Loading...
HomeMy WebLinkAboutReso 2024-3736RESOLUTION NO. 2024- A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING A THIRD AMENDMENT TO THE AGREEMENT WITH UKG KRONOS SYSTEMS, INC., IN AN AMOUNT NOT TO EXCEED TWELVE THOUSAND THREE HUNDRED SEVENTY-FOUR DOLLARS AND NO CENTS ($12,374.00), ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE SAID AMENDMENT; AUTHORIZING THE CITY MANAGERTO DO ALLTHINGS NECESSARY TO EFFECTUATE THE TERMS OF THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on September 19th, 2019, via Resolution No. 2019-2180, the Commission of the City Sunny Isles Beach ("City") ratified a three (3) year Agreement with UKG Kronos Systems, Inc., f/k/a Kronos Incorporated ("Vendor") for staff scheduling software ("Software"), in an amount not to exceed $36,680.00; and WHEREAS, the Agreement provided for three (3) additional one (1) year renewal options; and WHEREAS, on July 21, 2022, via Resolution No. 2022-3372, the City Commission approved a First Amendment to the Agreement exercising its first of three one (1) year renewal options, in an amount not to exceed $10,560.00; and WHEREAS, on August 171h, 2023, via Resolution No. 2023-3536, the City Commission approve a Second Amendment to the Agreement exercising its second of three one (1) year renewal options, in an amount not to exceed $9,138.00; and WHEREAS, the term of the Second Amendment commenced August 29, 2023, and is set to terminate on November 26, 2024; and WHEREAS, the City being satisfied with the services of the Vendor wishes to exercise its third and final one-year renewal option; and WHEREAS, the Vendor has expressed their ability and desire to continue providing the Software to the City; and WHEREAS, the City now wishes to approve a Third Amendment to the Agreement with the Vendor to provide a the Software, in an amount not to exceed Twelve Thousand Three Hundred Seventy -Four Dollars and No Cents ($12,374.00), which includes a contingency in the amount of Eight Hundred Ninety -Eight Dollars and No Cents ($898.00), bringing the total contract amount not to exceed Sixty -Eight Thousand Seven Hundred Sixty -Two Dollars and No Cents ($68,762.00), attached hereto as Exhibit "A". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of Third Amendment. The City Commission hereby approves a Third @BCL@3COBBF94.Doc Page 1 of 2 244 Amendment to the Agreement with the Vendor to provide a the Software, in an amount not to exceed Twelve Thousand Three Hundred Seventy -Four Dollars and No Cents ($12,374.00), which includes a contingency in the amount of Eight Hundred Ninety -Eight Dollars and No Cents ($898.00), bringing the total contract amount not to exceed Sixty -Eight Thousand Seven Hundred Sixty -Two Dollars and No Cents ($68,762.00), attached hereto as Exhibit "A". Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said Amendment. Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate the terms of this Resolution. Section 4. Effective Date. This Resolution will become effective upon adoption. PASSED AND ADOPTED upon this 22nd day tober, 2024. Larisa Svechin, Mayor ATTEST: APPROVED AS TO FORM '> AND LEGAL SUFFICIENCY: Maur cio Betan ur, CMC, City Clerk A ain E. Boileau for Nabors, Giblin & Nickerson, P.A., City Attorney Seconded by: 61-Irg- & nk o -p Vote: Mayor Svechin ZOY (No) Vice Mayor Lama /es) !/ (Yes) (No) Commissioner Joseph (Yes) (No) Commissioner Stuyvesant (Yes) (No) Commissioner Viscarra (Yes) (No) @BCL@3COBBF94.Doc Page 2 of 2 245 y f THIRD AMENDMENT TO THE AGREEMENT BETWEEN = THE CITY OF SUNNY ISLES BEACH AND UKG KRONOS 0, SYSTEMS, LLC, f/k/a KRONOS INCORPORATED )rPr iuANo CONTRACT NO. 2019-4378 THIS THIRD AMENDMENT TO THE AGREEMENT between the CITY OF SUNNY ISLES BEACH ("City") and UKG KRQNOS SYSTEMS, LLC, f/k/a KRONOS INCORPORATED ("Contractor"), executed this 2'Llh day of October, 2024, is made a part of the original Agreement ("Agreement") dated August 29, 2019, the First Amendment thereto, dated November 14, 2022, and the Second Amendment thereto, dated October 23, 2023, between the City and Contractor, copies of which are attached hereto collectively as Attachment "A." The City and Contractor hereby agree as follows: RECITALS WHEREAS, pursuant to the City's procurement code, purchases made under state, county, or other governmental contracts, or competitive bids with other governmental agencies, are exempt from the City's competitive bidding procedures; and WHEREAS, Cobb County, Georgia, issued a Request for Proposals, RFP No. 18-6390, entitled "Workforce Management Systems and Related Products, Services and Solutions" and awarded a contract known as the Master Agreement No. 18220 to Contractor for those Services for an initial period of March 18, 2019, through March 17, 2022, with renewal options to provide such Services; and WHEREAS, Master Agreement No. 18220 has been extended through March 17, 2025, as set forth in Attachment "B;" WHEREAS, the City wishes to exercise its option to renew the Agreement for one (1) year; and NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows: 1. OPTION TO RENEW. The City hereby elects to exercise its option to renew the Agreement for (1) one year as set forth in Section 4 of the Agreement and Master Agreement No. 18820. The effective date of this Third Amendment shall commence on November 27, 2024, and shall terminate no later than November 26, 2025. The parties agree that for the duration of the Renewal Terns for Quote# Q-280649 attached hereto as Exhibit A (the "Additional Order") and the terms and conditions of this Agreement and the Master Agreement No. 18820 will survive and continue in full force and effect with respect to the Additional Order. There are no remaining renewal options. 2. ADDITIONAL COMPENSATION. Section 5 of the original Agreement between the parties is hereby amended to include additional compensation for the one (1) year renewal terns in an amount not to exceed Eight Thousand Nine Hundred Seventy -Six Dollars and No Cents ($8,976.00) for the Services, Two Thousand Five Hundred Dollars and No Cents ($2,500.00) for a migration fee, and a contingency amount not to exceed Eight Hundred Ninety -Eight Dollars and No Cents ($898.00), for a total not to exceed amount of Twelve Thousand Three Hundred Seventy -Four Dollars and No Cents ($12,374.00). KRONOS INCORPORATED -THIRD AMENDMENT 3. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all terms and conditions of the original Agreement between the parties, as amended, shall remain in firll force and effect. 4. CONFLICTING PROVISIONS. The terms, statements, requirements, and provisions contained in this Third Amendment shall prevail and be given superior effect and priority over any conflicting or inconsistent teen, statement, requirement, or provision contained in any other document or attachment, including but not limited to Attachment "A." 5. SCRUTINIZED COMPANIES. Pursuant to Florida Statutes Section 287.135, and subject to limited exceptions contained therein, a company is ineligible to, and may not, bid on, submit a proposal for, or enter into or renew a contract with an agency or local governmental entity for goods or services if at the time of bidding, submitting a proposal for, or entering into or renewing a contract, the company is on the Scrutinized Companies that Boycott Israel List or is engaged in the boycott of Israel. Contractors must certify that the company is not participating in a boycott of Israel. Any contract for goods or services of One Million Dollars ($1,000,000) or more shall be terminated at the City's option if it is discovered that the company submitted a false certification, or at the time of bidding, submitting a proposal for, or entering into or renewing a contract, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Terrorism Sectors List, created pursuant to Florida Statute Section 215.473, or is or has been engaged in business operations in Cuba or Syria, after July 1, 2018. Any contract entered into or renewed after July 1, 2018 shall be terminated at the City's option if the company is listed on the Scrutinized Companies that Boycott Israel List or engaged in the boycott of Israel. Contractors must submit the certification that is attached to this agreement as Attachment "C." Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to the Contractor of the City's determination concerning the false certification. The Contractor shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination was in error. If the Contractor does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Florida Statute Section 287.135. 6. HUMAN TRAFFICKING. Pursuant to Section 787.06, Florida Statutes, entitled "Human Trafficking," a governmental entity cannot execute, renew, or extend a contract with a nongovernmental entity that uses coercion for labor or services, as defined in Section 786.06(2), Florida Statutes. Contractor must submit the affidavit that is attached to this agreement as Attachment "D," signed by an officer or an authorized representative of Contractor, under penalty of perjury, attesting that Contractor does not use coercion for labor or services as defined in Section 786.06(2), Florida Statutes. Submitting a false certification shall be deemed a material breach of contract. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] [SIGNATURE PAGE TO FOLLOW] KRONOS INCORPORATED -THIRD AMENDMENT IN WITNESS WHEREOF, the parties hereto have executed this document as of the date mentioned above. UKG KRONOS SYSTEMS, LLC., VI(I a KRONOS INCORPORATED BY: Erica Bukowski Sr. Order Processing Analyst STATE OF MA ACHUETTS: COUNTY OF The foregoing instrument Was acknol ge 1 before me by means of physical p sen`ce or ❑ online notarizat` n, this �! qday of 2024, by �J`��`�(K dll� as �. OC(' c or UKG Kronos Systems, LLC, f/k/ Kronos Incorporated. r ',,, (SEAL) � ) - �.��%*Vw�A( fyD"9y .,: Notary Public, State of Massac iusetts. � . .• (Signature of Notary Public) !O� ..... Y PU�'�`G``` (Print, Type, or Stamp Commissioned O"nrrnnttttttt```` Name of Notary Public). Personally Known for Produced Identification Type of Identification Produced: C%I Yi LuetTR�NK * com►vlyaCommissi n Exppires ecember 23, 2U27 KRONOS INCORPORATED -THIRD AMENDMENT 3 [ADDITIONAL SIGNATURE PAGE TO FOLLOW] CMC, City Clerk CITY OF SU NY I LES BEACH BY: Larisa Svechin, Mayor APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY: BY: d&a"4zo Department Head Afain E. Boileau, for Nabors, Giblin & Nickerson, P.A., City Attorney KRONOS INCORPORATED -THIRD AMENDMENT 4 Exhibit A KRONOS INCORPORATED -THIRD AMENDMENT 5 vKG Quote#: Q-280649 Expires: 13 Sep, 2024 Sales Executive: Felice Dennison Effective Date: Effective as of the date of last signature of this Order Customer Legal Name: CITY OF SUNNY ISLES BEACH Customer Legal Address: 18070 COLLINS AVE, SUNNY ISLES BEACH, FL 33160 USA Bill To: CITY OF SUNNY ISLES BEACH 18070 COLLINS AVE SUNNY ISLES BEACH, FL 33160 USA Bill To Contact: Currency: USD Customer PO Number: Solution ID: 6095187 Initial Term: 12 months Uplift Percent: 8 % Billing Start Date: November 27, 2024 Data Center Location: USA Subscription Services Billing Frequency: Annual in Advance ORDERFORM Order Type: Quote Date: 15 Oct, 2024 Ship To: CITY OF SUNNY ISLES BEACH 18070 COLLINS AVE SUNNY ISLES BEACH, FL 33160 USA Ship To Contact: Tiffany Neely Ship to Phone: (305) 792-1805 Ship to Mobile: Contact: Tiffany Neely Email: tneely@sibfl,net Shipping Terms: Shipping Point Ship Method: FedEx Ground Freight Term: Prepay & Add Renewal Term: 12 months Payment Terms: Net 30 Days Quote#: 0-280649 Page 1/3 V KG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 Quote#: Q-280649 Page 2/3 One Time Setup Fee Billing Frequency: Billed 100% upon signature of the order form One Time Setup Fees I USD 2,500.00 Quote Summary Total Monthly SaaS and Equipment Rental Fees I USD 748.00 Item Total PrIct Total One Time Fees USD 2,500.00 Order Notes: By ordering TeleStaff Cloud pursuant to this Order, Customer acknowledges that UKG will transition Customer's use of the existing TeleStaff Applications in the Kronos Private Cloud (KPC) to use of the TeleStaff Cloud Applications in the Google Cloud Platform (GCP). Customer's right to use the existing TeleStaff Applications in KPC will terminate sixty (60) days after go -live of the TeleStaff Cloud Applications set forth on this Order in GCP, but in no event beyond December 31, 2025. UKG TeleStaff Cloud Monthly Service shall be invoiced at the Billing Frequency indicated on this Order Form, commencing on the Billing Start Date. As of the Billing Start Date, UKG will credit any pre -paid but unused TeleStaff Applications in the KPC and apply such credits against any amounts owed to UKG by Customer until such credit is expended. Customer shall pay for the TeleStaff Applications in the KPC fees until the TeleStaff Cloud Billing Start Date. The fees for the Subscription Services are invoiced 60 days prior to the Billing Start Date. This order entered into between the Customer and UKG Kronos Systems LLC (formerly known as Kronos Incorporated) is subject to the terms and conditions of the Master Agreement Reference #18220 dated March 18th, 2019, between the Lead Agency (acting as "Owner") and Kronos Incorporated (as the "Contractor"), as amended (collectively referred to as the "US Communities Agreement #18220"), as further amended by the terms and conditions of Contract No. 2019-4378 and amendments thereto between Customer and UKG Kronos Systems LLC. Contract Summary Contract Period Start Date: 11/27/202412:00:00 AM Contract Period End Date: 11/26/202512:00:00 AM The Total Price is the total billable amount (pre-tax) for the contract period listed above. Annualized Contract Value: USD 8,976.00 The Annualized Contract Value is the value of the contract if all services are priced for 365 days. The Annualized Contract Value does not include estimated tax. UKG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 Quote#: Q-280649 Page 3/3 IN WITNESS WHEREOF, the parties have caused this Order to be executed by their authorized representatives and shall be effective as of the date of the last signature below. CITY OF SUNNY ISLES BEACH UKG Kronos Systems LLC Signature: Signature: Name: Name: Title: Title: Date: Date: The monthly price on this Order has been rounded to two decimal places for display purposes. As many as eight decimal places may be present in the actual price. Due to the rounding calculations, the actual price may not display as expected when displayed on your Order. Nonetheless, the actual price on your invoice is the true and binding total for this Order for purposes of amounts owed for the term. If you are tax exempt, please email a copy of your "Tax Exempt Certificate' to TaxExem tp ion@ukg.com along with the quote number otherwise this order is subject to applicable taxes. The actual tax amount to be paid by Customer will be shown on Customer's Invoice. UKG is aligning our product brand and announcing that the UKG Dimensions® and UKG Pro® solutions will be one product suite under the name UKG Pro. Click here to learn more and view examples of current to future names httDs://www.ukg.com/one-suitet/WhatnroductnarnesarechangingunderUKGDimensions V I(G UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 Attachment A KRONOS INCORPORATED -THIRD AMENDMENT RESOLUTION NO. 2022- S "Sr A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING A FIRST AMENDMENT TO THE AGREEMENT WITH KRONOS INCORPORATED FOR A STAFF SCHEDULING SOFTWARE, IN AN AMOUNT NOT TO EXCEED TEN THOUSAND FIVE HUNDRED SIXTY DOLLARS ($10,560.00), ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE SAID AMENDMENT; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THE TERMS OF THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on September 19th, 2019, via Resolution No. 2019-2180, the Commission of the City Sunny Isles Beach ("City") ratified a three (3) year Agreement with Kronos Incorporated ("Vendor") for a staff scheduling software ("Software"), in an amount not to exceed $36,680.00; and and WHEREAS, the Agreement provided for three (3) additional one (1) year renewal options; WHEREAS, the City wishes to exercise its first one-year renewal option; and WHEREAS, the Vendor has expressed their ability and desire to continue providing the Software to the City; and WHEREAS, the City now wishes to approve a First Amendment to the Agreement with Kronos Incorporated to provide a staff scheduling software, in an amount not to exceed Ten Thousand Five Hundred Sixty Dollars ($10,560.00), bringing the total contract amount not to exceed Forty -Seven Thousand Two Hundred Forty Dollars ($47,240.00), attached hereto as Exhibit UN0 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of First Amendment. The City Commission hereby approves a First Amendment to the Agreement with Kronos Incorporated to provide a staff scheduling software, in an amount not to exceed Ten Thousand Five Hundred Sixty Dollars ($10,560.00), bringing the total contract amount not to exceed Forty -Seven Thousand Two Hundred Forty Dollars ($47,240.00), attached hereto as Exhibit "A". Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said Amendment. Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate the terms of this Resolution. Section 4. Effective Date. This Resolution will become effective upon adoption. @13CL@10007364.0oc Page 1 of 2 184 PASSED AND ADOPTED upon this 211t day of July 2022. Dana Robin Goldman, Mayor APPROVED AS TO FORM AND LEGA UFFICIENCY: Edward A. Dion, City Attorney Moved by:(3 &&l"�'-) 4*Y Seconded by: /Geli d Vote - /(Yes) Mayor Goldman Mayor (No) Vice Mayor Viscarra (Yes) (No) Commissioner Joseph (Yes) (No) Commissioner LamaYes) (No) Stuyvesant 571(Commissioner Yes) (No) @BCL@100C7364.Doc Page 2 of 2 185 DocuSlgn Envelope ID: 9BEC03D2-452CA728-AC18-D987CC8990EB ur FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SUNNY ISLES BEACH AND KRONO;S INCORPORATED CONTRACT NO. C2010-4378 This First Amendment to the Agreement between the CITY OF SUNNY ISLES BEACH ("City") and KRONOS INCORPORA'T'ED ("Contractor"), executed this J_A�h day of n 0r_7 2022, is made a part of the original Agreement ("Agreement") dated August 29, 2419, between the City and Contractor, a copy of which is attached hereto as Attachment "A". The City and Contractor hereby agree as follows - RECITALS 1. OPTION TO RENEW. The City hereby elects to exorcise its first option to renew the Agreement for one year as sot forth in Section 4 of the Agreement. The effective date of this first amendment shall commence on August 29, 2022 and shall terminate no later than August 29, 2023, 2. ADDITIONAL COMPENSATION. Section 5 of the original Agreement between the parties is hereby amended to include additional compensation for the one (1) year renewal term in an amount not to exceed Seven Thousand Nine Hundred Eighty -Seven Dollars and Twenty Cents ($7,987.20), for the Services more particularly described in Attachment "B".. 3. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all terms and conditions of the original Agreement between the parties, as amended, shall remain in full force and eftect, 4. CONFLICTING PROVISIONS. Tho tcrms, statctnonts, requirements, and provisions contained in this First Amendment shall prevail and be given superior effect and priority over any conflicting or inconsistent tern, statement, requirement, or provision contained in any other document or attachment, including but not limited to Attachment "A". IN WITNESS WHEREOF, the parties hereto have executed this document as of the date mentioned above. WITNESS,. Sigtmatlll'N, "_7-_____,__-_. Print Name 4 ATTEB'T: BY: CMC, City Clerk Krona tnaorporuted -- First Amendment KRONOSINCORPORATED Docu8lgned 6y: C� � �A B Y. 897414070200 d1 ... Scott Giangrande sr, order Processing Analyst 11/8/2022 l 9:50 AM EST CITY OF SUNNY ISLES BEACH BY: Dana Robin Goldman, City Mayor DocuSign Envelope ID: 96EC03D2-452C-4728-AC18-D967CC8990EB BY: Department Head APPROVED AS TO FORM AND LEGAL SUFFICIENCY 0 C-9 BY: '�_% k,,^, Edward Dion, City Attorney Kronos Incorporated—First Amendment 2 DocuSign Envelope ID: 96EC03D2-4b2C-4728-AC18-D967CC8990EB Attachment 0°A" The Original Agreement Kronos incorporated —First Amendment 3 DocuSign Envelope ID: 98EC03D2-452C4728-AC18•D957CC8990EB i r r, € AGREEMENT DETWEEN THE CITY OF SUNNY ISLES BEACH ' AND KRONOS INCORPORATED QQNTRAU10.02019-4378 i THIS CONTRACTNAL A GREET ME, NT (hereinafter referred to as the "Agreement") is made in duplieate,•this 71 day of W. 2Ql9, by and betweon the CITY•OF SUNNY ISLES BRACH, Florida, (hereinafter referred to as "City"), and KR.ONOS INCORPORATED, a foreign corporation authorized to do business in the State of Florida (hereinafter r4ferred to as. "Contractcr") whose Federal I.D. # is 04-2640942. RECITAL WHEREAS, the City of Sunny Islas Beach is in need of a Contractor for Workforce Telestaf£ scheduling software for the City ("Services"); and WHEREAS, Contractor is a certified and insured company with the necessary experience to provide the desired Services; and WHEREAS Cobb County, QA, issued a bequest for Proposals, RFP 18-6390 the procurement was titled "Workforce Management Systems and Related Products, Services and Solutions" and awarded a contract known as the Master Agreement #18220 to Contractor for those services for a period of March 18, 2019 through March 17, 2022, with renewal options, to provide such services; and W WREAS, the City desires to enter into an agreement with Contractor, using Cobb County's bid information, to provide the Services described in Attachmept "A", attached hereto and made part hereof, subject to the terms and conditions contained herein; and WHEREAS, pursuant to the City's procurement code provisions, purchases made under state, county or other governmental contracts, or competitive bids with other governmental agencies are exempt from the City's competitive bidding procedures; and WHEREAS, the City wishes to contract with Contractor to provide the desired Services as more particularly described in Attachments "A" and "B" for a minimum annual amount of Ten Thousand Five Hundred Sixty Dollars ($10,560.1}05, with a onetime implementation fee of Five Thousand Dollars ($5,000.00). NOW THEREFORE, in consideration of the promises and the mutual covenants herein the parties agree as follows' TEitMS 1.. RECITALS. The Recitals set forth above are hereby incorporated into this Agreement and made a part hereof for reference. 2. T_14 CONTRACTbUt"UMENTS. The Contract Documents consist of this ABVeement, as well as the terms and conditions of the Cobb County, CA RFP 18-6390 and resulting Master Agreement #18220, which are specifically incorporated herein and made a part hereof as Attachment "A' (hereinafter referred to as "Contract Documents"). Brans 1nw,poin1w DocuSign Envelope ID: 96EC03D2.452C-4728-AC18-D967CC8990EB City of Srtany .Isles Beach 18070 Collins Avenue, Sunny isles Beach, Florida 33160 (305) 947.0606 phone (305) 349-3113 Fox 3, SERV CF . Contractor shall provide the services pursuant to the terms and conditions set forth in the Cobb County, GA's Master Agreement 418220, as more particularly described in Attachment "A" (hereinafter referred to as "Serviced'). The Services shall be performed by Contractor to the full satisfaction of the City. Contractor agrees to furnish all labor and material in a good and workmanlike and professional manner to perform Services. Contractor agrees to have a qualified representative to audit and inspect the. Services provided on a regular basis to ensure all Services are being performed in accordance with the City's needs and pursuant to the terms of this Agreement and shall report to the City accordingly. Contractor agrees twimmediately inform the:City via telephone and in writing of any problems that could cause damage to the City's property, improvements and persons. Contractor will require its employees to perform their work in a manner befitting the type and scope of work to be performed. In the event that the Contractor fails to complete the Services pursuan( to the terms of this contract and City. must undertake the completion of performance of Services, Contractor agrees to indemnify the City for all costs incurred with respect to the completion of those Services and any damages the City may suffer as a result of the Contractor's failure to perform the Services. 4. TERM, Subject to the provisions relating to the termination of this Agreement as set forth hereunder, the term -of this Agreement shall begin upon full execution of this agreement and shall he for a term of three (3) years. The City shall have the option of renewal pursuant to the terms set forth in Attachment "A". Contractor acknowledges that compliance with the commencement and completion schedule is the essence of this Agreement. The terms of Sections 15 entitled "Compliance with Law," respectively, shall survive termination of this Agreempnt. 5. COMPENSATION. louring the term of this Agreement, in whatever capacity rendered, the City shall pay Contractor for Services performed under this Agreement, a minimum annual amount of Ten Thousand Five Hundred Sixty Dollars annually ($10,560.00), with a onetime implemontation fee of Five Thousand Dollars ($5,000.00). Prior to exceeding the minimum annual amount, Contractor shall promptly notify the City to ensure that there is an adequate appropriation of funds available for the excess payments, payment to contractor for all charges and task& under this Agreement shall be in accordance with the Contract Documents and the schedule of charges reflected as reflected in Attachment "W', which is Contractor's proposal to the City, under the following conditions: a, flisbursemants, 'There are na reimbursable expenses associated with this contract except for expenses approved by the City Manager, b, Payment Schedule, Livoiees received from the Contractor pursuant to this Agreement will be reviewed by the initiating City Department. Payments shall be • made only after completion of the project. If services have been rendered in conformity with the Agreement, the invoice will be sent to the Finance Department for payment. Invoices must reference the contract number assigned hereto. Invoices will be paid in accordance with the State of Florida Prompt Payment Act. The City will pay properly submitted Contractor invoices following each quarterly perlod within 30 (thirty) days of receipt, for completed and accepted deliveries or specified services and/or goods, unless the City notifies the Contractor in writing of the dispute, before the payment is due. Kranaa Incorpomhd 2 Docu5lgn Envelope ID: 96EC03o2452C-4728-ACI©•D987CC0990EB City of Sunny Isles Bench 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949.3113 Fax C. Final Invoice< In order for both parties herein to olose their books and records, the Contractor will clearly state "final invoice" on the Contractor's finalliast billing to the City. This certifies that all services have been properly performed and all charges and costs have been invoiced to the City. Since this account will thereupon be closed, any other additional charges, if not properly included on this final invoice, arc waived by the Contractor. Contractor shall make no other charges to the City for supplies, labor, taxes, licenses, permits, overhead or any other expenses or costs unless any Such expense or cost is incurred by Contractor with the prior written approval of the City. if the City disputes any charges on the invoices, it may make payment of the uncontested amounts and withhold payment on the contested amounts until they are resolved by agreement with Contractor. Contractor shall not pledge the City's credit or make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien, or any form of indebtedness. The Contractor further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Agreement. 6. INDEPENDENT CONTRACTOR RGI,N1'IONSHIP. The Contractor is an independent Contractor and shall be treated as such for all purposes. Nothing contained in this Agreement or any action of the parties shall be construed to constitute or. to render the Contractor an employee, partner, agent, shareholder, officer or in any other capacity other than 'as an independent Contractor other than those obligations which have been or shall have been undertaken by the City. Contractor shall be rosponsible for any and all of its own expenses in perforating its duties as contemplated under this Agreement. The City shall not be responsible for any expense incurred by the Contractor. The City shall have no duty to withhold any federal income taxes or pay Social Security services and that such obligations shall be that of the Contractor, other than those set forth. in this Agreement. Contractor shall furnish its own transportation, office and other supplies as it determines necessary in carrying out its duties under this Agreement. 7.U4N� t RANCE. Contractor shall, at its sole cost and expense,, during the period of any work being performed under this Agreemont, procure and maintain the following minimum insurance coverage to protect the City and Contractor against all loss, elalms, damage and liabilities caused by Contractor, its agents or employees, as indicated below: a Comprehensive General liability insurance, including broad form contractual liability coverage for all operations, including, but not limited to, contractual, products, and completed operations, personal injury and property damage liability with minimum limits of.One Million Dollars ($1,000,000.00) combined single limit per occurrence. ❑ Worker's Compensation, as required by state law. ❑ Business Automobile Liability which shall include coverage for all owned, non - owned and hired vehicles for minimum limits of not less than One Million Dollars ($1,000,000.00) combined single limit per occurrence for bodily injury and property damage. 11 Kronur Inl'nrpDfBlCd 3 DacuSign Envelope ID: 9BEC03D2-452C-4728-AC18-D967CC8990EB City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax o Professional i..iability Insurance, with a minimum limit of not less than One Million•Dallars ($1,000,000.00) per claim and aggregate for errors and/or otnissions of Contractor in the performance of this Agreement tnsurance required of the Contractor shall be primary to, and not contribute with, any insurance or self insurance maintained by the City. Such insurance shall not diminish Contractor's indemnification and obligations hereunder. The insurance policy shall be issued by companies authorized to do business under the laws of the State of Florida and acceptable to the City with a minimum A.M, hest rating of A -.Excellent. Before any work unddr this Agreement is performed, and at any time upon request, Contractor shall furnish to the City certificates of insurance evidencing the minimum required coverage and shall be appropriately endorsed for contractual liability, with the City named as additional insured. All policies and certificates shall be in forms and issued by insurance companies acceptable to the City Manager or his designeg. All insurance policies and certificates of insurance shall provide that the policies may not be canceled or altered without thirty (30) days prior written notice to the City. Contractor shall also require and ensure that each of its sub -Contractors providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and to -the limits specified herein. ANY EXCEPTIONS TO THE INSURANCE RI;QUIREMEIITS IN THIS SECTION MUST BE APPROVED IN W RITINC BY THE CITY. 8 JURIS1pICT ON VENUE AND WAIVER'ti SURY �,yTtIAL. This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. All parties agree and accept that jurisdiction of any dispute or controversy arising out of this Agreement, and any action involving the enforcement or interpretation of any rights hereunder shall be brought exclusively in the Eleventh Judicial Circuit in and for Miami Dade County, Florida, and venue for litigation arising out of this Agreement shall be exclusively in such state courts, forsaking any other jurisdiction which either party may claim by virtue of its residency or other jurisdictional device. in the event it becomes necessary for the City to file a lawsuit to enforce any term or provision under this Agreement and the City is the prevailing party then the City shall be entitled to its costs and attorney's fees at the pretrial, trial and appellate levels. BY ENTERING INTO THIS AGREEMENT, CONTRACTOR AND CITY HEREBY EXPRESSLY WAIVE ANY RIGHTS F ITHER PARTY MAY HAVE TO A TRIAL BY JUICY OF ANY CiVIL LITIGATION Rl'JLATFD TO THIS AGREEMENT. Nothing in this Agreement is intended to serve as a waiver of, sovereign immunity, or of any other immunity, defense, or privilege enjoyed by the City pursuant to Section 768.28, Florida Statutes. . 9. - NOTICES, -All notices and other communications required or permitted to be given under this Agreement by either party to the other shall be in writing and shall be sent (except as otherwise provided herein) (i) by certified or rc;istered mail, first class postage prepaid, return receipt requested, (ii) by guaranteed overnight delivery by a nationally recognized courier service, or (Iii) by facsimile with confirmation receipt (with a copy simultaneously sent by certified or registered mall, first class postage prepaid, return receipt requested or by over nigltI.delivery by traditionally recognized courier service), addressed to such party as follows: KranO inenr9mcd 4 DocuSign Envelope ID; 96EC03D2452C-4728-AC18-D967CC899DEB City of Sually f5les Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax If to the City: Christopher J. Russo With a copy to: City Manager Edward A. Dion City of Sunny isles Beach City Attorney 18070 Collins Avenue City of Sunny Isles Beach Fourth Floor 18070 Collins Avenue Sunny Isles Beach, Florida 33160 Fourth Floor Tel: (305) 7924776 Sunny Isles Beach, Florida 33160 Tel: 305 792-1766 if to the Contractor: Kronos Incorporated Vice President and General Counsel 900 Chelmsford Street Lowell, MA 01851 10. PUBLIC RECORDS. The Contractor agrees that if it is acting as a Contractor as defined in Section 119.0701, Florida Statutes, the -Contractor shall comply with the following requirements: • (i.) Contractor shall keep and maintain public records required by the City to perfonu the Service, (ii.) Upon request from the City, Contractor shall provide the City with a copy of the requested records or allow the records to be inspected or copied within•a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. (ill) Contractor shall ensure thatpublic records that are exempt or confidential and•exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if, the Contractor does not transfer the records to the City. (iv.) Contractor shall, upon completion of tho contract, transfer, at no cost, to the City all public records in possession of the Contractor or keep and maintain public records required by the City to perform the service. If the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion oftlte contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided by Contractor to the City, upon request from the City, in a .format that is compatible with the information technology systems of the City: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT (305) 792-1703, CityC1erk@s1bfl.net,18070 Collins Avenge, 4'" Floor, Sunny Isles Bleach, Florida 33160. 11. AU IT. The Contractor shall make available to the City or its representative all required invoices associated with the Agreement for a period of three (3) years. 16natos Ineorpnrntad $ Docu5lgn Envelope ID: 96EC03D2452C-4728-ACi8.D967000990EB City of Suur{y BIOS Reach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949.3113 Fax 12. NON-DISCI.tLtV>I—NATION. The Contractor agrees to comply with all local and state civil rights ordinances and with Title VI of the Civil Rights Act of 1984 as amended, Title Vill of the Civil Rights Act of. 1968 as amended, Title 1 of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, Executive Order 11063, and with Executive Order 11248 as amended by Executive Orders 11375 and 12086. The Contractor will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital/familial status, or status with regard to public assistance. The Contractor will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not litnited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms -of compensation, and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the City setting forth the provisions of this non- discrimination clause. The Contractor agrees to comply with any Federal regulations issued pursuant to compliance with Section 504 of the Rehabititation Act of 1973 (29 U.S.C. 708), which prohibits discrimination against the handicapped in any Federally assisted program. 13. CUiNF'LICT OF INTEREST. The Contractor agrees to adhere to and be govorned by the Miami -Dade County Contliet of Interest Ordinance Section 2-11. 1., as amended; and by the City of Sunny Isles Beach Ordinance No. 99-82, which are incorporated by reference herein as if fully set forth herein, in connection with the Agreement conditions hereunder. The Contractor covenants that it presently has no interest and shall not acquire any interest, directly or indirectly which should conflict in any manner or degree with the performance of Services under this Agreement. The Contractor further covenants that in the performance of this Agreement; no person having any such interest shall knowingly ba employed by the. Contractor. The Contractor guarantees that he/she has not offered or given to any member of, delegate to the Congress of the United States, any or part of this contract or to any benefit arising therefrom. 14. PRAMIDUM liCitiliV a 1 L llir l acrL4 d a.1�ax .. as as vv.�•+ „.. COWAN[ S. Pursuant to Florida Statutes Section 215.4725, contracting with any entity that is listed ori the Scrutinized Companies that Boycott Israel List or that is engaged in the boycott of Israel is prohibited. Contractor must certify that the company is not participating in a boycott of Israel. Any contract for goods or services of One Million Dollars (51,000,000) or more shall be terminated at the -City's option if it -is discovered that the entity submitted false documents of certification, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the trail Petroleum Energy Sector List, or has been engaged in business operations in Cuba or Syria after July 1, 2018. Any contractentered into or renewed after July 1, 2018 shall be terminated at the City's option if the company is listed on the Scrutinized Companies that Boycott Israel Ust or engaged in the boycott of Israel. Contractors must st►bmit the certification that is attached to this agreement as Attachment "C". Submitting a false certification shall be deemed a material breach• of contract. The City shall provide notice, in writing, to the Contractor of the City's determination concerning the false certification. The Contractor shall have ninety (90) days following receipt of the notice 8 tronas Incorporated 0ocu$lgn Envelope ID; 96ECo3D2-452C-4728-AC18-D9B7CC8990EB City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax to respond in writing and demopstrate that the determination was In error. if the contractor does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies purstlant to Florida Statute Section 215.4725. 15. COMPLIANCE 3YXEF1 LAW. Contractor shall.comply with all laws, regulations and ordinances of any federal, state, or local governmental authority having jurisdiction with respect to this Agreement ("Applicable Laws") and shall obtain and maintain any and all -material permits, licenses, approvals and.consents necessary for the lawful conduct of the activities contemplated under this Agreement. 16, CONFLICTING PROVIgL( N,,4. The tunas and conditions in this Agreement shall supersede and take priority over any inconsistent or conflicting provisions that are contained in any other document, including but not limited to Attachments "A", "B" and "C". 17. MISCELLANEOUS, A. In the event any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, the remaining provisions ofthis Agreement shall nevertheless be binding upon the parties with the same effect as though the void or unenforceable provisions ! had been severed and deleted. B. This Agreement may be executed in multiple identical counterparts, each of which shall be deemed an original for all purposes. C. This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral and written negotiations, commitments, agreements and understandings relating hereto. D. Any modification of this Agreement shall be effective only if in writing and signed by the parties to this Agreement. E. No waiver of any provision of this Agreement shall be valid or enforceable unless such waiver is in writing and signed by the party granting such waiver. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first written above. Ktunoa IncorPOMxl 7 i DocuSIgn Envelope ID: 96EC03D2452C-4728-AC18-D967CC8990EB .0 �d1)ih1,AV.Afih6;'Sunqy Wes Beach, Floildw 33 0 QeWeNewdoron P&t W" KRONOUNCIORPORATEO, CI.TYI.QF-SUN NY ISLES BEACH' C r�, tf 'IM., Tm -.5 0 C, 41Y... ter -a" APPROVED'As T-.O,.'.FORM 'A mo%'F'4 'Edwgd'4, 1PYqn.Q ity..&YOR DocuStgn Envelope ID: 98EC03D2-462C-4728-AC18•D967CC8990EB City of Sunny Isles Beach 18076 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3.113 Fax Attachment 6°A" Cobb County, GA RFP and Contract #1.8220 Krancs Incocpamted 9 DocuStgn Envelope ID: 96EC03D2-452C-4728-AC18-D967CC6990EB City of Sunny Isles Beach 18070 Collin's Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax Attachment "B" Proposal by Contractor to the City Irons Incotpotated 10 Docu5lgn Envelope ID: 98EC03D2-A62C-4728-AC18•D967CC8990EB City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax Attachment "C" Scrutinized Contractors Certificate Kronos Incerpanted I I DocuSign Envelope ID: 96EC03D2452C-4728-AC18-D967CC8990E8 AtG'IC}11i1etlt A Page I Refenhrce. inrha RchtinceDa M. Ntrchatrr lk n Master Agreement Owner: Cobb Cofinty Board ofCommissioners 100 Cherokee Street MAtietla. GA 30040 Contmclur. Kronor Incorporated 900 Chelrrssfgni Street Lowell, MA 01851 Description; WORKFORCE M1IANAGBniIENT SYSTEM11S QND RELATED PRODUCTS,(,ARVICES AND SOLUTIONS: The un4crsigged ponies undersland and agrep to comply with and be bound by the eptire contents of Baled Bid #19.6390. ) atd theConlractoes Proposdl submitted Septetnber2'l, 2018 which is incorporated heMn by reference. Contractor understands and agroes shpt dnspmaee riquired in the Request for Proposals art to be kept current qt ali iipq through dip iepglhofcachteimandfgrninety (90)days followiogthe com'phtd mn feachtem.Insurance must berepewcd and presented to the Owner at the Ilme.of each renewal tinn if Ov)ner chames to renew. Insurance shall be written by a fr tnacceptable to the oymcr as specified iq thi Kequest for Proposals. U.S. COMM1SpNITt1ES GOVEliftiElq PURCQ.'ASjr4G ALi LANCE: Contractor agrees to enter, into the U.S. COt�rrpunities Adm'inrstrutioq AgreemcrLt 01 is Included to the RFP and the. meQtorandum of updetstanding with U.S. Communtties ("Admiwtraton Agrcesnept"). Any Public Agency, as'definsd in the Administration Agreement, may purchase Pmdgcls and Services it the prices indicated ip lite CAptrai:toe s Proposal upon pdor registration with U.S. Corpmunides, and in accordance with the tens ofthe AdrdnBtmtdan All Teens:, ;tilareh 18, 2019 to march 1712012 with ftill reppwal oplions per the Request for Proposals. Owner shall exercise renewal optipm by issuance and delivery to Cpmractor• of a wriRett notice to renew this agreeynent. Orders executed with public gntides in the state ofOoo(gia shall Win comp)tartco with gI41ti•year cajp.ct pmvisjons oSO.C.G.A. Section 36-60.1 3.T(te produets and serxjccs whleh arc subjpet to this Master AgrKirept are also covered by the appjicablg CcAtractor comrnercjai service of maintenance tem and condidons incorpomtcd,as Appendix A. The Cerin of the Coming cial.#rvice or rnaintemuce.teans and cpnditions shall be govem4d by that applicable orde. anil may cxtensj,beyond the cxpirutioAdate o f tris Master Agree(nent. in the event at' conflicting language betwecp the Terms and Conditiags or the, Master Agreetrtertt, Itietuding the RFP, and the tcmu and condiiian.sponwinpd in Appepdix A. die Master Agr vnent shall prevail. Price: Prices fur services and cguipment. if applicable as slated in the Contractors pimposai Billing: For purgI04.ttWdeby COCount y Govepyncnt;ail original invoices spallbesubiniued directly to rheCobbCounty Finance Degnndneni: invoices shall bill only rat items received during}he period covered by the invajce apd s(yill clearly iderjdfysuch ltettrs in agkordancewith invoicing guidelinesin Ihf Sealed Bid Proposal. Far puiehases madeby panrcdpating pubtie a&enctes, the Commctorshall cu Triply with each agency' s invo'icingand billing requirements uullinedon the applicable under. (SIGNATURES ON NEXT PAGE) DocuSlgn Envelope ID: 9BEC03D2452C-4728-AC18-D967CC8990EB i Page IN Wff NESS, VyHEgEOF, this Agrlement bas been executed by Owner and accepted by Contractor to 6e ejFective as of tba date gist above written .APPROVED PER MINYITES OF `} COBB COUNTY U04RD OF COMMISSIONERS Cobb Copnty ...Expect the $esti t Cobb Cnytaty Board df Commis4tonas • 100 CbeivkeeStriet' Q `� • �� .. M 'mta, QA 3 cJ Mtabael N. Boyce,Chats= b , ' ♦� i CobpCountyBoatd'afcommW,,ouasMe . Krum Incorpom ed. 900 C s ,T�fA01 , i Au&A SI Tiae ill Date FEDERALTAX ID NUMBER b� - 2&M`NP- Approved as to Iona Countyttomey's01f dDat4 ' A DocuSign Envelope ID: 05EC03D24520-4728-AC18-Dg87CC8990EB Page (1 Relvi'rttcexumber Referertoe No. +; g a a 1 _ — • s Rerennee ort I PumbasirdDepaMnent Mester Agreement Owner: Cobb County Board ofCoramtssioners f 100 Cherokee Street Mad;tta, GA 30090 Contractor. Kronos SaaShr, Inc. 5040 Route 72 west, Suite W Brgaft%N108076 Desoriptiaa: WORWORCE MANAGEhflrty ' SYSTEMS AND RELATED PRODUCTS, SERVICES AND SOLD ION$: Tho dodo iltried paitiq undcAtiiad V44 comity with and be bound by the entire contents orsected laid wago ' (;�IeRFP"•janddteCootractai'9Prbposai'submitted•Septlmtxr27,2018wlitcit is incorporatatlteroinbyreferenca • • Cdnvd'atorricdersiaridsririd.`a•ip�tinsumncercquiredintheRryuestfarPropo4s'amtobekept current atall times t ihrbughihejengibofe3cfi}ermaad for itineiy(40) days foVowtog the ton of each tem Insurance must be renewed . epd ptesmted to the t3drs(oc ai the datco( each renewal lam tf Owner chooses to tenew. Insgmno* shall be written by',' ' • atirmacdepta6letothabvMerasspecifiaitniheRequcstforProposals. ' U.S. COmmwi1TTEg COVgRNMENT PURCHASING ALLIANCE: Contractor agrees to enter into the U.S,- 'Comiriunidei Adinlnlstrmjgn•Agbkment that is included In the RFP and the memomndwn bf underdtanding wi& U.S. Communities ("Admhdstmlion Agreement"). Any Public Agency, as dc(mW in the Adadaishntioa Agreement, may purchase. Products and 5asvices at the prices indicated in theConimoto? a Proposal upon prior registration with U.S. Communities, =4 in • dccordancewith the terms oftke Administration Agreement, Terms: March 18, 20)9 to March 17, 2072 with 1411 renewal oplions per the Request for Proposals. Owner sh'oll exdmise renewal options by issuance and delivhy tbConttaotorofa written notice to renew this agreement. Orders executed with public eolltia in the stateorGeorgq shalibein compliance with mull-ycarcontmclpmvisionsof O.C.O.A. Section36-60.13. Tha products and services which are subject to this Mosier At ctm ent are also covered by the applicable Contractor commercial service or mhintcnanoetcmi; add conditions iacorptlmtet)asAppendix A.The term oftheCommercial sm. ice orfidpQcnanceterms and condidain shall be governed by that applicable order and may extend beyond the expiration date of this MosterAgrcement. In the event orcontlicting language between tho Terms and Conditions of the Master Agreement, including iho RFP, and the terms and cooQitions contained to Appendix A, the kasterAgreement shall prevail. Price: Prices, rdr services and equipment, if applicAte, as stated to the Contractars proposal Billing: For purchases modeby Cpbb Cognt y Government, pit origigal irlvoices shall besubmitted directly to the Cobb CountyFinance Department. Invoices §hail bill only for items received during the period covered by the Invoice and shall clearly idcnd ry such jtems to accordance with invoicing guidelines in thaSealed Bid Proposal, Forpurchases madeby participating public agencies, the Contractor shall comply with each agency's invoicing and billing requirements outlined on the applicable order. (SIGNATURES ON NEXT PAGE) I .. DocuSign Envelope ID: 96EC03D24520-4728-AC18-D967CC8990E8 P a g e . M wrMESS, WHEREOF, this Agreement has btert executed by Owner and aceepted.by Contractor to bo effective ns of the date first above written, APPROVED QERMINt)TES06• r. ' CopBCOUNTX �ONw o� c6MM1&�toNERS Cobb Colml ` &Ypect�the Best! Copb�tountBomd'oCComutissioam C0U iOo.CbaokedIlia Uo� NTS Martelfa;GA 3Q MicbaelH,:Boyce,Cliaitman•= .p � Cobtif ourityBoandofCohassloncro yLOrCO�tM��O Facrabs sabghr, Inc. FEDERALTAX ID NUMBER qLmg-M Apprdved at to form Count ttomay'gOfli Date DocuSIgn Envelope ID: 96EC03D2-462C-4728-AC18•D967CC8990EB Attachment B City of Sunny Isles Police Department Workforce Telestaff Budgetary proposal SOFTWARE PROFESSIONAL SERVICES nunTV SUMMARY 'recurring fee DocuSlgn Envelope ID: 96EC03D2462C-4728-AC16-D967CC8990ES -BOYC OTT CERTm VAT CONTRACTORANTI ION .c,M Id.16 _1fanoflacaorated die 'nOt Cot— nQ: .I.i.P ffig T Ato JOA61;od b, mot-mte-ScrONW, LIQMPAWCB -with. AA 'ivies. in`$ixdan'l�is4;;and smitmite1 0 ed oityarities wi'fh Attiviii'a iii'dw -Mmidum A,! Nwof -CAP4.0 10POiRm, Win j&Q-0a OrSytig, I thIR gementfoOffIcee Titfb, rouSign Envelope ID: 96EC03D2452C-4728-AC18-096700899DES FUNDING SOURCE: Accounts In the Information Technology 2019-2020 budget: 001-2- 5160-434050-00000 and 001-2-5160-434051-00000. 232 Yis, City of Sunhy..hles Beach p 18010 Collins Ave ntip • Sunny Isles Beach,;F•Iorida 33160 (305) 947.0606 City Hell (305) 949.3113 Fax MEMORA NPUM TO: The Honorable Maybr and City Commission VIA: Christopher J. Russo, City Manager FROM: Tiffany D. Neely, Finance Director DATE: 9/19/2019 Authorizing the City Managerto Enter Into an Agreement RE: with Kronos, Inc. for a New Cioud Based Schedul(ng Software Application RECOMMENDATION: ` Staff 'recommends Commission approval of the attached resoli,itlon. The agreement with Kronos, Inc. Is for a new scheduling software application piggybacking procurement pricing based upon the Cobb County, GAcontract #18220, awarded on March 18, 2019. REASONS: Police and Ocean Rescue are in need of a scheduling application which the City does not currently have. Kronos has two applications, TeldStaff and Workforce Ready Scheduler. TeleStaff is the more robust software of the two and a product demonstration was held on July 12, 2019 to evaluate both applications. The Police personnel in attendance selected the TeleStaff scheduling software. ADDITIONAL INFORMATION: FUNDING SOURCE: Accounts In the Information Technology 2019-2020 budget: 001-2- 5160-434050-00000 and 001-2-5160-434051-00000. 232 1 KRONOS INCORPORATED - Tf IIRD AMENDMENT 6 CONTRACT AMENDMENT #5 Sealed Bid # 18-6390 Contract #18220 Reference No./ " Date of Amendment: February 23, 2024 Owner: Cobb County Board of Commissioners. Cobb County, Georgia Contractor: UKG Kronos Systems, LLC (fka Kronos Incorporated) Project: Bid # 18-6390, Workforce Management Systems and Related Products, Services and Solutions Current Contract Term: March 18, 2023 to March 17, 2024 This action provides written notice to renew and amend the current contract dated March 18, 2019, for Sealed Bid # 18-6390. It is valid when signed by both the Owner and Contractor. The signature of the Contractor indicates his/her agreement herewith, including any adjustments in the contract pricing, contract term, or contract scope. Contract Extension Modifications to the Kronos Terms and Conditions for Participating Public Entities The County exercises its option to extend the current contract for an additional one-year period. The effective date of the contract extension will commence on March 18, 2024 and end on March 17, 2025, ACCEPTED -The above listed terms and conditions of this Amendment are satisfactory and are hereby accepted. OWNER CONTRACTOR Cobb County Board of Com ` 1Y UKG Kronos Systems, LLC (fka Kronos Incorporated) 100 Cherokee Street ' 900 Chelmsford Street Marietta, org1 0c Lowell, MA 01851 Signed. r�� c,tsh��� Signed: � 0T< GkA n/ GAA N�'� Lisa N.Cupld, hairwom n, Cobb (� UC�S�iN� ANa��Sy Title: cou 00ardofcommNsioners Title: [�A-o bR-a�� A Date: 311/J>13-4 Date: 1—CZAVA/ZY cJ A pil VD E t�Cti #t� f tit Pt l'�F Tiomw 0V tJ:rtJy���151ISSI(7 PKIS Approved As To Form: 0SB o TY ATTORNEY'S OFFICE 1 Modifications to the Kronos Terms and Conditions for Participating Public Entities The Parties hereby agree that as of the effective date of this Amendment, the Agreement Is amended as follows: 1. All references to "Kronos Incorporated" in the Agreement are hereby deleted and replaced in their entirety with "UKG Kronos Systems, LLC'. 2. All references to "Workforce Dimensions" and/or "Dimensions" in Section K of the Agreement are hereby deleted and replaced in their entirety with "UKG Pro Workforce Management". 3. Exhibit A, Section A relating to GENERAL TERMS AND CONDITIONS is amended by adding the following: (m) Notwithstanding anything to the contrary, no term, condition, or policy shall be valid or enforceable against Customer if it requires the Customer to submit to binding arbitration; or is inconsistent with open records laws applicable to the Participating Public Agencies placing Orders under the terms and conditions herein. 4. Attachment C - Cost Proposal. The entirety of Attachment C - Cost Proposal shall be replaced with the following: COST PROPOSAL FORM,_ t S ,i ry ;. V1 7 tI r a V vi � � `5C_r�i.+�.. �.'. 1 � �u �#. �. f } Ar fet1.�::LetiS k. ,i'.� ,.i1.. n4 ��< ss -:.1. ... +� :z:a:{ w•.. 'n Y•.'�'';AL.1 +..�'�'..% di';k ri�a:z YDr.-......e.+� ....nra _•�i�ui..., � � �d.:li� P 1 0 11 9, 1 *EE Efr,Tplgyee'C�titt Discounts Software Discount for UKG Pro Workforce Management (formerly 2,50G - Workforce Workforce Oimensions) 4,999ee >5,000ee . UKG Pro Workforce Management 40% 45% 509 Discount for UKG Ready All EE Counts UKG Ready _ 37% Discount for Telestaff Cloud All EE Counts Telestaff Cloud io% (minimum) Discount for UKG Pro All EE Counts UKG People, Pay & Benefits Center Bundle 0-10% UKG Pro Talent Acquisition & Development Bundle 0-10% z - Tiered Discounts for Workforce Central/Telestaff (SmS) c2,499ee' 2,5.00 - 4,999ee >S,000ee Workforce Central 48% 52% s6% Telestaff 48% 52% 56% Teletime 48% 52% 56% Tiered Discounts for Workforce Central/Telestaff (Perpetual) <4,999ee' 5,000 - 9,999 ee >10,000ee. Workforce Central 39% 41% 43% Workforce Telestaff 39% 41% 43% Workforce Timelink 39°/u 41% 43% Aspect Voxeo Core (plus 1% discount on Monthly usage) 39% Discount for Workforce Teletirne (Perpetual) . All EE Counts Workforce Teletime 100/0 Discount for.Equipment(Discountsare based onpofTerminals per transaction) 144 Terminals 2449 Terminals 50+Terminals. Equipment/Equipment Options (Purchase and Rental) 27% 32% 36% Professional. Services 1.0%. Premium Success Offering and Client Partnership Services 0% Training 0% cloud Hosting Services 0% Maintenance Software Hardware Annual Support/Maintenance Year 1 Gold Support: Included Platinum Support: Included Depot Exchange $285/Tenninal Depot Repair $210freuninal Annual Support/Maintenance Year 2 Gold Support: 22% of SW selling price Platinum Support: 25% of SW selling price Year I Plus 4%o Annual Support/Maintenance Year 3 Year 2 Plus 4% Year 2 Plus 4% Annual Support/Maintenance Year 4 Year 3 Plus 4% Year 3 Plus 41/o Annual Support/Maintenance Year 5 Year 4 Plus 4% Year 4 Plus 4% Discounts for volume (i.e. price breaks for number of employees, etc.) To be discussed during contract negotiations Any additional pricing incentives, discounts or rebates such as for large volume purchases, bundled services, etc.) 3 CONTRACT AMENDMENT #5 Sealed Bid # 18-6390 Contract#18220 Reference No, LJ 17 q. Date of Amendment: February 23, 2024 Owner: Cobb County Board of Commissioners. Cobb County, Georgia Contractor: UKG Kronos Systems, LLC (fka Kronos Incorporated) Project: Bid # 18-6390, Workforce Management Systems and Related Products, Services and Solutions Current Contract Term: March 18, 2023 to March 17, 2024 This action provides written notice to renew and amend the current contract dated March 18, 2019, for Sealed Bid # 18-6390. It is valid when signed by both the Owner and Contractor. The signature of the Contractor indicates his/her agreement herewith, including any adjustments in the contract pricing, contract term, or contract scope. Contract Extension Modifications to the Kronos Terms and Conditions for Participating Public Entities The County exercises its option to extend the current contract for an additional one-year period. The effective date of the contract extension will commence on March 18, 2024 and end on March 17, 2025. ACCEPTED - The above listed terms and conditions of this Amendment are satisfactory and are hereby accepted. OWNER CONTRACTOR Cobb County Board of Commi UKG Kronos Systems, LLC (fka Kronos Incorporated) 100 Cherokee Street rz t'r . 00 Chelmsford Street Marietta, Ge 090�� '�°� 1.,�" �owell, MA 01851 S& f Signed: �'r r: c�,;, _ Signed: Sco-rf CCA AlG Lisa N. Cupid, Chair Oman, Cobb y SJIn/��/E}I.YS r Title: County Board of commissioners LVAIN IN Date: Date: V'%/WA Y ��, D `[✓ Approv d As To Form: c080 COU ATTO.KNEY'S OFFICE L PPRk Y E I!ER i4"iINJ Trss OF COBB iCOUNtV BOARD OFF /COMMISSIONERS 1 Modifications to the Kronos Terms and Conditions for Participating Public Entities The Parties hereby agree that as of the effective date of this Amendment, the Agreement is amended as follows: 1. All references to "Kronos Incorporated" in the Agreement are hereby deleted and replaced in their entirety with"UKG Kronos Systems, LLC'. 2, All references to "Workforce Dimensions" and/or "Dimensions" in Section K of the Agreement are hereby deleted and replaced in their entirety with "UKG Pro Workforce Management". 3. Exhibit A, Section A relating to GENERAL TERMS AND CONDITIONS is amended by adding the following: (m) Notwithstanding anything to the contrary, no term, condition, or policy shall be valid or enforceable against Customer if it requires the Customer to submit to binding arbitration; or is inconsistent with open records laws applicable to the Participating Public Agencies placing Orders under the terms and conditions herein. 4. Attachment C- Cost Proposal. The entirety of Attachment C - Cost Proposal shall be replaced with the following: *EE = Employee. Count Discounts software Discount for UKG fro Workforce Management(formerly Workforce Dimensions) <2,499es 2,500• 4,999ee >5,000ee UKG Pro Workforce Management 40% 45% s0% Discount for UKG Ready All EE counts UKG Ready 37% Discount for?elestaff Cloud All EE Counts Telestaff Cloud 10% (minimum) Discount for UKG Pro All EE Counts UKG People, Pay &Benefits Center Bundle 0-10% UKG Pro Talent Acquisition & Development Bundle 0-10 Tiered Discounts for Workforce Central/Telestaff(SaaS). <2,499ee* 2;500- 4,999ee -5,000ee Workforce Central 48% 52% 56% Telesfaff 49% 52% 56% Teletime 48 52% 56% Tiered Discounts for Workforce Central/Telestaff (Perpetual) <4,999ee* 5,000- 9,999 ee >30,000ee Workforce Central 39% 41% 43% Workforce Telestaff 39% 41% 43% Workforce Tlmellnk _ 39% 41% 43% Aspect Voxeo Core (plus 1% discount on Monthly Usage) 39% 41% 43% Discount for Workforce Teletime (Perpetual) All EE Counts Workforce Teletime _ 104b Discount for Equipment (Discounts are based on H of Terminals per Srartsaction) 1-24 Terminals 24.49 Terminals 50+Terminals Equipment/Equipment Options (Purchase and Rental) 2740 32% 369; Professional Services 10% Premium Success Offering and Client Partnership Services 0% Training _ 04.6 Cloud Hosting Services 0% Maintenance Softtr•are Hardware Annual Support/Maintenance Year 1 Gold Support: Included Platinum Support: Included Depot Exchange S2$5tCcrminal Depot Repair-00/1'enninal Annual Support/Maintenance Year 2 Gold Support: 22% of SW soiling price Platinum Support: 25% or SW selling price Year I Plus 4% Annual Support/Maintenance Year 3 Year 2 Plus 4°,o Year 2 Plus 446 Annual Support/Maintenance Year 4 Year Plus 4% Year 3 Plus 4% Annual Support/Maintenance Year 5 Year Plus 4% Year Plus 41/'. Discounts for volume (i.e. price breaks for number of employees, etc.) To be discussed during contract ne negotiations g Any additional pricing incentives, discounts or rebates such as for large volume purchases, bundled services, etc.). 9 RvfA�ena- Routing Cover Form DEPARTNI ENT/AGENCY: DATE RELEASED: 3t4izoz4 PROCUREMENT SERVICES off DOCUMENT DESCRIPTION NUMBER OF _ BOC CONTACT Include type of docunrenth+et?rfa/locution OR APPROVAL INFORMATION Legal review and approval DATE Include naincleyens•ion Contract Extensions for J4ono0SaaS.h5::and UKG 6 (3 for each) 2112/19 Stephanie Brice x8439 Kronos Systems (ilea Kronos Inc) Clerk's OfTce ConTrans Matter # (required) 24-T6220-4841 Department/ Agency Sign DATE RELEASED: 3t4izoz4 r off Signature: ��...� Uucunreat has been reviewed and opproved hi, do arhnenr/rt •ency Legal DATE RECEIVED: n I� no'^� /J APPROVED AS "r0 FORM: Legal review and approval DATE RELEASED: required on all documents prior to subntitting to �1 L —7S —I ignature; Clerk's OfTce DATE RECEIVED: County Clerk's Office DATE RELEASED: Signature: NOTES: Current term expires March 17, 2024. -gZ.01d L- My' CONTRACT AMENDMENT #6 Sealed Bid # 18-6390 Contract#18221 Reference No. Date of Amendment: February 23, 2024 Owner: Cobb County Board of Commissioners. Cobb County, Georgia Contractor: Kronos SaaShr, Inc. Project: Bid # 18-6390, Workforce Management Systems and Related Products, Services and Solutions Current Contract Term: March 18, 2023 to March 17, 2024 This action provides written notice to renew the current contract dated March 18, 2019, for Sealed Bid #18-6390, in accordance with the terms contained therein. It is valid when signed by both the Owner and Contractor. The signature of the Contractor indicates his/her agreement herewith, Including any adjustments in the contract pricing, contract term, or contract scope. Contract Extension The County exercises its option to extend the current contract for an additional one-year period. The effective date of the contract extension will commence on March 18, 2024 and end on March 17, 2025. ACCEPTED -The above listed terms and conditions of this Amendment are satisfactory and are hereby accepted. OWNER Cobb County Board of 100 Cherokee Street Signed: L . n' Lisa N. Cupid, Chai man, Cobb Title: cnwity Board of commissioners Date: '3 LJ -.W CONTRACTOR Kronos SaaW, Inc. 304011oute 22 West, Suite 200 Branchbur , NJ 0 r Signed: Sccq, 61 AIJCPLA Alb E Title: LEAA O/LaFR PApeCirVAIG AVAC�(dy Date: &A—V U a (la. Approved As To Form: -` f COBB 11OUTATTORNEY'SOFFICE APPYED PER MINUTES OF COBB COUNTY HOARD OF COMMISSIONERS a Reference No. CONTRACT AMENDMENT #6 Date of Amendment: February 23, 2024 Sealed Bid # 18-6390 Contract #18221 Owner: Cobb County Board of Commissioners. Cobb County, Georgia Contractor: Kronos SaaShr, Inc. Project: Bid # 18-6390, Workforce Management Systems and Related Products, Services and Solutions Current Contract Term: March 18, 2023 to March 17, 2024 This action provides written notice to renew the current contract dated March 18, 2019, for Sealed Bid #18-6390, in accordance with the terms contained therein. It is valid when signed by both the Owner and Contractor. The signature of the Contractor indicates his/her agreement herewith, including any adjustments in the contract pricing, contract term, or contract scope. Contract Extension The County exercises Its option to extend the current contract for an additional one-year period. The effective date of the contract extension will commence on March 18, 2024 and end on March 17, 2025. ACCEPTED -The above listed terms and conditions of this Amendment are satisfactory and are hereby accepted. OWNER Cobb County Board of Commi i 100 Cherokee Street Marietta, G rgia 90 Signed: Lisa N. Cupid, Ch Oman, Cobb Title: County Board of Commissioners Date: - . Igls-q Approved As To Form: CO' u ON � 'FMRNEY S FFICE PLR MINUTES OF COBB COUNTY BOARD OF COMMISSIONERS CONTRACTOR Kronos SaaShr, Inc. 304011oute 22 West, Suite 200 Branchb rg4NJ 08876 Signed: SCS 6(HAloAAA�-_ Title: C Fb QA3�,C/t PAOC<OZ(Nc; / WALXPT Date: RaA,)AAY A OD T Attachment C KRONOS INCORPORATED -THIRD AMENDMENT % AOk SutINY 1`fJ A CONTRACTOR ANTI -BOYCOTT CERTIFICATION 0 t [PURSUANT TO FLORIDA STATUTE § 287.1351 I, E ,r ,'� c c, V-x,ko-Y, K 1 , on behalf of U �, Cr hCC, y-, (� s S,� �� �+ 5,LL( Print Name Company Name certifies that U r o YA c ,, S �� }� e rc S,� does not: Company Name 1. Participate in a boycott of Israel; and 2. Is not on the Scrutinized Companies that Boycott Israel list; and 3. Is not on the Scrutinized Companies with Activities in Sudan List; and 4. Is not on the Scrutinized Companies with Activities in the Iran Terrorism Sectors List; and 5. Has not engaged in business operations in Cuba or Syria. Signature Sc G Title 2 i0(j oh e <- 0�0 �LL�. Date Attachment D KRONOS INCORPORATED -THIRD AMENDMENT g Q Sup1NY If(P s ti n Sy � • r Affidavit of Compliance with Anti -Human Trafficking Laws City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, FL 33160 Telephone: (305) 947-0606 The undersigned, on behalf of the entity listed below ("Entity"), hereby attests, under penalty of perjury, as follows: 1. Entity does not use coercion for labor or services as defined in Section 787.06, Florida Statutes. (Source: § 787.06 (13), Florida Statutes — Human Trafficking). 2. The undersigned is authorized to execute this affidavit on behalf of Entity. Date: 20TSigned:�uaK Entity: CJV, S"�)P,`t5 L(.(. Name: Fr . C C, 6,Ki;wSl<l Title: S 0 c- d C c— (� I^rJ C -0 - STATE OFf G�S(JIL�S COUNTY OF / The foregoing instrument was ackn aged before me, b a s of 4 physical presence or ❑ nline n tarization, this 91 day of E>�' 202 by ` as St=�L� d&e <zC. for <' who ' peri sonally know to me or who has produced as identification. Notary Public Signature: dl State of Massachusetts at Large (Seal) Print Name: commission expires:o�Ga CYNTHIA L. TRANK * OTARY PUBLIC Commonwealth of MassachuseHs My Commission Expires December 23, 2027 DocuSign Envelope ID: 96EC03D2.462C-4728•ACtB-D987CC8990EB Attachment "B" Renewal Order Form Kronos incorporated— First Amendment 4 DocuSlgn Envelope ID: 96EC03D2-4520-4728-AC18-D967CC8990E0 vKG Quote#: 0,113836 Expires: 28 Aug, 2022 Bill To: CITY OF SUNNY ISLES BEACH 18070 COLLINS AVE SUNNY ISLES BEACH, FL $3160 USA Bill To Contact: Payment Terms: Net 30 Days Customer PO Number: Renewal Perm: 12 months Billing Frequency: Monthly Bitting Type; Arrears Order Notes: By signing this order Customer agrees to the decrease In licenses UKQ Teieslaff Bidding V7,1+ BAAS 110 to 80 UKQ Telestafi Enterprise Bundle V7,1+ SAAS 110 to 00 RENEWAL ORDER FORM Order Type: Renewal Date: 20 Oct, 2022 Ship To: CITY OF SUNNY ISLES BEACH 16070 COLLINS AVE SUNNY ISLES BEACH, FL 33160 USA Currency:USD Solution ID: 6095187 Quote#: Q-113836 Page V3 Contract Sunutlary Contract Period Start Date: 111271202212:00:00 AM Contract Period End Date: 111261202312:00:00 AM Total Price: USD 7,087.20 The Total Price Is the total billable amount (pre-tax) for the contract period listed above, Annualized Contract Value: USD 7,987.20 The Annualized Contract Value is the value of the contract if all services are priced for 365 days. The Annualized Contract Value does not Include estimated tax. Please nate that this quote may include services priced for prorated periods. UKG krmtoslacarpnrated,AUKCCompanV 900chehndordstreet Iowe.Il,MA01851 r79n0'L2515G1 DocuSlgn Envelope ID: 96EC03D2-452C-4728-AC18-D987CC8990E8 Quote#: Q-11383(1 Page 2!3 vKG lication UKG TELESTAFF BIDDING W.1+ SAAB 1 121 801 USD O.cO I USD 0.00 UKG TELESTAFF ENTERPRISE BUNDLEW,1+ SAAS 121 80 USD 666.60USD 7,087.20 Total Pico I I I USD 7,067.20 1,% KG Krmioi InenrpnralAd, A 11KC Company 900 Chatmsiarrl Sarner r ownll, MA 01851 N A00 2151561 DocuSlgn Envelope ID: 96EC03D2.462C-4728-AC18-Dg67CC8990EB Quote#. (1-113836 Page 3(3 CITY OF SUNNY ISLES BEACH Kronos incorporated Signature: Signature: Name: Name: Title: Title: Effective Date: Effective Date: Invoice amount will reflect deposit received. All professional services are billed as delivered with payment due, in accordance with the Payment Term set out In this Order Form. Unless otherwise indicated above, this order Is subject to the relevant Kronos Terms and Conditions executed between the parties. THIS ORDER IS SUBJECT TO APPLICABLE TAXES. THE ACTUAL TAX AMOUNT TO BE PAID BY CUSTOMER WILL BE SHOWN ON CUSTOMER'S INVOICE, Shipping and handling charges will be reflected on the final invoice. The Monthly Price on this Order Form has been rounded to two decimal places for display purposes. As many as eight decimal places may be present in the actual price. Due to the rounding calculations, the actual price may not display as expected when displayed on your Order Form. Nonetheless, the actual price on your invoice is the true and binding total for this order for purposes of amounts owed for the term. If you are tax exempt; please provide a copy of your lax Exempt Certificate" with your signed quote. UKG Krnnoclnrnrpnratad,AlJK(;Company 9t10091rnxrordStreet Lowell,NIA018S1 +180022.51561 DocuSlgn Envelope ID: 81DE7FF9-A6BB-4FEE-A970-9F39F87E091F `y�NNY Ir, s SECOND AMENDMENT TO THE AGREEMENT n = BETWEEN THE CITY OF SUNNY ISLES BEACH %'''r� • I L01 AND KRONOS INCORPORATED tulo+,e CONTRACT NO. C2019-4378 This Second Amendment to the Agreement between the CITY OF SUNNY ISLES BEACH ("City") and KRONOS INCORPORATED ("Contractor"), executed this ` ii lay of RG,uA, 2023, is made a part of the original Agreement ("Agreement") dated August 29, 2019, and the First Amendment thereto, dated November 14, 2022, between the City and Contractor, copies of which are attached hereto collectively as Attachment "A." The City and Contractor hereby agree as follows: RECITALS WHEREAS, pursuant to the City's procurement code, purchases made under state, county, or other governmental contracts, or competitive bids with other governmental agencies, are exempt from the City's competitive bidding procedures; and WHEREAS, Cobb County, Georgia, issued a Request for Proposals, RFP No. 18-6390, entitled "Workforce Management Systems and Related Products, Services and Solutions" and awarded a contract known as the Master Agreement No. 18220 to Contractor for those Services for an initial period of March 18, 2019, through March 17, 2022, with renewal options to provide such Services; and WHEREAS, Master Agreement No. 18220 has been extended through March 17, 2024, as set forth in Attachment `B;" and WHEREAS, the City wishes to continue to leverage the terms and conditions of the Master Agreement No. 18220; NOW, THEREFORE, in consideration of the mutual promises and covenants set forth below, the parties agree as follows: 1. OPTION TO RENEW. The City hereby elects to exercise its option to renew the Agreement for (1) one year as set forth in Section 4 of the Agreement and Master Agreement No. 18820. The effective date of this Second Amendment shall commence on August 29, 2023, and shall terminate no later than November 26, 2024. The patties agree that for the duration of Renewal Term of November 27, 2023 through November 26, 2024 for the Renewal Order Form attached hereto as Exhibit A ("Renewal Order Form") the terms and conditions of this Agreement and the Master Agreement No. 18820 will survive and continue in fall force and effect with respect to the Renewal Order Form. There remains 1 one (1) year renewal option, which may be authorized by the City Manager, provided Master Agreement No. 18220 has been extended through March 17, 2025, 2. ADDITIONAL COMPENSATION. Section 5 of the original Agreement between the parties is hereby amended to include additional compensation for the one (1) year renewal term in an amount not to exceed Eight Thousand Three Hundred Seven Dollars and No Cents ($8,307.00) for the Services, and a contingency amount not to exceed Eight Hundred Thirty -One Dollars and No Cents ($831.00), for a total not to exceed amount of Nine Thousand One Hundred Thirty -Eight Dollars and No Cents ($9,138.00). 3. OTHER PROVISIONS REMAIN IN EFFECT. Except as specifically modified herein, all terms and conditions of the original Agreement between the parties, as amended, shall remain in full force and effect. Kronos Incorporated — Second Amendment DocuSign Envelope ID: B1DE7FF9-ABBB-4FEE-A970-9F39F87E091F 4. CONFLICTING PROVISIONS. The terms, statements, requirements, and provisions contained in this Second Amendment shall prevail and be given superior effect and priority over any conflicting or inconsistent term, statement, requirement, or provision contained in any other document or attachment, including but not limited to Attachment "A." [SIGNATURE PAGE TO FOLLOW] Kronos Incorporated — Second Amendment 2 DocuSign Envelope ID: B1DE7FF9-A6BB-4FEE-A970-9F39F87E091F IN WITNESS WHEREOF, the patties hereto have executed this document as of the date mentioned above. WITNESS: KRONOS INCORPORATED CDocuslpned by: ,' rSt fL aAkAf MAIMCAWC483... Signature Joseph Grant Print Name OM Analyst ATT BY: BY: Department Head Kronos Incorporated — Second Amendment DocuBigned by; BY: �rLbriea, Prt�;oL ss asr... Fabrice Pajot Manager oM CITY OF BY: V Larisa Mayor BEACH APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY: Y&OV&O lain R Boileau, for Nabors, Giblin & Nickerson, P.A., City Attorney DocuSign Envelope ID; 9BEC03D2452C-4728-AC18-D967CC8990EB TAWS CONTRACTNA1,GREEMENT (hereinafter referred to as the "Agreement') is made in duplicate, this `d day of �� q, 2-14, by and between the CITY'OF SUNNY ISLES REACH, Florida, (hereinafter referred to as "City'), and KRONOS INCORPORA'TEQ, a ' foreign corporation authorized to do business in the State of Florida (hereinafter referred to as. "Contractor") whose Federal I.D. # is 04-2640942. ITALS WHEREAS, the City of Sunny isles Beach is in need of a Contractor for Workforce Telestaff scheduling software for the City ("Services"); and WHER AS, Contractor is a certified and insured company with the necessary experience to provide the desired Services; and WHEREAS Cobb County, QA, issued a Request for proposals, RFP 18-6390 the procurement was titled "Workforce Management Systems and Related Products, Services and Solutions" and awarded a contract known as the Master Agreement #18220 to Contractor for those services for a period of March 19, 2019 through March 17, 2022, with renewal options, to provide such Services; and WFIEREAS, the City desires to enter into an agreement with Contractor, using Cobb County's bid information, to provide the Services described in Attachment "A", attached hereto and made part hereof, subject to the terms and conditions contained herein; and WHEREAS, pursuant to the City's procurement code provisions, purchases made under state, county or other governmental contracts, or competitive bids with other governmental agencies are exempt from the City's competitive bidding procedures; and WHEREAS, the•City wishes to contract with Contractor to provide the desired Services as more particularly described in Attachments "A" and "B" for it minimum annual amount of Ten Thousand Five Hundred Sixty Dollars ($10,560.00), with a onetime implementation fee of Five Thousand Dollars ($5,000.00). NOW THEREFORE, in consideration of the promises and the mutual covenants herein the parties agree as follows: TERMS L. RE, CITALS. The Recitals set forth above are hereby incorporated into this Agreement and made a part hereof for reference. I 2. THE C(3NT CT DOCUMENTS, The Contract Documents consist of this Agreement, as well as the terms and conditions of the Cobb County, GA RFA 1$ 6390 and resulting Master Agreement #18220, which are specifioally incorporated herein and made a part hereof as i Attachment "A" (hereinafter referred to as "Contract Documents"). Kronos 1ncctp0r%1Wd 190 DocuSign Envelope ID: 98EC03D2462C.4728•AC10-D967CC8990EB City of Srimly Isles Beach 19070 Collins Avenue, Sunny isles Beach, Florida 33160 (305) 947.0606 phone (305) 949-3113 Fax 3. ST,RV WIR Contractor shall provide the services pursuant to the terms and conditions set forth in the Cobb County, GA's Master Agreement #18220, as more particularly described in Attachment "A" (hereinafter referred to as "Services"). The Services shall be performed by Contractor to the full satisfaction of the City. Contractor algees to furnish all labor and material in a good and workmanlike and professional manner to perform Services. Contractor agrees to have a qualified representative to audit and inspect the. Services provided on a regular basis to ensure all Services are being performed in accordance with the City's needs and pursuant to the terms of this Agreement and shall report to the City accordingly. Contractor agrees to-immecliately Inform the'City via telephone and in writing of any problems that could cause damage to the City's property, improvements and persons. Contractor will require its employees to perform their work in a manner befitting the type and scope of work to be performed. In the event that the Contractor fails to complete the Services pursuant to the terms of this contract and City, must undertake the completion of performance of Services, Contractor agrees to indemnify the City for all costs incurred with respect to the completion of those Services and any damages the City may suffer as a result of the Contractor's failure to perform the Services. 4. TERIY]<. Subject to the provisions relating to the termination of this Agreement as set forth hereunder, the term -of this Agreement shall begin upon full execution of this agreement and shall be for a term of three (3) years. The City shall have tite option of renewal pursuant to the terms set forth in Attachment "A". Contractor acknowledges that compliance with the commoncement and completion schedule is the essence of this Agreement. The terms of Sections 15 entitled "Compliance with Law," respectively, shall survive termination of this Agreempnt, 5. COMP'tNSATION. - During the term of this Agreement, in whatever capacity rendered, the City shall pay Contractor for Services performed under this Agreement, a minimum annual amount of Ten Thousand Fivo Hundred Sixty Dollars annually ($10,360.00), with a onetime impiemcntationfee ofFive Thou 9and Dollars ($5,000.00). prior to exceeding (he minimum annual amount, Contractor shall promptly notify the City to ensure that there is an adequate appropriation of funds available for the excess payments. Payment to Contractor for all charges and tasks under this Agreement shall be in accordance with the Contract Documents and the schedule of charges reflected as reflected in Attachment "I3", which is Contractor's proposal to the City, under the following conditions: a. Qi5bursements. 'There are no reimbursable expenses associated with this contract except for expenses approved by the City Manager. • b, Pa m�, ent Schedule. Invoices received itom the Contractor pursuant to this Agreement will be reviewed by the initiating City Department. Payments shall be made only after completion of the project, if services have been rendered in conformity with the Agreement, the invoice will be sent to the Finance Department for payment, invoices must reference the contract number assigned hereto. Invoices will, be paid in accordance with the State of Florida Prompt payment Act. The City will pay properly submitted Contractor invoices following each quarterly period within 34 (thirty) days of recelpt, for completed and accepted deliveries or specified services and/or goods, unless the City notifies the Contractor in writing of the dispute, before the payment is due. 2 Krunos lluorpcmlad • 191 Dow Sign Envelope to: 96EC03D2A62C-4728-AC18•D967CC8990EB City of Sunny .Isles Beats 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949.3113 Fax c. Final Invoice.. In order for both parties herein to close their books and records, the Contractor will clearly state "final invoice" on the Contractor's final/last billing to the City. This certifies that all services have been properly performed and all charges and costs have been invoiced to the City. Since this account will thereupon be closed, any other additional charges, if not properly included on this final invoice, arc waived by the Contractor. Contractor shall make no other charges to the City for supplies, labor, taxes, licenses, permits, overhead or any other expenses or costs unless any such expense or cost is incurred by Contractor with the prior written approval of the City. If the City dispt tes any charges on the invoices, it may make payment of the uncontested amounts and withhold payment on the contested amounts until they am resolved by agreement with Contractor. Contractor shall not pledge the City's credit or make it a guarantor of payment or surety for any contract, debt, obligation, ,judgment, lien, or any form of indebtedness. The Contractor further warrants and represents that it has no obligation or indebtedness that would impair its ability to fulfill the terms of this Agreement. 6. IN)FPENDEIYT CONTRACTOR RE'l'IO„ NSHIP. The Contractor is an ! independent Contractor and shall be treated as such for all purposes. Nothing contained in this Agreement or any action of the parties shall be construed to constitute or to render the Contractor an employee, partner, agent, shareholder, officer or in any other capacity other than 'as an independent Contractor other than those obligations which have been or shall have been undertaken by the City. Contractor shall be responsible for any and all of its own expenses in performing its duties as contemplated under this Agreement. The City shall not be responsible for ady expense incurred by the Contractor. The City shall have no duty to withhold any Federal income taxes or pay Social Security services and that such obligations shall be that of the Contractor, other than those set forth. in this Agrcoment. (contractor shall furnish its own transportation, office and other supplies as it determines necessary in carrying out its duties under this Agreement. 7. RjapRA,NCL Contractor shall, at its sole cost and expense,, during the period of any work being performed under this Agreement, procure and maintain the following minimum insurance coverage to protect the City and Contractor against all loss, claims, damage and liabilities caused by Contractor, its agents or employees, as indicated below, o Comprehensive General liability Insurance, including broad form contractual liability coverage for all operations, including, but not limited to, contractual, products, and completed operations, personal injury and property damage liability with minimum limits of.One Million Dollars ($1,000,000.00) combined single limit per occurrence. o Worker's Compensation, as required by state law. ❑ Business Automobile Liability which shalt include coverage for all owned, non - owned and hired vehicles for minimum limits of not less than One Million Dollars ($1,000,000.00) combined single limit per occurrence for bodily injury and property damage. Moms tneoftlarated 3 192 DocuSIgn Envelope ID: 96EC03D245204728-AC18•D967CC8990EB City of Suany Isles Beach 18010 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947.0606 phone (305) 949-3113 Fax 0 Professional Liability ipsurance, with a minimum limit of not less than One Million.Doilars ($1,000,000.00) per claim and aggregate for errors arid/Or omissions of Contractor in the performance of this Agreement insurance required of the Contractor shall be primary to, and not contribute with, any insurance or seif-insutance maintained by the City. Such insurance shall not diminish Contractor's Indemnification and obligations hereunder, The insurance policy shall be issuedby companies authorized to do business under the laws of the State of Florida and acceptable to the City with a minimum A.M. Best rating of A -Excellent. Before any work under this Agreement is performed, and at any time upon request, Contractor shall furnish to the City certificates of insurance evidencing the minimum required coverage and shall be appropriately endorsed for contractual liability, with the City named as additional insured. All policies and certificates shall be in farms and issued by insurance companies acceptable to the City Manager or his designeg. All insurance policies and certificates of insuranco, shall provider that the policies may not be canceled or altered without thirty (30) days prior written notice to the City. Contractor shall also require and ensure that each of its sub -Contractors providing services hereunder (if any) procures and maintains, until the completion of the services, insurance of the types and to 4he limits specified herein. ANY EXCEPTIONS TO THE INSURANCE R.11 QTJIREME Ts IN THIS SECTION MUST BE API'1YOVED IN WRITING BY THE CITY. $ 3URISDICTION VENUE AIjI WAIVER QF JURY TRI L' . This Agreement shall be interpreted and construed in accordance with and governed by the laws of the State of Florida. All parties agree and accept that jurisdiction of any dispute or controversy arising out of this Agreement, and any action involving the enforcement or interpretation of any rights hereunder shall be brought exclusively in the Eleventh Judicial Circuit in and for Miami Dade County, .Florida, and venue for litigation arising out of this Agreement shall be exclusively in suoh state courts, fdrsaking any other jurisdiction which either party may claim by virtue of its residency or other jurisdictional device. in the event it becomes necessary for the City to file a lawsuit to 011force any term or provision under this Agreement and the City is the prevailing party then the City shall be entitled to its costs and attorney's fees at the pretrial, trial and appellate levels. BY ENTERING INTO THIS AGREEMENT, CONTRACTOR AND CITY HEREBY EXPRESSLY WAIVE ANY RIGHTS F ITHER PARTY MAY HAVE TO A TRIAL EY JURY OF ANY CiViL LITIGATION RELATED TO THIS AGREEMENT. Nothing in this Agreeradnt is intended to serve as a waiver of, sovereign immunity, or of any other immunity, defense, or privilege enjoyed by the City pursuant to Section 768.28, Florida Statutes. . 9. . NOTICES. - All notices and other communications requited ar permitted to be given under this Agreement by either party to the other shall be in writing and shall be sent (except as otherwise provided herein) (i) by certified or registered mail, first class postage prepaid, return receipt requested, (ii) by guaranteed overnight delivery by a nationally recognized courier service, or (iii) by facsimile with confirmation receipt (with a copy simultaneously sent by certified or registered mail, first class postage prepaid, return receipt requested or by overnight, delivery by traditionally recognized courier service), addressed to such party as follows: Kronor lncorpo lw 4 193 .. ............. _............... . . DocuSign Envelope ID: 96EC03D2-452C-4728-ACt8.D967CC8990EB Ct(v of Sonny isles Beach 18070 Collins Avenue, Sunny isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax istopher J. Russo With a Copy to: y Manager Edward A. Dion y of Sunny isles Beach City Attorney 70 Collins Avenue City of Sunny Isles Beach urth Floor 18070 Collins Avenue nny Isles Beach, Florida 33160 Fourth Floor TRu"o l: (30S) 792-1776 Sunny Isles Beach, Florida 33160 Tel: 305 792-1766 onos Incorporated ce Pr9sident and General Counsel 0 Chelmsford Street well MA 01851 10. puB1 W RECORDS. The Contractor agrees that if It is acting as a Contractor as defined in Section 119.6701, Florida Statutes, the Contractor shall comply with the following requirements: (i.) Contractor shall keep and maintain public records required by the City to perforin the service. (ii.) Upon request from the City, Contractor shall provide the City with a copy of the requested records or allow the records to be inspected or copied within -a reasonable time at a cost that does not exceed the cost provided by Chapter 1'19, Florida Statutes, or as otherwise provided by law. (iii.) Contractor shall ensure that public records that are exempt or confidential and 'exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the contract term and following completion of the contract if the Contractor does not transfer the records to the City. (iv.) Contractor shall, upon completion of the contract, transfer, at no cost, to the City all public records in possession of the Contractor or keep and maintain public records required by the City to perform the service. if the Contractor transfers all public records to the City upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided by Contractor to the City, upon request from the City, in a .format that is compatible with the information technology systems of the City. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 1.19, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT (305) 792-1703, CltyClerk@sib#i.net,1.8070 Collins Aventte, 4" Floor, Sunny Isles Beach, Florida 33160. I I . AUUIT• The Contractor shall make available to the City or its representative all required invoices associated with the Agreement for a period of three (3) years. Kvonos Iocomaaled $ 194 Docuftn Envelope ID: 96EC03D2-462C-4728-AC18-D867CC8990EB Clty of Sunny tiles Reach 18070 Collins Avenue, Sunny Islas Beach, Florida 33160 (305) 947-0606 phone (305) 949.3113 Fax 12, NON-DISCR[MINATION. The Contractor agrees to comply with all Local and state civil rights ordinances and with Title VI of the Civil Rights Act of 1984 as amended, Title Vill of the Civil Rights Act of 1968 as amended, Title 1 of the Housing and Community Development Act of 1974 as amended, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of. 1990, the Alae Discrimination Act of 1975, Executive Order 11063, snd with Executive Order 11248 as amended by Executive Orders 11375 and 12086. The Contractor will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital/familial status, or status with regard to public assistance. 'Fite Contractor will take affirmative action to insure that all employment practices are free from such discrimination. Such employment practices include but are not limited to the following: hiring, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, termination, rates of pay or other forms •ot' compensation, and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the City setting forth the provisions of this non- discrimination clause. The Contractor abirees to comply with any Federal regulations issued pursuant to compliance with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 708), which prohibits discrimination against the handicapped in any Federally assisted program. 13, CONFLICT OF INTERE, ST. The Contractor agrees to adhere to and be governed by the Miaml-Dade County Conflict of interest Ordinance Section 2.11.1, as amended; and by the City of Sunny Isles Beach Ordihance No. 99.82, which are incorporated by reference herein as if fully set forth herein, in connection with the Agreement conditions hereunder. The Contractor covenants that it presently has no interest and shall not acquire any interest, directly or indirectly which should conflict in any manner or degree with the performance of Services under this Agreement. The Contractor further covenants that in the performance of this Agreement, no person having any such interest shall knowingly be employed by the•Contractor, The Contractor guarantccs that he/she has not offered or given to any member of, delegate to the Congress of the United States, any or part of this contract or to any benefit arising therefrom. 14. PRORWIT,LON AGAINU CONTRACTING WITH SCRUTINIZfiR COMPANIES, Pursuant to Florida Statutes Section 215.4725, contracting with any entity that is listed oti the Scrutinized Companies that Boycott Israel List or that is engaged in the boycott of Israel is prohibited. Contractor must certify that the company is not participating in a boycott of Israel. Any contract for goods or services of One Million Dollars ($1,000,000) or more shall be terminated at the City's option if it is discovered that the entity submitted false documents of certification, is listed on the Scrutinized Companies with Activities in Sudan List, the. Scrutinized Companies with Activities in the Iran petroleum I:,nergy Sector List, or has been engaged in business operations in Cuba or Syria after July 1, 2018. Any contract entered into or renewed after July 1, 2018 shall be terminated at the City's option if the company is listed on the Scrutinized Companies that Boycott Israel (,ist or engaged in the boycott of Israel. Contractors must submit the certification that is attached to this agreement as Attachment `I+C". Submitting a false certification shall be deemed a material breach• of contract. The City shall provide notice, in writing, to the Contractor of the City's determination concerning the false dertification. The Contractor shall have ninety (90) days following receipt of the notice w1A1��14AA1q AM1 Krona Incorporated 8 195 DocuSlgn Envelope ID: 9BE003D2452C-4728-AC18-D967CC8990EB City of Sunny Isles Beach 18070 Collins Avenue, Sunny Isles Beach, Florida 33160 (305) 947-0606 phone (305) 949-3113 Fax to respond in writing and demonstrate that the determination was in error. If the Contractor does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Florida Statute Section 215.4725. 15, CQMLIANCE WI'T'H LAW. Contractor shall.comply with all laws, regulations and ordinances of any federal, state, or local govemmeittal authority having jurisdiction with respect to this Agreement ("Applicable Laws") and shall obtain and maintain any and all.material permits, licenses, approvals and.consents necessary for the lawful conduct of the activities contemplated under this Agreement. 16, CONFLICTING: FROVIM_NNQt. The terms and conditions in this Agreement shall supersede and take priority over any inconsistent or conflicting provisions that are contained In any outer document, including but not limited to Attachments "A", "B" and "C". 17. MISCELLANEOUS. A, -in the event any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall nevertheless be binding upon the parties with the same effect as though the void or unenforceable provisions had been severed and deleted. B. This Agreement may be, executed in multiple identical counterparts, each o£which shall be deemed an original for all purposes. C, This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral and written negotiations, commitments, agreements and understandings relating hereto. D. Any modification of this Agreement shall be effective only if in writing and signed by the parties to this Agreement. E. No waiver of any provision of this Agreement shall be valid or enforceable unless such waiver is in writing and signed by the party granting such waiver. IN WITNESS WHERROF, the partles hereto have executed this Agreement on the day and year first written above. Ktonna bsorpotatcd 7 196 DocuSIgn Envelope ID: 96EC0302-452C-4728-AC18-D867CC899DE13 ure .8ow MAIL N 100.76. CO AVAdtlk-Sunoy 1§1es Beadh, floilda 331,60 0 9,41-W, --hp qO-qAN 0 KRONOWCORMORATEDi JAY - "I *t, CITMOPSUNNYISLIES BVACH' ►.4 -red ,&P.DROV,E]D.,A,s T.O-'.Fo'ltm RV 'EdwVd' iy..A'!( ft.@Y- .. t �k*ofttgy 197 v I < G Quote#: Q-280649 Expires: 13 Sep, 2024 Sales Executive: Felice Dennison Effective Date: Effective as of the date of last signature of this Order Customer Legal Name: CITY OF SUNNY ISLES BEACH Customer Legal Address: 18070 COLLINS AVE, SUNNY ISLES BEACH, FL 33160 USA Bill To: CITY OF SUNNY ISLES BEACH 18070 COLLINS AVE SUNNY ISLES BEACH, FL 33160 USA Bill To Contact: Currency: USD Customer PO Number: Solution ID: 6095187 Initial Term: 12 months Uplift Percent: 8 % Billing Start Date: November 27, 2024 Data Center Location: USA Subscription Services Billing Frequency: Annual in Advance ORDER FORM Order Type: Quote Date: 15 Oct, 2024 Ship To: CITY OF SUNNY ISLES BEACH 18070 COLLINS AVE SUNNY ISLES BEACH, FL 33160 USA Ship To Contact: Tiffany Neely Ship to Phone: (305) 792-1805 Ship to Mobile: Contact: Tiffany Neely Email: tneely@sibfl.net Shipping Terms: Shipping Point Ship Method: FedEx Ground Freight Term: Prepay & Add Renewal Term: 12 months Payment Terms: Net 30 Days Quote#: Q-280649 Page 1/3 V KG UKG Kronos Systems LLC 400 Chelmsford Street Lowell, MA 01851 Quote#: Q-280649 Page 2/3 One Time Setup Fee Billing Frequency: Billed 100% upon signature of the order form One Time Setup Fees I USD 2,500.00 Quote Summary Total Monthly SaaS and Equipment Rental Fees I USD 748.00 Total One Time Fees I USD 2,500.00 Order Notes: By ordering TeleStaff Cloud pursuant to this Order, Customer acknowledges that UKG will transition Customer's use of the existing TeleStaff Applications in the Kronos Private Cloud (KPC) to use of the TeleStaff Cloud Applications in the Google Cloud Platform (GCP). Customer's right to use the existing TeleStaff Applications in KPC will terminate sixty (60) days after go -live of the TeleStaff Cloud Applications set forth on this Order in GCP, but in no event beyond December 31, 2025. UKG TeleStaff Cloud Monthly Service shall be invoiced at the Billing Frequency indicated on this Order Form, commencing on the Billing Start Date. As of the Billing Start Date, UKG will credit any pre -paid but unused TeleStaff Applications in the KPC and apply such credits against any amounts owed to UKG by Customer until such credit is expended. Customer shall pay for the TeleStaff Applications in the KPC fees until the TeleStaff Cloud Billing Start Date. The fees for the Subscription Services are invoiced 60 days prior to the Billing Start Date. This order entered into between the Customer and UKG Kronos Systems LLC (formerly known as Kronos Incorporated) is subject to the terms and conditions of the Master Agreement Reference #18220 dated March 18th, 2019, between the Lead Agency (acting as "Owner") and Kronos Incorporated (as the "Contractor"), as amended (collectively referred to as the "US Communities Agreement #18220"), as further amended by the terms and conditions of Contract No. 2019-4378 and amendments thereto between Customer and UKG Kronos Systems LLC. Contract Summary Contract Period Start Date: 11127/202412:00:00 AM Contract Period End Date: 11/261202512:00:00 AM The Total Price is the total billable amount (pre-tax) for the contract period listed above. Annualized Contract Value: USD 8,976.00 The Annualized Contract Value is the value of the contract if all services are priced for 365 days. The Annualized Contract Value does not include estimated tax. V KG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 Quote#: Q-280649 Page 3/3 IN WITNESS WHEREOF, the parties have caused this Order to be executed by their authorized representatives and shall be effective as of the date of the last signature below. CITY OF SUNNY ISLES BEACH Signature: Name: UKG Kronos Systems LLC �+Docu3igned by: CV'L6Gt� �� Signature: nannaaanFnraa�a Name: Erica Bukowski Title: G1 ' L fkA1*de` Title: Date: • Z 7 Date: Sr. order Processing Analyst 10/29/2024 1 10:34 AM EDT The monthly price on this Order has been rounded to two decimal places for display purposes. As many as eight decimal places may be present in the actual price. Due to the rounding calculations, the actual price may not display as expected when displayed on your Order. Nonetheless, the actual price on your invoice is the true and binding total for this Order for purposes of amounts owed for the term. If you are tax exempt, please email a copy of your "Tax Exempt Certificate" to TaxExemption@ukg.com along with the quote number otherwise this order is subject to applicable taxes. The actual tax amount to be paid by Customer will be shown on Customer's invoice. UKG is aligning our product brand and announcing that the UKG Dimensions® and UKG Pro® solutions will be one product suite under the name UKG Pro. Click here to learn more and view examples of current to future names https://www.ukg.com/one-suite#WhatproductnamesarechangingunderUKG Dimensions UKG UKG Kronos Systems LLC 900 Chelmsford Street Lowell, MA 01851 C,r� 4F SVS+ h�V City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall (305) 949-3113 Fax MEMORANDUM TO: Honorable Mayor and City Commissioners VIA: Stan Morris, City Manager FROM: Tiffany D. Neely, Finance Director DATE: October 22, 2024 RE: Approval of a Third Amendment with UKG Kronos Systems, Inc. for Scheduling Software RECOMMENDATION: Staff recommends approval of this Resolution. REASONS: The order form includes the contract renewal from November 27, 2024 - November 26, 2025, in addition to the migration fee. The Police Department has been using UKG's (formerly Kronos) Telestaff scheduling software since 2019. They are satisfied with its capabilities and wish to exercise a 3rd renewal option. This is a cloud -based software that was originally procured by piggybacking Cobb County, GA contract #18220 through the Omnia Partners purchasing cooperative. The 3rd amendment contract amount includes the following: Telestaff software: $748 monthly x 12 = $8,976 10% contingency: $898 (rounded up) Migration fee: $2,500 Total NTE - $12,374.00 ADDITIONAL INFORMATION: Item Number: 9.M 242 Copies of the complete contract are on file with the Office of the City Clerk and available upon request. FUNDING SOURCE: Funds have been appropriated in Account No. 001-2-5160-434050-00000. ATTACHMENTS: Resolution Third Amendment Item Number: 9.M 243