HomeMy WebLinkAboutCOMBINED ADDENDUM.pdf ADDENDUM NO. 1 TO SERVICES AGREEMENT#25-026
LASERFICHE PLATFORM CHANGE ORDER
Pursuant to Services Agreement#25-026("Agreement"):
This Laserfiche Platform Change Order, designated as Addendum No. 1 (this "Addendum"or"Order"), is entered into as of
("Addendum Effective Date"),by and between MCCi and Client and is hereby incorporated into the Agreement and made a part thereof.If there
is any conflict between a provision of the Agreement and this Addendum,the Agreement will control.Any capitalized terms not otherwise defined
herein shall have the meaning set forth in the Agreement.This Order supersedes any previous quotes or proposals received.Use of pre-printed
forms, including, but not limited to, email, purchase orders, shrink-wrap or click-wrap agreements, acknowledgements, or invoices, is for
convenience only, and all unilaterally issued and/or pre-printed terms and conditions stated thereon, except as specifically set forth in this
Addendum,are void and of no effect.
IN WITNESS WHEREOF,the parties hereto have caused this Addendum No.1 to be executed by their respective duly authorized representatives as
of the Addendum Effective Date.
MM,LLC FRESNO COUNTY "Client')
Signed: Signed: K
t_, _
Name: Name: k , tie.r-j-
Title: Title: CIO
Date: Date: l2-S�
ADDENDUM NO. 1 TO SERVICES AGREEMENT#25-026
LASERFICHE PLATFORM CHANGE ORDER
Pursuant to Services Agreement#25-026("Agreement"):
This Laserfiche Platform Change Order, designated as Addendum No. 1 (this "Addendum" or "Order"), is entered into as of
("Addendum Effective Date"),by and between MCCi and Client and is hereby incorporated into the Agreement and made a part thereof. If there
is any conflict between a provision of the Agreement and this Addendum,the Agreement will control.Any capitalized terms not otherwise defined
herein shall have the meaning set forth in the Agreement.This Order supersedes any previous quotes or proposals received. Use of pre-printed
forms, including, but not limited to, email, purchase orders, shrink-wrap or click-wrap agreements, acknowledgements, or invoices, is for
convenience only, and all unilaterally issued and/or pre-printed terms and conditions stated thereon, except as specifically set forth in this
Addendum,are void and of no effect.
IN WITNESS WHEREOF,the parties hereto have caused this Addendum No. 1 to be executed by their respective duly authorized representatives as
of the Addendum Effective Date.
MCCi,LLC FRESNO COUNTY("Client')
Signed: Signed:
Name: Name:
Title: Title:
Date: Date:
PRICING: LASERFICHE
mcci
3717 Apalachee Parkway, Suite 201 Bill to: ITSD Business Office
Tallahassee, FL 32311 ITSDBusinessOffice@co.fresno.ca.us
850.701.0725 Ship to: Claudia Favors
850.564.7496 fax cfavors@fresnocountyca.gov
cc AP Contact: ITSDBusinessOffice@co.fresno.ca.us
Client Name: Fresno County Quote Date: September 19, 2025
Client Address: 2281 Tulare Street, Room 304, Fresno, CA 93721
Quote Number: 37909
Quote Type: Platform Change
Product Description: Qty. Unit Cost Annual Total
LASERFICHE ANNUAL SUBSCRIPTION - BASIC
RI Laserfiche Business User Subscription (500-999 Users) 562 $276.00 $155,112.00
[J1 Laserfiche Participant User Subscription (500-999 Users) 500 $38.00 $19,000.00
[J1 Laserfiche Records Management Subscription 1 Included* Included*
[J1 Laserfiche Public Portal Subscription for Unlimited Laserfiche 1 Included* Included*
Servers
Q Laserfiche Advanced Audit Trail Subscription 1 Included* Included*
[Jf Laserfiche Forms Portal Subscription 1 Included* Included*
[Jf Laserfiche SDK Subscription 1 Included* Included*
[Jf Laserfiche Sandbox Subscription 1 Included* Included*
[Jf Laserfiche Integration with DocuSign Subscription 1 Included* Included*
[Jf Laserfiche Subscription Full Rights Keyed Concurrent 100 $185.00 $18,500.00
Connections
Laserfiche Annual Recurring Subscription Subtotal $192,612.00
MCCi SUPPLEMENTAL SUPPORT SERVICES SUBSCRIPTION
[J1 ECS Gold Priority Support 1 $21,000.00 $21,000.00
Client needs are estimated based on the current components
provided herein:up to 120 hours that will expire at the end of
your renewal term.
MCCi Supplemental Support Services Annual Recurring Subscription $21,000.00
Subtotal
GRAND TOTAL- RECURRING ANNUAL SUPPORT/SUBSCRIPTION
EXISTING LASERFICHE SOFTWARE SUPPORT CREDIT
[Jf Laserfiche Rio Connector(500-999 Users) -562
[Jf Laserfiche Rio Quick Fields Basic -1
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[J1 Laserfiche Rio Forms Professional (500-999 Users) -562
[J1 Laserfiche Rio ScanConnect 10 Pack(Legacy) -1
[J1 Laserfiche Rio Quick Fields -7
[J1 Laserfiche Rio Import Agent -4
[J1 Laserfiche Rio SDK -1
[J1 Laserfiche Rio Quick Fields Core -17
[Jf Laserfiche Rio Records Management Edition Named Full User -562
(500-999 Users)
[Jf Laserfiche Rio Quick Fields Classify -2
[Jf Laserfiche Rio Import Agent -4
[Jf Laserfiche Rio Public Portal license for 2 Laserfiche Rio Servers -1
[Jf Laserfiche Rio Forms Portal -2
[Jf Laserfiche Rio Quick Fields Agent -4
LF Keyed 3rd Party Integration Connector LSAP- eContracts -1
[Jf LF Keyed 3rd Party Integration Connector LSAP-AMANDA(50% -2
OF$14,000)
[J1 Laserfiche Rio Quick Fields Complete -3
[J1 Laserfiche Dual Processor Public Portal -3
[J1 Laserfiche Rio Records Management Edition Participant User -455
(200-499 Users)
[Jf Laserfiche Software Support Credit Proration 1
[Jf Existing Laserfiche Software Support Credit Total $0.00
EXISTING MCCI SUPPORT/SUBSCRIPTION CREDIT
RI ECS Gold Priority Support -1
[J1 MCCi Supplemental Support/Subscription Services Credit 1
Proration
Existing MCC/Supplemental Support/Subscription Credit $0.00
Total
GRAND TOTAL- ESTIMATED EXISTING SUPPORT CREDIT
TOTAL LASERFICHE PROJECT COST
Beginning on October 1 2025, Laserfiche will implement a 5%price increase across all its platforms This change will
affect the pricing of perpetual software licenses, modules, annual support, and subscription products.
'Products shown as'Included"will be implemented and configured ONL Yif the applicable MCCi Service Package(s)is included in
this order or products)can be implemented and configured at a later date with the purchase of the applicable service package(s).
This Quote Expires on September26,2025
This is NOT an invoice. Please use this confirmation to initiate Client's purchasing process.
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RECURRING SERVICES
The Recurring Services portion of this Order will be based on the pricing at the time of renewal. It will systematically
renew unless written notice of termination has been provided per the master agreement. In the event that a
manufacturer increases its prices for recurring annual services, the increase will be passed along to the Client. No
more than once per year, MCCi may adjust its recurring annual services to coincide with current U.S. inflation rates;
any increase will not exceed the cumulative increase in the Consumer Price Index(CPI) occurring since the last price
increase. Please note that if you subscribe to volume-based solutions, additional user licenses may increase the cost
of those items at the time of your next annual renewal.
SALES TAX
Sales tax will be invoiced where applicable and is not included in the fee quote above.
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PRODUCT ORDER TERMS
MCCi will process Product Orders as follows:
Product/Service . of ProductOrde
All Software/Solutions, Within 30 days of receipt of Order
Recurring Annual
Support/Subscription, and
Supplemental Support Services
The act of MCCi processing orders determines the start date of annual Recurring Service periods. Establishment of
start dates for 3rd party manufacturer products are subject to each manufacturer's current policy.
BILLING TERMS
MCCi will invoice Client as follows:
All Software/Solutions, ■ Initial Sale: Upon delivery of software or activation of the subscription
Recurring Annual ■ Annual Renewal: 75 days in advance of expiration date
Support/Subscription, and
Supplemental Support Services
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MW ASSUMPTIONS
TECHNICAL SUPPORT
Clients may contact MCCi support via MCCi's Online Support Center, email (support@mccinnovations.com), or
telephone 866-942-0464. Support is available Monday through Friday(excluding major holidays)from 8 am to 8 pm
Eastern Time.
RETURN POLICY
Any product returns are subject to the manufacturer's return policy.
LIMITED LIABILITY
If the Master Agreement is silent on each party's limited liability, or there exists no master agreement, except for
breach of any intellectual property right, or end user terms of use, and/or license agreement, liability is limited to the
amount of dollars received by MCCi directly associated with this Order in the twelve (12) months prior to the date of
the Claim. If the applicable agreement provides for a limitation of liability,then such limitation applies to the greatest
extent allowed.
MCCi also does not warrant any third-party products procured on behalf of Client. If there are any product warranties
provided by the manufacturer of the product, any remedy should be requested directly from manufacturer and MCCi
has no liability associated therewith.
PRE-EXISTING INTELLECTUAL PROPERTY (IP)
The following products noted below are deemed Pre-existing IP as defined in the Master Agreement and are not
considered "Works Made for Hire"and as such all rights,title or interest remains with MCCi. Client shall retain a non-
exclusive, royalty-free, world-wide, license to use the product(s) as such product(s) is integrated into the solution
purchased from MCCi and for the term of the applicable subscription(s) by Client.
• Laserfiche PowerPack by MCCi
• Laserfiche EnerGov Integration by MCCi
• Laserfiche Neogov Integration by MCCi
• GoFiche Suite for Avante/Rio/Subscription
• Common Web Service API for Laserfiche
• GovBuilt software
CLIENT SOLUTION CUSTOMIZATIONS
Client may also choose to customize their system internally without MCCi's help. MCCi is not responsible for any
damage caused by the user's customization of the system not performed by MCCi. MCCi will not be held responsible
for correcting any problems that may occur from these customizations. Routine updates as provided by software
manufacturers may affect any customizations made by entities other than MCCi. If MCCi's help is required to
correct/update any customizations made by any entity other than MCCi, appropriate charges will apply.
CLIENT INFORMATION TECHNOLOGY ASSISTANCE
For MCCi to excel in providing the highest level of service, Client must provide timely access to technical resources.
Client must provide adequate technical support for all MCCi installation and support services. If Client does not have
"in-house" technical support, it is Client's responsibility to make available the appropriate Information Technology
resources/consultant when needed.
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FEES
Client acknowledges their pre-approval for any Order Expenses, defined below, quoted,and will reimburse Company
for all reasonable out-of-pocket travel, living and other ancillary expenses paid or incurred by Company in connection
with the Services ("Order Expenses"). If relevant, and provided to Company, Company will make commercially
reasonable efforts to conform to Client's expense policy. If a dispute occurs regarding Company's invoicing of Order
Expenses not in conformity with Client's expense policy and greater than five (5) percent of a specific invoice, such
dispute will be subject to investigation and correction; otherwise, Client agrees to reimburse Company for the full
amount of expenses invoiced.
Client acknowledges that the price of the license and/or subscription for the use of a third-party licensed product is
subject to increases during the term of the license and/or subscription or at the time of renewal. If Company is
reselling a license and/or subscription of a third-party product to Client,then Company will provide Client at least 15
days prior to written notice (an email will be sufficient) of an increase in the price of the license and/or subscription.
If Client does not agree to pay such increase in the license and/or subscription, Client must provide written notice to
Company within 15 days of the date of the notice of such increase. Upon receipt of such notice, Company will cancel
Client's license and/or subscription to the third-party licensed product.
In all events, Client shall be liable for full payment for Services and/or Deliverables and reimbursement of Company's
expenses incurred through the effective date of termination. If Client cancels or suspends this Addendum, pursuant
to the Agreement and only if allowed hereunder, between completed milestones, Company will invoice Client for a
pro-rated share of the completed portion of each milestone(s)for Deliverables performed through the date of such
termination or delay. If Services are resumed or Deliverables continued, Company will recommence invoicing as
applicable.
WARRANTY
Company warrants that all Services shall be performed by personnel with relevant skill sets and familiarity with the
applicable subject matter, in a professional, competent, and workman-like manner.
Company's delivery of a Deliverable to Client shall constitute a representation by Company that it has conducted a
review of the Deliverable and believes it meets the written specifications, if any, set forth in this Addendum. Client
shall then have the right to conduct any review of the Deliverable as Client shall deem necessary or desirable. If Client,
in its reasonable discretion, determines that any submitted Services or Deliverable does not meet the specifications,
set forth in the hereunder, Client shall have five (5) business days after Company's submission to give written notice
to Company specifying the deficiencies in reasonable detail. Company shall use reasonable efforts to promptly cure
any such deficiencies.After completing any such cure, Company shall resubmit the Deliverable for review as set forth
above. Notwithstanding the foregoing, if Client fails to reject any Deliverable within five (5) business days, such
Deliverable shall be deemed accepted.
COMPANY DOES NOT WARRANT THAT THE SERVICES OR DELIVERABLES WILL BE UNINTERRUPTED OR ERROR-FREE,
PROVIDED THAT COMPANY SHALL REMAIN OBLIGATED PURSUANT TO THIS SECTION. IF THE SERVICES FAIL TO
CONFORM TO THE FOREGOING WARRANTY IN ANY MATERIAL RESPECT ORTO THE SPECIFICATION SET FORTH IN THIS
ORDER, CLIENT'S INITIAL REMEDY WILL BE FOR COMPANY, AT ITS EXPENSE, TO PROMPTLY USE COMMERCIALLY
REASONABLE EFFORTS TO CURE OR CORRECT SUCH FAILURE. UPON FAILURE OF THE FOREGOING, CLIENT'S
REMEDIES, AND COMPANY'S ENTIRE LIABILITY, AS A RESULT OF SUCH FAILURE, SHALL BE SUBJECT TO THE
LIMITATIONS SET FORTH IN THE MASTER SERVICES AGREEMENT. THE FOREGOING WARRANTY IS EXPRESSLY
CONDITIONED UPON (1)CLIENT PROVIDING COMPANY WITH PROMPT WRITTEN NOTICE OF ANY CLAIM THEREUNDER
PRIOR TO THE EXPIRATION THEREOF,WHICH NOTICE MUST IDENTIFY WITH PARTICULARITY THE NON-CONFORMITY;
(11) CLIENT'S FULL COOPERATION WITH COMPANY IN ALL REASONABLE RESPECTS RELATING THERETO, INCLUDING,
IN THE CASE OF MODIFIED SOFTWARE,ASSISTING COMPANY TO LOCATE AND REPRODUCE THE NON-CONFORMITY;
AND(111)WITH RESPECTTO ANY DELIVERABLE,THE ABSENCE OFANYALTERATION OR OTHER MODIFICATION OF SUCH
DELIVERABLE BYANY PERSON OR ENTITY OTHER THAN COMPANY.COMPANYALSO DOES NOTWARRANTANYTHIRD-
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PARTY PRODUCTS PROCURED ON BEHALF OF CLIENT. IF THERE ARE ANY PRODUCT WARRANTIES PROVIDED BY THE
MANUFACTURER OF THE PRODUCT, ANY REMEDY SHOULD BE REQUESTED DIRECTLY FROM MANUFACTURER AND
COMPANY HAS NO LIABILITY ASSOCIATED THEREWITH.
EXCEPT AS EXPRESSLY PROVIDED IN THIS ORDER OR THE AGREEMENT, COMPANY DOES NOT MAKE OR GIVE ANY
REPRESENTATION OR WARRANTY, WHETHER SUCH REPRESENTATION OR WARRANTY BE EXPRESS OR IMPLIED,
INCLUDING ANY WARRANTY OF MERCHANTABILITY, QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE OR ANY
REPRESENTATION OR WARRANTY FROM COURSE OF DEALING OR USAGE OF TRADE.
In the event that Client asserts any claim for warranty services hereunder and such claim relates to any matter that
is mutually determined by the Parties not to be Company's responsibility hereunder (including any problem with
Client's computer hardware or software that was not caused by any Services performed by Company),Client shall pay
Company for all costs incurred for all evaluation, correction or other services performed by Company relating to such
claim on a time and materials basis at Company's then-standard rates.
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LASERFICHE ASSUMPTIONS
The following assumptions are current as of the date of order. Manufacturer's terms and conditions are subject to
change.
HARDWARE REQUIREMENTS & INSTALLATION
Client is responsible for ensuring they meet the recommended hardware requirements, which are available upon
request. One(1)of each of the following components will be installed as part of Client's Laserfiche solution by default
unless Pricing section states otherwise:
LASERFICHE SUBSCRIPTION
Laserfiche Server Directory Server(LFDS)*
Windows Client&Administration Console Import Agent
Web Client* Workflow(Professional/Business only)
Mobile Server Forms*(Professional/Business only)
Federated Search* Audit Trail
*Requires SSL/TLS Certificate. Client is responsible for acquiring and installing prior to Laserfiche implementation.
Certificate requirements for Laserfiche Directory Server can be found here.
Note: Configuring a test environment, setting up an external DMZ, and/or setting up failover/load balancing are not
included by default and must be detailed and priced in the applicable Statement of Work to be implemented
LASERFICHE END USER LICENSE AGREEMENT (EULA)
By accepting this Order, Client acknowledges Laserfiche's EULA and agrees to abide by its terms and absolve MCCi of
any Laserfiche product-related liability.
LASERFICHE SOFTWARE SUPPORT PLAN
MCCi acts as first-tier support and works with Laserfiche,who would provide second-tier level support when needed.
Laserfiche software support plans are applicable to actively supported perpetual software and are bundled with self-
hosted Subscription and Cloud systems.All software support plans are on a yearly subscription basis and accompany
the applicable software product designed, developed, created,written, owned, or licensed by Laserfiche. Self-hosted
Subscription and Cloud system subscribers are advised to export data from their Laserfiche system prior to
cancellation or any other termination.
ACTIVE LASERFICHE SOFTWARE SUPPORT PLAN BENEFITS INCLUDE:
• Easy remote access to MCCi's team of Laserfiche Gold Certified Support Technicians
• Access to new product update versions and hotfixes
• Software credit eligibility for product upgrades, as determined by Laserfiche's then current policy
• Continued access to Client's Laserfiche solution*
,'Specific to Laserfiche Cloud and Laserfiche self-hosted Subscription licensed Clients
POLICIES
• To receive periodic product updates for a Laserfiche Software Solution, its associated software support plan must
be purchased and maintained throughout the software term.
• All software support plan subscriptions are annual, prepaid, and non-refundable
• The annual term start date for new systems is established by Laserfiche at the time MCCi submits an order to
Laserfiche on Client's behalf.
• For platform upgrades, software and support credit eligibility is determined by Laserfiche's then-current policy.
To receive any available software or support credit, Client's support plan must be active(i.e., support plan has not
expired)
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• For expansion purchases, the applicable service period is prorated to match Client's existing or future service
period, which is dependent on Laserfiche's then current policy and the timing of the expansion order vs. the
Client's annual service period renewal date i.e., prorating for less than four months may not be permittable due
to the timing of renewal invoicing.
LATE PAYMENTS
If payment is not received before Client's renewal date, Client's Laserfiche software support plan expires. Please
allow up to five (5) business days after receipt of payment for MCCi to process renewal payment to Laserfiche.
Impact of Expiration:
• Client will be able to access MCCi Support Technicians for 30 days post expiration. However, if there are support
issues that require Laserfiche involvement, these issues cannot be resolved until Client's support is renewed.
• Perpetual software support plan: Access to the Laserfiche support website and Laserfiche technicians will no
longer be available until MCCi receives Client's renewal payment and processes payment to Laserfiche.
• Laserfiche self-hosted Subscription or Laserfiche Cloud: Access to Client's Laserfiche solution will be turned off
after 30 days and Client's access to the Laserfiche support website, and Laserfiche technicians will no longer be
available until MCCi receives Client's renewal payment and processes payment to Laserfiche. Laserfiche self-
hosted Subscription Clients must reactivate the self-hosted Subscription system following payment of the
software support plan renewal to ensure uninterrupted usage.
Reinstatement Fees: In order to receive uninterrupted support for perpetual self-hosted Laserfiche Software
Solutions, Client must maintain a software support plan for the term of the Laserfiche Software Solution. In the
event that Client's software support plan is expired for more than 45 days, the plan will need to be reinstated.
Reinstatements reset the annual date of the software support plan,and the cost includes one year of the software
support plan in addition to the Reinstatement Fee. The Reinstatement Fee is a 10% markup on the lapsed value
of the software support plan. The Reinstatement Fee includes the number of days lapsed since your software
support plan expired. Laserfiche Reinstatement Fee amounts and the overall policy are subject to change and will
be based on Laserfiche's then-current policy at the time of occurrence.
INTEGRATIONS
Third-party Laserfiche integrations or utilities may consume one (1) or more Laserfiche user licenses depending on
how the vendor designed and coded the integration. These additional licensing needs should be verified by Client
and considered in the user licensing purchased.
LASERFICHE SOLUTION PROVIDER OF RECORD
As Client's current Solution Provider of Record, Laserfiche's policy dictates that MCCi is the only Laserfiche Solution
Provider that has access to Client's support account, along with the ability to download software licenses and
activations, process subscription renewals and initiate additional purchases on Client's behalf. Unless Client decides
to cancel Client's contract with MCCi or work with Laserfiche to formally change Client's Laserfiche Solution Provider
of Record,future purchases and subscription renewals will be processed and provided by MCCi.
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