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Standard Sales Agreement 8-25-2017
do/7-a 99q6 Vermont Standard Sales Agreement 8-25-2017 Systems Standard Sales Agreement 8-25-2017 The attached VSI Software License, Maintenance and Support Agreement are for your review. The original of this Agreement, along with all modified Customer Agreements, are maintained in our VSI financial software database. You may use this Agreement to make any desired additions, deletions, or changes, and return to VSI for review (please use the Track Changes tool). VSI will print the final agreed upon version of this Agreement for signature by both parties. The licensed software can be installed on a customer's servers or on the VSI hosting servers. Along with licensed software, VSI provides the option for no hosting (customer or another vendor hosts software), WebTrac web server hosting only, or both web server and database hosting. Software licenses with annualmaintenance are priced separately from hosting services. If you have any questions, please contact the VSI Sales department at your convenience. sa lesPve rmontsystems.com Tel: 877-883-8757 Page 1 Vermont Standard Sales Agreement 8-25-2017 `NsfSystems August 25, 2017 Dear Vianca, Thank you for making Vermont Systems your choice for application software and support services. We look forward to working closely with you and your staff. Enclosed please find the standard VSI Software License, Maintenance and Support Agreement with appropriate Exhibits. If you wish to make changes to the standard Agreement, please do so and return it to VSI for review and approval. If this Agreement meets with your approval, please complete the following: 1. Page 1 of the Agreement. Enter the executed date. 2. Page 1 of the Agreement, Article 2.3. Please check your preference for your annual maintenance cycle. If your fiscal year does not fall on any of the dates listed, please choose the one that best fits your cycle. 3. Sign the signature page 4. Initial each page as noted 5. Fill out the Tax Exempt Form and indicate your sales tax status 6. Return the original to VSI for signature. VSI will sign and send the original to you, while retaining a copy for VSI records. As soon as we receive your signed Agreement, April Leafey, our Project Manager will assign a Trainer to your account and contact you to schedule a conference call for planning your installation. April's contact information is aprill@vermontsystems.com or 800-883-8757 x3087. As part of the follow up, your primary Trainer will contact you to review the software Planning Guide in preparation for the training. If you should have any questions, please contact us at your convenience. Sincerely, Sarah Otoka Sales Administrator sales@vermontsystems.corn Tel: 877-883-8757 Page 2 Vermont Standard Sales Agreement 8-25-2017 `\'Systems Ri„.ionR vk5,otw,(0 Resale & Exempt Organization Certificate of Exemption Suppliers Name: Vermont Systems, Inc. 12 Market Place Essex Junction, VT 05452 Description of Purchased Articles: Software Please Check Applicable Lines: Purchase by Retailer, Wholesaler for Resale _Purchase by 501C which is Religious, Educational or Scientific X Direct Purchase by Governmental Unit Purchase by Volunteer Fire Dept, Ambulance Co., Rescue Squad Are you exempt from paying sales tax? _X Yes or No Name/Address of Purchaser: Customer Name: Jimmy L. Morales Address: 1700 Convention Center Drive City, State, Zip: Miami Beach, FL 33139 Federal ID Number: 59-6000372 Purchaser's Primary Business: Government Agency I Certify that I am authoriz:j to sign this certificate of exemption and that, to the best of my knowledge and b ' lief, it is rue and correct and made in good faith. Name: Jimm AT Title: City Manager Date: It ((, rt % ilei V. Granada, Ci sales@vermontsystems.com Cier ,.\covk? (-)\:1\1E9),,,) 7.77813:-,875)rN Page 3 Vermont Standard Sales Agreement 8-25-2017 V aystems S,C!W �)�C Software License, Maintenance and Support Agreement This SOFTWARE LICENSE, MAINTENANCE AND SUPPORT AGREEMENT ("Agreement"), is made and entered into on 1\ow vrie^e (o) 2d1 , by and between Vermont Systems, Inc., a Vermont corporation (hereinafter "VSI", and City of Miami Beach, Florida (hereinafter "Customer"), collectively referred to herein as the "Parties" or singularly "Party". In consideration of the mutual covenants and obligations expressed herein, the Parties agree to the following: Article 1—Software License 1.1 VSI hereby grants the Customer and the Customer thereby accepts a perpetual, non -transferable, and non-exclusive right to use the Licensed Software and Related Materials, as described in the attached Exhibit B price quote. The Licensed Software includes Related Materials, such as online User Reference Manuals, Sample Reports, Installation Planning Guides, Installation Instructions, On -Line Help, and Sample Training Database with Tutorials. 1.2 VSI uses the Progress OpenEdge V11 Development software to develop its' applications and deploys using the OpenEdge Workgroup or Enterprise RDBMS (embedded database) with RDBMS support for 4GL, SQL, ODBC, JDBC, and Enterprise Cluster Manager Integration, and OpenEdge Application Server, Basic and Enterprise Editions with Replication. Therefore, Progress software with RDBMS is required to operate the application software by platform type, and pricing is included in the attached Exhibit B. The client uses a standard HTML and Java Script browser interface 1.3 The license granted herein authorizes the Customer to install the Licensed Software on the designated computer platform using one copy of the programs to support live processing, training, and disaster recovery databases without incurring additional license charges. Further, the Customer can make copies of the Licensed Software for safe keeping purposes. Article 1.3 does not apply, if VSI is providing full hosting services. 1.4 At any time, the Customer can add software and user licenses under the terms of this Agreement by paying the additional license and maintenance fees. The total number of authorized user workstations permitted to use the Licensed Software is limited to the number listed in Exhibit B pricing. 1.5 The term of this Agreement shall be (3) three years with (2) two 1 -year renewals. Article 2 — Annual Software Maintenance and Support Services 2.1 VSI shall provide the Customer with Software Maintenance and Software Support services for the Licensed Software in accordance with VSI standard Sales and Support Policies, as described in Exhibit A. The extent of support services being provided to the Customer are specifically listed in Exhibit B pricing. salesPvermontsystems.com Tel: 877-883-8757 Page 4 Vermont Standard Sales Agreement 8-25-2017 Ir l" Systems 2.2 The Annual Software Maintenance support shall include distribution of product update releases that include software repairs and enhancements subsequent to the initial purchase. Biennial software updates with database conversions will also be provided in accordance with VSI standard Sales and Support Policies, as described in Exhibit A, while periodic program only updates are available at any time on the VSI web site. If VSI is providing full hosting services, VSI will provide software installation and upgrade services and coordinate both with each Customer. 2.3 The Software Maintenance and Support fee will be billed annually, and it becomes effective on the first day of your October ft fiscal year for one year. New customers will be charged on a prorated basis from the first day of the installation month through the end of the current fiscal year. 2.4 The Customer is licensed to use the VSI software indefinitely, even if it terminates annual maintenance support. The Customer is the sole owner of its' data, whether Customer hosted or VSI hosted. If VSI hosted and the Customer terminates use of the VSI software, VSI agrees provide a copy of the database to the Customer in readable format. Article 3 — Software Training and Installation Services 3.1 Training is offered at the Customer site, at VSI (12 Market Place, Essex Junction, Vermont), and remotely based on a quoted daily or hourly rate, as described in the Exhibit A, VSI standard Sales and Support Policies. 3.2 Any training services and estimated charges for each Customer, including the number of training days, and travel, lodging, meals, and other expenses, are itemized in Exhibit B. All training dates must be mutually agreed upon by VSI and the Customer. The Customer can request a change of training dates and number of training days. However, if a change is made after travel arrangements have been completed, the Customer will be responsible for any additional costs incurred as a result of the changes. 3.3 If VSI is providing other Installation Services, such as hardware and network operating system installation and setup services, they will be listed in Exhibit B pricing, as well. 3.4 The Customer is responsible for reimbursing VSI for all reasonable expenses, such as travel, lodging, meals, and other expenses necessary to complete the training, as requested by the Customer. VSI quotes per diem for meals based on GSA rates, unless the Customer requests actual receipts. While the other estimated out-of-pocket expenses are also listed in Exhibit B, only the actual expenses will be billed to the Customer, unless the Customer requires a fixed price in advance. 3.5 VSI will honor training and other services quotes for up to 12.0 days, but reserves the right to modify these rates thereafter. sales@vermontsystems.com Tel: 877-883-8757 Page 5 Vermont \FSysterris Standard Sales Agreement 8-25-2017 Article 4 — VSI Hosting Services — (does not apply to this Agreement) 4.1 Web Server Hosting Service - if the WebTrac software is being licensed, it requires a web server, either in-house or hosted, to link the Customer's transaction server with the internet. If the Customer selects the VSI web server hosting service, as described in Exhibit D, for a minimum of one year, the fee will be included in Exhibit B and it will be billed annually in advance. New customers will be charged on a prorated basis from the first day of the installation month through the end of the current fiscal year. Web Server Hosting does not apply to this Agreement. 4.2 Full Hosting Services - if the Customer selects full VSI hosting services for a minimum of one year, whereby the VSI application software and Progress software are installed on VSI servers at either VSI's Eastern or Western data center, the monthly fee for this option will be included in Exhibit B. Full Hosting Services includes web server hosting, as described in Article 4.1. Since VSI will not be providing full hosting services for the Customer, Exhibit E hosting services specifications do not apply to this Agreement. 4.3 The Full Hosting Services guaranteed rate for one year, includes the Platinum/Gold/Silver level services and features, as described in Exhibit F. Exhibit F does not apply to this Agreement. Article 5 — Charges and Payment 5.1 Customer On -Premise Hosted Software if the Customer is installing the software on its own servers, the Licensed Software charges will be billed to the Customer following the initial training session, and will be due within 30 days. The initial Software License fee includes downloading the software and documentation from VSI's FTP web site. All major software upgrades with database changes are obtained the same way. Customers are alerted when program only updates become available, so that they can download at their convenience. 5.2 VSI Full Hosted Software: if VSI is installing the software on VSI servers at either its' Eastern or Western data center, the Licensed Software charges will be billed to the Customer when the software applications become available for Customer use, and will be due within 30 days. Articles 5.2 and 5.3 do not apply to this Agreement. 5.3 VSI Full Hosting Services: the first partial month for full hosting services payment will be invoiced on the first day of the month following availability for Customer use, and all subsequent monthly payments are due on the first day of each month, unless the Customer has agreed to an annual payment in advance. 5.4 The Customer shall pay all applicable sales, consumer use, and other taxes required by law, unless it is exempt from any or all of these taxes. If tax-exempt, the Customer must provide a tax exemption certificate. 5.5 VSI will invoice the Customer for training and installation services, along with travel and other expenses, immediately following the completion of each occurrence of training or other services. salesPvermontsystems.com Tel: 877-883-8757 Page 6 Vermont Standard Sales Agreement 8-25.2017 \fSystems Article 6 —Security of Programs 6.1 The Customer shall be solely responsible for the supervision and control of the licensed Customer hosted software to ensure that it is stored in a secure location for Customer use only and that no unauthorized and unlicensed third party gains access to it. VSI is responsible for the security of all VSI hosted software. 6.2 Under no circumstances shall the Customer be authorized to perform Reverse Engineering of the software object code, in order to illegally generate source code. Article 7 — Warranties 7.1 VSI warrants that it has the right to license the Licensed Software, and that there are no pending liens, claims, or encumbrances against the software. 7.2 VSI warrants that the software shall conform to its published specifications in the Related Materials, including, but not limited to, the Capabilities Summary, On -Line Help, Reports Manual, User Reference Manual, and Training Tutorials. VSI warrants that the software is merchantable, in that it will properly install and operate according to the specifications herein. 7.3 VSI warrants to the Customer that it is solvent, not in bankruptcy proceedings or receivership, nor is it engaged in any proceedings, which would have an adverse effect on its ability to perform its obligations under this Agreement. 7.4 VSI warrants that there has been no violation of copyrights or patent rights in connection with the Licensed Software in this Agreement. VSI shall indemnify and save harmless the Customer from any suit or proceeding brought against the Customer by reason of any such infringement or any wrongful use. VSI will defend or settle any such claim, although the Customer shall be entitled to be independently represented by counsel of its own choice. Article 8— Limitation of Liability 8.1 Except for the warranties specified in Section 7, VSI grants no warranties, expressed or implied, including, but not limited to any implied warranties of fitness for a particular purpose. Notwithstanding anything to the contrary in this Agreement, it is expressly agreed that neither VSI nor the Customer shall be liable to the other Party for special, incidental, indirect, or consequential damages, or for any loss or claim by either Party. 8.2 Liability Insurance. VSI provides the Customer with a Certificate of Liability Insurance with the Customer named as the. Certificate Holder. The standard coverage's with limits and insurer(s) are listed in the attached Exhibit C. If a customer requires insurance coverage beyond the standard limits provided by the VSI Certificate of Insurance, then the customer can either accept the VSI standard coverage at no additional charge or pay for the additional insurance coverage at VSI cost. sales@vermontsystems.com . Tel: 877-883-8757 Page 7 Vermont Standard Sales Agreement 8-25-2017 Systems 3P +1.v, k. i_Ivinn. 8.3 The Parties agree that the laws of the State of Florida will govern this Agreement, and that the venue for legal resolution shall be in Miami -Dade County, Florida. Article 9 — Risk of Loss 9.1 For Customer hosted installations, the risk of loss or destruction, regardless of the cause, shall be the responsibility of VSI until the Licensed Software and Related Materials have been delivered to the Customer's premises or downloaded to the Customer's servers. For VSI hosted installations, VSI will be responsible for the risk of loss or destruction. 9.2 For Customer hosted installations, the Customer shall be responsible for verifying that the Licensed Software and Related Materials have been received, installed on the designated computer(s), and are operational, unless the Agreement specifies that VSI will install the Licensed Software as part of the on- site training. For VSI full hosted installations, VSI will be responsible for installing the software on either its' Eastern or Western data center server. Article 10— Personal Information Protection 10.1 Customer On -Premise Hosted Software & Database: if the Customer installs the VSI application software on its' own servers, the Customer will be responsible for the SSL (Secure Socket Layer) to protect confidentiality of patron data flow between the server and the user workstations. To protect data at rest, VSI offers the chargeable Progress TDE (Transparent Data Encryption) software option to encrypt user -selected sensitive data fields to secure them from unauthorized access. 10.2 VSI Hosted Software & Database: VSI will provide the SSL (Secure Socket Layer) Certificate for the hosting servers to protect the flow of data between the hosting servers and the Customer's remote users, as described in Exhibit E. The Progress TDE (Transparent Data Encryption) software to protect data at rest is included with VSI hosting services at no additional charge. If a breach occurs, VSI will notify the Customer immediately regarding the extent of the breach, so that the Customer can notify its' patrons that a breach of security has occurred. Article 11— Application Source Code 11.1 The Source Code for all VSI application software, along with a list of licensed customers, is held in escrow by VSI's Escrow Agent, Kolvoord, Overton, & Wilson, Attorneys, at 6 Joshua Way, Suite B, Essex Junction, Vermont 05452, Attn: Jason Ruwet 802-878-3346, ifr@essexvtlaw.com. The source code held in escrow is updated after each software release. If VSI defaults in providing software maintenance support due to company failure, or bankruptcy, or discontinuance of said service by VSI, it will notify the Customer and the Escrow Agent that it is in default. The Escrow Agent will then make the source code available to the Customer within thirty days of written notice for Customer support use only. salesPvermontsystems.com Tel: 877-883-8757 Page 8 Vermont Standard Sales Agreement 8-25-2017 VSystems Aa2 Pirks (!v. are Article 12 — Independent Contractor 12.1 In performing the work under this Agreement, VSI acts as an Independent Contractor and is solely responsible for necessary and adequate workers' compensation insurance, as well as personal injury and property damage insurance. Article 13 — Change Orders or Extensions 13.1 The Customer may require changes in the scope of services to be performed by VSI. Such changes, including any increase or decrease in compensation amount, must be mutually agreed upon in writing by the Customer and VSI. VSI shall be compensated for all authorized changes in services. Article 14 — Authorization and Entire Agreement 14.1 Each party represents and warrants that it has the power and ability to enter into this Agreement, to grant the rights stated herein, and to perform the duties and obligations described herein. 14.2 This Agreement and the attached Exhibits A, B, & C constitute the entire Agreement between Vermont Systems and the Customer. 14.3 If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced, then all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect. Vermont Syste i ,,,Inc. Custo i' er Authorized Signature Giles Willey, President Printed Name and Title Date sales@vermontsystems.com ATT > ST® Autho ized Sign ture Jimm L. Morales Cit Mana:er Printe• Name and Title Date APPROVED AS TO FORM & LANGUAGE & FOR EXEC TI N I.NCORP ORATED; ( KSIMRSS- S —"' Clerk 1 City Attorne 1v� /Oj� Dote Page 9 Vermont Systems Sales And Support Policies Exhibit A 6/15/2017 Software License Sales And Support Policies Exhibit A 6/15/2017 The application software license is a one-time fee, which provides for the perpetual use of the software. While a deposit may not be required, the full software license fee is due for all accounts within 30 days of completion of the first training session. The Progress OpenEdge V11 Application Server software and Personal, Workgroup, or Enterprise Relational Database Management System (RDBMS imbedded database) software licenses are also required to operate the VSI application software using a browser. 2. Annual Software Maintenance and Support The required annual maintenance support fee is prorated from the first day of the installation month to the end of the first fiscal year, and thereafter, it is due annually on the first day of each new fiscal year. This fee includes the following: Worldwide telephone (800 US & Canada) and web support for VSI and Progress software five (5) days/week, Monday -Friday, 8arn-Spm ET, and availability of chargeable Extended Hours Pager Support Monday Friday, 8pm-10pm ET, and Saturclay, Sunday, & Holidays 8arn-Spm ET. Further, Pre -Arranged Standard & Non -Standard Hours Standby Telephone Support is available, as described in Section 4 below. The following are included as part of the annual maintenance fee: • Maintenance and repair of application software malfunctions with an acknowledgement response, as described in the Call Process, Section 5 below. salesPvermontsysterns.com One major application software upgrade every two years, along with multiple periodic updates. Major upgrades usually require a database conversion, while other periodic updates are program only. Enhancements are based primarily on user requests, but they also include an extensive number of VSI initiated improvements, all of which are added at the discretion of VSI. The status of all VSI software releases is available on VSI's web site at www,vermontsysterns.com. Further, VSI notifies all Customers regarding the status and availability of all software releases in its' quarterly newsletter. Customers must contact VSI to schedule major software upgrades, which are downloaded from VSI's FTP site by Customers that host on premise. VSI upgrades software for all VSI hosted Customers. One biennial database conversion by VSI via FTP or WebEx during standard VSI business hours. VSI FTP/WebEx-database conversion services are only chargeable, if started and/or completed during non-standard VSI business hours (before 8am and after Spm ET, Monday through Friday ancl on weekends and holidays). Please note that all non- Tel: 877-883-8757 Page 1 Vermont VSysterns Sales And Support Policies Exhibit A 6/15/2017 production database conversions are billable at standard VSI support rates, VSI provides coordinated software upgrade and database conversion services for VSI hosted Customers, • Federal and State regulatory requirement changes. User ID and Password login access to Customer Support and Downloads sections on VSI web site. • Phone support to explain how to configure database, how system works, and how to prepare for implementation of certain functions, such as those listed below under Extended Dedicated Support • Updates to financial and other interfaces due to VSI application software modifications and not due to application software modifications by other vendors. Any of the following costs associated with customer support are not included: Actual usage of Standard Hours Pager Support, Bpm-1.0pm ET, Mon -Fri and Sat, Sun, et Holiday 8am-Spm ET. • Pre -Arranged Standard Standby Telephone Support, Monday -Friday, 8am-5pm ET, and Non -Standard Standby Telephone Support are chargeable at different rates per hour, Any associated travel and out-of-pocket expenses for installation and training services, • Installation and configuration of product enhancements or releases, database repairs, and more than one biennial database conversion are chargeable, unless VSI is providing hosted services, Telephone support related to computer hardware, operating systems, networking, and reinstallation and configuration of application software is chargeable. If the hardware and software configurations are modified after VSI has completed an -site or telephone installation services, additional requested support services are chargeable. • Telephone training, as a substitute for on-site training or classroom training at VSI, as well as for untrained operators, is chargeable. Refer to Sections 6 and 7 below and to standard VSI hourly services pricing. • VSI application software WAN access configuration, • Customized print programs and updates are chargeable. • Interfaces to export or import data from or to other application software databases are chargeable. sales@vermontsystems.com Tel: 877-883-8757 Page 2 Vermont Sales And Support Policies \I Systems Exhibit A 6/15/2017 0 Extended Dedicated Support to implement or change certain functions, such as 1) Switching from Cash to Accrual Accounting; 2) Reinstall WebTrac software on server; 3) Customize Splash Page; 4) Create Web Bypass Links; 5) WebTrac Style Sheets changes; and, 6) Database Support to analyze and correct extensive out -of -balance condition, Hosting services are not included in the VSI application software maintenance fees. Programming Enhancements Although VSI policies provide for charging for special programming, we generally do not charge for individual enhancement requests. All approved enhancements and repairs are automatically included in all updates as part of the annual maintenance fee. 4. VSI Extended Hours Pager & Standby Telephone Support Services Standard Extended Hours Pager Telephone Support Monday - Friday Bpm — lOpm ET, and Saturday, Sunday, & Holidays 8am-Spm ET. If extended hours support is actually provided, it is chargeable with a minimum per call or multi -call issue. Pre -Arranged Standard and Non -Standard Hours Standby Telephone Support Standard Standby Telephone Support, Mon -Fri, 8am-5pm ET and Non -Standard Standby Telephone Support can be pre-arrangecl by calling VSI at least one full business day in advance, Standard & Non -Standard Standby Support is provided at different rates per hour. 5. Support Call Process To provide high quality support and to effectively assign resources to incoming calls, three types of call priorities are identified as follows: Priority 1 is considered Urgent or High Priority, Priority 2 Is classified as Medium Priority, and Priority 3 is deemed to be Low Priority. The criteria used to establish guidelines for these priorities are as follows: Priority 1— High Consists of errors that cause unrecoverable loss or corruption of data or loss of essential software functionality that prevents Customer processing, and there is no workaround. Generally, the system would be down, Priority 2— Medium Consists of errors that cause loss of essential software functionality that prevents Customer processing, but has a workaround, or loss of non-essential software functionality that does not sales@vermontsystenis,corn Tel: 877-883-8757 Page 3 Vermont V Systems Sales And Support PoIicies Exhibit A 6/15/2017 have uworkaround. Generally, the system Is nat down, but the problem bcausing staff inconvenience. Priority 3 — Low Consists of errors that may be causing Ios of non-essential software functionality, but have a workaround. WhiIe the system is not down generally, the Customers operational questions need to be resolved. Response Times VS1 will respond to Priority 1-3 support calls in accordance with The Table of Service below, and all time references are clock hours or calendar days, unless otherwise specified. The Customer will use the VSI telaphone number or support email address during standard VSI business hours, as described in Section 2, or the VS1 pager number during standard pager support hours, as described in Section 4. 'rhe Customer can also caIl the pager number to request support during pre -arranged non-standard pager support hours, as described in Sectiori 4, The Customer and vsr support person may also use cell phones for more efficient responses. All issues or questicns reported to support are tracked via a Iogged support calI that contains at a rninimurri the Customer name,contact person, software product arid version, madule ancl/or menu setection, nature of issue, detailed description of the question or issue, and any other pertinent information. The support person will provide the Customer with a call nuniber to track each call issue. Each call will be stored in a queue and the first available support representative will be assigned to the next call issue. While reviewing tha caU issue,the assined supporperson will contact the Customer, if additionat information is needed. The VS1 support person will either resolve the issue with the Customer or advise the Customer regarding the status and the course of action being taken to resolve it. Alt corresponclence and actions associated with a caIl are tracked in the suppert database. If the issue needs to be escalated to a development resource, the Customer will be informed. White issues escalated to developrnent will be scheduted for resolution, they may not be resolved immediately depending on the nature and complexity of the issue. The Customer may contact the support departrnent at its conveniere for a status update on cleveloprnent issues, Esca lation Process n the event that VSI is unable to provide either a permanent or a mutually acceptable temporary resotution within the applicable ttmeframes set forth in the Table of Service betow, VSI will initiate escalation procedures at VST's sole expense, except if due to hardware malfunctions, utility failures, air conditioning malfunctions, non VS1suftware problems, communications malfunctions, environmental probtenis, user errors ar any other cause outside VSI's reasonable control, in which case VSI may charge the Custorner at the hourly rates listed in sales@vermontsystermcom Tel: 877-883-8757 Page 4 Vermont \yr Systems Sales And Support Policies Exhibit A 6/3.5/2017 VSI services pricing. However, VSI will continue to assist the Customer to resolve the problem, even when VSI and Customer may not agree on the cause of the problem. Table of Service Requirements. The table below lists the service level required by the three Priority levels described above: Service Level Required Priority 1 Priority 2 Priority 3 (time measured from initial call to VSI) initial Response Due 1 hour 4 hours 5 days Correction identified ancl a mutually 24 hours 7 days As agreeable correction plan will be mutually developed within agreed Escalation Stage 1 (Support Managers) 12 hours 7 days N/A Stage 1 Status Report Intervals Every 4 hours daily N/A during standard business hours Escalation Stage 2 (Vice President of 24 hours 7 days N/A Support) Stage 2 Status Report Intervals Every 4 hours daily N/A during standard business hours Escalation Stage 3 (President) 72 hours 10 days N/A sales@vermonts te .corq Tel 877-883-8757 Page 5 Vermont VSystems 6. VSI Support Services Pricing Sales Aiid SupportPolicies Exhibit A G/15/2017 VSI charges a daily fee for on-site training based on an 8 -hour day, plus out-of-pocket travel expenses. VSI charges the sarne daily fee for cIassroorn-traning at VSI for the first two Customer trairiees, aIon with a reduced rate for each additional trainee, Other servics include 800 telephone training, programming, hardware, and network confiuration support services, Travel time, which includes two-way iravel for trips lasting ess thari 4 hours is also chargeable VSI reserves the right to modify these rates at any time. Contact VSI for a quote. 7. VSI Weekend Support Services P'Dg The dally and hourly weekend training rates are based on one and one haif times the standard weekday rates, If the Customer asks a VSI Trainer to stay over a weekencl,in order to save on travel costs, and no training is provided, the Customer will be charged a reduced daily fee, plus all normal travel expenses. VSI reserves the right to modify these rates at any time. Contact VSI for a quote, On -Site Training Short Notice Cancellation Penalty If scheduled on-site training is cancelled with less than 2 weeks' notice, the Customer will be responsible for any travel expense Iosses, as well as a penalty to partiaDy offset VSI Trainer rescheduling costs. This penalty will be applied reasonably. 9. Training Cancelled During Scheduled Onsite Training Week If the Customer cancels or delays training for any reason (weather, trainee sickness, etc) while the VSI Trainer 15 onsite, Customer must still pay VSJ daily rates for training and travel expenses. 10. Telephone Support Telephone sLIpport worldwide, during VSI standard business hours, is included in the Annual Software Ivlaintenanceond Support fee, provided that VSI has previously trained the individuals being supported, Otherwise, chargeable telephone or on-site training must be completed. 11. Documentation All documentation is provided electronically via FTP with the application software and it includes the online User Reference Manual, Installation Planning Guide, Sample Reports, Installation instructions, Ori-Lirie Help, and Sample Databae with Tutorial. Custorners can print any nuniber of opies needed to train their staffs arid manage their operations sales(Ovemmntsvstemscon Tel: 877-883-8757 Page 6 Vermont VSystems 12. Installation Planning Sales And support Policies Exhibit 6/15/2017 After receiving your order, VS! will assist you to develop a plan, which will assignCustomeraod VSI responsibiIities for the various elements required to successfully complete the installation and training. 13, Third Party VOdor General Ledger/Cash Receipts Interface Procedures The VS1 Trainer will configure RecTracsoftware for the appropriate vendor interface andwill show the Customer how to generate the batch export fite that contains the summary or detailed transactions for the day or any date range. At this point it is the Customers responsibiIity to contactCustomer's responsibility to contact the finarc.iaI software venclor to arrange for assistance to import the daily batch file for automatic posting to the cash receipts or general ledger system. The VS1 trainer is not responsible for importing the batch files into any third party application software or for contacting the vendor. 14. Hardware Payment & Warranty FuiI payrnent for the hardware and systems software 15 due olIcwing clelivery and verification of the order. The verification process must be cornpleted,so that all payments can be made within 30 days af delivery. The VSt suppiied hardware includes warranties from the rnanufacturers or distrlbutors for specified periods. Piease review the quotes and warranty chart provided by VSt. After the warranty period or add-on warranty period, hardware vendors also provide time and mateiials maintenance support. Warranty and maintenarice contract service provided on Depot Basis can require several days to tomp|ete. Therefore, plan your purcbases to include spare critical units, in order to provide your users with uninterrupted operations. Hardware returns in the original packaging are only accepted during the first 30 clays foliowing delivery. 15. VSI POS Hardware Support To support aur P05 software applications, VSIoffers a broad rarige of hardware camputersand peripherais that we have evaivated, cjualified, and configured to function prcperiy with our software. This requires an extensive investment of resources including labor and the purchase of one or more af each type hardware product. Further, these hardware products are essential to support our customers and for testing each software upgrade. Most customers appredate the availability of these qualified products, since it saves them from experiencing the same expensive process. Our priority is to offer only high quality prodLtcts with extended warranties at competitive prices, but not necessarily at the lowest prices, Aqualified product that is competitivety priced is much more important than the owest price. More often than not a lower priced unqualified product will eventually cost much more for all concerned, VS1 hardware support policies are as follows: '« Tel: 877-8$3-8757 Page Vermont Sales And Support Policies QuaUfied POS Hardware Purchased From VSI — Full Support VSI wilt be responsible for ordering the properly configured hardware with the correctcables ancf other features, delivery, histailation and ccnfiguratioii assistance, toll free telephorie support, and warranty service arrangemonts, as neacled. Full Support s defined as assisting the Customer to successfully implement the first one or two units of the same product, Ona|if~edPOS Hardware Purchased From Another Source — Partial Support VSI is not responsibe for resolving problems resLllttng from incorrectly ordered hardware, resufting installation and configuration problems, and warranty service arrangements. However, VSI wifl provide Iimfted guidance and support during the lnstallatton of the hardware. If issues are not resolved within a few minutes, then VSI will continue to provide 800 phone assistance at the standard VSI support rate, Non -Qualified P05 Hardware Purchase From Another Source — Limited Support VSI doos not support non-VSI qualified POS hardware us[ng our 800 support liries.However, if a customer calls for assistance and the VSI support person determines that the request is for a nonquaIified product, he/she will discuss options as fotows: 1) Select qualified hardware on the VSI price Iist, or 2) Discuss qualifying a new product with VS manajement. if a customer requests VSI to consider qualifying a non-qualified product, we will evaluate the circumstances, and ifjustifled, will attempt to qualify. In order to proceed, the custorner must send an evaluation unit to VSI and we will attempt to quaflfy it at standard V5lsWpport notes. The customer must specify a qualifying spending limit. tf successful, VSI rnay or may not add the product to our price Iist, Ifadded, VSlwill continue to support the product, as described under qualified hardware options. If not, any on-going qualifying that might be required, as a result of hardware or software upgrade charges will be chargeable. POS Hardware Onsite Installation Support If you expect the VSI Trainer to install POS hardware during an onsite training trip, you must allocate sufficient time in the schedule to complete the software training and the hardware installation and configuration. The time allocated will vary based on the three situations described above, but the most time-consuming will involve hardware that VSI has not qualified. The time allocated will also vary depending on the number units to be installed, If the VSI Trainer instaus and configures the hardware during a normal 8 -hour workday, then this would be included in the previously approved onsite training fee. If the VSI Trainer is required to work in excess of 8 hours on any given day, in order to complete the hardware setup and software training during the scheduled onsite visit, then the Customer will be billed for overtinie fees. Tel: 877-883-8757 Page 8 Ve Description: Prepared For: Contact Name: Contact Email: Approved By: Description ont Exhibit B - Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Beach, FL Vianca Peron-Sellan, Admin Services Mgr viancaperon-sellan@miamibeachfIgov Robert Willey (bobw@vermontsysterns.com) Purchase Price RecTrac - Workgroup Multi -User Software Application Software Progress QpenEdge Software VSI-Add-Ons Support Services - Training & Expenses Total RocTrac: ID Systems - VVorkgroup Multi -User Software Application Software ' Progress OpenEdga Software ID Card Hardware Barcode Readers Total ID Systems: WebTrac - Workgroup Edition Application Software Progress QpenEdge Software VSI-Add-Ons Support Services - Training & Expenses PayTrac. - Workgroup Multi -User Software Application Software Support Services - Training & Expenses Total WobTrac: Total PayTrac: Proposal Summary Pricing VSI Quote Number: 65735 Please See Detail Breakdown on Following Pages Phone Number: (305)673-7730 Ext - 6876 Fax Number: (786)394-4363 Quote Date: 10/13/2017 Annual Estimated Total Maint/Svs Shipping* Price $23,700.00 $4,460.00 $4,740.00 $892.00 $1,500,00 $300,00 $17,070.00 $0.00 347,010.00 35,662.00 31,030.00 $190.00 3216.00 $38.00 312,275.00 30.00 31,675.00 30.00 315,246.00 $228.00 315,850.00 33,170.00 33,170,00 3634.00 $1,250.00 30.00 37,705.00 80.00 327,975.00 $3,804.00 31,500.00 $300.00 3200.00 30.00 51,700.00 3300.00 30.00 328,160.00 30.00 35,632.00 $0.00 $1,800.00 30.00 317,070.00 $0.0a 552,662.00 30.00 31,270.00 $0.00 3254.00 3255.00 312,530.00 365.00 31,740.00 $320,00 315,794.00 30.00 $19,020.00 30.00 33,804.00 30.00 31,250.00 30.00 37,705.00 30.00 331,779.00 30.00 31,800.00 30.00 $200.00 $0.00 32,000.00 VSI TOTALS Application Software Progress OponEdge Software ID Card Hardware Barcode Readers VSI-Add-Ons Support Services - Training & Expenses Grand Totals: * NOTE: Shipping is E09 - Origin 342,130.00 38,120,00 30.00 350,250.00 38,126.00 $1,664.00 30.00 $9,690.00 312,275.00 30.00 $266.00 312,530.00 31,675.00 30.00 365.00 31,740.00 52,750.00 $300.00 30.00 33,060.00 $24,975.00 30.00 30.00 324,975.00 $91,931.00 $9,984.00 $320.00 $102,235.00 1Pk,s Tax %here Applicable 1 Includes Shipping FOB . Origin} 12 Market Place, Essex Junction. 05452 877.883.8757 www.vermontsysttems.com Page it1 Vermont Description: Prepared For; Contact Name: Contact Email: Approved By: Q Unit Exhibit B - Vermont Systems Pricing Miami Beach Parks & Recreation, Wilami Be h, FL Vianca Peron-Sellan, Admin Services Mgr viaricaperon-sellan@miamibeachfi.gov Robert Willey (bobw@vermontsystems.com) Descr tion RecTrac Workgroup Multi -User Software Recreation Tracking Software VSI Quote Number: 65735 Please Review Notes on Last Page Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Phone Number: Fax Number: Quote Date: Unit Price (308)673-7730 Ext 6876 (786)394-4363 10/1312017 Extended Price Annual MaintiSvs 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 28 Each 1 Each 1 Each 10 Day(s) 2 Day(s) 14 Each 2 Each 12 Hour(s) AapagEggakalEga Activity Registration (V -RT -MU -AR) Facility Reservations (V -RT -MU -FR) Pass Management (V -RT -MU -PM) Point-of-Sale/inventm Control/Tickets (V -RT -MU -PS) League Scheduling (V -RT -MU -LS) Court Reservations (V -RT -MU -CR) Incident Processing and Reporting (V -RT -MU -IC) Systems Administration (required) (V -RT -MU -SA) Additional Users Over 2 (TOTAL 30 concurrent users) (V -RT -MU -AU) $2,760.00 $2,760.00 92,750.00 92,750.00 91,950.00 91,950,00 50.00 9400.00 9300.00 Total Application Software: Progress OpenEdge Software OpenEdge Workgroup Appl Server & RO8iv1S (T -PG -MU -OE) VSI-Add-Ons RecTrac General Ledger interface (V -RT -IN -GL) 94,740.00 Total Progress OpenEdge Software: S1,500.00 Total VSI-Add-Ons: Su ort Services -Trainin & Ex enses Installation/Training, Municipal, On-Site/Day (XS -TNG -01) Travel Time (X -S -TNG -09) Travel Expenses per day (estimated) (X -X -EXP) Expense Airfare (estimated -pay actual only) (X -X -AIR) Phone/Webex Setup or Training/Fir, (Min 15 Min1$37.50) (X-S-TNP-01) 9750.00 9375.00 9330.00 91,200.00 9150.00 Total Support Services -Training & Expenses: 52,750.00 52,750.00 92,750.00 52.754.00 51,950.00 51,950.00 80.00 9400.00 68,400.00 923,700.00 5490.00 5490.00 9490.00 1 $490,00 2 3350,00 5350.00 2 90.00 9400.00 3 91,400.00 94,460.00 94,740.00 9802.00 4 94,740.00 9892.00 91,500.00 3300,00 s 91,500.00 • 9300.00 57,500.00 9750.00 $4,620.00 92,400.00 91,800.00 917,070,00 90.00 90.00 90.00 90.00 $0.00 7 90.00 *NOTE: Sh *' ' O - Od In Total Software, Hardware and Support Services Grand Total - RecTrac: 947,010.00 Plus Tax kAtere A 95,652.00 $52,662.00 lIcable/ Includes SN. .Ir. FOC -Ori In The Court and League Module will be trained on via WebEx sessions at a later time. 12 Market Place, Essex Junction, VT. 05452 877-883- 757 www,vermontsystems.com Page # 2 Vermont Description: Prepared For: Contact Name: Contact Email: Approved By: Qt Unit 1 Each 1 Each 5 Each 5 Each 10 Each 10 Each 5 Each 5 Each 5 Each ID Systems Workgroup Multi -User Software Pass Management Photo/Plastic Photo ID Card System VSI Quote Number: 65735 Please Review Notes on Last Page Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Exhibit 51 - Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Beach, FL Vianca Peron-Sellan, Admin Services Mgr viancaperon-sellan@miamibeachtlgov Robert Willey (bobw©verrnontsystems.com) Descri ton Phone Number: Fax Number: Quote Date: Unit rice Extended Price (305)673.7730 Ext - 6876 (786)394.4363 10113/2017 Estimated Annual . • • hi n * MaintlSvs Application Software Pass Mgmt ID Integration - Photo ID Cardisiometric (V -R1 -4411.1 -PMI) 51,080.00 51,080.00 $0.00 8190.00 Total Application Software: Progress OpenEdge Software OpenEdge Workgroup Appl Server & RDBMS (T -PG -MU -OE) $1,080.00 $0.00 5190.00 5216.00 5216,00 80,00 538,00 4 Total Progress OpenEdge Software: ID Card Hardware P3500s 1 -Side ID Card Printer, Ethernet/USH 18spc (H -PID -PL -11) Polaroid P3500s ID Card Printer Cover (H-P1D-PL-11-X-CV) P3500s/P6500/P3000/P4000 Color Ribbon 500 C/R ($-PID-PL-13) P3500s/P3000/P4000/P5500 Color Ribbon 250 C/R (S -PID -PL -14) Blank White PVC Cards- 30Mil (1000 each) (PID -PVC -C-30) 51,750,00 535,00 $175,00 $105.00 $110.00 Total ID Card Hardware: Sarcode Readers MK7580 Custom Configuration for VSI software (H-BCR-HY-11-X-0) Honeywell MK75803 10/20 Genesis Imager, USB Cable (H-BCR-HY-10) 50,00 $335.00 Total Barcode Readers: $216.00 80.00 530.00 58,750.00 $105.00 $0.00 e 5175.00 520,00 60.00 $1,750.00 560,00 50.00 s 81,050,00 540.00 $0.00 $550.00 530.00 50.00 $1Z275.00 5205.00 50.00 50.00 60.00 $0,00 to 51,675.00 865.00 80.00 ii 51,675.00 565.00 50.00 ' NOTE: ShlypIng Is FOB - Origin Total Software, Hardware and Support Services Grand Total - ID Systems: 515,246.00 $320.00 5228.00 Plus TaK Mere $16,794.00 able 1 Includes EN. •Ir FOB - aritIn Customer currently has desktop camera's they will use 12 Market Place, Essex Junction. VT. 05452 877-883-8757 www,verrnontsystems,com Page 0 3 Vermont Description: Prepared For: Contact Name: Contact Email: Approved By: Q Unit Exhibit B - Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Beach, FL Vianca Peron-Sellan, Admin Services Mgr viancaperon-sellan@miarnibeachfl.gov Robert Willey (bobw@vermontsystems.com) Descri .tion Unit Price WebTrac Workgroup Edition Real -Time Internet Software VSI Quote Number: 65735 Please Review Notes on Last Page Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Phone Number: Fax Number: Quote Date: (305)673-7730 Ext - 6876 (786)394-4363 1011312017 Extended Prica Annual Maint/Svs 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each 1 Each Application Software WebTrac Internet Software 26-39 RecTrac Users (V-VIT-MU-IS-26) WebTrac Activity Registrations (V -WT -MU -AR) WebTrac Facility Reservations (V -WT -MU -FR) WebTrac Pass Registrations/Renewal (V -WT -MU -PM) WebTrac League Scheduling (V -WT -MU -LS) WebTrac Court Reservations (V -WT -MU -CR) WebTrac/RecTrac Workgroup Agents (V -WT -M U -AU) $7,750.00 $1,450,00 $1,450,00 51,450.00 51,250,00 $1,250.00 51,250,00 Total Application Software: Other Available Products of Interest WebTrac Point of Sale/Tickets Price: 51,450.00 1 Maint./Services: 5290.00 frogresse SgMvare OpenEdge Application Server Software (T -PG -MU -WB) 53,170.00 Total Progress OponEdge Software: VSI-Add-Ons WebTrac First Style Sheet Service !natal & Major (V -WT -IN -SS -1) Standard Splash Page Options (V -WT -CP -SP) Support Services - Training & Expenses 5 Day(s) Installation/Training, Municipal. On-Site/Day (X -S -TNG -01) 1 Day(s) Travel Time (X -S -TNG -09) 6 Each Travel Expenses - per day (estimated) (X -X -EXP) 1 Each Expense Airfare (eitimated-pay actual only) (X-X-AtR) 4 Hour(s) Phone/Webex Setup or Tralning/Hr, (Min 15 Min/$26) (X•S•TNP-01) S750.00 S500.00 Total VS1-Add•Ons: 8750,00 S375.00 5330.00 $1,200.00 8100.00 Total Support Services • Training & Expenses: Total Software, Hardware and Support Services Grand Total WebTrac: • NOTE: Sta..In. Is FOB Cr In 57,750.00 51,450.00 $1,450.00 51,460,00 51,250.00 51,250.00 51,250.00 815,850.00 $1,550.00 12 $290.00 13 $290.00 13 5290,00 13 5250.00 13 $250,00 13 5250.00 14 $3,170.00 $3,170.00 $634.00 4 $3,170.00 $634.00 $750.00 50.00 15 $500.00 50.00 la 81,250.00 $0.00 53,750,00 50.00 5376.00 50.00 51,980.00 $0.00 a 81 ,200.00 $0.00 $400.00 $0.00 7 87,705.00 $0.00 527,975.00 83,804.00 $31,779.00 Plus Tax Mere ApplIcOla Induces Shippiro FO .011941) 12 Market Place, Essex Junction, VT, 05452 877..883-6757 www.vermontsystems.com Page # 4 Vermont Description: Prepared For: Contact Name: Contact Email: Approved By: Qty Unit 1 Each 0 Each Exhibit B - Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Beach, FL Viatica Peron-Sellan, Admin Services Mgr viancaperen•sellan@miamibeachttgov Robert Willey (bobw@vermontsystems.com) Description PayTrac Workgroup Multi -User Software VSI Quote Number: 65735 Please Review Notes on Last Page Software Pricing Is Valid For 120 Days Hardware Pricing Is Subject to Change Phone Number: Fax Number: Quote Date: (305)673-7730 Ext • 6876 (786)394-4363 10113/2017 Unit Extended Estimated Annual Price Price Shipping* MaintfSvs 2 Hour(s) Application Software VS I WOrkgroup ERI Credit Card Interface (V -PT -MU -ERI) Magstripe Readers Credit Card EMV (Chip & Pin) Device (H -PIN -90) $1,500.00 51,500.00 50.00 8300.00 17 Total Application Software: $1,500.00 50.00 $300.00 5605.00 50.00 $0.00 50.00 AEI Total Magstrlpe Readers: Support Services - Training & Expenses PhoneNVehex Setup or. Training/Hr. (Min 15 Min/525) (X-S-TNP-01) $0.00 $0.00 $0.00 $100.00 5200.00 50.00 50.00 7 Total Support Services - Training & Expenses: $200.00 80.00 $0.00 Total Software, Hardware and Support Services Grand Total - PayTrac: 111/41 Shl FOO Cngin $1,700.00 $0.00 $300.00 $2,000.00 Plus Tax VVhsra A able Insiudes Sh In FO8 0001 Credit card processing hardware is determined based upon the Gateway you choose to utilize.I Customer void liulte to use non -encrypted mag stripe readers they already ovvn. Also currently interface with First Data. 12 Market Place, Essex Junction, VT, 05452 877-883-8757 www,vermontsystems.com Page it 5 Description: Prepared For: Contact Name: Contact Email: Approved By: I Exhibit B - Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Bea h, FL Vianca Peron-Selien, Admin Services Mgr vlancaperon-sellan@miamibeachfl.gov Robert Willey (bobw@vermontsystems.com) Proposal Summary Pricing VSI Quote Number: 65735 Please See detail Breakdown on Following Pages Phone Number: Fax Number: Quote Date: (305)673-7730 Ext - 6876 (786)394-4363 10/13/2017 1 Standard PMP software enables (optional) capture of photo Image during registration, and display of photo during Visit Check-in. You can also add the PMP ID software Interface to print multi -color plastic photo ID cards. 2 In order to use the graphical touch screen option in other modules, you must also license the POS Inventory module. 3 The Workgroup System is quoted for those organizations with 2-39 concurrent users, The pricing for the actual number of licensed concurrent users is found on the ReoTrac quote page under the Application Software section, Two concurrent users are included with the purchase of the first RecTrac module. Additional concurrent users are priced as Additional Users Over 2 (concurrent).:. 4 VSI uses Progress OpenEdge software to develop and deploy its' software applications, and also embeds the required Progress OpenEdge Enterprise or Workgroup RDBMS (Relational Database Management Software) with its' applications, 5 You can select any of the current nearly 100 standard GL interfaces and 4 AP interfaces at this price, If a custom interface is needed, VS1 will provide a quote, after reviewing the requirements. The implementation procedures far all interfaces are as follows; The VSI trainer will select (default) the appropriate vendor interface In RecTraclGolfTrac and show customer how to generate the batch export fife that contains the summary or detailed transactions for the day (or any date range). At this point, it Is the customers responsibility to contact the financial software vendor to arrange for assistance to import the batch file for posting to the cash receipts or general ledger system, :13 6 The Included expenses are ESTIMATED for airfare, lodging, meals, parking, tolls, and rental vehicle (for non -flying trips, car rental can be mare due to lolls and gasoline usage). Actual expenses are billed after each trip. For states with Cashless Tolls, there may be a delay In billing these charges as we sometimes don't get these bills from the car rental companies until weeks after a trip is complete. 7 Time quoted is estimated. Actual time used will be billed. 8 P3500 S 1 -Side Plastic iD Card Printer, 18cps Calor/5cps Mono, Ethernet/USB, Windows XPNlsta/W7/Wt10 Server 2009/2012. P3500$ Energy Star printer includes USB Cable, PS, 3 -Year Swap Out Parts & Labor Warranty Service including Printhead, 4th year warranty does not include the Printhead and motherboard. Annual Servicing/Cleaning and Hot Swap program For those customers purchasing ID card supplies through VSI. 9 R1 -PO -3-0100 P3500S/P3000/P4000 Color Ribbon, 500 Cards Per Ribbon YMCK-T (If P5500 250 Color Front/250 Color Back)Li Each Polaroid ribbon Includes a Cleaning Roller, Cleaning Card, and Snap Swab. Visible Light and Infrared bar code readers read bar codes printed with YMCKO ribbons. 10 Custom Configuration for VSI application software, so plug and play out of the box. 11 Honeywell MK7580G-2 Genesis Bar Code Imager USB Kit, 1 D/2D, PDFI7, Gray, Type A 3M Cable (9.5' - CbI-500.300-S00)), Power Supply, EasylD Software, Documentation, and VSI Custom Configuration, USB keyboard emulation is standard with optional Serial or Parallel emulation. Standard keyboard emulation used to connect reader to dedicated computer. This scanner can be used for RecTrac Background Visit Check -In by configuring It for Serial Emulation using the same USB cable. This enable the computer to be used for other functions, while it is also being used to scan visitor ID cards. 12 WebTrac Internet Software, which Includes all patron mobile WebTrao functions, enables your patrons to process WebTrac transactions real-time using a browser. The WebTrac software does NOT Include hosting services, which are quoted separately, If your IT department or your off -premise web hosting vendor doesn't allow third party software to be Installed on Its web server, then VSI can provide this web hosting service for a nominal monthly fee, Please discuss this Issue with your IT department or your off -premise web hosting vendor to determine whether or not VSI should quote the web hosting fee. VSI bills the web only hosting fee on an annual basis. After the first year, this amount is added to your annual maintenance invoice. 13 WebTrac modules require respective RecTrac licensed modules in order to process web transactions. 14 WebTrao Agents needed are provided to process WebTrac online transactions, Each Agent can service approximately 20 simultaneous requests. 12 Market Place, Essex Junction. VT, 05452 877-883-8757 www.vermantsystem s. ca m Page IF 6 Ve mont Description: Prepared For: Contact Name: Contact Email: Approved By: Exhibit B • Vermont Systems Pricing Miami Beach Parks & Recreation, Miami Beach, Ft. Vianca Peron-Selian, Admin Services Mgr viancaperon-sellan@rniamibeachfl.gov Robert Willey (bobw@vermontsystems.com) Proposal Summary Pricing VSl Quote Number: 65735 Please See Detail Breakdown on Following Pages Phone Number: Fax Number: Quote Date: (305)673-7730 Ext - 6876 (786)394-4363 10)13/2017 15 VSI will customize the WebTrac stylesheet to match the appearance of your web site as closely as possible. After you have finalized your WebTrac page specifications, you will be asked to sign an approval form. VSI will provide the stylesheet programming services and then ask you to verify that the results match your specs. If you ask for additional changes following the completion of the Initial styling then each major change request is priced at $750,00. Minor & Seasonal change requests are priced at 5375.00 each, 18 The Standard Splash Page Option offers a choice of any one of 14 standard spash pages, and they are available on the V$I website for your review, You decide which standard or combination of multiple standards is best for your organization. CT The 8500 fee includes VSI support to assist you to implement the template on your site. This typically takes 2-4 hours. Any time over 4 hours due to change requests will be charged at 5100/hour. Any design changes to the standard templates that require custom programming will be charged at $140/hour, 17 The VSI ERI (External Redirect Interface) fee applies to any of the credit card vendor options. 18 The specific credit card EMV (Chip and Pin) device delivered depends on the PayTrac solution you select. This line item is used as a ptacehotder for budgeting purposes. The different devices range in price from 3500-5750. 12 Market Place, Essex Junction, VT. 115452 877-883-8757 www,vermontsystems.com Page # 7 VERMO19 OP ID: LS / CCWCP' x CERTIFICATE OF LIABILITY INSURANCE DATE tM AVYYYY) 10/13/2017 THIS CIRTIFICTE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY QR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. _ IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, sUbject to the terms and conditions of the policy, Certain policies may require an endorsement. A statement on this certlfleate does not confer rights to the certificate holder In lieu of such endorsement s . PRODUCER • Kinney Pike Williston 62 Knight Lane Williston, VT 06496 Jake Obar CONTACT NAME; Elizabeth Harlow CNE -802-878.1600 iris. Nal; 802-879-4022 =ass. INSURERIS} AFFORDING COVERAGE NAIC it INSURER A: Hanover Imo ranue Com • an 22292 INSURED Vermont Systems, inc. 12 Market Place Essex Jct, VT 05402 INSURER e I Underwriters at Lloyds OBV981314104 minima: 18059 INSURER R t S 1,000,000 INSURER 4: CLAIMS -MADE ® OCCUR INSURER F 5 300,000 OVERAGES CERT. THIS 1S TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS CF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. L TYPE OF INSURANCE Pout NU BER wDOIYYrr MhUDD Llr1{ITS A X COMMERCIAL GENERAL UA81LnY OBV981314104 01/01/2017 01/01./2018 EACH OCCURRENCE S 1,000,000 CLAIMS -MADE ® OCCUR FRAM sESLtiaTgurcaneo} 5 300,000 X 0 liab deductible MED EXP tAny one meson) s 6,000 PERSONAL 5AOV INJURY 5 1,000,000 GEN'LAGGREGATE POLICY OTHER. x LIMIT APPLIES PER: At: LOC GENERAL AGGREGATE $ 2,000,000] PRODUCTS • COMP/OP AGG $ 2,000,000 5 A AUTOMOBILE X — X X LIADiLUTY ANY AUTO ALLOWNED AUTOS HIRED AUTOSX O Ilab dad SCHEDULED AUTOS AO OS NED AWVASI726201 01/01/2017 01/01/2018 COMBINED SINGLE NIT LEOACGdgnl} S, 1,000,000 BODILY INJURY (Pot moon) 5 BODILY Mar I ) 5 P gAaR DAAIAO donli 5 5 A X UMBRELLALI'AO EXCESS LIAO X OCCUR CLAIMS.MADE 03V9813141 04 01/01/2017 01/01/2018 EACH OCCURRENCE 5 6,000,000 AGGREGATE s . 6,000,000 DED 1 X I RETENTIONS 10,000 a , A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y/! OFFICER/MEMBEREXCLUDED? Y (Mandatory In NH) (I o R T10N deterl�� unOF �rP TONS below g DES: NIA WDV9813126 04 01/01/2017 01/01/2018 X STATUTE 2.1H - E L EACH ACCIDENT 5 1,000,000 E L. DISEASE . EA_EMFLOYCE $ 1,000,000 E L. DISEASE . POLICY LIMIT S 1,000,000 B C Professional CyberLlablllty USUCS2800364-16 PHS01217569 12131/2016 01/31/2017 12131/2011 01/0112018 Prof Liab 2,000,000 Cyber 2,000,000 DESCRIPTION OF OPERATION$ t LOCATIONS I VEHICLES (ACORD 101, Additional Romarka Schedulo, may bo aNaohed (I moat) ,pas la roqulrad) — IrIL,F}r t1, L7Cti *_ CANCELLATION City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33138 MIAMIBE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Jake Ober ©1988-2014 ACORD CORPORATION. All rights reserved. ACORN 26 (2014/01) The ACORD name and logo are registered marks of ACORD RESOLUTION NO. 2017-29996 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, WAIVING, BY 617THS VOTE, THE FORMAL COMPETITIVE BIDDING REQUIREMENT., FINDING SUCH WAIVER TO BE IN THE BEST INTEREST OF THE CITY, AND APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A SOFTWARE LICENSE, MAINTENANCE AND SUPPORT AGREEMENT WITH VERMONT SYSTEMS, INC., IN A FORM ACCEPTABLE TO THE CITY MANAGER AND THE CITY ATTORNEY, FOR A THREE (3) YEAR TERM, WITH TWO (2) ADDITIONAL ONE (1) YEAR RENEWALS, IN AN AMOUNT NOT TO EXCEED $104,035.00 FOR THE INITIAL YEAR 1 PURCHASE PRICE, AND $10,284.00 EACH YEAR THEREAFTER FOR ANNUAL MAINTENANCE SERVICES, FOR A PARKS AND RECREATION DEPARTMENT SOFTWARE FOR ACTIVITY REGISTRATION, FACILITY RESERVATIONS, INVENTORY CONTROL, TICKETING, PAYMENT PROCESSING, AND RELATED SERVICES. WHEREAS, on August 15, 2012, Request for Proposals (RPP) No. 62-11/12 was issued to Install and maintain an externally web hosted software for the City of Miami Beach Parks and Recreation Department; and WHEREAS, on January 16, 2013, the Mayor and City Commission adopted Resolution 2013-28108 accepting the recommendation of the City Manager to enter into negotiations with the second -ranked proposer, Capturepoint.com, pursuant to the RFP No. 62-11112; and WHEREAS, on July 15, 2015, the Parks and Recreation announced the launch of Capturepoint; the web -based registration system was established to provide families with the convenience of registering and paying online for parks and recreation programs and activities, something that the previous system did not offer; and WHEREAS, although Capturepoint has provided the City with its needs as outlined in the RFP; staff has found themselves constantly requesting for items to be changed, upgraded and added in order to perform daily functions; and WHEREAS, although the online registration module is functional, the department has received multiple complaints from residents stating that it is hard to understand and not user- friendly, and the City of Miami Beach Parks and Recreation Department's needs have surpassed the capabilities that Capturepoint currently offers; and WHEREAS, technology is an instrumental piece for both staff and customers OF THE City's Parks and Recreation Department; and WHEREAS, the Department submits it is in the City's best interest to identify software that is currently being used successfully by other municipalities, can provide , the required products and services without extensive customization, and is user friendly; and WHEREAS, at the March 24, 2016 IT Steering Committee meeting, Parks and Recreation staff presented its request to purchase new software for an estimated $75,000.00 for the initial year and $40,000.00 for each year thereafter; and WHEREAS, the IT Steering Committee voted in favor of the department's request and the project was funded $75,000.00 through the FY 2017 budget cycle; and WHEREAS, upon the approval of funds for a new Parks and Recreation Software, staff did research based on the needs and requested information from several software companies, and also attended the 2016 Florida Recreation and Parks Association Annual Conference and met with several Parks and Recreation Software exhibitors to collect more information; and WHEREAS, after discussing with staff and analyzing the best system to meet the needs of the City and of the community as a whole, the Parks and Recreation Department selected Vermont Systems, Ino.(VSI) as the new software provider; and WHEREAS, VSI is an employee owned company, focused on providing a range of applications that Increase efficiency and productivity; and WHEREAS, VSI has specialized in developing fresh software products for managing recreation and parks operations for municipal, county, state and federal military governmental entities, and currently has over 960 Municipal RecTrac customers with thousands of users; and WHEREAS, the Parks and Recreation Department has been working with VSI to finalize a proposal that meets the City's needs and also coordinated meetings with VSI, the Finance Department and the IT Department to ensure the new software is in compliance with their requirements, in order to make the transition as smooth as possible; and WHEREAS, VSi has provided the City with a final proposal (Exhibit "A") which includes the following: • ReaTrac ✓ Activity Registration a Facility Reservations o Pass Management o Point-of-Sale/Inventory Control/Tickets o League Scheduling o Court Reservations • WebTrac (Online) o Internet Software for RecTrac Users o Activity Registration o Facility Reservations o Pass Management o League Scheduling o Court Reservations a Splash Page Options • PayTrac o Credit Card Interface • Support Services -» Training a Installation onsite n Training Onsite • Hardware o ID Card Hardware o Barcode Readers 24/7 Customer Support o Unlimited Telephone Support (8:00 a.m. — 8:00 p.m. EST) a 24/7 Website Customer Support Section o Comprehensive Help File o Enhancement Requests are welcome; and WHEREAS, the total cost of the software for the initial Year 1 will be $104,035.00, with a fixed cost of $10,284.00 and each year thereafter for annual maintenance/service; and WHEREAS, $75,000.00 will be funded through the funds received in FY 17 and the remaining $29,035.00 will be funded through funds identified in the Parks and Recreation Department's FY 17 budget, which 'will be rolled over to FY18 for this project. NOW THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF Miami Beach, Florida, that the Mayor and City Commission hereby waive, by 5/.7ths vote, the formal competitive bidding requirement, finding such waiver to be in the best interest of the City, and approve and authorize the Mayor and City Clerk to execute a Software License, Maintenance and Support Agreement with Vermont Systems, Inc. in a form acceptable to the City Manager and the City Attorney, for a three (3) year term, with two (2) additional one (1) year renewals, in an amount not to exceed $104,035.00 for the initial Year 1 purchase price, and $.10,284.00 each year thereafter for annual maintenance services, for a Parks and Recreation Department software for activity registration, facility reservations, inventory control, ticketing, payment processing, and related services. PASSED and ADOPTED this Vin day of September, 2017. ATTEST: PHILIP MAY RAFAEL E GRANADO CITY CLERK APPROVED AS TO FOAM & LANGUAGE & FOR EXEGUTI