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SR 09-13-2022 5B City Council Report City Council Meeting: September 13, 2022 Agenda Item: 5.B 1 of 4 To: Mayor and City Council From: Edward F King, Director, Department of Transportation, Transit Maintenance Subject: Modification of Contract to Provide Fleet Vehicle Maintenance Data Collection and Analytics Recommended Action Staff recommends that the City Council authorize the City Manager to negotiate and execute a sixth modification to agreement #9508 in the amount of $323,301 with Trapeze Software Group to furnish, deliver, and install additional Vehicle Data Collectors to replace obsolete equipment at the Department of Transportation’s fueling facility and to allow for automatic collection of vehicle mileage data. This modification would also extend the software maintenance contract of the Enterprise Asset Module (EAM) for tracking maintenance work orders, warehouse inventory management, fueling controls, and maintenance management functions from July 1, 2023, through June 30, 2025. This will result in a thirteen-year amended agreement with a new total amount not to exceed $1,940,320, with future year funding contingent on Council budget approval. Summary Santa Monica Department of Transportation (DOT), Big Blue Bus division (BBB) currently maintains a software maintenance support contract with Trapeze, Inc. for proprietary software and hardware for its Enterprise Asset Module (EAM), which performs critical maintenance and inventory management functions that are vital to operating a public transportation maintenance program. Trapeze is the exclusive service provider for this product. This contract includes software and hardware for asset management, preventative maintenance tracking, parts inventory, and fuel consumption tracking. The hardware that supports this system was not designed to collect fueling or mileage data from DOT’s battery electric buses (BEBs), as it was installed before the DOT began its 5.B Packet Pg. 79 2 of 4 conversion of the fleet from renewable natural gas to zero-emission and needs to be replaced. This contract will expire on June 30, 2023, with no additional options to renew. Staff seeks to extend the contract with Trapeze for two additional years to upgrade the system hardware in an amount not to exceed $186,881 for the first year, including $56,958 for a hardware upgrade to DOT’s fuel management system, $129,923 for the extension of its software maintenance agreement, and a 10% contingency. This modification would include an additional $136,420 in its second year for software maintenance with the two-year total not to exceed $323,301. Discussion On November 22, 2011, the City Council authorized the City Manager to execute a contract with Trapeze, Inc. to upgrade its existing fleet maintenance system. The system is designed to help DOT track and report on performance and cost accounting to manage its fleet more effectively by providing access to detailed work order, parts, and billing history information, as well as fuel consumption monitoring and other key fleet performance measurement data. DOT uses the Trapeze EAM system to manage its daily maintenance operations and to provide reports and required data to federal, state, and local regulatory bodies and funding sources. The most important functions of the EAM system are providing asset management, preventative maintenance tracking, parts inventory control, and fuel consumption tracking. The fuel tracking system includes hardware located at DOT’s fuel and wash facility that automatically records the quantity of fuel dispensed and the mileage accumulated for each transit bus. The accurate tracking of mileage is critical to ensuring that transit buses are inspected every 6,000 miles in accordance with federal regulations. Failure to comply with these regulations increases the risk of a mechanical failure impacting transit service and could result in a loss of federal funding which would negatively affect BBB’s ability to replace its fleet of transit buses in a timely manner. 5.B Packet Pg. 80 3 of 4 The current hardware that supports the collection of mileage data for transit buses is not set up to retrieve mileage from DOT’s fleet of battery electric buses (BEBs) which were commissioned in April 2022. Staff currently must manually collect mileage data from each of its 19 BEBs and enter it into the EAM system. As DOT purchases and commissions new BEBs in accordance with its fleet replacement plan, this manual process will impose an unsustainable burden on DOT maintenance staff and would require additional resources to support. This contract modification would replace the current hardware responsible for updating the fuel and mileage collection system and will be compatible with the entire bus fleet. The software maintenance contract extension and modification requested are necessary to continue to provide essential transportation services to customers who depend on DOT each day to get to work and to travel to crucial services such as medical appointments or to stores for groceries and medication. DOT depends on Trapeze’s EAM system to provide safe and reliable service to its customers. Under the current contract #9508, system operations and maintenance support for the EAM system are provided through June 30, 2023. Staff recommends that a modification to contract #9508 be executed to extend the City’s maintenance contract for EAM through June 30, 2025, and to purchase and install updated fuel management hardware and related software. Past Council Actions Meeting Date Description 11/22/2011 (Attachment A) DOT Fleet Maintenance Software upgrade to EAM 04/28/2020 (attachment B) Modification to Trapeze contracts to extend maintenance agreement through 6/30/2023 Financial Impacts and Budget Actions Staff seeks authority to approve funding from the Big Blue Bus fund to increase the amount of the agreement #9508 with Trapeze, Inc. to provide fleet vehicle maintenance data collection and analytics. Future year funding is contingent on Council budget approval. 5.B Packet Pg. 81 4 of 4 Contract Modification Request Agreement # Current Authorized Amount FY 2022-23 Budget Modified Request Amount Future Years’ Request Amount CIP Account # Total Revised Contract Amount 9508 $1,617,019 $186,881 $136,420 C6004770.689000 $1,940,320 Prepared By: David Nanjo, Administrative Analyst Approved Forwarded to Council Attachments: A. 11-22-2011 Big Blue Bus Fleet Maintenance Software Upgrade B. 04-28-2020 Approval of Extension of Software Maintenance Contracts with Trapeze, Inc. C. 06-07-2022 TRAPEZE OAKS INITIATIVE FORM D. EAM Contract - Original E. CSA #9508 - 1st Modification F. CSA #9508 - 2nd Modification G. CSA #9508 - 3rd Modification H. CSA #9508 - 4th Modification I. CSA #9508 - 5th Modification 5.B Packet Pg. 82 CITY OF SANTA MONICA OAKS INITIATIVE NOTICE NOTICE TO APPLICANTS, BIDDERS, PROPOSERS AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS, OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk. This information is required by City Charter Article XXII—Taxpayer Protection. It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica. All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees. Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12-month period. In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months. 5.B.c Packet Pg. 83 Attachment: 06-07-2022 TRAPEZE OAKS INITIATIVE FORM (5257 : Modification of Contract for Fleet Maintenance Data Collection and CITY OF SANTA MONICA OAKS INITIATIVE DISCLOSURE FORM In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Public benefits include: 1. Personal services contracts in excess of $25,000 over any 12-month period; 2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period; 3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period; 4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period; 5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000; 6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or 7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period. Name(s) of persons or entities receiving public benefit: Name(s) of trustees, directors, partners, and officers: Name(s) of persons with more than a 10% equity, participation, or revenue interest: Prepared by: ____________________________Title: __________________________ Signature: ______________________________________ Date: ________________ Email: ____________________________________ Phone: ____________________ FOR CITY USE ONLY: Bid/PO/Contract # ____________________________ Permit # ___________________________ 5.B.c Packet Pg. 84 Attachment: 06-07-2022 TRAPEZE OAKS INITIATIVE FORM (5257 : Modification of Contract for Fleet Maintenance Data Collection and 5.B.d Packet Pg. 85 Attachment: EAM Contract - Original (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 5.B.d Packet Pg. 86 Attachment: EAM Contract - Original (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 5.B.d Packet Pg. 87 Attachment: EAM Contract - Original (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 5.B.d Packet Pg. 88 Attachment: EAM Contract - 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4th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 5.B.h Packet Pg. 160 Attachment: CSA #9508 - 4th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 1 FIFTH MODIFICATION OF AGREEMENT NO. 9508 (CCS) This Fifth Modification of Agreement Number 9508 (CCS) (“Fifth Modification”), en- tered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and Trapeze Software Group (Tra- peze) is made with reference to the following: RECITALS A. On or about April 17, 2012, City and TRAPEZE entered into Agreement Number 9508 (CCS) for Fleet and Asset Management Software Trapeze EAM and related services and third-party hardware (“Original Agreement”). The Original Agreement provided City with a perpetual, nonexclusive and nontransferable license to use the licensed software products with City having the option to renew and pay, on an annual basis, for maintenance services for an additional five years. B. On or about April 16, 2013, City and Trapeze entered into a First Modification of Software License and Hardware Purchase Agreement Number 9508 (CCS) (“First Modification”) for additional upgrades, training, hardware, and repair of the Tra- peze Fuel Focus System. C. On or about May 26, 2015, City and Trapeze entered into a Second Modification of Software License and Hardware Purchase Agreement Number 9508 (CCS) (“Second Modification”) to amend the scope of services and adjust the compensa- tion. D. On or about December 14, 2017, City and Trapeze entered into a Third Modifica- tion of Software License and Hardware Purchase Agreement Number 9508 (CCS) (“Third Modification”) to extend the term of the maintenance services and to re- ceive software upgrades for an additional year, with two additional one-year op- tions to renew.. E. On or about May 23, 2018, City and Trapeze entered into a Fourth Modification of Agreement Number 9508 (CCS) (“Fourth Modification”) to include additional services to be performed by Trapeze to conduct a Business Process Review, assist with the creation of training plans, conduct training, and implement a State of Good Repair/Capital Planning (SGR/CP) module. The Original Agreement, First Modification, Second Modification, Third Modification, and Fourth Modification may be referred to collectively herein as “the Agreement.” F. City and TRAPEZE now desire to modify the Agreement to extend maintenance services for an additional year, with one additional one-year option to renew on the terms and conditions set forth herein. TERMS AND CONDITIONS Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows: DocuSign Envelope ID: 60D9C305-8E60-4832-8268-5BC24F3CD0F3 6/11/2020 5.B.i Packet Pg. 161 Attachment: CSA #9508 - 5th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 2 1. Maintenance and Support Services. Section 9 of the Original Agreement entitled “Maintenance and Support Services” shall be modified to add the following: The term of the maintenance and support services shall be extended for an ad- ditional year through June 30, 2022. The City, at its sole and complete discre- tion, shall have one additional one-year option to extend the Agreement for Fiscal Year 2022-23, subject to budgetary appropriation by City Council. 2. Compensation. Section 2 of the Second Modification, which deleted and replaced Section 6(a) of the Original Agreement and Section 3 of the First Modification, shall be modified to read as follows: 2.1. Compensation Under Original Agreement. Except as modified pursu- ant to the Second Modification, the City shall pay to Vendor the amount set forth in the Budget attached as Exhibit 3 to the Original Agreement for the license fees, hardware fees, third party costs, imple- mentation services, customizations, and expenses. The total amount shall not exceed Three Hundred Twenty Nine Thousand, One Hun- dred Seventy Nine Dollars ($329,179) for software and services, and Three Hundred Fourteen Thousand Twelve Dollars ($314,012) for maintenance costs for a period of five years and sales tax, if any, which shall be determined and charged in accordance to California law. City will be responsible for payment of all applicable taxes and levies, in- cluding sales and use taxes, and this obligation will survive termination of this Agreement. If City has a tax exemption certificate, a copy of the certificate must be provided to Vendor upon signing of this Original Agreement to avoid payment of the applicable tax to vendor. 2.2. Compensation for Additional Licensed Products and Services Pro- vided Pursuant to First Modification. For Additional Licensed Prod- ucts and Services set forth in Exhibit A-1 of the First Modification, the City shall pay and Trapeze shall accept the sum of One Hundred Fifty- Two Thousand Seven Hundred Twenty-Five Dollars ($152,725) as set forth in the Budget attached as Exhibit B-1 to the First Modification. For additional mechanics training set forth in Exhibit A-2 of the First Modification, the City shall pay and Trapeze shall accept the sum of Five Thousand One Hundred Dollars ($5,100) as set forth in the Budget attached as Exhibit B-1 to the First Modification. 2.3. Compensation for Additional Licensed Products and Services Pro- vided Pursuant to Second Modification. For Additional Licensed Products and Services set forth in Exhibit A-3 attached to the Second Modification, the City shall pay and Trapeze shall accept the sum of Thirty-One Thousand One Hundred Ten Dollars ($31,110) as set forth in the Budget attached as Exhibit B-2 to the Second Modification. DocuSign Envelope ID: 60D9C305-8E60-4832-8268-5BC24F3CD0F3 5.B.i Packet Pg. 162 Attachment: CSA #9508 - 5th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 3 2.4. Compensation for Additional Maintenance and Support Services Provided Pursuant to Third Modification. For additional mainte- nance and support services for Fiscal Year 2017-18 and option years, if any, the City shall pay and Trapeze shall accept an annual maintenance fee, as set forth in the Budget attached as Exhibit B-3 to the Third Modification. For FY 2017-18, the fee shall be $88,137, and for option years, if any, the fee will increase to $92,544.32 for FY 2018-19 and $97,171.56 for FY 2019-20. 2.5. Compensation for Additional Services Provided Pursuant to Fourth Modification. The City will compensate Trapeze for the Additional Services provided pursuant to the Fourth Modification in an amount not to exceed $179,613, as set forth in Budget and Payment Milestone attached as Exhibit B-4 to the Fourth Modification. Milestone pay- ments shall be made to Trapeze based on the agreed upon schedule as set forth in Exhibit B-4. 2.6 Compensation for Additional Services Provided Pursuant to Fifth Modification. The City will compensate Trapeze for the additional maintenance and support services provided pursuant to this Fifth Mod- ification in an amount not to exceed $321,649, as set forth in attached Exhibit B-5. 2.7 Total Amount Not to Exceed. The total contract price for services pursuant to the Original Agreement, the First Modification, the Sec- ond Modification, the Third Modification, the Fourth Modification, and this Fifth Modification shall not exceed $1,617,019. 3. Exhibit B-5 is attached hereto and incorporated herein by this reference. /// /// DocuSign Envelope ID: 60D9C305-8E60-4832-8268-5BC24F3CD0F3 5.B.i Packet Pg. 163 Attachment: CSA #9508 - 5th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 4 4. Except as expressly modified by this Fifth Modification, all other terms and condi- tions of the Agreement shall be and remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Fifth Modification as of the date and year first written above. ATTEST: ______________________________ DENISE ANDERSON-WARREN City Clerk APPROVED AS TO FORM: ______________________________ LANE DILG City Attorney CITY OF SANTA MONICA, a municipal corporation By: ______________________________ RICK COLE City Manager TRAPEZE Corporation #VENDOR By: _______________________________ DocuSign Envelope ID: 60D9C305-8E60-4832-8268-5BC24F3CD0F3 Interim City Attorney George S. Cardona 6/9/2020 GM 6/10/2020 Steve Sawyer Trapeze Software Group Inc. City Attorney Lane Dilg 6/11/2020 Denise Anderson-Warren City Clerk 6/11/2020 5.B.i Packet Pg. 164 Attachment: CSA #9508 - 5th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics) 5 Exhibit B-5 – Budget FY2020-21 $ 102,030.00 FY2021-22 $ 107,131.00 FY2022-23 $ 112,487.55 DocuSign Envelope ID: 60D9C305-8E60-4832-8268-5BC24F3CD0F3 5.B.i Packet Pg. 165 Attachment: CSA #9508 - 5th Modification (5257 : Modification of Contract for Fleet Maintenance Data Collection and Analytics)