HomeMy WebLinkAboutIII (B) Approval and Authorization for the Mayor and City Clerk to Execute the Ocoee Police Department Software Maintenance Agreement with Cosco and Aether Agenda 6-05-2001
Item III B
(EVIIR 01 GOOD/.name-I'll/VE OF II EST ORANGE` MAYOR COMMISSIONER
S. SCOIT VANDERGRIFT
COMMISSIONERS
(6C000
.- CITY OF OCOEE DANNY HON'ELL
O tit OI t ANDERSON
a •
_ UO N.LAKESHORE DRIVIi RUS I Y,101INSON
*' ,b' p. OCOEE, I I°RIOA 34761-2258 NANCY I. PARKER
• ri" ~r 0 (407)905-3100
A LING C A'ITY MAGER
rr �r C LING GLEASON
M1F• e OF GOOO J
snrr REPORT -
TO: The Honorable Mayor and City Commissioners
FROM: Brian Ross. Information Systems Manager 1/(L..--
DATE May 25, 2001
RE: Ocoee Police Department Software Maintenance Agreements
ISSUE
Should the City of Ocoee sign support agreements with Aether Mobile Government and Creative
Information Systems Company to receive upgrades, technical support. and patches?
BACKGROUND/DISCUSSION
The Ocoee Police Department uses software from Aether Mobile Government and Creative
Information Systems Company (CISCO). Both companies require support agreements for the
City's receipt of upgrades,technical support, and patches. The CISCO software is used by
Police and Fire for dispatching and records management. The Aether software is used to provide
connectivity to the CISCO software from the laptops issued to OPD staff. Together, these
software applications provide the core functionality of the Police and Fire departments. Because
this is the primary software used by the Ocoee Police Department for dispatch and records
management, staff highly recommends the approval of these agreements.
RECOMMENDATION
Approval and Authorization for Mayor and City Clerk to Execute the Ocoee Police Department
Software Maintenance Agreements upon approval as to form and legality by the City Attorney.
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Ik
POW!
h poSzTa iL
�SETHER
Mob
ile
Governmcht Division
Creator of Cerulean a Sunpro Products
Exhibit for Support/Maintenance Agreement
Attachment "A"
Al
I
Ocoee Police Department
Support/Maintenance Agreement is for the period.
175 North Bluford Avenue February 1,2001 - December 31,2001
Ocoee FL 34761
Can/Ma Amnunt: $11,536,00
Contract Nhn! 2039
Curt ergs at LIt Price Maintenance Cost
Base Products Covered S 29,000.00 S 4,350.00
I PC25 packetCWstu Patrol Base Software
1 SlatelNCIC Interface Software S 7,000 00 S 1,050.00
1 CS20 CIoudServer Base Software 1 2,400.00 S 36000
1 Less special one time discount/period of coverage
-$ 2,133.00 -S 32000
S36,267.00 5440.00
Mobile Products Covered Cost Basis at Lla Price Maintenance Cost
36 PacketClustcr Mobilo Software<25 S 54000.00 5400.00
2 PackerChaer Faaal Office(LAN)SW Single pack S 1,500.00 150.00 I
I Plus 6 months coverage on II unit add-on $ 11.000.00 1,100.00
I Less special one time discoundpenod of coverage -5 5.542,00 -554.20
$ 60,958.00 6,095.80
i -
Total Maintenance Cost for the Agreement: 11,536.00
This is not an Invoice
Please refer to the Maintenance Agreement for the Terms and Conditions
Accepted on behalf of: Accepted on behalf of:
Ocoee Police Department Aether Mobile Government
lit. -. _- By:sign here
Name: _ Name: Charles A- Speicher
print name hen
Title- Title: Corporate Controller
Dale. _
Dale: April19, 2001
A£THER Quote
Mobile Governmcnt Division
Creator of Cerulean 8 Sunpro Products
Exhibit for Support/Maintenance Agreement -
Attachment "A"
Al
Ocoee Police Department SuppmuMaintcnancc Agreement is for the period'
175 North Bluford Avenue January 1,2002 - December 31,2002
Ocoee FL 34761 Canaan Amnum: 1408900
Contact Mt.: 2040
Cost Oasis at Dec Price Staiomoanec Coco
Products Covered _. — -
I PC25 Packeflusier Patrol Base Software $ 29,00000 S 5,220.00
Stour NCIC lmcrfuce(Softvmre Only)25 User $ 9.850.00 $ 1773.00
1
C520 CIoudScrva Base.Software $ 2,40000 $ 432.00
36 PacktrClu¢a Mobile Software<25 S 35,820.00 5 6.44800
2 PacketCluster Patrol Office(LAN)SW Single pack $ 1.200.00 $ 216.00
$ 78,270.00 5 14,089.00
Total Maintenance Cost for the Agreement: $ 14,089.00
This is not an Invoice
Please refer to the Maintenance Agreement for(he Terms and Conditions
Accepted on behalf of; Accepted on behalf of:
Ocoee Police Department
Aether Mobile Government
By.
By:
sign here
Name. __- Namc: Charles A.Speicher
pent name here
Title __ _.
__ _ _ Title Corporate Controller ._
April 19, 2001
Date Date:
AGREEMENT FOR COMPUTER SOFTWARE SUPPORT SERVICES
AGREEMENT, made this 7'h day of May, 2001 by and between Creative Information Systems
Company, Incorporated, a Maryland corporation having principal offices located at 5305 Gulf
Drive, Suite #1, New Port Richey, Florida 34652 (hereinafter referred to as CISCO) and:
The City of Ocoee
Ocoee, Florida 34761
(hereinafter referred to as CUSTOMER).
WITNESSETH:
WHEREAS, CISCO has acquired specific expertise in the provision of application
software support services in the field of public safety; and
WHEREAS, CUSTOMER has a need for certain application software support services as
hereinafter identified; and
WHEREAS, CISCO is ready, willing, and able to undertake the provision of such
application software support services on the terms and conditions set forth herein;
NOW THEREFORE, in consideration of the premises as well as the obligations herein
made and undertaken, the parties, intending to be legally bound, agree as follows:
Section 1
DEFINITIONS
As used herein, the following words and phrases shall have the following meanings:
1.1 Delivered Materials. All software, documentation and services that may be supplied by
CISCO under the scope of this Agreement.
1.2 Customer Abuse. The intentional failure of the CUSTOMER to operate the computer or its
programs in a manner consistent with the documentation for such component.
Section 2
COMPENSATION
2.1 Support Services Fee. CUSTOMER shall pay a fee to CISCO for error correction and
support services, equal to $10,950.00 for the products listed in Appendix A. All fees are due
within 30 days after receipt of invoice.
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2.2 Taxes. In addition to the fees specified herein, the amount of any sales, use, excise or
similar taxes shall be paid by the CUSTOMER, or in lieu thereof, the CUSTOMER shall furnish
CISCO with a tax exemption certificate acceptable to the appropriate taxing authority.
2.3 Expenses. CUSTOMER shall promptly reimburse CISCO for all normal, reasonable and
customary expenses incurred by CISCO personnel in the course of providing software support
services to the CUSTOMER when CISCO personnel are requested by CUSTOMER in writing to
perform such work at a location other than CISCO facilities. CUSTOMER shall be invoiced for
pre-approved, reasonable expenses and for labor at a rate of $75.00 per hour (portal to portal)
with a$150.00 minimum.
Section 3
PROPRIETARY PROTECTION OF DELIVERABLES
3.1 Limited Right of Use. This Agreement does not provide CUSTOMER with title or
ownership of Delivered Materials.
3.2 Reservation of Rights and Acknowledgements. CUSTOMER acknowledges that the
Delivered Materials together with all documentation relating thereto and delivered under the
scope of this Agreement are commercially valuable, proprietary products of CISCO. Subject to
applicable law, any copying, modification, or distribution of such material not expressly
authorized by this Agreement is strictly forbidden.
3.3 Confidentiality Obligations. Subject to applicable law, CUSTOMER shall not disclose or
disseminate the trade secrets embodied in the materials delivered hereunder to any person, film,
organization, or employee not a party to this Agreement. Subject to applicable law, CUSTOMER
shall not modify, reverse compile, or reverse assemble any object code.
3.4 Survival of Obligations. CUSTOMERS obligations under this Section 3 shall survive
termination of this Agreement and shall remain in effect for as long as CUSTOMER continues to
possess. use, or control the Delivered Materials.
Section 4
LIMITED WARRANTY; LIMITATION ON REMEDIES
4.1 Limited Warranty. CISCO warrants, for the benefit of CUSTOMER that the Delivered
Materials shall be free of defects for a period of one year and shall be delivered in a reasonable,
timely and workmanlike manner. CISCO assumes no responsibility for obsolescence of the
Delivered Materials.
4.2 Exclusive Remedy. As the exclusive remedy of CUSTOMER for any defect in the Licensed
Materials for which CISCO is responsible, at no cost to CUSTOMER, CISCO shall first utilize
its best efforts to correct or cure such defect in a timely manner (not to exceed 30 business days)
and if unsuccessful the CUSTOMER may at its option receive a full refund of the fee paid to date
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and terminate this Agreement. CISCO shall not be responsible for any defect if the Licensed
Materials have been misused or damaged in any respect by any party other than CISCO, or
CISCO has not been informed of the existence and nature of such defect promptly upon its
discovery.
4.3 Disclaimer. CISCO DISCLAIMS ANY AND ALL PROMISES, REPRESENTATIONS,
AND WARRANTIES, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT,
WITH RESPECT TO THE DELIVERED MATERIALS OR ANY OTHER MATERIAL
FURNISHED HEREUNDER, OR ANY COMPONENT THEREOF, INCLUDING THE
CONDITION, THE CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION OR
THE EXISTENCE OF ANY LATENT OR PATENT DEFECTS.
4.4 Limitation of Liability. The cumulative liability of CISCO to CUSTOMER for all claims
whatsoever related to the Delivered Materials, including any cause of action sounding in
contract, tort, or strict liability, shall not exceed the total amount of all fees paid to CISCO by
CUSTOMER under this Agreement. This limitation of liability is intended to apply to all claims
of CUSTOMER, without regard to which other provisions of this Agreement have been breached
or have proven ineffective.
4.5 Consequential and Special Damages. In no event shall CISCO be liable for any loss of
profits; any incidental, special, exemplary, or consequential damages; or any claims or demands
brought against CUSTOMER, even if CISCO has been advised of the possibility of such claims
or demands. This limitation on damages and claims is intended to apply to all claims of
CUSTOMER, without regard to which other provisions of this Agreement have been breached or
have proven ineffective.
Section 5
ERROR-CORRECTION AND SUPPORT SERVICES
5.1 Support Services Undertakings. CISCO shall provide error-correction and support services
as set forth in this Section 5 directly to the CUSTOMER for the products listed in Exhibit A,
attached hereto.
5.2 Delineation of Support Services. The error-correction and support services provided shall
include the following:
a. Toll-free Telephone Support (7 days/24 hours); Published Enhancements; Modem
Support; News Letter; User Group Membership.
b. Support for 32 concurrent users.
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c. Error-correction services, which shall consist of CISCO using its best efforts to design,
code, and implement programming changes to the Delivered Materials to correct reproducible
errors therein such that the Delivered Materials are made to be error free.
d. All published enhancements and error corrections shall be delivered to the CUSTOMER
on appropriate magnetic media with instructions for installation by CUSTOMER.
5.3 Place of Performance. All services provided under this Section 5 shall be provided from a
CISCO facility via telephone unless requested by CUSTOMER in accordance with paragraph 2.4
herein above.
5.4 CUSTOMER Termination of Support Services. CUSTOMER shall have the right to
discontinue the services set forth in this Section 5 hereof upon not less than 30 days prior written
notice to CISCO. CISCO will refund to CUSTOMER an amount equal to the unused portion.
5.5 Exclusions. CISCO bears no responsibility to provide services under this Agreement as a
result of problems or deficiencies related to components not supplied by CISCO, Acts of God,
interruptions of power, or CUSTOMER abuse including, but not limited to, loss of programs
and/ or data resulting from any of the above causes. Upon written request, CISCO will supply
such services at a time and materials rate not to exceed the standard rate in effect at that time.
This Agreement does not cover any other software or hardware component not supplied by
CISCO.
Section 6
CUSTOMER RESPONSIBILITIES
6.1 Delineation of Responsibilities. The CUSTOMER agrees, at no cost to CISCO to:
a. Provide CISCO with access to a customer supplied direct dial telephone line, MODEM
and communications software for the purpose of providing remote diagnostics, error correction
and upgrades.
b. Notify CISCO promptly prior to any change in the hardware configuration.
c. Provide media compatibility in accordance with paragraph 5.2d herein.
d. Provide CISCO with access to equipment either remotely or on-site as CISCO may
require for purposes of application software upgrades and/or corrections.
e. Nominate a qualified systems administrator as a single point of contact who is trained
in the basics of hardware, network components and operating system functions, including but not
limited to: backup, recovery/restore; disk maintenance; user maintenance.
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Section 7
INFRINGEMENT OF THIRD-PARTY RIGHTS
7.1 Indemnification. CISCO agrees to provide CUSTOMER with the following protection
against claims of proprietary right infringement of the Delivered Materials:
a. CISCO shall (1) indemnify CUSTOMER from and against any liability, cost, loss, or
expense of any kind; (2) hold harmless CUSTOMER and save it from any liability, cost, loss. or
expense of any kind; and (3) defend any suit or proceeding against CUSTOMER arising out of or
based on any claim, demand, or action alleging that the Delivered Materials or any portion
thereof as furnished under this Agreement and used within the scope of the license hereunder
infringes any third-party rights in copyright or issued patent or the trade secret rights of any third
party in the United States. Additionally, CISCO shall pay any costs including reasonable
attorney fees, damages, or awards of settlement, including court costs, arising out of any such
claim, demand, or action, provided that CUSTOMER promptly gives written notice of claim,
demand, or action to CISCO and that CISCO may direct and fully participate in the defense to
any settlement of such claim, demand, or action.
Section 8
TERM AND TERMINATION
8.1 Term. This Agreement shall commence on March 1, 2002 and shall continue in effect for a
a period of 12 months, terminating on February 28, 2003. This Agreement shall then
automatically renew for 12 month periods unless canceled by either party by written notice prior
to the commencement of the renewal period.
8.2 Termination for Cause. Either party may terminate this Agreement at any time in the event
of a material breach of the terms hereof by the other party if such party shall fail to cure such
material breach within 30 days of receipt of written notice thereof.
8.3 Actions Upon Termination. Upon termination of this Agreement, CISCO's obligation to
provide warranty or other services hereunder or under this Agreement shall cease.
Section 9
MISCELLANEOUS
9.1 Force Majeure. Either party shall be excused from delays in performing or from its failure
to perform hereunder to the extent that such delays or failures result from causes beyond the
reasonable control of such party; provided that, in order to be excused from delay or failure to
perform, such party must diligently act to remedy the cause of such delay or failure.
9.2 No Agency. CISCO, in furnishing services to CUSTOMER, is providing services as an
independent contractor. CISCO does not undertake by this Agreement or otherwise to perform
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any obligation of CUSTOMER, whether by regulation or contract. In no way is CISCO construed
as the agent or acting as the agent of CUSTOMER in any respect, all other provisions of this
Agreement notwithstanding.
9.3 Multiple Counterparts. This Agreement may be executed in several counterparts, all of
which taken together shall constitute one single Agreement between the parties.
9.4 Section Headings and Exhibits. The section and subsection headings used herein are for
reference and convenience only, and shall not enter into the interpretation thereof. The exhibits
referred to herein and attached, and to be attached hereto, are incorporated herein to the same
extent as if set forth in full herein.
9.5 Required Approvals. Where agreement, approval, acceptance, or consent by either party is
required by any provision of this Agreement, such action shall not be unreasonably delayed or
withheld.
9.6 No Waiver. No delay or omission by either party hereto to exercise any right or power
occurring upon any noncompliance or default by the other party with respect to any of the terms
of this Agreement shall impair any such right or power or be construed to be a waiver thereof A
waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be
performed shall not be construed to be a waiver of any succeeding breach thereof or of any
covenant, condition, or agreement herein contained. Unless stated otherwise, all remedies
provided for in this Agreement shall be cumulative and in addition to and not in lieu of any other
remedies available to either party at law, in equity, or otherwise.
9.7 Authority of CISCO. CISCO has the sole right and obligation to supervise, manage,
contract, direct, procure, perform, or cause to be performed all work to be performed by CISCO
hereunder unless otherwise provided herein.
9.8 Governing Law. This Agreement shall be construed and governed by the laws of the State of
Florida including the Florida Public Safety Records Law. The venue for any dispute arising out
of the terms of this Agreement shall be in Orange County, Florida.
9.9 Entire Agreement. This Agreement and the exhibits annexed hereto constitute the entire
Agreement between the parties, and there are no understandings or agreements relative hereto
other than those which are expressed herein, and no change, waiver, or discharge thereof shall be
valid unless it is in writing and is executed by the party against whom such charge, waiver, or
discharge is sought to be enforced.
9.10 Notices. Under this Agreement, if one party is required to give notice to the other, such
notice shall be deemed given if mailed by certified mail, return receipt requested.
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9.11 No Assignment. Neither party shall without the prior written consent of the other party
assign or transfer this Agreement, and any attempt to do so shall be void and of no force and
effect.
In WITNESS WHEREOF, CISCO and CUSTOMER have caused this Agreement to be
signed and delivered by their duly authorized officers, all as of the date first hereinabove written.
(CUSTOMER)
City of Ocoee, Florida
By: (Seal)
S. Scott Vandergrift, Mayor
Executed on: , 19
ATTEST:
(Seal)
Jean Grafton, City Clerk
FOR USE AND RELIANCE ONLY BY APPROVED BY THE OCOEE CITY
THE CffY OF OCOEE, FLORIDA COMMISSION AT A MEETING HELD
APPROVED AS TO FORM AND ON , 19
LEGALITY this day of UNDER AGENDA ITEM NO.
FOLEY & LARDNER
By: (Seal)
City Attorney
AGREED TO:
Creative Information Systems Company, Ua CISCO
(Seal)
H. C. Sereboff, President
Executed on:
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Exhibit A, Covered Programs
A-CAD, a system of computer programs and related documentation for use as an automated
dispatching system, and
CIS-911, a system of programs and related documentation for use as an automated interface
between the A-CAD and the existing emergency telephone system, and
CAPS, a system of computer programs and related documentation for use as an automated police
records management system, and
FIRES, a system of programs and related documentation for use as an automated fire records
management system, and
CASE, a system of programs and related documentation for use as an automated case tracking
system, and
CITS, a system of computer programs and related documentation for use as an automated traffic
citation management system, and
TIES, a system of programs and related documentation for use as an automated traffic records
management system, and
CASS, a system of programs and related documentation for use as an automated crime analysis
system, and
LAPS, a system of computer programs and related documentation for use as an automated
license and permits system, and
WHEELS, a system of computer programs and related documentation for use as an automated
fleet records management system, and
WARRANTS/CIVIL PROCESS, a system of programs and related documentation for use as an
automated warrant and civil process tracking system, and
ACU-COBOL Runtime Environment, a utility to be used as the application program language
interpreter, licensed for 32 concurrent users, and
ACU-ODBC, a set of drivers to link the CISCO data files to any other ODBC compliant
program and licensed for 5 concurrent users, and
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CIS-MOBILE, a system of computer programs and related documentation for use as an
automated mobile records management system in conjunction with the existing Aether mobile
system.
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