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Home My WebLink About14932 RESOLUTION NO. 14932 A RESOLUTION ESTABLISHING PROJECT CI2210, PUBLIC WORKS ASSET MANAGEMENT PROJECT, TRANSFERRING FUNDS IN THE AMOUNT OF $145,000 FROM THE PUBLIC WORKS OPERATING BUDGET FOR CONTRACT SERVICES, TRANSFERRING FUNDS IN THE AMOUNT OF $162,829.21 FROM PROJECT ACCOUNT HUAN01, STREET RESURFACING, APPROVING AMENDMENT NO. 1 TO THE MASTER SUBSCRIPTION AGREEMENT IN THE AMOUNT OF $144,448.74 BETWEEN THE CITY OF PUEBLO, A COLORADO MUNICIPAL CORPORATION, AND BRIGHTLY SOFTWARE, INC., A NORTH CAROLINA CORPORATION, FORMERLY DUDE SOLUTIONS, INC., FOR PROJECT NO. 21-041 PUEBLO STREET ASSESSMENT PROJECT, AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE SAME WHEREAS, Project No. 21-041 (HUAN01), Street Resurfacing Project was awarded to Dude Solutions, Inc., on October 12, 2021, and WHEREAS, the City of Pueblo and Brightly Software, Inc., formally Dude Solutions, Inc., desire to modify the Agreement; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. Capital Project No. CI2210, Public Works Asset Management Project, is hereby established. SECTION 2. Funds in the amount of $145,000.00 shall be transferred from the 2022 Public Works operating budget, Contract Services, to Project No. CI2210, Public Works Asset Management Project. SECTION 3. Funds in the amount of $162,829.21 shall be transferred from Project No. HUAN01, Street Resurfacing Project, to Project No. CI2210, Public Works Asset Management Project. SECTION 4. Amendment No. 1 to the Master Subscription Agreement (“Amendment”), by and between the City of Pueblo, A Municipal Corporation, and Brightly Software, Inc., a North Carolina Corporation, a copy of which is attached hereto, having been approved as to form by the City Attorney, is hereby approved, and City Council authorizes the additional work contemplated by the Amendment to be performed in the amount of $144,448.74. SECTION 5. Funds in the amount of $144,448.74 for said Amendment shall be paid from the Project No. CI2210, Public Works Asset Management Project. SECTION 6. The Purchasing Agent is hereby authorized to execute said Amendment on behalf of the City of Pueblo, A Colorado Municipal Corporation, and the City Clerk shall affix the seal of the City thereto and attest the same. SECTION 7. The officers and staff of the City are authorized to perform any and all acts consistent with this Resolution and the attached Amendment to implement the policies and procedures described herein. SECTION 8. This Resolution shall become effective immediately upon passage and approval. INTRODUCED July 11, 2022 BY: Dennis E. Flores MEMBER OF CITY COUNCIL APPROVED: PRESIDENT OF CITY COUNCIL ATTESTED BY: CITY CLERK City Clerk’s Office Item # M-4 BACKGROUND PAPER FOR PROPOSED RESOLUTION COUNCIL MEETING DATE: July 11, 2022 TO: President Heather Graham and Members of City Council CC: Nicholas A. Gradisar, Mayor VIA: Marisa Stoller, City Clerk FROM: Andrew E. Hayes, P.E., Director of Public Works SUBJECT: A RESOLUTION ESTABLISHING PROJECT CI2210, PUBLIC WORKS ASSET MANAGEMENT PROJECT, TRANSFERRING FUNDS IN THE AMOUNT OF $145,000 FROM THE PUBLIC WORKS OPERATING BUDGET FOR CONTRACT SERVICES, TRANSFERRING FUNDS IN THE AMOUNT OF $162,829.21 FROM PROJECT ACCOUNT HUAN01, STREET RESURFACING, APPROVING AMENDMENT NO. 1 TO THE MASTER SUBSCRIPTION AGREEMENT IN THE AMOUNT OF $144,448.74 BETWEEN THE CITY OF PUEBLO, A COLORADO MUNICIPAL CORPORATION, AND BRIGHTLY SOFTWARE, INC., A NORTH CAROLINA CORPORATION, FORMERLY DUDE SOLUTIONS, INC., FOR PROJECT NO. 21-041 PUEBLO STREET ASSESSMENT PROJECT, AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE SAME SUMMARY: This Resolution establishes project CI2210, Public Works Asset Management Project, transfers $145,000 from the Public Works Operating Budget for Contract Services, transfers $162,829.21 from Project No. HUAN01 – Street Resurfacing, approves Amendment No. 1 to the Master Subscription Agreement awarded to Brightly Software, Inc., formerly Dude Solutions, Inc., in the amount of $144,448.74 for Project No. 21-041 Pueblo Street Assessment Project. PREVIOUS COUNCIL ACTION: Resolution 14728, dated October 12, 2021, approved a Master Subscription Agreement for Software License with Dude Solutions, Inc. for $162,829.21. BACKGROUND: The City of Pueblo solicited requests for proposals for contract services to evaluate the City’s streets for condition and drivability. Additionally, proposers were requested to recommend a Pavement Management Software solution to assist the City with capital expenditure budgeting and project planning. Dude Solutions, Inc. was selected as the lowest, most responsive bid for the software agreement for the street assessment data and was awarded a Master Subscription Agreement. The proposed amendment amends all Agreement documents to replace Dude Solutions, Inc., with the current company name of Brightly Software, Inc., Amendment No. 1 also provides for a modification to the original cost breakdown, with credits applied, towards the purchase of an upgraded software module for the City of Pueblo facilities asset management. Because the software solution is for both street and facilities asset management, this software can no longer be paid from the Street Resurfacing Project, HUAN01. This Resolution transfers the funds used for the street asset management portion of the project from the Street Resurfacing Project and transfers the funds used for the facilities asset management portion of the project from the Public Works operating budget for contract services. FINANCIAL IMPLICATIONS: Funds in the amount of $162,829.21 shall be transferred from Project No. HUAN01, Street Resurfacing to Project No. CI2210, Public Works Asset Management Project. Funds in the amount of $145,000 shall be transferred from the Public Works operating budget for contract services to Public Works Asset Management Project, No. CI2210. Funds in the amount of $144,448.74 shall be paid from the Public Works Asset Management Project, No. CI2210. BOARD/COMMISSION RECOMMENDATION: Not applicable to this Resolution. STAKEHOLDER PROCESS: Not applicable to this Resolution. ALTERNATIVES: Denial of this Resolution will result in the delay of the Project. RECOMMENDATIONS: Approve the Resolution. Attachments: Proposed Resolution Proposed Amendment No. 1 DocuSign Envelope ID:B58D41DA-1425-42B7-8D9B-70F2FC427710 AMENDMENT NO. 1 TO THE MASTER SUBSCRIPTION AGREEMENT BY AND BETWEEN THE CITY OF PUEBLO AND BRIGHTLY SOFTWARE,INC. This Amendment No. 1 to the Master Subscription Agreement("Amendment")is executed and to be effective as of the 12th day of July , 2022 by and between the City of Pueblo, Colorado, a Colorado Municipal Corporation (hereafter referenced as "Subscriber") and Brightly Software, Inc., a Delaware Corporation registered to do business in the State of Colorado, formerly Dude Solutions, Inc. (hereafter referenced as "DSI"). Subscriber and DSI are sometimes referred to herein individually as a"Party"and collectively as the"Parties." WHEREAS, Subscriber and DSI entered into that certain Master Subscription Agreement dated the 27`h day of October,2021 (the"Agreement")for Bid 21-041B RFP-Contracting Services for City of Pueblo Street Assessment Project-Software;and WHEREAS,Subscriber and DSI desire to modify the Agreement pursuant to the provisions set forth herein. NOW, THEREFORE, in consideration of the foregoing premises, the mutual promises set forth herein and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Subscriber and DSI hereby agree to the following: AGREEMENT 1. The Agreement documents shall be amended in all sections to replace Dude Solutions, Inc.with the current company name of Brightly Software, Inc. DSI's offices are located at 11000 Regency Parkway, Suite 110, Cary,North Carolina 27518. 2. DSI shall commence and complete work according to the Proposal dated June 29, 2022 attached hereto and incorporated herein as Exhibit A,including its responsibilities under the Agreement,and all documentation provided to Subscriber detailing the products,services,and their functions. 3. Exhibit B to this Amendment No. 1 details an amendment to the original cost breakdown with the credits applied toward the purchase of an upgraded software module. DSI shall provide these credits and additional items as generally described in said Exhibit B in accordance with the terms of the Agreement and any and all prior amendments thereto. 4. The original Order Form attached to the Agreement, detailing the Subscription Fees to be charged for the 38 month term from November 1, 2021 through December 31, 2024, is hereby deleted in its entirety and replaced with the Order Form attached hereto as Exhibit B. DSI shall perform all services as indicated therein and in accordance with the Agreement and its amendments and addendums.All amounts previously paid by Subscriber will be credited towards the new amount due as set forth in Exhibit B.The aggregate compensation payable to DSI for the additional items and services shall not exceed the maximum amount of$144,448.74,as set forth in Exhibit B. 5. This Amendment shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns. 6. Except as expressly modified by this Amendment, the Agreement shall remain in full force and effect. Except as modified by this Amendment,any obligations to be performed under the Agreement by either party are not waived nor excused in any manner but shall be performed in accordance with the terms and conditions of the Agreement as it existed prior to this Amendment. 7. Counterparts. This Amendment may be executed in one or more counterparts,each of which shall be deemed an original and all of which shall constitute one and the same document with the same effect as if all Parties had signed the same original. The Parties further agree that transmission of this Amendment by any electronic format, Bid 21-041B—Software Amendment No. 1 Page 1 of 39 DocuSign Envelope ID:B58D41 DA-1425-4267-8D9B-70F2FC427710 telecopy or via email in a PDF format, shall be deemed transmission of the original Amendment for all purposes. Electronic signatures shall be deemed valid and binding to the same extent as the original IN WITNESS WHEREOF,the Parties to this Amendment have set forth their hand,to be effective as of the effective date. CITY OF PUEBLO,A MUNICIPAL CORPORATION BRIGHTLY SOFTWARE, INC. By�DocuSigned by: ,,¢¢..,,DoocuSigned,by::�� G�1�'� Nami hatitAA, B bvituA, twit' oosoigu n ny y DFOD33DOrrD413.. Naomi f`lea'den,Director of Purchasing DSI's Authorized Representative Signature 1 DocuSigned by: Ai .4ls. otk- Brian Benfer SVP, Sales Attest gy Marisa Stoller,City Clerk DSI's Authorized Representative's Name&Title [SEAL] `'•00.• BALANCE OF APPROPRIATION EXISTS FOR THIS CONTRACT AND FUNDS ARE AVAILABLE. r—DocuSlgned by: (AWOL SAAAAft '�— aru64 r.., Laura�Soaalano,Chief of Staff APPROVED AS TO FORM: PDocuSigned by: at&iti C. WIN sc,t. 246CC6C632481D0. Dan Kogovsek,City Attorney Attachment(s): Exhibit A: Brightly Software Proposal dated June 29,2022 Exhibit B: City of Pueblo–Brightly Software Contract Cost Detail Additional Information for Amendment Bid 21-041B—Software Amendment No. I Page 2 of 39