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Agenda 11/08/2011 Item #16A 811/8/2011 Item 16.A.8. EXECUTIVE SUMMARY Recommendation for the Board of County Commissioners (Board) to waive competition and approve the Support and Maintenance Agreement with N. Harris Computer Corporation for the CityView software application. OBJECTIVE: To approve a sole source contract that ensures the Growth Management Division (GMD) Planning and Regulation continues to receive uninterrupted service and maintenance support for the N. Harris Computer Corporation (Harris) CityView pre-built land use software and consumer web portal. CONSIDERATIONS: 1. In 2006 the Growth Management Division purchased a land use software system, CityView, which replaced the outdated and unsupported CD+ application, providing enhanced content management capabilities, electronic routing, geographical information system (GIS) services, and real-time web based consumer information. The purchase of this software was approved by the Board, contract # 06 -3962. Information Technology (IT) has reviewed this request, and has advised us that this is a software maintenance agreement for software that is only supported by the manufacturer. No one else, no other company can provide these services except the manufacturer of this product. Only the manufacturer can provide the software updates and security services. 2. This software maintenance agreement provides for but is not limited to: a) Unlimited full vendor software technical support for the system. b) Unlimited vendor telephone support. c) Copies of all software updates, releases, revisions, or new versions of the software including all related user and technical documentation. d) Installation by Harris of each update, release, revision, or new version. e) Semi - annual reviews of the application software and data base. 3. Section V.C. of the Purchasing Policy provides that the purchase of commodities and services from a single source may be exempted by the Board from formal competition upon certification by the Purchasing Director of both of the following conditions: a) The item is the only one available that can properly perform the intended function; and b) The recommended vendor /contractor is the only one ready, willing and able to meet the County's requirements. Packet Page -475- 11/8/2011 Item 16.A.8. n 4. Staff recommends a waiver of competition for the purchase of the Harris software maintenance agreement as being in the best interests of the County, as Harris supports and maintains their own proprietary software. FISCAL IMPACT: The cost for this five year Support and Maintenance agreement will be budgeted out of Development Review fees under Fund 113 and shall be paid out by the following annual schedule: ■ 2011 $ 69,680 (partial version) ■ 2012 $171,000 ■ 2013 $176,000 ■ 2014 $181,280 ■ 2015 $186,718 GROWTH MANAGEMENT IMPACT: There is no growth management impact associated with this Executive Summary. LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney, is legally sufficient, and requires majority vote for approval. -JAK RECOMMENDATION: That the Board of County Commissioners approves the Support and Maintenance Agreement with N. Harris Computer Corporation for the CityView software n application and authorizes the Chairman to execute the agreement after review by County Attorney. Prepared By: James French, Director of Operations, GMD, Department of Operations and Regulatory Management Attachments: N. Harris Computer Corporation Maintenance Agreement Packet Page -476- COLLIER COUNTY Board of County Commissioners Item Number: 16.A.8. 11/8/2011 Item 16.A.8. Item Summary: Recommendation for the Board of County Commissioners (Board) to waive competition and approve the Support and Maintenance Agreement with N. Harris Computer Corporation for the CityView software application. Meeting Date: 11/8/2011 Prepared By Name: PuigJudy Title: Operations Analyst, CDES 10/17/20119:29:46 AM Submitted by Title: Manager - CDES Operations,Operations & Regulatory Management Name: FrenchJames 10/17/20119:29:48 AM Approved By Name: PuigJudy Title: Operations Analyst, CDES Date: 10/18/20113:52:26 PM Name: AxelrodBarry Title: Director - Information Technology,Information Tech Date: 10/18/20114:42:16 PM Name: WoodLyn Title: Contracts Specialist,Purchasing & General Services Date: 10/19/20118:39:55 AM Name: CarnellSteve Title: Director - Purchasing /General Services,Purchasing Date: 10/19/2011 3:59:14 PM Packet Page -477- 11/8/2011 Item 16.A.8. n Name: BerriosMike Title: Manager - Network Operations,Information Technology Date: 10/19/20119:37:34 PM Name: MarcellaJeanne Title: Executive Secretary,Transportation Planning Date: 10/20/20118:20:46 AM Name: FederNorman Title: Administrator - Growth Management Div,Transportati Date: 10/25/20119:42:41 AM Name: KlatzkowJeff Title: County Attorney, Date: 10/26/20112:16:59 PM Name: IsacksonMark Title: Director -Corp Financial and Mgmt Svs,CMO Date: 10/28/2011 10:56:17 AM Name: IsacksonMark n Title: Director -Corp Financial and Mgmt Svs,CMO Date: 10/31/2011 9:15:55 AM Packet Page -478- 11/8/2011 Item 16.A.8. SOFTWARE MAINTENANCE AGREEMENT This Maintenance Agreement made and entered into this day of _ 1 , 2011, by and between N. Harris Computer Corporation, authorized to do businesein the State of Florida, whose business address is 4464 Markham Street, Suite 1108, Victoria, British Columbia V8Z 7X8, Canada, hereinafter referred to as "HARRIS" and Collier County, a political subdivision of the State of Florida, Collier County, Naples, hereinafter called "Customer" CUSTOMER MAILING ADDRESS Collier County Purchasing Department Attention: Contracts 3327 Tamiami Trail East t Naples, FL 34112 -4901 i ANNUAL MAINTENANCE CHARGE The Initial CityView PreBuilts Annual Maintenance Charge shall be $69,680. Year 2 Annual Maintenance charge shall be $138,000, payable on December 1". 2011 and Year 3 Annual Maintenance charge shall be $142,000, payable on December I'`, 2012. Subsequent years' maintenance charges are subject to a three percent (3.0%) cap on any annual increase in the maintenance charge. The Initial CityView Portal Annual Maintenance charge shall be prorated at $2666.67 per month for the period from the date of production utilization of the CityView Portal through November 30, 2011. Year 2 Annual Maintenance charge shall be $33,000 payable on December 1", 2011 and Year 3 Annual Maintenance charge shall be $34,000, payable on December 1'% 2012. Subsequent years' maintenance charges are subject to a three percent (3.0%) cap on any annual increase in the maintenance charge. Total Annual Maintenance charges for CityView PreBuilts and CityView Portal are: 2011 $69,680 + CityView Portal Maintenance (invoiced separately in first year) 2012 $171,000 2013 $176,000 2014 $181,280 2015 $186,718 TERMS AND CONDITIONS 1. TERM. The teen of this contract shall commence on December 1, 2010, for a three (3) year period with two (2) subsequent one (1) year renewals. 2. CHARGES. HARRIS shall invoice the Customer forty-five (45) days prior to the anniversary date of each annual term, and the Customer shall pay the Annual Maintenance Charge to HARRIS in accordance with Chapter 218, Florida Statutes, also known as the "Local 1 Packet Page -479- 11/8/2011 Item 16.A.8. Government Prompt Payment Act." HARRIS has the right to increase maintenance charges after the initial three (3) year period at each annual anniversary date, during the renewal period of this contract, by an amount not exceeding three percent (3.0 %) of the cost currently in effect. Written notice of such increase shall be given to the customer not less than ninety (90) days before the date of the renewal term. In addition, the Customer shall pay all federal, state, or local taxes on the services rendered or parts supplied. Customer is sales tax exempt pursuant to Chapter 212, Florida Statutes. 3. SERVICE HOURS. This Maintenance Agreement provides for unlimited telephone software support. Service may be obtained during HARRIS Technical Support office hours which are 9:00 AM to 8:30 PM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. Extended telephone support hours for Priority 1 issues will be provided from 8:OOAM to 9:OOAM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. If the Customer requests on site support, the Customer will be billed at HARRIS established service rates plus expenses. HARRIS's established service rates are attached hereto as Exhibit "A ", and incorporated herein by reference. Travel expenses shall be paid in accordance with Section 112.061, Florida Statutes. HARRIS shall provide maintenance service as expeditiously as possible after notice from the Customer that the Product is inoperable. Service at times other than during HARRIS Technical Support office hours or extended telephone support hours for Priority 1 issues as noted herein, shall be furnished upon the Customer's request and at HARRIS's labor charges attached as Exhibit "A." This section is subject to the Harris Standard Support- Service Level Agreement and Table 1, attached hereto as 11—N Exhibit "B" and incorporated herein by reference. 4. SERVICE NOTIFICATION. The Customer shall notify HARRIS of suspected Product malfunction, by calling HARRIS Technical Support and identifying the problem and symptoms. Notification may be made to HARRIS via email. 5. RISK OF LOSS. This Agreement does not cover service, maintenance or repair necessitated by doss or damage resulting from any cause beyond the control of HARRIS, including, but not limited to loss or damage due to fire, water, lightning, earthquake, riot, unauthorized service or modifications, theft, or any other cause originating outside the Product. With respect to any loss or damage, HARRIS shall submit to the Customer a description of the work to be done and request the Customer's consent to restore the Product to normal operating condition at HARRIS's rates. If the Customer does not agree to restore Product to normal operating condition, HARRIS shall have the right to terminate its obligations under this Agreement. 6. PERFORMANCE. HARRIS shall exercise its best efforts in performing services covered under this Agreement, but shall not be liable for damages, direct or otherwise, for failure to perform services at a location deemed hazardous to health or safety or arising out of delays or failure in furnishing parts or services caused by Acts of Nature, Acts of Government, labor disputes or difficulties, failure of transportation, or other causes beyond its control, or for any consequential damage whatsoever. 7. DEFAULT. In the event of payment default by the Customer, HARRIS shall be entitled to collect interest pursuant to Chapter 218, Florida Statutes, also known as the Local Government Prompt Payment Act, and collection costs, including court costs and reasonable 2 Packet Page -480- 11/8/2011 Item 16.A.8. attorney's fees. In the event of default by the Customer in any term or condition herein, HARRIS may, at its option, refuse service or terminate its obligations under this Agreement if Customer does not cure the default within thirty (30) days after notice by HARRIS. In the event of default by HARRIS in its performance of this Agreement, Customer shall provide HARRIS with notice and an opportunity to cure the default within thirty (30) days and suspend future payments until the default is cured. 8. NOTIFICATION. Any notice required herein shall be in writing and shall be deemed given if mailed or delivered to the other party at the address on page one (1) of this agreement, or as modified in writing as accepted by both parties. HARRIS is required to send notification of maintenance and or support cancellations via certified mail or recognized overnight carrier. 9. RIGHT TO CANCEL. Customer reserves the right to cancel support for partial licenses with a reduction in maintenance and support payments as identified in the attached Licensing Appendix, Exhibit "C" attached hereto and incorporated by reference. 10. REINSTATEMENT. If there is an interruption of payment for maintenance and support, HARRIS agrees to accept one hundred percent (100 %) of the back payment of the software maintenance and support fees that would have been paid if maintenance and support had been continued without interruption. The reinstatement will be based on fees that would have been paid, rather than HARRIS's "current" rate. 1 1. WAIVER. This instrument contains the entire Agreement of the parties. It cannot be changed, altered or modified orally. All changes or modifications must be in writing by the parties hereto. 12. TAX. The Customer is responsible for any and all tax. Customer is sales tax exempt pursuant to Chapter 212, Florida Statutes. 13. TYPES OF SUPPORT. Technical support includes telephone and email when the Customer has problems or questions. 14. SOFTWARE SUPPORT. In consideration of payment of the annual support and maintenance fee, the support shall include, but not be limited to, the following: a) unlimited telephone support services concerning the use of the Application Software; b) response to all errors found in the Application Software within the timeframes defined in Table 1 of the Service Level Agreement in Exhibit "B" c) response to any Application Software non - conformances to the System Specification within the timeframes defined in Table 1 of the Service Level Agreement in Exhibit "B" 3 Packet Page -481- 11/8/2011 Item 16.A.8. d) copy of each subsequent update, revision, release or new version of the Application Software and related material including related user and technical documentation for each subsequent update, revision, release or new version; e) copy of the new or updated documentation for the Application Software which accurately reflects the changes in the update, revision, release or new version of the Application Software; fl installation, by HARRIS, of each update, revision, release or new version of the Application Software on Customer's Network. HARRIS shall first perform the installation in Customer's test environment. After Customer has tested the update, revision, release or new version of the Application Software in the test environment, HARRIS will perform the installation in Customer's live environment. g) At least a semi - annual review of Customer's Application Software and data base and at any other mutually agreed upon time. Semi - annual review shall include the following tasks: 1) Search for transaction fragments such as unpaid fees, unprinted letters, and incomplete activities that could be slowing down the Search screens, Queues, and Lists. Analyze these items to discern any patterns and recommend process refinements. n 2) Analyze the letter recipients and letter templates tables and correct any oversize issues that could be slowing down access to Correspondence. Recommend process refinements as needed. 3) Review database backup logs and procedures. Recommend refinements as needed. 4) Run performance checks on the application server to check for memory, CPU, and disk capacity issues. Recommend configuration refinements as needed. 5) Review primary processes with Customer's representative from each department to help identify bottlenecks in processes. Recommend refinements as needed. 6) Review application configuration to identify administrative errors such as zero -dollar fees, questionable types, etc. Recommend refinements as needed. 7) Provide written documentation of findings and recommendations. On -site service shall be available to Customer at HARRIS 's cost and at no additional charge to Customer where on -site service is necessary to correct incidents, problems, deficiencies, defects or errors in the Application Software which cannot otherwise be corrected by way of remote support. 15. MODIFICATIONS. Modifications in Updates, Revisions, Releases and New Versions. All future updates, revisions, releases or new versions of the Application Software as provided by HARRIS shall not affect the ability of the Customer to use the Application Software. If the installation of a future update, revision, release or new version of the Application Software causes a Modification to not perform as originally written or as defined in the Modification 4 Packet Page -482- 11/8/2011 Item 16.A.8. Specification, HARRIS shall, within seven (7) business days of notification from Customer and at no charge to Customer, correct the Modification so it functions as originally written or defined in the contract. 16. SOFTWARE MAINTENANCE LOG. HARRIS shall maintain a log of all support calls from Customer to HARRIS regarding problems with the Application Software or questions regarding the operation of the Application Software. The written log of all support calls shall include, but not be limited to, a short description of the support call, date, time, Customer person initiating the support call, HARRIS person receiving the call, description of support work performed by HARRIS and the disposition of the call. On Customer's request, HARRIS shall provide Customer with a copy of the written log of all support calls. 17. GOVERNMENT MANDATED SOFTWARE CHANGES. HARRIS agrees to provide changes to the Application Software to enable the Application Software to comply with any and all processing or reporting required or mandated by the Federal government, the Governmental Accounting Standards Board or any pronouncement issued by the American Institute of Certified Public Accountants. Such required processing or report changes shall be made to the Application Software by HARRIS within the required time frame as defined by the governing body or authority concerned, provided that HARRIS is made aware of the required or mandated changes and is allowed sufficient time in which to make the required changes. HARRIS agrees to provide changes to the Application Software to enable the Application Software to comply with any and all processing or reporting required or mandated n by the State of Florida provided that Customer gives HARRIS the specifications from the State of Florida regarding the processing or reporting requirement. Such changes to the Application Software shall be performed by HARRIS within the required time frames defined by the State of Florida, provided that HARRIS is made aware of the required or mandated changes and is allowed sufficient time in which to make the required changes.. The changes to the Application Software identified in this section shall be performed by HARRIS at no charge to Customer provided that Customer has paid the annual software maintenance fee at that time. 18. CONVERSION COSTS. If a conversion of Customer's data is necessary due to an update, revision, release or new version of the Application Software, HARRIS will cover these costs. 19. FUNCTIONALITY REPLACEMENT CLAUSE. If HARRIS no longer supports the functionality that the Customer originally licensed — but the functionality is supported in another product, even if its been renamed or re- bundled, or has substantially greater functionality — then the Customer will receive this replacement product at no additional cost, as long as the Customer is paying Maintenance and Support costs except in the instances where HARRIS has publicly announced that the software has reached its end of life and will no longer be maintained as of a certain date. The software no longer runs on currently supported versions of database or operating systems. 5 Packet Page -483- 11/8/2011 Item 16.A.8. IN WITNESS WHEREOF, HARRIS and the Customer, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: Dwight E. Brock, Clerk of Courts By: Dated: (SEAL) TType /print witness T -_ ,�L Lti Second Witness p tType /print witness n4net as to form and legal 00"In.0a tW0je[ BOARD OF COUNTY COMMSSIONERS COLLIER COUNTY, FLORIDA By: Fred W. Coyle, Chairman N. HARRIS COMPUTER CORPORATION By: S' tore Typed signature and title C Packet Page -484- 11/8/2011 Item 16.A.8. EXHIBIT "A" HARRIS Service rates Professional Services rate: $150/hr (December 1St 2010 — November 30, 2011) $155/hr (December 1St 2011— November 30, 2012) $160/hr (December 1st 2012 — November 30, 2013) $165/hr (December 1St 2013 — November 30, 2014) $170/hr (December 1" 2014 — November 30, 2015) 7 Packet Page -485- 11/8/2011 Item 16.A.8. EXHIBIT "B" CityView Standard Support — Service Level Agreement Contract Term: 3 Year (renewable for an additional two (2) one (1) year periods) Products Supported: CityView PreBuilts, CityView Portal Support Channels: Web, Telephone or Email Support Requests Allowed: Unlimited Who Can Report: Up to three users named in your support agreement can submit support requests. These individuals must be trained in the use of CityView and constitute the first line of support for your organization. Hours of Coverage: Coverage hours are 9:00 a.m. to 8:30 p.m. Eastern Time from Monday through Friday, excluding HARRIS Technical Support observed holidays. (Only those statutory holidays that coincide between Canada and the United states are observed by HARRIS Technical Support.) Extended telephone support hours for Priority I issues will be provided from 8:OOAM to 9:OOAM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. Accessing Support: The preferred method of opening a support incident is to enter the problem details through our online support system. Telephone support requests should be preceded by filing an electronic support request on our Web site, including a detailed problem description. n Telephone support requests will be answered live during business days, though staff may be involved in serving other customers. If your call is not answered live, we ask that you leave a message, including the support request tracking number you received from the electronic filing, your name and phone or pager number. Messages are typically responded to within two hours. Auto Acknowledgement: We will send a computer- generated message that acknowledges receipt of the report that you filed electronically. This message will contain the details of your problem report as well as the support request tracking number. Whenever the status of your incident changes, a notification will automatically be sent to the individual that opened the call. Request Response Time: A technical support engineer will respond to all requests within the time frames specified in Table 1. Business hours are 9:00 a.m. to 8:30 p.m. Eastern Time from Monday through Friday, excluding HARRIS Technical Support observed holidays. Only those statutory holidays that coincide between Canada and the United States are observed by HARRIS Technical Support. We process requests in the order of their priority followed by order of submission. What we will do if we don't bear back from you: If we don't hear back from you in ten business days, we will close your support request and mark it as "Closed / No response from customer." Resolution of Bug - Related Requests: We will keep your request open and follow up when a fix is available in a production release. We will also contact you if we post an experimental build that will help with your problem. What We Need to Help You Packet Page -486- 11/8/2011 Item 16.A.8. HARRIS wants to be as responsive as possible to your support needs. To accomplish this goal, the HARRIS customer support staff relies on your knowledge, self - sufficiency, and thoroughness during the troubleshooting process. You reap the benefits from this effort — it allows HARRIS to focus on the more difficult problems and make the product more robust. It also helps control the amount HARRIS charges for support. • Knowledge: You should be experienced in the installation, operation, and maintenance of the hardware, desktop, and network operating systems, and applications in your environment before you install CityView. • Self - sufficiency: We ask you to be as self - sufficient as possible when you encounter problems. You can do this by referring to technical documentation for your environment and by searching the HARRIS Web site to determine if your issue is addressed before you submit it to our customer support staff. • Complete information: As with any troubleshooting process, accurate and timely resolution depends on information. When you request support, please fill in all relevant fields in the request form, provide a detailed problem description, and attach any appropriate log files. Unfortunately, when the request information is incomplete, it will take longer to resolve your issue. • Preparation: If you call us for support, be prepared to provide the same level of information as is requested on the request submission form. You can help reduce the time to resolution by completing the online support request form and attaching files as directed. Then, simply provide us with the request number when you call. We ask that you have immediate access to the computer(s) on which HARRIS products are running. ]Flow to Access Support HARRIS offers several methods of accessing support described below. Please note that for Priority I (see Table 1) issues, customers are encouraged to submit their incident online and then follow up via Harris Software's toll -free phone number: • Web Support (preferred method) Our web portal, ( http : / /support.harriscomputer.com ), provides resources for customer self - service, and is comprised of an online searchable knowledgebase, downloadable updates, and a web - enabled CRM that allows users to log new support incidents and check the status of previously submitted incidents on a 24 x 7 basis. • Telephone Support Telephone technical support is available between the hours of 9:00 am. and 8:30 p.m. EST on regular business days. Customers can contact us toll-free at 1.866.988.8324. HARRIS Technical Support will respond to telephone inquiries using the Service Level Agreement provided in Table 1 below. Extended telephone support hours for Priority 1 issues will be provided from 8:OOAM to 9:OOAM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays via a separate telephone number that will be provided by HARRIS. • Email Support Customers may request assistance from HARRIS Technical support via email at Packet Page -487- - 11/8/2011 Item 16.A.8. cityviewsupport@msgovern.com. All email incident reports are logged into the HARRIS support CRM database and are addressed based upon the priority of the issues. The response time guidelines for support are provided in Table 1 below. Feature Requests If you come across an idea that you think might make a nice enhancement to CityView, your input is always welcome. Please submit your suggestions through regular support channels. Unless additional information is needed, you will not receive a personal response. Any suggestions for enhancements to CityView that you submit will become the property of Harris Software. HARRIS may use this information for any HARRIS business purposes, without restriction, including for product support and development. HARRIS will not use information in a form that personally identifies you. Limitations The following are not covered by Harris Software's Standard Support Agreement, but may be available as separate services on a time and materials basis: a) Services required due to misuse of HARRIS maintained software; n b) Services required due to software corrections, customizations, or modifications not developed by Harris Software; c) Services required by the Customer to be performed by HARRIS outside of Harris Software's regular business hours; d) Services required to resolve or work -around problems that cannot be reproduced in Harris Software's support environment; e) Services which relate to tasks other than maintenance of the Customer's existing implementation and configuration of CityView, including but not limited to, enhancing or adapting CityView for specific operating environments; f) Services requested by the Customer to implement software updates provided by Harris Software. 10 Packet Page -488- r, s Evil," -duo ".'�5. d. y+�Ct...'. 5 }yT}� yv«� '�r hTr.s a ° r, j-000-0 ✓.+� '�''. 7`7 MV9 2 ii sue: •ye-^ - °t i .'�..`k '�Y .••r -n �.r � .-., .. `:i .s�,.d2 ' is °n`q•Maah`C?€ "._,nn++.,�°?`Ja.. .,w +: k�s� ... %.�+...f.., y. { n 11/8/2011 Item 16.A.8. EXHIBIT "C" LICENSE APPENDIX CUSTOMER has received the following licenses under the original contract: Licenses Incremental Purchase Cost 225 CityView Application Client — Desktop $2,000 0 CityView Application Client — Desktop Read Only) $900 1 CityView Application Client - Browser N/A 1 CityView Server N/A 150 CityView GIS Extensions (using ArcReader $250 0 CityView GIS Advanced Extensions $750 1 CityView Application Builder $5,000 1 CityView XML Web Services Extension N/A 1 CityView Portal N/A PreBuilts: 1 CityView Property information N/A 1 CityView Permits & Inspections/ROW Permitting N/A 1 CityView Code Enforcement N/A 1 CityView Planning N/A 1 CityView Licensing N/A 1 CityView Cashiering N/A Mapping Products: Unitd ArcReader N/A 15 Named Seats ArcEn ' e TBD — ESRI 31 Parry RIGHT TO CANCEL. Customer reserves the right to cancel support for partial licenses with a reduction in maintenance and support payments. HARRIS will reduce the annual maintenance cost by one - quarter of one percent (0.25 %) of the currently in effect Annual Maintenance Charge for each license returned. Notification of cancellation must be made at least ninety (90) days prior to the annual renewal anniversary date. The effect of the reduction will be realized in the calculation of the next Annual Maintenance Charge. This applies only to the CityView Application — Desktop licenses. 12 Packet Page -490- 11/8/2011 Item 16.A.8. NO LONGER SUPPORTED CLAUSE. If HARRIS no longer supports the functionality that the Customer originally licensed, Maintenance and Support will be reduced by mutually agreed upon negotiated amount while continuing to provide technical support for the product. 13 Packet Page -491-