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HomeMy WebLinkAbout5.364 Original Contract ,?'* 5,3le<t ~ ~4 r:!~",!e~!rfu,~z;tems" September 18, 2008 ADDITIONAL SOFTWARE LICENSE AGREEMENT For an Aegis 400 to Aegis MSP Upgrade Mr. Steve Romberg Communications Director City of Port Angeles 321 East 5th Street Port Angeles, W A 98362-0217 Dear Mr. Romberg: New World Systems is pleased to license you additional software and provide implementation services for the upgrade of your AS/400 licensed standard software to the New World Aegis MSP Licensed Standard Software. This addendum is for software and services only and does not include any hardware. The attached forms (Exhibits A, B, C, F and Appendix I) are to be reviewed and approved by you and/or your authorized representative. They describe the additional software and services you have requested along with the related fees. This agreement shall act as an addendum to the Standard Software License and Services Agreement dated February I, 1995. The General Terms and Conditions from our original License Agreement with Port Angeles, Washington are incorporated and continue to apply. Upon completion of the upgrade to Aegis MSP standard software, the definition of COMPUTER from the Port Angeles, W A (February I, 1995) Agreement will be the MSP server(s) in use, and not the IBM AS/400. In addition, both the City of Port Angeles and Clallam County are obtaining the customer loyalty discount as described in Exhibit A. Please acknowledge the change and your understanding on the services by the appropriate signature below. ACKNOWLEDGED AND AGREED TO BY: By: CITY OF PORT ANGELES. W A (Customer) By: /0:1= ,,~_'... ~ Authorize Signature '. e By: AD J1~ J,lpmlt (2{~O..Oo;Jt.... Authorize ig ure "7 Title Date: A') - 2 t'j-CJe Date: JI) -,t; J - Q8 Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary formalities have been met. The "Effective Date" of this Agreement is the latter ofthe two dates in the above signature block. Corporate 888 West Big Beaver Road' SUite 600. Troy' Michigan 48084-4749. 248-269-1000' www newworldsystems com .." " '. EXHIBIT A LICENSED STANDARD SOFTWARE AND FEES 1. License Fee for Licensed Standard Software And Documentation Selected Bv Customer. Application Package Cost ITEM DESCRIPTION INVESTMENT UPGRADE OF AEGIS 400 TO AEGIS MSP CAD 1. (Workstations included in CAD Base - 9) Aegis/MSP Combined Multi-Jurisdiction LE/Fire/EMS CAD $88,000 - Call Entry - Call Control Panel - Unit Recommendations - Unit Status and Control Panel - Call Stacking - CAD Messaging - Call Scheduling - Dispatch Questionnaire - Geo-File Verification - Hazard and Location Alerts - Hydrant Inventory - Access to Aegis/MSP LE Records - Access to Aegis/MSP Fire Records - Note Pads - Rip-N-Run Remote Printing - Run Cards - Tone Alerts 2. Additional Aegis/MSP Software for Computer Aided DispatchS - CAD Mappmg - Service Vehicle Rotation (Wrecker, Ambulance) 8,000 8,000 3. Aegis/MSP Third Party CAD Interface Softwares - E-91l Interface6 8,000 8,000 8,000 14,000 - Netclock Serial Interface - Encoder Interface - Fire Records Interface (supports Firehouse, Sunpro, Alpine) SUB-TOTAL CAD MODULES 142,000 3CNT ADD MSP 8 yr 0918 City.docx Page 2 of 33 Port Angeles, W A .' ~ LAW ENFORCEMENT RECORDS (Workstations included in LE Records Base - 18) 4. Aegis/MSP Multi-Jurisdictional Base Law Enforcement Records 48,000 - Accidents - Arrest - Business Registry - Case Processing - Computer Aided Investigations - Federal Reports (UCR/IBR) - Geo-File Verification - Impounded Vehicles - Incident Tracking - Jacket Processing - Personnel/Education - Property - Traffic Tickets and Citations - Wants and Warrants 5. Aegis/MSP Federal and State Compliance Reporting for LE Records - Federal UCR/IBR 12,000 6. Additional Aegis/MSP Software for Law Enforcement Records - Career Criminal Registry (parolee, sex offender) - Case Management - Field Investigations - Gun Permits and Registrations - Orders of Protection - Pawn Shops 6,000 6,000 6,000 6,000 10,000 6,000 7. Cost for Additional Law Enforcement Records Workstations - 10 group(s) of5 additional workstations at $6,000 per group 60,000 SUB-TOTAL RECORDS MODULES 160,000 3CNT ADD MSP 8 yr 0918 City.docx Page 3 of 33 Port Angeles, W A . " ADDITIONAL PUBLIC SAFETY SOFTWARE 8. Aegis/MSP Public Safety State/NCIC Interface Software7 - Aegls/MSP State/NCIC Interface Includes 12 - 15 screens On-Lme Modules - Includes 4 state mquiry screens - On-Line CAD Interface to State/NCIC SUB-TOTAL ADDITIONAL PUBLIC SAFETY 18000 SOFTWARE MODULES ' NEW WORLD STANDARD SOFTWARE LICENSE FEE LESS CUSTOMER LOY ALTY SOFTWARE CREDIT LESS CUSTOMER LOYAL TY SOFTWARE DISCOUNT 11,000 7,000 320,000 (187,755) (132,245) TOTAL SOFTWARE LICENSE FEE 8,9 i!! NOTE: Other than for Mobile Software, a multi-jurisdictional license IS included for the Exhibit A Licensed Standard Software. The License includes the following agencies as authoflzed users' Clallam County, W A City of Port Angeles, WA City of Sequim, W A Lower Elwha Tribal Police, W A Jamestown S'Klallam FIsh and Game, WA La Push Tribal Police Department, W A Olympic National Park, W A Forks PolIce Department, W A Port Angeles Fire Department, W A Clallam County Fire District # 1, W A Clallam County Fire District #2, W A Clallam County Fire District #3, W A Clallam County Fire District #4, W A Clallam County FIre District #5, W A Clallam County Fire DIstrict #6, W A 3CNT ADD MSP 8 yr 0918 City.docx Page 4 of 33 Port Angeles, W A <J ~mH ~mH I INVESTMENT I ADDITIONAL AEGIS MSP SOFTWARE MOBILE SOFTWARE MOBILE SOFTWARE ON THE RS/6000 10 1. Base Message Switch to State/NCIC (1-50 units) - Base Message Switch for MDT/MCT - State/NCIC Interface 2. Additional Aegis@ Software for RS/6000 Message Switch - New World CAD Interface for Aegis MSP (1-50 units) - Mobile Upload Software (1-50 units) II MOBILE MANAGEMENT SERVER 3. Aegis/MSP Mobile Management Server Software (1-50 units) - Base CAD/NCIC/Messaging CLIENT SOFTWARE 4. Aegis@ Law Enforcement Mobile Unit Software (40 Units) Mobile Messal!inl! LE State/NCIC via Switch 7 LE CAD via Switch Drivers License Mag Strip Reader/Barcode Reader Interface 12 Mugshot Image Download State Photo Download Field-Based Reportinl!: (40 Units) Mobile Upload ofField Reports In-Station Field Reportinl!: (4 Units) LE Field Reporting (Federal Standards) LE Field Reporting Compliance Subtotal Less Laptop Software Volume Discount of20% TOTAL LAPTOP SOFTWARE 46,000 10,000 24,000 N/C $500 ea. $20,000 $750 ea. 30,000 $200 ea. 8,000 $200 ea. 8,000 $200 ea. 8,000 $600 ea. 24,000 $1,000 ea $200 ea. 4,000 800 $3,650 ea. 102,800 -20.560 82,240 3CNT ADD MSP 8 yr 0918 City docx Page 5 of 33 Port Angeles, W A .. SUB-TOTAL MOBILE MODULES 162,240 NEW WORLD STANDARD SOFTWARE LICENSE FEE LESS CUSTOMER LOYALTY SOFTWARE DISCOUNT 13 162,240 (32,448) TOTAL SOFTWARE LICENSE FEE 8,9 .u12m 3CNTADD MSP 8 yr0918 City.docx Page 6 of 33 Port Angeles, W A '. Exhibit A / LICENSED STANDARD SOFTWARE AND FEES ENDNOTES Personal Computers must meet the minimum hardware requirements for New World Systems' MSP product Microsoft Windows 2000 or XP is the required operatmg system for all client machines Wmdows 2003 Server and SQL Server 2000/2005 are reqUired for the Applzcation and Database Server(s) 2 New World Systems' MSP product requires Microsoft Windows 2003 Server and SQL Server 2000/2005 including required Client Access Licenses (CALs) for applicable Microsoft products Servers must meet minimum hardware requirements provided by New World Systems. 3 New World Systems' MSP product requires Microsoft Word and Excel -/ Suggested minimum: 100MB Ethernet Network. 10MB CATS Ethernet Network may have less than adequate response time. Further consultation would be required to assess your network. Does not include any required 3rd party hardware or software unless specified in Section C of this proposal. Customer is responsible for any 3rd party support May require a "Serial-to-Ethernet" converter for multiple PSAPs (not included in this proposal) 5 6 Customer is responsible for obtaining the necessary State approval and any non-New World hardware and software 8 Prices assume that all software is licensed 9 Any taxes or fees imposed are the responsibility of the purchaser and will be remitted when imposed 10 Currently supporting Motorola, Data Radio (DMP & 1P), CDPD, EDACS, CDMA, GPRS, 80211 and Electrocom Mobile Communication solutions only. JJ The Mobile Upload software provides for the automated upload of New World's Law Enforcement Field Reporting data over Customer's mobIle data network Customer is responsible for obtaining from their mobile vendor, the written definition and documentation of the optimal (mobile message) record size to upload laptop data over the mobile network to be used. This definition must be received within thirty (30) days of this Agreement being executed 12 Customer must provide magnetic stripe encoding format. Also, pricing does not include required 3rd party equipment or hardware 13 Discount only available in conjunctIOn with upgrading Aegis AS/400 to Aegis MSP Wmdows. 3CNTADD MSP 8 yr 0918 City.docx Page 7 of 33 Port Angeles, W A ~ Exhibit A / LICENSED STANDARD SOFTWARE AND FEES 2. License Fee Payment Schedule for Licensed Standard Software and Documentation a) DOWN PAYMENT 40% of the total Exhibit A cost [Invoiced upon receipt of signed Standard Software License and ServIces Agreement.] $51,917 b) DELIVERY PA YMENT 50% of each application cost [Invoiced as each Exhibit A Licensed Standard Software package IS delivered to Customer.] $64,896 c) FINAL PAYMENT 10% of each application cost [Invoiced ninety (90) days after delivery of each Licensed Standard Software package.] $12,979 TOTAL LICENSED STANDARD SOFTWARE PAYMENTS DUE............................ $129.792 ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE PRICING VALID THROUGH SEPTEMBER 30.2008. 3CNT ADD MSP 8 yr 0918 City.docx Page 8 of 33 Port Angeles, W A ~ Exhibit A / LICENSED STANDARD SOFTWARE AND FEES 3. Ootional Licensed Standard Software Pricinl! Customer may license the followlDg software modules at the indicated current list prices, with an additional 20% discount, for up to two (2) years from the date of executIOn of this Agreement if it is signed by September 30, 2008. OPTIONAL SOFTWARE MODULES ITEM DESCRIPTION INVESTMENT MOBILE SOFTWARE ON THE RS/6000 I. Base Message Switch to State/NCIC (Upgrade to 100 units) - Base Message Switch for MDT/MCT - State/NCIC Interface 8,000 2. Additional Aegis@ Software for RS/6000 Message Switch - New World CAD Interface for Aegis MSP (Upgrade to 100 units) - Mobile Upload Software (Upgrade to 100 units) 3,000 11,000 MOBILE MANAGEMENT SERVER 3. Aegis/MSP Mobile Management Server Software (Upgrade to 100 units) - Base CAD/NCIC/Messaging N/C CLIENT SOFTWARE 4. Aegis@ Law Enforcement Mobile Unit Software (Per Unit Price) Mobile Messal!inl! LE State/NCIC via Switch 7 LE CAD via Switch Drivers License Mag StrIp Reader/Barcode Reader Interfacel4 Mugshot Image Download State Photo Download $500 $750 $200 $200 $200 3CNT ADD MSP 8 yr 0918 City.docx Page 9 of 33 Port Angeles, W A . Exhibit A / LICENSED STANDARD SOFTWARE AND FEES ITEM DESCRIPTION INVESTMENT Field-Based ReDortinl! (Per Unit Price) LE Field Reportmg (Federal Standards) The following 4 New World Reports are included: - Incident (1 form) - Case (1 form) - Arrest (l form) - Supplement (I form) $1,000 LE Field Reporting Compliance Mobile Upload ofField Reports $200 $600 5. Aegis@ Fire Mobile Unit Software (Per Unit Price) Fire CAD via SWitch $750 AEGIS JUSTICE LINK (AJL) OPTIONS 1,2 6. Aegis Justice Link Interface Server at a New World Site (MSP) - One AJL Interface Server can support multiple GJXML interfaces, except for Consolidated Searches, 10,000 Note: Training and Support Services cost as well as Maintenance (SSMA) costs for these optional modules are not included ENDNOTES All third party software or third party databases interfacing with AJL Server must present data In a GJXML IGJXDM format PriCing does not Include any custom Inteifaces New World State Compliance software (I e, ACCIdents, etc) IS reqUIredfor AJL Interfaces to LERMS and/or CorrectIOns 3CNT ADD MSP 8 yr 0918 City,docx Page 10 of 33 Port Angeles, W A .... EXHIBIT B PROJECT MANAGEMENT. INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES 1. Proiect Manal!ement Services New World shall act as Project Manager to assist Customer's management In implementing the Exhibit A software. This responsibility will Include documenting, coordinating and managing the overall Implementation Plan with Customer's management and the Customer Liaison. Project Management Services include: a) a summary level Implementation Plan; b) a detail level Implementation Plan; c) revised Implementation Plans (if required); d) monthly project status reports; and e) project status meetings . a project review (kickoff) meeting at Customer's location . progress status meeting(s) will occur during implementation Via telephone conference or at Customer's location; and . a project close-out meeting at Customer's location to conclude the project. f) New World consultation with other vendors or third parties. To implement the Exhibit A applications, the Project Management fee will be $58.000. 2. Imolementation and Traininl! Suooort Hours Recommended It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed In Exhibit A to insure successful implementation of and training on each application package. Based on the Licensed Standard Software listed on Exhibit A, 660 hours of New World Implementation and traimng support services have been allocated A voiding or minimizing custom or modified features will aid in keeping the support costs to the amount allocated. Customer agrees to reimburse New World for support trips canceled by Customer less than ten (10) days before the scheduled start date to cover New World's out-of-pocket costs and lost revenues. The recommended implementation and training support services include: a) implementation of each package of Licensed Standard Software; b) Customer training and/or assistance in testing for each package of Licensed Standard Software, and c) taIloring of LIcensed Standard Software by New World techmcal staff and/or consultation with New World technical staff. The project management, implementation and training support services are performed at Customer's premises and/or at New World national headquarters In Troy, Michigan (e.g., portions of project management are performed in Troy). 3. Interface Installation Service Fees A flat rate fee is charged for the installatIOn of selected interfaces on ExhIbit A. This fee does not include hardware and/or third party product costs. Whenever possible, this work will be done remotely, resulting in savings in travel costs. If on-site Installation and training is required, Customer WIll be responsible for the actual travel costs. Installation includes the following interfaces with these corresponding fees. 3CNT ADD MSP 8 yr 0918 City.docx Page 11 of 33 Port Angeles, W A , Exhibit B / PROJECT MANAGEMENT, INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES a) b) c) d) e) f) g) h) Windows 2003/0perating System Assurance 911 Interface Netclock Interface Encoder Interface TDO Interface Fire Records Interface State/NCIC Geo-File Implementation (split with County) $7,000 4,000 4,000 5,000 4,000 6,000 6,000 4,000 TOTAL INTERFACE INSTALLATION SERVICE FEES ..........................................$~ New World's GIS implementation services are to assist and train Customer in preparIng their GIS mapping data for use with the Licensed Standard Software. Customer must provide an accurate GIS street centerlme layer m an industry standard file format (ESRI Shape Files). Customer is responsible for having clearly defined boundarIes for Police Beats, EMS Districts and Fire Quadrants. New World will assist Customer to create and/or import map layers representing the Police/EMS/Fire boundaries. New World is not responsible for GIS data corrections, cleansing or accuracy 4. SUDDort Service Fees Estimate The 660 hours of installation and training support services cost has been calculated using a rate of $140 per hour. Additional services are also available at the rate of $140 per hour. This rate is protected for one year from the date New World executes this Agreement. After one year, Customer shall pay the then-current hourly rate for all Exhibit B support services rendered. Based on the services suggested above, the Project Management ($58,000), InstallatIOn and Traming Support Services ($92,400) and Interface Installation Services ($40,000) costs will be a total of $190,400. (Plus all actual and reasonable travel expenses incurred by New World divided proportionately between all New World customers visited on a single trip and actual employee travel time for Installation and Trainmg up to but not exceeding four (4) hours per Customer visit.) Estimated travel and living expense is $54,000 (36 Trips). 5. Additional Services Available Other New World services may be required or requested for the following: a) additional software training; b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with New World technical staff; c) New World consultation with other vendors or third parties; d) modifying the Licensed Standard Software; e) designing and programming Licensed Custom Software; and f) maintaining modified Licensed Standard Software and/or custom software. Customer may request these additIOnal services in writing using New World's Request For Service (RFS) procedure (or other approprIate procedures mutually agreed upon by Customer and New World) 3CNT ADD MSP 8 yr 0918 City.docx Page 12 of 33 Port Angeles, W A Exhibit B / PROJECT MANAGEMENT, INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES 6. Payments for Exhibit B Services Exhibit B Services will be billed as follows: a) Upon Agreement execution b) 90 days after the Effective Date c) 180 days after the Effective Date d) Upon project completion or 18 months after the Effective Date, whichever comes first. $95,200 38,080 38,080 19,040 TOTAL PROJECT MANAGEMENT SERVICES FEE...............................................$190,400 7. Payments for Trayel Costs All travel will be billed weekly for services provided in the previous calendar week. Note: Any taxes imposed from the course of this Agreement are the responsibility of the Customer and Customer agrees to remit when imposed. If an exemption IS claimed by the Customer, an exemption certificate must be submitted to New World. ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE. 3CNT ADD MSP 8 yr 0918 City.docx Page 13 of 33 Port Angeles, W A . ~ EXHIBIT C STANDARD SOFTWARE MAINTENANCE AGREEMENT This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New World) and City of Port Angeles, Washington (Customer) sets forth the standard software maintenance support services provided by New World. t. Service Period This SSMA shall remain in effect for a period of eight (8) years (the SSMA term) beginning on March 1, 2009 and ending on February 29, 2017. New World has provided a customer upgrade discount on ExhIbit A. In consideration for this discount, Customer agrees to pay full amount of annual payments due New World under Exhibit C. If Customer faIls to pay all the SSMA amounts as specified, Customer shall forfeit the license to use the AegiS MSP licensed product and shall return all copies of the licensed product to New World. No cancellation of Exhibit A software modules and related fees WIll be allowed during the service period. 2. Services Included The followmg services or features are available under thIs SSMA- a) upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed Standard Software application packages are supported no longer than nine (9) months after a new release is announced by New World); b) temporary fixes to Licensed Standard Software (see paragraph 6 below); c) revisions to Licensed Documentation; d) reasonable telephone support for Licensed Standard Software on Monday through Friday from 8:00 a.m. to 8:00 p.m. (Eastern Time Zone); and e) invitation to and participation in user group meetings. f) Emergency 24-hour per day telephone support, for AegiS CAD only, seven (7) days per week for Licensed Standard Software. Normal service is available from 8.00 a.m. to 8:00 p.m. (Eastern Time Zone). After 8:00 p.m , the AegiS CAD phone support will be provided via pager and a New World support representative will respond to CAD service calls within 30 minutes of call imtiation. g) Includes integration of the ESRI software that is a component of the Exhibit A Licensed Standard Software. Items a, b, and c above will be distributed to Customer on appropriate media or other means. Additional support services are available as requested by Customer using the then-current hourly rates or applicable fees. Exhibit B has a description of support services available. 3. Maintenance for Modified Licensed Standard Software and Custom Software Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software, these changes or modifications (no matter who makes them) make the modified Licensed Standard Software more difficult to maintain. If New World agrees to provide maintenance support for Custom Software or LIcensed Standard Software modified at Customer's request, or for prior releases of New World's software, then the additional New World maintenance or support services provided shall be billed at the then-current Exhibit B hourly fees plus reasonable expenses. 3CNTADD MSP 8 yr0918 City.docx Page 14 of 33 Port Angeles, W A -, Exhibit C / STANDARD SOFTWARE MAINTENANCE AGREEMENT 4. Billin!!: Maintenance costs will be billed annually, beginning on the start date and on the same day each year thereafter for the term of the SSMA. (Any Exhibit B support or service hours and travel costs incurred are billed weekly for the previous calendar week.) 5. Additions of Software to Maintenance A!!:reement Additional Licensed Standard Software licensed from New World will be added to the SSMA nmety (90) days after delivery. Costs for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of the maintenance year and on a full year basis thereafter. 6. Requests for Software Correction on Licensed Standard Software At any time during the warranty period or during the SSMA period, if Customer believes that the Licensed Standard Software does not conform to the current specifications set forth in the user manuals, Customer must notifY New World in writing that there is a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed defect must accompany each notice. New World will review the documented notice and when a feature or report does not conform to the published specifications, New World WIll provide software correction service at no charge. (See paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided). A non-warranty request is handled as a billable Request For Service (RFS) (see Exhibit B). The no-charge software correction service does not apply to any of the following: a) situations where the LIcensed Standard Software has been changed by anyone other than New World personnel; b) situations where Customer's use or operations error causes incorrect information or reports to be generated; and c) requests that go beyond the scope of the speCIfications set forth in the current User Manuals 7. Maintenance Costs for Licensed Standard Software Packa!!:es Covered for MSP Server(s) New World agrees to provide software mamtenance at the costs listed below for the following New World Licensed Standard Software packages installed at Customer's locatIOn: 3CNT ADD MSP 8 yr 0918 City.docx Page 15 of 33 Port Angeles, W A . . Exhibit C / STANDARD SOFTWARE MAINTENANCE AGREEMENT Application Packal!:es 1) Aegis/MSP Combined Multi-Jurisdiction LE/Fire/EMS CAD 2) Aegis/MSP Additional Software for Computer Aided Dispatch 3) Aegis/MSP ThIrd Party CAD Interface Software 4) Aegls/MSP Multi-Jurisdiction Base Law Enforcement Records 5) Aegls/MSP Federal and State Compliance Reporting for LE Records 6) Aegis/MSP Software for Law Enforcement Records 7) Aegls/MSP Additional Law Enforcement Records Workstations 8) Aegis/MSP Public Safety State/NCIC Interface Software Additional Software 9) Base Message Switch to State/NCIC 10) AdditIOnal Software for RS/6000 Message Switch 11) Mobile Management Server Software 12) Law Enforcement Mobile Unit Software - Mobile Messaging 13) Aegis/MSP MobIle Client Software: Field -Based Reporting 14) Aegis/MSP Mobile Client Software. In-Station Field Reporting 15) Aegis/MSP Mobile Software on the MSP Server* *Licensed on Prior Agreement NEW WORLD LICENSED STANDARD SOFTWARE LIST COST - Aegis 400 to Aegis MSP - Additional MSP and Mobile Software - Existing Mobile Software TOTAL NEW WORLD LICENSED STANDARD SOFTWARE LIST COST Annual Maintenance Cost (8-Year Plan, Billed annually) Year 1 March 1,2009- February 29, 2010 Year 2 March 1,2010- February 29, 2011 Year 3 March 1,2011- February 29, 2012 Year 4 March 1,2012- February 29, 2013 Year 5 March 1,2013- February 29, 2014 Year 6 March 1,2014- February 29, 2015 Year 7 March 1,2015- February 29, 2016 Year 8 March 1,2016- February 29, 2017 Amount for Previous Licensed software on Aegis 400 and existing Mobile: Amount of Year 1 Increase (7%) Amount for Additional software added on Aegis MSP and Mobile. Total Amount: Number of Modules 17 2 4 14 1 6 N/A 2 $88,991 $96,110 $103,799 $112,103 $121,071 $130,757 $141,218 $152,515 $58,910 $4,123 $25,958 $88,991 2 2 1 5 1 2 1 $320,000 $162,240 $49,000 $531,240 ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE. 3CNT ADD MSP 8 yr 0918 City.docx Page 16 of 33 Port Angeles, W A " EXHIBIT F DA T A FILE CONVERSION ASSISTANCE New World will provide conversion assistance to Customer to help convert the existing data files specified below. If addItional files are identified after contract execution, estimates wIll be provIded to Customer prior to New World beginning work on those newly identified files. General 1. This conversion effort includes data coming from one unique database or source, not multiple sources. 2. No data cleansing, consolidatIon of records, or editing of data will be part of the data conversion effort. Any data cleansing, removal of duplicate records, or editing must take place by Customer prior to providing the data to New World. New World Responsibilities 1. New World will provide the data conversion programs to convert Customers data from a SIngle data source to the New World Licensed Standard Software for the specified files that contain 500 or more records. 2. New World will provide Customer up to 2 test sets of the converted data. Additional test sets requested may/will require additional conversion costs. 3. As provided in the approved project plan for conversions, New World will schedule a conversion analysis trip and a separate data conversion testing trip to Customer's location. The conversion testing trip will be part of delivering the conversion programs to Customer. 4. New World will create and provide Customer with a conversion design document for signoff prior to beginnIng development work on the data conversion. No conversion programmIng by New World will commence until Customer approves this document Customer Responsibilities 1. Data files from Customer's current database are included In this conversion. Customer will provide a list of discrete data files with descriptions of fields or data elements in each file. 2. Data will be submitted to New World in EBCDIC or ASCII format with a fixed field, fixed record length and fixed block format, with coma delimiters on the following media types: DVD, CD, 3 y:, inch disk, or 8 mm tape. 3. Data files submitted must include an accurate count of records contained in the file. Customer understands that files or tables containing less than 500 records or table entries wIll not be converted. 4. A data dIctionary (data descriptors) containing all data elements must be provided to New World for each file submitted with the media. 5. As provided in the project plan for conversions, Customer will provide a dedicated resource in each applIcation area to focus on conversIOn mapping and testing. This includes dedicating a support person(s) whenever New World staff is on site regarding conversions. Roughly a one to one ratio exists for Customer commitment and the New World commitment. Customer understands that thorough and timely testing of the converted data by Customer personnel IS a key part of a successful data conversIOn. 6. Customer agrees to promptly review and signoff on both the conversion design document, and on the final conversions after appropriate review. 3CNTADD MSP 8 yr 0918 City.docx Page 17 of33 Port Angeles, W A . . Exhibit F / DATA FILE CONVERSION ASSISTANCE Files to be converted: The following files will be converted from Aegis400 System: (TBD) Public Safety PS File Number Of TEXT Records Text 'description' 1 BCBCM P 2 Bonding Company File 2 BKBLOK 24 Jail Block Master File 3 BKBOOK 21280 Bookmg Master File 4 BKCELL 77 Jail Cell Master File 5 BKCHST 1639 Classification Question History File 6 BKCLAS 22128 Inmate Booking Classification File 7 BKCLSQ 16 Classification Question Master File 8 BKCTRN 175823 Classification Question Transaction File 9 BKFCLS 3 Final Classification 10 BKFCLT 2 Jail Facility Master File 11 BKHLOG 21680 Booking/Release History Log 12 BKHOUS 262 Housing Assignment Master File 13 BKHRSC 20 Classification High Risk/Special Conditon 14 BKINCT 216 Incident Type File 15 BKNSBJ 7189 Bookings Notification File 16 BKPCLS0091 1 Print Classification Work File 17 BKPCLS8204 1 Print Classification Work File 18 BKPCLS8259 2 Print Classification Work File 19 BKPLOC 256 Property Location Master File 20 BKPOSS 127025 Prisoner Possessions Master File 21 BKQUES 1619243 Questionnaires Master File 22 BKSCHG 37243 Booking/Courts Supplemental Charges File 23 BKSUIC 1671 Bookings Suicide Watch File 24 BKWORD 1 Void Cash Receipts Password Master File 25 CCWORK 26 Career Criminal Work File 26 CDBLDG 2 CAD - Building/GEO Master File 27 CDBREK 125 CAD - Break 28 CDClNC 186 CAD - Combined Incident Type Master File 29 CDCLOG 1335622 CAD - Log Audit File 30 CDCM DS 193 CAD - Commands File 31 CDCMTL 78 CAD - Subordinate ORI File 32 CDCNTL 21 CAD - CAD Jurisdiction Control File - Call Queue 33 CDFLDC 244 CAD Master - Field Master (Compiled 34 CDFLDM 339 CAD Version) 3CNT ADD MSP 8 yr 0918 City.docx Page 18 of 33 Port Angeles, W A . . 35 CDFLDW 36 CDFRMT 37 CDHOUS 38 CDHZRD 39 CDINCD 40 CDINCDCV 41 CDINCO 42 CDMCON 43 CDMONT 44 CDMSGW 45 CDNARR 46 CDNqTE 47 CDPAGF 48 CDPAGI 49 CDPLA T 50 CDPLOG 51 CDRIPR 52 CDRQPM 53 CDST AL 54 CDmD 55 CDTNAR 56 CDTONE 57 CDUDFT 58 CDULOG 59 CDUMLG 60 CDUNIT 61 CDUPER 62 CDUPRF 63 CDUSER 64 CEHIST 65 CESETU 66 ECINFO 67 EMPMED 68 GOCNTL 69 GOGEO 70 GOOHST 71 GOQUAD 72 GORCAM 73 GORCRD 74 GOSTRT 75 GOVLCD 76 GOXSTR 396 6 814 1197 55 11 56 153 66 76 152982 42 420 5334 61037 2626689 2 2 27 1 85 38 232 4367370 406 899 1172 716 47 226346 2 1612 5 4 14004 409782 3 6105 1100 3048 36 11092 - Field Master (Last Changed Version) - CAD Screen Formats - House Watch Hazards - Active Calis - Active Calis - Active Calis - Additional Oris - Maximum Unit Contact - Monitors - Message Window Setup - Active Cali Narrative CAD CAD CAD CAD CAD CAD CAD CAD CAD CAD CAD CAD - Note Pads CAD - Pager Formats CAD - Pager Incident Index CAD - Plate Information CAD - Personnel History Log CAD - Rip and Run Stations CAD/NClC Online Parameter Order CAD - Response Station List CAD - TDD History CAD - Transfer Narrative To Documents CAD - Response Tones Master File CAD - Dispatch Entry Defaults CAD - Unit History Log CAD - Unit Mileage File CAD - Units CAD - Unit/Personnel Scheduling CAD - Security Profiles CAD - User Profile E911- History E911- Setup Enhanced Court Tracking - Court Information EMS Patient Medical File GEO Verification System Control File GEO - Master GEO Verification Override History File GEO - Quad. Exceptions GEO - Run Card Assignments Master GEO - Run Card Master GEO - Street Name Master GEO Verification Validation Code File GEO - Cross Street Master 3CNT ADD MSP 8 yr 09]8 City.docx Page 19 of 33 Port Angeles, W A . . IE/PE Transaction History 77 IEETRN 77 File Medical/Court/Event 78 JMAPPT 10100 Appointment Scheduling F 79 JMAVST 2315 Approved Visitor File 80 JMBILL 15 Billed Agencies Master File Jail Management Control 81 JMCNTL 1 Master File Inmate Head Count Work 82 JMHDCNT 20 File Housing Assignment History 83 JMHLOG 47742 Log 84 JMHOUS 367 Housed For ORI Log Account Funds Ledger 85 JMLEDG 52183 Master File 86 JMLEDH 3250 Account Funds Header File Medications Administered 87 JMMEDA 2 File Visitor Restriction Master 88 J M RSTV 24 File Jail Visitor Booth Master 89 JMVBTH 1 File 90 JMVSTR 57 Visitor File 91 JVFTP 12 92 JVFTP 3 FTP Script for Vine Record 93 JVFTP 3 FTP Seed Script for Vine Record 94 MIBREK 159 MAP - Break 95 MICOMP 2547 MAP - GEO Comparison 96 MIPLAY 978777 CAD - Mappmg playback file 97 MSMDTM 114 MDT Messages 98 NYIBRW 31 NYSIBR Tape Workfile 99 OIFAPP 34 Application Formats 100 OIFLDM 720 Field Master 101 OIFLDW 720 Field Master 102 OITWRK 285224 Transaction Work File 103 OPCNTL 6 Orders of Protection Control File 104 OPLOCT 9980 Orders of Protection Location File 105 OPMAST 7823 Orders of Protection Master File Orders of Protection 106 OPSUBJ 15646 Subjects File 107 PCFILE 145 J7 PC File 108 PEDSTA 43 Distribution Assignments 109 PETMAN 145 Time Management File Photo Imaging Jacket 110 PHCONS 2 Consolidation File 3CNT ADD MSP 8 yr 0918 City.docx Page 20 of 33 Port Angeles, W A 111 PLAARM 76046 Adult Arrest File 112 PLABCF 167224 Global Charges File 113 PLACCM 4 Accident Master File 114 PLACCN 5 Accident Subject File 115 PLACCV 2 Accident Vehicle/Unit File Arrest Court Information 116 PLAClN 94633 File Accident Module Control 117 PLACNT 1 File Police Case Arrest History 118 PLAHST 22001 file 119 PLASOC 3644 Associated Case 120 PLAWRK 3334 Arrest Charges Work File 121 PLCACT 2908 Police Case Activity 122 PLCASE 68296 Police Case File 123 PLCLAS 520 Education Class Master 124 PLCRIM 58 Crime Code Master 125 PLCSAS 75701 Officer Case Assignment File Case User Defined 126 PLCUSR 3 Information Law Enforcement Officer 127 PLEOKA 3 Ki Iled/ Assau Ited FiI Physical Evidence Collected 128 PLEVID 1 File Field Investigations 129 PLFIAC 4425 Associated Cases 130 PLFINV 4454 Field Investigations File Field Investigations Subject 131 PLFSBJ 4462 File 132 PLGUNP 7919 Gun Permit Master 133 PLGUNR 35 Gun Registrations Master 134 PLlBRD 1 NIBR Drug Workfile 135 PLlBRE 2091 NIBR Error Edit File 136 PLlBRW 972 NIBR Tape Workfile 137 PLlDSP 538235 Cleared Dispositons File 138 PLlEMI 673 MICR Tape Edit file - Michigan 139 PLlNCD 423988 Incident File 140 PLlNCO 422835 CAD - Active Calls - Additional ORis 141 PLlNCW 61 Workfile For Printing Incident Reports 142 PLlTYP 256 Incident Type Master File 143 PLlWMI 657 MICR Tape Workfile - Michigan 144 PUARM 14851 Juvenile Arrest File 145 PLMISS 2018 Missing Person File 146 PLNADR 382038 Incident Additional Name/Address File 3CNT ADD MSP 8 yr 0918 City.docx Page 21 of 33 Port Angeles, W A . . 147 PLNIBW 148 PLOEDC 149 PLOFCR 150 PLOFNS 151 PLOINV 152 PLORNK 153 PLOSMO 154 PLPAWN 155 PLPBIN 156 PLPCTL 157 PLPDSP 158 PLPHST 159 PLPLAB 160 PLPLOC 161 PLPPRP 162 PLPROP 163 PLPROPW1 164 PLPTRN 165 PLQDSP 166 PLQUIK 167 PLSCHG 168 PLSHST 169 PLSHSTBK 170 PLSHSTBK2 171 PLSHSTDUP 172 PLSHSTDUP2 173 PLSOLV 174 PLSPVM 175 PLSREL 176 PLSSUP 177 PLSVOR 178 PLSVWM 179 PLTOWD 180 PLUANI 181 PLUSRD 182 PLWTLY 183 PLWTLYD 184 PLWTL2 185 PLWTYC 186 PLWTYJ 187 PLWTYR 188 PLWTYRD 189 PLWTYT 49 NIBR Tape Workfile 4216 Officer Education Master 612 Officer Master File 84609 Case Offense File 681 Officer Equipment Issued Master File 577 Officer Rank File 102 Offender/Suspect Modus Operandi 19271 Pawn Shop Transaction Master File 2048 Property Bin Master File 33 Property Control File 59621 Property Disposition 53060 Police Case Property History File 261 Property Lab/Evidence File 35871 Property Location 20950 Pawn Shop Transaction Pawned Item File 125911 Property File 135237 Property File - Work File for Online 48416 Property Custody Transaction File 216364 Cleared Dispositons File 209305 Incident File 96748 Case/Arrest Supplemental Charges File 81455 Case Status History File 187892 Case Status History File 72134 Case Status History File 142223 Case Status History File 116418 Case Status History File 10 Case Solvability Factors 5175 Suspect Vehicle File 3084 Subject/Offense Relation File 8 Supplementary Case Subject File 375 Victim Offender Relationship File 163958 Case Subject File 4563 Impounded Vehicle Master File 17 NIBR Prior Month Adjustments 20 Impounded Vehicles User Defined Fields 20171 Tally Sheet Work File For Persons Arrested 100 Tally Sheet Work File For Persons Arrested 1440 Supplemental Work File For Persons Arrested 2464 Tally Sheet Work File For Stolen Property - 1385 Tally Sheet Work File For Dispo's of Juvenil 7636 Tally Sheet Work File For Return A 130 Tally Sheet Work File For Return A 1232 Tally Sheet Work File For Property By Type 3CNTADD MSP 8 yr 0918 City.docx Page 22 of 33 Port Angeles, W A 190 PL WTYX 1456 Tally Sheet Work File For Stolen Property - 191 PROPQE 1 Property Room Quick Entry Items - ORI, QE# 192 PSAADR 506 Jacket Additional Addresses 193 PSADFT 54 Address Activity Defaults 194 PSAJCK 139817 Common Jacket Master File 195 PSAJCKW1 60534 Common Jacket Master File - Work File for On 196 PSALlS 12501 Alias Master File 197 PSASSC 100181 Known Associates File 198 PSATRN 844 Case Activity File by Date/Time/Activity 199 PSAUTH 212519 Program/CL Security Master File 200 PSBUSN 9 Business Additional Characteristics File 201 PSCHAR 108258 Jacket Additional Charactenstics File 202 PSCHARW1 14651 Adtnl Chrs Jacket File - Workfile for Online 203 PSCOST 203 Cost File 204 PSCRIM 741 Jacket Criminal Characteristics File 205 PSDM5T 28 Document Processing Set-up File 206 PSDOCC 58 Document Processing Control File 207 PSDOCI 928091 Document Processing Document Index File 208 PSDOCP 372 Document Processing Command File 209 PSDSBJ 584 Bookings Disciplinary Subject File 210 PSEXPG 4 PS Expunge Control File Document Processing Free 211 PSFDOC 5566278 Form Document File 212 PSFPRT 4 Jacket Finger Print File 213 PSFPRTW1 100 Jacket Finger Print File 214 PSGADR 253307 Global Address File Global Address Master 215 PSGADROCV 458979 (NEW) 216 PSGUNS 4469 Common Gun File Common Gun File - Workfile 217 PSGUNSW1 972 for Online 218 PSIACT 1312 Inmate Activity File 219 PSINBR 80544 Jacket ID Number File 220 P51NBRW1 126094 Jacket ID Number File 221 PSJAM 1490 Jacket Activity Master Jacket School/Business 222 P5JBUS 24018 Information 223 PSJCKA 850 Jacket Alerts File 224 PSJGUN 2316 Jacket Associated Guns Jacket Associated General 225 PSJITM 64818 Items 226 PSJTI M 9978 Booking/Courts Jail Time Sentence File 227 PSJURS 67 Jurisdiction Master File 228 PSJVHL 21065 Jacket Associated Vehicles 3CNT ADD MSP 8 yr 0918 City.docx Page 23 of 33 Port Angeles, W A . . 229 PSLNUD 230 PSLNUP 231 PSLNUS 232 PSLWAD 233 PSMODL 234 PSNCIC 235 PSOTHR 236 PSPADR 237 PSPHON 238 PSPHONWl 239 PSPHOT 240 PSPITM 241 PSPITMWl 242 PSPROG 243 PSPSRG 244 PSPTYP 245 PSREVU 246 PSROLC 247 PSROLO 248 PSRPTD 249 PSRPTP 250 PSSECT 251 PSSMTH 252 PSSQPD 253 PSSTAT 254 PSSTTN 255 PSSVLG 256 PSTCHG 257 PSUHELP 258 PSUSRD 259 PSUSRJ 260 PSVHCL 261 PSVHCLWl 262 PSWANT 263 PSWANTW2 264 PSWCHG 265 PSWCTL 266 PSWUSRWl 267 RCPROG 268 RCTABE 269 RCTABM 270 RCUSRJ 271 SCATRN 60578 Line-ups Detail File 90 Line-ups File 86 Line-ups Query Criteria File 9 Records Attorney Master Detail File 2334 Common Make/Model File 9 NClC/State Interface Transaction File 1 Booking/Courts Other Sentences File 101219 Jacket Previous Address File 128662 Jacket Additional Contact File 33734 Jacket Additional Contact File 8307 Line-ups Photos File 125470 Property Item File 9792 Property Item File - Workfile for Online 2508 Program/CL Names & Descriptions Master File 2 Penalty Surcharge File 60 Penalty Type File 21082 Generic Review Date Master File 6269 Card File Contacts File 3515 Card File Master File 240 Report Defaults Master File 332 Report Parameters Master File 67 Area Section Master File 7663 Jacket Scars, Marks, Tatoos, Handicaps 1835 Sequence Program Detail 10628 Statute/Arrest Charge Master File 44 Station File 472621 Security Violation Master 29 Table Changes Master 157 Window Help Text File 12 Jacket User Defined Information 345 User/Jurisdiction Master File 42359 Common Vehicle File 8896 Common Vehicle File - Work File for Online 16566 Wants & Warrants Issued Master File 16564 Wnts & Wrnts Isd Mstr File - Workfile for On 16935 Wants & Warrants Charges File 1 Word Control File 6 Wants and Warrants User Defined Fields - Onl 150 Program/CL Names & Descriptions Master File 359 Table Entries Master 32 Table Master 6 User/Jurisdiction Master File 9 Security Transaction Audit 3CNTADD MSP 8 yr 0918 City.docx Page 24 of 33 Port Angeles, W A . . Control File 272 SCFDFT 1 Field Defaults Master File Client/Agency Control 273 SCNTL2 38 Master - Additional Da Client! Agency Control 274 SCNTL3 10 Master - Supplement De Client/Agency Control 275 SCONTL 33 Master File 276 SCTABE 36334 Table Entries Master 277 SCTABM 2479 Table Master Security Transaction Audit 278 SCTRAN 1156205 File Standard Schedule Name 279 SRSNAM 1 File FTP Script for Swanson 280 SWFTP 1 Record 281 TI DCTL 26 Device Control 282 TKCNTL 5 Ticket/Citation Control File 283 TKCORT 31747 Ticket Court File Ticket Books Issued Master 284 TKISSU 774 File New York State Ticket 285 TKNYST 7 Supplemental File 301 WICNTL 31 Word Interface Control File 302 WRGEO 19 Wrecker - GEO Rotation 303 WRHIST 4368 Wrecker - History 304 WRMAST 12 Wrecker - Master 305 XXEVID 5 Physical Evidence Collected File 306 XXMISS 1 Missing Person File 307 XXMSRC 6 Missing Person Sources Checked File 308 XXSREL 1 Subject/Offense Relation File NCIC IF Number File Of TEXT Records Text 'description' 1 DSPSRC 170 Request Format 2 DSPSRC 249 Request Format 3 DSPSRC 188 Request Format 4 DSPSRC 202 Request Format 5 DSPSRC 252 Request Format 6 DSPSRC 138 Request Format 7 DSPSRC 171 Request Format 3CNT ADD MSP 8 yr 0918 City.docx Page 25 of 33 Port Angeles, W A 8 DSPSRC 138 Request Format 9 DSPSRC 142 Request Format 10 DSPSRC 154 Request Format 11 DSPSRC 218 Request Format 12 DSPSRC 202 Request Format 13 DSPSRC 190 Request Format 14 DSPSRC 170 Request Format 15 DSPSRC 154 Request Format 16 DSPSRC 208 Request Format 17 DSPSRC 159 Request Format 18 DSPSRC 218 Request Format 19 DSPSRC 206 Request Format 20 DSPSRC 142 Request Format 21 DSPSRC 164 Request Format 22 DSPSRC 138 Request Format 23 DSPSRC 190 Request Format 24 DSPSRC 134 Request Format 25 DSPSRC 170 Request Format 26 DSPSRC 235 Request Format 27 DSPSRC 215 Request Format 28 DSPSRC 217 Request Format 29 DSPSRC 172 Request Format 30 DSPSRC 320 Request Format 31 DSPSRC 258 Request Format 32 DSPSRC 180 Request Format 33 DSPSRC 192 Request Format 34 DSPSRC 218 Request Format 35 DSPSRC 319 Request Format 36 DSPSRC 553 Request Format 37 DSPSRC 211 Request Format 38 DSPSRC 156 Request Format 39 DSPSRC 201 Request Format 40 DSPSRC 134 Request Format 41 DSPSRC 202 Request Format 42 DSPSRC 214 Request Format 43 DSPSRC 201 Request Format 44 DSPSRC 190 Request Format 45 DSPSRC 157 Request Format 46 DSPSRC 157 Request Format 47 DSPSRC 157 Request Format 48 DSPSRC 157 Request Format 49 DSPSRC 163 Request Format 50 DSPSRC 155 Request Format 3CNT ADD MSP 8 yr 0918 City.docx Page 26 of 33 Port Angeles, W A . . 51 DSPSRC 204 Request Format 52 DSPSRC 212 Request Format 53 DSPSRC 169 Request Format 54 DSPSRC 162 Request Format 55 DSPSRC 208 Request Format 56 DSPSRC 210 Request Format 57 DSPSRC 292 Request Format 58 DSPSRC 166 Request Format 59 DSPSRC 277 Request Format 60 DSPSRC 422 Request Format 61 DSPSRC 254 Request Format 62 DSPSRC 155 Request Format 63 DSPSRC 271 Request Format 64 DSPSRC 212 Request Format 65 DSPSRC 205 Request Format 66 DSPSRC 385 Request Format 67 DSPSRC 170 Request Format 68 DSPSRC 179 Request Format 69 DSPSRC 194 Request Format 70 DSPSRC 142 Request Format 71 DSPSRC 247 Request Format 72 DSPSRC 204 Request Format 73 DSPSRC 428 Request Format 74 DSPSRC 168 Request Format 75 DSPSRC 202 Request Format 76 DSPSRC 181 Request Format 77 DSPSRC 194 Request Format 78 DSPSRC 188 Request Format 79 DSPSRC 209 Request Format 80 DSPSRC 138 Request Format 81 DSPSRC 144 Request Format 82 DSPSRC 248 Request Format 83 DSPSRC 231 Request Format 84 DSPSRC 142 Request Format 85 DSPSRC 255 Request Format 86 DSPSRC 177 Request Format 87 DSPSRC 283 Request Format 88 DSPSRC 182 Request Format 89 DSPSRC 136 Request Format 90 DSPSRC 220 Request Format 91 DSPSRC 149 Request Format 92 DSPSRC 169 Request Format 93 DSPSRC 220 Request Format 3CNT ADD MSP 8 yr 0918 City.docx Page 27 of 33 Port Angeles, W A 94 DSPSRC 279 Request Format 95 DSPSRC 134 Request Format 96 DSPSRC 198 Request Format 97 DSPSRC 240 Request Format 98 DSPSRC 313 Request Format 99 DSPSRC 302 Request Format 100 DSPSRC 190 Request Format 101 DSPSRC 156 Request Format 102 DSPSRC 203 Request Format 103 DSPSRC 142 Request Format 104 DSPSRC 190 Request Format 105 DSPSRC 164 Request Format 106 DSPSRC 138 Request Format 107 DSPSRC 134 Request Format 108 DSPSRC 170 Request Format 109 DSPSRC 235 Request Format 110 DSPSRC 299 Request Format 111 DSPSRC 253 Request Format 112 DSPSRC 427 Request Format 113 DSPSRC 258 Request Format 114 DSPSRC 281 Request Format 115 DSPSRC 325 Request Format 116 DSPSRC 257 Request Format 117 DSPSRC 212 Request Format 118 DSPSRC 189 Request Format 119 DSPSRC 162 Request Format 120 DSPSRC 208 Request Format 121 DSPSRC 317 Request Format 122 DSPSRC 304 Request Format 123 DSPSRC 382 Request Format 124 DSPSRC 277 Request Format 125 DSPSRC 422 Request Format 126 DSPSRC 148 Request Format 127 DSPSRC 222 Request Format 128 DSPSRC 339 Request Format 129 DSPSRC 194 Request Format 130 DSPSRC 420 Request Format 131 DSPSRC 333 Request Format 132 DSPSRC 202 Request Format 133 DSPSRC 181 Request Format 134 DSPSRC 194 Request Format 135 DSPSRC 148 Request Format 136 DSPSRC 138 Request Format 3CNT ADD MSP 8 yr 0918 City.docx Page 28 of 33 Port Angeles, W A .' , 137 DSPSRC 279 Request Format 138 DSPSRC 385 Request Format 139 DSPSRC 281 Request Format 140 DSPSRC 261 Request Format 141 DSPSRC 201 Request Format 142 DSPSRC 228 Request Format 143 DSPSRC 191 Request Format 144 DSPSRC 213 Request Format 145 DSPSRC 199 Request Format 146 DSPSRC 180 Request Format 147 DSPSRC 190 Request Format 148 DSPSRC 188 Request Format 149 DSPSRC 191 Request Format 150 DSPSRC 188 Request Format 151 DSPSRC 156 Request Format 152 DSPSRC 299 Request Format 153 DSPSRC 325 Request Format 154 DSPSRC 212 Request Format 155 DSPSRC 212 Request Format 156 DSPSRC 382 Request Format 157 DSPSRC 359 Request Format 158 DSPSRC 172 Request Format 159 DSPSRC 413 Request Format 160 DSPSRC 414 Request Format 161 DSPSRC 148 Request Format 162 DSPSRC 260 Request Format 163 DSPSRC 281 Request Format 164 DSPSRC 261 Request Format 165 DSPSRC 192 Request Format 166 DSPSRC 187 Request Format 167 DSPSRC 190 Request Format 168 DSPSRC 154 Request Format 169 DSPSRC 159 Request Format 170 DSPSRC 203 Request Format 171 DSPSRC 163 Request Format 172 DSPSRC 130 Request Format 173 DSPSRC 254 Request Format 174 DSPSRC 259 Request Format 17S DSPSRC 249 Request Format 176 DSPSRC 172 Request Format 177 DSPSRC 182 Request Format 178 DSPSRC 250 Request Format 179 DSPSRC 330 Request Format 3CNT ADD MSP 8 yr 0918 City.docx Page 29 of 33 Port Angele~, W A .' . 180 DSPSRC 206 Request Format 181 DSPSRC 161 Request Format 182 DSPSRC 164 Request Format 183 DSPSRC 134 Request Format 184 DSPSRC 132 Request Format 185 DSPSRC 138 Request Format 186 DSPSRC 136 Request Format 187 DSPSRC 140 Request Format 188 DSPSRC 134 Request Format 189 DSPSRC 133 Request Format 190 DSPSRC 192 Request Format 191 DSPSRC 191 Request Format 192 DSPSRC 190 Request Format 193 DSPSRC 203 Request Format 194 DSPSRC 330 Request Format 195 DSPSRC 296 Request Format 196 DSPSRC 132 Request Format 197 DSPSRC 140 Request Format 198 DSPSRC 145 Request Format 199 DSPSRC 124 Request Format 200 DSPSRC 254 Request Format 201 I FDCTL 97 Device Control 202 IFDEST 199 Destination 203 IFDHELP 2823 Window Help Program Detail 204 IFDICT 1 Data Dictionary 205 IFFLDM 5018 Field Master 206 IFFLDW 5317 Field Master 207 IFHELP 5076 Window Help Text File 208 IFHIST 8164307 History (Changes on 7.0) 209 IFOUTQ 15 Output Queue Defaults Window Help Program 210 IFPHELP 154 Summary File 211 (FRETN 49449 Retain 212 IFTERM 244 Terminal/User 213 IFUPRF 296 User Profiles 214 IFUSER 148 Users 3CNT ADD MSP 8 yr 0918 City.docx Page 30 of 33 Port Angeles, W A " Customer Investment The cost for the Data File Conversion services is $12,500 and is to be paid as follows: a) DOWN PA YMENT (50% - due upon execution of Agreement) $6,250 b) ANALYSIS PAYMENT (30% - due upon delivery of conversion design document to Customer) $3,750 c) FINAL PAYMENT (20% - due 30 days after imtlal delivery of converted data) 2,500 TOTAL PAYMENTS DUE FOR DATA FILE CONVERSION (Exhibit F) ................. $~ Note' Where applicable, travel costs for New World employees to complete the tasks for Exhibit F services are billed under the provisions of Exhibit B services. All travel to be mutually agreed upon by Customer and New World. 3CNT ADD MSP 8 yr 0918 City.docx Page 31 of 33 Port Angeles, W A . . ,~ a I;!~;::~!?{.~.N~)!.;tems' APPENDIX 1 AGREEMENT AND AUTHORIZA nON FOR PROCUREMENT OF THIRD PARTY PRODUCTS AND SERVICES This agreement (Agreement) between City of Port Angeles, Washington (Customer) and New World Systems<B> Corporation, (New World) IS to cover the procurement of Third Party products and services by New World for Customer The attached configuration (Exhibit I) descnbes the Third Party products and services that Customer will be obtaining through New World. By their wntten approval below, Customer authonzes New World to order the Exhibit 1 products for delivery to Mr Steve Romberg Communications Director Cay of Port Angeles 321 East 5'h Street Port Angeles, WA 98362-0217 Upon executIOn ofthis Agreement, a down payment of 50% of the Exhibit I cost IS due. The balance is due upon delivery of the Third Party products Customer agrees that faIlure to pay the amount billed wlthm fifteen (15) days will result in a daIly finance charge equal to 1% (.001) of the Exhibit I cost If applicable, the finance charge will be computed and mVOlced separately based on the receipt of Customer's payment to New World for Exhibit 1 amounts due. Customer agrees to pay all applicable finance charges (if any) promptly. Customer IS responSIble for the site preparatIOn and related costs to install the ExhIbit 1 products. Customer is responsible for any returned product charges, mcluding re-stocking and shlppmg fees, for all Third Party products ordered by New World on the Customer's behalf. Actual and reasonable travel expenses incurred by New World and actual employee travel time up to but not to exceed four (4) hours per Customer VISit, are in addItion to the Exhibit 1 cost and Will be billed weekly as incurred Any taxes or fees imposed from the course of this Agreement are the responsibIlity of the Customer and Customer agrees to remIt when imposed If an exemption IS claimed by the Customer, an exemption certificate must be submitted to New World After executIOn ofthis Agreement, the Exhibit I components and cost may be changed by mutual agreement of both parties If a change order In the configuration requires additIOnal costs, New World shall notify Customer of the addItIOnal costs and with Customer's approval these costs shall be borne by Customer. WIthout such approval, the change order WIll not be processed. Customer shall or may be reqUired to execute selected Agreements With vendors and New World shall not confirm the ordering of any Exhibit 1 products without Customer's authonzed signature on the Agreements. Customer shall receive the benefit of all warranties, services, etc. prOVided for In the Agreements. 3CNT ADD MSP 8 yr 0918 City.docx Page 32 of 33 Port Angeles, W A . , . . .. . AGREEMENT AND AUTHORIZATION FOR PROCUREMENT OF THIRD PARTY PRODUCTS AND SERVICES EXHIBIT 1 CONFIGURATION ITEM DESCRIPTION INVESTMENT THIRD PARTY SOFTWARE 1. Embedded Third Party Software (includes all Third Party executable components) $12,500 2. GIS Software CAD 4,500 - CAD Workstations using ArcGIS Engine Runtime (9 workstations) 500 ea. 4,500 TOTAL 3RD PARTY COSTS $17,000 ESRI Notes I) Customer will restrict use of the ESRl Software to executable code (used with the Aegis Licensed Standard Software). 2) Customer will prohibit (a) transfer of the ESRI Software except for temporary transfer In the event of computer malfunction; (b) assignment, time-sharing, lend or lease, or rental of the ESRI Software or use for commercial network services or interactive cable or remote processing services; and (c) title to the ESRl Software from passing to any other party. 3) Customer will prohibit the reverse engineering, disassembly, or decompilation of the ESRl Software and prohibit duplication of the ESRl Software except for a single archival copy; reasonable Sublicensee backup copies are permitted. 4) Customer will disclaim, to the extent permitted by applicable law, ESRl's liability for any damages, or loss of any kind, whether special, direct, Indirect, incidental, or consequential, arising from the use of the ESRI Software. 5) At the terminatIOn of their Agreement (Sublicense) with New World, Customer will certify in writing to New World that it has discontinued use and has destroyed or will return to New World all copies of the ESRI Software and documentation. 6) Customer will comply fully with all relevant export laws and regulations of the United States to assure that the ESRl Software, or any direct product thereof, is not exported, directly or indirectly, In violation of United States law. 7) Customer will prohibit the removal or obscuring of any copyright, trademark notice, or restnctlve legend. 8) If New World grants a Sublicense to the United States Government, the ESRI Software shall be provided with "Restricted Rights" 9) All Aegis/MSP Customers are required to use ESRI's ArcGIS suite of products to maintain GIS data. All maintenance, training and on-going support of this product will be contracted with and conducted by ESRI. Maintenance for ESRI's ArcGlS suite of products that are used for maintaining Customer's GIS data will be contracted by Customer separately with ESRI. 10) The on-going New World SSMA cost is required for any Aegis software changes related to integration with ESRl software. II) If a new release of ESRI software is incorporated Into the Aegis software, an associated upgrade fee may be required for the new ESRI software, depending on the potential cost from ESRI; and/or on the scope of effort required to integrate the new ESRl release with Aegis software. 3CNTADD MSP 8 yr0918 City.docx Page 33 of 33 Port Angeles, W A ...'" .:;.'If o~ ..." ,-0 ",c.; " -s:." .s> ~ ~/~:i.\'4ED I~ l'o'l~ ~~\\ C\.~~ 3270 West Big Beaver Road, SUite 300 Troy, MI 48084-2901 (810) 649-7100 NEW WORLD SYSTEMS February 3, 1995 STANDARD SOFTWARE LICENSE AND SERVICES AGREEMENT This Standard Software License and Services Agreement which includes the attached Exhibits ("this Agreement") is between New World Systems Corporation ("New World"), a Michigan Corporation and City of Port Angeles (PENCOM), Washington ("Customer"). This Agreement sets forth the terms and conditions under which New World will furnish the Licensed Products and will provide certain services described herein to Customer. The attached Exhibits include: Exhibit A . . . . . . . . . . .. LICENSED STANDARD SOFTWARE AND FEES Exhibit B . . . . . . . . . . .. INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES Exhibit C............ STANDARD SOFTWARE MAINTENANCE AGREEMENT Exhibit D . . . . . . . . . . .. NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES By signing below, each of us agrees to the terms and conditions of this Agreement together with the attached Exhibits. This Agreement contains the complete and exclusive statement of the agreement between us relating to the matters referenced herein and replaces any prior oral or written representations or communications between us. Each individual signing below represents that (s)he has the requisite authority to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary formalities have been met. ACKNOWLEDGED AND AGREED TO BY: NEW WORLD SYSTEMS CORPORATION (New World) 11 CITY OF PORT ANGELES (PEN COM). WASHINGTON (Custo er) Date: 2. -1-qj Date: .!J-I", - 9s ~:~roVed as to Fort:Z",,- -0 ~ ~ City Attorney ~ Date: ;2- & -YJ This Agreement is effective upon the last date as shown on this cover page. Page 1 (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) I. DEFINITIONS. The following term's as defined below are used throughout this Agreement: 1. "Licensed Standard Software" The current version of New World standard and development application software package(s) (in machine readable code and, if applicable, the related source code) listed on Exhibit A "Development Software" IS standard application software currently under development by New World WhiCh, Ifapphcable, will be completed and delivered to Customer as Licensed Standard Software during the term ofthis Agreement. 2 "Upgrades" Any enhanced and/or improved versIOns of the Licensed Standard Software provided as Licensed Standard Software under Exhibit C of this Agreement and released after the execution of this Agreement 3 "Licensed Custom Software" Any software (programs or portions of programs) developed by New World specifically for Customer's own use 4 "Licensed Software" The Licensed Standard Software (mcludmg any Development Software), Upgrades, and Licensed Custom Software provided under this Agreement 5 "Licensed Documentation" New World User Manuals which mcludes the current specifications for the Licensed Standard Software and other WrItten mstructions relatmg to the Licensed Software (such as Product Bulletms, mstallation instructions, and training materials). 6. "Authorized Copies" Except as provided in Section 11, subparagraph 1 3, the only authorized copies of the Licensed Software and Licensed Documentation are the copies of each application software package defined in thiS Paragraph. They are (i) the single copy of the Licensed Software and the related Licensed Documentation delivered by New World under this Agreement, and (ii) any additional copies made by Customer as authorIzed In Section 11, subparagraph 1 2 7 "Licensed Products" The Licensed Software, the related Licensed DocumentatIOn, and the Authorized Copies ofthe foregoing 8. "Customer Liaison" A Customer employee assigned to act as liaison between Customer and New World for the duration ofthis Agreement Within ten (10) days of execution of this Agreement, Customer shall notify New World of the name of the Customer Liaison 9. "SSMA" The New World Standard Software Maintenance Agreement as set forth in Exhibit C IO."Computer" The Single IBM AS/400 model 20 processor, to be located at. City of Port Angeles (PENCOM) 223 East 4th Street Port Angeles, W A 96362 Customer shall identify in writing the serial number of the Computer within ten (10) days of receipt of the Computer or Within ten (10) days of execution of this Agreement, whichever is later If the Computer is to be relocated, Customer shall notify New World of the new locatIOn in writing prior to the relocation 11 "Confidential Information" Information disclosed or obtained by one party in connection with, and dUrIng the term of, this Agreement and designated as "Confidential" by the party claiming confidentiality at the time of disclosure Confidential Information does not include any information which was previously known to the other party without obligatIOn of confidence or without breach of this Agreement, is publicly disclosed either prior or subsequent to the other party's receipt of such informatIOn, or is rightfully received by the other party from a third party without obligation of confidence II. GENERAL TERMS AND CONDITIONS 1.0 SINGLE USE LICENSE 1.1 In consideration of Customer's payment of the license fees specified in Exhibit A and the applicable custom software fees, if any, New World grants Customer a nontransferable and nonexclusive license to use the Licensed Software only on the Computer and only for the processing needs of Customer and its user agencies. Once Customer has fully paid the license fees for the Licensed Software, Customer shall have the right and license to use, enhance, or modify the Licensed Software only for Customer's own use and only on the Computer. In accordance with the payment plan(s) on the attached Exhibits, New World will deliver to Customer one copy of each application of the Licensed Software (in machine readable form compatible with the specified operating environment) on storage media supplied by Customer and one copy of the related Licensed Documentation. 1.2 In order to assist Customer in the event of an emergency, Customer is permitted to make up to two (2) back up copies on magnetic media of each application of the Licensed Software and one back up copy of the related Licensed Documentation. These Authorized Copies may be stored off-site away from Customer's premises as specified in the Defmitions so long as they are kept in a location secure from unauthorized use. Customer or anyone obtaining access through Customer shall not copy, distribute, dissemmate, or otherwise disclose to any third party the Licensed Products or copies thereof in whole or in part, in any form or media. This restriction on making and distributing the Licensed Products or copies of any Licensed Product, includes without limitation, copies of the Page 2 (Rev SSL&SA 04/94) City of Port Angeles (PEN COM) following: (i) Program libraries, either source or object code; (ii) Operating control language; (iii) Test Data, sample files, or file layouts; (iv) Program Listings; and (v) Licensed Documentation. 1.3 Upon written request by Customer, and with written permission by New World, additional Authorized Copies may be made for Customer's internal use only. 2.0 OWNERSHIP 2.1 The Licensed Products and all copyright, trade secrets and other proprietary rights, title and interest therein, remain the sole property of New World or its licensors, and Customer shall obtain no right, title or interest in the Licensed Products by virtue of this Agreement other than the nonexclusive, nontransferable license to use the Licensed Products as restricted herein. 2.2 The license to use any Licensed Custom Software provided under this Agreement, if any, is included in this license. New World shall have the right to use any data processing ideas, techniques, concepts, and/or know-how acquired by it in the performance of services under this Agreement including the development of Licensed Custom Software for the advancement of its own technical expertise and the performance of other Software License and Service Agreements or any other applicable agree- ments. New World shall have, without restriction, the right to use all programs, procedures, information, and techniques that are publicly available, obtained or obtainable from third parties and/or developed independently by New World without specific reference to Customer's organiza- tion. 3.0 CORRECTION AND SOFTWARE MAINTENANCE ON STANDARD SOFTWARE 3.1 For a warranty period of ninety (90) days after the date the Licensed Standard Software is installed on computer and during the term of Customer's SSMA (see Exhibit C), New World provides software correction service and maintenance for the Licensed Standard Software. See Exhibit C for a description of the services available, the applicable fees and procedures, and the SSMA start date. 4.0 WARRANTIES 4.1 New World warrants that the Licensed Standard Software will perform as specified in its user manuals based on the then-current release of the Licensed Standard Software. 4.2 New World warrants that it possesses the necessary intellectual rights to license to Customer the Licensed Software provided hereunder. The foregoing warranties do not apply if the Licensed Product(s) have been modified by any party other than New World. New World does not warrant that the features or functions of the Licensed Software will meet Customer's requirements or in any combination or use Customer selects. EXCEPT AS SPECIFICALLY PROVIDED IN THIS PARAGRAPH 4.0, NEW WORLD MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE LICENSED PRODUCTS' CONDITION, ITS MERCHANTABILITY, ITS FITNESS FORA PARTICULAR PURPOSE, OR ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. 5.0 INSTALLATION AND TRAINING SUPPORT SERVICES 5.1 As provided for in Exhibit B and concurrent with timely payments, New World shall make available to Customer qualified representative(s) who will provide installation and training support services for each application of the Licensed Software delivered. See Exhibit B for a description of the services provided and the applicable fees and procedures. 6.0 CUSTOMER LIAISON AND CUSTOMER RESPONSIBILITIES The successful implementation of the Licensed Products into Customer's environment requires Customer's commitment to and cooperation in the implementation process. Accordingly, Customer hereby agrees to the following: 6.1 Customer understands that the Licensed Software is designed to run in a specified operating environment which includes hardware, software and related equipment not provided by New World. Customer is responsible for assuring that the appropriate hardware equipment, the related Page 3 (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) components and all cabling are installed timely and are suitable for the successful installation of the Licensed Software. 6.2 Customer agrees to provide the management interface and support necessary to successfully complete the implementation of the Licensed Software. This support includes upper level priority setting and timely involvement during and after a change in Customer's organization, Customer's operations and/or after changes in Customer's internal policies or procedures which directly affect the software implementation. 6.3 Customer shall assign an upper level employee to serve as the Customer Liaison for the duration of the Licensed Software implementation. If Customer must replace the Customer Liaison for reasons beyond its control, Customer will assign a new Customer Liaison as soon as reasonably possible. New World is not responsible for any delay caused directly or indirectly by the reassignment of the Customer Liaison. In addition to other duties and responsibilities, the Customer Liaison shall: (i) provide timely answers to New World's requests for information; (ii) coordinate a mutually agreeable training schedule; (iii) have authority to sign for and obligate Customer to any matters relating to service requests, design documents, performance test documents and/or delivery and service dates; (iv) in situations where Customer participation is required, provide timely input for systems defmition, detail design, and use of the software system. 6.4 Customer is responsible for creating and maintaining its master files, tables and the like which includes accurate data entry, accurate file editing and overall file control to assure successful systems performance. 6.5 Customer shall provide qualified personnel with sufficient back up to be trained to use the Licensed Software and to interpret the output. Applying the output information in Customer's environment is Customer's sole responsibility. 7.0 BILLING AND AS/400 MODEL UPGRADE CHARGES 7.1 The attached Exhibits set forth the manner in which fees and payments shall be allocated and made under this Agreement. Past due amounts are subject to a service charge of 1.5% per month, which charge Customer agrees to pay. To the extent Customer imposes additional requirements on New World for services other than those expressly provided in this Agreement, New World retains the right to make additional price adjustments and/or any other adjustments which may be necessitated. Before performing these additional services, New World will notify Customer that the services are subject to additional charge. 7.2 If Customer upgrades the computer model of its AS/400 Computer, at the time of the upgrade, Customer agrees to pay the difference between the standard software charges for the present AS/400 model (see Section I, defmition number 10) and the then-current standard software charges for the upgraded AS/400 model. SSMA fees shall be increased according to the upgraded AS/400 charges on the next annual billing date after the upgrade occurs. With said payments, the license provided in Section II, Paragraph 1.0 transfers to permit Customer's use of the Licensed Software on the upgraded AS/400 model. 7.3 Customer shall notify New World when AS/400 models will be upgraded and will pay the upgrade fees promptly when invoiced. 8.0 NON-RECRUITMENT OF PERSONNEL 8.1 During the term of this Agreement and for twenty-four (24) months thereafter, each party agrees not to solicit or hire current or former employees of the other without the other's prior written consent. 9.0 CONFIDENTIAL INFORMATION/NON-DISCLOSURE AGREEMENT 9.1 Subject to the requirements of the Freedom ofInformation Act (FOIA) and/or other comparable applicable state law, each party shall hold all Confidential Information in trust and confidence for the party claiming confidentiality and not use such Confidential Information other than for the benefit of that party. The other party agrees not to disclose any such Confidential Information, by publication or otherwise, to any other person or organization. 9.2 Subject to the requirements of the Freedom of Information Act (FOIA) and/or other comparable applicable state law, Customer hereby acknowledges and agrees that all Licensed Products are Confidential Information and proprietary to New World. In addition to the other restrictions set forth Page 4 (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) elsewhere in this Agreement or otherwise agreed to in writing, the parties agree to implement all reasonable measures to safeguard New World's proprietary rights in the Licensed Products, including without limitation the following measures: (i) Customer shall only permit access to the Licensed Products to those employees who require access and only to the extent necessary to perform the processing needs of Customer and its user agencies. (ii) With respect to agents or third parties, Customer shall permit access to the Licensed Products only after New World has received, approved and returned a fully executed Non- Disclosure Agreement to Customer (see Exhibit D). New WorJd reserves the right to reasonably refuse access to a third party after it has evaluated the request. Customer agrees to provide information reasonably requested by New World to assist New World in evaluating Customer's request to permit third party access to the Licensed Products. In addition to any other remedies, New World may recover from Customer all damages and legal fees incurred in the enforcement of this provision on third party access; (iii) Customer shall cooperate with New World in the enforcement of the conditions set forth in the attached Non-Disclosure Agreement or any other reasonable restrictions New World may specify in writing in order to permit access; (iv) Customer shall not permit removal of copyright or confidentiality labels or notifications from its proprietary materials; and (v) Customer shall not attempt to disassemble, decompile or reverse engineer the Licensed Software. (vi) New World shall be responsible for asserting its own rights in the event that Customer receives public disclosure and/or FOIA requests for public records covered by Section II, Paragraph 9.0. 9.3 Customer agrees that in addition to any other remedies that may be available at law, equity or otherwise, New World shall be entitled to seek and obtain a temporary restraining order, injunctive relief, or other equitable relief against the continuance of a breach or threatened breach of this paragraph 9.0 on Confidentiality and Non-Disclosure without the requirement of posting a bond or proof of injury as a condition for the relief sought. 10.0 CONTRACTUAL LIABILITY AND RECOVERABLE DAMAGES New World's contractual liability and Customer's exclusive remedies are set forth below: 10.1 For any claim relating to the non-conformance or imperfection of any licensed software provided under this Agreement, New World will correct the defect so that it conforms to the warranties set forth in Section II, subparagraph 4.1; or if after repeated attempts to correct the non-conformity, New World is unable to correct the non-conformity, then Customer may recover its actual damages subject to the limits set forth in subparagraph 10.2 below. For any other claim arising under or in connection with this Agreement, Customer may recover its actual damages subject to the limits set forth in subparagraph 10.2 below 10.2 New World's contractual liability is limited to the recovery of direct damages up to the Exhibit A Licensed Standard Software fees paid to New World. 10.3 In no event shall New WorJd be liable for any damages relating to Customer's failure to perform its responsibilities or for loss of use, revenue or profits, or for any incidental or consequential damages, even if New WorJd has been advised of the possibility of such damages. If it is determined that a limitation of liability or a remedy contained herein fails of its essential purpose, then the parties agree that the exclusion of incidental and/or consequential damages is still effective. 11.0 INTEGRATION WITH u.s. COPYRIGHT ACT 11.1 In addition to all other provisions provided under this Agreement, Customer agrees to be bound by and to comply with any and all provisions of the U.S. Copyright Act (The Copyright Act of 1976, U s.c. Sections 101-810 (1976) as amended by 17 u.s. C. Sections 101-810 (1982)). If a provision of the U.S. Copyright Act and this Agreement conflict, the more restrictive of the two applies. If it cannot be determined which is the more restrictive, then the provision within this Agreement shall apply. 12.0 INDEPENDENT CONTRACTOR Page 5 (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) 12.1 New World is an independent contractor. The personnel of one party shall not in any way be considered agents or employees of the other. To the extent provided for by law, each party shall be responsible for the acts of its own employees. 12.2 Each party shall be responsible for Workers' Compensation coverage for its own personnel. 13.0 INSURANCE REQUIREMENTS New World shall not commence work under this Agreement until it has obtained the insurance required under this paragraph. 13.1 Workers' Compensation Insurance: New World shall procure and maintain during the term ofthis Agreement, Workers' Compensation Insurance for all of its employees who engage in the work to be performed. 13.2 Liability and Property Insurance--Comprehensive Form: New World shall procure and maintain during the term of this Agreement, Liability and Property Damage Insurance in an amount not less than $1,000,000 on account of each accident; and in an amount not less than $1,000,000 for each accident for damage to property. 13.3 Automobile Liability Insurance: New World will procure and maintain during the term of this Agreement, Hired and Non-Ownership Motor Vehicle Bodily Injury and Property Damage Insurance in an amount not less than $500,000 for injuries, including accidental death, to each person; and, subject to the same limit for each person, in an amount not less than $500,000 for each accident; and in an amount not less than $500,000 on account for each accident for damage to property. 14.0 DISPUTE RESOLUTION BY ARBITRATION 14.1 Except for matters in which the dispute relates to unpaid license or service fees, or a breach of the provisions set forth in Section II, Paragraphs 8.0 (employee non-recruitment) or 9.0 (non-disclosure or confidentiality), any controversy or claim arising out of or relating to this Agreement, or breach thereof, shall be settled in arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association. Judgment upon any award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. 14.2 Before a demand for arbitration or lawsuit may be filed by either party, the management of both parties shall have met at least two times in face-to-face meetings in an effort to resolve any dispute or controversy through normal business management practices. Unless otherwise agreed to in writing, a minimum of one meeting shall take place at each party's home office location. 14.3 The arbitrators shall have no power or authority to add to or detract from this Agreement of the parties. The arbitrators shall have no authority to award damages over and above those provided for in this Agreement and in any event shall not exceed the limitations set forth in Section II, subparagraph 10.2, even if the remedy or limitation ofliability provisions set forth in this Agreement shall for any reason whatsoever be held unenforceable or inapplicable. 14.4 Neither party nor the arbitrators may disclose the existence or results of any arbitration hereunder, except if the arbitration results in a Court imposed judgment, the non-disclosure restriction shall not be effective to the extent the matter becomes a public record. 14.5 Each party shall bear its own costs in preparing for and conducting arbitration, except that the joint costs, if any, of the actual arbitration proceeding shall be shared equally by the parties. 15.0 TERMINATION 15.1 By Customer: If New World fails to provide the Licensed Software as warranted in accordance with the terms of this Agreement, Customer may at its option terminate this Agreement with ninety (90) days written notice as follows: (i) The termination notice shall provide a detailed description (with examples) of any warranty defects claimed; (ii) New World shall have ninety (90) days from receipt of said notice to correct any warranty defects in order to satisfy the terms of this Agreement; (iii) During the ninety day cure period, Customer shall apply sound management practices and Page 6 (Rev SSL&SA 04/94) City of Port Angeles (PEN COM) use its best efforts to resolve any issues or obstacles -- including cooperating with New World and reassigning personnel if necessary to improve the working relationship; (iv) At the end of ninety (90) days unless the termination has been revoked in writing by Customer, the Agreement terminates. 15.2 By New World: If Customer fails to make prompt payments to New World when invoiced, or if Customer fails to fulfill its responsibilities outlined in Section II, Paragraph 6.0, then New World may at its option terminate this Agreement with written notice as follows: (i) The termination notice shall defme the reason for termination; (ii) If the cited reason for termination is Customer's failure to make prompt payment, Customer shall have ten (10) days from receipt of said notice to make payment in full for all outstanding invoiced payments due; (iii) If the cited reason for termination is Customer's failure to fulfill its responsibilities, Customer shall have ninety (90) days from receipt of said notice to correct any actual deficiencies in order to satisfy the terms of this Agreement; (iv) During the applicable cure period, New World will use sound management practices and its best efforts to resolve any issues or obstacles -- including the reassignment of personnel if necessary to improve the working relationship; (v) At the end of the applicable cure period, unless the termination has been revoked in writing by New World, the Agreement terminates. 15.3 In the event of termination by either party, New World shall continue to provide its services, as previously scheduled, through the termination date and the Customer shall continue to pay all fees and charges incurred through the termination date as provided in the attached Exhibits. 15.4 In the event neither party terminates this Agreement under subparagraphs 15.1 or 15.2 above, it naturally terminates unless it is renewed at the end of the initial SSMA term as set forth in Exhibit C, except that the restricted license to use the Licensed Software on the Computer as provided hereunder is perpetual so long as all Exhibit A license fees and applicable Custom Software fees have been paid in full. 15.5 Upon termination, Customer shall return to New World all copies of each application of Licensed Software and related Licensed Documentation provided to Customer under this Agreement for which the Exhibit A license fees and applicable Custom Software fees have not been paid in full. 15.6 Nothing in this paragraph on termination is intended to infer that either party has or does not have a claim for damages. 15.7 The Terms and Conditions relating to non-disclosure, confidentiality and non-recruitment of personnel survive termination. 16.0 PATENT AND TRADEMARK INDEMNIFICATION New World agrees to indemnify and save the Customer harmless from and against any and all judgments, suits, costs, and expenses subject to the limits set forth in this Agreement resultmg from any alleged infringement of any patent or copyright arising from the licensing of the Licensed Standard Software pursuant to this Agreement, provided that Customer has notified New World in writing of such allegation within thirty (30) days of the date upon which the Customer first receives notice thereof. New World's obligation to indemnify and save Customer harmless under this paragraph is void if the claim of infringement arises out of or in connection with any modification made to the Licensed Standard Software or any use of the Licensed Standard Software not specifically authorized in writing by New World. 17.0 NOTICES 17.1 Notices to Customer shall be deemed effective when sent by Registered or Certified U. S. Mail to Naomi Wu, PENCOM Communications Manager, at the business address of the Customer. 17.2 Notices to New World shall be deemed effective when sent by Registered or Certified U.S. Mail to the following address (or to any other address so specified by New World): New World Systems Corporation Page 7 (Rev SSL&SA 04/94) City of Port Angeles (PEN COM) 3270 West Big Beaver, Suite 300 Troy, Michigan 48084-2901 Attention: President 18.0 GENERAL 18.1 This Agreement is the entire agreement between the parties superseding all other communications, written or oral, between the parties relating to the subject matter of this Agreement. This Agreement may be amended or modified only in writing signed by both parties. 18.2 This Agreement is governed by the laws of the State of Washington and it shall be binding on the successors and assigns of the parties. 18.3 Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision or any other provision of this Agreement. 18.4 No action, regardless of form, arising out of the services performed or Licensed Products delivered hereunder, may be brought by either party more than one (1) year after the cause of action has accrued, except that an action for non-payment of fees may be brought within two (2) years of the date of the payment was due. 18.5 The paragraph headings which appear herein are included solely for convenience and shall not be used in the interpretation of this Agreement. Any provision of this Agreement determined to be invalid or otherwise unenforceable shall not affect the other provisions, which other provisions remain in full force and effect. [PTANGELE CON - SO-4] Page 8 (Rev SSL&SA 04/94) City of Port Angeles (PEN COM) EXHIBIT A FOR LICENSED STANDARD SOFTWARE AND FEES A. License Fee for LICENSED STANDARD SOFTWARE and DOCUMENTA nON selected bv CUSTOMER: Application Package Cost 1. Public Safety State Interface Software - AS/400 StatelNCIC Interface* $7.700 TOTAL LICENSE FEES: (Includes Application Source Code) $7.700 * Customer is responsible for obtaining the necessary State approval and any non-New World hardware and software. (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) Exhibit A/LICENSED STANDARD SOFTWARE AND FEES Page 2 B. License Fee Pavment Schedule for Licensed Standard Software and Documentation 1. DOWN PAYMENT (40% of the total Exhibit A cost -- Invoiced upon receipt of signed Standard Software License and Services Agreement) $3.080 2. DELIVERY PAYMENT (50% of each application cost-- Invoiced as each Exhibit A Licensed Standard Software package is delivered to Customer) $3.850 3. FINAL PAYMENT (10% of each application cost-- Invoiced 90 days after delivery of each Licensed Standard Software package) $770 TOTAL LICENSED STANDARD SOFTWARE PAYMENTS DUE $7.700 ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE PRICING VALID THRU MARCH 27.1994 (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) EXHIBIT B INST ALLA TION AND TRAINING SUPPORT SERVICES AND FEES 1. Traininl! and Installation Support Hours Recommended Allocating adequate support service hours for each application of Licensed Standard Software listed on Exhibit A is not only recommended but also is critical for a successful installation of and training on each application package. Based on the Licensed Standard Software listed on Exhibit A, we suggest that at least 40 hours of New World installation and training support services be scheduled. Actual usage may be higher or lower based on Customer's requirements and use of these support services. A voiding or minimizing custom or modified features will aid in keeping the support costs to the scheduled minimum. The recommended installation and training support hours include: (a) Project management assistance; (b) Installation of each package of Licensed Standard Software; and (c) Customer training on each package of Licensed Standard Software. The installation and training support services are typically performed at Customer's premises but, at Customer's option, may be provided at New World national headquarters in Troy, Michigan. (Other support services often involve services performed at New World's national headquarters.) New World reserves the right to make cost adjustments for support trips canceled by Customer less than ten (10) business days before the scheduled start date to cover New World's out of pocket costs and lost revenues. 2. Traininl: and Installation Support Service Fees Estimate The recommended hours cited above and any additional support services are available at the rate of $75.00 per hour. This rate is protected for one year from the date New World executes this Agreement. After one year, Customer shall pay the then-current hourly rate for all Exhibit B support services rendered. Based on the hours listed above, the training and installation support service cost is estimated at $3.000. (Plus all actual and reasonable travel expenses incurred by New World divided proportionately between all New World Customers visited on a single trip, and actual employee travel time up to but not exceeding four (4) hours per Customer visit.) 3. Additional Services Available Other New World services may be required or requested for the following: (a) File conversion assistance; (b) Consulting with New World technical staff; (c) Modifying the Licensed Standard Software; (d) Designing and programming Custom Software; (e) Maintaining modified Licensed Standard Software and/or Custom Software; (t) New World Consultation with other vendors or third parties; (g) Software testing; and/or (h) Assistance as Customer is going "live". Customer may request these additional services in writing using New World's Request For Service (RFS) procedure (or other appropriate procedure mutually agreed upon by Customer and New World). 4. Payments for Services and Travel Costs All hours for services and travel costs will be billed weekly for the previous calendar week. Payments are due within fifteen (15) days from receipt of invoice. (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) EXHIBIT C ST ANDARD SOFTWARE MAINTENANCE AGREEMENT This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New World) and City of Port Angeles (PENCOM). Washington (Customer) sets forth the standard software maintenance support services provid- ed by New World. 1. Service Period This SSMA shall remain in effect for a period of five (5) years beginning on the 91st day after the installation of the Licensed Standard Software to Customer (the start date) and ending on the same calendar date five (5) years after the start date. Upon software delivery, Licensed Standard Software installation shall not be delayed more than 30 days from computer's availability for use. 2. Services Included The following services or features are available under this SSMA: (a) Upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed Standard Software application packages are supported no longer than twelve (12) months after a new release is announced by New World); (b) Temporary fixes to Licensed Standard Software (see paragraph 6 below); (c) Revisions to Licensed Documentation; (d) Reasonable telephone support for Licensed Standard Software on Monday through Friday from 8:00 a.m. to 8:00 p.m. (Eastern Time Zone); and (e) Invitation to and participation in user group meetings. Items a, b, and c above will be distributed to Customer on magnetic media or other means, as appropriate. After installation, Customer shall return any magnetic media to New World. Additional support services are available as requested by Customer using the then-current hourly rates or applicable fees. Exhibit B has a description of support services available. 3. Maintenance for Modified Licensed Standard Software and Custom Software Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software, these changes or modifications (no matter who makes them) make the modified Licensed Standard Software more difficult to maintain. If New World agrees to provide maintenance support for Custom Software or Licensed Standard Software modified at Customer's request, then the additional New World maintenance or support services provided shall be billed at the then- current Exhibit B hourly fees plus reasonable expenses. 4. Billinl: Maintenance costs will be billed annually, beginning on the 91st day after installation of the Licensed Standard Software and on the same day each year thereafter for the term of the SSMA. (Any Exhibit B support or service hours and travel costs incurred are billed weekly for the previous calendar week.) 5. Additions of Software to Maintenance Al!reement Additional Licensed Standard Software licensed from New World will be added to the SSMA ninety (90) days after it is installed at Customer's location. Costs for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of the maintenance year and on a full year basis thereafter. (Rev SSL&SA 04/94) City ofPort Angeles (PENCOM) .... Exhibit C/STANDARD SOFTWARE MAINTENANCE AGREEMENT Page 2 6. Requests for Software Correction on Licensed Standard Software At any time during the ninety (90) day warranty period or during the SSMA period, if Customer believes that the Licensed Standard Software does not conform to the current specifications set forth in the user manuals, Customer must notify New World in writing that there is a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed defect must accompany each notice. New World will review the documented notice and when a feature or report does not conform to the published specifications, New World will provide software correction service at no charge. (See paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided). A non-warranty request is handled as a billable Request for Service (RFS) (see Exhibit B). The no charge software correction service does not apply to any of the following: (a) situations where the Licensed Standard Software has been changed by anyone other than New World personnel; (b) situations where Customer's use or operations error causes incorrect information or reports to be generated; and (c) requests that go beyond the scope of the specifications set forth in the current User Manuals. 7. Maintenance Costs for Licensed Standard Software Packages Covered for IBM AS/400 Model 20 New World agrees to provide software maintenance at the costs listed below for the following New World Licensed Standard Software packages installed at Customer's location: Annlication Packa!!:e Number of Modules 1. Public Safety State Interface Software 2. Application Source Code TOTAL LIST COST: $ 7.700 ANNUAL MAINTENANCE COST: $1.155 (5- Year Plan, billed annually) ALL PAYMENTS ARE DUE FIFTEEN (5) DAYS FROM RECEIPT OF INVOICE. (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) EXHIBIT D NEW WORLD SYSTEMS CORPORATION NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES This Agreement, when accepted and executed by New World, grants the undersigned the permission to use and/or have limited access to certain New World Systems Corporation (New World) proprietary and/or confidential information Installed at: City of Port Anl!eles (PENCOM) Customer Name Located at 223 East 4th Street Port Anl!eles. W A 96362 Authorized Signature of Customer: Name (please Print or Type) Title Signature In exchange for the permission to use or have access to New World proprietary and/or confidential information, including without limitatIOn, New World software and/or documentation, the organization and individual whose names appear below, agree to the following No copies m any form will be made of New World proprietary or confidentIal information WIthout the expressed written consent of New World' President, mcludmg without limitation, the following . Program Libraries, whether source code or object code, . Operating Control Language, . Test or Sample FIles, . Program Listings, . Record Layouts; . All written confidential or proprietary information orIginatmg from New World mcludmg without lImitatIOn, documentation, such as user manuals and/or system manuals, and/or . All New World Product Bulletms and/or other New World Product related materials 2 New World software, New World documentation, or other proprIetary or confidential information shall not be used for any purpose other than processing the records ofthe Customer identified above as permitted m the Customer's Standard Software License and Services Agreement with New World 3 The undersigned agree(s) that this Agreement may be enforced by injunction in additIOn to any other appropriate remedies available to New World If it is determined that the money damages caused by the undersigned's faIlure to comply with the foregoing terms are difficult to ascertain, they are hereby estimated at liquidated damages of no less than three times the then-current License Fees for the License Software provided to Customer under the Standard Software License and Service Agreement between Customer and New World. Agreed and Accepted by Third Party (Organization) Agreed and Accepted by Third Party (Individual) Organization: Individual: By: By: Title: Title: Date: Date: Accepted and Approved By New World Systems Corp. By: Title: Date: [PTANGELE EXS - SO-4] (Rev SSL&SA 04/94) City of Port Angeles (PENCOM) & > . " 5. &P ~ NEW WORLD SYSTEMS CORPORATION STANDARD SOFTWARE MAINTENANCE AGREEMENT This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New World) and Port Anl!eles. Washin!!ton (Customer) sets forth the standard software maintenance support services provided by New World. 1. Service Period - - -ThisSSMA shaH-remain in effect for a period of three (3) years from (start date) 4.LlI.9B. to (end date)-JDlLll. 2. Services Include The foHowing services or features are available under this SSMA: (a) Upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed Standard Software application packages are supported no longer than nine (9) months after a new release is announced by New World); (b) Temporary fixes to Licensed Standard Software (see paragraph 6 below); ( c) Revisions to Licensed Documentation; (d) Reasonable telephone support for Licensed Standard Software on Monday through Friday from 8:00 a.m. to 8:00 p.m. (Eastern Time Zone); and (e) Invitation to and participation in user group meetings. (1) Includes ESRllntegration for the ESRI software that is part of Exhibit A Licensed Standard Software Items a, b, and c above wiH be distributed to Customer on magnetic media or other means, as appropriate. After installation, Customer shall return any magnetic media to New World. Additional support services are available as requested by Customer using the then-current hourly rates or applicable fees. Exhibit B of your original License Agreement has a description of support services available. 3. Maintenance for Modified Licensed Standard Software and Custom Software Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software, these changes or modifications (no matter who makes them) make the modified Licensed Standard Software more difficult to maintain. rfNew World agrees to provide maintenance support for Custom Software or Licensed Standard Software modified at Customer's request, then the additional New World maintenance or support services provided shaH be billed at the then-current Exhibit B hourly fees plus reasonable expenses. 4. Billinl.! Maintenance costs will be billed annually as detailed on the foHowing page. (Any Exhibit B support or service hours and travel costs incurred are billed weekly for the previous calendar week.) Iftaxes are imposed, they are the responsibility of the Customer and wiH be remitted to New World upon being invoiced. 5. Additions of Software to Maintenance Al!reement Additional Licensed Standard Software licensed from New World will be added to the SSMA as they are installed at Customer's location. Maintenance costs for the additional software will be billed to Customer on a pro rata basis for the remainder of the current maintenance year and on a full year basis thereafter. (Rev SSMA 03/06) CONFIDENTIAL Port Angeles, WA ", 6. Requests for Software Correction on Licensed Standard Software At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform to the current specifications set forth in the user manuals, Customer must notifY New World in writing that there is a claimed defect and specifY which feature and/or report Customer believes to be defective. Before any notice is sent to New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed defect must accompany each notice. New World will review the documented notice and when a feature or . @p_ortdQes~ nQ.t Q..01!f9t.II110 the_Pl1blishltd)lP~cific;atjQns,Ne~ Wodd_wiIl pro_vide.software_corre.ction.serYice.atno _ _ charge. A non-warranty request is handled as a billable Request for Service (RFS) using Exhibit B Support Services. The no charge software correction service does not apply to any of the following: (a) situations where the Licensed Standard Software has been changed by anyone other than New World personnel; (b) situations where Customer's use or operations error causes incorrect information or reports to be generated; and; (c) requests that go beyond the scope of the specifications set forth in the current User Manuals. 7. Maintenance Costs for Licensed Standard Software Packal!es Covered for ruM AS/400-2179 New World agrees to provide software maintenance at the costs listed below for the following New World Licensed Standard Software packages installed at Customer's location: Application Packa!!e Number of Modules 1. Aegis@ Computer Aided Dispatch (CAD) 15 2. Aegis@ Law Enforcement Records Software 22 3. Aegis@ Public Safety Interface Software 6 4. Aegis@ Other Software for Public Safety 1 5. Aegis@ Data Management and Retrieval Tools 1 6. Aegis@ ESRl Embedded Applications - MapObjects Upgrades 1 ANNUAL MAINTENANCE COST: See Below erlO overe nnua moun I In!! a e 4/1/2008 to 3/31/2009 $58,910 3/15/2008 4/1/2009 to 3/31/2010 $64,280 3/15/2009 4/1/20 I 0 to 3/31/2011 $69,620 3/15/2010 P . dC d A IA t B'II" D t Note: Unless extended by New World, the above costs are available for 90 days after submission of the costs to Customer. After 90 days, New World may change the costs. ALL INVOICES ARE DUE FIFTEEN (15) DAYS FROM BILLING DATE, (Rev SSMA 03/06) CONFIDENTIAL Port Angeles, WA - , 8. Terms and Conditions This Agreement is covered by the Terms and Conditions from our Licensing Agreement signed by Port Angeles. Washington (Customer) on February 7, 1995. ACCEPTED BY: Name:.J:d~ Cd /!.---A.L-~, Title: ~iF: Date: ~~ -<J.~DD~ ACCEPTED BY: .n~:eWO~l~ Date: D3 -I13-tJe - Customer:- Fort-Angeles, Washington By signing above, each of us agrees to the terms and conditions of this Agreement and as incorporated herein. Each individual signing represents that (s)he has the requisite authority to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary formalities have been met. If the individual is not so authorized then (s)he assumes personal liability for compliance under this Agreement. (Rev SSMA 03/06) CONFIDENTIAL Port Angeles, WA 00, Port Angeles, W A Licensed Application Software April, 2008 1. Aegis@ Computer Aided Dispatch (CAD) - Combined LE/Fire/EMS CAD Multi-Jurisdiction - Call Scheduling Module - Call Stacking Module n _ n n _ _ u __ ~ Qeo___File _y ~iflc_a!i()I! M()dul~ __ n _ _ - Hazard and Location Alerts Module - Hydrant Inventory Module - Interface to Aegis@ Law Enforcement Records Module - Interface to Aegis@ Fire/EMS Records Module - Note Pads Module - Rip-N-Run Module - Run Cards Module - Tone Alerts Module - Unit Control Panel Module - Unit Recommendations Module - Service Vehicle Rotation - CAD Mapping (ESRI) 2. Aegis@ Law Enforcement Records Software - LE Records Multi-Jurisdiction Base - Accidents Module - Arrest Module - Business Registry Module - Case Processing Module - Computer Aided Investigations Module - Federal Reports (UCR/IBR) Module - Geo-File Verification Module - Impounded Vehicles Module - Incident Tracking Module - Jacket Processing Module - Personnel/Education Module - Property Module - Traffic Tickets and Citations Module - Wants and Warrants Module - LE Records Federal & State Compliance - Field Investigations - Gun Permits and Registration - Case Management - GEO File Verification - Pawn Shops - Career Criminal Registry - Orders of Protection (Rey SSMA 03/06) CONFIDENTIAL Port Angeles, WA .~ " . Port Angeles, W A Licensed Application Software April, 2008 3. Aegis@ Public Safety Interface Software - AS/400 State/NCIC Interface - On-Line CAD Interface to State/NCIC - E-911 Interface - - - ~ - -- ~- - -- - - - - - - - ~ - - - - - - ~ - - - - - - - - - - - - - - - - - - - - - - N etclock/2 Interface - Zetron Encoder Interface (Model 25) - Fire Records Interface 4. Aegis@ Other Software for Public Safety - Windows PC Environment 5. Aegis@ Data Management and Retrieval Tools - Microsoft Word Interface 6. Aegis@ ESRI Embedded Applications - MapObjects Upgrades - ESRI CAD Mapping (Rev SSMA 03/06) CONFIDENTIAL Port Angeles, WA EXHIBIT A LICENSED STANDARD SOITW ARE AND FEES INTEGRATION OF AEGIS LICENSED STANDARD SOFTWARE WITH ESRI SOFTWARE A.mUtation with Embedded ESRI Software # of Workstations uslne application Aegis CAD . CAD Mapping 5 CUSTOMER WORKSTATION TOTAL 5 TOTAL SOFTWARE LICENSE FEE , 1Q While New World has elected not to charge Customer for the additional Aegis software necessary to integrate with the new version of ESRI, there will be an annual SSMA cost. CONFIDENTIAL Page 2 of6 Port Angeles PD, W A 2.cntadd 400 ESRI Upgd PoAnWA.doc iblt A I LICENSED STANDARD SOFTWARE AND FEES SOFTWARE MAINTENANCE INCREASE (PER YEAR) # of Workstations ESRI Unit Application usmg ADDlication Price Total Increase -----____ _ ___ _ ___ _CAD~______________________________~==_---- __ ______________ ________ ____ - CAD Mapping 5 $50/e8. $250 ANNUAL STANDARD SOFTWARE MAINTENANCE (SSMA) INCREASE ~ Note: Annual Standard Software Maintenance Agreement (SSMA) fees of $~50 for the above software will be added to Customer's current SSMA fees and will begin in 2007 upon Customer's SSMA anniversary date in 2007. 2.cntadd 400 ESRI Upgd PoAnWA.doc .CONFIDENTIAL Page 3 of6 Port Angeles PD, WA Ibit A I LICENSED STANDARD SOFTWARE AND FEES Z. Sublicense Provisions for Customer Use ofESRI Software Customer agrees to the following provisions as part of using the ESRI Software that is integrated with the Aegis Licensed Standard Software. '",--.__/ ~~J!G.l!~~.'-01LrestJi~ _use of Jhe ~~RJ_~.QfiwJl.l'~lfLtb~ tl~tl~yt~b1e .cod~J used.witluhe_Aegis Licensed_ _ __. ___ - - - standard Software) · Customer will prohibIt (a) transfer of the ESRI Software except for temporary transfer in the event of computer malfunction; (b) assignment, time-sharing,lend or lease, or rental of the ESRI Software or use for commerCIal network services or interacl1ve cable or remote processing services; and (c) title to the ESRI Software from passing to any other party. · Customer will prohibit the reverse engineering. disassembly, or decompilation of the ESRJ Software and prohibit duphcation of the ESRI Software except for a single archival copy; reasonable Sublicensee backup copies are pennitted. · Customer will disclaim, to the extent permitted by applicable law, ESRJ's liability for any damages, or Joss of any kind, whether special, direct, indirect, incidental, or consequential, arising from the use of the ESRI Software. · At the termination of their Agreement (Sublicense) with New World, Customel' will certify in writing to New World that it has discontinued use and has destroyed or will return to New World all copies of the ESRI Software and docwnentation. · Customer will comply fully with all relevant export laws and regulations of the United States to assure that the BSRI Software, or any direct product thereof, IS not exported, directly or indirectly, in violation of United States law. · Customer will prohibit the removal or obscuring of any copyright, trademark notice, or restrictive legend · If Company grants a Sublicense to the United States Government, the OEM Software shall be provided with "Restricted Rights", NOTES ArcGIS 9.2 will be the ESRl release incorporated into the AegiS software and will be required for migration to Aegls/MSP B.x. If the Customer Is currently licensed for ArcGIS 9.2 (only edition to be initially supported) the Customer will need /0 supply a leller from ESRl exemptmg them from the purchase of the ESRl software embedded with the Aegis J'oftware, All Aegis/MSP Customers are required to use a version ofESRl's ArcGIS suite of products to maintain GIS data. All maintenance, fraimng and on-going support of this product will be contracted with and conducted by ESRl. Maintenance for ESRl's ArcGIS suite of products that are used for maintaining Customer's GIS data will be contracted by Customer separately with ESRl. The on-gomg New World SSMA cost is required for any Aegis software changes related to integration With ESRl software. The SSMA charges will commence upon Customer's Aegis SSMA annrversary date that occurs in 2007. ~ If (/ new release of ArcGIS needs to be incorporated into the AegIs software. an associated upgrade fee may be required for the new ESRl software, depending on the potential cost from ESRI; and/or on the scope of effort reqUired to Imegrate the new ESRI reJe.ase with Aegis software. Z cntadd 400 ESRI Upgd'PoAIlWA.doc CONFIDENTIAL . Page 4 016 Port Angeles PD, W A \ r ... . EXHIBIT B INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES / ",I' '~ 1. Trainine and Installation Support Hours Recommended Allocating adequate support service hours for each application of Licensed Standard Software listed on Exhibit A is not only reconunended but also is critical for a successful installation of and training on each application package. Based on the Licensed -- ------ -- -Standard SoftWareITSte-d-Qil-EXliillitA;-we-suggesttnafafleasfnO-hoursofNew Worl(ffustallation and tram-mg support-servlces- - ----- be scheduled. Actual usage may be higher or lower based on Customer's requirements and use of these support services. Avoiding or minimizing custom or modified features will aid in keeping the support costs to the scheduled minimum. The recommended installation and training support hours include: (a) Project management assistance; (b) [nstallation 0 f each package of Licensed Standard Software; and (c) Customer training and/or assistance in acceptance testing on each package of Licensed Standard Software. The installation and training support services are typically performed at Customer's premises but, at Customer's option, may be provided at New World national headquarters in Troy, Michigan. (Other support services often involve services performed at New World's national headquarters.) New World reserves the right to make cost adjustments for support trips canceled by Customer less than ten (J 0) business days before the scheduled start date to cover New World's out of pocket costs and lost revenues. 2. :rrainin~ and Installation Support Service Fees Estimate The recommended hours cited above and all other support services provided by New World after execution of this Agreement will be provided at the rate of $90.00 per hour. Based on the hours listed above, the training and installation support service cost will be $~. (Plus all actual and reasonable travel expenses incurred by New World divided proportionately between all New World Customers visited on a single trip, and actual employee travel time up to but not exceeding four (4) hours per Customer visit.) The cost has been calculated using a rate of $90/per hour. Additional services are also available at the rate of $90 per hour. This rate is protected for one year from the date New World executes this Agreement. After one year, Customer shall pay the then- current hourly rate for all Exhibit B support services rendered. 3. Additional Services Available Other New World services may be required or requested for the following: (a) Modifying the Licensed Standard Software; (b) Designing and programming Custom Software; (c) Maintaining modified Licensed Standard Software and lor Custom Software; and lor (d) Additional software training and/or testing (e) Tailoring of Licensed Standard Software by N ew World technical staff and lor consultation with New World. technical staff; (f) New World Consultation with other vendors or third parties; and (g) Assistance as Customer is going "live". Customer may request these additional services in writing using New World's Request For Service (RFS) procedure (or other appropriate procedure mutually agreed upon by Customer, and New World). 4. Payments for Services and Travel Costs All hours for services and travel costs will be billed weekly for the previous calendar week. Payments are due within fifteen (15) days from receipt of invoice. CONFIDENTIAL R~vSL&S\!!C'~1 c:~~::-: :>':r ,\.1~~ ~ :.., ~;::r.!tt)r. 5. 5wy II ~~/!!t,<<~J!:!,!!,~tems' September 7. 2006 ADDITIONAL SOFTWARE LICENSE AGREEMENT Ms. Naomi Riggins Port Angeles Police Department 321 East Fl'fth Street Port Angeles, W A 98362-3206 Dear Ms. .RIggins: New World Systems is pleased to license you additional software per your request. The attached forms (Exhibits A and Appendix 1) are to be reviewed and approved by you and/or your authorized representative. They describe the additional software and services you have requested along With the related fees. Other than for the purposes of internal review, we ask that you treat our fees as confidential information. This IS due to the competitive nature of our business. The General Terms and Conditions from our original License Agreement are incorporated and continue to apply. Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer We thank you for your continued business with New World Systems. We look forward to working on this project with you. ACKNOWLEDGED AND AGREED TO BY: PORT ANGELES POLICE DEPARTMENT. WA (Customer) By: By: Date: 01-2 i)-{)(; By: Autborized Signature Date: ?;lq/oC /1 Title Each individual signing above represents that (s)be has the requisite authority to execute this Agreement on behalf of the organization forwbich (s)be represents and that all the necessary formalities bave been met. Corporate: 888 West BIg Beaver Road' Suite 600 . Troy' Michigan 48084-4749' 248-269-1000' www.newworldsystems.com EXHIBIT A LICENSED STANDARD SOFTWARE AND FEES 1. License Fee for Licensed Standard Software and Documentation Selected Bv Customer INTEGRATION OF AEGIS LICENSED STANDARD SOFTWARE WITH ESRI SOFTWARE Aoolication with Embedded ESRI Software # of Workstations usinl! aoolication Aegis CAD - CAD Mapping 5 CUSTOMER WORKSTATION TOTAL 5 TOTAL SOFTWARE LICENSE FEE iU While New World has elected not to charge Customer for the addttlonal Aegis software necessary to integrate with the new version of ESRI, there will be an annual SSMA cost. 2 cntadd 400 ESRI Upgd PoAnW A.doc CONFIDENTIAL Page 2 of 6 Port Angeles PD, W A , . Exhibit A I LICENSED STANDARD SOFTWARE AND FEES SOFTWARE MAINTENANCE INCREASE (PER YEAR) # of Workstations ESRI Drnt ApplIcation using Application Price Total Increase CAD - CAD Mappmg 5 $50/ea $250 ANNUAL STANDARD SOFTWARE MAINTENANCE (SSMA) INCREASE nso Note Annual Standard Software Maintenance Agreement (SSMA) fees of $250 for the above software will be added to Customer's current SSMA fees and will begin in 2007 upon Customer's SSMA anruversary date ill 2007. 2 cntadd 400 ESRI Upgd PoAnWA.doc CONFIDENTIAL Page 3 of6 Port Angeles PD, W A Exhibit A I LICENSED STANDARD SOFTWARE AND FEES 2. Sublicense Provisions for Customer Use ofESRI Software Customer agrees to the follOWIng prOVisions as part of usmg the ESRI Software that is integrated with the AegiS Licensed Standard Software. . Customer will restrict use of the ESRI Software to the executable code (used with the Aegis Licensed Standard Software). . Customer will prohibit (a) transfer of the ESRI Software except for temporary transfer in the event of computer malfunction; (b) assignment, time-sharing, lend or lease, or rental of the ESRI Software or use for commercial network services or interactive cable or remote processing services; and (c) title to the ESRI Software from passing to any other party . Customer will prohibit the reverse en~eenng, disassembly, or decompilation of the ESRI Software and prohibit duplication of the ESRI Software except for a single archival copy; reasonable Sublicensee backup copies are permitted. . Customer will disclaim, to the extent permitted by applicable law, ESRl's hability for any damages, or loss of any kind, whether special, direct, indirect, inCidental, or consequential, arising from the use of the ESRI Software. . At the termination of their Agreement (Sublicense) with New World, Customer will certify in wnting to New World that it has discontinued use and has destroyed or will return to New World all copies of the ESRI Software and documentation. . Customer will comply fully with all relevant export laws and regulations of the United States to assure that the ESRl Software, or any direct product thereof, is not exported, directly or indirectly, In violatIon of United States law. . Customer will prohibit the removal or obscuring of any copyright, trademark notice, or restrictive legend . If Company grants a Subhcense to the United States Government, the OEM Software shall be provided with "Restricted Rights". NOTES ArcGIS 9.2 will be the ESRI release mcorporated into the Aegls software and will be requiredfor rmgranon to AeglslMSP 8.x. If the Customer is currently ltcensedfor ArcGIS 9.2 (only edItion to be mitlally supported) the Customer Will need to supply a letter from ESRI exemptmg them from the purchase of the ESRI software embedded with the Aegis software 2 All AeglslMSP Customers are reqUIred to use a versIOn of ESRI's ArcGIS sUIte of products to mamtam GIS data. All mamtenance, trammg and on-gomg support of this product WIll be contracted with and conducted by ESRI Mamtenance for ESRI's ArcGIS sUIte of products that are usedfor mamtammg Customer's GIS data Will be contracted by Customer separately WIth ESRI. J The on-gomg New World SSMA cost IS reqUIred for any AegIS software changes related to mtegranon with ESRI software. The SSMA charges will commence upon Customer's Aegls SSMA anmversary date that occurs in 2007. 4 If a new release of ArcGIS needs to be incorporated into the Aegis software, an aSSOCIated upgrade fee may be required for the new ESRI software, dependmg on the potential cost from ESRI; and/or on the scope of effort required to Integrate the new ESRI release with Aegis software. 2 cntadd 400 ESRI Upgd PoAnWA.doc CONFIDENTIAL Page 4 of6 Port Angeles PD, W A .' B New World S)lstems" ., fix> Publit: .~!clar SI'.flUtlJY! C()mpf!l~r APPENDIX 1 AGREEMENT AND AUmORIZATION FOR PROCUREMENT OF THIRD PARTY PRODUCTS AND SERVICES September 7,2006 TIns agreement (Agreement) between Port Angeles Police Department, W A Customer) and New World Systems8 Corporation, (New World) is to cover the procurement of ESRI Third Party products and services by New World for Customer The attached configumtion (Exhibit 1) describes the Third Party products and services that Customer will be obtaining through New World. By their written approval below, Customer authonzes New World to order the Exlnbit 1 products for dehvery to. Ms. Naomi Riggins Port Angeles Polzce Department 321 East Fifth Street Port Angeles, WA 98362-3206 Upon invoice of Third Party products, 100% of the Exhibit 1 cost is due. Customer agrees to pay all applicable finance charges (If any) promptly. Customer is responsible for the site prepamtion and related costs to install the Exhibit 1 products. Customer is responsible for any returned product charges, includtng re-stocking and shipping fees, for all Third Party products ordered by New World on the Customer's behalf. Actual and reasonable !mvel expenses incurred by New World and actual employee travel tlme up to but not to exceed four (4) hours per Customer visit, are in addition to the Exhibit 1 cost and Will be billed weekly as incurred. Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer and Customer agrees to remIt when imposed. If an exemption is claimed by the Customer, an exemption certificate must be submitted to New World. After execution of this Agreement, the Exhibit 1 components and cost may be changed by mIltual agreement of both parties. If a change order in the configumtion requires addiuonal costs, New World shall notify Customer of the additional costs and with Customer's approval these costs shall be borne by Customer. Without such approval, the change order will not be processed. Customer shall or may be reqUlred to execute selected Agreements WIth vendors and New World shall not confIrm the ordenng of any Exhibit 1 products without Customer's anthonzed sIgnatl1re on the Agreements. Customer shall receive the benefit of all warranties, services, etc. provided for in the Agreements. ACKNOWLEDGED AND AGREED TO BY: By: PORT ANGELES POLICE DEPARTMENT, WA (Customer) B4~ ~k2z~Q) Authorized Signature' Title By: Title Date: () Cj-2h-tP? Authorized Signature Date: r //f 10 C; I ( Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on behalf of the organizatIon for which (s)he represents and that all the necessary formalities have been met. 2 cntadd 400 ESRI Upgd PoAnWA.doc CONFIDENTIAL Page 5 of6 Port Angeles PD, W A . ' . .. ' , ,." ... AGREEMENT AND AUmORIZATION FOR PROCUREMENT OF TIDRD PARTY PRODUCTS AND SERVICES Seotember 7. 2006 EXHIBIT 1 NUMBER OF WORKSTATIONS USING APPLICATIONS WITH EMBEDDED ESRI SOFTWARE AND COST # of Workstations ESRI ESRI using Aoolication Unit Price Total Pnce 1. GIS Software (ESRI) CAD . CAD Mapping 5 $200/ea $1,000 TOTAL ESRI UPGRADE COST 5 1.000 I () I \ I '1111 H n I' \ H J \ ( ()" I" I ~JJJI!~ The ESRI upgrade cost will be billed to the Customer on Januarv J. 2007 with payment due 30 days after Invoice date. Delivery of the ESRI enhanced software IS expected prIOr to January, 2007 2 cntadd 400 ESRI Upgd PoAnW A.doc CONFIDENTIAL Page 6 of6 Port Angeles PD, W A s. 5U4 ~~ NEW WORLD SYSTEMS CORPORATION ST ANDARD SOFTWARE MAINTENANCE AGREEMENT This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New World) and Port Angeles, Washington (Customer) sets forth the standard software maintenance support services provided by New World 1. Senrice Period This SSMA shall remain in effect for a period of three (3) years from (start date) 04/01/05 to (end date) 03/31/2008. 2. Senrices Included The following services or features are available under this SSMA. (a) Upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed Standard Software application packages are supported no longer than nine (9) months after a new release is announced by New World); (b) Temporary fixes to Licensed Standard Software (see paragraph 6 below); (c) Revisions to Licensed Documentation; (d) Reasonable telephone support for Licensed Standard Software on Monday through Friday from 8:00 a.m. to 8:00 p.m. (Eastern Time Zone); and (e) Invitation to and participation in user group meetings. Items a, b, and c above will be distributed to Customer on magnetic media or other means, as appropriate. After installation, Customer shall return any magnetic media to New World. AddItional support services are available as requested by Customer using the then-current hourly rates or applicable fees. Exhibit B of your original License Agreement has a description of support services available. 3 Maintenance for Modified Licensed Standard Software and Custom Software Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software, these changes or modifications (no matter who makes them) make the modified Licensed Standard Software more difficult to maintain. If New World agrees to provide maintenance support for Custom Software or Licensed Standard Software modified at Customer's request, then the additional New World mamtenance or support services provided shall be billed at the then-current Exhibit B hourly fees plus reasonable expenses. 4. Billing Maintenance costs will be billed annually as detailed on the following page. If taxes are imposed, they are the responsibility of the Customer and will be remitted to New World upon being invoiced. 5. Additions of Software to Maintenance Agreement Additional Licensed Standard Software licensed from New World will be added to the SSMA as they are installed at Customer's location. Maintenance costs for the additional software will be billed to Customer on a pro rata basis for the remamder of the current maintenance year and on a full year basis thereafter. CONFIDENTIAL (Rev SSMA 03/94) Port Angeles, Washington "., 6. ReQuests for Software Correction on Licensed Standard Software At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform to the current specifications set forth in the user manuals, Customer must notifY New World in writmg that there is a claimed defect and specifY which feature and/or report it believes to be defective. Before any notice IS sent to New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed defect must accompany each notice. New World will review the documented notice and when a feature or report does not conform to the published specifications, New World will provide software correction service at no charge. A non-warranty request is handled as a billable Request for Service (RFS) using Exhibit B Support Services The no charge software correction service does not apply to any of the following: (a) situations where the Licensed Standard Software has been changed by anyone other than New World personnel, (b) situations where Customer's use or operations error causes incorrect information or reports to be generated; and (c) requests that go beyond the scope of the specifications set forth in the current User Manuals. 7. Maintenance Costs for Licensed Standard Software Packaees Covered for IBM AS/400-2179 New World agrees to provide software maintenance at the costs listed below for the following New World Licensed Standard Software packages installed at Customer's location: Application Packaee Number of Modules I. AegislJ! - Computer Aided Dispatch (CAD) Aegis'l]; - Law Enforcement RecOl ds Software AegislJ! - Public Safety Interface Software Aegis@ - Other Software for Public Safety AegisQ! - Data Management and Retrieval Tools ]6 23 6 1 1 2. ., J. 4. 5 TOT AL LIST COST: $336,000 MAINTENANCE COST: see below Period Covered Annual Amount Billing Date 4/1/05 to 3/31/06 $47,040 3/1/05 4/1 /06 to 3/31/07 $50,400 3/1 /06 4/1/07 to 3/31/08 $53,760 3/1/07 Note. Unless extended by New World, the above costs are available for 90 days after submission of the costs to Customer. After 90 days, New World may change the costs. ALL INVOICES ARE DUE FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE. CONFIDENTIAL (Rev SSMA 03/94) Port Angeles, Washington . 8. Terms and Conditions This Agreement is covered by the Terms and Conditions from our Licensing Agreement signed by Port Angeles, Washington (Customer) on March 31, 1998 ACCEPTED BY: ACCEPTED BY: New World Systems Corporation Title: MAYDR J Date: ~-~-D5 Name ~~~. ~ Title: ~ e"/, ~ Date: 03 -\JtreIS By signing above, each of us agrees to the terms and conditions of this Agreement and as incorporated herein. Each individual signing represents that (s)he has the requisite authority to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary formalities have been met. If the individual is not so authorized then (s)he assumes personal liability for compliance under this Agreement. " /. ,\ . CONFIDENTIAL (Rev SSMA 03/94) Port Angeles, Washington . -.I J Port Angeles, W A Licensed Application Software April, 2005 1. Aegis@ Computer Aided Dispatch (CAD) - Combined LE/Fire/EMS CAD Multi-Jurisdiction - Call Scheduling Module - Call Stacking Module - Geo-File Verification Module - Hazard and Location Alerts Module - Hydrant Inventory Module - Interface to Aegis@ Law Enforcement Records Module - Interface to Aegis@ Fire/EMS Records Module - Note Pads Module - Rip-N-Run Module - Run Cards Module - Tone Alerts Module - Unit Control Panel Module - Unit Recommendations Module - Service Vehicle Rotation - CAD Mapping (ESRI) CONFIDENTIAL (Rev SSMA 03/94) Port Angeles, Washington .. " Port Angeles, W A Licensed Application Software April, 2005 2. Aegis@ Law Enforcement Records Software - LE Records Multi-Jurisdiction Base - Accidents Module - Arrest Module - Business Registry Module - Case Processing Module - Computer Aided Investigations Module - Federal Reports (UCRlIBR) Module - Geo-File Verification Module - Impounded Vehicles Module - Incident Tracking Module - Jacket Processing Module - Personnel/Education Module - Property Module - Traffic Tickets and Citations Module - Wants and Warrants Module - LE Records Federal & State Compliance - Field Investigations - Gun Permits and Registration - Case Management - GEO File Verification - Pawn Shops - Career Criminal Registry - Orders of Protection 3. Aegis@ Public Safety Interface Software - AS/400 StatelNCIC Interface - On-Line CAD Interface to StatelNCIC - E-911 Interface - Netclockl2 Interface - Zetron Encoder Interface (Model 25) - Sun Pro Interface 4. Aegis@ Other Software for Public Safety - Windows PC Environment 5. Aegis@ Data Management and Retrieval Tools - Microsoft Word Interface CONFIDENTIAL (Rev SSMA 03/94) Port Angeles, Washmgton -0 ~ ~ ~ ~ (,IT\ or ~'{ ANtillES 0."..."'..<..... ' .'., - WASHINGTON, U.S.A. CITY COUNCIL MEMO Date: March 22, 2005 To: City Council From: Naomi Riggins, Communications Manager ~ {(./ RE: Contract Renewal with New World Systems Summary: New World Systems provides records management software and computer aided dispatch for PenCom and its user agencies. This is a three year contract renewatfor maintenance and support of this system. Recommendation: The Police Degartment recommends that City Council authorize Mayor Headrick to sign the contract with New World Systems. BackgToundlAna~s& PenCom- has been a client of New World Systems-since 1995 with- the purchase of one.softw.ar.e module. Since that time, the system has expanded to 47 modules and more will be added with the implementation of law enforcement field reporting later this spring. Along with computer aided dispatch and law enforcement records management. the software interfaces with the 9-1-1 system, law enforcement dataDases, and the fire- agencies~ r.ecOI=ds-management system 1'his.-contract provides maintenance and support, which includes application upgrades, over the next three years. The cost over, the Life of the contract is.$-l51,200., M608 67 '- 5. ~lP<I ~ New World Systems™ Tbe Public Sector Software Company Mav 2, 2000 ADDITIONAL SOFTWARE LICENSE AGREEMENT Ms. Naomi Wu Port Angeles Police Department 321 E. 5th Street Port Angeles, W A 98362 Dear Ms. Wu: New World Systems is pleased to license you additional software per your request. The attached forms (Exhibits A and B) are to be reviewed and approved by you and/or your authorized representative. They describe the additional software and services you have requested along with the related fees. Other than for the purposes of internal review, we ask that you treat our fees as confidential information. This is due to the competitive nature of our business. The General Terms and Conditions from our original License Agreement are incorporated and continue to apply. We thank you for your continued business with New World Systems. We look forward to working on this project with you. Sincerely, NEW WORLD SYSTEMS CORPORATION AGREED AND ACCEPTED: By: Title:~~p~ PORT ANGELES POLICE DEPT., W A BYv?~(-1~G- "' Title: Ce-m ffLLtA1tCJ:lrlC71S /11 It-Al 1C16 elG Date: 05- I$"- ~O Date: /VI If-[ 9 { ,tl 0 () 0 Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary formalities have been met. CONFIDENTIAL (Rev ASLA 11/99) Port Angeles Police Dept., W A Corporate 888 West Big Beaver Road. Suite 1100. Troy. Michigan 48084-4749.248-269-1000. wwwnewworldsys.com .. EXHIBIT A FOR LICENSED STANDARD SOFTWARE AND FEES May 2, 2000 IBM AS/400 MODEL 2179 A. LICENSED STANDARD SOFTWARE Application Package Cost 1. Graphical User Interface1 Windows PC Environment - AS/400 Server Module - Runtime Client Cost (estimated 50 Units @ $175 per Unit) $6,250 $8,750 NEW WORLD STANDARD SOFTWARE LICENSE FEE $15,000 LESS PROGRESS LICENSES ALREADY P AID2 (15,000) TOTAL SOFTWARE LICENSE FEE 3,4 $0 THE ABOVE SOFTWARE PACKAGE FEES ARE VALID THROUGH JULY 19.2000 Note: Standard Software Maintenance Agreement (SSMA) fees of $2,400 for the above software will be added to Customer's current SSMA fees and will commence 90 days after delivery of the software. ENDNOTES 1 The mmimum configuratlOnfor the New World GUI is a PC wlth a Pentium 133 processor and 16MB RAM with 100MB offree disk space for the Client. The Server reqUlres TCP lIP. 2 The 50 Progress licenses for the GUI environment wlll be cancelled upon execution of this Agreement. 3 Prices assume that all software proposed is licensed 4 Any taxes imposed are the responsiblhty of the purchaser and wlll be remltted when imposed. CONFIDENTIAL (Rev ASLA 11/99) Port Angeles PolIce Dept , W A Exhibit A/LICENSED STANDARD SOFTWARE AND FEES Page 2 B. PAYMENTS SCHEDULE 1. DELIVERY PAYMENT (100% of each application cost - Invoiced as each Exhibit A Licensed Standard Software package is delivered to Customer) $Q TOTAL LICENSED STANDARD SOFTWARE PAYMENTS DUE $Q ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE CONFIDENTIAL (Rev ASLA 11/99) Port Angeles Police Dept., W A EXHIBIT B INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES 1. Traininl! and Installation Support Hours Recommended Allocating adequate support service hours for each applIcation of Licensed Standard Software listed on Exhibit A is not only recommended but also is critical for a successful mstallation of and training on each applIcatIon package. Based on the Licensed Standard Software listed on Exhibit A, 24 hours of New World installation and trammg support services have been allocated. A voidmg or mimmlzing custom or modified features will aid in keeping the support costs to the amount allocated. The recommended installatIOn and trammg support services mclude' (a) Project management assistance, (b) Installation of each package of Licensed Standard Software; and (c) Customer trainmg and/or testmg on each package of Licensed Standard Software. The mstallation and trainmg support services are typically performed at Customer's premises and/or at New World national headquarters in Troy, Michigan. 2. Support Service Fees Estimate The 24 hours of training and installation support services cost has been calculated using your current rate of $110 per hour. Additional services are also available at your current rate of$110 per hour. Based on the hours listed above, the training and installation support service cost is estimated at $2,640. (Plus all actual and reasonable travel expenses mcurred by New World divided proportIOnately between all New World customers viSited on a single trip, and actual employee travel time up to but not exceedmg four (4) hours per Customer visit. ) 3. Additional Services Available Other New World services may be required or requested for the following: (a) File conversion aSSistance, (b) Consulting With New World technical staff, (c) Modifymg the Licensed Standard Software; (d) DeSigning and programming Custom Software, (e) Maintaining modified Licensed Standard Software and/or Custom Software; (t) New World Consultation With other vendors or third parties, and/or (g) Software testing Customer may request these additional services m wntmg using New World's Request For Service (RFS) procedure (or other appropriate procedure mutually agreed upon by Customer and New World). 4. Payments for Services and Travel Costs All hours for services and travel costs Will be billed weekly for the previous calendar week. Payments are due within fifteen (15) days from receipt of invoice [M \2000RFP\W ASHINGTONIPORTANGELES\lCNT ADD GUI DOC] CONFIDENTIAL (Rev ASLA 11/99) Port Angeles Police Dept., W A a l!;::::::~:!.~,~:temsm May 16,2000 Naomi Wu CommunIcations Manager Port Angeles PolIce Department 321 East Fifth Street Port Angeles, W A 98362 Dear Ms. Wu: Thank you for licensmg the Graphical User Interface for your Aegis@ Public Safety software applIcatIOns. I am returning a fully executed copy of the AddItIOnal Software License Agreement for your file. We appreciate your continued business with New World Systems and look forward to working with you to complete thIS project. ~ Ruth Ann Hmes Executi ve Assistant Enclosure Corporate' 888 West Big Beaver Road. Suite 1100 . Troy. Michigan 48084-4749.248-269-1000. wwwnewworldsyscom .. 5. -3U <I (" , NEW( WORLD SYSTEMS0 ~--- 888 West Big Beaver Road Suite 1100 Troy. MI 48084 (248) 269-1000 March 23, 1998 MODIFICATION TO SOFTWARE LICENSE AGREEMENT CITY OF PORT ANGELES. WASHINGTON Naomi Wu 321 E. Fifth Street Port Angeles, Was 98362 Dear Ms Wu: Per the terms of our Software License Agreement dated February 1, 1995, the License Agreement is modified to provide Customer the ability to use the Licensed Software on an IBM AS/400 model 620-2179 processor, the new processor serving as a replacement for the current AS/400 model 9404/E-20 processor in use. Also per the terms of the February 1, 1995 Agreement, the attached form (Exhibit A) describes the software license upgrade charge and the change to the annual maintenance charge All other Terms and Conditions from the February 1, 1995 Agreement will continue to apply Please acknowledge the change in AS/400 processors and our previous understanding on the processor upgrade fee by the appropriate signature below. Sincerely, NEW WORLD SYSTEMS@ CORPORATION AGREED AND ACCEPTED: CITY OF PORT ANGELES, WASHINGTON By: BY:~ ~ ~ ~..._..",-.... "' Title: Title: ~ O~ Date: D 3- 3 1- ? ~ Date: .D 3 - 3 0" OJ 8 Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on behalf ofthe organization for which (s)he represents and that all the necessary formalities have been met. CONFIDENTIAL (Rev ASLA 5/96) City of Port Angeles, Washington EXHmIT A LICENSED STANDARD SOFTWARE UPGRADE FEES CITY OF PORT ANGELES, WASHINGTON FOR TRANSFER OF THE CURRENT SINGLE USE LICENSE FROM AN AS/400 MODEL 9404/E-20 TO AN IBM AS/400 MODEL 620-2179 A. LICENSED STANDARD SOFTWARE Application Package Cost 1 License Fees on AS/400 Model 620-2179 State NCIC Interface: $12,000 Less License Fees on AS/400 Model 9404/E-20 State NCIC Interface' ($10,000) New World Demonstration Site Discount ($2,000) APPLICA TION SOFTWARE UPGRADE FEE: $Q THE ABOVE LICENSE FEE UPGRADE CHARGES ARE VALID THROUGH JUNE 23. 1998 Note: Based on the AS/400 Model 620-2179 license fees of $12,000, the Standard Software MaIntenance Fee currently in effect will increase to: $1,800 on the next anniversary date for software maIntenance. CONFIDENTIAL (Rev ASLA 5/96) CIty of Port Angeles, Washmgton ,," Exhibit A/LICENSED STANDARD SOFTWARE AND FEES Page 2 B PAYMENT SCHEDULE 1 HARDWARE INSTALLATION PAYMENT (100% of the total Exhibit A cost- Invoiced upon installation of the AS/400 model 620-2179 processor and Customer loading the Exhibit A software on the new processor) $Q TOTAL LICENSED STANDARD SOFTWARE PAYMENTS DUE $!! ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE [F IBDlSKSIWASHING1\PTANGELS WAIPROPOSALIIUPGRADE ADD] CONFIDENTIAL (Rev ASLA 5/96) Clty of Port Angeles, Washmgton 5.3&<1 MEMORANDUM DATE: February 21, 1995 TO: Becky Upton, City Clerk FROM: Naomi Wu, Communications Manager SUBJECT: Original Contract Becky, enclosed is an original, executed contract between New World Systems and the City of Port Angeles. I understand you keep the originals on file. If you have any questions, please give me a call at ext. 135. Thanks. Il~ Port Angeles PolIce Department