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3212
PENTAMATION GOVERNMENT SYSTEMS
License - Limited Source Code
Info Services
LEG 12-1
06/27/1990
06/30/2001
02/15/2009
01/01/2009
'~ ~ PENTAMATION - ~ o. 8 5 8 8 2
ONE BETHLEHEM PLAZA BETHLEHEM, PENNSYLVANIA 18018
INVOICE
4-29-92
DATE:
· REFERENCE:
CITY OF BREMERTON
239 FOURTH ST.
BREMERTON, WA 98310
ATTN: KATHLEEN MCCLUSKEY
TERMS: Net 10 Days. Thank You.
FOR:ProfessionalDataProcessingServicesRendered
GOVERNMENT SYSTEMS
APPLICATION SOFTWARE MAINTENANCE CONTRACT
PERIOD: JUNE 1, 1992 - MAY 31, 1993 $ 7,103.25
THE FEE BECOMES DELINQUENT ON JUNE 1, 1992. A 1.5% PER MONTH
SERVICE CHARGE WILL BE APPLIED TO PAST DUE ACCOUNTS.
PENTAMATION
APPL1CATIO# SOFTUARE NAINTENA#CE AGREENENT
NN4E ANO ADDRESS
OF LICENSE: C{ty of Br~rt~ LICEN~: P~t~t~ Gover~nt Syst~
~9 F~rth St. 2~ Harketpiece
Br~rt~, ~ 9~10 Bethink, PA 1~18
Pa~t of the Itmlz~ ami f~8 (~rt~a[ ~ts mt accord) 8hah ~tltie L$cens~ to
8~lf~ ~Hcet~m 8oftunre 8~rt services, ~ the foli~ term 8~ c~t~. Services
~l[l ~ pr~l~ ~ the Gover~t S~t~ Division of Pent~tJ~ Enterprises,
This Agr~t Is effective for the ~r~ s~cJf~ ;n Syst~ Cover~ a~ Fe~, ~t~, e~ Is
s~ject to r~otisti~ 8~ r~ai each year. P~t~t~ my replete th~s Agre~nt for
ca~e ~f the L~ce~ee faits to c~Ly utth any of the te~ 8~ co~tions of th~s Agre~t or
ulth ~ of the te~ 8~ c~itJ~ of the L~ce~e Agr~t for any of ~ts softMere pr~ts.
P~t~t~ reserves the r~ght to .;thhoid 8erv;ces ~ futi ~nt of these or other f~s.
~rv~c~ co~r~ Mr the m~nt~e 8gr~t uJL~ ~:
pr~r~, ~r~-~ a~ year-~ pr~res. Tet~ hotH~ service is
~k~ excL~;~ holidays ~::~ 9 ~ ~ 5:00 ~, eastern t~. The P~t~tf~ staff
uJl~ rake a rees~bte effort to solve the pr~t~ or o~r ~sti~ ;~lateiy.
e~r~rJate, P~t~tl~ staff ,~H provJ~ ~ ~t;~te of h~ t~g ;t M~H ~ake to resolve
the pr~(~ a~ ulit k~ the cH~t Jnfor~ of profess. ~ r~ir~ for Jn-~pth
e~ys~s, Pe~t~t~ staff ~y ~cess the that's c~ter directty over teLe~
2. Pr~ram o~ratJo~L M~nte~e. Ma;nte~e shait c~sist of the correctim, re~r, or
r~toc~t of the softMare to ~sure that the soft~ere Mitt ~rfo~ es represent~ ~ the
3. Priority access to techn~cai res~rces for ~ta r~tr~t;~ ~e to he.are or
s~t~ ~. (Atth~gh there my an ~Jti~i charge for such service, ~ gu8rent~ a
r~e ~iy to ~nt~e chants, a~ ciJ~ts ~ mJntena~e c~tracts u~[t receive
prior,ry.)
~. U~t~ syst~, ~nci~t~ r~tJ~ ~a~nts ~ to the s~t~ ~r~ the c~tract
year. Feature of LJce~ee to ~teH ~ releases u;th~n s~x ~ths of avoJiablilty
result ~fl te~J~ti~ of ~Jnt~e servfces ~
5. CH~t Mte ~[[et~ iss~ to prov{~ o~rs to recurring ~st~s or c~
Ma~nt~e fe~ for thee services uiil ~ iff eccordo~e u(th the ~ts Hst~ Iff
Llc~s~ egr~s to proviZ, mlnto~n, o~ ~ke 8valLabte 8~r~rlate ~eie~o~ service,
~ ~J~t, c~ter ~i~nt, c~ter 8oftuare, a~ ~s8uord Jnfor~ti~ r~ir~ to
provJ~ P~tmt~ Mith ~ access to the L~c~see'8 c~ter.
At the dJrect~ of the chant, P~t~zJ~ My ess~ res~JblHty for resotvl~
dlsagr~ts ~ hat.are, o~ratJ~ systm, 8~ e~Hcstl~ softuare s~rt ~rsML
r~ardJ~ the orJ0ln or soiutJ~ of cH~t oystm pr~i~. In th;s case, P~t~tl~
efther correct the re~rt~ pr~l~ or ulLi provl~ ev~e that the pr~[~ is ~t relot~ to
Pent~tJ~ softuore o~ d~r~t the ctJ~t to the ~roprlate ~rty for resolutJ~. If ~t
~temf~ that the r~rt~ pr~l~ ~ ~t re[et~ to Pentmtl~ soft.are, the cileflt ~y
chorg~ for c~uitt~ services et ~r 8to~ rates ptus e~es.
Llc~=~: City of Br~rt~ Page 1 of 2 Expires Hay 31,
The Hsfntenence Agremnt does not cover the foLLowing services, and Licenses agrees to pay
legittmmte fees for cervices provided. Hourly rates shaLL be quoted and authorized prior to
incurring consuitlng/progrmm~Ing charges, and any other invoices shalt be based upon actual
1. Progr~ming required to repair date or c~r~ultlng necessitated by hard~ere problems,
eperstlog ey~tam problems, or Improper use of the mystam(e) (ss daflnecl in the users~
omnuals and client ~_~'~__te buLLetins). Out*of-packet expenses associated with such repair;
for exMpLe, Federal Express ehlpaantl, diskettes, tapes, and telephone calls.
Remedial amlntanance for problems ,hlch could have been preYanted by ImpLementation of
distributed patch, UlXMte, or maintenance release.
3. Shipping or express courier charges; tran~allslon supplies such as tapes end diskettes;
telephone toils for amdam service; on-site consulting eervlcee; out*of-to~n travel and
related expaomee; custom progressing and related expanses.
4. Retraining neceesltsted by turnover of key Mptoyees.
it is further understood that if Pantm~tton ekes non-standard application program changes
and/or scream changes requested by'the clfant to.~eet the unique needs of the client, or if the
cLiant has application program changes or screen changes made by non-Pentamation amployees, this
may effect the ability of Pentamatlon to parfor~ its future reepansiblllttes to the client for
application program mintananoe and support. These non-standard changes may require P~ntamati~n
services not covered by this Agreamant that will be bllLobie to the client.
Systems Covered end Fees
specified services for the Itemized sppllcstlone and period.
AppLication Deal;sated Locstion ' Prior Year Fee Renewal Fee*
Fund Accountant City of Br~11ertan $ 1,350 $ 1/,17.50
Budget Prep City of greav~rtan /~50 472.50
Purchasing #odule City of Sranertan 600
Custom Progrw~mtng (PO) 75 78.75
Human Resource llamnger City of gromertan 2,100 2,205.00
Custma Prograa~in~ (Paychecks) 75 78.75
Gruae Receipts Tax Hanager City of Sromertan 6?5 708.75
Custom Programming (Gross Receipts) 90 9~.50
Hal~tenenoe fee for period: ~une 1, 1992 - Hey 31, 199~ S ?,105.25
(Equipment Conflg~retton/Oparstlng System: NCR 600 / 800 - Unix)
ALI rexes, except taxes based on the not income of Pantamatlan Enterprises, Inc., resulting from
the LIcenolng or uss of the Licensed Systams by the LIcer~es, Including, but not limited to,
This Agreement wILL be governed by the LaHS of the Stets of Penneylventa, United States of
Licensee: City of Sramertan Page Z of 2 Expires )lay 31, 1~3
PENTAHATION-COUNT SYSTEHS
LIMITED SOURCE CODE LIEENSE AGREEMENT
NAME AND ADDRESS
OF LICENSEE: City of Bremerton LICENSOR: Pentamation Government Systems
239 Fourth St. One Bethlehem Plaza
Bremerton, WA 98310 Bethlehem, PA 18018
Telephone: 206-478-5202 Telephone: 215-691-3616
703-549-7901
The Government Systen~ Division of Pentanmtion Enterprises, Inc. (Pentamation) by its execution
of this License Agreement ("Agreement"), and the Licensee accept, on the following tern~ and
conditions, a non-transferable and non-exclusive license to use the Count Systems computer
software programs including certain related written materials (referred to herein as the
"Licensed Systems.,) listed in Appendix 1 of this Agreement.
PURPOSE
Licensee has a highly customized version of the Utility Billing Manager and wishes to be able to
make additional modifications on site to accommodate functions specific to the City of
Bremerton. Licensee intends to have its MIS department make these modifications. Licensee
understands that in modifying the software, it relieves Pentamation of all responsibility for
maintaining, debugging, and providing technical support for the software product.
TERM
This Agreement is effective from the date on which it is executed by the Licensee and shall
remain in force until terminated by the Licensee upon thirty (30) days' prior written notice, or
by Pentamation if the Licensee fails to comply with any of the terms and conditions of this
Agreement.
LICENSE
The license granted under thi~ Agreement authorizes the Licensee to possess and use copies of the
Licensed System~. No right to print or copy, in whole or in part, any of the Licensed Systems is
granted hereby, except as hereinafter expressly provided.
The License granted under this Agreement will include the Licensed Systems identified in Appendix
1 and wi[[ also control any other related materials, in magnetic media, machine-readable or
printed form, provided by Pentamation ~ncluding but not limited to, program code and user
manuals.
This Agre~nt and the Licensed Systems or materials to which it applies may not be assigned,
sub[icensed or otherwise transferred by the Licensee to any other person or entity without prior
written consent of Pentamation, and any assignment, su~l~cense or transfer shall, in the absence
of such consent, autonmtica[[y and int~edlate[y terminate the license. A trustee in bankruptcy,
receiver, and debtor in possession are, without limiting the generality of the term, included
within the waning of the term "other parson or entity" as used herein.
CHARGES
License fees for the Licensed Systems are specified in Appendix 1 of this Agreement, and the
validity of this license is contingent upon the payment of these fees. If additional services
Licensee: City of Bremerton 1 of 5
are supplied, such as training or technical assistance in the use of the Licensed systems, these
shall be billed separately at current hourly rates. Charges for new releases are specified below
ALL taxes, except taxes based on the net income of Pentametion Enterprises, Inc., resulting from
the Licensing or use of the Licensed Systems by the Licensee, including, but not Limited to,
property, sale, or use taxes, shall be the sole responsibility of the Licensee.
DELIVERY AND LNSTALLATION
Delivery and installation of the Licensed Syste~ will occur at a date in time mutually agreeable
~EW RELEASES
If Penta~ation develops additional releases of the Licensed systems which incorporate changes and
enhancements, it will ~ake such new releases available to the Licensee only (1) if the system fs
covered under the terms of its standard meintenance contract or (2) for a fee equal to
then-current daily rates (currently $500). Any such updates shall represent Pentametion~s
standard system only, with no accommodation mede for Licenseels customizations. Fees based upon
time, expenses, and materials will be charged by Pentamation if instruction or technical
assistance is required.
PERMISSI~ TO CO~Y LICENSED SYSTEMS
The Licensee recognizes that the Licensed Systems are confidential and trade secret property
shall not disclose in whole or in part, any Licensed Systems which are provided by Pentametion
under this Agreement to any third parties.
Any Licensed Systems which are provided by Pentametion may be copied for back-up purposes only.
PROTECTIOM AND SECURITY
The Licensee agrees not to provide or otherwise make available any Licensed Systems, including
but not Limited to flowcharts, Logic diagrams and program code, in any form, to any person other
then Licensee or Pentametion employees, without prior written consent from Pentamation. Licensee
will take reasonable ste~ to protect the security of the Licensed Systmes, and wi[[ inform all
e~p[oyees, agents and representatives who utilize the Licensed Syste~ of this requirement.
RESPONSIBILITIES
The Licensee shall be exclusively responsible for the supervision, management and control of his
use of the Licensed Systefl~, including but not limited to: (1) assuring proper machine
configuration, program installation, audit controls and operating methods, (2) establishing
adequate backup plans based on alternate procedures in the event of Licensed Syste~ malfunction,
(3) implementing sufficient procedures and checkpoints to satisfy his requirements for security
and accuracy of input and output as well as restart and recovery in the event of ~lfunction, and
(4) informed use of output insofar as technical expertise or professional judgement ia required.
The Licensee agrees that he will take appropriate action by instruction, agre~ent, or otherwise
with his e~ployees or other persons permitted access to Licensed Systems to satisfy his
obligations under this Agreement with respect to use, copying, modification, protection and
security of the Licensed Systems.
Licensee: City of Bremerton 2 of 5
RISK OF LOSS
If any portion of the Licensed Systems is Lost or damaged during shipment, Pentamation will
replace the Licensed Systems and program storage media at no edditiona[ charge to the Licensee.
If any portion of the Licensed Systems is lost or damaged while in the possession of the
Licensee, Pentamation wi[[ replace the Licensed Systems at a charge for the reproduction and
installation, if required, of the Licensed Systems.
DISCONTINUANCE
Within thirty (30) days after the date of discontinuance of the license granted under this
Agreement, the Licensee will furnish Pentamation a written certification that through his best
effort, end to the best of his knowledge, the original and all copies, in whole or in part, in
any form, including partial copies in modifications, of the Licensed Systems received from
Pentemation or made in connection with such License have been destroyed, except that, upon prior
written authorization from Pentamation, the Licensee may retain a copy for archive purposes
only.
DESIGNATED AGENTS
The Licensee will designate an officer or employee as its agent to receive all written notices
issued byPenteeaation under this Agreement. Pentamation will designate an officer or employee as
its agent to receive al[ written notices issued by the Licensee urger this Agreement. Such
designees shall be those listed in Appendix 1 of this Agreement subject to change from time to
time through written notification,
WARRANTY
The delivered Source Code represents the complete source code for the specified system in
operation at the Licensee site as of the delivery date.
LIMITATION OF LIABILITY
THE FOREGOING WARNANTY IS IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED, INCLUDING, gUT NOT
LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
THE LICENSEE AGREES THAT PENTARATION'S LIABILITY HEREUNDER FOR DANCES, REGARDLESS OF THE FORH OF
ACTION, SHALL NOT EXCEED THE CHARGEg PAID BY THE LICENSEE FOR THE LIDEHSED SYSTEMS.
THE LICENSEE FURTHER AGREES THAT PENTAMATION WILL NOT gE LIABLE FOR ANY LOST REVENUES, OR ANY
CLAIH OR DE,ND AGAINST THE LICENSEE BY ANY OTHER PARTY.
NO ACTION, REGARDLESS OF FORM, ARISING OUT OF TRE TRANSAETIONS UNDER THIS AGREEMENT, HAY SE
BROUGHT BY EITHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ACCRUED, EXCEPT THAT, AN
ACTION FOR NON-PAYMENT MAY BE BROUGHT WITHIN ONE YEAR AFTER THE DATE OF LAST PAYMENT.
iN NO EVERT WILL PENTA~TION gE LIAELE FOR CONSEQUENTIAL DAMAGES EVEN IF PENTAMATION HAS SEEN
ADVISED OF THE POSSIBILITY OF SUCH DAHAGES.
GENERAL
The term "this Agreement" as used herein includes Appendix 1 and any future written amendments,
modifications, or supplements in accordance herewith.
Licensee: City of Sremerton 3 of 5
if any of the provisions of this Agreement are invalid under any applicable statute or rule of
Law, they are to that extent to be deen~d omitted.
THE LICENSEE'S REMEDIES SET FORTH iN THiS AGREEMENT ARE EXCLUSIVE.
THE LICENSEE ACKNOtJLEDGES THAT HE HAS READ THiS AGREEMENT, UNDERSTANDS iT AND AGREES TO BE BOUND
BY iTS TERMS AND FURTHER AGREES THAT iT IS THE CGHPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT
BETtJEEN THE PARTIES, NH/CH SUPERSEDES ALL PROPOSALS, ORAL OR NRITTEN, ANO ALL OTHER
COMMUNiCATiONS BETNEEN THE PARTIES RELATING TO THE SUBJECT MATTER OF THiS AGREEMENT.
This Agreement will be governed by the Laws of PennsyLvania, United States of America.
CiTY OF BREMERTON PENTAHATiON
(Licensee)
Exe~
Authorized Signature Pentametion Enterprises, Inc.
LOUIS MENTOR, Mayor
Date
· ATTEST:
KATHLEE# L. McCLUSKEY, City Cterk
IAN SIEVERS, City Attorney
Licensee: City of Eremerton 4 of 5
PENTAMATION-COUNT SYSTEMS
LIMITED SOURCE COOE LICENSE AGREEMENT
APPENDIX 1
In consideration for the foLLowing fees, Pentsmstion grants the Licensee non-transferrabLe,
non-excLusive License under the terms of the Licensing Agreement to use the foLLowing Licensed
Systems and/or related materiaLs in source code form at designated Locations.
System Designated Location License Fee
UtiLity BiLLing Manager MIS Department $ 1,750.00
The foLLo~inB individuals are designated to receive the written notices issued under this
agreefl~nt.
~-~ ~ ~:>~(~LS~---~ ~ PENTAMATION ENTERPRISES, INC.
(Licensee) Russ Kopy
GOVERNMENT SYSTEMS DIVISION
One BethLehem PLaza
BethLehem, PA 18018
Title
~Licensee: City of Bremerton 5 of 5
Pentamation-Count Systems May 31, 1991
PENTAMAT]ON-CC~JNT SYSTEMS
~U~INTENANCE AGREEMENT
NAME AND ADDRESS
OF LICENSEE: City of Bremerton LICENSOR: Pentamation Government Syste~
239 F~rth St. One Bethlehem PLaza
Bremartem, WA 98310 Bethlehem, PA 18018
Telephone: 206-478-5202 Telephone: 215-691-3616
703'549-7901
The Government Systems Division of Pentamation Enterprises, Inc. (Pentamation) by its execution
of this Maintenance Agreement ("Agreement") provides, and the Licensee accepts, on the following
term~ and conditions, a contract to maintain certain cc~puter software programs ["Licensed
System(s),,] covered by a separate Licensing Agreement and listed on page 2 of this Agreement.
Term
This Agreement is effective from June 1, 1990, to May 31, 1991, subject to renegotiation and
renewal each dune 1. Pentamation may terminate this Agreement for cause if the Licensee fails to
con1~Ly with amy of the terms and conditions of this Agreement or the License Agreement.
Services
Services covered under the maintenance agreement will be:
1. Telephone support, including the answering of questions on system operation, system
procedures, cem4~ter operations, period-end end year-end procedures. Telephone hot[ine
service is available weekdays excluding holidays between 9 am and 5:00 pm, eastern time.
The Pentametion staff will make a reasonable effort to solve the problem or answer questions
iamnediately. When appropriate, Pentametion staff will provide an estimate of how long it
will take to resolve the problem and will keep the client informed of progress. When
required for in-depth analysis, Pentsmetion staff may access the client's con~puter directly
over telephone lines.
2. Program operational maintenance. Maintenance shall consist of the correction, repair, or
replacement of the software to ensure that the software will perform as represented by the
user manual and update documentation.
3. Priority access to technical resources for data reconstruction due to hardware problems.
CA[thou~ there may an additional charge for such services, we guarantee a response only to
maintenance clients, and clients on maintenance contracts will receive priority.)
4. Updated systems, including routine enhancements made to the system during the contract
year. Failure of Licensee to install new releases within six months of availabiHty may
result in termination of maintenance services by Pentamation.
5. C[iemt update bulletins issued to provide answers to recurring questions or common
problems.
Maintenance fees for these services will da in accordance with the amounts listed in Systems
Covered and Fees, below.
City of Bremerton Page I of 3
Licensee agrees to provide, maintain, and make avaiLabLe appropriate teLephone service, modem
equipn~nt, co~puter equi~x~ent, co~uter software, and password infor~t[on required to provide
Penta~ation with ~odem access to the Licensee,s co~puter.
At the direction of the client, Pentamation n~sy assu~e responsibility for resolving disagreements
among hardware, operation syste~, and application software support personnel regarding the origin
or soLution of client syste~ prob[ema. In this case, Pentamation wiLL either correct the
reported probLe~ or wiLL provide evidence that the problem is not related to Count Systems
software and direct the client to the appropriate party for resolution. If it is determined that
the reported prob[er~ is not related to Count Systelns software, the cLient may be charged for
consulting services at our standard rates plus expanses.
The Maintenance Agre~nt does not cover the foLLowing services:
1. Programming required to repair data due to hardware probLems or improper use of the
syste~(s) (as defined in the users, manuals and client update buLLetins) or operating
syatma. Out-of-pocket expanses associated with such repair; for example, FederaL Express
shil:~ents, diskettes, tapes, and telephone caLLs.
2. Remedial maintenance for problems ~hich could have been prevented by implementation of a
distributed patch, update, or maintenance reLease.
3. Shipping or express courier charges; transmission supplies such as tapes and diskettes;
telephone toLLs for ~ service; on-site consulting services~ out-of-to~n traveL and
related exp~nses; custo~ progran~ing and related expanses.
4. Retraining necessitated by turnover of key employees.
If required, these services wiLL be contracted and biLLed separately.
it is further understood that if Pentamation makes non-standard application program changes
and/or screen changes requested by the client to meet the unique needs of the c[ient~ or if the
c[iont has application program changes or screen changes made by non-Pentamation employees, this
may affect the abiLity of Pentamation to perform its future responsibilities to the client for
application progrma maintenance and support. These non-standard changes may require Pentamation
services not covered by this Agreeeent that wi[[ be biLLabLe to the client.
Systems Covered and Fees
The client agrees to pay the fo[Lowing fees for the services ent~aerated in this agreement=
City of Bremerton Page 2 of 3
Sount Systems Package* Designated Location License Fee Annual Fee
Fund Accountant City of Bre~rton $ 9,000 $ 1,350.00
Budget Prep City of Bremerton 3,000 450.00
Purchasing Nodule Oity of Bremerton 4,000 600.00
Human Resource Hanager City of Bremerton 14,000 2,100.00
Fixed Assets Ranager City of Bremerton 4,500 675.00
Receipts Hanager City of Bre~erton 4,500 675.00
Gross Receipts Tax Manager City of Bremerton 4,500 675.00
Custo+n Programming (Gross Receipts) 600 90.00
Period: June 1, 1990 - Hay 31, 1991 $ 6,615.00
Equipment Configuration/Operating System: NCR 600 / 800 (UHIX)
*Naintenance is 15~ of current license fees-p[us-custom-progra~nfngo The Utility Billing Nanager
is not covered by this maintenance agreement.
All taxes, except taxes based on the net ~ncome of Pentamation Enterprises, [nc., resulting from
the licensing or use of the Licensed Systems by the Licensee, including, but not limited to,
property, sa[e, or use taxes, shall be the sole respensibitity of the Licensee.
This Agreer~ent ~ill be governed by the laws of the State of Pennsylvania, United States of
America.
AOCEPTED FOR:
CITY OF BREMERTON PE~ITAHATION
Authorized Signature Pentamation Enterprises, Inc.
Title
~. ~, C~ty CZe~k
City of Bremerton Page 3 of 3