Approval of Contract with eSchool Solutions for SEMS Advantage

Attachment F.G
Santa Barbara School Districts ADMINISTRATION CENTER DATE: December 6, 2004
TO: Dr. Brian Sarvis, Interim Superintendent
FROM: Jolene Reed
Certificated Personnel
RE: APPROVAL OF CONTRACT WITH eSCHOOL SOLUTIONS FOR SEMS
ADVANTAGE WITH WEBCENTER - A SUBSTITUTE EMPLOYEE
MANAGEMENT SYSTEM
It has become apparent that the best way to facilitate the assigning of substitute teachers to
an assignment and to relieve both the schools sites (the school secretary and administrator)
and the Personnel Office of this added responsibility, is to use a substitute management
system. SEMS Advantages is a system used by a number of California school districts and
with very positive comments. The Personnel Office met with several companies that provide
such services and determined that SEMS Advantages would not only be easy for our
employees (both teachers and substitutes) to use but also would provide us with reports that
would be most helpful for both Personnel and Payroll.
Below are some of the highlights that we feel makes this a very valuable system for our
districts:
• Comprehensive reporting of employee absences
• Will select the most desirable and available substitutes
• Notifying and assigning substitutes to assignments through the web or interactive
voice response
• Recording and reporting the system activities
• Providing inquire screen and hard-copy reports to administrators, Personnel, and
Payroll on the status of absences and absence assignments
Attached is a detailed proposal of the SEMS Advantage system and the Business's Offices'
outline on the budgets that will pay for the initial installation of the system. The yearly cost
beyond the initial installation is $4,699, much less than the approximate $18,000 we are
paying for our substitute callers.
720 Santa Barbara Street • Santa Barbara, CA 93101 • (805) 963-4331 • Fax (805) 962-3146
Equal opportunity employer/non-discrimination on the basis of race, color, ancestry, national origin, marital status, sex, sexual orientation,
religious creed, physical handicap (including AIDS), medical condition (cancer-related), age (over 40), or political affiliation.
Santa Barbara School Districts
Allocation of Cost for eSchool Solutions
Investment / Installation
$
Total
24,445
100%
$
Title II Teacher Quality
$
4,889
20%
$
1,467
$
3,422
SIP
$
19,556
80%
$
5,867
$
13,689
Annual Maintenance
Unrestricted funding $
4,699
$
1,410
30% $
3,289
Cost
Elementary
7,334
High School
30% $
17,112
70%
Allocation:
Assumptions: System will be used for substitues due to absences for teacher training - 20%. System will reduce future cost for substitue callers, lieu time owed to site personnel for obtaining substiute coverage, and payroll overtime. 70% SEMS™ Advantage with WebCenter The Most Widely Used Substitute Employee Management System
in North America
Submitted to:
Santa Barbara Unified School District
Presented By:
Don Brame
National Account Manager
407-405-2683
Steve Puzyn
Account Executive
888-388-8774 251
? eSchool
.--.-- SOLUTIONS
Santa Barbara Unified School District
720 Santa Barbara Street
Santa Barbara, CA 93101
Proposal Order # 20-2S16-21W
October 15, 2004 CONTENTS
Contents ......................................................................................................................................... 2 Introduction .................................................................................................................................... 3 Statement of Need ........................................................................................................................... 4 eSchool Solutions Recommendations ................................................................................................. 4 Solution Design ............................................................................................................................... 5 SEMS WebCenter™ Solution ............................................................................................................. 6 Investment Cost .............................................................................................................................. 8 Investment Option ........................................................................................................................... 8 Implementation Plan ...................................................................................................................... 10 Client Services ............................................................................................................................... 14 Client Confidentiality ...................................................................................................................... 15 Basic Maintenance and Support Agreement Summary ....................................................................... 16 Company Information .................................................................................................................... 20 Additional Services ......................................................................................................................... 21 eSchool Solutions Proprietary Proposal
This Proposal has been prepared and submitted for you to determine whether SEMS Advantage best
meets the needs of your District. The material herein is proprietary, and may not be reproduced or
disclosed to any persons not employed by your District or by eSchool Solutions.
Santa Barbara USD
Proposal Order # 20-2S16-21W
Page 2 October 15, 2004
INTRODUCTION
SEMS™ Advantage is the most widely used, reliable and comprehensive automated substitute
employee management system used in school systems today. SEMS Advantage is a client/server-based
32-bit software application that integrates database records with Interactive Voice Response (IVR)
technology. SEMS Advantage automates, prioritizes, assigns, and dispatches the most qualified substitute
employee for assignments. Automated data collection includes billing, internal costing, and management
reporting. SEMS Advantage completes the work of many employees. In fact, SEMS Advantage has
allowed many school districts to decrease the administrative employee base used for scheduling
substitute teachers by as much as 95%. These employees are subsequently free to perform other
valuable services within the district.
Smart Tools for Smart Schools
SEMS Advantage, a highly flexible application, automates the process of:
•
•
•
•
•
Reporting employee absences
Selecting the most desirable and available substitute
Notifying and assigning substitutes to assignments
Recording and reporting of system activities
Providing inquiry screen and hard-copy reports to administrators on the status of absences and
absence assignments
SEMS Advantage is easy to use and requires minimal user training. eSchool Solutions provides thorough
training for operators, employee mentors, department managers, and other administrators who will use
the system. Reference cards and videotapes enhance the learning experience. eSchool Solutions installs
the system, provides training and documentation, and offers continuous maintenance and 24/7 support
via phone and online.
This proposal provides all investment details, maintenance agreement information, and an estimated
timeline for installation. eSchoot Solutions typically installs SEMS Advantage within six to eight weeks
after signing the contract agreement and receipt of the purchase order. eSchool Solutions offers a three­
month warranty on SEMS Advantage beginning at time of installation. We provide hardware, customized
software, installation, training, documentation, and software technical support. As in all eSchool Solutions
systems, SEMS Advantage is a comprehensive turnkey system.
Santa Barbara USD
Proposal Order # 20-2S16-21W
Page 3
October 15, 2004
STATEMENT OF NEED
eSchool Solutions has identified three primary goals that school districts typically require from a
substitute employee management system:
• Improve service for teachers and substitute teachers
• Increase efficiency in the dispatch and placement of substitute teachers
• Increase efficiency in the process of recording absences and paying substitutes
ESCHOOL SOLUTIONS RECOMMENDATIONS
eSchool Solutions recommends SEMS Advantage, our automated substitute employee management
system to the Santa Barbara Unified School District. SEMS Advantage offers a solution to enable your
organization to achieve the following:
• Respond in shorter time to schedule the best-qualified substitute teachers
• Control the teacher substitution process
.. Implement an easy method by which employees can advise the school that they need a substitute for
the day
" Reduce and reassign staff presently used to manage daily employee substitutions to better utilize
resources
• Reduce expenses tied to substitute teacher processing
• Improve and automate the record keeping, tracking, and management reporting process
• Automate data collection used for billing, internal costing, and management queries
SEMS Advantage automatically selects the most qualified substitute according to a prearranged priority
list. If that substitute is not available, the system automatically contacts the next most qualified substitute
on the priority list. This process continues until assignment of a qualified substitute. SEMS Advantage
reduces the staffing needed to handle substitute scheduling; as a result, it reduces administrative
expenses.
Santa Barbara USD
Proposal Order # 20-2516-21W
Page 4 October 15, 2004 SOLUTION DESIGN
The following configuration of SEMS Advantage was designed to create the precise solution to fulfill the
administrative needs for the Santa Barbara Unified School District. Each SEMS Advantage is scalable, and
is based on the volume of employees and substitutes to be placed in the database. The Santa Barbara
Unified School District SEMS Advantage is configured for up to 1000 total employees.
Proprietary Systems
eSchool Solutions systems do not run on "off-the-shelf" hardware. Our Windows based software is
written to specific requirements. These requirements include special system configurations that change
as technology evolves. SEMS Advantage requires our production department to set up, load, and test the
system before shipping. One of our trained technical staff installs our systems at your site. Your
specialized system includes, but is not limited to:
•
•
•
•
•
•
_1_ Call Processor/Database Server/VIP Workstation
_1_ Color monitor(s)
Capacity for 4_ telephone lines
Remote maintenance capability
Data backup
SEMS WebCenter for Internet Access to SEMS
license Agreements
•
•
•
•
SEMS Proprietary Software
Microsoft Operating System Licenses
Pervasive Software Licenses
Communications Software for remote maintenance
Santa Barbara USD
Proposal Order # 20-2S16-21W
PageS
October 15, 2004
SEMS WESCENTER™ SOLUTION
eSchool Solutions WebCenter™ for SEMS Advantage Internet Access
• WebCenter is configured to work with SEMS Advantage and expands the system's capabilities to
include Internet access. WebCenter requires users to log on to the system using an
Identification number and PIN. The site operates in a secured environment using a security
certificate for encryption. WebCenter can be accessed on a PC or Macintosh and through
Internet Explorer 5.0 (or above) or Netscape 6.0 (or above), all with the latest service packs.
WebCenter comprises four components:
• Teacher Access
o Create absences and specify or prearrange a substitute if allowed by district
o Review past, present, or future absences
o Cancel a current or future job
o Create multiple day, recurring absences
• Substitute Access
o Modify profile
o Review past, present or future job aSSignments
o Cancel a job assignment
o Search and accept aSSignments
• Administrator Access
o Access is limited to an authorized location or location group.
o Create an absence for an employee
o Create a vacancy
o Review past, present or future jobs
o Generate reports and statistics on job information
o Modify or Cancel an absence or vacancy
o Display detailed job information
o Review available substitutes
o Review/modify priority lists
o Review employee list
Administrator Access for Supervisors
o Supervisors access information to their authorized region/type/entire district
o Customize welcome page with announcements to users
o Use all features of administrator access
WebCenter Environmental Requirements
The district may install WebCenter on a Web server already available at the district site, or the district
may choose to purchase a Web server from eSchool Solutions. The district will purchase a Security
Certificate from eSchool Solutions for installation on the Web server.
Santa Barbara USD
Proposal Order # 20-2516-21W
Page 6
October 15, 2004
WebCenter Includes:
• Web Application Server and HTTP Server Software
II
Database licenses for Internet access
• WebCenter Software
• Additional memory for SEMS server (if required)
• Documentation
Note: Those districts with more than 25 Schools will require a separate Web Server (in addition to the
SEMS database server)
eSchool Solutions Supplied Web Server (configured on SEMS server or an additional computer if
required):
• Web Application Server = Tomcat
• HTTP Server = Tomcat
• WebCenter Software " Pervasive client and ODBC\JDBC drivers District Supplied Web Server Requirements:
• Software:
o Web Application Server =Tomcat
o HTTP Server = Tomcat
o Pervasive client and ODBC\JDBC drivers
o Remote access (PC Anywhere or Terminal Server)
• Hardware:
o Memory = minimum of 1 GIG (25-50 sites), 2 GIG (50-100 sites)
o Hard Disk Space = 2 Gig free
o Processor = minimum of an 900 MHZ Intel processor (25-50 sites), Dual 900 MHZ (SO­
lDO sites)
o >100 sites - requires custom configuration (please remit the #employees, #substitutes,
and #sites)
• Configuration or Installation:
o eSchool solutions installs and configures the Web Application Server (Tomcat), HTTP
Server (Tomcat), Database access client software (Pervasive), Security Certificate and
WebCenter software.
Security Certificate:
.. Required - 12S-bit to create secure access for users
District Client Machine Requirements:
II
Client machines require Internet Explorer 5.0 (or above) or Netscape 6.0 (or above) (all with the
latest service packs)
.. Client machines for School Administrators will require Adobe Acrobat Reader 5.0 (or above)
• For district's utilizing MAC OS 9.x with Internet Explorer S.x for MAC's, Adobe Acrobat Reader v
5.0 will be required
• If the district has a proxy server or firewall, caching must be turned off to the WebCenter site.
Santa Barbara USD
Proposal Order # 20-2516-21W
Page 7 October 15, 2004 INVESTMENT COST
All eSchool Solutions systems, including SEMS Advantage, are comprehensive turnkey systems. The SEMS
investment cost for Santa Barbara Unified School District includes all Hardware, Customized Software,
Installation, Training, Maintenance Contract, and Documentation. eSchool Solutions offers a three (3)
month maintenance warranty on SEMS Advantage beginning at the time of installation. (Please refer to
the Maintenance Agreement Summary found at the end of this document for detailed maintenance
information.)
>
SEMS Advantage System
Hardware and Customized Software Includes DELL Non-Rack GX280 Hardware,
Software, Installation, Training, and Documentation (Rack mount quoted on request)
SEMS Advantage automates, prioritizes, assigns, and dispatches the most qualified
$15,500.00
One-Time
substitute employee for assignments. Automated data collection includes billing,
internal costing, and management reponing.
SEMS Advantage W¢bCenter
SEMS WebCenter Software -- Includes Teacher Access, Substitute Access, and
Administrator Access Modules for up to 25 sites. SEMS WebCenter enables all SEMS
$1,995.00
One-Time
users (teachers, substitutes, principals, and administrators) to access the system via
Internet 24 hours a da~ 7 days a week.
Security Certificate- Must be renewed evelJl 2 years
$950.00
TOTAL
.....
i
.
...
....
.
$24,445.00
An~ualMaintenarlce
PLUS, Annual Maintenance and Technical Support Fee
(Yearly maintenance fee begins after 90 day warranty period)
Maintenance Plan B (Plan A plus $1/245 per year) - Includes registration fee,
airfare and hotel accommodations (3 nights) for one attendee to SEMS User Group
$4,699.00
$1,245.00
Optional
Conference
All applicable governmental taxes, including sales tax, levies and duties, apply and are payable by the
school district. Invoicing for the SEMS installation is rendered immediately upon contract award. A 50%
Deposit is due when invoiced. The remaining 50% is due upon installation. All investment information is
valid for forty-five (45) days from the date of this proposal.
Santa Barbara USD
Proposal Order # 20-2516-21 W
Page 8
October 15, 2004
Substitute Office Effectiveness - OVERVIEW
(2 days On-site Consulting ­ travel costs not included)
Our evaluation provides your school district with specific ideas for improving the
quality of your substitute teacher program, improving the use of SEMS Advantage and
simultaneously reducing overall program costs. Our evaluation includes a review of
SEMS absenteeism statistics as compared to our National benchmark database,
substitute management and recruitment practices, human resource policies,
attendance tracking and accountability and a review of past absenteeism trends.
$3,000.00
Our consultants work with school districts across North America on overall
organization effectiveness projects including evaluating and improving capability of
substitute offices. Your district can expect to receive a thorough analysis of its
substitute office and related HR operations as compared with our experience at other
school districts. In addition, our consultants provide your district with clear and
concise recommendations complete with action plans for maximizing effectiveness.
Our depth of experience provides insights and perspectives gained through
observation within hundreds of school districts.
Santa Barbara USD
Proposal Order # 20-2516-21 W
Page 9
October 15, 2004
IMPLEMENTATION PLAN
First contact with customer (intro telephone call or email) will be made by assigned the Project Manager
within five business days of receipt of System Order from Sales. During this contact, the Project Manager
will attempt to set a date for the telephone Implementation Meeting or set a date for a follow-up call
when the Implementation Meeting will be scheduled.
Implementation Manual, SEMS User Manual, and videos will be shipped to the customer within five
business days of receipt of System Order from Sales.
Implementation Meeting will be conducted via telephone conference (approximately 4 hours)
The Project Manager will be available for consulting with the customer during the implementation period
(from the initial contact to "Live").
4- line system - 8 hours •
•
The Project Manager will track this time and will use discretion in determining what should be tracked
(Le. quick telephone call or email from the customer with a question would be not included).
Any additional time that the customer requests will be billed at a rate of $150.00 per hour, billed in one­
hour increments.
The above consulting time will be used for the following type items:
• Review and referral of any necessary changes back to customer for the following:
o Location Codes
o Classification Codes
o Absence/Vacancy Reasons
o Decline/Cancel Reasons
o Import Data
• Substitute selection process
• Telephone meetings the district might want to schedule with other departments within the
district such as Payroll
Installation of hardware to be done by customer - we will provide detailed directions to the customer and someone with eSchool Solutions will be available via telephone at the scheduled time for installation in the event the customer needs assistance or has questions. The customer can elect to have eSchool Solutions install the hardware for a fee. The customer will be responsible for entering setup data in the system prior to the Project Manager visit for User/Operator Training. Customer will receive "Getting Started" document that will give step-by-step directions on how to enter this data. This information will have already been established based on reviews and consulting time between customer and Project Manager and will consist of: • Location Codes
• ClaSSification Codes
• Absence/Vacancy Reasons
• Employee and Substitutes using manual entry or import
• Administrators and Supervisors along with User 10 and PIN for each
Sa nta Ba rba ra USD
Proposal Order # 20-2S16-21W
Page 10
October 15, 2004
Training Visit will be scheduled for a time after the above data has been entered in the System. Project
Manager will be onsite for the following number of days for User/Operator Training:
•
4-16 line system - 3 days
User/Operator training will consist of:
•
One Administrator Session (approximately three hours)
•
One Substitute Session (approximately two hours)
•
System Operator and Backup Operator Training
The customer will be responsible for insuring the operator will be available during this visit for the
training.
Training will consist of:
•
System Overview
•
System Data
o Parameters
• What are Parameters
•
How do they affect how the System operates
o Classification Codes
•
How are Classification Codes used
•
What is a Call Pattern
•
How to voice Classifications
o Location Codes
•
How are Locations Codes used
•
How to voice Locations
o Priority Lists
• What are the types of Priority Lists and how do they affect callout
•
How to create/modify a Priority List
o Phone Line Control
•
How do you set up call out times
•
How do you shut down a phone line
o Wards
•
What is a Ward
•
How to set up a Ward
o Callout Phone Prefix
•
When to use Phone Prefixes
•
How to set up
o
o
o
District Calendar
• What is the District Calendar and what does it do
• What is a Track Calendar and what does it do
•
How to create a Track Calendar
Absence/Vacancy Reasons
•
How are Absence/Vacancy Reasons used
•
How to voice Absence/Vacancy Reasons
Decline/Cancel Reason
•
How are Decline/Cancel Reasons used
•
How to voice Decline/Cancel Reasons
Santa Barbara USD
Proposal Order # 20-2516-21 W
Page 11
October 15, 2004
o
o
•
System
o
o
o
o
o
•
Jobs
o
o
o
o
Certifications
E
What are Certifications and how are they used
•
How to enter a Certification
Budget Codes
•
When would you use a Budget Code
E
What are the types of Budget Codes
Users - (Employees, Substitutes, Administrators, Supervisors)
Identify who the System Users are and what they can do in the System
How do you locate an Employee or Substitute's Profile
Identify the components of an Employee Profile
Identify the components of a Substitute Profile
How to enter Substitutes' Work Locations and Classifications
Job Information
•
Define the types of jobs
•
What are job statuses
•
What are subsidiary statuses
Creating Jobs
•
How to create an absence
•
How to create a vacancy
Finding Jobs
•
How to find job information from the File Menu and what are the results
•
How to find job information from the Inquiry Menu and what are the results
Job Details
•
What are the components of a Job Detail "
What actions can be taken on a job •
How to modify a job
•
Reports
o Basic Job Reports
o Basic Employee Reports
•
How to find employee information
•
How to obtain reports on employee information
o Basic Substitute Reports
•
How to find substitute information
•
How to obtain reports on substitute information
•
Operator Responsibilities
o System Log
•
How to access the Call Processor Monitor
•
How to use the Activity Log
o Daily Activities - an operator's typical daily routine
Santa Barbara USD
Proposal Order # 20-2S16-21W
Page 12
October 15, 2004
Requests for any additional training or customization will be at an additional charge of:
u
Additional days onsite at User/Operator Training visit - $1,500 per day
" Additional trips - $1,500 per day with a minimum of two days
•
Consulting - $150.00 per hour
"Live" will be monitored remotely by the Project Manager and will schedule that time to be working from
their office. The Project Manager will spend four hours the afternoon/evening before "Live" checking out
system setup, consulting with operator, and remotely monitoring the beginning of the first evening
callout. The customer (operator) will be at the site as well during that period of evening callout. The
Project Manager will continue to monitor the evening callout until they have determined that all is
working properly. The Project Manager will again "connect" remotely to the system on the day of "Live"
and spend four hours continuing to monitor the system and work with the operator, training on day-to­
day operations and assisting with Help Desk questions.
Santa Barbara USD
Proposal Order # 20-2516-21 W
Page 13
October 15, 2004
CLIENT SERVICES
The Client Services Team provides complete customer satisfaction in every installation. The team
interfaces with clients in the following ways:
• Provides answers to operational questions
• Analyzes and resolves eSchool Solutions product-related challenges the client may be experiencing
with the hardware and software
• Assists the client in monitoring product performance
eSchool Solutions maintains a toll-free customer service telephone number that is answered
24 hours a day, 7 days a week. Live customer assistance and technical assistance is provided Monday
through Friday from 7:30 AM to 6:30 PM (EST). After hours, on weekends, and on holidays, the eSchool
Solutions answering service answers all calls as follows:
For emergency calls, the answering service will immediately contact the on-call Client Services
Consultant who will contact the site. An emergency is defined as the Call Processor not being
operational e.g., receiving calls or placing calis, employees, or system operator unable to create
absences successfully.
• For non-emergency calls, the answering service records the message and sends the message to
Client services the following business day.
•
Santa Barbara USD
Proposal Order # 20-2S16-21W
Page 14
October 15, 2004
CLIENT CONFIDENTIALITY
As used in this section, "Confidential Information" means any data Santa Barbara Unified School District
(the "District") provides to eSchool Solutions and identifies as confidential. eSchool Solutions agrees
that:
• eSchool Solutions shall hold in strict confidence all Confidential Information received from the
District.
• eSchool Solutions will not use Confidential Information for any purpose other than to provide services
to the District, and will not disclose Confidential Information to any third party without the District's
express, written consent.
• Notwithstanding the foregoing, Confidential Information shall not include information which: (a) is
known by eSchool Solutions prior to its receipt hereunder or is now or hereafter becomes publicly
known without action byeSchool Solutions; (b) is disclosed with the District's written consent; (c) is
required to be disclosed by a court of competent jurisdiction, administrative agency or governmental
body, or by law, rule or regulation or by subpoena or other legal process, provided, however, that
eSchool Solutions has provided the District with prompt written notice so that the District may seek a
protective order or other appropriate remedy prior to such disclosure by eSchool Solutions, and that,
should disclosure of any portion of the Confidential Information be required, eSchool Solutions
furnishes only that portion of the Confidential Information that is legally required to be disclosed;
provided, further, that eSchool Solutions will use reasonable efforts to obtain written assurance that
confidential treatment will be accorded to such portions of the Confidential Information disclosed.
• Upon termination of eSchool Solutions' services to the District, eSchool Solutions shall destroy any
copies of the District's Confidential Information then in its possession, unless the District directs
otherwise in writing.
Santa Barbara USD
Proposal Order # 20-2S16-21W
Page 15
October 15, 2004
BASIC MAINTENANCE AND SUPPORT AGREEMENT SUMMARY
"BASIC PACKAGE" Maintenance and Support Agreement This Document is an agreement between you and eSchool Solutions, Inc., concerning hardware and software provided to you by eSchool Solutions, Inc. THIS DOCUMENT CONSTITUTES THE COMPLETE AGREEMENT BETWEEN YOU AND eSCHOOL SOLUTIONS, INC. RELATING TO MAINTENANCE AND SUPPORT FOR THAT HARDWARE AND SOFTWARE, AND SUPERCEDES ANY PRIOR WRITTEN OR ORAL AGREEMENTS, PROPOSALS, OR UNDERSTANDINGS. 1 What Is Covered. eSchool Solutions, Inc. will provide support in maintaining, reforming, and
repairing existing capacities of the products specifically itemized in attached Appendix A (the
"products").
The "Basic" package support includes the following:
a) Normal working hours (EST) telephone procedural and technical advice for your designated
project manager or operator on the functions and operations of the products.
b) Response to emergency calls from your designated project manager within thirty (30) minutes.
c) Diagnostic and corrective services, limited to the original design of the products, to correct errant
programs or functions.
d) Any update, enhancement, or new release of eSchool Solutions, Inc. proprietary software as
determined necessary by eSchool Solutions, Inc. to ensure continued operation of eSchool
Solutions, Inc. hardware or software at the functional level of the hardware and software as of
the effective date of this agreement.
e) Repair, as quickly as is practical, reported errant programs or functions that prevent you from
accessing or using one or more of the products as those products were originally designed.
f) On-site support if eSchool Solutions, Inc. from a remote location cannot resolve errant programs
or functions of the products.
g) Maintenance of the products in good working order during all periods the products are used
under normal operating conditions.
h) Maintenance of products after any applicable warranty expires, if maintenance charges for those
products are timely paid.
2 What Is NOT Covered. This agreement does not cover the following:
a) The operating system, system utilities, libraries, drivers, and any other system software
component that is used in conjunction with the eSchool Solutions, Inc. proprietary software.
b) Any user requested expansion of the current system hardware and software required for
additional options (e.g., Crystal Reports and ProLink), or additional users (e.g., servers, IVR
ports, call processors, workstations, and their components) that was not included in the purchase
price of the eSchool Solutions, Inc. product.
c) Any increase in the hardware or software licenses due to an increase in the number of system­
users (e.g., students, teachers, administrators, or other persons) that was not included in the
purchase price of the eSchool Solutions, Inc. product.
d) Additional hardware required to install a new eSchool Solutions, Inc. product or a software
upgrade to the existing eSchool Solutions, Inc. proprietary software added after the effective
date of this agreement.
e) A new option, product, or software upgrade added after the effective date of this agreement.
f) Problems arising from any of the following situations. eSchool Solutions, Inc. reserves the right
to charge the customer for the time, material and travel required to resolve the situation, or
restore the eSchool Solutions, Inc. product to the operational status covered by the maintenance
agreement.
Santa Barbara USD
Proposal Order # 20-2516-21W
Page 16
October 15, 2004
3
1) Failure to follow eSchool Solutions, Inc.'s installation, operation, or maintenance instructions.
2) Abuse, negligent act, or your use of the products under abnormal operating conditions.
3) Repair, modification, or movement of the products by persons other than those authorized by
eSchool Solutions, Inc. in writing.
4) Attachment of non-eSchool Solutions, Inc. equipment to the products without written
authorization by eSchool Solutions, Inc.
5) Installation of eSchool Solutions, Inc. software or programs on a network that is not specifically approved, in writing, by eSchool Solutions, Inc. before the installation. 6) Events beyond eSchool Solutions, Inc.'s control and events not arising from ordinary operating conditions, including but not limited to those circumstances described in Paragraph
lOeb).
7) Use of equipment or software not provided by eSchool Solutions, Inc.)'
8) A user change to the system network environment without prior written approval from
eSchool Solutions, Inc. that has an adverse affect on the operation of the eSchool Solutions,
Inc. product.
9) Prolonged operation of the eSchool Solutions, Inc. product by operators that have not been
trained by eSchool Solutions, Inc. personnel, either at the customer site or at the eSchool
Solutions, Inc. University.
*NOTE: eSchool Solutions, Inc. authorizes you to install or provide the following for products
covered by this Agreement, and agrees that such installation or provision does not violate this
Agreement:
(a) Norton Corporate Edition Anti-Virus Software or other anti-virus software approved
by eSchool Solutions, Inc.
(b) Surge protection devices for both electrical and telephonic connections.
Period of Agreement. This Agreement takes effect on
and shall be annually
renewed automatically without modification on that date of each subsequent year ("the Annual
Renewal Date") unless either of the following occurs:
a) you provide eSchool Solutions, Inc. with written notice at least thirty (30) days before the Annual
Renewal Date that you elect not to renew this Agreement, or that you wish to modify a term of
this Agreement.
b) eSchool Solutions, Inc. provides you with written notice at least thirty (30) days before the
Annual Renewal Date that it elects not to renew this Agreement, or that it seeks to modify a term
of this Agreement.
4 Price and Payment.
You agree to annually pay eSchool Solutions, Inc. indicated Maintenance Amount within thirty (30)
days after receiving an annual invoice for services provided under this Agreement. You expressly
agree to pay an additional 1.5% per month on any outstanding balance not paid within thirty (30)
days of its due date.
S Your Duties Under This Agreement. While this Agreement is in effect, you agree to the
following:
a) Follow all of eSchool Solutions, Inc.'s installation, operation, and maintenance instructions, and
maintain environmental and network specifications required by eSchool Solutions, Inc., including
appropriate electrical and telecommunications connections.
b) Provide eSchool Solutions, Inc. access to the products when that access is required for eSchool
Solutions, Inc. to perform maintenance or support.
c) Have a knowledgeable operator, network, and/or telephone representative at the product's
location during eSchool Solutions, Inc.'s on-site maintenance of that product.
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d) To the extent you determine necessary, maintain a back-up system separate from the products
and host computer, for reconstruction of lost or altered files. NOTE: data back up is your
responsibility, not eSchool Solutions, Inc.'s.
e) Ensure that at least one operator that is using the system on a daily basis has attended the
eSchool Solutions, Inc. University.
Termination of eSchool Solutions, Inc.'s Duties Under This Agreement. eSchool Solutions,
Inc. is under no obligation to continue providing services under this Agreement if:
a) The products are modified or serviced without the prior written consent of eSchool Solutions, Inc.
b) Original product identification marks are altered or removed.
c) The products are removed from the address of their initial installation without the prior written
approval of eSchool Solutions, Inc ..
d) A host computer hardware or operating system does not conform to the update level necessary
to support the products (e.g., a failure to upgrade from DOS to Windows), or the hardware or
operating systems are modified by persons other than eSchool Solutions, Inc. personnel do not
conform to the specifications for which the products were designed.
e) Your use of the products violates your Software License.
Definitions.
a) "Error" or "errant" means a reproducible failure of software or hardware to operate in accordance
with its standard published capacities despite its proper installation and use in a normal operating
environment. "Error" or "errant" does not include a user mistake, or a user change to the system
network environment that has an adverse affect on the operation of the eSchool Solutions, Inc.
product without prior written approval from eSchool Solutions, Inc..
b) "eSchool Solutions, Inc. Personnel" includes employees and authorized representatives of eSchool
Solutions, Inc..
c) A software "update," "enhancement," or "new release" means an improvement to the current
system that eSchool Solutions, Inc. determines appropriate for release without charge to you.
d) A software "upgrade" means an update, enhancement, or new release for the current system
that requires a major and fundamental improvement to the system; e.g., a new operating system
(e.g., DOS to NT, WINgS to WINgS), a new database (e.g., Btrieve to SQL), or a new user
interface (e.g., AIM to VIP).
Assignment.
eSchool Solutions, Inc. may assign this Agreement to an eSchool Solutions, Inc. affiliate or
subsidiary, and may assign a right to receive payment under this Agreement. Except as otherwise
provided in this paragraph, neither you nor eSchool Solutions, Inc. may assign this Agreement
without the written consent of the other.
Warranties.
eSchool Solutions, Inc. MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND SPECIFICALLY
DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
10 limitations.
a) eSchool Solutions, Inc., its affiliates, subsidiaries, parent corporation, or any of its parent's
affiliates or subsidiaries shall not be liable for any indirect, incidental, or consequential damages
(including lost profits) sustained in connection with maintenance or repair work performed under
this agreement regardless of the form of the action, whether in contract, tort (including
negligence, strict liability, or otherwise), whether or not such damages are foreseen or
unforeseen.
b) eSchool Solutions, Inc., its affiliates, subsidiaries, parent corporation, or any of its parent's
affiliates or subsidiaries shall not be liable in any way for delay, failure of performance, loss, or
damage due to any of the following conditions: fire, strike, embargo, explosion, power failure or
blackout, earthquake, volcanic action, flood, war, water, the elements, labor disputes, civil or
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October 15, 2004
military authority, acts of god, public enemy, inability to secure raw materials, inability to secure
products, fuel, or transportation facilities, acts or omissions of carriers or other causes beyond its
reasonable control, whether or not similar to the events described in this paragraph.
c) eSchool Solutions, Inc. shall not be liable for any delay, loss, damage, or product failure
attributable to any service, product, or action of a person who is not eSchool Solutions, Inc. or an
eSchool Solutions, Inc. employee or agent.
d) A legal action arising from or in connection with maintenance or support work performed for the
customer or any other activity in connection with this agreement must be brought within two (2)
years after the cause of action arises.
11 Remedies.
Your sole remedies against eSchool Solutions, Inc., its affiliates, or any affiliated subcontractor or
supplier for loss or damage caused by or in connection with the performance or non-performance of
this Agreement, regardless of the form of action, whether in contract, tort (including negligence and
strict liability), or otherwise, shall be the lesser of actual direct damages which are proven, or
$10,000.00. These remedies are exclusive of all other remedies at law or in equity, except for your
right to claim damages for bodily injury to any person caused by an act or omission of eSchool
Solutions, Inc.
12 Modification.
eSchool Solutions, Inc. may, after the initial term of this Agreement, and upon ninety (90) days prior
written notice to you, modify the terms and conditions of this Agreement. Any other modification of
this Agreement must be made in writing and Signed by the authorized representative of both parties.
13 Enforceability.
If any provision of this Agreement is determined unenforceable as a matter of law, the balance of
this Agreement remains unaffected by the determination, and remains valid and enforceable to the
fullest extent of the law.
14 Waiver.
A party's waiver of the other party's breach of this Agreement does not waive subsequent breaches
of the same or a different kind. Failure of either party to exercise a right under this Agreement is not
a waiver of that right in subsequent instances.
15 Termination of Agreement.
Effective upon termination date of the Agreement, the District is no longer authorized to continue to
use eSchool Solutions' licensed SEMS Advantage with WebCenter software. The district must remove
the eSchool Solutions' software from the district's SEMS Advantage system by the effective date of
the termination of the Agreement."
16 A pplicable Law.
This Agreement shall be construed in accordance with the laws of the State of Florida.
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COMPANY INFORMATION
legal Name of Company
eSchool Solutions, Inc.
Company Operating Name
eSchool Solutions
Name of Chief Executive Officer
Brett Fadeley
Date the Company was Established
December 1987
Name of System
SEMS™ Advantage (Substitute Employee Management System) with WebCenter
Number of Years the Company has Sold and Supported SEMS
eSchool Solutions has sold and supported SEMS since 1987 to clients in more than 550 school
districts within the US and Canada.
Telephone Number
(888) 388-8774 (main)
(407) 835-9838 (fax)
Contact Names
Web Site Address
www.eSchooISolutions.com
location of Corporate Office
eSchool Solutions
3330 Edgewater Drive
Orlando, FL 32804 USA
Federal ID #
59-3545964
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ADDITIONAL SERVICES (Please discuss details with your Account Managers)
SEMS Advantage User Group Conference(s)
eSchool Solutions holds two User Group Conferences each year for clients using the SEMS Advantage and
SEMS WebCenter system. The two-day conference covers a range of critical topics including future
enhancements, trouble-shooting and sharing of best practices. Typically 90%+ of attendees rate our
conferences as "exceeding expectations" and are heavily attended by our entire client base. The
conferences are available to client for a low registration fee ($235 for 2003/04 school year). The User
Group Conference also offers additional training opportunities. eSchool Solutions typically offers three
different classes including SEMS Advantage Operator Training (2 days), SEMS Administrator Training (1
day), and SEMS with Crystal Reports Training (1 day). These classes range in price from $195 to $400.
Plan B Maintenance - User Group Registration plus Travel Expenses
Clients may elect to prepay travel (airfare and hotel) expenses as well as User Group Conference
registration fees for the up-coming year through our Plan B Maintenance program. The price of our Plan
B maintenance program is $1,245 and includes registration fee, meals at the conference (breakfast and
lunch both days), airfare and hotel accommodations for one person.
Regional Training
eSchool Solutions offers training throughout the year at various locations. The training agenda typically
focuses on training for existing and new system operators. These classes are available to all clients at an
incremental fee. Sites are selected based on need and demand.
On-site System Evaluation and Training
eSchool Solutions also offers on-site training to clients. In the event of operator turnover, clients often
find it useful and timely to bring our trainers on-site for system evaluation and training. The cost is
$1,500 per day with a two-day minimum. This price includes all travel costs.
Research from the eSchool Solutions Institute for Best Practices
The eSchool Solutions Institute for Best Practices is composed of leaders in the k-12 education market
including superintendents and business professionals serving k-12 school districts. The Institute focuses
on cutting-edge research in the k-12 sector and works to identify trends and best practices by school
districts throughout North America. Recent publications include "No Child Left Behind: The impact on K­
12 Schools" and "Staff Development Best Practices: Moving from Good to Great". These research papers
are available to our clients free of charge.
Attendance Management Consulting
The eSchool Solutions Institute for Best Practices works with school districts to reduce costs associated
with staff absenteeism. The Institute has developed an extensive Best Practices Database and
Attendance Management methodology that it applies to client situations. A recent client with
approximately 4,700 teachers has set a goal of reducing substitute teacher expenses by over $500,000
per year as a result of our project.
Electronic Registrar Online and Community Education
eSchool Solutions offers a complete Staff Development Management System called Electronic Registrar
Online. This system automates the course catalog publication, registration, tracking, compliance and
reporting process for staff development departments. Electronic Registrar Online is accessible to
administrators, course instructors and teachers and other district personnel via web and IVR (interactive
voice response telephone system). This widely used system links with the SEMS Advantage with
WebCenter solution and is an exclusive functionality.
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