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STANDARD SOFTWARE LICENSE AND SERVICES AGREEMENT
January 9, 2008
This Standard Software License and Services Agreement which includes the attached Exhibits ("this Agreement") is
between New World Systems® Corporation ("New World"), a Michigan Corporation and City of Miami Beach,
Florida ("Customer"). This Agreement sets forth the terms and conditions under which New World will furnish
the Licensed Products and will provide certain services described herein to Customer.
The attached Exhibits include:
Exhibit AA ..................... TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit A ....................... LICENSED STANDARD SOFTWARE AND FEES
Exhibit B ........................ INSTALLATION AND TRAINING SUPPORT SERVICES AND FEES
Exhibit C ....................... STANDARD SOFTWARE MAINTENANCE AGREEMENT
Exhibit D ....................... NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
Exhibit E ........................ DEMONSTRATION SITE DISCOUNT
Exhibit F ........................ DATA FILE CONVERSION ASSISTANCE
Exhibit G ....................... CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
Exhibit H ....................... ACCEPTANCE TESTING
Exhibit L ........................ SOFTWARE PERFORMANCE TEST CRITERIA
Exhibit J ........................ STATEMENT OF WORK
Exhibit K ....................... OPTIONAL ITEMS
Appendix 1 .................... AGREEMENT AND AUTHORIZATION FOR PROCUREMENT OF THIRD
PARTY PRODUCTS AND SERVICES
By signing below, each of us agrees to the terms and conditions of this Agreement together with the attached
Exhibits. This Agreement contains the complete and exclusive statement of the agreement between us
relating to the matters referenced herein and replaces any prior oral or written representations or
communications between us. Each individual signing below represents that (s)he has the requisite authority
to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary
formalities have been met.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS® CORPORATION
(New ld ~J
By: !!l
rry D. Leinweber, President
Date: ~! ~~ ~ •`~
CITYOF MIAMI BEACH, FLORIDA
(Customer)
By: ~ 0~
u o ze g a re rtle
Ma H, w r, Mayor
By:
Authorized Signature Title
Robert Parcher, City Clerk
Date: J,q~~„yp~~ Lao 8
This Agreement is effective upon the last date as shown on this cover page.
APPROVED AS TO
FORM & LANGUAGE
B:.EOH EXECUTION
Corporate: 888 West Big Beaver Road • Suite 600 • Troy • Michigan 48084-4749.2 ~~~~
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I. DEFINITIONS
The following terms as defined below are used throughout this Agreement:
I. "Licensed Standard Software":
The cun•ent version of New World standard and development application software package(s) (in machine readable code) listed on
Exhibit A. "Development Software" is standard application software cun•ently under development by New World which, if
applicable, will be completed and delivered to Customer as Licensed Standard Software during the term of this Agreement.
2. "Upgrades":
Any enhanced and/or improved versions of the Licensed Standazd Software provided as Licensed Standard Software under Exhibit C
of this Agreement and released after the execution of this Agreement.
3. "Licensed Custom Software":
Any software (programs or portions of programs) developed by New World specifically for Customer's own use.
4. "Licensed Software":
The Licensed Standard Software (including any Development Software), Upgrades, and Licensed Custom Software provided under
this Agreement.
5. "Licensed Documentation":
New World User Manuals which includes the cun•ent specifications for the Licensed Standard Software and other written instructions
relating to the Licensed Software (such as Product Bulletins, installation instructions, and training materials).
6. "Authorized Copies":
Except as provided in Section II, subparagraph 1.3, the only authorized copies of the Licensed Software and Licensed Documentation
are the copies of each application software package defined in this Paragraph. They are:
(i) the single copy of the Licensed Softwaze and the related Licensed Documentation delivered by New World under this
Agreement; and
(ii) any additional copies made by Customer as authorized in Section II, subpazagraph 1.2.
7. "Licensed Products":
The Licensed Software, the related Licensed Documentation, and the Authorized Copies of the foregoing.
8. "Delivery of Licensed Standard Software":
Licensed Standard Software will be delivered in a machine readable form on the appropriate media or via an agreed upon network
connection as soon as the software is available after this Agreement is signed.
9. "Installation of Licensed Standard Software":
Installation of the Licensed Standard Software shall be deemed to occur upon the earlier of:
(a) the transfer or loading of the Licensed Standard Softwaze onto a Customer server or computer, or
(b) thirty (30) days after delivery of the Licensed Standard Software.
10. "Customer Liaison ":
A Customer employee assigned to act as liaison between Customer and New World for the duration of this Agreement. Within ten
(10) days of execution of this Agreement, Customer shall notify New World of the name of the Customer Liaison.
11. "SSMA":
The New World Standard Software Maintenance Agreement as set forth in Exhibit C.
12. "Computer":
The multiple MSP Server(s), to be located at:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
Customer shall identify in writing the serial number of the Computer within ten (10) days of receipt of the Computer or within ten
(10) days of execution of this Agreement, whichever is later. If the Computer is to be relocated, Customer shall notify New World
of the new location in writing prior to the relocation.
13. "Confidentiallnformation":
Information disclosed or obtained by one party in connection with, and during the term of, this Agreement and designated as
"Confidential" by the party claiming confidentiality at the time of disclosure. Confidential Information does not include any
information which was previously known to the other party without obligation of confidence or without breach of this Agreement, is
publicly disclosed either prior or subsequent to the other party's receipt of such information, or is rightfully received by the other party
from a third party without obligation of confidence; or information that would otherwise be subject to disclosure, including without
limitation production and copying, pursuant to the Freedom of Information Act (FOIA) and/or State of Florida Public Records law, as
same maybe amended from time to time.
] 4. "An Authorized User/{i'orkstation ":
Subject to the number of users specified in Exhibit A, any PC workstation that is connected to access the Licensed Software resident
on Computer and that may be logged on to access the programs, interfaces, data, or files created and/or maintained by the Licensed
Software.
II. GENERAL TERMS AND CONDITIONS
1.0 SINGLE USE LICENSE
1.1 New World grants Customer a nontransferable and nonexclusive license to use the Licensed Software
only on the Computer and only for its internal processing needs. Customer shall have the right and
license to use, enhance, or modify the Licensed Software only for Customer's own use and only on
the Computer and only on an authorized workstation. New World will deliver to Customer one cony
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of each application of the Licensed Sofware (in machine readable form compatible with the specified
operating environment) and one copy of the related Licensed Documentation. If Customer fails to pay
all license fees specified in Exhibit A and the applicable custom software fees, if any, Customer shall
forfeit the right and license to use the Licensed Products and shall return them to New World.
1.2 In order to assist Customer in the event of an emergency, Customer is permitted to make up to two
(2) back-up copies on magnetic media of each application of the Licensed Software and one back-up
copy of the related Licensed Documentation. These Authorized Copies may be stored off-site away
ftom Customer's premises as specified in the Definitions so long as they are kept in a location secure
from unauthorized use. Customer or anyone obtaining access through Customer shall not copy,
distribute, disseminate, or otherwise disclose to any third party the Licensed Products or copies thereof
in whole or in part, in any form or media. This restriction on making and distributing the Licensed
Products or copies of any Licensed Product, includes without limitation, copies of the following:
(i) Program libraries, either source or object code;
(ii) Operating control language;
(iii) Test data, sample files, or file layouts;
(iv) Program listings; and
(v) Licensed Documentation.
1.3 Upon written request by Customer, and with written permission by New World, additional
Authorized Copies may be made for Customer's internal use only.
2.0 OWNERSHIP
2.1 The Licensed Products and all copyright, trade secrets and other proprietary rights, title and interest
therein, remain the sole property of New World or its licensors, and Customer shall obtain no right,
title or interest in the Licensed Products by virtue of this Agreement other than the nonexclusive,
nontransferable license to use the Licensed Products as restricted herein.
2.2 The license to use any Licensed Custom Software provided under this Agreement, if any, is included
in this license. New World shall have the right to use any data processing ideas, techniques, concepts,
and/or know-how acquired by it in the performance of services under this Agreement including the
development of Licensed Custom Software for the advancement of its own technical expertise and the
performance of other Software License and Service Agreements or any other applicable agreements.
New World shall have, without restriction, the right to use all programs, procedures, information, and
techniques that are publicly available, obtained or obtainable from third parties and/or developed
independently by New World without specific reference to Customer's organization.
3.0 CORRECTION AND SOFTWARE MAINTENANCE ON STANDARD SOFTWARE
3.1 New World provides software correction service and maintenance for the Licensed Standard Software
during the term of Customer's SSMA and the warranty period preceding it. See Exhibit C for a
description of the warranty period, the SSMA start date and term, the services available and the
applicable fees and procedures.
4.0 WARRANTIES
4.1 New World warrants that the Licensed Standard Software will perform as specified in its user manuals
based on the then-current release of the Licensed Standard Software.
4.2 New World warrants that it possesses the necessary intellectual rights to license to Customer the
Licensed Software provided hereunder.
The foregoing warranties do not apply if the Licensed Product(s) have been modified by any party other than
New World. New World does not warrant that the features or functions of the Licensed Software will meet
Customer's requirements or in any combination or use Customer selects. EXCEPT AS SPECIFICALLY
PROVIDED IN THIS PARAGRAPH 4.0, NEW WORLD MAKES NO WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING BUT NOT LIMITED TO, THE LICENSED PRODUCTS' CONDITION, ITS
MERCHANTABILITY, ITS FITNESS FOR A PARTICULAR PURPOSE, OR ANY IMPLIED
WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF
TRADE.
S.0 INSTALLATIONAND TRAINING SUPPORT SERVICES
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5.1 As provided for in Exhibit B and concurrent with timely payments, New World shall make available
to Customer qualified representative(s) who will provide installation and training support services for
each application of the Licensed Software delivered. See Exhibit B for a description of the services
provided and the applicable fees and procedures.
6.0 CUSTOMER LIAISONAND CUSTOMER RESPONSIBILITIES
The successful implementation of the Licensed Products into Customer's environment requires Customer's
commitment to and cooperation in the implementation process. Accordingly, Customer hereby agrees to the
following:
6.1 Customer understands that the Licensed Software is designed to run in a specified operating
environment which includes hardware, software and related equipment not provided by New World.
Customer is responsible for assuring that the appropriate hardware equipment, related components
and all cabling are installed timely and are suitable for the successful installation of the Licensed
Software.
6.2 Customer agrees to provide the management interface and support necessary to successfully complete
the implementation of the Licensed Software. This support includes upper level management priority
setting and timely involvement during and after a change in Customer's organization, Customer's
operations and/or after changes in Customer's internal policies or procedures which directly affect the
software implementation.
6.3 Customer shall assign an upper level employee to serve as the Customer Liaison for the duration of
the Licensed Software implementation. If Customer must replace the Customer Liaison for reasons
beyond its control, Customer will assign a new Customer Liaison as soon as reasonably possible.
New World is not responsible for any delay caused directly or indirectly by the reassignment of the
Customer Liaison. In addition to other duties and responsibilities, the Customer Liaison shall:
(i) provide timely answers to New World's requests for information;
(ii) coordinate a mutually agreeable implementation and training schedule;
(iii) have authority to sign for and obligate Customer to any matters relating to service requests,
design documents, performance test documents and/or delivery and service dates;
(iv) in situations where Customer participation is required, provide timely input for systems
definition, detail design, and use of the software system.
6.4 Customer is responsible for creating and maintaining its master files, tables and the like which
includes accurate data entry, accurate file editing and overall file control to assure successful systems
performance.
6.5 Customer shall provide qualified personnel with sufficient backup to be trained to use the Licensed
Software and to interpret the output. Applying the output information in Customer's environment is
Customer's sole responsibility.
7.0 BILLING AND ADDITIONAL A UTHORIZED WORKSTATION CHARGES
7.1 The attached Exhibits set forth the manner in which fees and payments shall be allocated and made
under this Agreement. To the extent Customer imposes additional requirements on New World for
services other than those expressly provided in this Agreement, New World retains the right to make
additional price adjustments and/or any other adjustments that may be necessitated. Before performing
these additional services, New World will notify Customer that the services are subject to additional
charge(s). Customer must approve all changes for additional services in writing.
7.2 If Customer wishes to add additional authorized workstations or Licensed Standard Software beyond
those specified on Exhibit A, Customer agrees to pay the additional License fees at the then current
software prices in effect except as qualified on page 39 of Exhibit K. SSMA fees shall be increased
according to the upgraded Licensed Software fees on the next annual billing date after the additional
Licensed Standard software is added. With said payments, the license provided in Section II,
Paragraph 1.0 permits Customer's use of the Licensed Software for the specified workstations.
7.3 Customer shall notify New World if additional authorized workstations need to be added to access
the Licensed Software and will pay the additional authorized workstation fees promptly when
invoiced.
7.4 Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer
and Customer agrees to remit when imposed. If an exemption is claimed by the Customer, an
exemption certificate must be submitted to New World.
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8.0 NON-RECRUITMENT OF PERSONNEL
8.1 During the term of this Agreement and for twenty-four (24) months thereafter, each party agrees not
to solicit or hire current or former employees of the other without the other's prior written consent.
9.0 CONFIDENTIAL INFORMATION/NON-DISCLOSUREAGREEMENT
9.1 Subject to the requirements of the Freedom of Information Act (FOIA) and/or other comparable
applicable state law, each party shall hold all Confidential Information in trust and confidence for the
party claiming confidentiality and not use such Confidential Information other than for the benefit of
that party. The other party agrees not to disclose any such Confidential Information, by publication or
otherwise, to any other person or organization. Customer agrees to timely notify New World of any
request(s) made for disclosure of confidential information.
9.2 Customer hereby acknowledges and agrees that all Licensed Products are Confidential Information
and proprietary to New World. In addition to the other restrictions set forth elsewhere in this
Agreement or otherwise agreed to in writing, Customer agrees to implement all reasonable measures
to safeguard New World's proprietary rights in the Licensed Products, including without limitation the
following measures:
(i) Customer shall only permit access to the Licensed Products to those employees who
require access and only to the extent necessary to perform Customer's internal processing
needs.
(ii) With respect to agents or third parties, Customer shall permit access to the Licensed
Products only after New World has received, approved and returned a fully executed Non-
Disclosure Agreement to Customer (see Exhibit D). New World reserves the right to
reasonably refuse access to a third party after it has evaluated the request. Customer
agrees to provide information reasonably requested by New World to assist New World in
evaluating Customer's request to permit third party access to the Licensed Products. In
addition to any other remedies, New World may recover from Customer all damages and
legal fees incurred in the enforcement of this provision on third party access;
(iii) Customer shall cooperate with New World in the enforcement of the conditions set forth
in the attached Non-Disclosure Agreement or any other reasonable restrictions New World
may specify in writing in order to permit access;
(iv) Customer shall not permit removal of copyright or confidentiality labels or notifications
from its proprietary materials; and
(v) Customer shall not attempt to disassemble, decompile or reverse engineer the Licensed
Software.
9.3 Customer agrees that in addition to any other remedies that may be available at law, equity or
otherwise, New World shall be entitled to seek and obtain a temporary restraining order, injunctive
relief, or other equitable relief against the continuance of a breach or threatened breach of this
paragraph 9.0 on Confidentiality and Non-Disclosure.
10.0 LIMITATION OF LIABILITYAND RECOVERABLE DAMAGES
New World's entire liability and Customer's exclusive remedies are set forth below:
10.1 For any claim relating to the non-conformance or imperfection of any licensed software provided
under this Agreement, New World will correct the defect so that it conforms to the warranties set
forth in Section II, subparagraph 4.1; or if after repeated attempts to correct the non-conformity, New
World is unable to correct the non-conformity, then Customer may recover its actual damages subject
to the limits set forth in subparagraph 10.2 below. For any other claim arising under or in connection
with this Agreement, Customer may recover its actual damages subject to the limits set forth in
subparagraph 10.2 below.
10.2 New World's liability for damages, regardless of form of action, is limited to the recovery of direct
damages up to one and a half times the Exhibit A Licensed Standard Software fees paid to New
World.
10.3 In no event shall New World be liable for any damages relating to Customer's failure to perform its
responsibilities or for loss of use, revenue or profits, or for any incidental or consequential damages,
even if New World has been advised of the possibility of such damages. If it is determined that a
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limitation of liability or a remedy contained herein fails of its essential purpose, then the parties agree
that the exclusion of incidental and/or consequential damages is still effective.
11.0 INTEGRATION WITH U.S. COPYRIGHTACT
11.1 In addition to all other provisions provided under this Agreement, Customer agrees to be bound by
and to comply with any and ail provisions of the U.S. Copyright Act (The Copyright Act of 1976,
U.S.C. Sections 101-810 (1976) as amended). If a provision of the U.S. Copyright Act and this
Agreement conflict, the more restrictive of the two applies. If it cannot be determined which is the
more restrictive, then the provision within this Agreement shall apply.
12.0 INDEPENDENT CONTRACTOR
12.1 New World is an independent contractor. The personnel of one party shall not in any way be
considered agents or employees of the other. To the extent provided for by law, each party shall be
responsible for the acts of its own employees.
12.2 Each party shall be responsible for Workers' Compensation coverage for its own personnel.
13.0 INSURANCE REQUIREMENTS
New World shall not commence work under this Agreement until it has obtained the insurance required
under this paragraph.
13.1 Workers' Comuensation Insurance: New World shall procure and maintain during the term of this
Agreement, Workers' Compensation Insurance for all of its employees who engage in the work to be
performed.
13.2 Liability and Property Insurance - Comurehensive Form: New World shall procure and maintain
dunng the term of this Agreement, Liability and Property Damage Insurance in an amount not less
than $1,000,000 on account for each accident; and in an amount not less than $1,000,000 for each
accident for damage to property.
Customer should be named as an additional insured. on these policies.
13.3 Automobile Liability Insurance: New World shall procure and maintain during the term of this
Agreement, Hired and Non-Ownership Motor Vehicle Bodily Injury and Property Damage Insurance
in an amount not less than $600,000 for injuries, including accidental death, to each person; and,
subject to the same limit for each person, in an amount not less than $600,000 for each accident; and in
an amount not less than $600,000 on account for each accident for damage to property, provided
however that the combined single limit for all automotive related claims shall not exceed $1,000,000.
13.4 Customer will be named as additional insured on these policies.
14.0 DISPUTE RESOLUTIONBYARBITRATION
14.1 Except for matters in which the dispute relates to a breach of the provisions set forth in Section II,
Paragraphs 8.0 (employee non-recruitment) or 9.0 (non-disclosure or confidentiality), any controversy
or claim arising out of or relating to this Agreement, or breach thereof, shall be settled in arbitration in
accordance with the Commercial Arbitration Rules of the American Arbitration Association.
Judgment upon any award rendered by the arbitrator(s) may be entered in any court in Miami-Dade
County, Florida, having jurisdiction thereof.
14.2 Before a demand for arbitration may be filed by either party, the management of both parties shall have
met at least two times in face-to-face meetings in an effort to resolve any dispute or controversy
through normal business management practices. Unless otherwise agreed to in writing, a minimum of
one meeting shall take place at each party's home office location.
14.3 The arbitrator(s) shall have no power or authority to add to or detract from this Agreement of the
parties. The arbitrator(s) shall have no authority to award damages over and above those provided for
in this Agreement and in any event shall not exceed the limitations set forth in Section II,
subparagraph 10.2.
14.4 Neither party nor the arbitrator(s) may disclose the existence or results of any arbitration hereunder,
except if the arbitration results in a Court imposed judgment. The non-disclosure restriction shall not
be effective to the extent the matter becomes a public record.
14.5 Each party shall bear its own costs in preparing for and conducting arbitration, except that the joint
costs, if any, of the actual arbitration proceeding shall be shared equally by the parties.
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15.0 TERMINATION
15.1 By Customer: If New World fails to fulfill its responsibilities in accordance with the terms of this
Agreement, Customer may at its option terminate this Agreement with ninety (90) days written
notice as follows:
(i) The termination notice shall define the reasons for termination and provide a detailed
description (with examples) of the reasons for termination;
(ii) New World shall have ninety (90) days from receipt of said notice to correct any of the cited
defects in order to satisfy the terms of this Agreement;
(iii) During the ninety (90) day cure period, Customer shall apply sound management practices
and use its best efforts to resolve any issues or obstacles -including cooperating with New
World and reassigning personnel if necessary to improve the working relationship;
(iv) At the end of ninety (90) days unless the termination has been revoked in writing by
Customer, the Agreement terminates.
15.2 By New World: If Customer fails to make prompt payments to New World when invoiced, or if
Customer fails to fulfill its responsibilities outlined in Section II, Paragraph 6.0, then New World may
at its option terminate this Agreement with written notice as follows:
(i) The termination notice shall define the reason for termination;
(ii) If the cited reason for termination is Customer's failure to make prompt payment, Customer
shall have ten (10) days from receipt of said notice to make payment in full for all outstanding
invoiced payments due:
(iii) If the cited reason for termination is Customer's failure to fulfill its responsibilities,
Customer shall have ninety (90) days from receipt of said notice to correct any actual
deficiencies in order to satisfy the terms of this Agreement;
(iv) During the applicable cure period, New World will use sound management practices and its
best efforts to resolve any issues or obstacles -including the reassignment of personnel if
necessary to improve the working relationship;
(v) At the end of the applicable cure period, unless the termination has been revoked in writing by
New World, the Agreement terminates.
15.3 In the event of termination by either party, New World shall continue to provide its services, as
previously scheduled, through the termination date and the Customer shall continue to pay all fees and
charges incurred through the termination date as provided in the attached Exhibits.
15.4 Upon termination under subparagraph 15.1, Customer shall return to New World all copies of each
application of Licensed Software and related Licensed Documentation provided to Customer under
this Agreement.
15.5 Nothing in this paragraph on termination is intended to infer that either party has or does not have a
claim for damages.
15.6 The Terms and Conditions relating to ownership, warranties, non-recruitment of personnel,
confidentiality and non-disclosure, limitation of liability and recoverable damages, Copyright Act,
dispute resolution and the General provisions (18.0), survive termination.
16.0 PATENT AND TRADEMARK INDEMNIFICATION
New World agrees to indemnify and save the Customer harmless from and against any and all judgments,
suits, costs, and expenses subject to the limits set forth in this Agreement resulting from any alleged
infringement of any patent or copyright arising from the licensing of the Licensed Standard Software pursuant
to this Agreement, provided that Customer has notified New World in writing of such allegation within
thirty (30) days of the date upon which the Customer first receives notice thereof. New World's obligation
to indemnify and save Customer harmless under this paragraph is void if the claim of infringement arises out
of or in connection with any modification made to the Licensed Standard Software or any use of the Licensed
Standard Software not specifically authorized in writing by New World.
17.0 NOTICES
17.1 Notices to Customer shall be deemed effective when sent by Registered or Certified U.S. Mail to the
business address of the Customer.
17.2 Notices to New World shall be deemed effective when sent by Registered or Certified U.S. Mail to the
following address (or to any other address so specified by New World):
New World Systems Corporation
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888 West Big Beaver, Suite 600
Troy, Michigan 48084
Attention: President
18.0 GENERAL
18.1 This Agreement is the entire agreement between the parties superseding all other communications,
written or oral, between the parties relating to the subject matter of this Agreement. This Agreement
may be amended or modiSed only in writing signed by both parties.
18.2 This Agreement is governed by the laws of the State of Florida and it shall be binding on the
successors and assigns of the parties. Venue for any action to enforce the terms and/or conditions of
this Agreement, or any other action arising out of this Agreement, shall be in Miami Dade County,
Florida.
18.3 Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision or
any other provision of this Agreement.
18.4 No action, regardless of form, arising out of the services performed or Licensed Products delivered
hereunder, may be brought by either party more than one (1) year after the cause of action has occurred
except that an action for non-payment of fees may be brought within two (2) years of the date the
payment was due.
18.5 The paragraph headings which appear herein are included solely for convenience and shall not be used
in the interpretation of this Agreement. Any provision of this Agreement determined to be invalid or
otherwise unenforceable shall not affect the other provisions, which other provisions remain in full
force and effect.
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EXHIBIT AA
TOTAL COST SUMMARY AND PAYMENT SCHEDULE
TOTAL COSTS SUMMARY:
PHASE 1: CAD /Mobile Messaging / AVL /Disaster Recovery
PHASE II: RECORDS MANAGEMENT (Police & Fire) /Field Based Reporting
DESCRIPTION OF COST
A. LICENSED STANDARD SOFTWARE
B. SUPPORT SERVICES (IMPLEMENTATION)
C. OTHER COSTS (DATA CONVERSION, Etc.)
1) Data File Conversion $83,000
2) Custom Software Interface 12,000
3) Application Software Modifications 53,638
4) Travel and Living Expenses 79,000
TOTAL 227,63 8
D. PROJECT COMPLETION PAYMENT
E. THIRD PARTY PRODUCTS & SERVICES
PROJECT COSTS SUMMARY:
STANDARD SOFTWARE MAINTENANCE SERVICES
Warranty Period: Software Installation through
1. Standard Software Maintenance: Jan/2009 -Dec/2009
2. Standard Software Maintenance: Jan/2410 -Dec/2010
3. Standard Software Maintenance: Jan/2011 -Dec/2011
4. Standard Software Maintenance: Jan/2012 -Dec/2012
5. Standard Software Maintenance: Jan/2013 - Dec/2013
PHASE I PHASE II COST
350,000 250,000 600,000
222,200 175,700 397,900
114,319 113,319 227,638
93,625 93,625
104,925 104 925
791,444 632,644 1,424,088
12/31 /2008
$ 100,000
120,000
140,000
160,000
180,000
Note: Phase I support will have nine (9) equal implementation payments of $36,835 based on the total of support
services and other costs for Phase I ($331,519).
Phase II support will also have nine (9) equal implementation payments of $32,113 based on the total of
support services and other costs for Phase II ($289,019).
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PAYMENT SCHEDULE:
DESCRIPTION OF COST PAYMENT COST
A. LICENSED STANDARD SOFTWARE $ 600,000
Phase I: CAD /Mobile / AVL Software ($ 350,000)
1. Due upon Agreement execution $ 175,000
2. Due upon Installation of Licensed Standard Software 175,000
Phase II: RMS (Police & Fire) /Field Reporting ($ 250,000)
3. Due October 2008 $ 250,000
B. SUPPORT SERVICES ($ 397,900) 625,538
C. OTHER COSTS ($ 227,638)
Includes New World Services: Project Management, Interface Installation,
Installation /Training Services, Data File Conversion, Custom Software & Modifications
Pavment# Due Date Amount
1 January 2008 $ 37,113
2 February 2008 37,113
3 March 2008 37,113
4 Apri12008 37,113
5 May 2008 37 113
6 June 2008 37,114
7 July 2008 37 114
8 August 2008 37,114
9 September 2008 37,114
10 October 2008 32,391
11 November 2008 32,391
12 December 2008 32,391
13 January 2009 32 391
14 February 2009 32391
15 March 2009 32,391
16 Apri12009 32 391
17 May 2009 32390
18 June 2009 32,390
D. PROJECT COMPLETION PAYMENT 93,625
E. THIRD PARTY SERVICES 104
925
1. Amount due upon Agreement execution (50%) ,
$52,463
2. Amount due upon delivery of 3`d party services (50%) 52 462
ONE TIME PROJECT COST: 1-424-088
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City of Miami Beach, FL
EXHIBIT A
LICENSED STANDARD SOFTWARE AND FEES
1. License Fee for Licensed Standard Software And Documentation Selected By Customer:
Anylication Package'>zs
PHASE I
CAD
1. Aegis/MSP Combined Multi-Jurisdiction LE/Fire/EMS CAD
- Call Entry
- Call Control Panel
- Unit Recommendations
- Unit Status and Control Panel
- Call Stacking
- CAD Messaging
- Call Scheduling
- Dispatch Questionnaire
- Geo-File Verification
- Hazard and Location Alerts
- Hydrant Inventory
- Access to Aegis/MSP LE Records
- Access to Aegis/MSP Fire Records
- Note Pads
- Rip-N-Run Remote Printing
- Run Cards
- Tone Alerts
2. Additional Aegis/MSP Software for Computer Aided Dispatch°
- CAD Mapping
- Service Vehicle Rotation (Wrecker, Ambulance)
3. Aegis/MSP Third Party CAD Interface
Software°
- E-911 Interfaces
- Netclock Serial Interface
- Priority Dispatch ProQA for EMD Interface
- Encoder Interface
(supports Zetron Models 25, 26)
Cost
CONFIDENTIAL
Agreement 010908a black.doc Page 11 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
ADDITIONAL PUBLIC SAFETY SOFTWARE
4. Aegis/MSP Public Safety State/NCIC Interface Software6
- Aegis/MSP State/NCIC Interface
Includes 12 - I S screens
On-Line Modules -Includes 4 state inquiry screens
- On-Line CAD Interface to State/NCIC
- On-Line Global Subjects Interface to State/NCIC
MOBILE SOFTWARE
MOBILE SOFTWARE ON THE RS/6000'
5. Base Message Switch to State/NCIC (201-300 users)
-Base Message Switch for MDT/MCT
- State/NCIC Interface
- Remote Software Distribution of New World applicaton
software to Mobile Clients (MDC)
6. Additional Aegis® Software for RS/6000 Message Switch
- New World CAD Interface for Aegis MSP (151-200 users)
-AVL Interface (201-300 devices)$
MOBILE SOFTWARE ON THE MSP Server
7. Aegis® Mobile Integration Software
- MDT/MCT Base CAD/RMS Interface (150-200 users)
- AVL CAD Interface (201-300 users)$
MOBILE MANAGEMENT SERVER
8. Aegis/MSP Mobile Management Server Software (151-200 users)
- Base CAD/NCIC/Messaging
CONFIDENTIAL
Agreement 010908a black.doc Page 12 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
CLIENT SOFTWARE'
9. Aegis® Law Enforcement Mobile Unit Software
(175 Units)
LE State/NCIC via Switch c
LE CAD via Switch
Drivers License Mag Strip Reader Interface10
Mugshot Image Download
New World AVL (300 units)
10. Aegis® Fire Mobile Unit Software (25 Units)
Fire CAD via Switch
AEGIS JUSTICE LINK (AJLI OPTIONS"
11. Aegis Justice Link Interface Server at a New World Site (MSP)
- One AJL Interface Server can support multiple GJXML interfaces,
except for
Consolidated Searches.
a. Third Party Software Product or Third Party Database
Fire RMS to Permits Plus Interface
Fire RMS to Zoll Rescue Net Tablet PCR
Fire RMS to Telestaff
Fire RMS to Eden Systems Supplies and Inventory
Fire RMS to Dept. of Children and Family Services
Database
12. Site License for Unlimited Workstations
TOTAL SOFTWARE LICENSE FEE - PHASE I'Z~13
Note: Other than for Mobile Software, a Site License is included for the Exhibit A Licensed Standard Software. The
Site License entitles the City of Miami Beach to an unlimited number of authorized users for customer agency for
the Standard Software listed in Exhibit A.
CONFIDENTIAL
Agreement 010908a black.doc Page 13 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
PHASE II
LAW ENFORCEMENT RECORDS
13. Aegis/MSP Single Jurisdiction Base Law Enforcement Records
- Accidents
- Arrest
- Business Registry
- Case Processing
- Computer Aided Investigations
- Federal Reports (UCR/IBR)
- Geo-File Verification
- Impounded Vehicles
- Incident Tracking
- Jacket Processing
- Personnel/Bducation
- Property
- Traffic Tickets and Citations
- Wants and Warrants
14. Aegis/MSP Federal and State Compliance Reporting for LE
Records
- Federal UCR/IBR
FIRE RECORDS
15. Aegis/MSP Fire Records Software Base Package
- Activity Reporting and Scheduling
- Investigations
- Business Registry
- Hazardous Materials
- Geo-File Verification
- Hydrant Inventory and Inspections
- Incident Tracking
- Inspection Tracking
- PersonnelBducation
- Pre-plans
- Station Activity Log
- BLS/ALS
16. Federal and State Compliance Reporting for Fire
Records
- State/NFIRS 5.0 Electronic Reporting
MOBILE SOFTWARE
MOBILE SOFTWARE ON THE RS/600014
17. Additional Aegis® Software for RS/6000 Message Switch
- Mobile Upload Software (151-200 users)15
CONFIDENTIAL
Agreement 010908a black.doc Page 14 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
MOBILE MANAGEMENT SERVER
18. Aegis/MSP Mobile Management Server Software (151-200 users)
- Base CAD/NCIClMessaging
- Field Reporting
- Field Reporting Data Merge
CLIENT SOFTWARE i6
19. Aegis® Law Enforcement Mobile Unit Software (175 Units)
LE Field Reporting (Federal Standards)
The following 4 New World Reports are included:
- Incident (1 form)
- Case (1 form)
- Arrest (1 form)
- Supplement (1 form)
LE Field Reporting Compliance
LE Accident Field Reporting
The following New World Report is included:
- Accident (1 form)
LE Accident Field Reporting Compliance
Mobile Upload of Field Reports
20. Aegis Fire Mobile Unit Software (25 Units)
Fire Field Reporting (NFIRS Standards) (development)
Includes NFIRS Incident (1 form)
TOTAL SOFTWARE LICENSE FEE -PHASE II
TOTAL SOFTWARE LICENSE FEES - PHASES I AND II 12•'3
250 000
$600,000
CONFIDENTIAL
Agreement 010908a black.doc Page 15 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
ENDNOTES
' Personal Computers must meet the minimum hardware requirements for New World Systems' MSP product.
Microsoft Windows 2000 or XP is the required operating system for all client machines. Windows
2000/2003 Server and SQL Server 2000 or SQL Server 2005 are required for the Application and Database
Server(s). New World provides on-going support for more current versions of Microsoft Windows, such as
Vista, as they become more widely used in the Indus ry.
z New World Systems MSP product requires Microsoft Windows 2000/2003 Server and SQL Server 2000
including required Client Access Licenses (CALs) fo applicable Microsoft products. Servers must meet
minimum hardware requirements provided by New orld Systems.
s Suggested minimum: IOOMB Ethernet Network. IOM CATS Ethernet Network may have less than
adequate response time. Further consultation would a required to assess your network.
° Does not include any required third party hardware r software unless specified in Section C of this
proposal.
s May require a "Serial-to-Ethernet" converter for mul iple PSAPs (not included in this proposal).
e Customer is responsible for obtaining the necessary tale approval and any non-New World hardware and
software.
' Currently supporting Motorola, Data Radio (DMP & IP), CDPD, EDACS, CDMA, GPRS, 802.11 and
Electrocom Mobile Communication solutions only.
s Requires 3rd party GPS hardware.
v Budgeting estimate for laptops: $8, 000 for ruggedize includes laptop, external modem mounted in vehicle
and mounts; pricing estimates do not include installa ion of mounts.
10 Customer must provide magnetic stripe encoding for at. Also, pricing does not include required 3rd party
equipment or hardware.
" All third party software or third party databases inter acing with AJL Server must present data in a
GJXML /GJXDMformat.
1 z Prices assume that all software is licensed.
'j Any taxes or fees imposed are the responsibility of the purchaser and will be remitted when imposed.
14 Currently supporting Motorola, Data Radio (DMP & P), CDPD, EDACS, CDMA, GPRS, 802.11 and
Electrocom Mobile Communication solutions only.
15 The Mobile Upload software provides for the automat d upload of New World's Law Enforcement Field
Reporting data over Customer's mobile data network. Customer is responsible for obtaining from their
mobile vendor, the written definition and documentati n of the optimal (mobile message) record size to
upload laptop data over the mobile network to be use .This definition must be received within thirty (30)
days of this Agreement being executed.
16 Budgeting estimate for laptops: $8,000 for ruggedized includes laptop, external modem mounted in vehicle
and mounts; pricing estimates do not include installation of mounts.
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Agreement 010908a black.doc Page 16 of 49 City of Miami Beach, FL
Exhibit A /LICENSED STANDARD SOFTWARE AND FEES
2. License Fee Pavment Schedule for Licensed Standard Software and Documentation
The payments for Licensed Standard Software are covered under the Cost Summary and Payment Schedule in
Exhibit AA.
ALL PAYMENTS ARE DUE WITHIN THIRTY (30) DAYS FROM RECEIPT OF INVOICE
PRICING VALID THROUGHdANUARY31.2008
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Agreement 0109o8a black.doc Page 17 of 49 City of Miami Beach, FL
EXHIBIT B
PROJECT MANAGEMENT, INSTALLATION AND
TRAINING SUPPORT SERVICES AND FEES
Proiect Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit A
software. This responsibility will include documenting, coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans (if required);
d) monthly project status reports; and
e) project status meetings
• a project review (kickoff) meeting at Customer's location
• progress status meeting(s) will occur during implementation via telephone conference or at
Customer's location; and
• a project close-out meeting at Customer's location to conclude the project.
f) New World consultation with other vendors or third parties.
To implement the Exhibit A applications, the Project Management fee will be 125 000. All plans listed under
items a), b) and c) above to be approved by Customer Project Manager.
2. Implementation and Training Sunuort Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
A to insure successful implementation of and training on each application package. Based on the Licensed Standard
Software listed on Exhibit A, 1,680 hours of New World implementation and training support services have been
allocated. Avoiding or minimizing custom or modified features will aid in keeping the support costs to the amount
allocated. Customer agrees to reimburse New World for support trips canceled by Customer less than ten (]0)
days before the scheduled start date to cover New World's out-of-pocket costs and lost revenues. The
recommended implementation and training support services include:
a) implementation of each package of Licensed Standard Software;
b) Customer training and/or assistance in testing for each package of Licensed Standard Software;
and
c) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff.
The project management, implementation and training support services are performed at Customer's premises
and/or at New World national headquarters in Troy, Michigan (e.g., portions of project management are performed
in Troy).
3. Interface Installation Service Fees
A flat rate fee is charged for the installation of selected interfaces on Exhibit A. This fee does not include hardware
and/or third party product costs. Whenever possible, this work will be done remotely, resulting in savings in travel
costs. If on-site installation and training is required, Customer will be responsible for the actual travel costs.
Installation includes the following interfaces with these corresponding fees.
CONFIDENTIAL
Agreement 010908a black.doc Page 18 of 49 City of Miami Beach, FL
Exhibit B /PROJECT MANAGEMENT, INSTALLATION AND TRAINING SUPPORT SERVICES AND
FEES
a) Operating System Assurance $15,000
b) Interface Installation Fees 24,000
- 911 Interface
- FroQA for EMD Interface
- Netclock Interface
- State/NCIC
- Zetron Encoder Interface
c) Geo-File Implementation 8,000
d) Data File Conversion Analysis and Assessment 2,500
e) RS/6000 Installation Support (2 systems)* 5,000
TOTAL INTERFACE INSTALLATION SERVICE FEES ..........................................$Q.
*RS/6000 Installation and Support includes: Standard system procedure; RS/6000 to MDT/MCT (data management;
Workflow/process of implementing mobile communications; External consideration; and Ongoing systems
administration including updates, backups database ver f cation, forms creation, etc.). New World to support
Customer in day-to-day operations for disc space management, log backups, data backups and user operations. All
hardware maintenance to be supported by IBM with New World assistance.
New World's implementation services are to assist and train Customer in preparing their GIS mapping data for use
with the Licensed Standard Software. Customer must provide an accurate GIS street centerline layer in an industry
standard file format (ESRI Shape Files). Customer is responsible for having clearly defined boundaries for Police
Beats, EMS Districts and Fire Quadrants. New World will assist Customer to create and/or import map layers
representing the Police/EMS/Fire boundaries. New World is not responsible for GIS data corrections, cleansing or
accuracy.
4. Suanort Service Fees Estimate
The 1,680 hours of installation and training support services cost has been calculated using a rate of $130 per hour.
Additional services are also available at the rate of $130 per hour. This rate is protected for two years from the date
New World executes this Agreement. After two years, Customer shall pay the then-current hourly rate for all
Exhibit B support services rendered.
Based on the services suggested above, the Project Management, Installation and Training Support Services and
Interface Installation Services costs will be a total of $397,900. (Plus all actual and reasonable travel expenses
incurred by New World divided proportionately between all New World customers visited on a single trip and
actual employee travel time for Installation and Training up to but not exceeding four (4) hours per Customer visit.)
New World agrees to use coach fare airline tickets and Customer recommended moderately priced lodging. New
World shall use every effort to avoid unreasonable travel and living costs during the peak tourist season and will use
alternate airports and lodging, where practical. Travel costs are not to exceed $79,000 without Customer's prior
written approval.
5. Additional Services Available
Other New World services maybe required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
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Agreement 010908a black.doc Page 19 of 49 City of Miami Beach, FL
Exhibit B /PROJECT MANAGEMENT, INSTALLATION AND TRAINING SUPPORT SERVICES AND
FEES
d) modifying the Licensed Standard Software;
e) designing and programming custom software; and
f) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World).
6. Pavments for Proiect Management Services
The payments for Project Management Services are covered under the Cost Summary and Payment Schedule in
Exhibit AA.
7. Pavments for Interface Installation Services
The payments for Interface Installation Services are covered under the Cost Summary and Payment Schedule in
Exhibit AA.
8. Pavments for Installation and Trainine Suoaort Services and Travel Costs
The payments for installation and training support services and all travel costs are covered under the Cost Summary
and Payment Schedule in Exhibit AA.
Note: Any taxes imposed from the course of this Agreement are the responsibility of the Customer and Customer
agrees to remit when imposed. If an exemption is claimed by the Customer, an exemption certificate must be
submitted to New World.
ALL PAYMENTS ARE DUE WITHIN THIRTY (30) DAYS FROM RECEIPT OF INVOICE.
CONFIDENTIAL
Agreement 010908a black.doc Page 20 of 49 City of Miami Beach, FL
EXHIBIT C
STANDARD SOFTWARE MAINTENANCE AGREEMENT
This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New
World) and City of Miami Beach, Florida (Customer) sets forth the standard software maintenance support
services provided by New World.
1. Warranty Period and Service Period
The warranty period shall begin on the delivery date of the Licensed Standard Software and end on 12/31/08.
This SSMA shall remain in effect for a period of five (5) years beginning on 01/01/09 (the start date) and ending on
the same calendar date five (5) years after the start date. Customer shall have the option of adding years six (6) and
seven (7) at a cost of $200,000 per year.
2. Services Included
The following services or features are available under this SSMA:
a) upgrades, including new releases, to the Licensed Standard Software (prior releases of Licensed
Standard Software application packages are supported no longer than nine (9) months after a new
release is announced by New World);
b) temporary fixes to Licensed Standard Software (see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m. to 8:00 p.m. (Eastem Time Zone); and
e) invitation to and participation in user group meetings.
f) Emergency 24-hour per day telephone support, for all Aegis CAD applications, seven (7) days per
week for Licensed Standard Software. Normal service is available from 8:00 a.m. to 8:00 p.m.
(Eastern Time Zone). After 8:00 p.m., the Aegis CAD phone support will be provided via beeper
and a New World support representative will respond to service calls within 30 minutes of call
initiation.
g) Includes integration of the ESRI software that is a component of the Exhibit A Licensed Standard
Software.
Items a, b, and c above will be distributed to Customer on appropriate media or other means.
Additional support services are available as requested by Customer using the then-current hourly rates or applicable
fees. Exhibit B has a description of support services available.
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Agreement 010908a black.doc Page 21 of 49 City of Miami Beach, FL
Exhibit C /STANDARD SOFTWARE MAINTENANCE AGREEMENT
3. Maintenance for Modified Licensed Standard Software and Customer Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes them) make the modified Licensed Standard Software
more difficult to maintain. If New World agrees to provide maintenance support for Custom Software or
Licensed Standard Software modified at Customer's request, or for prior releases of New World's software, then
the additional New World maintenance or support services provided shall be billed at the then-current Exhibit B
hourly fees plus reasonable expense.
4. Billin
Maintenance costs will be billed annually, beginning on 01/01/09 and on the same day each year thereafter for the
term of the SSMA. (Any Exhibit B support or service hours and travel costs incurred are billed weekly for the
previous calendar week.)
5. Additions of Software to Maintenance A reement
Additional Licensed Standard Software licensed from New World will be added to the SSMA, 90 days after it is
delivered to Customer's location. Costs for the maintenance for the additional software will be billed to Customer
on a pro rata basis for the remainder of the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
At any time during the warranty period or during the SSMA period, if Customer believes that the Licensed
Standard Software does not conform to the current specifications set forth in the user manuals, Customer must
notify New World in writing that there is a claimed defect and specify which feature and/or report it believes to be
defective. Before any notice is sent to New World, it must be reviewed and approved by the Customer Liaison.
Documented examples of the claimed defect must accompany each notice. New World will review the documented
notice and when a feature or report does not conform to the published specifications, New World will provide
software correction service at no charge. (See paragraph 4.0 of the General Terms and Conditions of this
Agreement for the New World warranties provided). Anon-warranty request is handled as a billable Request For
Service (RFS) (see Exhibit B).
(a) Priority 1: An Error, Defect or Malfunction which renders the CAD Licensed Standard Software
inoperative; or causes the Software to fail catastrophically.
After initial assessment of the Error, Defect or Malfunction by a New World Call Center analyst, if
required, New World will assign a qualified product technical specialist(s) within 3 hours, to diagnose
and correct the Error, Defect or Malfunction. New World will provide ongoing efforts and
communication about the status of the correction until the CAD Licensed Standard Software is
restored to operational status.
If a Priority 1 defect remains unresolved for a period of 24 hours, New World will provide on-site
technical assistance at Customer's location without delay; unless both parties agree otherwise.
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Agreement 010908a black.doc Page 22 of 49 City of Miami Beach, FL
Exhibit C /STANDARD SOFTWARE MAINTENANCE AGREEMENT
(b) Priority 2: An Error, Defect or Malfunction which substantially degrades the performance of the
Software, but does not prohibit the Customer's use of the Licensed Standard Software.
New World will exercise all commercially reasonable efforts to include a Fix or patch for the Error,
Defect or Malfunction in the next Software maintenance release, which are normally provided every
30 - 60 days.
(c) Priority 3: An Error, Defect or Malfunction which causes only a minor impact on the use of the
Licensed Standard Software.
New World may include a Fix or Patch in the next Licensed Standard Software major release.
Customer may contact the following New World resources for management level issue resolution escalation:
Aegis Product Manager, currently Erin Miller
Vice President of Aegis Solution Consulting, currently Sandro Viselli
Vice President of Aegis Professional Services, currently Mark Dvorak
The no-charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated; and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
Maintenance Costs for Licensed Standard Software Packa es Covered for MSP Servers
New World agrees to provide software maintenance at the costs listed below for the following New World
Licensed Standard Software packages installed at Customer's location:
Anulication Packages
1) Aegis/MSP Combined Multi-Jurisdiction LE/Fire/EMS CAD
2) Additional Aegis/NISP Software for Computer Aided Dispatch
3) AegislMSP Third Party CAD Interface Software
4) Aegis/MSP Public Safety State/NCIC Interface Software
5) Base Message Switch to State/NCIC
6) Additional Aegis Software for RS/6000 Message Switch
7) Aegis Mobile Integration Software
8) Aegis/MSP Mobile Management Server Software
9) Aegis Law Enforcement Mobile Unit Software
10) Aegis Fire Mobile Unit Software
11) Aegis Justice Link Interface Server
12) Site License
13) Aegis/MSP Single Jurisdiction Base Law Enforcement Records
14) Aegis/MSP Federal and State Compliance Reporting for LE Records
15) AegislMSP Fire Records Software Base Package
16) Federal and State Compliance Reporting for Fire Records
17) Additional Aegis Software for RS/6000 Message Switch
18) Aegis/MSP Mobile Management Server Software
19) Aegis Law Enforcement Mobile Unit Software
20) Aegis Fire Mobile Unit Software
NEW WORLD LICENSED STANDARD SOFTWARE LIST COST
Number of Modules
17
2
4
3
3
2
2
5
6
N/A
14
1
12
1
1
3
5
1
$1,292,250
CONFIDENTIAL
Agreement 010908a black.doc Page 23 of 49 City of Miami Beach, FL
Exhibit C /STANDARD SOFTWARE MAINTENANCE AGREEMENT
Annual Maintenance Cost (S-Year Plan, Billed Annuall
Wan anty Period Thru 12/31/08 (Includes 24/7 support for all applications)
Year 1 $100,000 -due 01/01/09 (Includes 24/7 support for all applications)
Year 2 $120,000 -due O1/O1/10
Year 3 $140,000 -due O1/O1/11
Year 4 $160,000 -due 01/01/12
Year 5 $180,000 -due 01/01/13
Year 6 $200,000 -due 01/01/14 (These years are optional)
Year 7 $200,000 -due O1/O1/15 (These years are optional)
ALL PAYMENTS ARE DUE WITHIN THIRTY (30) DAYS FROM RECEIPT OF INVOICE.
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Agreement 010908a black.doc Page 24 of 49 City of Miami Beach, FL
EXHIBIT D
NEW WORLD SYSTEMS CORPORATION
NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
This Agreement, when accepted and executed by New World, grants the undersigned the permission to use and/or have limited
access to certain New World Systems® Corporation (New World) proprietary and/or confidential information.
Installed At: Citv of Miami Beach
Customer Name
Authorized Signature of Customer:
Located At: 1700 Convention Center Drive
Miami Beach, FL 33139
Name (Please Print or Type) Title Signature
In exchange for the permission to use or have access to New World proprietary and/or confidential information, including
without limitation, New World software and/or documentation, the organization and individual whose names appear below,
agree to the following:
1. No copies in any form will be made of New World proprietary or confidential information without the expressed written
consent of New World's President, including without limitation, the following:
a) Program Libraries, whether source code or object code;
b) Operating Control Language;
c) Test or Sample Files;
d) Program Listings;
e) Record Layouts;
f) All written confidential or proprietary information originating from New World including without
limitation, documentation, such as user manuals and/or system manuals; and/or
g) All New World Product Bulletins and/or other New World Product related materials.
2. New World software, New World documentation, or other proprietary or confidential information shall not be used for
any purpose other than processing the records of the Customer identified above as permitted in the Customer's Standard
Software License and Services Agreement with New World.
3. The undersigned agree(s) that this Agreement may be enforced by injunction in addition to any other appropriate
remedies available to New World. If it is determined that the money damages caused by the undersigned's failure to
comply with the foregoing terms are difficult to ascertain, they are hereby estimated at liquidated damages of no less than
three times the then-current License Fees for the License Software provided to Customer under the Standard Software
License and Service Agreement between Customer and New World.
Agreed and Accepted by Third Party (Organization) Agreed and Accepted by Third Party (Individual)
Organization: Individual:
BY~ By:
Title: Title:
Date: Date:
Accepted and Approved by New World Systems Corp.
By:
Title:
Date:
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Agreement 010908a black.doc Page 25 of 49 City of Miami Beach, FL
EXHIBIT E
DEMONSTRATION SITE DISCOUNT
New World has provided Customer a significant discount in exchange for the privilege of using Customer's site
for demonstration purposes. Accordingly, after the Licensed Software has been delivered and installed, Customer
agrees to act as a demonstration site for prospective New World customers. Customer also agrees to serve as a
reference or remote demonstration site on the telephone for prospective New World customers. By agreeing to be a
demonstration site, Customer is not necessarily endorsing the New World software and Customer will not actively
participate in any type of marketing and advertising campaign for or on behalf of New World.
Demonstrations will be coordinated with the appropriate Customer personnel and will be scheduled to minimize the
interruption to Customer's operations. New World will provide Customer reasonable notice for preparation.
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Agreement 010908a btack.doc Page 26 of 49 City of Miami Beach, FL
EXHIBIT F
DATA FILE CONVERSION ASSISTANCE
New World will provide conversion to Customer to help convert the existing data files specified below. If
additional files are identified after contract execution, estimates will be provided to Customer prior to New World
beginning work on those newly identified files. All data conversion issues will be tracked in an Issue List.
General
1. This conversion effort includes data coming from one unique database or source, not multiple sources.
2. No data cleansing, consolidation of records, or editing of data will be part of the data conversion effort.
Any data cleansing, removal of duplicate records, or editing must take place by Customer prior to
providing the data to New World.
New World Responsibilities
1. New World will provide the data conversion programs to convert Customers data from a single data
source to the New World Licensed Standard Software for the specified files that contain 500 or more
records.
2. New World will provide Customer up to 2 test sets of the converted data. Additional test sets requested
may/will require additional conversion costs.
3. As provided in the approved project plan for conversions, New World will schedule a conversion
analysis trip and a separate data conversion testing trip to Customer's location. The conversion testing
trip will be part of delivering the conversion programs to Customer.
4. New World will create and provide Customer with a conversion design document for signoff prior to
beginning development work on the data conversion. No conversion programming by New World will
commence until Customer approves this document.
Customer Responsibilities
1. Up to 9 discrete data files from Customer's current database are included in this conversion. Customer
will provide a list of discrete data files with descriptions of fields or data elements in each file.
2. Data will be submitted to New World in EBCDIC or ASCII format with a fixed field, fixed record length
and fixed block format, with coma delimiters on the following media types: DVD, CD, 3 '/2 inch disk, or
8 mm tape.
3. Data files submitted must include an accurate count of records contained in the file. Customer
understands that files or tables containing less than 500 records or table entries will not be converted.
4. A data dictionary (data descriptors) containing all data elements must be provided to New World for
each file submitted with the media.
5. As provided in the project plan for conversions, Customer will provide a dedicated resource in each
application area to focus on conversion mapping and testing. This includes dedicating a support
person(s) whenever New World staff is on site regarding conversions. Roughly a one to one ratio exists
for Customer commitment and the New World commitment. Customer understands that thorough and
timely testing of the converted data by Customer personnel is a key part of a successful data conversion.
6. Customer agrees to promptly review and signoff on both the conversion design document, and on the
final conversions after appropriate review.
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Agreement 010908a black.doc Page 27 of 49 City of Miami Beach, FL
Exhibit F /DATA FILE CONVERSION ASSISTANCE
Files to be converted:
Master Files (From a single source) Cost Estimated Record
Count
• Master Name (Jackets) $8,000
• Master Property includes Property and Evidence) $3,000
• Master Vehicle $3,000
CAD/RMS (From a single source) Estimated Record
Count
• CAD Incident /Call for Service $9,000
• Cases (includes Case Management and Crime Scene) $12,000
• Narrative $5,000
Customer Source Data Description Estimated Record
Count
• Building Fire Pre-Plans $8,750
• Tickets /Citations $8,750
• Combat Rescue (FRMS) $25,500
Customer Investment
New World agrees to provide the above data conversion services for a fixed cost of $83,000.
The payments for Data File Conversion Services are covered under the Cost Summary and Payment Schedule in
Exhibit AA.
Note: Where applicable, travel costs for New World employees to complete the tasks for Exhibit F services are
billed under the provisions of Exhibit B services. All travel to be mutually agreed upon by Customer and
New World.
CONFIDENTIAL
Agreement 010908a black.doc Page 28 of 49 City of Miami Beach, FL
Exhibit F /DATA FILE CONVERSION ASSISTANCE
Optional Files to be converted: (Not included in fixed costs above.) Customer may elect to proceed with some or all
of the data file conversions with written notice to New World.
Customer Source Data Description
1. Bicycle Registration
2. Message Center (Additional Narrative Conversion)
3. Bookings
4. Internal Affairs (Additional Cases Conversion)
5. VISA Visual Identification Artist
6. Police Training System
7. Patrol Statistics
8. TOW System
Data Source Costs
SQL Server RDBMS $ 3,500
SQL Server RDBMS $ 5,800
SQL Server RDBMS $ 9,500
LA Pro $ 14,500
SQL Server RDBMS TBD
Training TRAK TBD
Paradox TBD
SQL Server RDBMS TBD
CONFIDENTIAL
Agreement 010908a btack.doc Page 29 of 49 City of Miami Beach, FL
EXHIBIT G
CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /MODIFICATIONS AND / OR
CUSTOM SOFTWARE
Definition of Project
New World will provide the Customer requested Standard Software Enhancements and/or Custom Software as
discussed below to address the Customer's requirements. Customer agrees to cooperate in not making
modifications and enhancements too extensive as defined in the 2(b)(I) procedure below.
Customer may, at its option, direct New World to create any of the following modifications. Customer's project
manager will provide a written authorization for the specific modifications wanted prior to any work being
commenced by New World or costs incurred by Customer.
(A) Enhancements /Modifications to Exhibit A Software:
RFP Reference
Descri tion of Software Enhancement Hours Estimated
Cost
Page Item
2.28.0 Indicate the block ran es at the intersection for both streets. 40 $3,490
Color code calls to indicate the type of response required (i.e. police
31 2.48 calls to be color coded blue, fire calls in red, etc.) as defined by the 24 $2,094
S stems Administrator.
33 $.O.D Display units engaged in traffic stops to be displayed on a color status 24 $2
094
monitor and color coded to denote that the are on a traffic sto . ,
34 6.12 Ability to create a watch order from an existing call without re-
40 $3 490
enterin all the data. ,
When an arrest is made which clears several cases, the system must be
able to associate the arrest with multiple cases without having to re-
1.33.2.L enter the arrestee on each case. When searching these cleared cases, 40 $3,490
the system must show the arrestee as being associated with that
articular case.
56 1.33.2.5 The system shall produce/print the county Arrest Form and 80 $6
980
continuation on blank a er if needed. ,
Field Based Reports Customization:
Incorporate 29 custom reports/forms 320 $32,000
TOTAL: 568 $53,638
CONFIDENTIAL
Agreement 010908a black.doc Page 30 of 49 City of Miami Beach, FL
Exhibit G /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
(B) Custom Software /Interfaces
2.
(1) Motorola Centracom Gold Elite Radio Interface: $12,000
Re uires urchase of Motorola SDK not included
With New World providing consultation, Customer is responsible for obtaining
technical contacts and/or technical speciftcations from the third parties involved.
Methodolo~v to Provide Enhancements and/or Custom Software
a) Definition of New World's Responsibility
This project includes the following activities to be performed by New World.
(1) Review of required features with Customer. Only items. identified in Paragraph 1 above will be
provided in this implementation plan.
(2) Preparation of Software Specifications Design Document (SSDD) to include:
• menu samples
• screen samples
• report samples
(3) Programming and programming test.
(4) On-site training, testing and/or other support services using Exhibit B rates and fees.
For modification requiring over fifty (50) hours of work, New World utilizes a design document
procedure [see 2(b)(1) below]. For smaller modifications, New World uses a Request For Service
(RFS) procedure. Both procedures are reviewed with Customer at apre-installation planning meeting.
The RFS procedure utilizes a form with a narrative description and supporting documentation if
applicable to define the work to be done.
b) Implementation Schedule
Activity Tareeted Time Period
(1) Complete Design Review or RFS Procedure with Customer To be determined
Staff. Customer agrees to be reasonable and flexible in not
attempting to design the modifications to be more extensive than
called for in the scope (cost and schedule) of this project.
(2) New World submits first draft of SSDD or RFS. To be determined
(3) SSDD or RFS acceptance and sign-off by Customer (no To be determined
programming will be done by New World until the formal sign-
off and Customer's authorization to proceed in writing).
CONFIDENTIAL
Agreement 010908a black.doc Page 31 of 49 City of Miami Beach, FL
Exhibit G /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
(4) New World completes programming from SSDD or RFS and To be determined
provides modified software to Customer.
(5) Software Modification Acceptance Test To be determined
c) Customer's Responsibility
Customer's responsibilities are additionally defined in Section II, Paragraph 6.0 of the General Terms
and Conditions of this Agreement. All Customer requested changes after design sign-off must be
documented by Customer and authorized in writing including potential costs, if any. Additional
changes will most likely delay the schedule and may increase the cost.
Cost and Pavment for Modifications
The cost for the enhancements and/or custom software is $65,638 and is to be paid as follows:
The payments for Software Enhancement Services are covered under the Cost Summary and Payment
Schedule in Exhibit AA.
Note: Where applicable, travel costs for New World employees to complete the tasks for Exhibit G services are
billed under the provisions of Exhibit B services. All travel to be mutually agreed upon by Customer and
New World.
Optional Custom Software Modifications: (Not included in fixed costs above. Customer may elect to proceed with
some or all of the modifications written notice to New World.
RFP Reference Hours Estimated
Descri tion of Software Enhancement Cost
Page Item
Provide a means of allowing the call taker to enter an alarm number or
30 2.42 name and have the call type, location, address and phone number filled 24 $2,094
in automaticall .
31 2
49 Alarm central monitoring computer interface:
. Accept calls from an alarm central monitoring computer and generate 80 $6,980
a CAD call automaticall for the alarm.
System shall provide information regarding the processing time of the
41 14.4 call taker; i.e. seconds between time call is received (phone is 60 $5,235
answered) until call is sent to dispatcher which is captured from an
ACD Automatic Call Distribution s stem interface.
CONFIDENTIAL
Agreement 010908a black.doc Page 32 of 49 City of Miami Beach, FL
Exhibit G /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
1
33
3 This subsystem shall allow for the registration of bicycles. The 40 $3
490
.
. registration shall include the following fields. ,
-Email addresses with abilit to mass email
This subsystem shall allow for the registration of bicycles. The
registration shall include the following fields.
1.33.3 -City of purchase 16 $1,396
-Store name
- Store address
- Date of sale/transfer
The system must print and utilize bar code labels and portable
reader(s) for property management including the entry, reading,
tracking movement, disposition of all property, etc. These categories
should include:
65 1.33.15.1.D - E"try' 100 $8
725
-Status change ,
-Date of movement
-Inventory
- Location
- Location history (movement of items)
- General
66 1.33.15.2 The system must provide an employee disbursement template for 80 $6
980
disbursin roe to new/reassi ed em to ees. ,
NCIC/FCIC (CJIS) Interface
G) This interface software shall allow for multiple communication
67 1.33.19.G & H protocols. 120 $10,469
H) Queries to the NCIC (State Gateway) shall also include like
searches of the local data base.
Upon entering "base course information" fora "new" course, the
system must automatically perfonn a duplicate course check and
present the user with a display of any possible duplicate base course
records that have already been entered. If the user identifies the current
73 1.33.24.B course being entered as a duplicate of a course that has already been 32 $2
792
entered in the system, the user shall have the option of making the ,
can-ent course being entered as another "course sequence" of the
original base course record. The system should utilize such factors as
course name and total hours in identifying possible duplicate base
course records.
The system must provide for the ability to maintain, track and report
on information pertaining to the costs associated with employee
attendance and travel at a training course. System must provide for the
75 1.33.24.K entry of the following information for each employee attending each 12 $1,047
training course:
- Source of funds (training trust fund, DUI grant, confiscated funds,
etc. .
Search/Query -Users shall:
-Generate reports showing which employees have not attended a
76 1.33.24.0 specific training course and this report should be able to be attached to 60 $5,23$
email for others to view. This report must be able to separate sworn
from non-sworn em to ees.
76 1.33.24.0 Search/Query -Users shalt: 120 $10
469
- Transfer rior trainin records data into the new subs stem. ,
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Agreement 010908a black.doc Page 33 of 49 City of Miami Beach, FL
Exhibit G /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
In an effort to maintain a "paperless" philosophy the module should
77 1.33.25.1 make use of a pen based signature application for the "signing in" and 40 $3,490
"si in out" of ro ert .
The system must provide the ability to maintain additional elements if
the property item is a firearm:
- Caliber
79 1.33.25.1.K -Barrel length
-Finish 12 $1,047
-Model
- Rendered Safe (Yes/No)
- T e of firearm Pick-List
80
1.33.25.1.HH Pmvide the ability to compare property records (at time of entry) with
120
$10
469
previous property records (i.e. pawned, impounded, stolen) and a link ,
to Miami-Dade Coun awn sho information.
80
1
33
25
1
KK Provide the ability to mass update case numbers that meet specific Included with item
.
.
.
. criteria, with the appropriate information. This will be used for 1.33.25.1.HH.
firearms destruction, narcotics destruction and confiscated currenc .
Must include reports with 90 day status/disposal due, 5 day evidence
out without return, audit trail tracking, aging evidence, inventory
check and history.
81 1.33.25.2.E Note: The proposed solution partially complies with this requirement. 60 $$,23$
The system includes 90 day status/disposal due, inventory check and
history; 5 day evidence can be provided through a modification to
standard software; audit trail and a in evidence are not available.
Audits/Security. The software:
C) Must automatically generate a monthly report of at least five (5)
1.33.25.3.C&D items for auditing purposes. 40 $3
490
D) Must automatically generate a notice for all days that the random ,
report does not print, stating there will be no random report issued for
that da .
Dispostions. The software:
A) Must provide an autorrtated property/evidence aging function which
tracks the length of time property is held and notifies officers
electronically thata disposition is now due. This notice will list the
cash amount for cash items.
B) This automated function will also include a second electronic notice
to the officers if the dispositions aren't answered in a specified time
frame.
1.33.25.4.A-D 120 $10,466
C) The last step of this automated function will include an electronic
letter to the
officer's commander for any dispositions and second notices that are
not answered in a specified time frame.
D) Must provide a report listing all letters sent to officers and
commanders with no reply. This listing will include the case number,
date impounded, date disposition printed to the officer, date of the
second notice to officer, date of letter to the commander and officer's
name.
CONFIDENTIAL
Agreement 010908a black.doc Page 34 of 49 City of Miami Beach, FL
Exhibit G /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS /
MODIFICATIONS AND / OR CUSTOM SOFTWARE
The system shall track the following:
90 1.6.1 -The system should flag conflicting schedules (i.e. unit, classroom and 20 $1,745
instructors .
Crime Scene Subsystem
The Proposer will provide a means to enter crime scene reports and
any other information necessary by the Crime Scene Unit. This
information will be tied to the MLI, MNI, MVI if applicable, and the
62
1.33.12 offense/incident reports. This system should have the ability to expand
the selection criteria in the future by user-defined categories. Entry
400
$40,000
will be permitted at any PC or laptop dependant upon security profile
and passwords. The following will be contained in the file:
-Latent Fingerprint Evaluation/Comparison Report (see RFP for full
list)
- Crime Scene Re ort see RFP for full list
TOTAL: 1,556 $140,854
CONFIDENTIAL
Agreement 010908a black.doc Page 35 of 49 City of Miami Beach, FL
EXHIBIT H
ACCEPTANCE TESTING
Each application of Licensed Software shall be deemed to have been accepted upon the successful completion of
either Criteria 1 or Criteria 2 (listed below) whichever occurs first. Acceptance Testing is successful under either
Criteria 1 or Criteria 2 unless the Licensed Software application contains a warranty defect which substantially
impairs the value and Customer's use of the Licensed Software. Any claimed defects must be documented in
writing as set forth in Exhibit C.
Criteria 1:
Using Exhibit B support service hours, New World shall assist Customer in conducting the following software
Acceptance Test.
Following published specifications using established procedures and controls, the test criteria includes:
1. the successful entering and editing of a representative sample of transactions;
2. the successful processing of a representative sample of file maintenance transactions for the
master file transactions;
3. the successful generation of standard output reports; and
4. the successful generation of UCR Report accepted by State of Florida.
Testing under Criteria 1 may be completed before Customer has gone "live" on the application. If Criteria 1 is
used, Customer agrees to provide the requisite resources to timely complete the Acceptance Test procedure. If
Customer unreasonably delays the start of the Criteria 1 test procedure for more than fourteen (14) calendar days
(to be extended to sixty (60) days as required for UCR) beyond the designated test date, then successful software
acceptance shall be deemed to have occurred for that application of Licensed Software on the fifteenth (15"') day
after the designated test date.
Criteria 2•
When 30 calendar days have passed from the time when any four of the five following Exhibit A applications are in
daily "live operational use" by Customer, then the Project Completion Payment from Exhibit AA is due.
• Aegis Combined Law Enforcement/Fire/EMS CAD
• Aegis Mobile Messaging
• Aegis Mobile Field Reporting
• Aegis Law Enforcement Records Software Base Package
• Aegis Fire Records Software Base Package
The Project Completion Payment does not apply if any of the above five applications cannot be used by Customer
in a "live mode" due to a substantial documented deficiency that was not addressed by New World.
CONFIDENTIAL
Agreement 010908a black.doc Page 36 of 49 City of Miami Beach, FL
EXHIBIT I
SOFTWARE PERFORMANCE TEST CRITERIA
New World represents that the Exhibit A Licensed Standard Software will provide satisfactory performance to
satisfy the current processing requirements of Customer. This representation is conditioned on current master file
sizes, current transaction volumes, and reasonable history retention requirements. It is also conditioned upon
Customer's agreement not to add other applications in addition to those listed on Exhibit A, and not to use any third
party software products or hardware in a way that impacts software performance. This representation is further
conditioned upon Customer balancing the computer system properly, including but not limited to, backups, file
purges, tuning the system as required, and/or any other items that may impact performance.
Satisfactory performance is defined as average response time of 2 seconds or less in over 80% of the input or inquiry
transactions during any measured four hour period; plus an average response time of 5 seconds or less in over 98%
of the input or inquiry transactions during any measured four hour period. Given the above definition, should the
Exhibit A software not perform satisfactorily, then Customer shall notify New World in writing and give New
World 30 days to determine if the unsatisfactory performance is related to New World products or is related to
other factors not part of the New World software (see examples above). New World shall have unrestricted access
to the Computer during the 30-day correction period and shall be able to make any adjustments necessary to
improve system performance. New World shall document adjustments made and notify Customer in writing of the
adjustments. If requested by Customer, and using Exhibit B support services, New World shall train Customer on
how to make adjustments. After 30 days, if the system performance has not improved, and should the unsatisfactory
performance be attributable solely to the New World software, then New World shall provide additional computer
capacities (memory, disk storage) at New World's cost to improve the performance. The additional computer
capacities will be added within 90 days of the 30-day correction period ending.
For purposes of this software performance section, any New World time involved in selecting equipment,
interfacing software or hardware, tuning or balancing the system, resolving problems, and/or other activities
performed on Customer's behalf to initially start up or improve hardware or software performance will be
performed using Exhibit B support service guidelines and fees. As defined above, given written notice of software
performance deficiencies by Customer, the New World time spent during the 30-day correction period to evaluate
the alleged deficiencies will not be billable to Customer unless New World can document and demonstrate that the
alleged deficiencies are not due to deficiencies of the Exhibit A software, in which case the time spent by New
World during the 30-day correction period would be billed to Customer.
The software performance representation set forth in this Exhibit expires two years from the date any four major
applications (e.g., CAD, Law Enforcement Records, Fire Records, Mobile or Field Reporting) have gone into "live
use".
CONFIDENTIAL
Agreement 010908a black.doc Page 37 of 49 City of Miami Beach, FL
EXHIBIT J
STATEMENT OF WORK (SOW)
Placeholder for Statement of Work.
CONFIDENTIAL
Agreement 010908a black.doc Page 38 of 49 City of Miami Beach, FL
EXHIBIT K
OPTIONAL ITEMS
Customer may license the following software modules at the indicated prices for up to forty-eight (48) months from
the date of execution of this Agreement. New World services will be provided at rates then current at time of
purchase, as qualified in Exhibit B. Third Party products or services will be provided at prices in force by Third
Party at the time of purchase and subject to New World's ability to acquire those products/services on Customer's
behalf.
- Bicycle Registration 10,000
- Bookings 12 000
- Case Management 10 000
- Equipment Tracking 12,000
- Field Investigations 10,000
- Gang Tracking 12 000
- Permits (development) 30,000
- Pawn Shops 10 000
- Property Room Bar Coding 10,000
LAW ENFORCEMENT RECORDS
2. Aegis/MSP Third Party LE Records Interface Software4
- APS Ticket Writer Interface 20,000
ADDITIONAL PUBLIC SAFETY SOFTWARE
3. Aegis/MSP Public Safety State/NCIC Interface Softwares
- On-Line Pawn Shop Check Interface to State/NCIC 11,000
- On-Line Property Checks Interface to State/NCIC 11,000
4' Aegis/MSP Data Analysis/Crime Mapping/Management Reporting
- Base with Three Applications (CAD/RMS/Fire) 46,000
5. Aegis/MSP Imaging Software
- Public Safety Line Ups/Mug Shots c 29,000
- Digital Imaging ~
CONFIDENTIAL
Agreement 010908a black.doc Page 39 of 49 City of Miami Beach, FL
LAW ENFORCEMENT RECORDS
1. Additional Aegis/MSP Software for Law Enforcement Records
- Activity Reporting and Scheduling 10,000
-Alarm Tracking and Billing 10,000
Exhibit K /OPTIONAL ITEMS
MOBILE SOFTWARE
MOBILE SOFTWARE ON THE RS/6000
6. Additional Aegis® Software for RS/6000 Message Switch
-New World CAD Interface for Aegis MSP (Uplift to 300 users) 5,000
- Mobile Upload Software (Uplift to 300 users) 15,000
MOBILE SOFTWARE ON THE MSP Server
7. Aegis® Mobile Integration Software
- MDT/MCT Base CAD/RMS Interface (Uplift to 300 users) 8,000
MOBILE MANAGEMENT SERVER
8. Aegis/MSP Mobile Management Server Software (Uplift to 300 users)
- Base CAD/NCIC/Messaging N/C
- Field Reporting 5,000
- Field Reporting Data Merge 1,000
CLIENT SOFTWARE
9. Aegis® Law Enforcement Mobile Unit Software (100 Units)
LE State/NCIC via Switch
LE CAD via Switch
APS Ticket Writer Interface (275 units)
LE Field Reporting (Federal Standards)
The following 4 New World Reports are included:
- Incident (1 form)
- Case (1 form)
- Arrest (1 form)
- Supplement (1 form)
LE Field Reporting Compliance
$500 ea.
$750 ea.
$150 ea.
$1,000 ea.
$200 ea.
$50,000
75,000
41,250
100,000
20,000
CONFIDENTIAL
Agreement o10908a black.doc Page 40 of 49 City of Miami Beach, FL
Exhibit K /OPTIONAL ITEMS
LE Accident Field Reporting $1,000 ea. 100,000
The following New World Report is included:
- Accident (1 form)
LE Accident Field Reporting Compliance $300 ea. 30,000
Mobile Upload of Field Reports $600 ea. 60,000
Drivers License Mag Strip Reader Interface $200 ea. 20,000
Mugshot Image Download $200 ea. 20,000
In-Car Mapping $400 ea. 110,000
Subtotal $5,300 ea. 626,250
Less Laptop Software Volume Discount -425,850
TOTAL LAPTOP SOFTWARE
AEGIS JUSTICE LINK (AJL) OPTIONS9
10. Aegis Justice Link Interface Server at a New World Site (MSP)
a. Third Party Software Product or Third Party Database
Export Gang Information to 3rd party gang applications
HANDHELD MOBILE io,u,~z
11. Network Server Software
Base* -have existing NWS Mobile
- State/NCIC
-NWS RMS -Names Inquiry
-NWS RMS -Property Inquiry (Release 2)
-NWS RMS -Vehicle Inquiry (Release 2)
13. CAD Integration
14. MSP Database Server Software
Database Server Manager
200,400
12,000
15,000
15,000
10,000
CONFIDENTIAL
Agreement 010908a black.doc Page 41 of 49 City of Miami Beach, FL
Exhibit K /OPTIONAL ITEMS
15. Client (Handheld Unitl Licenses (1 Unitl
- State/NCIC Inquiries and NWS RMS Inquiries
- CAD/Messaging Integration
NEW WORLD STANDARD SOFTWARE LICENSE FEE
LESS DEMONSTRATION SITE DISCOUNT
TOTAL SOFTWARE LICENSE FEE 13•'4
$400 ea.
$600 ea.
400
600
$540,400
(195,787)
*Project Management services not required if combined with initial phase
(CAD/RMS/FRMS/Mobile) of the project. If implemented at a later late,
some PMfees will apply.
2. 120 hours of Implementation and Training Services at $130/hour to
include, as required:
- Software Tailoring and Set Up
-User Education and Training
- Other Technical Support
15,600
CONFIDENTIAL
Agreement 010908a black.doc Page 42 of 49 City of Miami Beach, FL
1. Project Management Services as Required: N/C*
-Project Management
- Overall consultation and communication
- Monthly status reports and project updates throughout the duration of the
project
- Implementation Plan
Exhibit K /OPTIONAL ITEMS
3. Windows 2003 Systems Assurance -Relocation Services
- Back up entire system
- Physical re-location of backup (redundant) server system to new backup/disaster
recovery facility
- Consult on WAN connectivity between sites
- Evaluate and verify network connectivity, available bandwidth, and latency
- Verify and re-configure IP/subnet/domain configuration
- Re-establish cluster environment
- Test and verify
*Relcoation serices will not be required if combined with initial phase
(CAD/RMS/FRMS/Mobile) of the project. If implemented at a later late,
Relocation fees will apply.
4.
Interface Installation Service Fees:
In-Field Support (includes set-up and training):
- APS Ticket Writer Interface
TOTAL SUPPORT SERVICES
ITEM ~ DESCRIPTION
I. GIS Software (ESRI)16
Mobile
- Mobile In-Car Mapping (300 units) 100 ea. 30,000
2. APS Ticketing and Citations (275 units)
Virtual Partner Engine 5,000
QuickData (RMS) 7,500
QuickTicket 225 ea. 61,875
Zebra RW420 Printer 975 ea• 268,125
Zebra RW420 Cable (USB) 23 ea. 6,325
Zebra Thermal Paper 142 ea• 284
APS Project Management 3,719
5,000
6,000
INVESTMENT
$30,000
352,828
CONFIDENTIAL
Agreement 010908a black.doc Page 43 of 49 City of Miami Beach, FL
Exhibit K /OPTIONAL ITEMS
4' Hardware, System Software & Services
Workstations (8) -Emergency Operations Center 15,928
g, Handheld hardware (per unit cost) 599
TOTAL THIRD PARTY COSTS c c ~
ITEM ~ DESCRIPTION ~ INVESTMENT
1. TRAVEL AND LIVING EXPENSES (Estimate)
Estimated 5 trips at $1000 per trip. $5,000
CONFIDENTIAL
Agreement 010908a black.doc Page 44 of 49 City of Miami Beach, FL
Exhibit K /OPTIONAL ITEMS
One-Year Warranty from Date of Delivery NC
Year 1 SSMA $45,000
Year 2 SSMA 55,000
Year 3 SSMA 65,000
Year 4 SSMA 75,000
Year 5 SSMA 90,000
2. APS Maintenance (Per Year Cost) 13,388
NOTE: In the event Customer does not license all of the optional software at one time, the following SSMA rates
(%) will be used to calculate SSMA cost based on the list cost of the Licensed Standard Software.
One year warranty from date of delivery
Year 1 of SSMA 8.3%
Year 2 of SSMA 10.2%
Year 3 of SSMA 12.0%
Year 4 of SSMA 13.9%
Year 5 of SSMA 16.7%
CONFIDENTIAL
Agreement 010908a black.doc Page 45 of 49 City of Miami Beach, FL
COMBINED STANDARD SOFTWARE MAINTENANCE AGREEMENT
1. (SSMA) (Per Year Cost)
Based on a 5-year plan; SSMA to begin at the end of the one-year warranty.
Includes 24/7 Support for ali applications. (Includes Exhibit A ESRI Integration for the
ESRI software that is part of Exhibit A Licensed Standard Software.)
Exhibit K /OPTIONAL ITEMS
MSP ENDNOTES
' Personal Computers must meet the minimum hardware requirements for New World Systems' MSP product.
Microsoft Windows 2000 or XP is the required operating system for all client machines. Windows 2000/2003
Server and SQL Server 2000 or SQL Server 2005 are required for the Application and Database Server(s). New
World provides on-going support for more current versions of Microsoft Windows, such as Vista, as they
become more widely used in the industry.
z New World Systems MSP product requires Microsoft Windows 2000/2003 Server and SQL Server 2000
including required Client Access Licenses (CALs) for applicable Microsoft products. Servers must meet
minimum hardware requirements provided by New World Systems
s Suggested minimum: IOOMB Ethernet Network. LOMB CATS Ethernet Network may have less than adequate
response time. Further consultation would be required to assess your network.
° Does not include any required third party hardware or software unless specified in Section C of this proposal.
S Customer is responsible for obtaining the necessary State approval and any non-New World hardware and
software.
6 Requires Pentium PC, Twain 32 Compliant Digital Freeze Frame Video Camera or Digital Camera supplied by
Customer.
~ Requires Pentium PC, Twain 32 Compliant flatbed scanner supplied by Customer.
a Requires 3rd party GPS hardware.
9 All thirdparty software or thirdparty databases interfacing with AJL Server must present data in a GJXML
/GJXDMformat.
10 Requires NCIC connection through New World Systems software to add NCIC to search results.
11 Requires Compaq IPAQ with CDPD modem and PC Expansion Pack and wireless Internet access.
'z Requires JRun 3.1 license.
!s Prices assume that all software is licensed.
14 Any taxes or fees imposed are the responsibility of the purchaser and will be remitted when imposed.
15 Training and Support Services are billed hourly as used. Travel and expenses are not included as they are billed
at actual cost.
r6 All Aegis/MSP Customers are required to use ESRI's ArcGIS Suite to maintain GIS data. All maintenance,
training and on-going support of this product will be contracted with and conducted by ESRI. (This software
must be installed on a non-Aegis workstation.) Customer is responsible for providing GIS data to New World in
industry standard ESRI format.
CONFIDENTIAL
Agreement 010908a black.doc Page 46 of 49 City of Miami Beach, FL
N~,~'nrl~ ~'~ :~Ir ~ix~4~
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APPENDIX 1
AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
January 9, 2008
This agreement (Agreement) between City of Miami Beach, Florida (Customer) and New World Systems® Corporation,
(New World) is to cover the procurement of Third Party products and services by New World for Customer.
The attached configuration (Exhibit 1) describes the Third Party products and services that Customer will be obtaining through
New World. The Exhibit 1 configuration may be modified by written approval of both parties. It is contemplated that Customer
may procure portions of the Exhibit 1 components on their own and not through New World. By their written approval below,
Customer authorizes New World to order the Exhibit 1 products for delivery to:
City of Miami Beach
1700 Convention Center Drive
Miami Beach, Florida 33139
The payments for Appendix 1 Services are covered under the Cost Summary and Payment Schedule in Exhibit AA.
Customer is responsible for the site preparation and related costs to install the Exhibit 1 products. Customer is responsible for
any returned product charge's, including re-stocking and shipping fees, for all Third Party products ordered by New World on the
Customer's behalf. Actual and reasonable travel expenses incurred by New World and actual employee travel time up to but
not to exceed four (4) hours per Customer visit, are in addition to the Exhibit 1 cost and will be billed weekly as incurred.
Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer and Customer agrees to
remit when imposed. If an exemption is claimed by the Customer, an exemption certificate must be submitted to New World.
After execution of this Agreement, the Exhibit 1 components and cost may be changed by mutual agreement of both parties. If a
change order in the configuration requires additional costs, New World shall notify Customer of the additional costs and with
Customer's approval these costs shall be home by Customer. Without such approval, the change order will not be processed.
Customer shall or may be required to execute selected Agreements with vendors and New World shall not confirm the ordering
of any Exhibit 1 products without Customer's authorized signature on the Agreements. Customer shall receive the benefit of all
warranties, services, etc. provided for in the Agreements.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS® CORPORATION
(New o d)
By, La D. Leinweber, President ,
Date: ~/ ~ ~l ~~b ~
CITY OF MIAMI BEACH, FLORIDA
(Customer)
By: ~il~
'Ab(Jforized Signature z - Title
Ma H. 7~,oweJt, May r
By: itu 1 ~ a o~
A tuA horized Signature Title
Robert Parcher, City Clerk
Date: ~~-~y~~~~ a2 /~D ~
Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on behalf
of the organization for which (s)he represents and that all the necessary formalities have been met.
~~
FORM 8~ LANGUAGE
~-FOR 6~CUTION
Agreement 010908a black.doc
CONFIDENTIAL
Page 47 of 49
o e , FL ~ ZZ
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AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
I, GIS Software (ESRI)
CAD/RMS/Fire
January 9, 2008
EXHIBIT 1
CONFIGURATION
Geo-File Maintenance Software (ESRI)
ArcView 9.1 (Single User)
* Per workstation cost
2• Diagramming Software (Scene PD)
Site License
3' Bar Coding Scanner Kit
4' Signature Capture Hardware
4' AVL Hardware (300 units)
USG1oba1SAT MR-350 External Mount GPS Receiver
$26,200
$25,000
1,200
28,575
3,650
1,500
45,000
CONFIDENTIAL
Agreement 010908a black.doc Page 48 of 49 City of Miami Beach, FL
ESRI Notes
1) All Aegis/MSP Customers are required to use ESRI's ArcGIS suite of products to maintain GIS data. All
maintenance, training and on-going support of this product will be contracted with and conducted by ESRI.
Maintenance for ESRI's ArcGIS suite of products that are used for maintaining Customer's GIS data will
be contracted by Customer separately with ESRI.
2) The on-going New World SSMA cost is required for any Aegis software changes related to integration with
ESRI software.
3) If a new release of ArcGIS is incorporated into the Aegis software, an associated upgrade fee may be
required for the new ESRI software, depending on the potential cost from ESRI; and/or on the scope of
effort required to integrate the new ESRI release with Aegis software.
4) Customer will restrict use of the ESRI Software to executable code (used with the Aegis Licensed
Standard Software).
5) Customer will prohibit (a) transfer of the ESRI Software except for temporary transfer in the event of
computer malfunction; (b) assignment, time-sharing, lend or lease, or rental of the ESRI Software or use for
commercial network services or interactive cable or remote processing services; and (c) title to the ESRI
Software from passing to any other party.
6) Customer will prohibit the reverse engineering, disassembly, or decompilation of the ESRI Software and
prohibit duplication of the ESRI Software except for a single archival copy; reasonable Sublicensee backup
copies are permitted.
7) Customer will disclaim, to the extent permitted by applicable law, ESRI's liability for any damages, or
loss of any kind, whether special, direct, indirect, incidental, or consequential, arising from the use of the
ESRI Software.
8) At the termination of their Agreement (Sublicense) with New World, Customer will certify in writing to
New World that it has discontinued use and has destroyed or will return to New World all copies of the
ESRI Software and documentation.
9) Customer will comply fully with all relevant export laws and regulations of the United States to assure that
the ESRI Software, or any direct product thereof, is not exported, directly or indirectly, in violation of
United States law.
10) Customer will prohibit the removal or obscuring of any copyright, trademark notice, or restrictive legend.
11) If New World grants a Sublicense to the United States Government, the ESRI Software shall be provided
with "Restricted Rights".
CONFIDENTIAL
Agreement 010908a black.doc Page 49 of 49 City of Miami Beach, FL
New world Systems°
The Public Sector Software Com[~an p
January 18, 2008
Ms. Kerry Hernandez
Office of the City Clerk
City of Miami Beach
1700 Convention Center Drive
Miami Beach, FL 33139
Dear Ms. Hernandez:
Enclosed please find three signed copies of the Standard Software License and Services
Agreement.
Upon signing, please fax the signature page(s) to my attention at 248-269-1020. Also, return one
fully executed Agreement to the address below. I have enclosed a Federal Express envelope and pre-
addressed label for your convenience.
If you should have any questions, please call me at 248-269-1000.
Sincerely,
~~ a ~.
~~
Nancy A. Spencer
Sales Support Administrator
Enc:
Co~rj~orate: 888 West Big Beaver Road • Suite 600 • Truy • Michigan 48084-474> • 248-26)-1000 • u^u~w.newu~orldsy~stems.corn