejection. Notwithstanding the foregoing however, Licensee may not
unreasonably reject the Modifications.
9. Return of the Fees for the Modifications shall be the sole and exclusive
remedy for the inability of Licensor to meet the specifications of Licensee.
All terms related to disclaimers of warranties as well as limits on liability
listed in the main body of this License contained in Article IV, Sections 4
and 5, shall also apply to the Services as they relate to the Modifications.
10. Licensee represents and warrants that it is the owner or licensee of the
specifications or other information provided to Licensor for the creation of
the Modifications and has the right to provide same to Licensor. Licensee
shall defend, indemnify and hold harmless Licensor, its officers,
employees and agents, from and against any claim that the specifications
and information once provided to Licensor whether prior to or after
creation of the Modifications and their integration into Licensee's system
and network, infringe the intellectual property rights or breach any
contract rights it may have with a third party. Such indemnity shall include
all costs, expense and fees, including reasonable attorney's fees. All steps
and obligations to obtain the full indemnification for any such claim as
specified in Article IV, Section 2 of this License, as they relate to Licensee,
shall now be the obligation of Licensor. There shall be no return of fees to
Licensee in this event since, it will be the indemnitor. However, the parties
shall have all termination rights specified in Section 2 of Article IV.
End -User Software License, Training and Implementation Support Agreement
Page 18 of 26
EXHIBIT "D"
SUPPORT SERVICES
Licensor will be the Internet Service Provider of the Software application,
available to Licensee through the Internet at the web address:
www.transtrack.net. Access to this domain will be through a special user name
and password established for Licensee.
Licensed Software Uptime
Uptime means that all functionality of the Licensed Software specified herein are
operational. The Software application shall be available 24 hours /day, 7
days /week, and 365 days /year. The Licensed Software as specified herein shall
be available 98% of this time, excluding scheduled maintenance and factors
associated with Licensee's Internet connection, as measured on a rolling 30 -day
period.
Procedures for Licensee users in the event that access is denied will be covered
in training. This includes trouble- shooting to determine whether the problem is
the Licensee's Internet connection or the server of the Licensor or the Software
application itself. Licensor technical support staff, upon notification by Licensee
staff, shall address problems with the server of the Licensor or Software
application immediately. A voice mail system to alert Licensor technical support
staff is in place.
Operations Support Response Time
Licensor will provide support and respond to inquiries during normal business
hours (8:30 a.m. to 5:00 p.m. Pacific Time Monday — Friday). Licensor
operations support will be prepared to research data and information of the
Licensee and make this information available to Licensee as reasonably
requested. Questions and requests for technical support may be made to
Licensor, by Licensee staff, using the telephone or with our online help desk.
Urgent and after -hour needs may be made known to Licensor using the paging
system and answering service. Expanded technical assistance hours may be
arranged in advance for special projects or periods of intense data input and
analysis. Methods of obtaining help will be covered in training.
Technical problems will be investigated and fixed with due diligence. Activities
and processes for which the Software application is designed are generally not
time - critical. Those determined to be critical will be supported with a paper
backup in the event of a system failure that cannot be repaired within 30
minutes.
End -User Software License, Training and Implementation Support Agreement
Page 19 of 26
Data Back -Up and Retention
Licensor will back -up all data on a nightly basis and keep a copy of the data for a
30 -day period. Historical data will be retained in summary format for up to five
(5) years.
Security Standards
Personnel (System Administrator) of the Licensee will be responsible for
determining and maintaining security to access data of the Licensee on the
Domain.
Licensor agrees that the security provided on the server will not allow
unauthorized traffic to access Licensee data.
End -User Software License, Training and Implementation Support Agreement
Page 20 of 26
• I
EXHIBIT "E"
REPORTS
"Working Reports" are those available as an option in the majority of Views in all
Modules. Working reports primarily provide data in tabular format and may be
exported in coma - delimited format. Reports may also be exported. Microsoft
software products may be used by the Licensee to configure data in report
exports.
"Custom Reports" are those that use information from more than one view or
are designed to the specifications of the Licensee. Funds have been included in
Exhibit F for Customized Reports, to be determined during Phase 1 and
implemented at the discretion of the Licensee.
A total of 60 hours have been budgeted to develop the State of Texas Report
that PAT is required to submit on a routine basis (e.g., monthly and /or
quarterly).
Software Engineering services required for development of Custom Reports are
available on a time and materials basis at the rate specified in Exhibit "F ". The
Licensee agrees to validate reports and any subsequent revisions within 14 days
of the report or revision being made available. Licensee is responsible for all
validation, unless otherwise specified in the Custom Report price.
End -User Software License, Training and Implementation Support Agreement
Page 21 of 26
EXHIBIT "F"
FEE SCHEDULE
Deliverables $Agency <- Payment Due
25 Vehicles
Software License $ 45,000 Contract Signing
Phase 1 Business Assessment & Requirements $ 15 000 Completion of Phase 1 -- 30
Gathering Days from Contract Signing
Phase 2 Set -Up & Traitng Services $ 26,400 Completion of Task -- 60
Days from Contract Signing
Phase 2 One -Time Input of Historical Data $ 5,000 Completion of Task -- 90
Days from Contract Signing
Phase 2 Custom Imports & Validation (Time & Materials $ 12 000 Completion of Task -- 90
at a rate of $125 per hour) Days from Contract Signing
Phase 2 Custom Reports to Be Specified (Time & Completion of Task -- To Be
Materials at a rate of $125 per hour) $ 7 Determined
Phase 3 Annual Maintenance & Support Service Year 1 $ 15,000 Annual Payment for FY 2013
Due Upon System
Total System Implemenation & FY 2013 $ 125,900
Rates based on < =25 active vehicles and modular functionality and set -up,
training and support services defined in Exhibits A through E. If there are any
changes requested by Licensee then the rate shall be increased in accordance
with Licensor's then current published price list. With no changes in functionality
or service levels, the annual Maintenance & Support Services fees for continued
on -line service shall not increase by more than 15% per year.
In the event that the Licensee commences use of the Escrowed Materials defined
in Article IV, Section 7A, it shall require that the Licensee procure third -party
software at the expense of the Licensee.
Hourly rates for additional services are available on a Time & Materials basis:
Training $150 per hour; Software Engineer $125 per hour; and Data Entry $50
per hour.
End -User Software License, Training and Implementation Support Agreement
Page 22 of 26
Please find attached a letter proposal outlining approach, schedule and price. Also attached is an updated Systems
Capabilities document and Draft End User License Agreement. I look forward to hearing from you tomorrow. I am
available at 2pm on my cell phone 562- 743 -3264.
Best Regards,
Mary Sue
II
Mary Sue O ' Melia
President
-J 562- 987 -4755
(c) 562 - 743 -3264
TronsTrock MSOmelia @TransTrack.net
From: Colleen Russell [mailto:russellc@portarthur.net]
Sent: Friday, February 22, 2013 2:49 PM
To: TomMcCormick @hillintl.com
Cc: Phyllis.Degarmo@dot.gov; MSOmelia @TransTrack.NET
Subject: Will get the information completed by Monday
I desire your advice and Phyllis's regarding transtrack bid or quote as I finalize the plan for remaining ARRA I funds for
software
The software vendor is in Austin on Monday and can talk to at 2 pm
I will send all the other info before then regarding ALI in questions —but can we speak with May Sue Omelia @562 -743 -
3264 on Monday?
Colleen Russell , Transit Dir.
® 444 4th Street,(P.O. Box 1089) Port Arthur TX 77641 -1089.
n 409 - 983 -8138
8 409 - 982 -5318
e- russellc@ portarthur.net
3
r ,r
DELORIS "BOBBIE" PRINCE, MAYOR FLOYD T. JOHNSON
WILLIE "BAE" LEWIS, MAYOR PRO TEM CITY MANAGER
•
COUNCIL MEMBERS: Ci o f SHERRI BELLARD
CITY SECRETARY
RAYMOND SCOTT, JR.
ELIZABETH SEGLER
MORRIS ALBRIGHT III �, VAL TIZENO
HAROLD L. DOUCET, SR. CITY ATTORNEY
ROBERT E. WILLIAMSON Tyr
DERRICK FREEMAN
KERRY "TWIN" THOMAS
APRIL 15, 2013
REQUEST FOR PROPOSAL
DATA MANAGEMENT SYSTEM
CITY OF PORT ARTHUR TRANSIT DEPARTMENT
DEADLINE: Sealed proposal submittals must be received and time stamped by 3:OOp.m.,
Central Standard Time, Wednesday, May 1, 2013. (The clock located in the City Secretary's
office will be the official time.) All proposals received will be read aloud at 3:15p.m. on
Wednesday, April 10, 2013 in the City Council Chambers, City Hall, 5 Floor, Port Arthur, TX. -
Proposals will be opened in a manner to avoid public disclosure of contents; however, only the
names of proposers will be read aloud.
MARK ENVELOPE: Data Management
DELIVERY ADDRESS: Please submit one (1) original and five (5) exact duplicate copies of
your RFP to:
CITY OF PORT ARTHUR CITY OF PORT ARTHUR
CITY SECRETARY or CITY SECRETARY
P.O. BOX 1089 444 4TH STREET, 4 Floor
PORT ARTHUR, TEXAS 77641 PORT ARTHUR, TEXAS 77640
POINTS OF CONTACT:
Questions concerning the Request for Proposal should be directed in writing to:
City of Port Arthur, TX
Clifton Williams, Senior Purchasing Assistant
P.O. Box 1089
Port Arthur, TX 77641
cwilliams @portarthur.net
Questions concerning the Scope of Work should be directed in writing to:
City of Port Arthur, TX
Colleen Russell, Director of Transit
P.O. Box 1089
Port Arthur, TX 77641
russellc @portarthur.net
Purchasing Division /Finance Department I Purchasing Manager, Shawna Tubbs, CPPO, CPPB
P.O. Box 10891444 4th Street I, Port Arthur, Texas 77641 1 409.983.8160 1 Fax 409.983.8291
3
The enclosed REQUEST FOR PROPOSAL (RFP) and accompanying General Instructions are for
your convenience in submitting proposals for the enclosed referenced services for the City of Port
Arthur.
Proposals must be signed by a person having authority to bind the firm in a contract. Proposals
shall be placed in a sealed envelope, with the Vendor's name and address in the upper left-hand
corner of the envelope.
ALL PROPOSALS MUST BE RECEIVED IN THE CITY SECRETARY'S OFFICE BEFORE
OPENING DA'1'B AND TIME. It is the sole responsibility of the firm to ensure that the sealed
RFP submittal arrives at the above location by specified deadline regardless of delivery method
chosen by the firm. Faxed or electronically transmitted RFP submittals will not be accepted.
Shawna Tubbs, CPPO, CPPB
Purchasing Manager
Page 2 of 21
j
REQUESTS FOR PROPOSALS
DATA MANAGEMENT SYSTEM
CITY OF PORT ARTHUR TRANSIT DEPARTMENT
(To be Completed ONLY IF YOU DO NOT BID.)
FAILURE TO RESPOND TO BID SOLICITATIONS FOR TWO (2) BID PERIODS MAY
RESULT IN REMOVAL FROM THE VENDOR'S LIST. However, if you are removed you will
be reinstated upon request.
In the event you desire not to submit a bid, we would appreciate your response regarding the
reason(s). Your assistance in completing and returning this form in an envelope marked
with the enclosed bid would be appreciated.
NO BID is submitted: this time only not this commodity/service only
Yes No
Does your company provide this product or services?
Were the specifications clear?
Were the specifications too restrictive?
Does the City pay its bills on time?
Do you desire to remain on the bid list for this product or service?
Does your present work load permit additional work?
Comments /Other Suggestions:
Company Name:
Person Completing Form: Telephone:
Mailing Address: Email:
City, State, Zip Code: Date:
Page 3 of 21
l __
City of Port Arthur
Request for Proposals
Data Management System
City of Port Arthur Transit Department
OBJECTIVE
The purpose of the Port Arthur Transit Data Management system is to aggregate data from
different sources within the organization in order to produce meaningful reports that will assist in
making business decisions for Transit operations. The package should include "canned reports" or
pre- existing standard reports which are mentioned later in this document and give users the ability
to create customized reports. In addition, the system will help transit accumulate data for monthly
and quarterly reports for ITT, FTA and TXDOT
The goal of City of Port Arthur Transit is to define and consistently implement best practices to
use information to help improve service quality and the efficiency and effectiveness of operations.
A change in staff members should not result in downtime or the reinvention of processes and
reports. The system utilized should be capable of evolving as technologies utilized in the transit
industry change. This same system should allow for performance to be compared to agency
determined targets and budgets. The Dispatchers have been writing down schedules up to a month
at a time for passengers and a program is required to organize and reference future and past travel.
Such a program should have modules that will enable other daily data such as fare box counts,
accidents monthly, operations per hour /mile and other matters.
The fixed route service consists of six routes that operate Monday through Friday. The Paratransit
service is operated Monday through Friday. Both services run from 6:15 a.m to 6:15 p.m. Eighteen
vehicles are used to provide service (10 fixed routes, 8 paratransit) .
Data Sources
The Data Source List in Appendix C is a list of data sources the Transit Department currently uses
to create reports. Sample data will be provided.
At the time of implementation, the vendor may have to utilize the data accrued by the contractors
on the contractor's excel spreadsheet referenced in the Data Source List.
Historical Data
At a minimum, historical data stored within Transit's monthly data files will be imported into the
data management. This data is stored in Excel spreadsheets and represents basic monthly, route
level operating data for the system.
Required Reports
The Data Management Report Table in Appendix D lists the REQUIRED reports, included in the
table are the report name, description, and data sources. Transit also expects the reports to be
available in graphical form for easy data translation. The reports will give users the ability to
specify certain parameters such as a time period, route number, coach number, travel direction,
etc. For key performance indicator reports, the system must allow Transit the ability to raise or
lower a target or goal. In other words, the goals or targets should not be hard coded in the system.
Page 4 of 21
f
Custom Reports
Transit requires the selected vendor to make available the data used to create the canned reports so
that Transit can create custom reports. The selected vendor will provide a data dictionary of the
database. The proposers will include in the proposal and cost model, development of 5 custom
reports to be determined either during and/or after the Data Management system has been
implemented.
Report Output
Aside from formatted paper reports, the reports will also be available in the following formats:
• Formatted Download, so data can be imported into programs including, but not limited to,
MS Excel or MS Access.
• Graphical Representation to provide quick and easy report analysis.
o Dashboards: The Key Performance Indicators should be available in a dashboard
format that is easily transferred to our . ;ebsite so that the public and our board
members can see whether or not we have achieved our targets.
o Charts (Line Graphs, Bar Graphs, and Pie Charts).
Database Access
Transit expects to maintain control of the Data Management system contents. This includes the
authority to assign full, limited, read -only, or no access as necessary.
Database Technical Requirements
The database will be ODBC compliant which will allow connection to a report writing program
such as but not limited to Crystal Reports or Cognos.
System Architecture
Transit is open to a system hosted either in -house or off -site. The architecture should be designed
to protect the critical data and services running on the production servers so as to not interfere with
any applications which may be utilizing the data.
Hardware Requirements
The vendor will provide the City with hardware system specifications, including operating system
and database server software. These specifications must be adequate to meet the customer's needs
for at least 5 years; therefore consideration must be made for growth.
Vendors have the option to provide the hardware, including operating system and necessary
database server software, for the system. The hardware price quote can be listed as a separate line
item. If hardware is quoted, it will be treated separately during evaluation. If a proposer chooses
not to provide the necessary hardware, an estimate of hardware expenses Transit would incur must
still be included in the price quote.
Backup and Disaster Recovery Strategy
The vendor will also provide Transit its preferred backup strategy for the system. If the proposed
system is a "hosted" system, then the selected vendor must provide Transit with the backup and
disaster recovery strategies.
Training and Documentation
The selected vendor will provide Transit staff at least 3 days of training, which will include, but
not be limited to:
Page 5 of 21
• How to navigate the system.
• How to pull up canned reports.
• How to export data from reports.
The selected vendor will also provide at least 2 days of system administration training which will
include, but not be limited to:
• System administration
• User management
• System management
• Database management
• Creation of reports
The vendor will also provide Transit with documentation in electronic form with instructions on
how to use the system and system administration.
ARRA Reporting Requirements
The successful bidder will be required to comply with all reporting requirements contained in the
American Recovery and Reinvestment Act (ARRA). Details on reporting requirements can be
found at:
http://www.fta.dot.gov/grants/12835.html
Page 6of21
The City of Port Arthur requires comprehensive responses to every section within this RFP.
Conciseness and clarity of content are emphasized and encouraged. Vague and general
proposals will be considered non - responsive and will result in disqualification. To facilitate
the review of the responses, Firms shall follow the described proposal format. The intent of
the proposal format requirements is to expedite review and evaluation. It is not the intent to
constrain Vendors with regard to content, but to assure that the specific requirements set
forth in this RFP are addressed in a uniform manner amenable to review and evaluation.
Failure to arrange the proposal as requested may result in the disqualification of the
proposal. It is requested that proposals be limited to no more than 50 pages, excluding
resumes. All pages of the proposal must be numbered and the proposal must contain an
organized, paginated table of contents corresponding to the sections and pages of the
proposal.
PRICE (PLEASE SUBMIT APPENDIX B)
1. Requirement Gathering
2. Architecture Design
3. Software Customization
4. Installation
5. Report Writing
6. System Acceptance
7. Computer Hardware
8. Software License
9. Warranty
10. Direct Costs (Travel etc)
11. Training
12. Other Costs (Please Specify)
13. System Installation Costs
A. Annual License Fee
1) Costs Year 1
2) Costs Year 2
3) Costs Year 3
4) Costs Year 4
5) Costs Year 5
14. Hardware Costs (please list the required hardware)
15. Custom Report Fees
16. Total Cost
EXPERIENCE
The offeror shall provide the following information.
1) Company Background
2) Transit Knowledge
3) Experience integrating similar data sources
4) Applications and ability to allow access to multiple contractors
Page 7 of 21
The offeror shall briefly describe the firm's experience and qualifications to deliver the requested
services. The offerors' description shall also describe the proposed staffing level required to
perform the services and a list of all key members of the offeror's team (except administrative
support staff) and anyone who will be committed to the project. Indicate the level of effort and
function of each member of the project, and the length of each staff member's direct experiences.
Prepare organization structure to show how the key members will be involved.
REFERENCES
Include three (3) business references for which similar services have been provided. Include the
following:
1) The term (beginning and ending dates) of your contract agreement(s);
2) A brief description of the scope of work; and
3) Contact name, title, address, and telephone number.
The offeror(s) hereby authorize(s) and request(s) any person, firm, corporation and/or government
entity to furnish any information requested by the City in verification of the references provided
and for determining the quality and timeliness of providing the services.
METHODOLOGY /STRATEGY TO ACCOMPLISH SERVICES
The offeror(s) must describe how it will approach the work associated with the request for
services, to include understanding of the scope of services required and unique or innovative
approaches to be utilized in performing these services.
QUALITY OF RESPONSE
Completeness of the response to this RFQ including submission of all checklist documents.
Page 8 of 21
SELECTION PROCESS
All applications will be screened by an evaluation committee and those applicants selected for a
short list may be invited to attend an interview, at the applicants own expense. The City shall not
incur any costs for applicant preparation and/or submittal of qualifications.
The City will evaluate all responses based on the qualifications, past performance and project
approach. The City reserves the right to negotiate the final fee prior to recommending any Firm
for a contract.
The City's process is as follows:
1. The evaluation committee shall screen and rate all of the responses that are submitted.
Evaluation ratings will be on a 100 point scale and shall be based on the following
criteria:
a. Price 35 pts
b. Experience . 50 pts
c. References ...5 pts
d. Methodology /Strategy to Accomplish Services 5 pts
e. Quality of Response .. 5 pts
2. City staff shall recommend the most qualified contractor to the City Council and
request authority to enter into a contract.
3. When services and fees are agreed upon, the selected firm shall be offered a contract
subject to City Council approval.
4. Should negotiations be unsuccessful, the City shall enter into negotiations with the
next, highest ranked firm. The process shall continue until an agreement is reached
with a qualified firm.
5. This RFP does not commit the City to pay for any direct and/or indirect costs incurred
in the preparation and presentation of a response. All finalist(s) shall pay their own
costs incurred in preparing for, traveling to and attending interviews.
Page 9 of 21
ti s
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1. PRICE
TransTrack proposes a total budget of $189,745 for System Installation and five
years of annual maintenance and technical support. Our price proposal also
includes an option for 80 additional hours of programming for custom report
development, to be determined in the Requirements Gathering phase of this project.
Exercising the custom reporting option brings the total five year total to $199,745,
as shown below. Because our product and service are web - based, there are no
computer hardware costs. Prices quoted are for the terms identified in our draft End
User License Agreement accompanying this proposal.
Exhibit 1: Bid Proposal Price Form
Appendix B - Bid Proposal Form Hours Cost $
Requirements Gathering (Phase 1) 80 $ 12,000
Architecture Design - $ -
Software Customization (Phase 2 Imports) 96 $ 12,000
Installation (Phase 2 Set-Up & Import of Historical Data) 80 $ 10,000
Report Writing (Phase 2 Custom Report for TXDOT) 60 $ 7,500
System Acceptance (Phase 2 Follow -Up) 16 $ 2,400
Computer Hardware - $ -
Software License - $ 45,000
Warranty - $ -
Direct Costs (Phase 1 & 2 Travel) $ 11,000
Training (Phase 2 Training) 80 $ 11,000
Other Costs (Phase 3 Annual Costs) 36 $ 15,000
Subtotal -- System Implementation -- Year 1 448 $ 125,900
Annual License Fee (Phase 3 Maintenance & Support)
Costs Year 2 (Phase 3 Annual Costs) 36 $ 15,375
Costs Year 3 (Phase 3 Annual Costs) 36 $ 15,759
Costs Year 4 (Phase 3 Annual Costs) 36 $ 16,153
Costs Year 5 (Phase 3 Annual Costs) 36 $ 16,557
Total Cost Excluding Hardware 592 $ 189,745
Hardware Costs - $ -
Custom Report Fees - $125 Per Programming Hour 80 $ 10,000
Grand Total Year 1 -5 and Custom Reports $ 199,745
Port Arthur Transit — Data Management System Proposal
May 1, 2013 TransTrack
LETTER OF INTEREST
RFP— Data Management System for City of Port Arthur Transit
Deadline: May 1, 2013
The undersigned firm submits the following information (this RFP submittal) in response to the
Request for Proposal (as amended by any Addenda), issued by the City of Port Arthur, TX (City)
to supply Data Management Services. Enclosed, and by this reference incorporated herein and
made a part of this RFP, are the following:
❖ Completed RFP Letter of Interest Form
• Completed Affidavit
• Completed Conflict of Interest Form
Firm understands that the City is not bound to select any firm for the final pre - qualified list and
may reject any responses submitted.
Firm also understands that all costs and expenses incurred by it in preparing this RFP and
participating in this process will be borne solely by the firm, and that the required materials to be
submitted will become the property of the City and will not be returned.
Firm agrees that the City will not be responsible for any errors, omissions, inaccuracies, or
incomplete statements in this RFP. Firm accepts all terms of the RFP submittal process by signing
this letter of interest and making the RFP submittal.
This RFP shall be governed by and construed in all respects according to the laws of the State of
Texas.
TnInSTMCk.. vySferYt5 _ � . nc Aril 2t 2d 13
Firm Name
Date
1 a P en+
Authorize Signature Title
1,1c a` (4e( 5 G2- c747,
Name (pflease print) Telephone
2c 5 e (rn i t / ., L-Orri FEecck
J
Address
vn (is t n5f rack , ne+
Email
AFFIDAVIT
All pages in Offeror's Responses containing statements, letters, etc., shall be signed by a duly
authorized officer of the company whose signature is binding.
The undersigned offers and agrees to one of the following:
X I hereby certify that I do not have outstanding debts with the City of Port Arthur. I
further agree to pay succeeding debts as they become due.
I hereby certify that I do have outstanding debts with the City of Port Arthur and agree to
pay said debts prior to execution of this agreement. I further agree to pay succeeding debts as they
become due.
I hereby certify that I do have outstanding debts with the City of Port Arthur and agree to
enter into an agreement for the payment of said debts. I further agree to pay succeeding debts as
they become due.
T e; - Tr: , ��c pn 1 29 20(3
Firm Name D to
01
Authorize Signature Title
tie a '0 S L 2 . 6 /87- 755
Name (pi a print) Telephone
rsome ( I� � r trarEft22 CL reef
Email
STATE:
COUNTY:
SUBSCRIBED AND SWORN to before me by the above named
on this the day of 20
t <�
Notary Public
RETURN THIS AFFIDAVIT AS PART OF THE BID PROPOSAL
State of California
County of Los Angeles
Subscribed and sworn to (or affirmed n
before me on this 2.9 da of 20 (S >� KEVIN RICE
/
by glary S r OMPA;A �) COMM...1897801
proved to me on the basis of satisfactory _ , ,_ ,- n
evidence to be the o � c NOTARY PUBLIC-CALIFORNIA LINTY )
before me. pen>fon,(� who appeared `�'' it ORANGE COUNTY CA
= .0 0 h My Term Exp. July 31, 2014
Signature
•
1 CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ
For Vendor or other person doing business with local governmental entity
This questionnaire reflects changes made to the law by H.B. 1491, 80 Leg., Regular Session.
This questionnaire is being filed in accordance with Chapter 176, Local Government Code by a person who has a business relationship
as defined by Section 176.001 (1 -a) with a local governmental entity and the person meets requirements under Section 176.006 (a).
By law this questionnaire must be filed with the records administrator of the local governmental entity not later than the 7 business
day after the date the person becomes aware of facts that require the statement to be filed. See Section 176.006, Local Government
Code.
A person commits an offense if the person knowingly violates Section 176.006, Local Government Code. An offense under this
section is a Class C misdemeanor.
1. Name of person who has a business relationship with Local governmental entity. V\
2. I I Check this box if you are filing an update to a previously filed questionnaire.
(The law requires that you file an updated completed questionnaire with the appropriate fling authority not later than
7 business day after the date the originally filed questionnaire becomes incomplete or inaccurate.)
3. Name of a local government officer with whom filer has employment or business relationship.
1\161 Apv((ca_b.e /Norl
Name of Officer
This section (item 3 including subparts A, B, C, & D) must be completed for each officer with whom the filer has an employment
Jr other business relationship as defined by Section 176.001 (1 -a), Local Government Code. Attach additional pages to this Form
CIQ as necessary.
A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment
income, from the filer of the questionnaire?
n Yes I er 1 No N A
B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than investment income, from or at the
direction of the local government officer named in this section AND the taxable income is not received from the local
governmental entity?
t�
El Yes I 1 No 4 �'` ik
C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government
Officer serves as an officer or director, or holds an ownership of 10 percent or more?
n Yes n No
D. Describe each employment or business relationship with the local government officer named in this section.
4. NA ! pr(\ j r -2 -° 1 3
Signature of person doing business with the governmental entity Date
APPENDIX A. NON- DISCLOSURE AGREEMENT
In consideration of the City of Port Arthur, TX retaining the services of a consultant and because of the
sensitivity of certain information which may come under the care and control of Consultant, both parties
agree that all information regarding the City or any selected City agency subject to this contract, or
gathered, produced, or derived from this project (Confidential Information) must remain confidential
subject to release only by permission of the City, and more specifically agree as follows:
Media releases pertaining to this RFP and/or any resulting contract, or the services to which they relate,
will not b e made without the prior written consent of the City, and then only in accordance with explicit
written instructions from the City. The disclosure of the contents of proposals prior to the award of a
contract under this RFP, or any other violation of this section, may result in disqualification.
1. The information may be used by Consultant only to assist Consultant in connection with its
engagement with the City.
2. Consultant will not, at any time, use the information in any fashion, form, or manner except in its
capacity as independent consultant to the City.
3. Consultant agrees to maintain the confidentiality of any and all deliverables resulting from this
contract in the same manner that it protects the confidentiality of its own proprietary products of
like kind.
4. The information may not be copied or reproduced without the City's written consent.
5. All materials made available to ConsuItant, including copies thereof, must be returned to the City
upon the first to occur of a) completion of the project; or b) request by the City.
6. The foregoing must not prohibit or limit Consultant use of the information (including, but not
limited to, ideas, concepts, know -how, techniques and methodologies) a) previously known to it; b)
independently developed by it; c) acquired by it from a third party; or d) which is or becomes part
of the public domain through no breach to Consultant of this agreement.
7. This agreement shall become effective as of the date information is first made available to
Consultant and must survive the contract and be a continuing requirement.
8. The breach of this Nondisclosure Agreement by Consultant shall entitle the City to immediately
terminate the Agreement upon written notice to Consultant for such breach. The parties
acknowledge that the measure of damages in the event of a breach of this Nondisclosure
Agreement may be difficult or impossible to calculate, depending on the nature of the breach.
Regardless of whether the City elects to terminate the Agreement upon the breach hereof, the City
may require Consultant to pay to the City the sum of $1,000 for each breach as liquidated damages.
This amount is not intended to be in the nature of a penalty, but is intended to be a reasonable
estimate of the amount of damages to the City in the event of a breach hereof by Consultant. City
does not waive any right to seek additional relief, either equitable or otherwise, concerning any
breach of this Agreement.
Printed Name 140,N ' 1,AC 0` ie
Signature 1 � Q M IR
Title fCGSiI ��f TrarsTacL -1-nc.
Date / \ 2.l zote
EXHIBIT "C"
(Justification and FTA Approval)
r
CITY OF PORT ARTHUR
TRANSIT DEPARTMENT
M emo
TO: Deborah Echols, Finance Director
C: Shawna Tubbs, Purchasing Manager
Val Tizeno, City Attorney
FROM: COLLEEN RUSSELL, DIRECTOR OF TRANSIT
SUBJECT: Justification for TransTrack Data Management System
DATE: June 6, 2013
BACKGROUND: This will justify that TransTrack meets the Port Arthur Transit (PAT) requirements for a
comprehensive data management system tailored for the transit industry. TransTrack Systems, Inc. is
located at 265 Belmont Avenue, Long Beach, California 90803. TransTrack provides a consolidated
database for all types of transit data — operational, financial, and planning. It also provides timely access
to important information such as hours, miles of service, fare box revenues, ridership, cost, road calls,
missed trips, safety incidents, accidents, scheduled adherence, service provider contract compliance,
customer feedback and compliant resolution. Maintenance and service help is available and back –up of
the program will be done daily. There were only two competitors— Ridecheck and Zonar that were
research for pricing and software methodology. Ridecheck - ( $12,000- 15,000, no back -up system) and
Zonar - ( $6,000 verbal quote, no maintenance, service help, no back -up system). None of these
companies' software compared with TransTrack modules and its method of compilation of data required
for Transit. Neither of these two companies or those listed bid when the criteria were made available for
bidders.
A request was sent to the following vendors on April 14, 2013.
Acadian Computing Enterprises, Betis Group, Inc. Cartegraph Systems, Inc.
LLC Alexandria, VA 22205 Dubuque, IA 52003
Welsh, LA 70591 (210)219 -5783 (563)566 -8120
DILTEX INC Direct Technology Group Inc EST Group, LLC
Baldwin Park, CA 91706 Fort Lauderdale, FL 33309 Arlington, TX 76006
(626)960 -1314 (954)739 -4700 (817)881 -0376
Global Gov ED Solutions, Inc. PC Mall Gov Softchoice Corporation
Fletcher, OH 45326 Shelton, CT 06484 Chicago, IL 60654
(888)445 -2725 (800)625 -5468 (877)333 -7638
TECSYS Virtual Communication Active Data Solutions
info @tecsys.com Athens, TX 75751 Providence, Rhode Island
1- 888 - TECSYS -5 (903)675 -8604 (866)351 -9700
zCore Business Solutions Penwick Realtime Systems Transit Resource Center
cmbl @zcorebusiness.com info @penwick.com info @transitresourcecenter.com
SUMMARY: There is no other product that provides the services needed to the extent that TransTrack
does. Copies of the modules are included as to the wide array of inventory groups, as well as NTD and
PTN reports. This program also allows for internet integration permitting total program enrichment.
Best Regards,
Ms. Colleen Russell, Transit Director
If you have any questions, concerns or comments; please contact Colleen Russell, Director of Transit, at (409) 983 -8138
or russellc@portarthur.net.
Pamela D. Langford
Administrative Aide
Planning & Zoning Division
444 4 Street P.O. Box 1089
Port Arthur, TX 77640 Port Arthur, TX 77641 -1089
(409) 983 -8135 :: Office
(409) 983 -8137 :: Fax
www.portarthur.net
From: Colleen Russell [mailto:russellc @portarthur.net]
Sent: Tuesday, June 11, 2013 11:10 AM
To: Phyllis.Degarmo @dot.gov; Gail.Lyssy @dot.gov; 'Shawna Tubbs'
Cc: TomMcCormick @hillintl.com; cwilliams @portarthur.net; 'Pamela Langford'
Subject: Justification for TransTrack Software
Importance: High
Good Day,
The Transtrak bid and justification
Since your phone is down, I will contact you this way for now
The software description and justification is attached; The City did wait on some other vendors that inquired later but
none sent any information
The bidder's list and pre- visits that Transit had is also mentioned.
Pam Please forward bid package as scanned to the persons above so it may transmitted with ease. The message will be
in 2 parts
-- thanks
Colleen Russell , Transit Dir.
® 444 4th Street,(P.O. Box 1089) Port Arthur TX 77641 -1089.
n 409 - 983 -8138
A 409 - 982 -5318
e- russellc@ portarthur.net
From: Mary Sue O'melia [mailto:msomelia @transtrack.net]
Sent: Sunday, February 24, 2013 8:45 PM
To: 'Colleen Russell'
Subject: RE: Will get the information completed by Monday
Colleen:
2
Colleen Russell
From: Phyllis.Degarmo@dot.gov
Sent: Friday, June 21, 2013 12:40 PM
To: russellc @portarthur.net
Subject: FW: Justification for TransTrack Software
Our procurement specialist feels the justification is adequate. Thank you.
Phyllis DeGarmo
Program Management Specialist
Federal Transit Administration, Region VI
817 - 978 -0501
From: Goeth, Hans CTR (FTA)
Sent: Friday, June 21, 2013 12:26 PM
To: Degarmo, Phyllis (FTA)
Subject: RE: Justification for TransTrack Software
Phyllis:
This seems to be alright and is alright for the justification.
Hans
From: Lyssy, Gail (FTA)
Sent: Tuesday, June 11, 2013 12:43 PM
To: Goeth, Hans CTR (FTA)
Cc: Degarmo, Phyllis (FTA)
Subject: FW: Justification for TransTrack Software
Importance: High
Gail Lyssy, P.E.
Director of Program Management and Oversight
Federal Transit Administration, Region 6
819 Taylor Street, Room 8A36
Fort Worth, TX 76102
(817)978 -0564
From: Pamela Langford [ mailto :Daplanning(aportarthur.net]
Sent: Tuesday, June 11, 2013 11:53 AM
To: Degarmo, Phyllis (FTA); Lyssy, Gail (FTA); Shawna Tubbs
Cc: russellcOportarthur.net; TomMcCormick(ahillintl.com; cwilliams@portarthur.net
Subject: FW: Justification for TransTrack Software
Importance: High
Good Morning,
Attached you will find the bid package as described below.