R-03-04-24-14B1 - 4/3/2003AMENDMENT TO THE
SCHEDULES OF THE SOFTWARE LICENSE AND SERVICES AGREEMENT
BETWEEN CITY OF ROUND ROCK, TEXAS AND PEOPLESOFT USA, INC.
THIS Amendment to the Schedules of the Software License and Services Agreement
( "Amendment ") is made and entered into on April 24, 2003 ( "Amendment Effective
Date ") by and between PeopleSoft USA, Inc. ( "PeopleSoft") and the City of Round
Rock, Texas ( "Licensee ").
WITNESSETH:
THAT, for and in consideration of the mutual promises herein contained, and other good
and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties to this Amendment, intending to be legally bound, hereby
agree that the Software License and Services Agreement between the parties, dated
April 24, 1998 ("Agreement ") is amended to provide as follows:
1. Definitions. Unless otherwise defined herein, capitalized terms used in this
Amendment shall have the same meaning as those used in the Agreement.
"Supportable Modules" shall mean the Software modules licensed pursuant to
Schedule #1 to the Agreement dated April 24, 1998 and the Software modules licensed
pursuant to Schedule #2 to the Agreement dated as of December 20, 2001
( "Schedules ").
2. Support Services Terms: In the event Licensee elects to continue Software
Support Services for the Software modules licensed pursuant to the Schedule, for a
period commencing upon October 1, 2003 and terminating three (3) years thereafter
( "Initial Services Term "), Licensee shall receive Support Services for the Supportable
Modules for the version which meets the technical environment set forth in the section
entitled "Specific Licensed Use" of the Schedules for a fee which shall be equal to
$69,222.67 per year of Support Services during the Initial Services Term. In the event
Support Services are to be provided thereafter, increases in the fee for Support
Services for a period terminating two (2) years after the Initial Services Term, other than
Support Services for Third Party Software shall not exceed the lesser of three percent
(3 %) in each subsequent twelve (12) month period over the prior years Support
Services fee or the rates in effect at the time. Such terms as stated hereto are provided
that: (i) Licensee continuously subscribes to Support Services and pays for such
services for all Supportable Modules licensed pursuant to the Schedules in a timely
manner, (ii) is not in breach of this or any other agreement with PeopleSoft; and (iii) the
base upon which the increases are measured will be adjusted to take into account
additional license fees, including fees owed pursuant to the Incremental License Fees
section, or such applicable named section. Notwithstanding anything herein to the
contrary after the Initial Services Term, the Support Services fee for Third Party
Software Supportable Modules licensed pursuant to the Schedules will equal the fee in
effect at the time such Support Services are renewed.
1
Thereafter, in the event Support Services are to be provided for the Supportable
Modules licensed pursuant to the Schedules after the period during which the increases
have been capped, and Licensee has been a compliant, continuous subscriber to
Support Services, Licensee shall pay PeopleSoft, on or before the applicable
Anniversary Date (defined as the month and day of the Schedule Effective Date),
PeopleSoft's fee for Support Services in effect on the Anniversary Date on which
Support Services are renewed.
In the event Support Services are not renewed or are terminated and Licensee
subsequently requests Support Services, PeopleSoft may, in its sole discretion,
reinstate Support Services but only after Licensee pays PeopleSoft the annual Support
Services fee in effect at the time of such reinstatement, plus a reinstatement fee equal
to the number of years or portion thereof during which Licensee was not a subscriber to
Support Services multiplied by the annual Support Services fee in effect at the time of
such reinstatement.
3. Payment Terms: No additional fees shall be due as a result of this Amendment
until such time as Licensee elects to renew Support Services in accordance with the
terms as specified herein.
4. Expiration of Offer: The offer set forth in this Amendment is valid only through
April 30, 2003, and if this Amendment is not executed by such date, the offer is
rescinded, and all terms are null and void.
5. Conflict. In the event of any conflicts or inconsistencies between the provisions
of this Amendment and the Agreement and/or any addenda thereto, the provisions of
this Amendment shall prevail. The remainder of the Agreement shall remain in full force
and effect, unamended.
CITYO R*UN Re
Aut '?zed Signature
Nyle Maxwell, Mayor
Printed Name and Title
2
P7 IS U A N
A Signature
! A Lt_ 61 n!
Printed Name and Title
vlu QReg1b4--2,- ty-163
PeopleSoft USA, Inc.
Approved as to
Legal Fo i
5 c)
Initials
Oat
RESOLUTION NO. R - 03- 04- 24 -14B1
WHEREAS, the City of Round Rock has previously entered into a
Software License and Services Agreement ( "Agreement ") with PeopleSoft
USA, Inc. for financial systems application software, and
WHEREAS, the City Council desires to amend the Agreement to
continue support services and to provide periodic software updates, and
WHEREAS, PeopleSoft USA, Inc. has submitted an Amendment to the
Schedules of the Software License and Services Agreement to continue
support services and to include periodic software updates, Now
Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed to execute on
behalf of the City an Amendment to the Schedules of the Software
License and Services Agreement, a copy of said Amendment being attached
hereto as Exhibit "A" and incorporated herein.
The City Council hereby finds and declares that written notice of
the date, hour, place and subject of the meeting at which this
Resolution was adopted was posted and that such meeting was open to the
public as required by law at all times during which this Resolution and
the subject matter hereof were discussed, considered and formally acted
upon, all as required by the Open Meetings Act, Chapter 551, Texas
Government Code, as amended.
• o e .N.
RESOLVED this 24th day of April, 2003.
A TEST,
CHRISTINE R. MARTINEZ, City Secreta
2
NYLE 47EL , M. or
City of Round Rock, Texas
AMENDMENT TO THE
SCHEDULES OF THE SOFTWARE LICENSE AND SERVICES AGREEMENT
BETWEEN CITY OF ROUND ROCK, TEXAS AND PEOPLESOFT USA, INC.
THIS Amendment to the Schedules of the Software License and Services Agreement ( "Amendment") is made
and entered into on 2003 ( "Amendment Effective Date ") by and between PeopleSoft USA, Inc.
( "PeopleSoft") and the City of Round Rock, Texas ( "Licensee ").
WITNESSETH:
THAT, for and in consideration of the mutual promises herein contained, and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties to this Amendment,
intending to be legally bound, hereby agree that the Software License and Services Agreement between the
parties, dated April 24, 1998 ( "Agreement") is amended to provide as follows:
1. Definitions. Unless otherwise defined herein, capitalized terms used in this Amendment shall have the
same meaning as those used in the Agreement.
"Supportable Modules" shall mean the Software modules licensed pursuant to Schedule #1 to the Agreement
dated April 24, 1998 and the Software modules licensed pursuant to Schedule #2 to the Agreement dated as of
December 20, 2001 ( "Schedules ").
2. Support Services Terms: In the event Licensee elects to continue Software Support Services for the
Software modules licensed pursuant to the Schedule, for a period commencing upon October 1, 2003 and
terminating three (3) years thereafter ( "Initial Services Term "), Licensee shall receive Support Services for the
Supportable Modules for the version which meets the technical environment set forth in the section entitled
"Specific Licensed Use of the Schedules for a fee which shall be equal to $69,222.67 per year of Support
Services during the Initial Services Term. In the event Support Services are to be provided thereafter, increases
in the fee for Support Services for a period terminating two (2) years after the Initial Services Term, other than
Support Services for Third Party Software shall not exceed the lesser of three percent (3 %) in each subsequent
twelve (12) month period over the prior years Support Services fee or the rates in effect at the time. Such terms
as stated hereto are provided that: (i) Licensee continuously subscribes to Support Services and pays for such
services for all Supportable Modules licensed pursuant to the Schedules in a timely manner, (ii) is not in breach of
this or any other agreement with PeopleSoft; and (iii) the base upon which the increases are measured will be
adjusted to take into account additional license fees, including fees owed pursuant to the Incremental License
Fees section, or such applicable named section. Notwithstanding anything herein to the contrary after the Initial
Services Term, the Support Services fee for Third Party Software Supportable Modules licensed pursuant to the
Schedules will equal the fee in effect at the time such Support Services are renewed.
Thereafter, in the event Support Services are to be provided for the Supportable Modules licensed pursuant to the
Schedules after the period during which the increases have been capped, and Licensee has been a compliant,
continuous subscriber to Support Services, Licensee shall pay PeopleSoft, on or before the applicable
Anniversary Date (defined as the month and day of the Schedule Effective Date), PeopleSoft's fee for Support
Services in effect on the Anniversary Date on which Support Services are renewed.
In the event Support Services are not renewed or are terminated and Licensee subsequently requests Support
Services, PeopleSoft may, in its sole discretion, reinstate Support Services but only after Licensee pays
PeopleSoft the annual Support Services fee in effect at the time of such reinstatement, plus a reinstatement fee
equal to the number of years or portion thereof during which Licensee was not a subscriber to Support Services
multiplied by the annual Support Services fee in effect at the time of such reinstatement.
3. Payment Terms: No additional fees shall be due as a result of this Amendment until such time as
Licensee elects to renew Support Services in accordance with the terms as specified herein.
EXHIBIT
A
4. Expiration of Offer: The offer set forth in this Amendment is valid only through April 30, 2003, and if this
Amendment is not executed by such date, the offer is rescinded, and all terms are null and void.
5. Conflict. In the event of any conflicts or inconsistencies between the provisions of this Amendment and
the Agreement and /or any addenda thereto, the provisions of this Amendment shall prevail. The remainder of the
Agreement shall remain in full force and effect, unamended.
CITY OF ROUND ROCK, TEXAS PEOPLESOFT USA, INC.
Authorized Signature Authorized Signature
Printed Name and Title Printed Name and Title
DATE: April 18, 2003
SUBJECT: City Council Meeting — April 24, 2003
ITEM: *14 B .1. Consider a resolution authorizing the Mayor to execute an
Amendment to the Schedules of the Software License and Services
Agreement with PeopleSoft USA, Inc for software support services
and periodic software updates
Resource: David Kautz, Assistant City Manager
Cindy Demers, Finance Director
History:
Funding:
Cost:
Source of Funds:
Outside Resources: N/A
Sponsor: Finance Department
The City of Round Rock purchased financial software from
PeopleSoft USA, Inc. and signed a five (5) year agreement for
Software Support Services on April 24, 1998. This agreement allows
the City to receive support services, and periodic updates. This
agreement will continue the Software Support Services agreement for
another five (5) years. The agreement states for the initial services
term the annual cost will be $69, 223. For the last two years of the
agreement, the annual cost may increase 3% for each year.
General Fund
Water and Wastewater Utility Fund
$ 352,410 over a five (5) year period
General Fund
Water and Wastewater Utility Fund
Impact/Benefit: The agreement will continue the Software Support Services agreement
for up to another five (5) years.
Public Comment: N/A