HomeMy WebLinkAbout2016-300 Agrmt - Kronos Inc
KRONOS
ORDER FORM
Quote#: 548881 - 1 Order Type: Upgrade US
Expires: 31-DEC-2016 Date: 25-OCT-2016
Sales Executive: Bodley, Eileen M Page: 1/2
Bill To: ASHLAND POLICE Ship To: Attn:Tighe O'Meara
1155 EAST MAIN ST ASHLAND POLICE
ASHLAND 1155 EAST MAIN ST
OR 97520 ASHLAND
United States OR 97520
United States
Solution ID: 6105916 Contact: Chief Tighe O'Meara
Email: tighe.omeara@ashland.or.us
Ship To Phone:
Payment Terms: N30 .~..~.~,e. ~.~~w~_~......~~..~..._._~...a_~~ FOB:, Shipping Point n..~ ~ Currency: USD Ship Method:
Customer PO Number: Freight Term: Prepay & Add
Order Notes:
Kronos will invoice Customer each month in arrears for Workforce TeleStaff IVR service usage fees for the total actual number of metered minutes used
each month (the "Minute Usage Fee") at a rate of $0.13 per minute.
Your Kronos solution includes:
SOFTWARE
WORKFORCE TELESTAFF IVR SERVICE 1
Total Price 0.00
SUPPORT SERVICES
A PLATINUM SUPPORT SERVICE 1 YR 0.00
Total Price 0.00
*Support values listed above are total for all applicable products in each section of this order form
QUOTE SUMF1
a ae m,.
Subtotal
0.00
Deposit 0.00
Tax
0.00
Kronos Time & Attendance Scheduling Absence Management • HR & Payroll • Hiring Labor Analytics
Kronos Incorporated 297 Billerica Road Chelmsford. MA 01824 (800) 225-1561 (978) 250-9800 www kronos corn
,A
Quote#: 548881 - 1 Page: 2/2
ASHLAND POLI E Kronos Incorporated
Signature: 4 0 14A Signature:
ia
Name: T Ghe o " heOl-a. Name:
Title: GI~11 Title: U5. ~ r cli-01e f`+t C l b~r«
Effective Date: I I(Inc Effective Date: 11 / 1
Invoice amount will reflect deposit received. All professional services are billed as delivered with a payment term of Net Upon Receipt. Unless otherwise
ndicated above, this order is subject to the attached terms and conditions which the customer acknowledges have been read. THIS ORDER IS SUBJECT
TO APPLICABLE TAXES. THE TAX AMOUNT SHOWN ON THIS ORDER IS ONLY AN ESTIMATE. THE ACTUAL TAX AMOUNT TO BE PAID BY
CUSTOMER WILL BE SHOWN ON CUSTOMER'S INVOICE. The JBoss® Enterprise Middleware components embedded in the Software are subject to the
End User License Agreement found at http://www.redhat. com/licensesljboss_eu/a.htm/. Shipping and handling charges will be reflected on the final invoice.
Kronos I Time & Attendance • Scheduling • Absence Management • HR & Payroll • Hiring • Labor Analytics
Kronos Incorporated 297 Billerica Road Chelmsford. MA 01824 (800) 225-1561 (978) 250-9800 www kronos corn
KDONOS.
i,
ORDER FO
Quote#: 548865 - 1 Order Type: Upgrade US
Expires: 31-DEC-2016 Date: 25-OCT-2016
Sales Executive: Alabiso, Steven Page: 1/2
Bill To: ASHLAND POLICE Ship To: Attn:Tighe O'Meara
1155 EAST MAIN ST ASHLAND POLICE
ASHLAND 1155 EAST MAIN ST
OR 97520 ASHLAND
United States OR 97520
United States
Solution ID: 6105916 Contact: Chief Tighe O'Meara
Email: tighe.omeara@ashland.or.us
Ship To Phone:
Payment Terms: N30 FOB: Shipping Point
Currency: USD Ship Method:
Customer PO Number: Freight Term: Prepay & Add
Order Notes:
Customer will continue support on the Telestaff Web Access V2-TSG Hosted and Telestaff Web Timecard V2 product. Customer may renew or terminate the
Telestaff Web Access V2-TSG Hosted and Telestaff Web Timecard V2 product support services in accordance with the terms of the Agreement.
Your Kronos solution includes:
SOFTWARE
a
WORKFORCE TELESTAFF GLOBAL ACCESS V5 40
Total Price 1,000.00
SUPPORT SERVICES
6W U,
PLATINUM SUPPORT SERVICE 1 YR 250.00
Total Price 250.00
*Support values listed above are total for all applicable products in each section of this order form
PROFESSIONAL E UC r A SERVICES
tie.
PROFESSIONAL SERVICES - TELESTAFF 6 Hours 1,080.00
Project Manager 2 Hours 180.00
Solution Consultant 4 Hours 180.00
PROFESSIONAL SERVICES - TECHNICAL SERVICES TELESTAFF 11 Hours 215.00 2,365.00
Technology Consultant 11 Hours 215.00
KNOWLEDGE PASS 1 Each 0.00 0.00
ED SERVICES SUBSCRIPTION 1 Contract 575.00 575.00
Total Price 4,020.00
Kronos Time & Attendance • Scheduling • Absence Management • HR & Payroll • Hiring Labor Analytics
Kronos Incorporated 297 Billerica Road Chelmsford. MA 01824 (800) 225-1561 (978) 250-9800 www kronos com
KRONOSx
Quote#: 548865 - 1 Page: 2/2
DOTE SU AAR`
Subtotal 5,270.00
Deposit 0.00
Tax
0.00
ASHLAND POLI Kronos Incorporated
Signature: Signature: L,-
Name: T1C ~flf C~~ Mear "d Name: K9_1 6 r L„, t A-f
r
Title: Title: bt"~~dc
Effective Date: 1\ Itz Effective Date: f ! I t ! 4. 1 141 Invoice amount will reflect deposit received. All professional services are billed as delivered with
a payment term of Net Upon Receipt. Unless otherwise
indicated above, this order is subject to the attached terms and conditions which the customer acknowledges have been read. THIS ORDER IS SUBJECT
TO APPLICABLE TAXES. THE TAX AMOUNT SHOWN ON THIS ORDER IS ONLYAN ESTIMATE. THE ACTUAL TAX AMOUNT TO BE PAID BY
CUSTOMER WILL BE SHOWN ON CUSTOMER'S INVOICE. The JBoss® Enterprise Middleware components embedded in the Software are subject to the
End User License Agreement found at http://www.redhat.com/licenses/jboss eula.html.Shipping and handling charges will be reflected on the final invoice.
Kronos I Time & Attendance • Scheduling • Absence Management • HR & Payroll • Hiring • Labor Analytics
Kronos Incorporated 297 Billerica Road Chelmsford. MA 01824 (800) 225-1561 (978) 250-9800 www kronos corn
Kronos Incorporated
297 Billerica Road
Chelmsford, NIA 01824 Page: 1 / 5
Phone: (978)250-9800
KRONOS SALES, SOFTWARE LICENSE AND SERVICES AGREEMENT Rev KR-02281 1.1
Customer and Kronos agree that the terms and conditions set forth in this Agreement shall apply to all Kronos Equipment, Software, Professional and Educational Services,
Support, and such other Kronos offerings, as specified on an order form (an "Order Form") signed by the parties which expressly references this Agreement (or is signed
contemporaneously hereto).
Kronos and Customer hereby agree that the teens and conditions of this Agreement apply to any Order Fonn executed by Kronos and Customer which expressly
references this Agreement (including any Order Form signed contemporaneously with this Agreement regardless of the appearance of any express reference to this
Agreement). Either party may discontinue use of this Agreement for future orders upon thirty (30) days prior written notice to the other party, provided however that any
Order Form signed by the parties prior to the effective date of such notice shall remain in effect unless otherwise specifically terminated in accordance with the terns of
this Agreement. Kronos may require additional teens and conditions for the sale or license of products or services not contemplated by this Agreement (including without
limitation those that may be related to international services) provided that no such additional terns and conditions shall be binding upon Customer without Customer's
prior written consent. Notwithstanding, Kronos will not be obligated to accept or approve an order for any products or services for which such additional teens and
conditions are required. All orders are subject to the approval of Kronos' corporate office in Chelmsford, Massachusetts This Agreement and the Order Form shall
supersede the pre-printed terns of any Customer purchase order or other Customer ordering document, and no such Customer pre-printed terms shall apply to the items
ordered.
1. PAYMENT AND DELIVERY
Unless otherwise set forth in this Agreement, payment teens are indicated on the Order Form or other contemporaneous ordering document containing product-specific
payment terms signed by the parties. Delivery terms are as stated on the Order Form ("Delivery") Kronos will invoice Customer for products upon Delivery. Unless
otherwise set forth on the Order Form, Professional and Educational Services are provided on a time and materials basis, invoiced monthly as rendered. Customer agrees
to pay all applicable taxes levied or based on the products, services or other charges hereunder, including state and local sales and excise taxes, and any taxes or amount in
lieu thereof paid or payable by Kronos, exclusive of taxes based on net income. Customer agrees to pay a late charge of one percent (l per month, (but not in excess of
the rate allowed by law), on any overdue amounts not the subject of a good faith dispute. If full payment is not made within 90 days of final payment due date, Customer is
responsible for all expenses, including legal fees, incurred by Kronos for collection.
2. GENERAL LICENSE TERMS
Kronos owns or has the right to license the Software. The Software and Software documentation are confidential and may not be disclosed to a third party without Kronos'
written consent. The Software contains proprietary trade secret technology. Unauthorized use and copying of such Software is prohibited by law, including United States
and foreign copyright law. The price Customer pays for a copy of the Software constitutes a license fee that entitles Customer to use the Software as set forth below. Kronos
grants to Customer a non-exclusive, nontransferable, perpetual (except as provided herein) license to use the Software. This license may be terminated by Kronos by
written notice to Customer upon any material breach of this Agreement by Customer which remains uncured for a period of thirty (30) days after such written notice from
Kronos. Upon such termination of this license by Kronos, Customer will have no further right to use the Software and will return the Software media to Kronos and destroy all
copies of the Software (and related documentation) in Customer's possession or control. This license is subject to all of the terns of this Agreement.
3. FEE BASED LIMITATIONS
Customer recognizes and agrees that the license to use the Software is limited, based upon the amount of the license fee paid by Customer. Limitations, which are set forth
on the Order Form, may include the number of employees, simultaneous or active users, Software product modules, Software features, computer model and serial number
and partition, and/or the number of telephone lines or terminals to which the Software is permitted to be connected. Customer agrees to: i) use the Software only for the
number of employees, simultaneous or active users, computer model, partition and serial number, and/or terminals permitted by the applicable license fee; ii) use only the
product modules and/or features permitted by the applicable license fees; and iii) use the Software only in support of Customer's own business. Customer agrees not to
increase the number of employees, simultaneous or active users, partitions, terminals, products modules, features, or to upgrade the model, as applicable, unless and until
Customer pays the applicable fee for such increase/upgrade. Customer may not relicense or sublicense the Software to, or otherwise pen-nit use of the Software (including
timesharing or networking use) by any third party. Customer may not provide service bureau or other data processing services that make use of the Software without the
express prior written consent of Kronos.
4. OBJECT CODE ONLY
Customer may use the computer programs included in the Software (the "Programs") in object code form only, and shall not reverse compile, disassemble or otherwise convert
the Programs into uncompiled or unassembled code. The Programs include components owned by third parties. Such third party components are deemed to be Software
subject to this Agreement. Customer shall not use any of the Programs (or the data models therein) except solely as part of and in connection with the Software and as
described in the published documentation for such Software. Customer shall indemnify and hold harmless Kronos for all damages or liability caused by Customer's
failure to comply with the foregoing restriction.
5. PERMITTED COPIES
Customer may copy the Programs as reasonably necessary to load and execute the Programs and for backup and disaster recovery and testing purposes only, except for
additional copies of the Teletime Software and the Kronos iSeries (which must be licensed separately). All copies of the Programs or any part thereof, whether in printed or
machine readable form and whether on storage media or otherwise, are subject to all the teens of this license, and all copies of the Programs or any part of the Programs shall
include the copyright and proprietary rights notices contained in the Programs as delivered to the Customer.
6. UPDATES
In the event that Kronos supplies Service Packs, Point Releases and Major Releases (including legislative updates if available) of the Software (collectively referred to as
"Updates" such Updates shall be part of the Software and the provisions of this license shall apply to such Updates and to the Software as modified thereby.
T EXPORT
Customer acknowledges that the Equipment and Software may be restricted by the United States Government or by the country in which the Equipment or Software is
installed from export to certain countries and certain organizations and individuals, and agrees to comply with such laws. Customer agrees to comply with all applicable
laws of all of the countries in which the Equipment and Software may be used by Customer and shall indemnify Kronos for any noncompliance which results in damages
or liability for Kronos. Customer's obligations hereunder shall survive the termination or expiration of this Agreement. Customer must obtain Kronos prior written
consent before exporting the Software.
8. FIRMWARE
Customer may not download firmware updates for the Kronos Equipment unless Customer is maintaining such Equipment under a support plan with Kronos. If Customer is
not maintaining the Equipment under a support plan with Kronos, Kronos shall have the right to verify Customer's Kronos Equipment to determine if Customer has
downloaded any firmware to which Customer is not entitled. If Customer has downloaded firmware for the Kronos Equipment to which Customer is not entitled,
Kronos Incorporated
297 Billerica Road
Chelmsford, ;CIA 01824 Page: 2 / 5
Phone: (978)250-9800
Customer shall be responsible to pay Kronos for such updated firmware in accordance with Kronos' then-current support policies.
9. TRAINING POINTS
Training Points which are purchased by Customer may be redeemed for an equivalent value of instructor-led training sessions offered by Kronos. Available instructor-led
sessions are listed at h!t customer.Kronos.com and each session has the Training Points value indicated. Training Points may be redeemed at any time within 12 months of
the date of the applicable Order Form, at which time they shall expire. Training Points may not be exchanged for other Kronos products and/or services. Kronos will
invoice Customer for the Training Points identified in the Order Form upon execution of such Order Form with payment due upon the payment terns indicated in such
Order Form.
10. ACCEPTANCE
For Customer's initial purchase of each Equipment and Software product Kronos shall provide an acceptance test period (the "Test Period") that commences upon
Installation. Installation shall be defined as: a.) the Equipment, if any, is mounted; b.) the Software is installed on Customer's server(s); and c.) implementation team
training, if any, is complete. During the Test Period, Customer shall determine whether the Equipment and Software meet the Kronos published electronic documentation,
("Specifications").
The Test Period shall be for 30 days. If Customer has not given Kronos a written deficiency statement specifying how the Equipment or Software fails to meet the
Specifications ("Deficiency Statement') within the Test Period, the Equipment and Software shall be deemed accepted. If Customer provides a Deficiency Statement within
the Test Period, Kronos shall have 30 days to correct the deficiency, and Customer shall have an additional 30 days to evaluate the Equipment and Software. If the
Equipment or Software does not meet the Specifications at the end of the second 30 day period, either Customer or Kronos may terminate this Agreement. Upon any such
termination, Customer shall return all Equipment and Software (and related documentation) to Kronos, and Kronos shall refund any monies paid by Customer to Kronos
for the returned Equipment and Software. Neither party shall then have any further liability to the other for the products that were the subject of the Acceptance Test.
11. LIMITED WARRANTY
Kronos warrants that all Kronos Equipment and Software media shall be free from defects in materials and workmanship, for a period of ninety (90) days from Delivery. In the
event of a breach of this warranty, Customer's exclusive remedy shall be Kronos' repair or replacement of the deficient Equipment and/or Software media, at Kronos'
option, provided that Customer's use, installation and maintenance thereof have conformed to the Specifications This warranty is extended to Customer only and shall not
apply to any Equipment (or parts thereof) or Software media in the event of.
(a) damage, defects or malfunctions resulting from misuse, accident, neglect, tampering, (including modification or replacement of any Kronos components on any
boards supplied with the Equipment), unusual physical or electrical stress or causes other than normal and intended use;
(b) failure of Customer to provide and maintain a suitable installation environment, as specified in the Specifications; or
(c) malfunctions resulting from the use of badges or supplies not approved by Kronos.
When using and applying the information generated by Kronos products, Customer is responsible for ensuring that Customer complies with the applicable requirements of
federal and state law. If Customer is licensing Workforce Payroll Software or Workforce Absence Management Software: (i) Customer is solely responsible for the
content and accuracy of all reports and documents prepared in whole or in part by using such Software, (ii) using such Software does not release Customer of any
professional obligation concerning the preparation and review of such reports and documents, (iii) Customer does not rely upon Kronos, Best Software, Inc. or such
Software for any advice or guidance regarding compliance with federal and state laws or the appropriate tax treatment of items reflected on such reports or documents, and
(iv) Customer will review any calculations made by using such Software and satisfy itself that those calculations are correct.
12. INDEMNIFICATION
Kronos agrees to indemnify Customer and to hold it hannless from and against any and all claims, costs, fees and expenses (including reasonable legal fees) relating to
actual or alleged infringement of United States or Canadian patents or copyrights asserted against Customer by virtue of Customer's use of the Software as delivered and
maintained by Kronos, provided that: i) Kronos is given prompt written notice of any such claim and has sole control over the investigation, preparation, defense and
settlement of such claim; and, ii) Customer reasonably cooperates with Kronos in connection with the foregoing and provides Kronos with all information in Customer's
possession related to such claim and any further assistance as reasonably requested by Kronos. Kronos will have no obligation to indemnify Customer to the extent any
such claim is based on the use of the Software with software or equipment not supplied by Kronos. Should any or all of the Software as delivered and maintained by
Kronos become, or in Kronos' reasonable opinion be likely to become, the subject of any such claim, Kronos may at its option: i) procure for Customer the right to
continue to use the affected Software as contemplated hereunder; ii) replace or modify the affected Software to make its use non-infringing; or iii) should such options not
be available at reasonable expense, tenminate this Agreement with respect to the affected Software upon thirty (30) days prior written notice to Customer. In such event of
termination, Customer shall be entitled to a pro-rata refund of all fees paid to Kronos for the affected Software, which refund shall be calculated using a five year straight-
line depreciation commencing with the date of the relevant Order. Additionally, Kronos agrees to be liable for tangible property damage or personal injury caused solely
by the negligence or willful misconduct of its employees.
13. PROFFESSIONAL AND EDUCATIONAL SERVICES
(a) TRAVEL EXPENSES
Customer agrees to reimburse Kronos for all reasonable and necessary travel incurred by Kronos in the perfonnance of any professional and/or educational services,
provided that such travel complies with the then current Kronos Travel and Expense Policies. Customer further agrees to pay any travel expenses such as airfare, lodging,
meals and local transportation, plus an administrative fee of ten percent (10%) of the amount of such travel expenses, incurred by Kronos to deliver purchased professional
services and/or educational services in accordance with the Kronos Travel and Expense Policies. Customer will be billed by Kronos for such travel expenses and payment
thereof shall be due net 30.
(b) ENGAGEMENTS
Unless otherwise indicated on the Order Form, Professional and Educational Services ("Professional Services") shall be provided on a time and material basis at the rates
set forth in the Order Form. If a dollar limit is stated in the Order Fonn or any associated statement of work ("SOW"), the limit shall be deemed an estimate for
Customer's budgeting and Kronos' resource scheduling purposes. After the dollar limit is expended, Kronos will continue to provide Professional Services on a time and
materials basis, if a Change Order or Schedule of Services for continuation of the Professional Services is signed by the parties.
(c) WARRANTY
Kronos warrants that all professional and educational services performed under this Agreement shall be performed in a professional and competent manner. In the event that
Kronos breaches this warranty, and Customer so notifies Kronos within 30 days of receipt of invoice for the applicable services, the Customer's sole remedy and Kronos'
Kronos Incorporated
297 Billerica Road
Chelmsford, NIA 01824 Page: 3 / 5
Phone: (978)250-9800
exclusive liability shall be to re-perform the services which were deficient in a manner so as to conform to the foregoing warranty, at no additional cost to Customer.
(d) KRONOS PROFESS IONAL/EDUCATIONAL SERVICES POLICIES
Kronos' then-current Professional/Educational Services Policies shall apply to all Professional and/or Educational Services purchased under the applicable SOW and may be
accessed at: http: vktvvv.kronos.com~Support /PmfcssionalScrvicesFn,Ta ementPolici("s htm ("Professional Services Policies"). In the event of a conflict between the
Professional Services Policies and this Agreement, the terns of this Agreement shall prevail.
14. SOFTWARE SUPPORT SERVICES
(a) SUPPORT OPTIONS
Customer may select from the following Software support purchase options: Gold (or Gold Plus) and Platinum (or Platinum Plus) support ("Service Type'), each
providing different service coverage periods and/or service offerings, as specified herein (`Service Offerings") and in the Kronos Support Service Policies (defined below).
Customer must purchase the same Service Type for all of the Software specified on the Order Form, (however, if Customer is purchasing support services for Visionware
Software, Customer may only purchase Gold Service Type for the Visionware Software). All Updates shall be provided via remote access. Customer may purchase
support services for Equipment in accordance with the terms and conditions of Kronos' standard Equipment Support Services Agreement a copy of which is available
upon request and is located at: http Ntiw,v kronor comil etzal'I quipment~u~x~rt-~~~r ash. .
(b) EXTENDED SUPPORT PROGRAM (DELL SERVERS)
Customers purchasing the Extended Support Program (as indicated on the Order Form) for their Dell servers purchased from Kronos shall receive a specialized, bundled
set of Kronos Support Services. Because of the specialized nature of these services, the ternis and conditions located at
Imp: !\ti a v~.kronos.coni ECLa1 Supplemental I erms aspv shall supersede the provisions of this Agreement for the Extended Support Program.
(c) TERM OF SOFTWARE SUPPORT
Unless otherwise indicated on the Order Form, support service shall commence on the Software Delivery date and shall continue for an initial tern of one (1) year.
Support service shall automatically renew for additional one year terns on the anniversary date of its commencement date, unless either party notifies the other in writing sixty
(60) days prior to that anniversary renewal date. After the one year initial tern of this Agreement, the Service Offerings provided and the Service Coverage period are
subject to change by Kronos with sixty (60) days advance written notice to Customer. For the initial two (2) renewal years the annual support fee, for the same products
and service type, will not increase by more than 4% over the prior ,year's annual support fee
(d) GOLD SERVICE OFFERINGS
Customer shall be entitled to receive:
(i) Updates for the Software (not including any Software for which Kronos charges a separate license fee), provided that Customer's operating system and equipment
meet minimum system configuration requirements, as reasonably detennined by Kronos. If Customer requests Kronos to install such Updates or to provide retraining,
Customer agrees to pay Kronos for such installation or retraining at Kronos' then-current time and materials rate.
(ii) Telephone and/or electronic access to the Kronos Global Support Center for the logging of requests for service during the Service Coverage Period. The Service
Coverage Period for the Gold Service Offering is 8:00 a.m. to 8:00 p.m., local time, Monday through Friday, excluding Kronos holidays.
(iii) Web-based support including access to Software documentation, FAQ's, access to Kronos knowledge base, Customer forums, and e-case management. Such
offerings are subject to modification by Kronos. Current offerings can be found at httf vk«~~.kronos.com Seeices~support-ser%ices.aspX .
(iv) Web-based remote diagnostic technical assistance which may be utilized by Kronos to resolve Software functional problems and user problems during the Service
Coverage Period.
(v) Access to specialized content as and when made available by Kronos such as technical advisories, learning quick tips, brown bag seminars, technical insider tips,
SHRM e-Learning, HR Payroll Answerforce and service case studies.
(e) PLATINUM AND PLUS SERVICE OFFERINGS:
Platinum: In addition to the Service Offerings specified for the Gold Service Offering above, the Service Coverage Period for the Platinum Service Offering is 24 hours a
day, seven days a week, 365 days a year.
Plus option: In addition to the Service Offerings specified for the Gold Service Offering above, customers purchasing the Plus option shall receive the services of a
dedicated, but not exclusive, Kronos Technical Account Manager ("TAM") for one production instance of the Software. Customers purchasing the Gold-Plus option shall
designate up to one primary and one secondary backup technical contacts ("Technical Contacts") to be the sole contacts with the TAM, while customers purchasing the
Platinum-Plus option shall designate up to two primary and three secondary backup Technical Contacts. Upon request, Customer may designate additional and/or backup
Technical Contacts. Customer is required to place all primary Technical Contacts through Kronos product training for the Software covered under this Agreement at
Customer's expense.
Customers purchasing the Platinum-Plus option shall also receive a one day per year visit to be performed at the Customer location where the Software is installed. During
this onsite visit, Kronos shall work with Customer to identify ways to help Customer increase functionality or maximize utilization of the Software in Customer's specific
environment. Customer must be utilizing the then-current version of the Software. Travel and expenses are not included and shall be paid by Customer.
(0 PAYMENT
Customer shall pay annual support charges for the initial tenn in accordance with the payment teens on the Order Form and for any renewal tenn upon receipt of invoice.
Customer shall pay additional support charges, if any, and time and material charges upon receipt of invoice.
(g) ADDITION OF SOFTWARE
Additional Software purchased by Customer during the initial or any renewal tenn shall be added to this Agreement at the same support option as the then current Software
support coverage in place under these terns. Customer agrees to pay the charges for such addition, and any such addition shall be automatically renewed as provided in these
terms.
(h) RESPONSIBILITIES OF CUSTOMER
Customer agrees (i) to provide Kronos personnel with full, free and safe access to Software for purposes of support, including use of Kronos' standard remote access
Kronos Incorporated
297 Billerica Road
Chelmsford, NIA 01824 Page: 4 / 5
Phone: (978)250-9800
technology, if required; (ii) to maintain and operate the Software in an environment and according to procedures which conform to the Specifications; and (iii) not to allow
support of the Software by anyone other than Kronos without prior written authorization from Kronos. Failure to utilize Kronos' remote access technology may delay
Kronos' response and/or resolution to Customer's reported Software problem. If Customer requires the use of a specific remote access technology not specified by Kronos,
then Customer must purchase the Plus option to receive support and provide Kronos personnel with full, free and safe access to the remote access hardware and/or
software.
(i) DEFAULT
Customer shall have the right to terminate Kronos support services in the event that Kronos is in breach of the support services warranty set forth below and such breach is
not cured within fifteen (15) days after written notice specifying the nature of the breach. In the event of such tennination, Kronos shall refund to Customer on a pro-rata
basis those pre-paid annual support fees associated with the unused portion of the support tern. Kronos reserves the right to terminate or suspend support service in the event
the Customer is in default under this Agreement with Kronos and such default is not corrected within fifteen (15) days after written notice. In addition, the support services will
terminate and all charges due hereunder will become immediately due and payable in the event that Customer ceases to do business as a going concern or has its assets
assigned by law.
0) WARRANTY
Kronos warrants that all support services shall be performed in a professional and competeni. manner.
(k) KRONOS SUPPORT SERVICE POLICIES
Kronos' then-current Support Services Policies shall apply to all Support Services purchased and may be accessed at:
http: wutv.klonos.a1mSuL~1x0rt'StlpportSerricesPolicics.htill ("Support Policies"). In the event of a conflict between the Support Policies and this Agreement, the terns of
this Agreement shall prevail.
15. KNOWLEDGEPASS EDUCATION SUBSCRIPTION:
The parties hereby agree that the following terms shall apply to Customer's purchase of the Kronos KnowledgePass Education Subscription only, if specified on the Order
Form:
(a) Scope: The KnowledgePass Education Subscription is available to customers who are licensing Kronos' Workforce Central and iSeries Timekeeper Software products
and who are maintaining such products under a support plan with Kronos. The KnowledgePass Education Subscription provides access via the intemet to certain educational
offerings provided by Kronos (the `KnowledgePass Content'"), including
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(b) Tenn of Subscription: The KnowledgePass Education Subscription shall run co-ternlinously with Customers Software Support, and shall renew for additional one (I) year
terns provided Customer renews its KnowledgePass Education Subscription as provided below.
(c) Payment: Customer shall pay the annual subscription charge for the initial tenn of the KnowledgePass Education Subscription in accordance with the payment terns on
the Order Form. Kronos will send Customer a renewal invoice for renewal of the KnowledgePass Education Subscription at least forty five (45) days prior to expiration of the
then current term. KnowledgePass Education Subscription shall renew for an additional one (1) year tern if Customer pays such invoice before the end of the initial tern or
any renewal term.
(d) Limitations: Customer recognizes and agrees that the KnowledgePass Content is copyrighted by Kronos. Customer is pennitted to make copies ofthe KnowledgePass
Content provided in *pdf form solely for Customer's internal use and may not disclose such KnowledgePass Content to any third party other than Customer's employees.
Customer may not edit, modify, revise, amend, change, alter, customize or vary the KnowledgePass Content without the written consent of Kronos, provided that
Customer may download and modify contents of Training Kits solely for Customer's internal use.
(e) Train-the-Trainer Program (TTT): Certification under the Train-the-Trainer Program is -,alid only for the point release of the Software for which the TTT Program is
taken, and covers only the Customer employee who completes the TTT Program.
16. CONFIDENTIAL INFORMATION
"Confidential Information" is defined as information that is i) disclosed between the parties after the date of this Agreement that is considered confidential or proprietary to the
disclosing party; and it) identified as "confidential" at the time of disclosure, or would be reasonably obvious to the receiving party to constitute confidential information
because of legends or other markings, by the circumstances of disclosure or the nature of the information itself. Additionally, the terms, conditions and pricing contained in
this Agreement and the Order Form, the Software (and Software documentation), and the Specifications shall be deemed to be Kronos' Confidential Information Each
party shall protect the Confidential Information of the other party with at least the same degree of care and confidentiality, but not less than a reasonable standard of care,
which such party utilizes for its own information of similar character that it does not wish disclosed to the public. Neither party shall disclose to third parties (except the
parent company or the wholly owned subsidiaries of the receiving party who have a need to know) the other party's Confidential Information, or use it for any purpose not
explicitly set forth herein, without the prior written consent of the other party. The obligation of confidentiality shall survive for three (3) years after the disclosure of such
Confidential Information.
This Agreement imposes no obligation upon either party with respect to the other party's Confidential Information which the receiving party can establish by legally
sufficient evidence: (a) was rightfully possessed by the receiving party without an obligation to maintain its confidentiality prior to receipt from the disclosing party, (b) is
generally known to the public without violation of this Agreement; (c) is obtained by the receiving party in good faith from a third party having the right to disclose it without
an obligation with respect to confidentiality; (d) is independently developed by the receiving party without use of the disclosing party's confidential information, which can
be shown by tangible evidence; or (e) was required to be disclosed by applicable law; provided that the receiving party notifies the disclosing party of such requirement prior to
disclosure, and provided further that the receiving party makes diligent efforts to limit disclosure.
17. MARKETING ACTIVITIES
Customer agrees that Kronos may use Customers name as part of Kronos' published customer lists. Upon Kronos' request, Customer will participate in mutually
beneficial marketing and public relations activities with Kronos. All content shall be subject to the prior review and approval of Customer, such approval not to be
Kronos Incorporated
297 Billerica Road
Chelmsford, MA 01824 Page: 5 / 5
Phone: (978)250-9800
unreasonably withheld.
18. LIMITATION OF LIABILITY
CUSTOMER'S EXCLUSIVE REMEDIES AND KRONOS' SOLE LIABILITY FOR ANY KRONOS BREACH OF THIS AGREEMENT ARE EXPRESSLY STATED
HEREIN. EXCEPT AS PROVIDED IN THIS AGREEMENT, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE EXCLUDED.
EXCEPT FOR KRONOS' INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS AGREEMENT, IN NO EVENT SHALL KRONOS' OR ITS PARENTS',
SUBSIDIARIES', AFFILIATES', OR THIRD PARTY LICENSOR'S LIABILITY TO A CUSTOMER, HOWSOEVER CAUSED, EXCEED THE VALUE OF THE
ORDER WHICH GIVES RISE TO THE CLAIM, AND IN NO EVENT WILL KRONOS OR ITS PARENTS, SUBSIDIARIES AFFILIATES OR THIRD PARTY
LICENSORS BE LIABLE FOR LOST PROFITS, LOST DATA OR ANY OTHER INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THIS
AGREEMENT WHETHER SUCH CLAIM IS BASED ON WARRANTY, CONTRACT, TORT OR THE EXISTENCE, FURNISHING, FUNCTIONING OR
CUSTOMER'S SPECIFIC USE OF, OR INABILITY TO SO USE, ANY EQUIPMENT, SOFTWARE OR SERVICES PROVIDED FOR IN THIS AGREEMENT
19. GENERAL
(a) This Agreement shall be governed by Massachusetts law. The parties waive the application of the United Nations Commission on International Trade Law and United
Nations Convention on Contracts for the International Sale of Goods as to the interpretation or enforcement of this Agreement.
(b) The invalidity or illegality of any provision of this Agreement shall not affect the validity of any other provision. The parties intend for the remaining unaffected
provisions to remain in full force and effect.
(c) Customer shall not assign this Agreement or the license to the Software without the prior written consent of Kronos and any purported assignment, without such
consent, shall be void.
(d) Neither party shall be liable for failures or delays in performance due to causes beyond its reasonable control, including war, strikes, lockouts, fire, flood, stone or
other acts of God. Both parties agree to use their best efforts to minimize the effects of such failures or delays.
(e) All notices given under this Agreement shall be in writing and sent postage pre-paid, if to Kronos, to the Kronos address on the Order Form, or if to Customer, to the
billing address on the Order Form.
(f) No action, regardless of form, may be brought by either party more than two (2) years after the cause of action has arisen.
(g) The section headings herein are provided for convenience only and have no substantive effect on the construction of this Agreement.
(h) The parties agree that if this Agreement is delivered via fax or electronically delivered via email it shall constitute a valid and enforceable agreement.
(i) This Agreement and any information expressly incorporated herein (including information contained in any referenced URL), together with the applicable Order Form,
constitute the entire agreement between the parties for the products and services described herein and supersede all prior or contemporaneous representations, negotiations,
or other communications between the parties relating to the subject matter of this Agreement. This Agreement may be amended only in writing signed by authorized
representatives of both parties. Customer understands and acknowledges that while Kronos may disclose to customers certain confidential information regarding general
product development direction, potential future products and/or product enhancements under consideration, Customer is not entitled to any products or product
enhancements other than those contained on the Order Form. Customer has not relied on the availability of any future version of the Software or Equipment identified on an
Order Form, nor any other future product in executing this Agreement.
0) Use, duplication, or disclosure by the United States Government is subject to restrictions as set forth in subparagraph (c) (1) (ii) of the Rights in Technical Data and
Computer Software clause at DFARS 252.227-7013, or subparagraph (c)(1)(2) of the Commercial Computer Software Restricted Rights clause at FAR 52227-19, as
applicable. Manufacturer/distributor is Kronos Incorporated, 297 Billerica Road, Chelmsford, MA.
DATED: l n
CUSTOMER:
BY:_ d~
NAME:
TiGhc O' M~ar~
TITLE: ChIe-4
KRONOS ADDENDUM
WORKFORCE TELESTAFF IVR SERVICE
(Licensed or User Based)
This is an Addendum to the agreement between Kronos and Customer governing those certain Kronos
Workforce Telestaff software applications whether on a perpetual license basis or in a software as a
service model (the "Agreement") between Ashland Police ("Customer") and Kronos.
The parties hereby agree that the following terms and conditions are supplemental terms and conditions
to the Agreement and are applicable to the Workforce Telestaff IVR offering ("Telestaff IVR"), a
subscription service Kronos is authorized to resell. Telestaff IVR can be ordered either on a licensed basis
with Port (in which case Telestaff IVR is only available with a perpetual license to Workforce Telestaff and
is not hosted by Kronos) ("Workforce Telestaff IVR License Per Port") or on a per minute basis
("Workforce Telestaff IVR Service"). The applicable designation for Telestaff IVR will be indicated on the
applicable Order Form.
1. Description. Telestaff IVR is an Interactive Voice Response (IVR) solution, provided solely for Customer's
internal use, by which Customer may initiate phone calls to staff members to fill vacancies or receive
notifications of work opportunities for employees who are licensed to use the Kronos Workforce
Telestaff° product. Each exchanged message (notice, response, confirmation, denial) shall be considered
an "Interaction."
2. Maintenance.
Telestaff IVR maintenance will entitle Customer to Telestaff IVR phone support and software updates and
shall commence upon the execution of the Order Form. For Workforce Telestaff IVR Service, maintenance
will be provided at the same level of support as Customers Workforce Telestaff product at no additional
charge. For Workforce Telestaff IVR License Per Port, if Customer wants maintenance for the Workforce
Telestaff IVR License Per Port, Customer must purchase maintenance for both Workforce TeleStaff and
Workforce Telestaff IVR License Per Port, and maintenance for Workforce Telestaff IVR License Per Port will
be charged at the same level of support as Workforce TeleStaff (i.e., Gold or Platinum).
3. Implementation. To initiate and setup administration of the required communications, Kronos will
perform the standard implementation of Telestaff IVR, including configuration, as described in the
Statement of Work ("SOW") signed by the Customer. Any additional professional services for non-standard
implementation services will be provided at mutually agreed upon rates subject to a separate Order Form or
a separate statement of work mutually agreed upon by both parties.
4. Payment. Kronos will invoice Customer for the Telestaff IVR implementation/configuration professional
services fees set forth in the applicable SOW and Order Form, pursuant to the Agreement and on the
payment terms set forth therein. Kronos will invoice Customer as follows: (i) for the license fees and annual
maintenance associated with the Workforce Telestaff IVR License Per Port, upon execution of the Order
Form; or (ii) each month in arrears for the Workforce Telestaff IVR Service usage fees for the total actual
number of metered minutes used each month (the "Minute Usage Fee") at a rate of $0.13 per minute,
subject to Section 7 below. Customer's right to begin using the service shall begin upon activation of the
service after implementation/configuration.
Unless otherwise indicated on the Order Form, Customer will pay invoices issued by Kronos hereunder
within thirty (30) days of receipt.
5. Restrictions on Telestaff IVR Services; Additional Responsibilities. Customer agrees that Telestaff IVR has
not been designed for, and may not be used as, a means to connect with 911 or E911 emergency services.
Kronos shall have no liability for any delays, failures or unavailability of Telestaff IVR due to transmission
or other delays, errors or problems beyond Kronos' control, or any other interruptions caused by the
mobile communications network and/or mobile devices. Use of Telestaff IVR is subject to the software
license terms set forth in the Agreement as well as the provider's Acceptable Use Policy found at:
Rev 01222016
http://voxeo.com/aup and Customer agrees that it shall be liable for all loss, damage or injury that may
result from Customer's failure to abide by such Policy. Customer acknowledges that communications
occurring through Telestaff IVR may be subject to standard mobile carrier policies or government
regulatory requirements for mobile communications.
6. Telestaff IVR Security. The Telestaff IVR service relies upon a third party hosted communication platform.
Accordingly, notwithstanding any other provision of the Agreement or this Addendum to the contrary,
Customer understands and acknowledges that the exclusive statement of the security protections
provided for i) Interactions by Customer and its employees through Telestaff IVR, and ii) all associated
data, is part of the provider's privacy policy which is subject to change with prior written notice. The
current security statement is as follows:
Security of Your Personal Information
Kronos' provider takes appropriate technical, physical and administrative steps to protect the security of
your information. Access to your personal information is limited only to those employees, contractors or
authorized agents of Kronos and its provider who have authorization to access your personal information
and such access is limited to the extent such information is needed to fulfill the task for which personal
information was collected. While we strive to protect your personal information, we cannot ensure the
security of the information you transmit. We recommend you to take every precaution to protect your
personal information when you are on the Internet. For example, change your passwords often, use a
combination of letters and numbers when creating passwords, and make sure you use a secure browser.
7. Renewal and Termination. The initial term is twelve months commencing upon the execution of the
Order Form. At the expiration of the initial term, unless the Order Form provides as different renewal
period, the term shall automatically renew on an annual basis until terminated in accordance with the
provisions hereof. At any time: (i) Customer may terminate the Telestaff IVR service for convenience
upon thirty (30) days prior written notice, and (ii) Kronos may terminate the Telestaff IVR service for
convenience upon one hundred and twenty (120) days prior written notice. Kronos may increase the per
minute rate upon renewal with sixty (60) days prior written notice for use based Telstaff IVR.
AGREED AND ACCEPTED
CUSTOM ER:
By:
Name: MGY)c LJ~~eara
Title: cn%e-
Date: X/,d,
KRONOS:
By;
Name: I~iaFH,rr, F~r~'
Title: G~ S~Grc , ~I~~: Uf.ti 1 ~O~t asp r
Date: C 3~ 1 tc
Rev 01222016
__._.W.._ .
KRONS
Professior-01 Services Work Oi(",Ier
Customer Name: Ashland Police SID: 6105916
Customer Contact: Lynn Merrifield Phone Number: 541-552-2117
Email Address: Ynn.mernfieldgash and.or.us Currency: USD
Scope: Upgrade TeleStaff Enterprise v2.x to Workforce TeleStaff
Customer is currently on TeleStaff Enterprise v2.x - 40 employees - Upgrade to Workforce TeleStaff - Includes the following:
- Upgrade to Workforce TeleStaff
Production Environment:
1 Application Server, 1 Database, Testing/Validation
Assist with SSL termination
Task Replication
Test Environment:
1 Application Server, 1 Database, Testing/Validation
Includes 1 database upgrade/migration for upgrade testing, a second for production cutover
- Configure Workforce IVR (Hosted)
Does not include:
Upgrade of custom, Rules, Payroll Export File, Gateway Feeds, Reports
- Training
(4) hour new feature training
Any additional time required to assist customer will managed through a mutually agreed upon change order signed by both parties.
t
Professional Services Part # Billing Role Contract Type • Qty. Rate Total Price
9990057-PRO Project Manager Time and Materials Hours 2 $180.00 $360.00
9990079-PRO Technology Consultant Time and Materials Hours 11 $215.00 $2,365.00
9990057-PRO Solution Consultant Time and Materials Hours 4 $180.00 $720.00
Total Professional Services $3,445.00
Sales Executive: Steven Alabiso Create Date: 10/11/2016
Author: Howard Stohlman Expiration Date: 12/30/2016
Purchase Order
Fiscal Year 2017 Page: 1 of: 1
B City of Ashland
ATTN: Accounts Payable
L 20 E. Main Purchase
L Ashland, OR 97520 Order # 404
T Phone: 541/552-2010
O Email: payable@ashland.or.us
V ~S C/O Police Department
E KRONOS, INC. H 1155 East Main Street
N PO BOX 743208
D ATLANTA, GA 30374-3208 P Ashland, OR 97520
O Phone: 541/482-2211
T Fax: 541/488-5351
R O
Vendor-PhohWNUmber - 21V 6-rFRaZENUM r n~~ _ - - - -
714 703-2150 _ Lynn Merrifield
Date Orsier= V6 ndQr AJumtr_~r°
11/07/2016 _ 976 FOB ASHLAND OR City Accounts Pa able
Items = =Qs31r~tLRf ° - - _ - - _ IIe Prtc=
Workforce TeleStaff
1 Upgrade from TeleStaff Enterprise v2 to Workforce TeleStaff, 1 $5,270.0000 $5,270.00
Includes- 1 Application server, 1 Database, Testing/Validation,
Assist with SSL termination, Task Replication, 4-hours of remote
training
GL SUMMARY
060900 - 604160 $5,270.00
Date: f0
Authorized Signature = _ - _ $5 270.00
CITY OF
ASHLAND
REQUISITION Date of request:
Required date for delivery:
Vendor Name Krnnn~ InrnrnnratP-d
Address, City, State, Zip 297 Billerica Road, Chelmsford MA 01824
Contact Name & Telephone Number www.kronos.com (800) 225-1561
Fax Number
SOURCING METHOD
❑ Exempt from Competitive Bidding ❑ Emergency
❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization
❑ AMC 2.50 Date approved by Council: ❑ Written quote or proposal attached
❑ Written quote or proposal attached _ Attach co of council communication -(If council approval required, attach co of CC
❑ Small Procurement Cooperative Procurement
Less than $5,000 ❑ Req_uest for Proposal (Copies on file) ❑ State of Oregon
Date approved by Council:
❑ Direct Award Contract #
❑ Verbal/Written quote(s) or proposal(s) -(Attach copy of council communication) ❑ State of Washington
Intermediate Procurement ® Sole Source Contract #
GOODS & SERVICES ® Applicable Form (#5,6, 7 or 8) ❑ Other government agency contract
$5,000 to $100,000 ® Written quote or proposal attached Agency
❑ (3) Written quotes and solicitation attached ❑ Form #4, Personal Services $5K to $75K Contract #
PERSONAL SERVICES El Special Procurement Intergovernmental Agreement
$5,000 to $75,000 ❑ Form #9, Request for Approval ❑ Agency
❑ Less than $35,000, by direct appointment ❑ Written quote or proposal attached Date original contract approved by Council:
❑ (3) Written proposals/written solicitation Date approved by Council: (Date)
❑ Form #4, Personal Services $5K to $75K Valid until: Date - (Attach copy of council communication)
Description of SERVICES Total Cost
Upgrade from TeleStaff Enterprise v2 to Workforce TeleStaff
Includes: 1 Application server, 1 Database, Testing/Validation, Assist with SSL termination, Task
Replication
4 hours of remote training $5270.00
Item # Quantity Unit Description of MATERIALS Unit Price Total Cost
TOTAL COST
Per attached quote/proposal $
Project Number _ _ _ _ _ _ - _ _ _ Account Number 110-06-09-00-604160
Account Number Account Numbe
*Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures.
IT Director in collaboration with department to approve all hardware and software purchases:
IT Director Date Support -Yes /No
By signing this requisition form, I certify that the City's public contracting requirements have been satisfied.
a„
Employee: b Department Head:
(tqual to or greater than $5,000)
Department Manager/Supervisor: City Administrator:
(Equal to or greater than $25,000)
Funds appropriated for current fiscal year: YES / NO finance, DfireCtbr- (Equal to or greater than $5,000) Date
Comments:
Form #3 - Requisition
CITY OF
~nD ASHLAND
SOLE-SOURCE DETERMINATION AND WRITTEN FINDINGS
GOODS AND SERVICES
Less than $100,000
To: ChiC1 T (,-he _11c,ara. A lori,d Police Delpari®7iew
From: 1'0770.x'770'07~~r~11e1
Date: Oci0bcr 12. '010
Re: Sole Source Determination and Written Findings for Goods and Services
In accordance with AMC 2.50.090(F), the Department Head shall determine in writing that there
is only one provider of a product or service of the quality and type required available.
Estimated total value of contract: S.52 0.00
Project name: s "orkf )rce TcleSiafl'
Description of goods and services: t)) 7°ade Te1e,~1gt1'E771c77?rise 1'2- 10 1'Vorl force TeleSlaff
U, radcd ivi-si017 irotdd (111011. It.5 i0 sin7Plif~~ od17` ct17're771 ~7'occ~ss bV 07711` Z7si77a one j)ro ra777
(c111're17111' HS777; 11VO) a17d b1' C111011'777~ OPP C117-7V771 177f07'177a1i077 10 1ra77ste,r over ivilhow hai,in r 10
> 1
7°C1717C'LIiC (777L.17'CCl'Caie /7~1d§' 117011 (711'7"Lllill' 071r> ~udl` L17,Si. L~~ '(7d717~u 11'C1.S 1°L('0771771e77d(d bl-' il,t.
011' 01.'ShIM7d 17 De1~(11'1777c771 CI (IC C171`7077~11 .~C'7'1'cl' )CacC' lvas i7eed ai7d vroidd cost 17701'C 117(171
the tlh~radc ilself
Background:
Ashla77d Police De])a7-miC17111'CIS 1701if7ed fi-0777 The CI. tY,~. 71(117d IT DcJ)(17- 7 iew 1hal 0017'
c717're171117 11,711ecard s1'sie777 Will i70 lo77acr be s111)1'07`1Cd 11771CSS c neiv serivr ircts Purchased that
iroidd be able io siore the igtb7'777alion. Ashlc77acl Police Deh~rr1177e171 decided 1hai 17.C117s1e7`7`i77( to
[Voi'kfOrce TeleSuill'ivoidd be the 77tos1 cost etj'dive and iiiiie efficic771 choice. Si77ce IVC 017'c
alreuCh- a c't17Te771 c ZIN10777e7' 0111 0/'0111' C117-7'(-1771 71710r717a17017 C077 1?c 11'CI77SI'e1 T(l over 1O If'orkforce
Te1eS1(11f a77d Si17ce 1he1' are 1(1177ilia7' 111117 0111' 71e1)a1'1117ew ih,,y are also able i0 casio77i e the
f'a1111-es 1ha1 11v 77ced Since the deparmic77i is a 24 how- o])cra1i077 IVi1h 777111iilVe shif s a17d17(91'
co(les. 7'ec7'caii77a all of These field' hl a ncii- pro,cra777 ivoil.1d not be a hood 11se of 01W 11777e. /S0,
the a]71)earw7ce 0f i"l0rktb7'ce T eleStaff is s1777dar lo the ivrs7077 it'e are asi.i7,u 77oir. so pe7sonncl
ivill be able 1o adapi this 1'ersi017 i°ersuS ha1°i77~(-)_ 10 leant a 77CIV IV00-7°0171.
Form #5 - Sole Source -Goods and Services - Less than $100,000, Page 1 of 2,111712016
Findings:
[The findings below must include factual information supporting the determinationl.
Market Research Overall finding: 1Voi°k fi)l°ce TeleSlcrff it i!sed 13;° hill?? roils ei711%)1°c°c ).iL-"W
(117e17C°les aci'O.,),s 117e coill"11x1'. T1?Ci1" ±1's1C1l1 Cully 1-Clit71: e st-17E'didil1u (1/0 call I)e ~l)1°L7O (lilililed to
scIledide .10cer.v,lo1' opcii sh fi. ii !17c rigla of-dci- ivhile t1oci1111C'wi17ct, fl-,e ])Iio17e call ail
i C)lifi:?1°lllill lo lall 71' rd id 1117ioll 1'1ble
[In accordance with ORS 279B. 075, these are the examples of endings that should be addressed.
Select at least one of the findings and prepare the determination as it specifically relates to the
goods or services being-procured. More than one finding can be addressed. The findings are as
ollows.
Pursuant to ORS 279B.075 (2)(a): Provide findings supporting your determination that the
efficient utilization of existing goods requires the acquisition of compatible goods or
services from only one source. jPi-oiIde clew- w7d coi7cise ii f )vll7t11i017 10 slllpoil 117is
(lelei`711i17t111017. )
Pursuant to ORS 279B.075 (2)(b): Provide findings supporting your determination that
the goods or services required for the exchange of software or data with other public or
private agencies are available from only one source. .4TY171ai7d Police Depai'1171C w is c'lti'i`C'1711V
115'i17,( TeIe51qffEi11C'17)11.5'e 1'2 lhi'oit(ull Ki-oilos. Ki-ol7os i5' w1`IIil7(1Y 10 1t )gl'L-1(-C~ 1;.%- to 1J"oi-kfi)i-cC
TcleSlaff aild li'n1 lei' Lill of 0it1' c'OS1117 111f )1°117(,11iol7 01°C'1' 1)110 117C 11eiv pi,ocrl 1111 -ivil/70111 11111`117
l(1 lvcrealc 1111.5' 1111oi'711a11o17. The lcai'71117o- c,w.1'C' f )l. C'1il-l-el71 C'1111,) 7o, e.y w-W iiiii7iii7al all( will 1 1`1
117(' 11J1gi'tlde /0 OC'C 117` 117117(1111 17?71c'17 11(111ce el`cep/ l0 • ~1-t )el°1"i.1°l)1'.~' ai7d.Adi11117isiva1O1'S'. Tile 1'C~.~'1(11
f 111' Si tperl lion., a17d.=] (1111 ill i,~'11'al ol-s 1 rill I)e [7 I-,ei7e f i1 a,~, 1 heY 1 `ill oi111, i7ecd to (q),n7"oi-e
117101711a11o17 ill 017epi'ou1"alil 117S'lead of tivo 11111.5` sa1'71?g 17177e a11oii-Mg iheii7 to place i17oi-e.foC-i!s oil
Olllel' a.5'1)eC'1.5' 0111?C'i.1`13t3,5ilit)11,5. Kroi7o.~;1*.5' a1.5O li'illii7((,)- to pi'ol'ale ai?d i,efi177d it.5, liaC°k pqi-i17c'i71 of.
117017117.5' 17ol liscd of TeleSlaf f T771eTl'1.S'e i1`hei7 l7`a17stC i- i.5' coolpIcie. 1T oi'h'-foi°ce TcleSlaff
1117dc17- Mlld5' 0117` c117re771 L1.5' Well CS f11i117-C' 71CCClS t117t-di 11V771N a17d 7.5' 1~'dlil7g 10 aCC-07711770thile 0111-
1?ceds.
Pursuant to ORS 279B.075 (2)(c): Provide findings supporting your determination that the
goods or services are for use in a pilot or an experimental project. [Noi,idc clear a77d
C017ciNC ill1oi'771a17O71 1o sitj)pol'1 this delei-iiiiiwlio77.J
Pursuant to ORS 27913.075 (2)(d): Any other findings that support the conclusion that the
goods or services are available from only one source. [T'roOde clcai' and coiicl se ii?f o1'717a1 ioi7
10 .SIllywo llli,%' dC!e1'llliiiw1;oi . If thei"C' is 711oi-e 1ha17 o77e f 0il7,o, Thal si,1p]?o1'ts 11115` delel'771117a0017,
plea,5c oddlvss 1hci77 i77depei7de711iy.1
Form #5 - Sole Source -Goods and Services - Less than $100,000, Page 2 of 2,1117/2016