Trapeze Software Group Inc. Assignment of Mentor Engineering ContractTHE CITY OF
Dui
Masterpiece on the Mississippi
Dubuque
kital
All- America City
II 111!
2012
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: The Jule ITS Project - Assignment of Mentor Engineering Contract to
Trapeze Software Group, Inc.
DATE: April 29, 2013
In August 2012, a contract was approved by City Council with Mentor Engineering, Inc.
for the Jule's ITS Project.
In late January 2013 -early February 2013, the City was notified that Mentor
Engineering, Inc. had been purchased by Trapeze Software Group, Inc. Since receiving
the notice the City Attorney's office has been working with Trapeze in order to ensure
that Trapeze will comply with the contract between the City and Mentor.
Director of Transit Operations Barbara Morck recommends City Council approval of the
assignment to Trapeze Software Group of the Agreement between the City of Dubuque
and Mentor Engineering, Inc. for the Jule's ITS Project.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
hrilit44 krt.,709,
Michael C. Van Milligen
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
Teri Goodmann, Assistant City Manager
Barbara Morck, Director of Transit Operations
Masterpiece on the Mississippi
TO: Michael Van Milligen, City Manager
FROM: Barbara Morck, Director of Transit Operations
CC: David Heiar, Economic Development Director
Barry Lindahl, City Attorney
Maureen Quann, Assistant City Attorney
Kelley Deutmeyer, Executive Director of ECIA
Candace Eudaley, Assistance Executive Director of ECIA
Dubuque
All- America City
'1111!
2007
SUBJECT: The Jule ITS Project — Assignment of Mentor Engineering Contract to
Trapeze Software Group, Inc.
DATE: April 23, 2013
PURPOSE
To obtain approval and signature on the Assignment to Trapeze Software Group of
Agreement between the City of Dubuque and Mentor Engineering, Inc. for The Jule's
ITS Project.
BACKGROUND
In early 2011 The Jule was awarded a State of Good Repair grant for $2,303.306 by the
Federal Transit Administration (FTA). The grant provided funding for the purchase of
many of the new transit buses (83% / 17% funding) and is also providing funding for the
purchase and installation of Intelligent Technology Systems (ITS) equipment on the
transit buses (both fixed route and mini -bus, 80% / 20% funding). A Request For
Proposal (RFP) was released in December 2, 2011 and closed on January 6, 2012.
Responses to the RFP were reviewed and their points discussed by the nine member
selection committee; the committee was comprised of City, ECIA and Jule staff. Two
site visits were conducted by several members of the committee who reported back to
the group about their findings. Reference checks on the respondents were also
performed. Based on the responses to the RFP, the in- person interviews, sight visits
and reference checks, a recommendation was made to City Council for the awarding of
the ITS Project contract to Mentor Engineering (Mentor). The contract was approved
and signed by City Council in early August 2012.
DISCUSSION
The Jule ITS Project has a very comprehensive scope of work and the holistic approach
offered by the Mentor team with its strong array of dispatch, management, driver and
passenger information tools, is a good fit. Implementation meetings with Mentor,
subcontractor, City and ECIA staff began September 14, 2012 and are held weekly. The
meetings serve as a venue where accomplished goals can be acknowledged, potential
issues are addressed (e.g. size and placement of LED wayside signs, fare types for
electronic fare collection equipment, scheduling of installation, etc.), information
exchanged about the progress of the project and questions /answers can be worked
through as they arise.
The Jule's ITS Project includes but is not limited to the purchase and installation of
Mobile Data Terminals (MDT) that are connected to the Mini -bus's schedule software
already in use that allows for "real- time" dispatching and better tracking of data, a
CAD /Automatic Vehicle Location (AVL) system and the web -based software (aka
"MyRide ") that will allow for passengers to have "next bus" information via their cell
phone and /or Internet, an Automatic Voice Announcement (AVA) system that will
automatically announce the next bus stop and /or major points of interest along a given
route, an Automatic Passenger Counter (APC) system that will allow for better tracking
of ridership statics including boarding and de- boarding information, and an Electronic
Fare Collection system that will allow for a broader spectrum of fare types as well as
better tracking of fare and ridership data. The purchase, installation and implementation
of ITS equipment for Mini -bus services were completed November 2012. The purchase,
installation is nearly complete on the fixed route buses, and the pilot phase will
commence mid -May 2013. The expected completion date for the ITS project in its
entirety is July 2013.
In late January 2013 -early February 2013 the City was notified that Mentor Engineering,
Inc. (Mentor) had been purchased by Trapeze Software Group, Inc. (Trapeze) (see
Attachment entitled "Trapeze Assignment Notice to City 2- 1 -13 "). Since receiving the
notice the City Attorney's office has been working with Trapeze to order to ensure that
Trapeze will comply with the contract between the City and Mentor.
Barry Lindahl /City Attorney and Maureen Quann /Assistant City Attorney have reviewed
the assurances as submitted by Trapeze, and have approve the City's giving
assignment of the agreement between Mentor Engineering, Inc. and the City of
Dubuque for The Jule's ITS project to Trapeze Software Group, Inc..
RECOMMENDATION /ACTION STEP
Enclosed is a letter addressed to Trapeze Software Group, Inc., giving them
assignability of the contract between the City of Dubuque and Mentor Engineering, Inc. I
recommend that City Council approve and sign the letter, and that said letter be
returned to me for disbursal and filing. Thank you.
2
Masterpiece on the Mississippi
Dubuque
bitti
ANUneiWaCfly
'I I.
2007
May 6, 2013
Office of the Mayor
City Hall
50 West 13th Street
Dubuque, Iowa 52001 -4805
www.cityofdubuque.org
.John H. Hines, Ill, President
Trapeze Software Group, Inc. .
8360 East Via de Ventura, Suite L -200
Scottsdale, AZ 85258
RE Assignment t� Trapeze of Agreement between Mentor Engineering, Inc.
and the City of Dubuque, Iowa for the Jule ITS Project
Dear Mr. Hines:
This letter constitutes the City of Dubuque, Iowa's consent to the assignment of the
agreement between Mentor Engineering, Inc. and the City for the Jule ITS Project. This
letter does not, however, constitute a waiver of the City's right to approve any future
assignments that may occur.
As a result of this assignment, the Trapeze Software Group, Inc. is responsible for the
performance and observance of any and all duties and obligations under the agreement
between the City and Mentor Engineering, Inc. for the project.
We look forward to working with you as the obligations under the Agreement are fulfilled
and the Project is completed.
Sincerely,
D !L./
Roy D' Buol
Mayor
cc: Barry Lindahl, City Attorney
David Heiar, Economic Development Director
Barbara Morck, Director of Transit Operations, The Jule /ECIA
Candace Eudaley, Assistant Executive Director, ECIA
Service People Integrity Responsibility Innovation Teamwork
(5rapezeT1
NOTICE OF ASSIGNMENT
February 1, 2013
City of Dubuque, Iowa
50 West 13th Street
Dubuque, Iowa 52001
NOTICE RE: Assignment to Trapeze Group of all Agreements between Mentor Engineering, Inc. and the City of
Dubuque for The Jule ITS Project
Attention: Michael C. Van Milligen, City Manager
Dear Sir,
Please be advised that as a result of an asset purchase agreement entered into on January 31, 2013 (see attached
announcement), Trapeze Software ULC ( "Trapeze ") has acquired the assets of Mentor Engineering Inc. ( "Mentor ").
As a result of this transaction, all agreements between Mentor and you in effect on January 31, 2013
( "Contract(s) ") will be assigned to Trapeze Software Group, Inc., a wholly owned subsidiary of Trapeze. Trapeze
Software Group, Inc. has accepted assignment and will remain responsible for the performance and observance of
any and all duties and obligations under the Contract(s) effective as of January 31, 2013.
Any invoices outstanding as of January 31, 2013, should be paid by cheque made payable to
Mentor Engineering Inc. and mailed to 10, 2175 — 29th St. NE, Calgary, AB T1Y 7H8.
Please note that payment by direct deposit is no longer available and will not be accepted.
Trapeze will provide any additional forms and information that you may require, including W9 forms.
Trapeze welcomes our new customer relationship; you will be pleased to find that there are many valuable new
services and opportunities available to you. We believe this acquisition can yield real benefits to you by bringing
together the best of the Mentor solutions portfolio with the Trapeze enterprise offering. It is our intention that
this acquisition can result in a comprehensive information technology enterprise system to support your
orga nization.
Please contact Trapeze's legal counsel, Dimitar Demirevski, at dimi .demirevski@trapezegroup.com, tel. 905 -629-
8727 or Resa Bourchier, at Resa .Bourchier@trapezegroup.com, Contract Administrator, at 403- 777 -3760 ext. 821,
if you have any questions about this letter.
Sincerely,
• f Al"'6
John H Hines III, President
Trapeze Software Group, Inc.
Cc. Dimitar (Dimi) Demirevski, Legal Counsel
Resa Bourchier, Contract Administrator
www.trapezegroup.com
5800 Explorer Drive, 5th floor • Mississauga, Ontario L4W 5K9 Canada • t. 905.629.8727 • f. 905.238.8408
8360 East Via de Ventura, Suite L -200 • Scottsdale, Arizona 85258 U.S.A. • t. 480.627.8400 • f. 480.627.8411