Amendment Agreement W/ Skidata, Inc. 2019 - 31d2T
AMENDMENT NO. 4
This Amendment No. 4 (the "Amendment") to the Agreement dated October 15, 2015
between the City of Miami Beach and Skidata, Inc. for the Design, Construction, Installation and
Maintenance of a Parking Garage Gated Revenue Control System (ITN 2014-170-SW) (the
"Agreement") is made and entered into this 14 day of DEC E 11 d E n 2019, by and between
the CITY OF MIAMI BEACH, a municipal corporation organized and existing under the laws of
the State of Florida (hereinafter referred to as the "City") and SKIDATA, INC. a Delaware
corporation, authorized to do business in the state of Florida (hereinafter referred to as the
"Contractor").
RECITALS
WHEREAS, on September 30, 2015, the Mayor and City Commission adopted Resolution
No. 2015-29149, authorizing the Mayor and City Clerk to execute an Agreement between the City
and Skidata, Inc., pursuant to Invitation to Negotiate (ITN) 2014-170-SW, for a Gated Revenue
Control System for the City's parking garages, for an initial term of ten (10) years, with two (2) five
(5) year options, at the City's sole discretion; and
WHEREAS, the City and Contractor entered into an Agreement, dated October 15, 2015
(the "Agreement"), for the design, construction, installation, and maintenance of a parking garage
gated revenue control system, pursuant to ITN 2014-170-SW; and
WHEREAS, Amendment No 1 to the Agreement, dated, May 19, 2016, was approved
under the City Manager's authority for the software development cost of the resident parking rate
discount program integration and in-lane validation system in the amount of $28,975; and
WHEREAS, Amendment No. 2 to the Agreement, dated May 26, 2017, was approved
under the City Manager's authority for the purchase of consumables, and the cost of labor hours
and items not covered under the maintenance agreement, subject to funding approval through
the annual operating budget process; and
WHEREAS, Amendment No. 3 to the Agreement, dated May 8, 2018, was approved by
the Mayor and City Commission on April 11, 2018, pursuant to Resolution No. 2018-30252,
expanding the scope of the Agreement to include the purchase, installation and maintenance of
the Convention Center Garage; and
WHEREAS, on October 16, 2019, the Mayor and City Commission adopted Resolution
No. 2019-31028, waiving, by 5/7th vote, the competitive bidding requirement, finding such waiver
to be in the best interest of the City, and approving Amendment No. 4 to the Agreement; said
amendment approving the purchase and installation of license plate recognition (LPR) cameras
at the entrance and exit of the City's parking garages, in an amount not to exceed $722,000; and
further approving, retroactively, Amendment No. 2 to the Agreement; said amendment authorizing
the Administration to purchase replacement parts and labor associated with repairs that are not
covered under the maintenance agreement with Contractor, on an as needed basis, during the
Term of the Agreement.
NOW, THEREFORE, for and in consideration of the conditions and covenants hereinafter
contained and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree as follows:
1. The foregoing recitals are incorporated by reference as if fully set forth herein.
2. The purchase, installation and maintenance of the LPR equipment for EACH GARAGE
is hereby added to the Scope of Work under the Agreement, in accordance with the
quote incorporated herein by reference and attached hereo as Exhibit "A-4", entitled
"Skidata License Plate Recognition Proposal".
3. All other terms and conditions of the Agreement shall remain in full force and effect. In
the event there is a conflict between the provisions of this Amendment and the
Agreement, the provisions of this Amendment shall govern.
IN WITNESS WHEREOF, the City and Contractor have caused this Amendment to be
executed by their respective and duly authorized officers the day and year first hereinabove
written.
CITY: CONTRACTOR:
CITY OF MI H, FLORIDA SKIDATA, I► . /
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Dan Gelbe , ayor • -i.-: ! /17.f GY^/u1--
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Title
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Date
Rafael E. Granado, City Clerk
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APPROVED AS TO
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T::IAgenda12019110 October 161Parkingk$ki.ata Amend 4 FINAL10-17-2019.docx & o CLITION
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City Attorney `b Date
Exhibit A-4
SKI DATA
License Plate Recognition (LPR)
Proposal
SKIDATA!L1 O
DRIVING
N. all
Atiie
146
LI •
5 K 1 DATA
1114 KUDELSKI O Ft O U P
DRIVING YOUR DIGITAL FUTURE
Parking Access and Revenue Control Upgrade
SKIDATA PROPOSAL (rev 2)
ISSUE DATE: 11/11/2019
VALID UNTIL: 12/29/2019
PROJECT INFORMATION
PROJECT NAME: CITY OF MIAMI BEACH LPR SKIDATA CONTACT: STEVE WOMACK
PROPOSAL
ACCOUNT NAME: CITY OF MIAMI BEACH PHONE NUMBER: (404)578-4437
PROPOSAL#: 267505 E-MAIL ADDRESS: STEVE.WOMACK@SKIDATA.COM
SKIDATA INC-08/28/2019 Page 1 of 12
SKIDATA L40
DRIVING YCUR Di GITAL FUTJRE
PROJECT LOCATION BILL To INFORMATION
ROCIO ALBA I CITY OF MIAMI BEACH ROCIO ALBA I CITY OF MIAMI BEACH
1755 MERIDIAN AVE STE 200 1755 MERIDIAN AVE STE 200
MIAMI BEACH, FL 33139 MIAMI BEACH, FL 33139-1835
EMAIL: ROCIOALBA@MIAMIBEACHFL.GOV PHONE: (305) 673-7000 x6747
EMAIL:ROCIOALBA@MIAMIBEACHFL.GOV
SOLUTION SUMMARY
IN AN EFFORT TO EXPEDITE INGRESS/EGRESS IN/OUT OF THE FACILITIES AS WELL AS TO ADD AN ADDITIONAL LAYER OF SECURITY TO
OPERATIONS,THE CLIENT DESIRES TO DEPLOY AND IMPLEMENT LICENSE PLATE RECOGNITION TO THE PARCS SYSTEM.
FINANCIAL SUMMARY
EQUIPMENT: $441,541 EQUIPMENT WARRANTY TERM: 12 MONTHS
SALES TAX: EXCLUDED SERVICE OPTION FIRST YEAR
LABOR: $25,612 SCHEDULED SERVICING AVAILABLE
FREIGHT: $ 10,369 EXTENDED WARRANTY AVAILABLE
ANNUAL LICENSING FEES INCLUDED: $ 1,435 PCI-SECURITY SUPPORT AVAILABLE
SUB-CONTRACTED TOTAL: $174,119 UPTIME GUARANTEE AVAILABLE
WAGE OR INSURANCE PREMIUMS: $0
PROJECT SERVICES: $12,654
TOTAL SYSTEM INVESTMENT: $665,730
PROJECT DATES
YOUR DESIRED GO-LIVE *02/26/2020
ESTIMATED AGREEMENT DATE TO MEET GO-LIVE *11/06/2019
PAYMENT SCHEDULES OF VALUES.- .■
# ' PAYMENT DESCRIPTION % $AMOUNT
1 DEPOSIT CHECK-RETURN WITH SIGNED AGREEMENT TO ACTIVATE THE PROJECT 50% $332,865 I
2 ARRIVAL-EQUIPMENT AND SOFTWARE INVOICED ONCE RECEIVED AT SKIDATA 30% $199,719
3 SUBSTANTIAL COMPLETION-UPON GO-LIVE,AN INVOICE WILL BE ISSUED 15% $99,860
4 FINAL RETENTION-AT PROJECT CLOSE-OUT,A FINAL INVOICE WILL BE ISSUED 5% $33,287
SKIDATA INC—08/28/2019 Page 2 of 12
S Ki DATA Li.0
YCUR UWITALFUTUR'_
PROPOSAL STATEMENT OF WORK
SKIDATA UNDERSTANDS THAT YOUR FOCUS RIGHT NOW IS TO UPDATE THE PARKING SOLUTION TO INCORPORATE LICENSE PLATE
RECOGNITION(LPR) INTO YOUR GARAGES AND TO PARTNER WITH A RELIABLE AND RESPONSIVE ORGANIZATION THAT CAN EXCEED
YOUR EXPECTATIONS.SKIDATA HAS EXPERIENCE DELIVERING SUCH SOLUTIONS AT OVER 1000 INSTALLATIONS ACROSS THE
NATION.THE PROJECT DESIGN ALLOWS FOR A QUICK AND RELIABLE MEANS OF INGRESS/EGRESS FOR MONTHLY PARKERS AS WELL
AS FOR YOUR TRANSIENT PARKERS. THIS LPR SOLUTION TIES IN DIRECTLY TO OUR ROBUST VALIDATION SYSTEM. THIS SOLUTION
ALSO PROVIDES YOU WITH KEY REPORTS TO MANAGE THE PERFORMANCE OF YOUR SYSTEM AND WILL TIE INTO YOUR LAW
ENFORCEMENT DATA BASE TO IDENTIFY SUSPECT VEHICLES THAT MAY BE PARKED ON YOUR PREMISES.
G1-4 LANES
G2-2 LANES
G3-2 LANES
G4-6 LANES
G5-9 LANES
G6-4 LANES
G7-4 LANES
G8-5 LANES
G9-7 LANES
G10-4 LANES
LPR SERVER, HEADEND SOFTWARE AND REPORTING TO BE
LOCATED IN SERVER CABINET
SITE LOCATION SUMMARY:;
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# LOCATIONS INVESTMENT
z LU a Q CL Q J W V V Wi v1 of
1 CENTRAL SERVER&SOFTWARE $73,388 0 0 0 0 0 0 0 0 0 0 0 0 2
2 G1 $48,183 0 0 0 0 0 0 4 0 0 0 0 0 0
3 G2 $26,875 0 0 0 0 0 0 2 0 0 0 0 0 0
4 G3 $28,134 0 0 ' 0 0 0 0 2 0 0 0 0 0 0
5 G4 $71,744 0 0 0 0 0 0 6 0 0 0 0 0 0
6 G5 $106,371 0 0 0 0 0 0 9 0 0 0 0 0 0
7 G6 $55,340 0 0 0 0 0 0 4 0 0 0 0 0 0
8 G7 $54,545 0 0 0 0 0 0 4 0 0 0 0 0 0
9 G8 $63,726 0 0 0 0 0 0 5 0 0 0 0 0 0
10 G9 $87,784 0 0 0 0 0 0 7 0 0 0 0 0 0
11 G10 $49,641 0 0 0 0 0 0 4 0 0 0 0 0 0
SKIDATA INC-08/28/2019 Page 3 of 12
SKIDATA LA.0
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12 CLARIFICATIONS&EXCEPTIONS $0 0 0 0 0 0 0 0 0 0 0 0 0 0
TOTAL $665,730 0 0 0 0 0 0 47 0 0 0 0 0 2
LOCATION:CENTRAL SERVER&SOFTWARE
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED PRICE
PLATETECH.LOGIC LICENSING>30 SKIDATA
1 LANES SOFTWARE $33,406.72 1 $33,407
SKIDATA PLATETECH.LOGIC SERVER INSTANCES.
} --
0 VMWARE SERVERS AND RACK IOT SKIDATA
2 , $30,632.43 1 $30,632
VMWARE SERVER WITH RACK INFRASTRUCTURE
LOCATION:G1
SYSTEM COMPONENTS
# I BUNDLE NAME CATEGORY I UNIT PRICE QTY EXTENDED PRICE
3 INEx LPR LANE KIT LPR LANE KITS $9,036.25 I 4 $36,145
1
4 INEX LANE AMS SOFTWARE BY CAMERA LANE EQUIPMENT $419.40 2 $839
iINEXI/TECH INEXLANEAMSSOFTWAREBYCAMERA
LOCATION:G2
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE Q Y � EXTENDED
IL PRICE
I
5 • INEX LPR LANE KIT LPR LANE KITS $9,036.25 i 2 $ 18,073
6 INEX LANE AMS SOFTWARE BY CAMERA LANE EQUIPMENT $419.40 1 $419
INEXI/TECH INEX LANE AMS SOFTWARE BY CAMERA
LOCATION:G3
SYSTEM COMPONENTS
EXTENDED
# I BUNDLE NAME CATEGORY UNIT PRICE I QTY PRICE
-I - -i
•
7 INEX LPR LANE KIT LPR LANE KITS $9,036.25 2 $ 18,073
i
SKIDATA INC—08/28/2019 Page 4 of 12
5KUJATA 4.0
INEX LANE AMS SOFTWARE BY CAMERA
8 1 INEx//TECH LANE EQUIPMENT $419.40 1 $419
i IN EX LANE AMS SOFTWARE BY CAMERA
LOCATION:G4
SYSTEM COMPONENTS
I EXTENDED
# BUNDLE NAME CATEGORY UNIT PRICE QTY PRICE
--t
I
9 INEX LPR LANE KIT LPR LANE KITS $9,036.25 6 $54,218
aza
INEX LANE AMS SOFTWARE BY CAMERA 1
10 !NEXT/TECH ,„, LANE EQUIPMENT $419.40 3 $1,258
EX LANE AMS SOFTWARE BY CAMERA
LOCATION:G5
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED
PRICE
11 , INEX LPR LANE KIT LPR LANE KITS $9,036.25 9 $81,326
INEX LANE AMS SOFTWARE BY CAMERA
12 INEXOTECH LANE EQUIPMENT $419.40 5 $2,097
INEX LANE AMS SOFTWARE BY CAMERA
LOCATION:G6
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED
PRICE
13 ? a, INEX LPR LANE KIT LPR LANE KITS $9,036.25 4 $36,145
14 INEX LANE AMS SOFTWARE BY CAMERA LANE EQUIPMENT $419.40 2 $839
INEXI/TECH INEX LANE AMS SOFTWARE BY CAMERA
LOCATION:G7
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED
PRICE_
15INEx LPR LANE KIT LPR LANE KITS $9,036.25 4 $36,145
'14,4,1:.40 ,,'A- _
INEX LANE AMS SOFTWARE BY CAMERA
16 INEXOTECH INEX LANEAMSSOFTWAREBYCAMERA LANE EQUIPMENT $419.40 2 $839
SKIDATA INC—08/28/2019 Page 5 of 12
•
SKIDATA l�.Q
LOCATION:G8 •
SYSTEM COMPONENTS
# BUNDLE NAME 1 CATEGORY UNIT PRICE QTY EXTENDED
— _--I PRICE
17 INEx LPR LANE KIT LPR LANE KITS $9,036.25 5 $45,181
INEX LANE AMS SOFTWARE BY CAMERA
18 INEXI/TECH LANE EQUIPMENT $419.40 2 $839
INEX LANE AMS SOFTWARE BY CAMERA
•
LOCATION:G9
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED
PRICE
19 •41 INEX LPR LANE KIT LPR LANE KITS $9,036.25 7 $63,254
20 INEX LANE AMS SOFTWARE BY CAMERA LANE EQUIPMENT $419.40 3 $ 1,258
L- INEXOTECH INEX LANE AMS SOFTWARE BY CAMERA
LOCATION:G1O
SYSTEM COMPONENTS
# BUNDLE NAME CATEGORY UNIT PRICE QTY EXTENDED
PRICE
21 ;. INEx LPR LANE KIT LPR LANE KITS $9,036.25 4 $36,145
s� j'.;
22 INEX LANE AMS SOFTWARE BY CAMERA LANE EQUIPMENT $419.40 2
INEXOTECH $839
INEX LANE AMS SOFTWARE BY CAMERA
PROJECT SERVICES
# PROJECT SERVICE NAME TOTAL PRICE
1 COMMISSIONING $ 10,434
2 IT PROJECTS INCLUDED
3 TRAINING AT CUSTOMER LOCATION $2,220
SKIDATA INC—08/28/2019 Page 6 of 12
SKIDATA y.0
SUB-CONTRACTED SERVICES
SUB-CONTRACTOR SITE LOCATION SUB-CONTRACTOR TRADES&DESCRIPTION SUBTOTAL
VIGILANT API INTEGRATION $7,800
INEX ALL (COST ABSORBED BY INEX/SKIDATA) -$7,800
NET COST TO CITY $0,00
CONSOLIDATED CENTRAL SERVER& I
$6,500
PARKING SOFTWARE TRADES:ELECTRICAL;NETWORKING
SENTRY INSTALLATION
COSTS ALL $6,013
TRADES:OTHER
SENTRY INSTALLATION
COSTS ALL $15,030
TRADES:OTHER
CONSOLIDATED
61 TRADES:ELECTRICAL;NETWORKING;STRUCTURED $ 10,270
PARKING CABLING
CONSOLIDATED
G2 TRADES: ELECTRICAL;NETWORKING;STRUCTURED $7,865
PARKING CABLING
CONSOLIDATED
G3 TRADES: ELECTRICAL;NETWORKING;STRUCTURED $9,100
PARKING CABLING
CONSOLIDATED
G4 TRADES:ELECTRICAL;NETWORKING;STRUCTURED $14,885
PARKING CABLING
CONSOLIDATED
G5 TRADES:ELECTRICAL;NETWORKING;STRUCTURED $20,898
PARKING
CABLING
CONSOLIDATED
G6 TRADES: ELECTRICAL;NETWORKING;STRUCTURED $ 17,290
PARKING
CABLING
CONSOLIDATED
G7 TRADES:ELECTRICAL;NETWORKING;STRUCTURED $ 16,510
PARKING
CABLING
SKIDATA INC—08/28/2019 Page 7 of 12
SKIDATA l� a
I -
CONSOLIDATED
G8 TRADES: ELECTRICAL;NETWORKING;STRUCTURED $ 16,478
PARKING
CABLING
CONSOLIDATED
G9 TRADES: ELECTRICAL; NETWORKING;STRUCTURED $ 21,580
PARKING
CABLING
CONSOLIDATED
G1O TRADES: ELECTRICAL; NETWORKING;STRUCTURED $ 11,700
PARKING
CABLING
RECURRING ITEMS INCLUDED IN FIRST YEAR
# ' SERVICE START DATE UNIT PRICE QTY ANNUAL TOTAL PRICE
1 PROTECT.CARE ANTI-VIRUS-SERVER 02/26/2020 $358.77 4 $ 1,435
SCOPE OF WORK&RESPONSIBILITIES
# LABOR&PROFESSIONAL SERVICES SCOPE RESPONSIBILITY
SKIDATA WILL PROVIDE ALL FINAL WIRING TERMINATIONS OF LOW VOLTAGE
1 SKIDATA
COMMUNICATIONS OR CONTROL CABLE ON SKIDATA PROVIDED EQUIPMENT.
SKIDATA WILL PROVIDE TRAINING MANUALS AND O&M MANUALS TO CUSTOMER IN AN
2 SKIDATA
ELECTRONIC FORMAT. HARD COPIES CAN BE PROVIDED FOR AN ADDITIONAL COST.
SKIDATA WILL PROVIDE NEW CONDUIT WITH PULL STRING AND JUNCTION BOXES TO NEW
3 LOCATIONS FOR EQUIPMENT. EXISTING CONDUIT WILL BE RE-USED. DAMAGED,OR UNUSABLE SKIDATA
CONDUIT WILL RESULT IN A CHANGE ORDER.
4 SKIDATA WILL CUT,WRAP,AND SEAL VEHICLE DETECTION LOOPS. SKIDATA
-1
5 SKIDATA WILL PROVIDE AND INSTALL ALL REQUIRED LOW VOLTAGE COMMUNICATION OR SKIDATA
CONTROL CABLE AND INSTALLATION OF SAME.
SKIDATA INTENDS TO RE-USE EXISTING PARKING ISLANDS AS-IS. IF MODIFICATIONS TO THE
6 ISLANDS ARE REQUIRED BECAUSE THE PARKING ISLANDS PROVE TO BE UNUSABLE,THEN A SKIDATA
CHANGE ORDER WILL BE REQUIRED.
SKIDATA WILL USE EXISTING ELECTRICAL AT LOCATIONS THAT WILL REPLACE EXISTING
7 ( EQUIPMENT,AND SKIDATA WILL RUN POWER FOR NEW EQUIPMENT PROVIDED AT SKIDATA
LOCATIONS WHERE NO EQUIPMENT IS INSTALLED TODAY.
WHERE SUBSTANTIAL CIVIL CONSTRUCTION WOULD BE REQUIRED TO PROVIDE THE
8 APPROPRIATE DISTANCE FOR A PRE-CAPTURE LPR CAMERA, POST-CAPTURE CAMERA'S WILL SKIDATA
BE INSTALLED.
SKIDATA WILL PROVIDE AND INSTALL MANAGED SWITCHES FOR THE PARKING SYSTEM
9 I NETWORK. MAINTENANCE OF THE NETWORK IS NOT INCLUDED UNLESS A SEPARATE SKIDATA
MAINTENANCE CONTRACT IS PURCHASED.
SKIDATA INC—08/28/2019 Page 8 of 12
SKIDATA LLO
CUSTOMER TO PROVIDE BASE .DWG FILES WHICH SKIDATA WILL USE TO CONFIRM
10 ESTIMATION OF WORKS AND FOR AS-BUILT DRAWINGS. PDF ACCEPTABLE BUT MAY INCUR CUSTOMER
ADDITIONAL COSTS.
OBTAINING REQUIRED PERMITS IS THE CUSTOMER'S RESPONSIBILITY. DELAYS IN OBTAINING
11 PERMITS WILL AFFECT THE PROJECT SCHEDULE. SKIDATA CAN OBTAIN PERMITS BUT WILL BE CUSTOMER
BILLED AT A TIME&MATERIAL BASIS.
12 EXISTING POWER AND COMMUNICATIONS WIRING TO BE TESTED FOR ACCEPTANCE&REUSED. CUSTOMER
13 NO LIQUIDATED DAMAGES EXCLUSIONS
WORK PERFORMED OUTSIDE OF STANDARD BUSINESS HOURS IS EXCLUDED.OVERTIME
14 EXCLUSIONS
WORK WILL RESULT IN A CHANGE ORDER.
•
15 ALL END-USER INSTRUCTIONAL GRAPHICS AND DECALS FOR PARCSS EQUIPMENT ARE EXCLUSIONS
EXCLUDED FROM SKIDATA'S SCOPE OF WORK.
--
16 No BONDS EXCLUSIONS
17 j NO PREVAILING WAGE REQUIREMENTS EXCLUSIONS
18 ' NO UNION LABOR EXCLUSIONS
19 GPS SCANNING OR X-RAYS OF CONCRETE DECK ARE EXCLUDED. IF NEEDED,A CHANGE ORDER EXCLUSIONS
WILL BE REQUIRED.
SKIDATA INC—08/28/2019 Page 9 of 12
5KIDATA L(,0
ACCEPTANCE OF TERMS AND CONDITIONS
PURCHASING AGREEMENT WITH TERMS&CONDITIONS AS MODIFIED BY THE CITY OF MIAMI BEACH ADDENDUM INCORPORATED HEREIN AND
ATTACHED HERETO(CITY OF MIAMI BEACH ADDENDUM"). INITIAL
INSTALLATION INCLUDES MOUNTING AND COMMISSIONING OF THE SYSTEMS LISTED.SKI DATA WILL ASSEMBLE AND TEST THE SYSTEM AND
VERIFY IT OPERATE PROPERLY. IMAGES IN THIS PROPOSAL ARE FOR DISPLAY PURPOSES ONLY.THE TABLE SCOPE OF WORK&
RESPONSIBILITIES DEFINES SKI DATA'S RESPONSIBILITIES;CHANGES MAY ATTRACT ADDITIONAL CHARGES. NEITHER PARTY SHALL BE LIABLE
TO THE OTHER FOR ANY INDIRECT,SPECIAL OR CONSEQUENTIAL DAMAGES,INCLUDING BUT NOT LIMITED TO LOST PROFITS AND LOSS OF USE.
SKI DATA WILL PROVIDE TRAINING AS WELL AS COMMISSIONING SERVICES UP TO THE HOURS STATED. ADDITIONAL TRAINING CAN BE SCHEDULED
AND WILL BE PROVIDED AT THE RATE OF$950.00 PER DAY.
UNLESS SPECIFICALLY DEFINED,TRAINING IS TO BE DELIVERED AT A SENTRY AUTHORIZED TRAINING FACILITY.
THE COST OF PERMITS WHERE REQUIRED ARE NOT INCLUDED IN THIS PROPOSAL UNLESS SPECIFICALLY STATED.
PRICING DOES NOT INCLUDE PLA—UNION LABOR RATES AND DOES NOT INCLUDE PREVAILING WAGE LABOR RATES.
PAYMENT TERMS:THE DEPOSIT STATED ABOVE IS DUE WITH ACCEPTANCE OF THIS PROPOSAL.YOU WILL BE BILLED NET 30 AS EQUIPMENT IS
DELIVERED TO SENTRY,WITH THE BALANCE DUE UPON COMPLETION. A CANCELLATION OR RESTOCKING CHARGE OF 40%MAY BE ASSESSED ON
CANCELLED ORDERS. SPECIAL ORDER ITEMS MAY CARRY UP TO 100%CANCELLATION/RESTOCKING FEE BASED ON FACTORY RETURN POLICIES.
ACTUAL SALES AND USE TAX VARY. CUSTOMER IS RESPONSIBLE FOR CHANGES REQUIRED BY LOCAL TAX JURISDICTION.
INVOICES NOT PAID WITHIN THE TERMS OF THIS PROPOSAL ARE SUBJECT TO SERVICE CHARGES AT THE RATE OF 1.0%PER MONTH. IN THE EVENT
OUTSIDE MEDIATION IS NECESSARY FOR THE COLLECTION OF AN UNPAID INVOICE,THE CUSTOMER IS RESPONSIBLE FOR COLLECTION COSTS AND
REASONABLE ATTORNEY'S FEES.
WARRANTY COMMENCES ON THE DATE SKI DATA RECEIVES MATERIALS FROM THE PARTS SUPPLIER UNLESS OTHERWISE SPECIFICALLY DEFINED.
SUPPORT FOR MANUFACTURER'S WARRANTY IS PROVIDED DURING BUSINESS HOURS WITH A HOTLINE(REMOTE)SUPPORT OF UP TO 15 MINUTES
DURING BUSINESS HOURS. FURTHER SUPPORT SERVICES BY AGREEMENT ONLY. ONLY TRAINED AND CERTIFIED USERS OF THE SUPPORTED
SOFTWARE VERSION CAN LOG AND RECEIVE WARRANTY SUPPORT.
BENEFICIAL USE OF THE SYSTEM BY CUSTOMER CONSTITUTES ACCEPTANCE OF THE RATES,ADMINISTRATION OF ALL RATE CHANGES IS THE SOLE
RESPONSIBILITY OF THE CUSTOMER. SKI DATA IS ABLE TO PROVIDE ADDITIONAL PROFESSIONAL SERVICES ON A TIME AND MATERIALS BASIS AT AN
HOURLY RATE IS$250,SUBJECT TO CHANGE FROM TIME TO TIME,PAYABLE THIRTY(30)DAYS FROM RECEIPT OF INVOICE.CUSTOMER AGREES TO
PAY THE ANNUAL OR ONGOING SOFTWARE LICENSING FEES PER THIS PROPOSAL WHEN DUE.
THE FOLLOWING ITEMS TO BE AGREED TO REFER TO SEPARATE DOCUMENTS AVAILABLE FOR REVIEW:
1.A CONDITION OF CONFIRMING THE SCHEDULE YOUR PROJECT FOR INSTALLATION IS RECEIPT OF THE PROJECT DEPOSIT. THE AUTHORIZATION OF
THIS DOCUMENT INCLUDES A REQUIREMENT TO PROVIDE DETAILS OF THE PROJECT'S BILL TO CONTACT,ACCOUNTS PAYABLE CONTACT,SITE
OWNER AND LENDER AS APPLICABLE.
2. CUSTOMER COVENANTS AND AGREES THAT IT WILL FULLY AND STRICTLY COMPLY WITH THE LICENSING AND PCI ACKNOWLEDGEMENTS AND
WITH ALL PROTOCOLS AND LICENSES OUTLINED IN THE ACKNOWLEDGEMENT DOCUMENTS,AS THEY MAY BE AMENDED FROM TIME TO TIME AS
MODIFIED BY THE CITY OF MIAMI BEACH ADDENDUM.
PROJECT AUTHORIZATION
SIGNATURE: � SIGNATURE: '
NAME: Ji 'uL. Mt rales NAME: #e.-el i7/- L y-cc/I-
TITLE: Cit! Manager TITLE: �l G�Pi5 4004r
I ORGANIZATION: City of Miami Beach, Florida ORGANIZATION: SKI DATA,INC A/D V , 2
APPROVED AS TO
FO t.' •NGUAGE
SKIDATA INC-08/28/2019 -O 0 XECUTION Page 10 of 12
42- 3/' 19
Oty Attorney '
Date
CITY OF MIAMI BEACH ADDENDUM-GENERAL
1. Incorporation by Reference. The City of Miami Beach, Florida ("CITY") and the cancelled without giving CITY thirty (30)days'written notice prior to the effective date of
undersigned("Vendor") hereby incorporate this Addendum-General ("Addendum")into the cancellation.Timely renewal certificates will be provided to CITY as coverage renews.Vendor,
agreement between CITY and Vendor(the"Agreement"). If this Addendum conflicts with the for and on behalf of itself and each of its insurers, hereby waives any and all rights of
Agreement terms,this Addendum shall control. subrogation against CITY for any loss or damage arising from any cause covered by any
2. Payment.Vendor shall submit bills for compensation for goods,services and/or expenses insurance required to be carried under the Agreement by any other insurance actually carried
in detail sufficient for a pre-and post-audit;invoice requirements will be specified by the CITY by Vendor.Vendor shall provide copies of any insurance policies upon request by CITY. If
department utilizing Vendors services. If CITY does not issue payment within forty-five(45) the professional liability coverage is provided on a claims-made basis,then such insurance
days of receipt of a proper invoice, CITY may pay Vendor an interest penalty at the rate shall continue for three(3)years following the expiration or termination of the Agreement.The
established pursuant to§55.03(1),F.S.,if the interest exceeds one dollar.CITY's performance insurance shall have a retroactive date of placement by the effective date of the Agreement.
and obligation to pay is contingent upon an appropriation of funds;CITY will give notice to d. Third Parties.CITY is not liable for the acts of third parties or the consequences of the acts
Vendor of the non-availability of funds when CITY has knowledge thereof. CITY will be of third parties.There shall be no third party beneficiary to the Agreement.
responsible for paying only for any goods/services it receives; Vendor must refund any e. Governing Law.The Agreement is governed by the laws of the State of Florida,without
payment for goods/services that are unused upon the termination of the Agreement.CITY is a regards to its conflicts of law principles.Exclusive venue of any actions shall be in Miami-
tax immune sovereign and exempt from the payment of sales,use or excise taxes.Vendor is Dade County,Florida.CITY is entitled to the benefits of sovereign immunity.
responsible for and shall pay any taxes due under the Agreement. If Vendor is making any f. Travel Expenses. If CITY is responsible for reimbursing Vendor for travel expenses
payment to CITY,Vendor shall pay timely and not offset any amounts.CITY shall not make pursuant to the Agreement,bills shall be subject to,and shall be submitted by Vendor in
any deposits or prepay any amounts;any deposits are refundable. accordance with,§112.061,F.S.and CITY's Travel Policy. CITY reserves the right not
3. Relationship of the Parties.Each of the parties is an independent contractor and nothing to pay travel expenses unless CITY approves such expenses in advance,in writing.
in the Agreement shall designate any of the employees or agents of one party as employees or g. Lobbying. Vendor shall be solely responsible for its compliance with the lobbying
agents of the other.Vendor represents and warrants that it is not on the Convicted Vendor prohibitions set forth in Sections 2-487 and/or 2-488 of the City Code.
List(see§287.133, F.S.). Each party hereby assumes all risks attributable to the willful or h. Conflicts.Vendor represents that it isfamiliarwilh,and shall be responsible for,compliance with
negligent acts or omissions of that party and its officers,employees,and agents thereof. Vendor the requirements of Chapter 112,Florida Statutes,and other laws and regulations concerning
also assumes such risk with respect to the willful or negligent acts or omissions of Vendors conflicts of interests in dealing with public entities of the State of Florida.Violation of this
subcontractors or persons otherwise acting or engaged to act at the instance of Vendor in section shall be grounds for termination for cause of the Agreement
furtherance of fulfilling Vendors obligations under the Agreement. i. Renewal. Any automatic renewal provision is hereby deleted. In the event that the
4. Information.Vendor acknowledges that all documents,materials and information furnished Agreement is held over by the City beyond the initial term herein provided,it shall only be
to or learned by Vendor in connection with the Agreement(the"Information")are and shall from a month-to-month basis and shall not constitute an implied renewal of the Agreement.
remain at all times proprietary and the sole property of CITY. Vendor shall not disclose Said month-to-month extension shall be upon the same terms of the contract,including as
Information to third parties unless it obtains CITY's prior written consent. CITY is subject to to compensation and payment.
Chapter 119 of Florida Statutes, the Florida Public Records Law. The Agreement, this j. Termination,Upon giving at least thirty(30)days' written notice to Vendor, CITY may
Addendum and any related documents and/or correspondence shall also become a public terminate the Agreement,at any time,either for cause or for City's convenience,with no
record subject to the Public Records Law,regardless of any confidentiality provision outlined further obligation to Vendor,other than to pay for any goods received or services rendered
in the Agreement.CITY may respond to public records requests without providing Vendor any in compliance with the Agreement prior to the effective date of termination.CITY shall not
notice. However, in the event CITY receives a request for Vendors information, which is be liable for any early termination charges. In the event of termination for cause,City
exempt from disclosure pursuant to the Public Records Laws AND is clearly marked as reserves all rights available to it at law and in equity.
confidential,CITY will redact such information from release, unless otherwise authorized in k. Records. Vendor agrees to keep and maintain, separate and independent records, in
writing by Vendor. CITY may unilaterally cancel the Agreement for Vendors refusal to allow accordance with generally accepted accounting principles, devoted exclusively to its
public access to public records related to the Agreement.Additionally,Vendor shall comply with obligations and activities under the Agreement. Such records (including books, ledgers,
all applicable requirements of the Public Records Laws,particularly if Vendor is a"Contractor' journals, and accounts)shall contain all entries reflecting the business operations under
as defined under§119.0701,F.S.This provision shall survive the expiration or termination the Agreement.CITY or its authorized agent shall have the right to audit and inspect such
of the Agreement. IF VENDOR HAS QUESTIONS REGARDING THE APPLICABILITY records from time to time during the term of the Agreement, upon reasonable notice to
OF CHAPTER 119 TO VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS, VEN- Vendor.
DOR MAY CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 673.7411, I. Deletion.Any term and/or condition in the Agreement on the following subject matters are
RAFAELGRANADO(a MIAMIBEACHFL.GOV, OR BY MAIL AT 1700 CONVENTION hereby deleted in their entirety and declared null and void:(a)Grants of exclusivity by CITY
CENTER DR,MIAMI BEACH,FL 33139, to Vendor;(b)Restrictions on the hiring of Vendors employees;(c)CITY's responsibility to
5. Indemnity. Nothing in the Agreement shall be construed as a waiver of sovereign pay intangible taxes,property taxes,or sales taxes;(d)CITY's tort liability;(e)Automatic
immunity nor as an indemnification of Vendor by CITY, and any clause in the renewals of the term of the Agreement;(f)Limitation of time to bring suit;(g)Limitation of
Agreement providing for City to indemnify Vendor is hereby deleted in its entirety Vendors liability;(h)that CITY performs reporting functions and/or maintains certain types of
and/or null and void. operations (i) Granting Vendor any right to audit CITY; Q)Attorneys' or collection fees
6. Compliance.In its performance,Vendor shall,at its own expense,at all times in the term: provisions;(k)Arbitration and mediation clauses;and(I)Indemnification of Vendor by CITY.
a. Permits:have all applicable permits,licenses,consents,and approvals necessary; m.Assignment.Vendor shall not assign,transfer,delegate,subcontract,or otherwise dispose
b. General: comply with all applicable federal, state, local laws and other governmental of, whether voluntarily, involuntarily, or by operation of law, any right or obligation
requirements,including those of the CITY;and hereunder without the prior written consent of CITY,not to be unreasonably withheld.Any
c. Privacy:comply with all applicable state and federal laws and CITY policies and procedures such unapproved assignment, subcontracting or transfer is void. No subcontracting or
governing the use and/or safe-keeping of confidential, highly sensitive,and/or personally delegation shall relieve Vendor of any obligation or liability under the Agreement.
identifiable or protected health information(as may be defined by state or federal law). 8. No counterparts;Signatures.The Agreement may not be executed in counterparts. It
Vendor shall obtain,in advance,all necessary permissions and consents required in regard may be signed electronically and such electronic signatures shall constitute an original for
to its collection and/or receipt of any such information. all purposes.The parties represent and warrant that any person signing the Agreement has the
7. General Provisions. authority to do so and that such signature shall be sufficient to bind Vendor.This Agreement
a. Warranties.Vendor,at a minimum,warrants that the IP,the goods,and/or services to be shall be considered signed if/when a party's signature is delivered by facsimile or e-mail
provided by Vendor will be free of any material defects and will operate and conform to transmission of a".pdf'format date file,including via DocuSign.Such signature via DocuSign
the specifications provided in all material aspects throughout the term of the Agreement. shall be treated in all respects as having the same force and effect as an original signature.
This warranty shall be in addition to any warranties provided in the Agreement.
b. Publicity.Vendor shall not make any announcements relating to the Agreement,nor shall By signing below, endor's authori d representative agrees to incorporate this
Vendor use CITY's name,trademarks,logos or marks,without the prior written approval Addendum into the Agreement,and h reby executes this Addendum as of the date set
from CITY's Communications Department in each instance. forth below.
c. Insurance.CITY,as a public body corporate entity,warrants and represents that it is self- CITY:
funded for liability insurance,with said protection being applicable to officers,employees,
servants, and agents while acting within the scope of their employment by CITY. Any By:
provision requiring CITY to provide or acquire insurance coverage other than such self- Jimmy Morales
//Ci Manager
insurance shall not be effective.Vendor shall have and maintain the types and amounts of Date. �"'Z 401
insurance that,at minimum,will cover Vendors(or subcontractors)exposure in performing Approved as t' orm an. egal fficie •
�gn
the Agreement and name CITY as additional insured and be primary and non-contributory City Att yf2 r
on Vendors policies(except for workers'compensation&professional liability).All policies VENDOR: /
shall be in a form and with deductible limits reasonably satisfactory to CITY,with insurance
companies reasonably approved by CITY and authorized to do business in the State of By: / C
Florida.Certificates of all insurance shall be deposited with CITY prior to the date of the Name: 7 L'Y
Agreement.All insurance policies and certificates shall contain a provision that it will not be 1l G fl/tz-/0 Ey/r
Title:
Date: /" ✓ ?l/ 20/ 9
SKI DATA /4.0
,,NG YCJn.J:.:iL-: ..r..
TERMS OF WARRANTY
SKIDATA INC AND SENTRY CONTROL SYSTEMS LLC, WHOLLY OWNED BY SKIDATA INC ("SKIDATA") WARRANTS THAT ALL SKIDATA
MANUFACTURED PARKING AND REVENUE CONTROL SYSTEMS (PARCS) PROVIDED BY SKIDATA AND DELIVERED HEREUNDER WILL BE FREE OF
DEFECTS IN MATERIAL AND WORKMANSHIP FOR A PERIOD OF 1 YEAR UNLESS COVERED BY AN EXTENDED WARRANTY AGREEMENT. ALL OTHER
SUPPLIED PRODUCTS ARE WARRANTED IN ACCORDANCE WITH THAT MANUFACTURER'S TERMS.
THE PURCHASER SHALL BE OBLIGATED TO PROMPTLY REPORT ANY FAILURE TO CONFORM TO THIS WARRANTY,IN WRITTEN COMMUNICATION WITHIN
SAID PERIOD,WHEREUPON SKIDATA SHALL,AT ITS OPTION,CORRECT SUCH NONCONFORMITY,BY SUITABLE REPAIR TO SUCH PRODUCT OR,FURNISH
REPLACEMENTS PARTS PROVIDED THE PURCHASER HAS STORED, INSTALLED, MAINTAINED AND OPERATED SUCH PRODUCT IN ACCORDANCE WITH
GOOD INDUSTRY PRACTICES AND HAS COMPLIED WITH SPECIFIC RECOMMENDATIONS OF SKI DATA.
SKIDATA SHALL NOT BE LIABLE FOR ANY REPAIRS,REPLACEMENTS,OR ADJUSTMENTS TO THE PRODUCT OR ANY COSTS OF LABOR PERFORMED BY THE
PURCHASER OR OTHERS WITHOUT SKI DATA PRIOR WRITTEN CONSENT.THE EFFECTS OF ACCIDENT, CORROSION,VANDALISM, IMPROPER USE OR
INSTALLATION,ANY ACT OF GOD AND NORMAL WEAR AND TEAR ARE SPECIFICALLY EXCLUDED.
THE PURCHASER SHALL NOT CONTINUE TO OPERATE PRODUCT WHICH IS CONSIDERED TO BE DEFECTIVE WITHOUT FIRST NOTIFYING SKI DATA IN
WRITTEN COMMUNICATION OF ITS INTENTIONS TO DO SO.ANY SUCH USE OF PRODUCT WILL BE AT THE PURCHASERS'SOLE RISK AND LIABILITY.
A SIGNATURE BELOW INDICATES THE PURCHASER'S ACCEPTANCE OF THESE TERMS,AS MODIFIED BY THE CITY OF MIAMI BEACH ADDENDUM AND
THAT THE EFFECTIVE DATE OF THE WARRANTY IS EITHER THE FIRST DAY OF BENEFICIAL USE OF THE SYSTEM OR SUBSTANTIAL COMPLETION,
WHICHEVER IS FIRST FOR THE PRODUCT. A WARRANTY DOCUMENT ILLUSTRATING THE EFFECTIVE DATES WILL BE ISSUED TO THE PURCHASER BY
SKIDATA FOR ADDITIONAL GUIDANCE ONLY.
AT ANY TIME, IF THE PURCHASER RENOUNCES THE USE OF "PROTECT.CARE" ANTI-VIRUS, THE PURCHASE EXPLICITLY ACKNOWLEDGES THAT
SKIDATA WILL NOT INSTALL VIRUS PROTECTION AND IS NOT LIABLE FOR ANY DAMAGE CAUSED BY LACK OF VIRUS PROTECTION.THE PURCHASER IS
THEREFORE RESPONSIBLE FOR THE INSTALLATION AND UPDATING OF THE NECESSARY VIRUS PROTECTION.
CONSUMABLE ITEMS ARE SPECIFICALLY EXCLUDED FROM WARRANTY,THESE INCLUDE THERMAL PRINT HEADS AND UPS BATTERIES.
SOFTWARE CONDITIONS
THE SOFTWARE CONDITIONS SHALL APPLY IN ADDITION TO SKIDATA's TERMS&CONDITIONS,,AS MODIFIED BY THE CITY OF MIAMI BEACH
ADDENDUM.SUBJECT MATTER OF THESE SOFTWARE CONDITIONS IS THE GRANTING OF LICENSES FOR SOFTWARE AND THE
ACKNOWLEDGEMENT OF THE PCI DSS/PA DSS SECURE IMPLEMENTATION GUIDE.THE SOFTWARE CONDITIONS IN THEIR CURRENT
VERSION AT THE TIME OF SUPPLY ALSO APPLY TO CURRENT AND FUTURE UPDATES,UPGRADES,SUPPLEMENTS AND SUPPORT SERVICES.
SKIDATA UNIVERSAL SOFTWARE LICENSE AGREEMENT AND PCI DSS/PA DSS SECURE IMPLEMENTATION GUIDE,AND OTHER TERMS ARE
SPECIFIED IN DETAIL UNDER THE FOLLOWING LINKS:
SKIDATA UNIVERSAL SOFTWARE LICENSE AGREEMENT:https://tinyurl.com/y77sfn92
PCI DSS/PA DSS SECURE IMPLEMENTATION GUIDE:https://tinyurl.com/y84nf68r
SKI DATA STANDARD HARDWARE,HOSTING AND CONSULTANCY TERMS:https://tinyurl.com/ya2thgiu
WITH SIGNING OF THESE TERMS AND CONDITIONS IT IS INDICATED THAT ALSO THE TERMS PRESENTED WITHIN THE SKIDATA UNIVERSAL SOFTWARE
LICENSE AGREEMENT AND THE PCI DSS/PA DSS SECURE IMPLEMENTATION GUIDE HAS BEEN READ,ACKNOWLEDGED AND AGREED TO,,AS
MODIFIED BY THE CITY OF MIAMI BEACH ADDENDUM,INCORPORATED HEREIN BY REFERENCE AND ATTACHED HERETO("CITY OF MIAMI BEACH
ADDENDUM").
City of Mia Beach, Fl.' ida, By Jimmy L. Morales, City Manager
AC NOWLEDGEM11
NATURE: 1.11111
A PR _,„e.a►' AS TO
LAN' -UAGE
SKID'i A I • • •8/281/011199 p r ; •R E UTION Page 11 of 12
i -11 Pf i/1 /4//3//g
a(PiPi
Cit torney Date
CITY OF MIAMI BEACH ADDENDUM-GENERAL
1. Incorporation by Reference. The City of Miami Beach, Florida ("CITY") and the cancelled without giving CITY thirty (30)days'written notice prior to the effective date of
undersigned("Vendor") hereby incorporate this Addendum-General ("Addendum")into the cancellation.Timely renewal certificates will be provided to CITY as coverage renews.Vendor,
agreement between CITY and Vendor(the"Agreement"). If this Addendum conflicts with the for and on behalf of itself and each of its insurers, hereby waives any and all rights of
Agreement terms,this Addendum shall control. subrogation against CITY for any loss or damage arising from any cause covered by any
2. Payment.Vendor shall submit bills for compensation for goods,services and/or expenses insurance required to be carried under the Agreement by any other insurance actually carried
in detail sufficient for a pre-and post-audit;invoice requirements will be specified by the CITY by Vendor.Vendor shall provide copies of any insurance policies upon request by CITY. If
department utilizing Vendor's services. If CITY does not issue payment within forty-five(45) the professional liability coverage is provided on a claims-made basis,then such insurance
days of receipt of a proper invoice, CITY may pay Vendor an interest penalty at the rate shall continue for three(3)years following the expiration or termination of the Agreement.The
established pursuant to§55.03(1),F.S.,if the interest exceeds one dollar.CITY's performance insurance shall have a retroactive date of placement by the effective date of the Agreement.
and obligation to pay is contingent upon an appropriation of funds;CITY will give notice to d. Third Parties.CITY is not liable for the acts of third parties or the consequences of the acts
Vendor of the non-availability of funds when CITY has knowledge thereof. CITY will be of third parties.There shall be no third party beneficiary to the Agreement.
responsible for paying only for any goods/services it receives; Vendor must refund any e. Governing Law.The Agreement is governed by the laws of the State of Florida,without
payment for goods/services that are unused upon the termination of the Agreement.CITY is a regards to its conflicts of law principles.Exclusive venue of any actions shall be in Miami-
tax immune sovereign and exempt from the payment of sales,use or excise taxes.Vendor is Dade County,Florida.CITY is entitled to the benefits of sovereign immunity.
responsible for and shall pay any taxes due under the Agreement. If Vendor is making any f. Travel Expenses. If CITY is responsible for reimbursing Vendor for travel expenses
payment to CITY,Vendor shall pay timely and not offset any amounts.CITY shall not make pursuant to the Agreement,bills shall be subject to,and shall be submitted by Vendor in
any deposits or prepay any amounts;any deposits are refundable. accordance with,§112.061,F.S.and CITY's Travel Policy. CITY reserves the right not
3. Relationship of the Parties.Each of the parties is an independent contractor and nothing to pay travel expenses unless CITY approves such expenses in advance,in writing.
in the Agreement shall designate any of the employees or agents of one party as employees or g. Lobbying. Vendor shall be solely responsible for its compliance with the lobbying
agents of the other.Vendor represents and warrants that it is not on the Convicted Vendor prohibitions set forth in Sections 2-487 and/or 2-488 of the City Code.
List(see§287.133, F.S.). Each party hereby assumes all risks attributable to the willful or h. Conflicts.Vendor represents thatitisfamiliarwdh,and shall be responsible for,compliance with
negligent acts or omissions of that party and its officers,employees,and agents thereof. Vendor the requirements of Chapter 112,Florida Statutes,and other laws and regulations concerning
also assumes such risk with respect to the willful or negligent acts or omissions of Vendor's conflicts of interests in dealing with public entities of the State of Florida.Violation of this
subcontractors or persons otherwise acting or engaged to act at the instance of Vendor in section shall be grounds for termination for cause of the Agreement.
furtherance of fulfilling Vendor's obligations under the Agreement. i. Renewal. Any automatic renewal provision is hereby deleted. In the event that the
4. Information.Vendor acknowledges that all documents,materials and information furnished Agreement is held over by the City beyond the initial term herein provided,it shall only be
to or learned by Vendor in connection with the Agreement(the"Information")are and shall from a month-to-month basis and shall not constitute an implied renewal of the Agreement
remain at all times proprietary and the sole property of CITY. Vendor shall not disclose Said month-to-month extension shall be upon the same terms of the contract,including as
Information to third parties unless it obtains CITY's prior written consent CITY is subject to to compensation and payment.
Chapter 119 of Florida Statutes, the Florida Public Records Law. The Agreement, this j. Termination_Upon giving at least thirty(30) days'written notice to Vendor, CITY may
Addendum and any related documents and/or correspondence shall also become a public terminate the Agreement,at any time,either for cause or for City's convenience,with no
record subject to the Public Records Law,regardless of any confidentiality provision outlined further obligation to Vendor,other than to pay for any goods received or services rendered
in the Agreement.CITY may respond to public records requests without providing Vendor any in compliance with the Agreement prior to the effective date of termination.CITY shall not
notice. However, in the event CITY receives a request for Vendor's information, which is be liable for any early termination charges. In the event of termination for cause, City
exempt from disclosure pursuant to the Public Records Laws AND is clearly marked as reserves all rights available to it at law and in equity.
confidential,CITY will redact such information from release, unless otherwise authorized in k. Records. Vendor agrees to keep and maintain, separate and independent records, in
writing by Vendor. CITY may unilaterally cancel the Agreement for Vendor's refusal to allow accordance with generally accepted accounting principles, devoted exclusively to its
public access to public records related to the Agreement.Additionally,Vendor shall comply with obligations and activities under the Agreement. Such records (including books, ledgers,
all applicable requirements of the Public Records Laws,particularly if Vendor is a"Contractor" journals, and accounts)shall contain all entries reflecting the business operations under
as defined under§119.0701,F.S.This provision shall survive the expiration or termination the Agreement.CITY or its authorized agent shall have the right to audit and inspect such
of the Agreement. IF VENDOR HAS QUESTIONS REGARDING THE APPLICABILITY records from time to time during the term of the Agreement, upon reasonable notice to
OF CHAPTER 119 TO VENDOR'S DUTY TO PROVIDE PUBLIC RECORDS, VEN- Vendor.
DOR MAY CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 673-7411, I. Deletion.Any term and/or condition in the Agreement on the following subject matters are
RAFAELGRANADO()a,MIAMIBEACHFL.GOV, OR BY MAIL AT 1700 CONVENTION hereby deleted in their entirety and declared null and void:(a)Grants of exclusivity by CITY
CENTER DR,MIAMI BEACH,FL 33139, to Vendor;(b)Restrictions on the hiring of Vendor's employees;(c)CITY's responsibility to
5. Indemnity. Nothing in the Agreement shall be construed as a waiver of sovereign pay intangible taxes,property taxes,or sales taxes;(d)CITY's tort liability;(e)Automatic
immunity nor as an indemnification of Vendor by CITY, and any clause in the renewals of the term of the Agreement;(f)Limitation of time to bring suit;(g)Limitation of
Agreement providing for City to indemnify Vendor is hereby deleted in its entirety Vendor's liability;(h)that CITY performs reporting functions and/or maintains certain types of
and/or null and void. operations(i) Granting Vendor any right to audit CITY; (j)Attorneys' or collection fees
6. Compliance.In its performance,Vendor shall,at its own expense,at all times in the term: provisions;(k)Arbitration and mediation clauses;and(I)Indemnification of Vendor by CITY.
a. Permits:have all applicable permits,licenses,consents,and approvals necessary; m.Assignment.Vendor shall not assign,transfer,delegate,subcontract,or otherwise dispose
b. General: comply with all applicable federal, state, local laws and other governmental of, whether voluntarily, involuntarily, or by operation of law, any right or obligation
requirements,including those of the CITY;and hereunder without the prior written consent of CITY,not to be unreasonably withheld.Any
c. Privacy:comply with all applicable state and federal laws and CITY policies and procedures such unapproved assignment subcontracting or transfer is void. No subcontracting or
governing the use and/or safe-keeping of confidential, highly sensitive,and/or personally delegation shall relieve Vendor of any obligation or liability under the Agreement
identifiable or protected health information(as may be defined by state or federal law). 8. No counterparts;Signatures.The Agreement may not be executed in counterparts. It
Vendor shall obtain,in advance,all necessary permissions and consents required in regard may be signed electronically and such electronic signatures shall constitute an original for
to its collection and/or receipt of any such information. all purposes.The parties represent and warrant that any person signing the Agreement has the
7. General Provisions. authority to do so and that such signature shall be sufficient to bind Vendor.This Agreement
a. Warranties.Vendor,at a minimum,warrants that the IP,the goods,and/or services to be shall be considered signed if/when a party's signature is delivered by facsimile or e-mail
provided by Vendor will be free of any material defects and will operate and conform to transmission of a".pdf"format date file,including via DocuSign.Such signature via DocuSign
the specifications provided in all material aspects throughout the term of the Agreement shall be treated in all respects as having the same force and effect as an original signature.
This warranty shall be in addition to any warranties provided in the Agreement.
b. Publicity.Vendor shall not make any announcements relating to the Agreement,nor shall By signing belo a Vendor's auth. ized representative agrees to incorporate this
Vendor use CITY's name,trademarks,logos or marks,without the prior written approval Addendum into -Agreement,an hereby executes this Addendum as of the date set
from CITY's Communications Department in each instance. forth below.
c. Insurance.CITY,as a public body corporate entity,warrants and represents that it is self- CITY:
I.
funded for liability insurance,with said protection being applicable to officers,employees, By ,�_ -—WIN.-
servants, and agents while acting within the scope of their employment by CITY. Any dim I.Morales, it%_ g r
provision requiring CITY to provide or acquire insurance coverage other than such self-
Date: WI
insurance shall not be effective.Vendor shall have and maintain the types and amounts of
insurance that,at minimum,will cover Vendor's(or subcontractor's)exposure in performing Approved as o Fo • .nd LegalSuff•' 7
the Agreement and name CITY as additional insured and be primary and non-contributory City Atto ,,(14
on Vendor's policies(except for workers'compensation&professional liability).All policies VENDOR: /1)/ "
shall be in a form and with deductible limits reasonably satisfactory to CITY,with insurance
companies reasonably approved by CITY and authorized to do business in the State of By.
Florida.Certificates of all insurance shall be deposited with CITY prior to the date of the Na gel 171 L)7N L
Agreement.All insurance policies and certificates shall contain a provision that it will not be Y (C 5 ti��I P �
Title:
Date: /VO V Z1, 2-0 1 5
SKIDATA / 0
ADDITIONAL MAINTENANCE COST BY GARAGE FOR LPR MAINTENANCE AND WARRANTY
Maintenance Cost Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 TOTAL
G1-7th St $ 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 $ 3,675.00 $ 3,850.00 $ 17,500.00
G2-12th St $ 613.00 $ 1,050.00 $ 1,575.00 $ 1,750.00 $ 1,838.00 $ 1,925.00 $ 8,751.00
G3-13th St $ 613.00 $ 1,050.00 $ 1,575.00 $ 1,750.00 $ 1,838.00 $ 1,925.00 $ 8,751.00
G4-16th St $ 1,838.00 $ 3,150.00 $ 4,725.00 $ 5,250.00 $ 5,513.00 $ 5,775.00 $ 26,251.00
G5-17th St $ 2,756.00 $ 4,725.00 $ 7,088.00 $ 7,875.00 $ 8,269.00 $ 8,663.00 $ 39,376.00
G6-42nd St $ 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 $ 3,675.00 $ 3,850.00 $ 17,500.00
G7-City Hall $ 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 $ 3,675.00 $ 3,850.00 $ 17,500.00
G8-5th&Alton $ 1,531.00 $ 2,625.00 $ 3,938.00 $ 4,375.00 $ 4,594.00 $ 4,813.00 $ 21,876.00
G9-Pennsylania Ave $ 2,144.00 $ 3,675.00 $ 5,513.00 $ 6,125.00 $ 6,432.00 $ 6,738.00 $ 30,627.00
G10-Sunset Harbor $ 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 $ 3,675.00 $ 3,850.00 $ 17,500.00
Total $ 14,395.00 $ 24,675.00 $ 37,014.00 $ 41,125.00 $ 43,184.00 $ 45,239.00 $ 205,632.00
SKIDATA INC—08/28/2019 Page 12 of 12
ADDITIONAL MAINTENANCE COST BY GARAGE FOR LPR MAINTENANCE AND WARRANTY
Maintenance Cost Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 TOTAL
G1 -7th St $ 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 S 3,675.00 $ 3,850.00 $ 17,500.00
G2- 12th St $ 613.00 S 1,050.00 $ 1,575.00 $ 1,750.00 S 1,838.00 $ 1,925.00 S 8,751.00
G3- 13th St $ 613.00 $ 1,050.00 $ 1,575.00 S 1,750.00 S 1,838.00 $ 1,925.00 $ 8,751.00
G4- 16th St $ 1,838.00 S 3,150.00 $ 4,725.00 $ 5,250.00 S 5,513.00 $ 5,775.00 $ 26,251.00
G5- 17th St $ 2,756.00 5 4,725.00 $ 7,088.00 S 7,875.00 S 8,269.00 $ 8,663.00 $ 39,376.00
G6-42nd St $ 1,225.00 S 2,100.00 $ 3,150.00 $ 3,500.00 S 3,675.00 $ 3,850.00 $ 17,500.00
G7-City Hall 5 1,225.00 $ 2,100.00 $ 3,150.00 $ 3,500.00 S 3,675.00 S 3,850.00 $ 17,500.00
G8-5th &Alton $ 1,531.00 S 2,625.00 5 3,938.00 $ 4,375.00 S 4,594.00 $ 4,813.00 $ 21,876.00
G9- Pennsylania Ave $ 2,144.00 $ 3,675.00 $ 5,513.00 S 6,125.00 S 6,432.00 $ 6,738.00 $ 30,627.00
G10-Sunset Harbor $ 1,225.00 S 2,100.00 $ 3,150.00 $ 3,500.00 $ 3,675.00 $ 3,850.00 ' S 17,500.00
Total $ 14,395.00 $ 24,675.00 $ 37,014.00 $ 41,125.00 $ 43,184.00 $ 45,239.00 $ 205,632.00