R24-017 1 RESOLUTION NO. R24-017
2 A RESOLUTION OF THE CITY OF BOYNTON BEACH, FLORIDA, APPROVING
3 AND AUTHORIZING THE CITY MANAGER TO SIGN A FIRST AMENDMENT
4 TO THE MASTER SAAS AGREEMENT WITH ASSETWORKS, INC., FOR THE
5 PURCHASE AND INSTALLATION OF ADDITIONAL MODULES AND SERVICES
6 FOR THE ASSET WORKS FLEET MANAGEMENT SOFTWARE SYSTEM IN AN
7 AMOUNT NOT TO EXCEED $446,940.00, AND AUTHORIZING THE CITY
8 MANAGER TO SIGN ANY ANCILLARY DOCUMENTS NECESSARY TO
9 IMPLEMENT THE AMENDMENT; AND PROVIDING AN EFFECTIVE DATE.
10 WHEREAS, on September 8, 2022, the Commission approved a Master SaaS Agreement
11 with AssetWorks, Inc., authorizing the purchase and installation of the Assetworks Fleet
12 Management Module in an amount not to exceed $151,820.00; and
13 WHEREAS, on August 15, 2023, pursuant to Resolution No. R23-104, the Commission
14 approved a First Amendment to the Master SaaS Agreement, and authorized the purchase and
15 installation of additional Asset Works modules for Facilities, Capital Improvements, outside fuel
16 transactions, and NAPA IBS Parts Support System authorizing an additional amount of
17 $150,000.00; and
18 WHEREAS, the First Amendment authorized by Resolution No. R23-104 was not executed
19 by the parties, and since the approval, the parties have identified additional items and modules
20 necessary to maintain and oversee the City's operations; and
21 WHEREAS, the parties desire to amend the Master SaaS Agreement to increase the not
22 to exceed amount by 446,940.00 to acquire additional modules and services, which will increase
23 the total not to exceed amount of the agreement to $598,760.00; and
24 WHEREAS,this Resolution, and the amendment attached hereto as Exhibit A, replaces and
25 supersedes the first amendment approved by Resolution No. R23-104; and
26 WHEREAS, the City Commission of the City of Boynton Beach, Florida, upon the
27 recommendation of staff, deems it to be in the best interests of the City residents to approve and
28 authorize the City Manager to sign the First Amendment to the Master SaaS Agreement with
29 AssetWorks, Inc.,for the purchase and installation of additional modules for the Asset Works Fleet
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30 Management software system in an amount not to exceed $446,940, and further authorize the
31 City Manager to execute any ancillary documents necessary to implement the amendment.
32 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF
33 BOYNTON BEACH, FLORIDA, THAT:
34 Section 1. Each Whereas clause set forth above is true and correct and incorporated
35 herein by this reference.
36 Section 2. The City Commission of the City of Boynton Beach, Florida does hereby
37 approve and authorize the City Manager to sign the First Amendment to the Master SaaS
38 Agreement with AssetWorks, Inc., for the purchase and installation of additional modules for the
39 Asset Works Fleet Management software system in an amount not to exceed $446,940, which will
40 increase the total not to exceed amount of the agreement to $598,760.00, and further authorize
41 the City Manager to execute any ancillary documents necessary to implement the amendment. A
42 copy of the Amendment is attached hereto and incorporated herein by reference as Exhibit "A."
43 Section 3. That this Resolution shall become effective immediately upon passage.
44
45 (SIGNATURES ON FOLLOWING PAGE)
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46 PASSED AND ADOPTED this 16th day of January, 2024.
47 CITY OF BOYNTON BEACH, FLORIDA
48 YES NO
49 Mayor- Ty Penserga ✓
50
51 Vice-Mayor-Thomas Turkin ✓
52 Commissioner- Angela Cruz ✓
53
54 Commissioner- Woodrow L. Hay ✓
55
56 Commissioner-Aimee Kelley
57
58 VOTE 5
59 ATTEST:
60 iii, iiL'_�� / 1 �
61 Tammy Sta ione, C Ty P
62 Deputy City Clerk _ - BDY.� Mayo
63 .4• •.....NT1``‘!
4 •••'GORPpR•.•Oji !!
64 v.•' SEA1"4‘..%1$I APPROVED AS TO FORM:
65 (Corporate Seal); s iAto L 0
66 S j PP�pAT£0 Aa )n4 • � J
9V •
67 !', ••..••••..••• ;' Shawna G. Lamb
68 ���0RIDA City Attorney
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� \ U
1 �P
hTON
FIRST AMENDMENT TO ASSET WORKS AGREEMENT
This First Amendment ("First Amendment") is between the City of Boynton Beach, a municipal
corporation organized and existing under the laws of Florida,with a business address of 100 East Ocean Avenue,
Boynton Beach,FL 33435 ("City"), and AssetWorks Inc.,a corporation authorized to do business in the State
of Florida with its principal place of business at 998 Old Eagle School Road, Suite 1215,Wayne, PA 19087
("Contractor")(each a"Party,and collectively referred to as the"Parties").
RECITALS
A. On October 7,2022,the City and Contractor entered into a Master SaaS Agreement
("Agreement")pursuant to the Equalis Group LLC Contract,#COG-2123A, a master cooperative
agreement,for the purchase of AssetWorks Fleet Management software(the"Software")to automate
and modernize the City's fleet maintenance, inventory, employee productivity, and scheduling
system for an initial five(5)year term in an amount not to exceed$151,820.00.
B. The Commission's prior approval authorized the expenses associated with the
initial Professional Services for Fleet Implementation; however, it did not include the required
annual software as a service(SaaS) subscription fees,which are necessary to operate the system.
C. The Parties desire to amend the Agreement to provide for five (5) years of SaaS
services.
D. Additionally, in order to continue the Software implementation, additional modules
are required to optimize the City's system to maintain and oversee its operations.
E. The Parties desire to amend the Agreement to authorize additional purchases and
installation services in an amount not to exceed Four Hundred Forty-Six Thousand Nine Hundred
Forty and 00/100 Dollars($446,940.00).
Now, therefore, for good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
1. The above Recitals are true and correct and are incorporated herein by reference. All
capitalized terms not expressly defined within this First Amendment shall retain the meaning
ascribed to such terms in the Agreement.
2. Except as modified herein, all remaining terms and conditions of the Agreement shall
remain in full force and effect.
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3. The Agreement is hereby amended to include the following additional Services and Fees:
Service Not-to-Exceed Amount
SaaS $225,000.00
($45,000 per year)
NAPA HUB /Trip Card Modules, including $38,040.00
configuration and testing
Professional Services for Implementation of EAM- $19,360.00
Capital Planning Module
Professional Services—Facilities Implementation $77,160.00
Fluid Focus Lincoln Industrial Interface Module $11,540.00
and Related Professional Services
Mobile Focus Professional Services—Review of $5,280.00
EDGE Portals and Configurations, including Test
and Production
Optional Services—GIS Implementation $10,560.00
Optional Services—Integration of My Boynton to $30,000.00
AssetWorks
Optional Services—Additional Modules and $30,000.00
Services
Total Increase Authorized by First Amendment $446,940.00
Total Contract Not-to-Exceed Amount $598,760.00
The Services and Fees are described in further detail in the attached Exhibit A, and are
incorporated into this Agreement by reference.
Optional Services. If any goods or services under this Agreement, or the quantity thereof,
are identified above as optional ("Optional Services"), City may select the type, amount,
and timing of Optional Services pursuant to a work authorization("Work Authorization")
in a form approved by City and executed by Contractor and City pursuant to this section.
Any Optional Services procured, when combined with the required goods or services
under this Agreement, shall not result in a payment obligation exceeding the applicable
maximum amount stated in the Agreement. Notwithstanding anything to the contrary in
this Agreement, Work Authorizations shall be executed on behalf of City by its City
Manager. Contractor shall not commence work on any Work Authorization until receipt
of a purchase order and issuance of a Notice to Proceed by the City's contract
administrator.
4. Additional Terms. The following new sections are added to the Agreement as follows:
Discriminatory Vendor and Scrutinized Companies List; Countries of Concern. Contractor
represents that it has not been placed on the "discriminatory vendor list" as provided in
Section 287.134, Florida Statutes, and that it is not a "scrutinized company" pursuant to
Sections 215.473 or 215.4725, Florida Statutes. Contractor represents and certifies that it
is not, and for the duration of the Term will not be, ineligible to contract with City on any
of the grounds stated in Section 287.135, Florida Statutes. Contractor represents that it is,
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and for the duration of the Agreement term will remain, in compliance with Section
286.101, Florida Statutes.
Verification of Employment Eligibility. Contractor represents that Contractor and each
subcontractor have registered with and use the E-Verify system maintained by the United
States Department of Homeland Security to verify the work authorization status of all
newly hired employees in compliance with the requirements of Section 448.095, Florida
Statutes, and that entry into this Agreement will not violate that statute. If Contractor
violates this section, City may immediately terminate this Agreement for cause and
Contractor shall be liable for all costs incurred by City due to the termination.
5. In the event of any conflict or ambiguity between this First Amendment and the Agreement,
the Parties agree that this First Amendment shall control. The Parties agree that there are no
commitments, agreements, or understandings concerning the subject matter hereof that are not
contained in the Agreement as amended in this First Amendment. Accordingly, the Parties agree
that no deviation from the terms hereof shall be predicated upon any prior representations or
agreements, whether oral or written.
6. Preparation of this First Amendment has been a joint effort of the Parties and the resulting
document shall not, solely as a matter of judicial construction,be construed more severely against
one of the Parties than any other.
7. Contractor acknowledges that through the date this First Amendment is executed by
Contractor,other than the year 1 and year 2 SaaS invoices previously provided in accordance with
the Agreement,Contractor has no claims or disputes against City with respect to any of the matters
covered by the Agreement.
8. The effective date of this First Amendment shall be the date of complete execution by the
Parties.
9. This First Amendment may be executed in counterparts, whether signed physically or
electronically, each of which shall be deemed to be an original, but all of which, taken together,
shall constitute one and the same amendment.
(The remainder of this page is blank.)
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IN WITNESS WHEREOF, the Parties have executed the Amendment by their duly
authorized representatives.
CITY OF BOYNTON BEACH ASSETWORKS INC.
--___ '''.ki*-4\"" °"IfQ11U).
'- i gger, City Man_;,;111-- r
Date: 1/30/9014 Date: 1/2/2024
Approved as to Form: Steven Occhiolini; Vice President, Finance
A A Womb
Shawna G. Lamb,City Attorney
Aed/Authenticated:
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