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HomeMy WebLinkAbout44-Information Technology ORIGINAL CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Date: APRIL 24, 2006 Subject: RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE RENEWAL OF A MUUNTENANCE CONTRACT FOR MUUNTENANCE SERVICES FROM COMPUDYNE PS&J INe. OF PLEASANTON, CALIFORNIA. From: TOM MAREK IT DIRECTOR Dept: ADMINIINFORMA TION TECHNOLOGY DMSION MlCC Meeting Date: June 5, 2006 Synopsis of Previous Council Action: June 21, 2004 - Resolution #2004-199 - Approved the renewal of a maintenance contract for maintenance services on the Computer-Aided-Dispatch system (CAD), Police Records Management System (PRMS) and Mobile Data Software used by the Police and Fire Departments from Tiburon, Inc., of Fremont, California June 2, 2003 - Resolution #2003-113 - Approved the renewal of a maintenance contract for maintenance services on the Computer-Aided-Dispatch system (CAD), Police Records Management System (PRMS) and Mobile Data Software used by the Police and Fire Departments from Tiburon, Inc., of Fremont, California Sep. 23, 2002 - Resolution #2002-306 - Approved an upgrade of the Computer-Aided-Dispatch system (CAD), Police Records Management System (PRMS) and Mobile Data Software used by the Police and Fire Departments from Tiburon, Inc., of Fremont, California CompuDyne PS&J Inc. of Pleasant on, California absorbed Tiburon, Inc ofFremont, California Recommended Motion: Adopt resolution. \J~e~ Signature Contact person: TOMMARIi'~ Phnn... l,ftL.c;;Qd7 Supporting data attached: Staff R"'pnrt Ward: FUNDING REQUIREMENTS: Amount: $157,656.00 Source: (Acct. No.) 679-251-5172 (Acct. Description) Maintenance Contracts Finance: Council Notes: ,jDO!.P - ;)30 pLU1~JA~ (){P/D~./()(n. 4t- .2<f J Agenda Item No. to Ilq/O& _ tt4 CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION Staff Report SUBJECT: Resolution of the City of San Bernardino authorizing the renewal of a maintenance contract for maintenance services from CompuDyne PS&J Inc. of Pleasant on, California. BACKGROUND: The City of San Bernardino upgraded its public safety Computer-Aided-Dispatch (CAD) and Police Records Management System (PRMS) software in 1997. In July 1999, the City entered into a three-year maintenance contract with Tiburon, Inc., of Fremont, California, to maintain all of this specialized software. Tiburon Inc. is the only company that can provide this service because of their proprietary, privately owned software. The three-year maintenance agreement expired during 2002 and a new agreement was negotiated for the next three fiscal years (2002/03, 2003/04, 2004/05). The vendor agreed to charge us a fixed rate ofS118,393 for the next three years. The price was to remain in effect, until we added new features or upgraded the covered computer systems. In September 2002, the City Council approved a modernization of the existing systems and the addition of an Automation Vehicle Locator system (A VL) for Police patrol vehicles. The modernization, once completely installed and accepted, and the new A VL system increased the maintenance cost by $27,137.00. In February 2005, a new maintenance agreement was negotiated for 2005/2006. The vendor agreed to charge us rates of $147,530 for fiscal year 2005/2006. During this time the vendor also changed from Tiburon, Inc to CompuDyne Public Safety & Justice Inc. In July 2005, the City Council approved an enhancement to the existing systems for a Field- Based Reporting system known as Copperfire and FBR. Increase of maintenance costs for this new enhancement will take effect in FY 2006/2007. In January 2006, the City Council approved an enhancement to the existing systems for a mugshot digital photograph system that would integrate with the existing systems and replace a standalone system. This system is known as TIPS. Increase of maintenance costs for this new enhancement will take effect in FY 2006/2007. In July 2006, the City Attorney's Office asked that the CompuDyne maintenance contract be updated at the start ofFY 2006/2007. An updated contract is included with this RFCA. FINANCIAL IMPACT: The annual cost for software maintenance of Police and Fire CAD, RMS, CMS, TIPS, FBR, A VL, and MDCs for FY 2006/2007 is $157,656.00. The amount for fiscal year 2005/2006 was $147,530.00 for an increase of$IO, 126.00. RECOMMENDATION: Adopt resolution. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. to~y RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE RENEWAL OF A MAINTENANCE CONTRACT FOR MAINTENANCE SERVICES FROM COMPUDYNE PS&J INC. OF PLEASANTON, CALIFORNIA. BE IT RESOLVED: SECTION 1. That CompuDyne PS&J is a sole source for software maintenance of the City's Public Safety Computer-Aided-Dispatch System (CAD), Police Records Management System (PRMS), Jail Management System (CMS), Mugshot System (TIPS), Field Base Reporting System (FBRlCopperfire), Automatic Vehicle Locator System (A VL), and Mobile Data System. SECTION 2. That the Mayor and Common Council authorize the Purchasing Manager to issue a purchase order for $ 157,656.00 to CompuDyne PS&J Inc. for these maintenance services. The Purchase Order shall reference the number of this resolution and shall incorporate the terms and conditions of the existing maintenance contact, which is on file in the City Clerk's Office. The Purchase Order shall read, in addition to the itemization, "CompuDyne PS&J FY 2006/2007 Annual Maintenance Contract for the City of San Bernardino's Public Safety CAD, RMS, CMS, TIPS, FBR, A VL, and Mobile Data System, not to exceed $157,656.00." III III III III III II/ III III 1(0. I/~ ((119~?- 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Approved as to form: 25 I) /) 26 -J4:z' "':) / , . i ,:) '. Cl">"', (.//.'-'.0--"__ 27 /aptes F. Penman, City Attorney f / 28 ' / ..' 1 2 3 4 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE RENEWAL OF A MAINTENANCE CONTRACT FOR MAINTENANCE SERVICES FROM COMPUDYNE PS&J INC. OF PLEASANTON, CALIFORNIA. I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Mayor and 5 Common Council of the City of San Bernardino at a meeting thereof, held on the_ day of , 2006, by the following vote, to wit: Council Members Ayes Nays Abstain Absent ESTRADA BAXTER McGINNIS DERRY KELLEY JOHNSON McCAMMACK Rachel G. Clark, City Clerk The foregoing resolution is hereby approved this day of .2006. Patrick 1. Morris, Mayor City of San Bernardino SOFTWARE LICENSE AGREEMENT This Software License Agreement is made and entered into as of the _ day of ,2006 (the "Effective Date"). by end between the City of San Bernardino, with its principal place of business at 300 ~!Orth D Street, San Bernardi~o, California 92418 (the "Licensee"). and CompuDyne - Public Safety & Justice, Inc.. a Virginia corporation. with its principal place of business at 6200 Stoneridge Mall Road. Suite 400, Pleasanton, California 94588 ("'CompuDyne"). RECITALS WHEREAS, CompuDyne has developed certain software applications that have been installed on the Licensee's automated computer system and the Licensee desires to obtain a license and right to use such software applications on such system in accordance with the terms, and subject to the conditions. set forth below; and WHEREAS. CompuDyne has the right to sublicense certain software applications developed by third parties that have been installed on the Licensee's automated computer systern and the Licensee desires to obtain a sublicense and right to use such third party software applications on such system In accordance with the terms, and subject to the conditions, set forth below: NOW THEREFORE. in consideration of the mutual covenants contained herein this Agreement. the Licensee and CompuDyne hereby agree as follows: AGREEMENT 1. Definitions The following definitions apply to the terms used within this Agreement: 1.1. "Agreement" shall mean this Software License Agreement and its exhibits. as the same may from time to time be amended in accordance with the terms hereof. 1.2. "As-Built Specification Document" shall mean. with respect to any Licensed Application, the document setting forth the specifications for such Licensed Application delivered upon acceptance of the Licensed Application in accordance with the applicable implementation agreement. as such specifications may thereafter be modified or supplemented from time to time to reflect Enhancements subsequently provided by CompuDyne. 1.3. "Authorized Server" shall mean. with respect to any Licensed Application, the server identified as corresponding to such Licensed Application on Exhibit 1 attached hereto and incorporated herein by this reference. 1.4. "Authorized Site" shall mean. with respect to any Authorized Server, the address and room number identified as corresponding to such Authorized Server on Exhibit 1 attached hereto and incorporated herein by this reference. 1.5. "CompuDyne" is defined in the preamble hereof. 1.6. "CompuDyne Confidential Information" is defined in Section 6.1 hereof. 1.7. "Derivative Works" shall mean. With respect to any Licensed Application. any translation, abridgement. reviSion. modification. or other form in which such Licensed Application may be recast. transformed. modified. adapted or approved after acceptance of the .A.s-B~ilt Specifications for such Licensed Application in accordance with the applicable Implementation agreement. 20060603 rjt Page 1 of 8 Software License Agreement 1.8. "Documentation" shall mean any written, electronic. or recorded work that describes the use. functions, features, or purpose of the System. or any component or subsystem thereof. and that is published or provided to the Licensee by CompuDyne, CompuDyne's subcontractors or the original manufacturers or developers of third party products provided to the Licensee by CompuDyne, including, without limitation, all end user manuats, training manuals. guides. program iistings. data models. flow charts. logic diagrams, and other materials related to or for use with the System. 1.9. "Effective Date" is defined in the preamble hereof. 1.10. "Enhancement" shall mean. with respect to any Licensed Application, a computer program modification or addition, other than a Maintenance Modification. that alters the functionality of, or adds new functions to, such Licensed Application and that is integrated with such Licensed Application after acceptance of the As-Built Specifications for such Licensed Application in accordance with the applicable implementation agreement, or that is related to a given Licensed Application but offered separately by CompuDyne after acceptance of the As-Built Specifications for such Licensed Application in accordance with the applicable implementation agreement. 1.11. "Error" shall mean. with respect to any Licensed Application, a defect in the Source Code for such Licensed Application that prevents such Licensed Application from functioning in substantial conformity with the As-Built Specifications with respect thereto. 1.12. "Licensed Application" shall mean each of the software applications set forth on Exhibit 1 attached hereto and incorporated herein by this reference, which software applications were developed by CompuDyne and furnished to the Licensee in conformity with the As-Built Specifications with respect thereto, together with all Derivative Works. all Maintenance Modifications and all Documentation with respect thereto; provided, however, that Licensed Applications shall consist of Object Code only and shall not include any Enhancements. 1.13. "Licensee" is defined in the preamble hereof. 1.14. "Maintenance Modifications" shall mean, with respect to any Licensed Application, a computer software change to correct an Error in, and integrated into, such Licensed Application, but that does not alter the functionality of such Licensed Application and that is provided to the Licensee by CompuDyne after acceptance of the As-Built Specifications for such Licensed Application in accordance with the applicable implementation agreement. 1.15. "Object Code" shall mean computer programs assembled or compiled in magnetic or electronic binary form on software media. which are readable and usable by machines. but not generally readable by humans without reverse-assembly. reverse-compiling, or reverse-engineering. 1.16. "Source Code" shall mean computer programs written in higher-level programming languages. sometimes accompanied by English language comments. Source Code is intelligible to trained programmers and may be translated to Object Code for operation on computer equipment through the process of compiling. 1.17. "Sublicensed Applications" shall mean the software application specified on Exhibit 1 attached hereto developed by any source external to CompuDyne, such as a subcontractor, distributor, re- seller, personal computer software supplier or system software supplier, and furnished to the Licensee by CompuDyne for integration into the System. 1.18. "System" shall mean the Licensee's computer automated system consisting of the Licensed Applications combined with any of the Authorized Servers. the operating systems installed on each of the Authorized Servers, any database or other tr:rd party software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Licensed Applications, any communications interfaces Instalied on any of the Authorized Servers, any network communications equipment 20060609 rib Page 2 of 8 SoftWare License Agreement and any other third party software. wiring. cabling and connections and other hardware relating to any such Authorized Servers. workstation or network communications equipment located at any of the Authorized Sites. 2. Licenses and Restrictions 2.1. Grant of Licenses. Subject to the conditions set forth in Section 2.2 hereof. CompuDyne hereby grants to the Licensee, pursuant to the terms and conditions hereof, a perpetual. nonexclusive, nontransferaole license: (a) to use each Licensed Application and each Sublicensed Application. in Object Code only, on the Authorized Server with respect thereto and at the Authorized Sites with respect thereto; (b) to conduct internal training and testing on each Licensed Application and each Sublicensed Application; (c) to perform disaster recovery. backup. archive and restoration testing, and implementation with respect to each Licensed Application and each Sublicensed Application; (d) to make no more than two (2) archival copies of any Licensed Application or Sublicensed Application. provided that each copy of any Licensed Application shall include CompuDyne's copyright and other proprietary notices and each copy of any Sublicensed Application shall include the copyright and other proprietary notices required by the developer of such Sublicensed Application. 2.2. Conditions to Grant of Licenses. No grant of any license or right pursuant to Section 2.1 hereof with respect to any Licensed Application or any Sublicensed Application shall be effective. and the Licensee shall have no license or right to use such Licensed Application or such Sublicensed Application, until such Licensed Application or such Sublicensed Application has been accepted by the Licensee in accordance with the acceptance terms set forth in the applicable implementation agreement and all license fees. sublicense fees or royalties with respect to such Licensed Application or such Sublicensed Application have been paid in full in accordance with the payment terms set forth in the applicable implementation agreement. 2.3. Restrictions on Use (a) The Licensee agrees to use the Licensed Applications and the Sublicensed Applications only for the Licensee's own use. The Licensee shall not allow use of any Licensed Application or any Sublicensed Application by any parent. subsidiaries, affiliated entities, or other third parties, or allow any Licensed Application or any Sublicensed Application to be used on other than on the Authorized Server at the Authorized Site with respect thereto. (b) Except as otherwise specifically set forth in Section 2.1 hereof. the Licensee shall have no right to copy any Licensed Application or any Sublicensed Application. Any copy of any Licensed Application (whether or not such copy is permitted) shall be the exclusive property of CompuDyne. Any copy of any Sublicensed Application (whether or not such copy is permitted) shall be the exclusive property of the developer of such Sublicensed Application. The Licensee shall not distribute or allow distribution of any Licensed Application or any Sublicensed Application or any Documentation or other materials relating thereto without CompuDyne's prior written consent. (c) The Licensee's licenses and rights to use the Licensed Applications and the Sublicensed ApplicatJons are limited to a license and right to use only the Object Code relating thereto. The Licensee shall have no license or right with respect to the Source Code for any Licensed Application or any Sublicensed Application. (d) The Licensee shall not, and shall not permit any other party to. make any alteration, modification or enhancement to any Licensed AppllcatJon or any Sublicensed Application unless. and 20060609 rjb Page 3 of 8 Sofh....are License Agreement only to the extent, specifically authorized by CompuDyne. The Licensee shall not. 2nd shall not permit any other party to. disassemble, de-compile or reverse-engineer any Licensed Application or any Sublicensed Application. (e) The Licensee shall not use any Licensed Application or any Sublicensed Application. and shall not permit any third party to use any Licensed Application or any Subilcensed Application, for processing data of any entity other than the Licensee. 3. Ownership. Except for the rights expressly granted therein pursuant to Section 2 hereof, CompuDyne shall at all times retain all right. title and interest In and to each Licensed Application and all copies thereof (whether or not permitted). including all Derivative Works. Maintenance Modifications. Enhancements and Documentation with respect thereto (whether or not developed by CompuDyne). By this Agreement, the Licensee hereby assigns to CompuDyne any and all rights it may have or later acquire to any and all Derivative Works (whether or not developed by CompuDyne). 4. Term and Termination 4.1. Effective Date. This Agreement shall take effect on the Effective Date after (i) it has been fully executed by duly authorized representatives of both parties, and (ii) CompuDyne's receipt of written notification from the Licensee that any certification or approval of this Agreement required by statute. ordinance, or established policy of the Licensee has been obtained. hereof. 4.2. Term. This Agreement shall continue in effect until terminated as set forth under Section 4.3 4.3. Termination. The Licensee may terminate this Agreement by providing thirty (30) days prior written notice to CompuDyne of its intent to do so. CompuDyne may terminate this Agreement immediately if the Licensee breaches any material provision of this Agreement. 4.4. Effect of Termination. Upon termination of this Agreement. all licenses granted to the Licensee hereunder shall be revoked. Upon termination of this Agreement. (a) the Licensee shall return to CompuDyne, within ten (10) business days of such termination. all CompuDyne Confidential Information and all devices, records. data, notes. reports, proposals, lists. correspondence, specifications, drawings. blueprints. sketches, materials, equipment other documents or property relating thereto and all copies of any of the foregoing (in whatever medium recorded); (b) the Licensee shall discontinue all use of the Licensed Appiications and the Sublicensed Applications; and (c) the Licensee shall certify in a written document signed by an authorized representative that the material specified in the preceding clause (a) has been returned to CompuDyne, that all copies of the Licensed Applications and the Sublicensed Applications have been permanently deleted or destroyed. and that all use of the Licensed Applications and the Sublicensed Applications has been discontinued. The expiration or termination of this Agreement will not relieve the Licensee of its obligations under Section 6 hereof regarding CompuDyne Confidential Information. 5. Limited Warranties and Liability 5.1. Warranty. THE LICENSED APPLICATIONS ARE LICENSED "AS IS". NO EXPRESS OR IMPLIED WARRANTIES FOR THE LICENSED APPLICATIONS. INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ARE CREATED BY THIS SOFTWARE LICENSE AGREEMENT. 5.2. Limitation of Liability. NEITHER COMPUDYNE NOR ANY PERSON ASSOCIATED WITH COMPUDYNE SHALL BE LIABLE TO ANY PARTY FOR ANY DIRECT, SPECIAL. INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR BREACH OR FAILURE TO PERFORM UNDER THIS AGREEMENT, EVEN IF COMPUDYNE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING B!..IT NOT LIMITED TO LOSS OF ANTICIPATED BENEFITS OR PROFITS RESULTING FROM THE OPERATION OR FAILURE TO OPERATE OF THE LICENSED PROGRAMS. THIS CLAUSE SHALL 2t,;-06C609 rjb Page 4 of 8 Software License Agreement SURVIVE THE FAILURE OF ANY EXCLUSIVE REMEDY FOR BREACH OF WARRANTY OR ANY OTHER PROVISION OF THIS AGREEMENT. 6. Confidential Information 6.1. CompuDyne Confidential Information. The Licensee agrees to maintain the confidentiality of any CompuDyne Confidential Information (as defined below) and to treat such information with the same degree of care aild security as It treats its own most confidential information. The Licensee shall not. without CompuDyne's prior written consent. disclose such information to any person or entity other than to the Licensee's employees or consultants legally bound to abide by the terms hereof and having a need to know such information. or sell, license. publish. display, distribute or otherwise use such information except as authorized by this Agreement. The term "CompuDyne Confidential Information" shall include all Licensed Applications and any other CompuDyne software applications (whether or not licensed to the Licensee) and all Derivative Works, Enhancements. Maintenance Modifications and Documentation with respect thereto as well as any written information of a confidential nature clearly labeled by CompuDyne as being confidential or otherwise indicated by CompuDyne in writing as being confidential. The Licensee understands and agrees that COMPUDYNE Confidential Information constitutes a valuable business asset of CompuDyne, the unauthorized use or disclosure of which may irreparably damage CompuDyne. In the event of the Licensee's breach or threatened breach of any of the provisions in this Agreement. CompuDyne shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining the Licensee from any unauthorized use or disclosure of any CompuDyne Confidential Information. 6.2. Exclusions. Notwithstanding Section 6.1 hereof, CompuDyne Confidential Information shall not include information which the Licensee can demonstrate by competent written proof (a) is now. or hereafter becomes. through no act or failure to act on the part of the Licensee, generally known or available or otherwise part of the public domain: (b) is rightfully known by the Licensee without restriction on use prior to its first receipt of such information from CompuDyne as evidenced by its records; (c) is hereafter furnished to the Licensee by a third party authorized to furnish the information to the Licensee, as a matter of right and without restriction on disclosure; or (d) is the subject of a written permission by CompuDyne to disclose. 6.3. Exceptions. Notwithstanding Section 6.1 hereof. disclosure of CompuDyne Confidential Information shall not be precluded if: (a) such disclosure is in response to a valid order of a court or other governmental body of the United States or any political subdivision thereof; provided. however. that the Licensee shall first have given notice to CompuDyne and shall have made a reasonable effort to obtain a protective order requiring that the information to be disclosed be used only for the purposes for which the order was issued; (b) such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary for such purpose; or (c) the. Licensee received the prior written consent to such disclosure from CompuDyne, but only to the extent permitted in such consent. 6.4. to each item Agreement. Survival. Unless mutually agreed otherwise in writing. the obligations hereunder with respect of CompuDyne Confidential Information shall survive the termination or expiration of this 7. Miscellaneous 7.1. Relationship. The relationship created hereby is that of Licensor and Licensee. Nothing herein shall be construed to create a partnership. Joint venture, or agency relationship between the parties hereto. Neither party shall have any authority to enter into agreements of any kind on behalf of the other and shall have no power or authority to bind or obl;gate the other in any manner to any third party. The employees or agents of 20060609 rJb Page 5 of 8 Software License Agreement one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Each party hereto represents that it is acting on its own behalf and is not acting as an agent for or on behalf of any third party. 7.2. No Rights in Third Parties. This Agreement is entered into for the sole benefit of the CompuDyne and the Licensee and, where permitted above. their permitted successors, executors, representatives, administrators and assigns. Nothing in this Agreement shall be construed as giving any benefits. rights. remedies or claims to any other person, firm, corporation or other entity, including, without limitation, the general public or any member thereof. or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries, property damage. or any other relief in law or equity in connection with this Agreement. 7.3. Entire Agreement. This Agreement sets forth the final, complete and exclusive agreement and understanding between CompuDyne and the Licensee relating to the subject matter hereof and supersedes all quotes. proposals understandings, representations, conditions, warranties, covenants, and all other communications between the parties (oral or written) relating to the subject matter hereof CompuDyne shall not be bound by any terms or conditions contained in any purchase order or other form provided by the Licensee in connection with this Agreement and any such terms and conditions shall have force or effect. No affirmation. representation or warranty relating to the subject matter hereof by any employee, agent or other representative of CompuDyne shall bind CompuDyne or be enforceable by the Licensee unless specifically set forth in this Agreement. 7.4. Amendments. No amendment or other modification of this Agreement shall be valid unless pursuant to a written instrument referencing this Agreement signed by duly authorized representatives of each of the parties hereto. 7.5. Assignment. Neither party hereto may assign its rights or obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that CompuDyne may assign this Agreement to its successor in connection with a sale of its business without obtaining consent of any party. Subject to the foregoing, each and every covenant, term. provision and agreement contained in this Agreement shall be binding upon and inure to the benefit of the parties' permitted successors, executors, representatives, administrators and assigns. Any assignment attempted in contravention of this section will be void. 7.6. Governing Law.^,1I questions concerning the validity, operation, interpretation. construction and enforcement of any terms, covenants or conditions of this Agreement shall in all respects be governed by and determined in accordance with the laws of the State of California without giving effect to the choice of law principles thereof. The United Nations Convention on the International Sale of Goods shall not apply to any transactions contemplated by this Agreement. 7.7. Arbitration. All questions concerning the validity, operation. interpretation. construction and enforcement of any terms, covenants or conditions of this Agreement, or the breach thereof, must be submitted to and resolved by final and binding arbitration by the American Arbitration Association in accordance with its Commercial Arbitration Rules then in effect. The parties understand and agree that the arbitration will be instead of any civil litigation, except that either party may petition a court for a provisional remedy pursuant to Code of Civil Procedure Section 1281.8. and that the arbitrator's decision will be final and binding to the maximum extent permitted by law and enforceable by any court having jurisdiction thereof. 7.8. Venue. All legal proceedings brought in connection with this Agreement may only be brought in a state or federal court located in the County of San Bernardino in the State of California. Each party hereby agrees to submit to the personal jurisdiction of those courts for any lawsuits filed there against such party arising under or in connection with this Agreement. 7.9. Waiver. In order to be effective, any waiver of any right, benefit or power hereunder must be in writing and must be signed by an authOrized representative of the party against whom enforcement of such waiver would be sought, it being intended that the conduct or failure to act of either party shall imply no waiver. Neither party shall by mere lapse of time without giving notice or taking other action hereunder be deemed to Page 6 of 8 20060609 rib Software license Agreement have waived any breach by the other party of any of the provisions of this Agreement. No waiver of any right. benefit or power hereunder on a specific occasion shall be applicable to any facts or circumstances other than the facts and circumstances specifically addressed by such waiver or to any future events, eVen if such future events involve facts and circumstances substantially similar to those specifically addressed by such waiver. No waiver of any right. benefit or power hereunder shall constitute. or be deemed to constitute. a waiver of any other right, benefit or power hereunder. Unless otherwise specifically set forth herein, neither party shall be required to give notice to the other party, or to any other third party. to enforce strict adherence to all terms of this Agreement. 7.10. Severability. If any provision of this Agreement shall for any reason be held to be invalid. illegal. unenforceable. or in confiict with any law of a federal, state. or local government having jurisdiction over this Agreement. such provision shall be construed so as to make it enforceable to the greatest extent permitted. such provision shall remain in effect to the greatest extent permitted and the remaining provisions of this Agreement shall remain in full force and effect. 7.11. Survival of Provisions. All provisions of this Agreement that by their nature would reasonably be expected to continue after the termination of this Agreement, including but not limited to Section 6.1, will survive the termination of this Agreement. 7.12. Notices. All notices. requests. demands. or other communications required or permitted to be given hereunder must be in writing and must be addressed to the parties at their respective addresses sel forth below and shall be deemed to have been duly given when (a) delivered in person; (b) sent by facsimile transmission indicating receipt at the facsimile number where sent; (c) one (1) business day after being deposited with a reputable overnight air courier service; or (d) three (3) business days after being deposited with the United States Postal Service. for delivery by certified or registered mail. postage pre-paid and return receipt requested. All notices and other communications regarding default or termination of this Agreement shall be delivered by hand or sent by certified mail, postage pre-paid and return receipt requested. Either party may from lime to time change the notice address set forth below by delivering notice to the other party in accordance with this section setting forth the new address and the date on which it will become effective. To CompuDyne: To Licensee: CompuDyne - Public Safety & Justice. Inc Attn: Contract Administrator 6200 Stone ridge Mall Road, Suite 400 Pleasanton. California 94588 Phone: 925-621-2700 Fax: 925-621-2799 Email: contracts<<vcompudvne.xom City of San Bernardnio Attention: Mike Eckley 300 North D Street San Bernardino. California 92418 Phone: 909-384-5673 Fax: 909-388-4913 Email: ecklev mi@cisan-bernardinocaus 7.13. Construction. The paragraph and section headings used in this Agreement or in any exhibit hereto are for convenience and ease of reference only, and do not define. limit. augment, or describe the scope, content or intent of this Agreement. Any term referencing time. days or period for performance shall be deemed calendar days and not business days, unless otherwise expressly provided herein. 7.14. Counterparts. This Agreement may be signed in two or more counterparts, each of which shall constitute an original, and all of which together shall constitute one and the same document. 8. Supersession This Agreement supersedes any and all prior license agreements related to the Licensed Applications addressed herein. 2006J609 rib Page 7 of 8 So:tware license Agreement SIGNATURE PAGE IN WITNESS WHEREOF. the parties have hereunto set their hands as set forth below. City of San Bernardino By: Name: Title: ATTEST: Rachel G. Clark City Clerk APPROVED AS TO LEGAL FORM: 2:)060609 r;b Page 8 of 8 CornpuDyne - Public SafelY & Justice. Inc. I J I By: Name: er. Brown, Jr. ", 7"";"" Software License Agreement EXHIBiT 1 To Software License Agreement LICENSED APPLICATIONS AND AUTHORIZED ENVIRONMENTS This Exhibit is attached to, incorporated into and forms part of the Software License Agreement, dated . 2006. between the Licensee and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement. unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. LICENSED APPLICATIONS The following software applications constitute Licensed Applications under the Agreement. The server and site locations corresponding to each Licensed Application shall constitute the Authorized Server and Authorized Site with respect to such Licensed Application for purposes of the Agreement. Name of Application CAD/Ti PRMSiTi CMS/Ti Make. Modet. Serial Number of Authorized Server Del 6850 24GY191 Stratus 5240 Stratus 5240 Address and Room Number of Authorized Site of Authorized Server 300 North D Street, San Bernardino CA 92418 300 North D Street. San Bernardino CA 92418 300 North D Street San Bernardino CA 92418 SUBLICENSED APPLICATIONS The following software applications constitute Sublicensed Applications under the Agreement. The server and site locations corresponding to each Sublicensed Application shall constitute the Authorized Server and Authorized Site with respect to such Subticensed Application for purposes of the Agreement. Name of Application _ 911 Mapping Oracle 20060609 rib Make. Model, Serial Number of Authorized Server Dell 6850, Service Tag #24GY191 Address and Room Number of Authorized Site of Authorized Server 300 North D Street San Bernardino CA 92418 Page 1 of 1 Software License Agreement Exhibit 1, Licens8d Applications and A:.Jthorized =nvironmenls MASTER SUPPORT AGREEMENT This Master Support Agreement (this "Agreement"") is entered into this day of , 2006 (the "Effective Date"), by and between the City of San Bernardino (the "Client") having its primary place of business at 300 North D Street. San Bernardino, Califorma 92418. and CompuDyne - Public Safety & Justice, Inc.. ("CompuDyne". formerly Tiburon. Inc.) a Vi"ginia corporation having its primary place of business at 6200 Stoneridge Mall Road. Suite 400, Pleasanton. California 94588("CompuDyne"). WHEREAS. the Client has determined that it desires to obtain from CompuDyne certain support services relating to a computer automated system previously implemented by CompuDyne for the Client; and WHEREAS, CompuDyne is qualified to provide the support services specified in this Agreement and, subject to the terms and conditions set forth in this Agreement, CompuDyne desires to provide such support services; NOW THEREFORE. in consideration of the mutual covenants contained herein. the Client and CompuDyne hereby agree as follows: 1. Definitions Capitalized terms used herein and in any exhibit hereto shall have the definitions set forth on Exhibit 1 attached hereto and incorporated herein by this reference. unless otherwise defined herein. 2. Scope of Work 2.1. Basic Support. Subject to the terms and conditions set forth in this Agreement. CompuDyne shall provide the following support for the Covered Applications ("'Basic Supporr'). (a) Application Errors. CompuDyne will correct Errors in any of the Covered Applications discovered by the Client during the term of this Agreement, provided (a) the Client provides all information regarding such Error that may be requested by CompuDyne in accordance with Section 5.1 hereof (Technical Service Requests]. (b) such Error is reproduced by the Client in accordance with Section 5.4 hereof (Error Reproduction), and (c) the Client has provided CompuDyne with remote access to the System as required under Section 5.2 hereof (Remote Access). (b) Client Support Center. CompuDyne will provide toll-free telephone support for operational and technical assistance. Support for Priority 1 Calls relating to CompuDyne's Computer Aided Dispatch (CAD) software application, Corrections Management (CMS, IMS, JMS and CorrMedica) software applications. Mobile Dispatch System (MDS) software applications. Message Switch System (MSS) software applications and any critical interfaces to those systems shall be available twenty four hours a day, seven days a week (24x7). Support for all other calls will be available during CompuDyne's normal support hours of 8:00 a.m. to 5:30 p.m. local time in the Clienrs time zone (not including weekends and CompuDyne holidays). CompuDyne reserves the right to charge reasonable call-out fees for any call received other than during CompuDyne's normal support hours. (c) Account Manager. CompuDyne will designate, in a written notice delivered in accordance with Section 24 hereof (Notices), a single individual to act as the account manager for purposes of coordinating technical support as set forth herein (the "Account Manager"). The Account Manager shall ensure CompuDyne's compliance with, and shall coordinate appropriate schedules in connection with, its obligations set forth herein. CompuDyne may change the individual designated hereunder by providing the Client with advance writle0 notice delivered in accordance with Section 24 hereof (Notices) designating the new individual authorized to act as the Account Manager. Page 1 of 14 20060509 rjb I.iaster Support Agreement (d) Status Reports. CompuDyne will provide the Client with a monthly status report (a "Monthly Status Report"'). Each Status Report will include a summary of site activity and a summary of requests by the Client for technical services delivered in accordance with Section 5.1 hereof (CompuDyne Service Requests). Additional information that may be contained in the monthly status report is described in Exhibit 7 (Warranty & Maintenance Support -Guidelines & Options). Each Monthly Status Report will be delivered to the Client in accordance with the notice provisions set forth in Section 24 hereof (Notices). (e) Back-Ups. Subject to the Client"s obligations under Section 5.4hereof (Maintenance and Back-Ups), CompuDyne will (a) provide and maintain automated back-up scripts. (b) support database recovery and restoration procedures; and (c) provide database problem diagnosis and resolution support. (f) NCIC, NIBRS/UCR Updates. CompuDyne will provide updates to the Covered Applications for Ctient use and installation in response to legal requirements mandated by the National Crime Information Center (NCIC) and National Incident Based Reporting System I Uniform Crime Reporting (NIBRS/UCR) when such requirements necessitate modification(s) to the Source Code relating to any Covered Application and are necessary for the proper performance of the Covered Application. Any other changes. including but not limited to. those mandated or offered by any state. county, city or municipal governmental entity, as well as changes to any Protocols are outside the scope of this Agreement. (g) Database Administration (DBA) Support. DBA support will be provided in the manner as set forth in Section 4.3, "Level 1 DBA Support".. of Exhibit 7 (Warranty & Maintenance Support - Guidelines & Options). (h) System Administration (SA) Support. SA support will be provided in the manner as set forth in Section 4.4, "Level 1 DBA Support", of Exhibit 7 (Warranty & Maintenance Support - Guidelines & Options). (i) Version Management Program. The Version Management Program (VMP) provides Clients with eligible products with ongoing product enhancements and new features. VMP will be provided in the manner as set forth in Section 4.5, "Version Management Program". of Exhibit 7 (Warranty & Maintenance Support - Guidelines & Options). 2.2. Support Options. In addition to Basic Support. the Client may purchase support options described in Exhibit 7 (Warranty & Maintenance Support -Guidelines & Options). The terms and conditions for each Support Option shall be set forth in a separate exhibit which, upon payment of the required annual fee for such Support Option, shall automatically become part of this Agreement and shall be subject to the terms hereof. The Client may discontinue any Support Option by providing CompuDyne at least ninety (90) calendar days prior written notice identifying the Support Option to be discontinued; provided. however, that such discontinuance shall not be effective until the next occurring Payment Date. 2.3. Enhancements. From time to time, the Client may request CompuDyne to provide under this Agreement services and materials to furnish. install and implement an Enhancement. The installation and implementation of such Enhancement shall be provided. at CompuDyne's option. on a fixed-quote basis with payment milestones or on a time and material basis at CompuDyne's then current technical service rates plus all related travel. per diem and other expenses invoiced as incurred. No Enhancement shall be provided under this Agreement unless (a) this Agreement is amended as necessary or appropriate to incorporate the Enhancement Terms relating to the Enhancement: (b) the Enhancement Terms are attached to this Agreement as a new exhibit and, except as specifically set forth therein. may be subject to the terms of this Agreement: (c) the Enhancement Terms include terms regarding final acceptance of the Enhancement: (d) the Enhancement Terms provide that. upon final acceptance of the Enhancement. Exhibit 2 to thiS Agreement shall be amended to incorporate the Enhancement as a Coveced Application subject to tr,e ClieMs payment of any necessary additional support fees relating to the Ennancement; and (e) the Page 2 of 14 20060609 fjb Master Support Agreement Enhancement Terms provide that. upon final acceptance of such Enhancement, the Software License Agreement shall be considered amended as necessary or appropriate to grant to the Client the appropriate rights to use the Enhancement. subject to payment in full of all amounts due under the Enhancement Terms. 2.4. Out of Scope Services. From time to time. the Client may request CompuDyne to provide under this Agreement certain Out of Scope Services. CompuDyne shall be under no firm obligation to perform any Out of Scope Services, but shall undertake to make a good faith effort to perform such services to the extent that It is capable of doing so without substantially interfering with its other obligations under this Agreement or with its obligations to its other clients. Any Out of Scope Services shall be provided, at CompuDyne's option, on a fixed-quote basIs with payment milestones or on a time and material basis at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incur. No Out of Scope Services shall be provided under this Agreement unless: (a) this Agreement is amended as necessary or appropriate to incorporate the terms relating to the Out of Scope Services; (b) those terms are attached to this Agreement as a new exhibit and, except as specifically set forth therein. may be subject to the terms of this Agreement: and. (c) those terms include agreed-to criteria regarding completion of the work. if applicable. 3. Term The term of this Agreement shall commence on the Effective Date and shall continue in effect until terminated in accordance with its terms. 4. Fees and Payment 4.1. Annual Support Fees (a) Basic Support. The Client shall pay an annual fee for Basic Support for each of the Covered Applications. The amount of such annual fee shall be set forth on Exhibit 2 attached hereto and incorporated herein by this reference and shall be paid in advance on or prior to the expiration of any Warranty Period applicable to such Covered Application and. thereafter, on each Payment Date during the term of this Agreement. (b) Support Options. The Client shall pay an annual fee for any requested Support Options. The amount of such annual fee shall be set forth on the exhibit pertaining to such Additional Support Option and shall be paid on or prior to the commencement of any services relating to such Additional Support Option and. thereafter. on each Payment Date during the term of this Agreement unless such Additional Support Option has been discontinued in accordance with Section 2.2 hereof (Support Options). (c) Enhancements and Out of Scope Services. Payment shall be as stated in the applicable Enhancement/Out of Scope Services proposal. 4.2. Annual Adjustments. The fees payable pursuant to Section 4.1 (a) and Section 4.1 (b) hereof (Annual Support Fees) may be increased on an annual basis by five percent (5%) upon at least thirty (30) days prior written notice to the Client. Such increase shall become effective on the next occurring Payment Date. 4.3. Invoices. Invoices pursuant to Section 4.1 hereof shall be payable on or prior to each Payment Date during the term of this Agreement or shall be payable within thirty (30) days of receipt unless otherwise specifically provided. 4.4. Consequences of Late Payment. Failure to pay any amount owing hereunder when such amount is due shall constitute a material default under this Agreement and would result in the termination of this Agreement in all or part. The Client shall reimburse CompuDyne for all collection fees, including reasonable attorneys' fees and expenses. incurred by CompuDyne in connection with the collection of any Page 3 of 14 20060609 fib Master Support Agreement amount owing hereunder. CompuDyne reserves the right to charge the Client an administrative fee to reinstate any part of its support that has lapsed due to nonpayment. The administrative fee shall equal ten percent (10%) of the then-current annual support fee for the lapsed support. 5. Client Responsibilities 5.1. CompuDyne Service Request. The Client shall provide all information requested by CompuDyne necessary to complete its CompuDyne Technical Service Request form for each request for technical services. Enhancements. and Out of Scope Services. 5.2. Remote Access. The Client shall install and monitor during the term of this Agreement a dedicated high-speed data connection and any other networking equipment specified by CompuDyne to provide CompuDyne remote access to the System. CompuDyne shall not be responsible for any costs relating to the procurement. installation. maintenance and use of such equipment and all associated telephone use charges. CompuDyne shall use the data connection solely in connection with the provision of its services hereunder. The Client shall run appropriate tests following each remote access as requested by CompuDyne. If the Client fails to run necessary tests as required in this Section 5.2. CompuDyne will provide such services and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses. 5.3. Physical Access. The Client shall provide CompuDyne with physical access to the System at any time during normal business hours. After normal business hours, the Client shall ensure that one of the Technical Support Coordinators designated under Section 5.11 hereof (Technical Support Coordinators) can be reached by phone or pager to (a) provide physical access to the System within two (2) hours of CompuDyne's request for such access, and (b) remain on-site until CompuDyne determines that there is no longer a need for physical access. 5.4. Maintenance and Back-Ups. The Client shall ensure that maintenance and back-up activities relating to the Covered Applications and the System. including without limitation backing up databases and journal logs, purging out of date records and running reports and performing diagnostics as requested by CompuDyne, are carried out in accordance with the schedule and methodology specified in Exhibit 6 (Back Up Schedule and Procedures) attached hereto and incorporated herein by this reference. 5.5. Data Input. The Client shall enter, update and maintain the input data as may be required by CompuDyne for satisfactory operation of the Covered Applications. and be responsible for the accuracy of all Client-provided data. 5.6. Third-Party Product Support. The Client shall obtain, pay for and maintain in effect during the term of this Agreement the technical support contracts for certain Third-Party Products as specified on Exhibit 4 attached hereto and incorporated herein by this reference, and shall ensure that, in addition to authorizing the Client to request support services there under, each such support contract also expressly authorizes CompuDyne to request support services there under on the Client's behalf. 5.7. System Security. The Client shall ensure that the security of the System conforms in all respects to the federal, state, andlor local mandated law enforcement telecommunications requirements. The Client shai! ensure that no workstations have access to the Covered Applications other than those licensed by CompuDyne to access the Covered Applications. 5.8. System Change, Alteration, or Modification. The Client shall ensure that, with respect to each Covered Application, such Covered Application is installed only on the Authorized Server and only at the Authorized Site. The Client shall ensure that each Authorized Site conforms in all respects to the Site Specifications set forth on Exhibit 5 attached hereto and incorporated herein by this reference (the "Site, System and Network Specifications"). The Client shall ensure that no change, alteration or modification is made to the System Configuration without the express prior written consent of CompuDyne: provided, however. Page 4 of 14 2':'060609 fJb Master Support Agreement that said consent is not intended to constitute in any manner CompuDyne's approval, certification. endorsement. or warranty of the System Configuration or System performance. 5.9. Database Change Authorization. Client shall maintain a system to ensure that only authorized personnel have the ability to make changes to the Client's database and that a list of all such authorized personnel (and any updates thereto) be promptly delivered to the CompuDyne Client Support Center. Each request for any change to a Client's database shall be accompanied by a signed letter of authorization from the Client's authorized department head. and shall contain all details of the requested change. CompuDyne cannot assist Client personnel other than those on the most current authonzation list. 5.10. Authorized Client Representative. The Client shall designate, in a written notice delivered in accordance with Section 24 hereof (Notices). a single individual to act as the Client's authorized representative for purposes of this Agreement (the "Client Representative"). Such individual (a) must be authorized to act on the Client's behalf with respect to all matters relating to this Agreement; (b) shall ensure the Client's compliance With its responsibilities under this Agreement: and (c) shall coordinate appropriate schedules in connection with CompuDyne's services under this Agreement. The Client may change the individual designated hereunder by providing CompuDyne advance written notice delivered in accordance with Seclion 24 hereof (Notices) designating the new individual authorized to act as the Client Representative. 5.11. Technical Support Coordinators. The Client shall designate, in a written notice delivered in accordance with Section 24 hereof (Notices). one or more individuals to act as the Client's technical support coordinator (a "Technical Support Coordinator"). The Client shall ensure that each Technical Support Coordinator designated hereunder shall have received the training required under Section 5.12 hereof (Training) and shall otherwise be familiar with the Covered Applications and the System. The Client shall ensure that, at all times. a Technical Support Coordinator is available (a) to screen operational assistance calls and handle operational problems, where appropriate; (b) to provide access to the System as required under Section 5.3 hereof (Physical Access); (c) to provide on-site technical assistance as required by CompuDyne to aid CompuDyne in performing its services hereunder; and (d) to review ail Monthly Status Reports delivered hereunder and. if required. provide CompuDyne with required direction regarding recommended preventative maintenance activities. The Client may change any individual designated hereunder by providing CompuDyne with advance written notice delivered in accordance with Section 24 hereof (Notices) designating the new individual authonzed to act as a Technical Support Coordinator. 5.12. Training. The Client shaH ensure that all Technical Support Coordinators and other personnel have received the training specified on Exhibit 3 attached hereto and incorporated herein by this reference, and otherwise maintain sufficient personnel with sufficient training and experience to perform Its obligations under this Agreement. 5.13 Error Reproduction. Upon detection of any Error in any of the Covered Applications. the Client shall provide CompuDyne a listing of command input, resulting output and any other data, including databases and back-up systems, that CompuDyne may reasonably request in order to reproduce operating conditions similar to those present when the Error occurred. 6. Exclusions 6.1. Failure to Observe Obligations. BasIc Support provided hereunder is expressly conditioned on the observance of the responsibilities of the Client set forth in Section 5 hereof (Client Responsibilities) and in the Software license Agreement. Any Additional Support Option provided hereunder is expressly conditioned on the observance of the responsibilities of the Client set forth in Section 5 hereof (Client Responsibilities), in the Software License Agreement and in the exhibit pertaining to such Additional Support Option. 6.2. Erroneous Reported Problems. If CompuDyne performs diagnosis of erroneously reported problems, the Client may be charged for such services at CompuDyne's then current technical service rates plus all related travel, per diem ana other expenses invoiced as incurred. Page 5 of 14 20060609 rjb \,laster Support Agreement 6.3. Failure of Remote Access. If the Client fails for any reason to provide remote access to the System as required by Section 5.2 hereof (Remote Access), CompuDyne will. at the Client's request. provide on-site services to correct an Error to the extent otherwise required hereunder and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel. per diem and other expenses invoiced as incurred. 6.4. Unauthorized Modifications. CompuDyne is under no obligation to correct any Error in any of the Covered Applications if the Error IS due to a modification or aiteration to such Covered Application in violation of the terms of the Software License Agreement or relates to any portion of such Covered Application that has been affected by software not developed and installed by CompuDyne. CompuDyne is under no obligation to correct any problems caused by any modification or alteration to any component of the System or to tne System Configuration in violation of the terms of this Agreement or caused by software or hardware not developed and installed by CompuDyne. If requested by the Client. CompuDyne will provide technical support services to resolve such problems pursuant to Section 2.4 hereof (Out of Scope Services) and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.5. Unauthorized Use. CompuDyne is under no obligation to correct any Error in any of the Covered Applications or any problems with any other component of the System if such Error or other problem is caused by (a) accident. neglect. misuse or abuse on the part of any party other than CompuDyne; (b) is due to exposure to conditions outside the range of the environmental, power and operating specifications provided by CompuDyne in the Site Specifications delivered pursuant to Section 5.9 hereof (System Change, Alteration, or Modification); or (c) use of any of the Covered Applications or any other component of the System for any purpose other than that for which it was originally acquired. If requested by the Client. CompuDyne will provide technical support services to resolve such problems pursuant to Section 2.4 hereof (Out of Scope Services) and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel. per diem and other expenses invoiced as incurred. 6.6. Third-Party Products. CompuDyne shall have no responsibility for correcting or resolving any errors, defects or failures in any Third-Party Products. CompuDyne's only obligation with respect to such Third-Party Products is to assist With the coordination of support services with the appropriate third- party vendor to the extent such support services are available to the Client. 6.7. Third-Party Product Compatibility. CompuDyne shall have no responsibility for any Third- Party Product provided and installed on or integrated into the System by any other party without CompuDyne's prior written authorization, including but not limited to responsibility for the Installation and integration of any such Third-Party Products, the condition, operation and performance of any such Third- Party Products. the compatibility of any such Third-Party Products with the Covered Applications, and any impact any such Third-Party Products have on the overall operation or performance of any of the Covered Apptications or any other component of the System. If requested by the Client, CompuDyne will provide technical support services pursuant to Section 2.4 hereof (Out of Scope Services) to resolve any operation or performance problems relating to any of the Covered Applications or any other component of the System caused by any such Third-Party Products or to assist with the integration of any such Third-Party Products with or into any of the Covered Applications or any other component of the System. CompuDyne will charge the Client for any such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.8. General Disclaimer. EXCEPT AS MAY BE EXPRESSLY SET FORTH HEREIN, CompuDyne DISCLAIMS All WARRANTIES WITH RESPECT TO ANY OF THE COVERED APPLICATIONS OR ANY OTHER COMPONENT OF THE SYSTEM, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF SUITABILITY, MERCHANTABILITY. SATISFACTORY QUALITY. TITLE. NON-INFRINGEMENT AND/OR FITNESS FOR A PARTICULAR PURPOSE. Page 6 of '4 2,060609 rjb ~,1aster Support Agreer.~ent 7. Protection of Confidential and Proprietary Information 7.1. All Client Confidential Information shall be held in strict confidence by CompuDyne, and CompuDyne shall not, without the Clien!"s prior written consent. disclose such information to any person or entity other than to CompuDyne's employees or consultants legally bound to abide by the terms hemof and having a need to know such information in connection with CompuDyne's performance of the services hereunder, or use such information other than in connection with the performance of the services hereunder. The term "Client Confidential Information" shall include all Client data and other written information of a confidential nature clearly labeled by the Client as being confidential. CompuDyne understands and agrees that the unauthorized use or disclosure of Client Confidential Information may irreparably damage the Client. In the event of CompuDyne's breach or threatened breach of any of the provisions in this Section 7.1, the Client shall be entitled to an injunction obtained from any court having appropriate Jurisdiction restraining CompuDyne from any unauthorized use or disclosure of any Client Confidential Information. 7.2. All CompuDyne Confidential Information shall be held in strict confidence by the Client, and the Client shall not. without CompuDyne's prior written consent, disclose such information to any person or entity other than to the Clien!"s employees or consultants legally bound to abide by the terms hereof and having a need to know such information in connection with the Clien!"s performance of its obligations hereunder, or use such information other than in connection with the performance of its obligations hereunder. The term "CompuDyne Confidential Information" shall include the Covered Applications and all other CompuDyne software applications. whether or not licensed to the Client. as well as any written information disclosed by CompuDyne to the Client under this Agreement. including. but not limited to. any trade secrets. confidential knowledge, data. information relating to CompuDyne products, processes, know- how, designs. formulas. methods, developmental or experimental work, improvements. discoveries, plans for research, new products, marketing and selling. business plans. budgets and unpublished financial statements. licenses. prices and costs, suppliers and clients. information obtained through contact with CompuDyne's clients, proprietary information of CompuDyne's clients. and information regarding the skills and compensation of CompuDyne's employees or other consultants. The Client understands and agrees that the CompuDyne Confidential Information constitutes a valuable business asset of CompuDyne, the unauthorized use or disclosure of which may Irreparably damage CompuDyne. In the event of the Client's breach or threatened breach of any of the provisions in this Section 7.2. CompuDyne shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining the Client from any unauthorized use or disclosure of any CompuDyne Confidential Information. 7.3. Notwithstanding Section 7.1 or Section 7.2 hereof, neither Client Confidential Information nor CompuDyne Confidential Information shall include information which the recipient can demonstrate by competent written proof (a) is now. or hereafter becomes, through no act or failure to act on the part of the recipient. generally known or available or otherwise part of the public domain: (b) is rightfully known by the recipient without restriction on use prior to its first receipt of such information from the disclosing party as evidenced by its records: (c) is hereafter furnished to the recipient by a third party authorized to furnish the information to the recipient. as a matter of right and without restriction on disclosure; or (d) is the subject of a written permission by the disclosing party to disclose. 7.4. Notwithstanding Section 7.1 or Section 7.2 hereof, or any other provision hereof, disclosure of Client Confidential Information or CompuDyne Confidential Information shall not be precluded if: (a) such disclosure is in response to a valid order of a court or other governmental body of the United States or any political subdivision thereof; provided, however. that the recipient of such confidential information shall first have given notice to the other party and shall have made a reasonable effort to obtain a protective order requiring that the information to be disclosed be used only for the purposes for which the order was issued: (b) such disclosure is necessary to establish rights or e~force obligations under this Agreement, but only to the extent that any such disclosure is necessary: or Page 7 of 14 20060609 rjb Master Support Agreement (c) the recipient of such confidential information received the prior written consent to such disclosure from the disclosing party. but only to the extent permitted in such consent. 7.5. The obligations hereunder with respect to each item of Client Confidential Information and C0lT1puDyn6 ConfidentiallnfonTlatloil snail survive the t6:iTnlnatioil of this Agreement. 8. Insurance CompuDyne shall procure at its own expense and maintain at all times while CompuDyne is performing services under this Agreement at the Cllent"s facilities. (a) a comprehensive general liability insurance policy including coverage for contractual liability for obligations assumed under this Agreement, blanket contractual liability, products and completed operations and owner's and contractor's protective insurance: and (b) comprehensive automobile liability insurance policy including owned and non-owned automobiles. Liability coverage shall be equal to or greater than the limits for claims made under the California Tort Claims Act with minimum coverage of $1.000,000 per occurrence (combined single limit for bodily injury and property damage claims) or $1.000,000 per occurrence for bodily injury and $100.000 per occurrence for property damage. liability coverage shall be provided on an "occurrence" basis. "Claims made" coverage will not be acceptable. Upon the Client"s written request. CompuDyne shall provide the Client with a certificate of insurance evidencing CompuDyne's compliance with the requirements of this section. Any such certificate shall provide that coverage under the policy cannot be canceled and restrictive modifications cannot be made until at least thirty (30) days prior written notice has been given to the Client. 9. Limitation of Liability CompuDyne's liability to the Client for any claim, whether in tort. contract or otherwise. shall be limited to the annual maintenance fees paid hereunder for the period in which the cause of action occurred. IN NO EVENT SHALL CompuDyne BE LIABLE TO ANY PARTY FOR LOSS OR DAMAGES DUE TO ERRORS tN ANY OF THE COVERED APPLICATIONS. OPERATOR ERROR, OR DATA CORRUPTION OR INACCURACIES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF PROFIT OR BUSINESS. OR FOR ANY SPECIAL. INDIRECT, PUNITIVE. INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN AN ACTION OF CONTRACT, TORT OR OTHER LEGAL THEORY AND REGARDLESS OF WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THE LAWS IN SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. AND THE ABOVE LIMITATION OR EXCLUSION SHALL BE CONSTRUED SO AS TO GIVE IT THE MAXIMUM PRACTICAL EFFECT WITHOUT VIOLATING SUCH LAWS. 10. Informal Dispute Resolution 10.1. The parties to this Agreement shall exercise their best efforts to negotiate and settle promptly any dispute that may arise with respect to this Agreement in accordance with the provisions set forth in this Section 10.1. (a) If either party (the '"Disputing Party") disputes any provision of this Agreement, or the interpretation thereof, or any conduct by the other party under this Agreement, that party shall bring the matter to the attention of the other party at the earliest possible time in order to resolve such dispute. (b) If such dispute is not resolved by the Account Manager and the Technical Coordinators responsible for the subject matter of the dispute within ten (10) business days, the Disputing Party shall deliver to the first level of reDresentatives below a written statement (a "Dispute Notice") describing the dispute in detail, including any time commitment and any fees or other CDSts in volved. Page 8 of 14 20060609 rr r,J1a.ster Support Agreement (c) Receipt by the first level of representatives of a Dispute Notice shall commence a time period within which the respective representatives must exercise their best effort to resolve the dispute. If the respective representatives cannot resolve the dispute within the given time period, the dispute shall be escalated to the next higher level of representatives in the sequence as set forth below. (d) If the parties are unable to resolve the dispute in accordance with the escalation procedures set forth below. the parties may assert their rights under this Agreement. Escalation Timetable (Business Davs) o to 5'h CompuDyne Representative Client Representative Director of Account Management Client Representative 6th to 10'h Operations Manager Police Captain 11'h to 15'h Executive Officer Police Chief 10.2. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with the informal dispute resolution procedures set forth in Section 10.1 hereof, the parties agree to continue without delay alllheir respective responsibilities under this Agreement that are not affected by the dispute. 10.3. In the event that the parties are unable to resolve a dispute by complying with the informal dispute resolutions procedures set forth in Section 10.1 hereof. the dispute shall be settled by arbitration in accordance with Section 16 hereof (Arbitration). 10.4. Notwithstanding Ihe foregoing, either party may. before or during the exercise of the informal dispute resolution procedures set forth in Section 10.1, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests pending completion of such informal dispute resolution procedures. 11. Termination 11.1. Termination for Failure of License. In the event that the license relating to any of the Covered Applications is terminated or becomes unenforceable for any reason. CompuDyne's obligation to provide any support hereunder for such Covered Application shall immedialely and automatically terminate. 11.2. Termination for Payment Defaults. In the event that the Client fails to pay when due all or any portion of the annual fees required under Section 4.1 hereof (Annual Support Fees), CompuDyne may immediately, and without further notice to the Client. terminate this Agreement or suspend all or any portion of the services hereunder for all or any portion of the Covered Applications until the Client's account is brought current. 11.3. Termination for Other Defaults. Subject to completion of the dispute resolution procedures set forth in Section 10.1 hereof (Informal Dispute Resolution). in the event that either party hereto materially defaults in the performance of any of ils obligalions hereunder (other than payment defaults covered under Section 11.2 hereof), the other party may, at its option, terminate this Agreement, by providing the defaulting party thirty (30) days' prior written notice of termination delivered in accordance with Section 24 hereof (Notices), which notice shall identify and describe with specificity the basis for such termination. If, prior to the expiration of such notice period, the defaulting party cures such default to the satisfaction of the non-defaulting party (as evidenced by written notice delivered by the non-defaulting party in accordance with Section 24 hereof), termination shall not take place. Page 9 of 14 2Cw'c.0609 rjb Master Support Agreement 11.4. Termination Without Cause. Eliher party hereto may terminate this Agreement without cause by providing the other party at least ninety (90) days' prior written notice of termination delivered In accordance with Secllon 24 hereof (Notices). The effective date for any termination pursuant to this Section 11.4 shall be the next occurring Payment Date. 11.5. Consequences of Termination. Upon termination of this Agreement for whatever reason, (a) CompuDyne shall be under no further obligation to provide support or any other services hereunder; (b) CompuDyne shall return to the Ciient all Client Confldentiai Information In CompuDyne's possession and shall certify in a written document signed by an officer of CompuDyne that all such Information has been returned; (c) the Client shall return to CompuDyne all CompuDyne Confidential information in the Client's possession (including. without limitation, all devices. records. data. notes, reports, proposals, lists. correspondence. specifications. drawings. blueprints. sketches. materials. equipment or other documents or property relating to such CompuDyne Confidential Information and all copies of any of the foregoing (In whatever medium recorded) but not including any such information licensed to the Client under the Software License Agreement) and shall certify in a written document signed by the Client Representative identified in Section 5.10 hereof (Authorized Client Representative) that all such information has been returned. All provisions of this Agreement that by their nature would reasonably be expected to continue after the termination of this Agreement shall survive the termination of this Agreement. 12. Independent Contractor Status The Client and CompuDyne are independent contractors under this Agreement, and nothing herein shall be construed to create a partnership, joint venture. or agency relationship between the parties hereto. Neither party shall have any authority to enter into agreements of any kind on behalf of the other and shall have no power or authority to bind or obligate the other in any manner to any third party. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Each party hereto represents that it is acting on its own behalf and is not acting as an agent for or on behalf of any third party. 13. Assignment Neither party hereto may assign Its rights or obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheid; provided, however. that CompuDyne may assign this Agreement to its successor in connection with a sale of its business without obtaining consent of any party. Subject to the foregoing, each and every covenant. term, provision and agreement contained in this Agreement shall be binding upon and inure to the benefit of the parties' permitted successors. executors, representatives, administrators and assigns. 14. No Third Party Beneficiaries This Agreement Is entered into for the sole benefit of the Client and CompuDyne and, where permitted above. their permitted successors, executors, representatives, administrators and assigns. Nothing in this Agreement shall be construed as giving any benefits. rights, remedies or claims to any other person. firm, corporation or other entity, including, without limitation, the general public or any member thereof, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries, property damage, or any other relief in law or equity in connection with this Agreement. 15. Governing Law All questions concerning the validity. operation, interpretation. construction and enforcement of any terms. covenants or conditions of this Agreement shall in all respects be governed by and determined in accordance with the laws of the State of California without giving effect to the choice of law principles thereof. The United Nations Convention on the Internationa! Sale of Goods shall not apply to any transactions contemplated by tnis Agrsemer,t. Page 10 of 14 2)060609 rj~ fl.laster SUiJport Agreement Agreement affected by the Force Majeure Event for as long as (a) the Force Majeure Event continues; and (b) the non-performing party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. Upon the occurrence of a Force Majeure Event. the non-performing party will immediately notify the other party by telephone (to be confirmed by written notice within two (2) business days of the failure or delay) of the occurrence of a Force Majeure Event and will describe in reasonable detail the nature of the Force Majeure Event. 22. Severability If any provision of this Agreement shall for any reason be held to be invalid, illegal, unenforceable. or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement. such provision shall be construed so as to make it enforceable to the greatest extent permitted, such provision shall remain in eflectto the greatest extent permitted and the remaining provisions of this Agreement shall remain in full force and effect. 23. Entire Agreement This Agreement sets forth the final, complete and exclusive agreement and understanding between CompuDyne and the Client relating to the subject matter hereof and supersedes all quotes. proposals understandings. representations, conditions, warranties, covenants, and all other communications between the parties (oral or written) relating to the subject matter hereof. CompuDyne shall not be bound by any terms or conditions contained in any purchase order or other form provided by the Client in connection with this Agreement and any such terms and conditions shall have no force or effect. No affirmation, representation or warranty relating to the subject matter hereof by any employee, agent or other representative of CompuDyne shall bind CompuDyne or be enforceable by the Client unless specifically set forth in this Agreement. 24. Notices All notices, requests. demands. or other communications required or permitted to be given hereunder shall be in writing addressed to the parties at their respective addresses set forth below and shall be deemed to have been duly given when (a) delivered in person; (b) sent by facsimile transmission indicating receipt at the facsimile number where sent: (c) one (1) business day after being deposited with a reputable overnight air courier service: or (d) three (3) business days after being deposited with the United States Postal Service. for delivery by certified or registered mail, postage pre-paid and return receipt requested. All notices and other communications regarding default or termination of this Agreement shall be delivered by hand or sent by certified mail. postage pre-paid and return receipt requested. Either party may from time to time change the notice address set forth below by delivering notice to the other party in accordance with this section setting forth the new address and the date on which it will become effective. If to CompuDyne: CompuDyne - Public Safety & Justice, Inc. 6200 Stoneridge Mall Road, Suite 400 Pleasanton, California Attention: Contracts Administrator Phone: 925-621-2700 Fax: 925-621-2799 Page 12 of 14 20060609 rjb Master Su~port Agreement 16. Arbitration All questions concerning the validity, operation, interpretation, construction and enforcement of any terms. covenants or conditions of this Agreement, or the breach thereof, must be submitted to and resolved by final and binding arbitration by the American Arbitration Association in accordance with its Commercial Arbitration Rules then in effect. The parties understand and agree that the arbitration will be instead of any civil litigation. except that either party may petition a court for a provisional remedy pursuant to Code of Civil Procedure Section 1281.8, and that the arbitrator's decision will be final and binding to the maximum extent permitted by law and enforceable by any court having jurisdiction thereof. 17. Venue All legal proceedings brought in connection with this Agreement may only be brought in a state or federal court located in the County of San Bernardino in the State of California. Each party hereby agrees to submit to the personal jurisdiction of those courts for any lawsuits filed there against such party arising under or in connection with thiS Agreement. 18. Advice of Counsel Each party hereto has been afforded the opportunity to consult with counsel of its choice before entering into this Agreement. 19. Amendment No amendment or other modification of this Agreement shall be valid unless pursuant to a written instrument referencing this Agreement signed by duly authorized representatives of each of the parties hereto. 20. Waiver In order to be effective. any waiver of any right, benefit or power hereunder must be in writing and signed by an authorized representative of the party against whom enforcement of such waiver would be sought. it being intended that the conduct or failure to act of either party shall imply no waiver. Neither party shall by mere lapse of time without giving notice or taking other action hereunder be deemed to have waived any breach by the other party of any of the provisions of this Agreement. No waiver of any right, benefit or power hereunder on a specific occasion shall be applicable to any facts or circumstances other than the facts and circumstances specifically addressed by such waiver or to any future events, even if such future events involve facts and circumstances substantially similar to those specifically addressed by such waiver. No waiver of any right. benefit or power hereunder shall constitute, or be deemed to constitute. a waiver of any other right, benefit or power hereunder. Unless otherwise specifically set forth herein, neither party shall be required to give notice to the other party, or to any other third party, to enforce strict adherence to all terms of this Agreement. 21. Force Majeure Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement (and the failure or delay will not be deemed a default of this Agreement or grounds for termination) if both of the following conditions are satisfied: (1) the failure or delay could not have been prevented by reasonable precautions, and cannot reasonably be circumvented by the non-performing party through the use of alternate sources. work-around plans, or other means; and (2) the failure or delay is caused, directly or indirectly. by reason of fire or other casualty or accident; strikes or labor disputes; inability to procure raw materials, equipment. power or supplies; war, terrorism or other violence; any law, order, proclamation, regulation. ordinance. demand, or requirement of any governmental agency C" intergovernmental body other than a party hereto; or any other act or condition beyond the reasonable con!cl of the non-performing party. Upon the occurrence of an event which satisfies both of the above conditions (a "Force Majeure Event"), the non-performing party Will be excused from any further performance of those obligations under this Page 11 of 14 20060609 rjb Master Support Agreement If to the Client: The City of San Bernardino 300 North D Street San Bernardino. California 92418 Attention: Mike Eckley Phone 909-384-5673 Fax: 909-388-4913 Email: eckleLmi@ci.san-bernardlno.ca.us 25. Construction The paragraph and section headings used in this Agreement or in any exhibit hereto are for convenience and ease of reference only. and do not define. limit, augment. or describe the scope. content or intent of this Agreement. Any term referencing time, days or period for performance shall be deemed calendar days and not business days. unless otherwise expressly provided herein. 26. Counterparts This Agreement may be signed in two or more counterparts. each of which shall constitute an original, and both of which shall constitute one and the same document. 27. Supersession This Agreement supersedes any and all prior agreements, including. but not limited to. the Agreement for Extended Services dated 1 July 1995 between the City of San Bernardino and Tiburon, Inc.. related to the subject matter addressed herein. (THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK) Page 13 of 14 20060609 rjb Master Support Agreement SIGNATURE PAGE IN WITNESS WHEREOF. the parties have hereunto set their hands as set forth below. The City of San Bernardino By: Name: Title: COmpUD~Yne - ~UbliC Safety & Justice, inc. ( / By: '---" Name: Ra ert L. Brown Jr. Title: r Operations ATTEST: Rachel G. Clark City Clerk APPROVED AS TO LEGAL FOR}!: Page 14 of 14 20060609 rjb Master Support Agreement EXHIBIT 1 To Master Support Agreement DEFINITIONS This Exhibit is attached to, Incorporated into, and forms a part of the Master Support Agreement, dated , 2006. between CompuDyne and the Client (herein referred to as the "Agreement"). Capitalized terms used in the Agreement or any exhibit thereto shall have the definitions set forth herein unless. otherwise defined in the Agreement. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. 1. "Account Manager" is defined in Section 2.1 (c) (Account Manager) of the Agreement. 2. "Additional Support Option" is defined in Section 2.2 (Support Options) of the Agreement. 3. "As-Built Specifications" shall mean, with respect to any of the Covered Applications. the specifications for such Covered Application delivered to the Client upon the Ciient"s acceptance of such Covered Application. as the same may be modified or supplemented from time to time to reflect Enhancements provided hereunder. 4. "Authorized Server" shall mean. with respect to any of the Covered Applications. the server identified as corresponding to such Covered Application on Exhibit 2 attached to the Agreement and incorporated therein by reference. 5. "Authorized Site" shall mean. with respect to any of the Authorized Servers. the address and room number identified as corresponding the such Authorized Server on Exhibit 2 attached to the Agreement and incorporated therein by reference. 6. "Basic Support" is defined in Section 2.1 (Basic Support) of the Agreement. 7. "Client" is defined in the preamble to the Agreement. 8. "Client Confidential Information" is defined in Section 7.1 (Protection of Confidential and Proprietary Information) of the Agreement. 9. "Client Representative" is defined in Section 5.10 (Authorized Client Representative) of the Agreement. 10. "Communications Interfaces" shall mean ethernet networking. serial connectivity to net clock and ANI/All. serial connectivity to HACMP, national, state and local governments. TCP/IP or other routing statements. 11. "CompuDyne" is defined in the preamble to the Agreement. 12. "CompuDyne Confidential Information" is defined in Section 7.2 (Protection of Confidential and Proprietary Information) of the Agreement. 13. "Covered Application" shall mean each software application developed by CompuDyne in accordance with the As-Built Specifications relating thereto which application is identified as a Covered Application on Exhibit 2 attached to the Agreement and incorporated therein by reference. including all Maintenance Modifications thereto, all Derivative Works thereof, and all related Documentation. Page 1 of 3 2006060'; rjb Master Support Agreement Exhibit 1, Definitions 14. Database Administration (DBA) Support shall mean services available to Clients to assist in the administration of the system database. 15. "Derivative Works" shall mean. with respect to any Covered Application. any translation. abridgement. revision, modification. or other form in which such Covered Application may be recast. transformed, modified, adapted or approved after the Effective Date. 16. "Dispute Notice" is defined in Section 10.1 (Informal Dispute Resolution) of the Agreement. 17. "Disputing Party" is defined in Section 10.1 {Informal Dispute Resolution) of the Agreement. 18. "Documentation" shall mean, with respect to any Covered Application. those printed instructions. manuals. and diagrams pertaining to and furnished with such Covered Applications. 19. "Effective Date" is defined in the preamble to the Agreement. 20. "Enhancement" shall mean, with respect to any Covered Application, a computer program modification or addition. other than a Maintenance Modification, that alters the functionality of, or adds new functions to. such Covered Application and that is integrated with such Covered Application after the Effective Date, or that is related to a given Covered Application but offered separately by CompuDyne after the Effective Date. 21. "Enhancement Terms" shall mean. with respect to any Enhancement provided pursuant to the Agreement, the mutually negotiated terms and conditions specifically relating to an Enhancement and included as part of the Agreement in accordance with Section 2.3 (Enhancements) thereof. 22. "Error" shall mean. with respect to any Covered Application. a defect in the Source Code for such Covered Appiication that prevents such Covered Application from functioning in substantial conformity with the As-Built Specifications pertaining thereto. 23. "Maintenance Modification" shall mean, with respect to any Covered Application. a computer software change integrated with such Covered Application during the term of the Agreement to correct any Errors therein. but that does not alter the functionality of such Covered Application or add new functions thereto. 24. Status Report" is defined in Section 2.1 (d) (Status Reports) of the Agreement. 25. "Object Code" shall mean computer programs assembled or compiled from Source Code in magnetic or electronic binary form on software media, which are readable and usable by machines, but not generally readable by humans without reverse-assembly. reverse-compiling. or reverse-engineering. 26. "Out of Scope Services" shall consist of any services provided under this Agreement that are outside the scope of those services specifically and expressly identified under. and provided pursuant to, Section 2.1 (Basic Support), Section 2.2 (Support Options) or Section 2.3 (Enhancements) of the Agreement. 27. "Payment Date" shall mean June 30 of each year during the term of this Agreement. 28. "Priority 1 Call" shall mean a call requesting technical support for an Error in any Covered Application or a failure of the Authorized Server on which such Covered Application is installed that prevents continued use or operation of the System. impacts all or substantially all operators using the System, halts or severely impacts critical System operations or endangers the integrity of any database on any of the Authorized Servers. The term Priority 1 Call shall not include calls requesting technical support relating to a problem encountered with substantially less than all functions of a Covered Application or all records of a database on any of the Authorized Servers, or to a failure in individual components of the network communications Page 2 of 3 20060609 rjb Master Suppcrt Agreement E:<hibit 1, Definitions equipment, communications lines. terminals. workstations, printers, terminal servers or modems. CompuDyne shall have exclusive authority for determining whether a Technical Service Request constitutes a Priority 1 Call. 29. "Site Specifications" is defined in Section 5.9 (System Change, Alteration. or Modification) of the Agreement. 30. "Software License Agreement" shall mean any software license agreement between CompuDyne and the Client pursuant to which CompuDyne has granted a limited license to use the Covered Applications in accordance with the terms and conditions thereof. as the same may be amended or otherwise modified from time to time. . 31. "Source Code" shall mean computer programs written in higher-level programming languages, sometimes accompanied by English language comments. Source Code is intelligible to trained programmers and may be translated to Object Code for operation on computer equipment through the process of compiling. 32. "System" shall mean the Client's computer automated system consisting of the Covered Applications combined with any of the Authorized Servers, the operating systems installed on each of the Authorized Servers. any database or other third party software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Covered Applications. any Communications Interfaces installed on any of the Authorized Servers, any network communications equipment and any other third party software. wiring, cabling and connections and other hardware relating to any such Authorized Servers, workstation or network communications equipment located at any of the Authorized Sites. 33. "System Configuration" shall mean the configuration for the System other than the Covered Applications existing as of the Effective Date together with any modifications or alterations thereto permitted hereunder, including without limitation the configuration of the Authorized Servers. any operating system installed on any of the Authorized Servers, any database or other third party software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Covered Applications. any network communications equipment and any other third party software, wiring. cabling and connections and other hardware relating to any such Authorized Server. workstation or network communications equipment located at any of the Authorized Sites. 34. "Technical Support Coordinator" is defined in Section 5.11 (Technical Support Coordinators) of the Agreement. 35. "Third-Party Products" shall mean all software and hardware components of the System other than the Covered Applications. 36. "Warranty Period" shall mean, with respect to any Covered Application, the warranty period for such Covered Application set forth on Exhibit 2 attached to the Agreement and incorporated therein by reference. Page 3 of 3 20060609 fIb Master Support Agreement Exhibit 1, Definitions EXHIBIT 2 To Master Support Agreement COVERED APPLICATIONS This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated . 2006, between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. CompuDyne will provide the Basic Support described in Section 2.1 (Basic Support) of the Agreement for the software applications identified in the table below. The annual fee for such support shall be as set forth in the table below. Such support will commence upon the expiration of any applicable Warranty Period as set forth in the table below. CLIENT # U130-06 Covered Hours Application (24x7 or 8x5) CADiTi (includes 24x7 CARS and GCT) CMSITi 24x7 PRMSITi 24x7 FAS (includes 8x5 MDS & ARS) 911 Mapping 8x5 w/mobile Oracle 8x5 AVL 8x5 FBR & TIPS 8x5 SunPro Interface 8x5 Maintenance Fund 8x5 Authorized Site City of San Bernardino 300 North 0 Street San Bernardino, CA 92418 20060609 rjb Make. Model. Serial Number of Authorized Server Maintenance Period Fee Stop Date 6/30/07 Period Start Date 7/1/06 $ 47,898.00 Dell 6850, Service Tag #24GY191 Dell 2650, Service Tag #DG83831 Dell GX240 Stratus 5240 Stratus 5240 12mo. 12 mo. 7/1/06 6/30/07 $ 8,776.00 12 mo. 7/1/06 6/30/07 $ 28,376.00 12 mo. 7/1/06 6/30/07 $ 16,800.00 12 mo. 7/1/06 6/30/07 $ 16,36800 12mo. 7/1/06 6/30/07 $ 15,429.00 12mo. 7/1/06 6/30/07 $ 4,659.00 12mo. 7/1/06 6/30/07 $ 8,950.00 12 mo 7/1/06 6/30/07 $ 1,000.00 12 mo. 7/1/06 6/30/07 $ 9,400.00 Total $157,656.00 Dell 6850, Service T, #24GY191 Page 1 of 1 Master Support Agreement Ext'ibit 2. Covered Applications EXHIBIT 3 To Master Support Agreement TRAINING This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated 2006, between Ihe Client and CompuDyne (herein referred to as the "Agreemenl"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. In accordance with Section 5.12 of this Agreement, the Client shall ensure that all Technical Support Coordinators and other personnel have received the training on the disciplines listed below. and otherwise maintain sufficient personnel with sufficient training and experience to perform its obligations under this Agreement . CAD Administrator . CAD File Maintenance . CAD Supervisor . CAD Browser . FAS . MSS User . MSS Administrator . Reformatter . GCT . CARS User . Call Taker . Dispatch . Fire Dispatch . Mapping User . MDS User . Mapping Administrator . CARS Administrator Page 1 of 1 20060609 rJb Master Support Agreement Exhibit 3, Training EXHIBIT 4 To Master Support Agreement THIRD.PARTY SUPPORT CONTRACTS This Exhibit is attached to, Incorporated into and forms part of the Master Support Agreement. dated . 2006. between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement. unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. . Paging Application . Time synch Apptication - Spectracom . Bar Code Application - Percon bar code system. . AVL Application - Trimble AVL coming thru Motorola MW520 MDS. . Fire Station Alert - Motorola MOSCAD/MODBUS . MDT - MW520 with Windows95 Page 1 of 1 20080609 cJb Master Support Agreement Exhibit 4, Third Party Support Contracts - C Ol E Ol l!! '" Ol I- <( iiio~ :i: I- &. x 0. W ::l en ~ Ol - III .. :iE Ol &. - &. - 'i Ol iE c o .!!! en z o ~ U !:!; U W a. en ~ ll: o 3: I- W Z o z <( :iE W I- en >- en W- I- iii - C Ol E ::l U o " Iii c '0. 'C o Ol &. I- oj Ol " o U ~ 'C ::l U Ol III U ;;:: 'u Ol 0. III E ~ III >. III ~ Ol &. o~ "Ol c E ..~ III .. ,,0. ~ Ol 00 ~>. 1II0l =.2 0.0 >.c ~.c ~ U ::l Ol UI- Ol c ~o ca+:o ::;ica fH :'2.2 ~.E o _ U 0 0.= .= "E .. .. cE o Ol ~m :a c .- .. &.en ..... Ol 0 .~ >- .c~ I-U ~ ... o c~ €E "" l!!~ ~.g ~g 0..>< o.~ ~ .. en~ ~~ ~-g :>.. E " on >- en ~ in .; is :E " w ~ '" Ol '" a. :g. '" o <0 o <0 o o N EXHIBIT 6 To Master Support Agreement BACK UP SCHEDULE AND PROCEDURES This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement. dated 2006, between the Ciient and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement. unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. CAD Backups Introduction Regular backups are a must. to preserve the CAD system data in the unlikely event of a catastrophic hardware failure or other major problems. While the server may include fault-tolerant and/or redundant systems, serious hardware or software failures are still a possible circumstance that could result in data loss. In addition, fire, flood. or other general disasters can destroy equipment. It may be desirable to store a copy of backups on-site so that they are easily available; however, it is recommended that an off-site copy be maintained for those circumstances where the center, and its contents, is damaged or destroyed. How and when the database is backed up will depend on the database used (Oracle or SOL Server) as well as the needs of the individual client site. CAD System Backups A backup of the functioning CAD system is not necessary. Current "static" data (i.e., data maintained in the File Maintenance tables/database including geo data), and "dynamic" data (i.e., calls, units, assignments, current sequence values, histories, etc.) are present on each active workstation, and on the server; static data and histories are in the database as well (provided there have not been major changes without a synchronize. in the case of static data: and that it has been up as a functioning CAD file server, in the case of histories). Only a total loss of all computers participating in the CAD system will cause this data to be lost; and backups of the data can quickly become out-of-date, as new calls will be entered, units assigned. etc. For these reasons it is neither required nor feasible to perform backups of the CAD system files on each workstation and server. When backing up CAD workstations or the CAD server's hard drive. do not use software which "locks" files to writing - or if you must, exclude the CAD directory (which contains the "Startup.exe" and other programs) as well as all the directories inside it from the backup. The CAD files must be updated in real-time based on the activity of the system; locking these files so that they cannot be written will prevent the workstation from keeping up with the CAD system, which will cause the CAD to fatally exit on that workstation (to preserve data integrity). If this does occur, the workstation may be restarted once the backup has completed (or at least passed the CAD directory). Until the backup is done with the CAD files. the CAD system will simply crash itself again when it realizes it cannot write something that it needs to. Note: If the workstation.ini file is customized on some machines. it may be worthwhile to back it up. A backup of any non-distributed ini files that are present is also recommended. Reinstalling and connecting to the CAD system will restore everything else. Page 1 of 4 20060609 rJb t...1aster Support Agreement Exhibit 6, Back Up Sche:dule and Procedures The one thing besides the Oracle or SOL database that definitely needs to be backed up is the distribution directory on the CAD distribution Server (see the as built documentation to identify the Software Distribution server for the CAD system). If the current distribution is lost, CompuDyne can replace it: however. we cannot replace your site-customized ini and hip files that were set for distribution. CAD Operations During A Backup The CAD system shoutd not be shut down to perform backups. The individual CAD workstations continue operating as a system while the backup is being performed. The database server also remains active and the database is available for queries and other transactions through the backup process. Note: While the backups are being performed, it may produce a slight slowing of the CAD server. This may cause a longer response time to history inquines and synchronize operations. No additional adverse effects should be seen on the CAD system. Database Backups - Oracle Starting with Oracle Version 9i, CompuDyne production database backup is done using the Oracle Recovery Manager Tool (RMAN). Prior to Oracle 9i the production database backup was done using CompuDyne database backup script. CompuDyne implements hot backup scheme for production database. This means the production database can remain open and allow normal activity while the database is being backed up. It is important to note that the database hot backups are special backups and are performed only using special tools such as RMAN. Simply copying the database files while the database is open for normal operations using operating system copy command is not appropriate; such backup files are not useful for database recovery purposes. The CompuDyne Oracle hot backup is primarily a full disk backup of the production database. In addition to backup up the data files. the backup also backs up the archive log (or Journals) files. The backup is scheduled to run nightly. The backup at completion places the backed up database files in a dedicated backup directory. This backup directory is then copied to a Tape device as part of the CompuDyne maS'er backup. The availability of backups on disk helps reduce the recovery time considerably. The disk space requirements for database disk backups are identified in advance during the database sizing of the project stage. Database Backups - SQL Server CompuDyne SOL Server 2000 production database backup is done using SOL Server Enterprise Manger maintenance plans. CompuDyne implements hot backup scheme for production database. This means the production database can remain open and allow normal activity while the database is being backed up. It is important to note that the database hot backups are special backups and are performed only using special tools such as SOL Server Enterprise Manager maintenance plans. Simply copying the database files while the database is open for normal operations using operating system copy command is not appropriate; such backup fites are not useful for database recovery purpose. The CompuDyne SOL Server hot backup is primarily a full disk backup of the production database. In addition to backing up the data files the backup also backs up the Transaction logs for the production database. The backup is scheduled to run nightly. The backup at completion places the backed up database files in a dedicated backup directory. In addition to backing up the COMPUDYNE production database. CompuDyne SOL Server backup also includes maintenance plans for performing disk backup of MASTER. MSDB and MODEL system databases .The backed up files for these are also placed in the dedicated backup directory. This backup directory is then copied to a Tape device as part of the CompuDyne master backup. The availability of backups on disk helps reduce the recovery time considerably. The disk space requirements for database disk backups are identified in advance during the database sizing of the project stage. Page 2 of 4 20060609 rjb fvlaster Support Agreefr.enl Exhioit 6, Back Up Schecule and Procedures RMS Backups System Backup Requirements for RMSITi These procedures will not address the requirements for backing up an Oracle or SOL Server database, the same procedures as described above for the CAD database files apply to the RMS database files. On the RMS\Ti server there should be an "RMS_ Ti" folder; within that folder are additional folders for the prodlJction (prd) and Iraining (1m) systems. What is required 10 be backed up frem these directories is addressed below. Firstly under the production folder there should be at minimum three additional directories: . Bin . Datrms . Dmp Bin Directory From the Bin Directory "RmsTiSystem.ini" and any other configuration files are all that should be backed up. Other configuration files would include batch files used in place of the script files used in the UNIX environment. These usually are files called from within applications for FTPing or uploading either from or into the system. Some examples of these are "Autoclte.bat". "btpawnparm" and "btcite.parm". It may in fact be easier to determine what can be ignored by the backup in this directory. All executables (.exe), dynamic link libraries (.dll), cobol generated files (.gnt) and system tables (.Iab) may be ignored. There are currently eight (8) additional shared memory files which should also be ignored; those files have names associated with the site and system settings outlined in the "RmsTiSystem.ini" configuration file. They will have names beginning similar to the following: (sitename) .Prd. commands (sitename}.Prd. fields (sitename) .Prd .master {sitename}. P rd. MessageOu eues. d a t (s iten a me) .Mes sageC ount. da t {sitename}.system (sitename }.Prd.uxappI1 {sitename}.Prd.uxiob (sitename }.Prd .commands {sitename) .Prd .fields (sitename}.Prd .master {sitenam e}. Prd. Messag eOu eues.d at {s itename}. Prd. M essageCount. dat {sitename }.Prd .system {sitename} .Prd.uxappI1 {sitename} .Prd. uxiob Datrms Directory From the Datrms directory all files except SSF1.xfl should be backed up. However these files should not be locked by the backup process. Dmp Directory From the Dmp directory as far as the operation of the system is concerned nothing here should be backed up as these are all dynamic files that will be recreated when the system is restarted and contain no static data. Next, under the training folder there should be at minimum five additional directories: . Bin . Batch . Datrms . Dmp . Tables Bin, Datrms and Dmp Directories From the Bin, Datrms and Dmp directories the process should be the same as production above. Page 3 of 4 20060609 rjb Mast-:J~ Support ;;"greement E;.;hibit 6, Bac!, Up Schedule ar"d Procedures Batch Directory From the Batch directory everything should be backed up. Tables Directory From the Tables directory everything should be backed up. GUI Distribution. The as-build documentation should be reviewed to locate the server and folder name for the RMS dlstnbution files. This folder should be added to the sys<em backup of that server. As mentioned earlier, use the same procedures as described under the CAD/Ti section for the backup if the Oracle or SOL server database files. CompuDyne CARS Directories The Directories paths may differ slightly by name however the targeted files should not. Look for a Volume named "Programs" this is normally the 0: Volume. There are two directories that we want to backup; TibCars. and TibCars Base. GUI Distribution Sometimes the CARS Server is used as the GUI Distribution for RMS, CAD workstations distribution. If your CARS server also is the GUI Distribution server. please include these distribution folders in the Daily Backups. These can normally be found under the 0: (Program) Volume. These folder names should be RMS_Distrib. RMS_ TI. If your CARS Server is also your CompuDyne WEB Application server please backup the RMS_WEB Directory which normally is found under the 0: Volume. A review of the as-build documentation will identify the location of all distribution folders. WebQuery Server The WebOuery servers do not contain any user data only the web page files. All user data is stored on the associated CAD. CARS or RMS server. The web page files however should be backed up on a regular basis to simply restoration of the server in the event of hardware failure or data loss. If any of the following folders are on the server they should be backup up. Inetpub, TibRoot, Tiburon. RMS_Web. General Notes on Backups This document describes the procedures to backup the minimum set of files required to recover application and/or data files in the event of hardware failures or data loss. It assumes if the server needs to be completely rebuild/restored that prior to the restoring of these files the system files may need to be restored. This may include the need to reinstall the operating system files and any other required supporting applications (PC Anywhere, WinZip, etc.). Also the client may choose to backup other files on the servers or use utilities to allow for simpler total system recovery in the event a server is complete lost or all data lost. This is acceptable as long as the precautions listed above are followed. In particular any of the application file folders should be backed up without locking the files. Locking of files during the backup could cause undesirable affects to the application. Page 4 of 4 20060609 CJb ~~iJster Support Agreement Exhibit 0, Back Up Schedule and Procedures EXHIBIT 7 To Master Support Agreement WARRANTY & MAINTENANCE SUPPORT - GUIDELINES & OPTIONS This Exhibit is attached to. incorporated into and forms part of the Master Support Agreement. dated 2006, between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement. the terms and conditions set forth in the Agreement shall prevail. NOTE - THIS EXHIBIT IS A SEPARA TE DOCUMENT THA T FOLLOWS THIS COVER PAGE Page 1 of 1 20060609 fib Master Support Agreement Exhibit 7, Warranty & Maintenance Support - Guidelines & Options ConUJulivn Public Safl5:n~ 'w c JI~~ti<<': Q !i\.h;;!"'*llJt Warranty & Maintenance Support - Guidelines & Options Version 2.6 March 21. 2006 CompuDvne - Public Safety & Justice. Inc. [CompuDvneJ 6200 Stoneridge Mall Road Suite 400 Pleasanton. CA 94588 [925J 621-2100 Warranty & Maintenance Support Version 2.6 Guidelines & Options Notices: New publications incorporate all updates issued since the previous publication. L"pdate packages, issued betv.'een publications, contain additional ..lllu/or replau::ment pages which should be merged into the most recent publication of the guide. CompuDyne - Public Safety & Justice. Inc. (CompuDyne) reserves the right to alter or improve the equipment, software ami/or specifications dctail~d in this document at any time and without any notice. The information detailed in thi.~ documentation could contain technical or typographical errors. CompuDyne - Public Sakty & Justice, [nc. \.I.'alves any responsibilities incurred by an}one outside the company for labor or material cost as a result of using this document. CompuDyne ~ Public Safety & Justice, Inc. shall not be held liable for any damages including. but not limited to, con:iequcntial. incidental special damages or loss of profits as a result or in connection with thIS document or its use. Vv'hile every effort has been made to prepare an accurate, thorough ;:md error-free document, your comments and suggestions regilrding improvements to this lIser's manu:.ll are appreciated. Cop}Tight: All rights reserved. No part of this document may be reproduced in any form, including photocopying or translation to another language, without the prior written consent of CompuDyne - Public Safety & Justice, Inc. Copyright@ 2005 by CompuD)'Tle - Public Safety & Justice, [nc. Printed in the United States of America. Trademarks: The following are trademarks or ~er\":ce marks of CompuDyne - Public Safety & Justice, (nc. and are registered or pending in the United States of America. CAD Computer Aided Dispatch@. Computer Aided Dispatch/2000@, CAD/2000@, Records Management Systeml2000@. RMS/2000@. Message Switching Systeml2000@. MSS/2000@, Judicial Management Systeml2000@. JMS/2000@, Corrections Management Systeml2000@, CMSI2000@. PIMS/2000@. JDL@. GPA@, GMS@. RTM@. APS/2000@, CAD Activity Reporting SystemlCARS@. Computer Assisted Public Safety System/CAPS@ All other brand and product names referenced in this guide are trademarks of their respecrive compames. Publication History: Publication Version Date WJ.rranty & Maintenance Support Guidelines & Options 26 ~Iarch 27. 2006 TIlis document was printed on April 26, 2006 CompuDync - Public Safety & JUS{jc~, Inc. r...larch 27, 2006 Page a \Varranty & :-'hintenance Support Version 2.6 Guideline~ & Options Table of Contents 1. INTRODUCTION ............. ........ ......... ...... ....... ........ ...... .......... ..... ...... ...... ............. ............. ........... ....... I 2. SYSTEM CUTOVER - W ARRANTY/MAINTENANCE .................................................................. 2 2.1 WARRANTY CERTIFICATION ... ............... ............................ ...................... .................. ..........................2 2.2 ACCOUNT MANAGEMENT .................. .....................................................2 3. THE CLIENT SUPPORT CENTER.............. ............. ............. ...............................................3 3.1 SUPPORT GUIDEU1'ES.. ......................... ......................... ....................... .....3 3.1.1 Methods for Contacting the CSC ............................................ .............................................3 3.1.2 Prioritizing TSRs................................................................... ............. ............................4 3.1.3 Technical Service Request - Reponing Procedures ............... .........................................5 3.2 EMERGENCY AFTER HOURS ASSISTANCE .........................6 4. BASIC SUPPORT ..' ... ..... ... ........ ..... ...... ............. ..... ........ ..... ....... ......... .... ..... ........... ............. ...............7 4.1 CALL LOGGLNG- COMPuDYNE CLIENT SUPPORT SYSTEM (CCS).. .............. .......................7 4.2 MONTHLY STATUS REPORTS. ............... ...............................7 4.3 LEVEL 1 DATABASE ADML'fISTRATION (DBA) SUPPORT .............................7 4.4 LEVEL 1 SYSTEM ADMINISTRATION SUPPORT. .. .............. .............................8 4.5 VERSION MANAGEMENT PROGRAM. .................. ............. ........... ....... .........................8 4.6 COMPuDYNE WEBSITE (WWW.TIBURONL.lC.COM).... ............................8 4.6.1 CCS Self Service....................................... ...........................................................8 4.6.2 CSC Discussion Forum............ .................. ................ ...............................9 4.7 COMPuDYNE USER GROUP... . ................... ...... .................................. ................ ......9 4.8 PRODUCT STEERING COMMITfEES. .................. ..... .................................... .....9 5. OPTIONAL SUPPORT PROGRAMS ................................... 5.1 24 X 7 SUPPORT FOR ADDITIONAL COMPUDYNE SySTEMS..... 5.2 DATABASE ADMINISTRATION (DBA) SERVICES ....... 5.3 SYS1E\t ADMINISTRATION SERVICES ................ ...................................................... 10 ..10 ..10 ..10 CompuDync - Public Safety & Justice, (lIe. ~Jrch 27. 2006 Page i Warmnty & Maintenance Suppon Version 2.6 Guidelines & Options 1. INTRODUCTION This document provides a detailed description of the service programs currently available to CompuDyne's warranty and maintenance clients covered under the Master Support Agreement (MSA1. This document dellnes all standard and optional support programs. explains the procedures that clients must follow to take full advantage of the programs otTered. and clarifies the c1ient's and CompuDynes responsibilities. As part of CompuDyne's ongoing commitment to its clients. we provide a comprehensive and beneficial support services program. In response to client recommendations, we have refined our internal support methodology and augmented our technical support capabilities. As a result, we are pleased offer a variety of enhanced services to our clients under the CompuDyne warranty and maintenance programs. CompuDyne's warranty and maintenance programs maximize the integrity of the client's system and minimize the potential for serious problems. The warranty and maintenance programs offer various levels of operational and technical support as well as provisions for CompuDyne software upgrades. THE SERVICE PROGRAMS AND THE TERMS AND CONDITIONS CONTAINED HEREIN ARE THOSE AVAILABLE AS OF THE DATE OF THIS DOCUMENT; HOWEVER, SUCH SERVICE OFFERINGS. TERMS A1\1D COl'iDITIONS ARE SUBJECT TO CHANGE WITHOUT NOTICE. CompuDY1~~ - Public Safety & Justii.:c, fnc. ~I<lrch 27, 2006 Page 1 \VarrarHy & ~Iaintcnance Support Version 2.6 Guidelines & Options 2. SYSTEM CUTOVER - WARRANTY/MAINTENANCE At system cutover, the system transitions from the project phase to the warranty or maintenance programs. Leading up to this major milestone. CompuDyne completes the warranty certification process and assigns an Account ~lanager to the client. The following sections describe these activities. 2.1 W ARR<\.NTY CERTIFICATION CompuDyne conducts an extensive internal warranty certification process before a project enters the warranty program. Warranty certification ensures that Client Support Center personnel are equipped with accurate, site-specific documentation. including contact information, dial-in and restart instructions, system specifications. and hardware/operating system and network schematics. Working together, CompuDyne's assigned Project Manager and Account Manager verify the accuracy of the client data as entered in the CompuDyne Client Support (CCS) system. based on FrontRange Solutions' HEAT@ software. The CCS database stores all pertinent client system information. and enables CompuDyne staff to provide the most consistent and timely support services possible. The CCS system is also available to on-call atter-hours support staff, providing easy, secure access to the critical information necessary for after.hours support. 2.2 ACCOUNT MANAGEMENT To ensure the highest level of client satisfaction during the warranty and maintenance programs. CompuDyne assigns an Account Manager to each client to act as the primary liaison between the client and CompuDyne. The CompuDyne Account Manager is the client advocate and acts as a facilitator for client interaction with CompuDyne. The Account Manager ensures that clients are aware of critical information distnbuted by the Client Support Center and informs clients of new technology available from CompuDyne. The assignment of an Account Manager allows CompuDyne to provide individual attention to each site. as we become involved in the day-to-day issues facing our clients. The Account Manager also facilitates client involvement in CompuDyne programs such as user groups. focus groups and training programs. COmpUD)lk - Public SJlc{)' & Ju~tit:e.ln.:. ~Iurch 27.1006 Page 2 WarrarHV & Maintenance Support Version 2.6 GUldelinl'~ & Options 3. THE CliENT SUPPORT CENTER CompuDyne's Client Support Center (CSC) is dedicated to handling client support requests 24 hours a day. 7 days a week, including weekends and holidays. The CSC is responsible for all Technical Service Requests (TSRs) for warranty and maintenance chents. Once a system goes into production operation. the CSC is the central point of contact for all client needs. The CSC offers a consistent and focused approach to problem resolution, whIle providing accurate record-keeping and timely feedback to client inquiries. 3.1 SUPPORT GUIDELINES CompuDyne has established support guidelines that must be followed to ensure timely response and resolution to issues reported to the CSc. The guidelines include methods for contacting the CSc. prioritization of TSRs. and emergency after-hours assistance. CompuDyne has established TSR reporting procedures for problem reporting and information requests, client-specific enhancement requests, and product enhancement submissions. 3.1.1 METHODS FOR CONTACTING THE CSC CompuDyne provides several method of contact for the CSC: Method Procedure Telephone Please use the following telephone numbers to contact the CSC: (877) 445-2110 (CSC toll free line) (925) 621-2720 (direct Ime) (510) 579-4609 (CSC backup cell phone) (510) 579-1714 (CSC backup cell phone #2) NOTE: All Priority 1 calls must be reported by phone to the CSC to ensure Jimelv re~ppnse Jo critical issues. Web Site Clients can submit a Problem Report, Enhancement Request, Steering ComtlUttee issue or Request for Information via the Internet by connecting to htlo://\V\\'w.comoudvnensi.com/suoDortJdcfaul[.~sr. and entering their unique client login and password. The CSC staff provides clients with the login and password required to access the client support system during regular business hours. Regular business hours are defined as 8:00 am to 5:30 pm in the client's time zone, Monday through Friday, excluding CompuDyne holidays. TSRs submitted via the CCS Self Service link send updates to the CCS database in real-time mode. TSRs entered via CCS Self Service are reviewed and assigned within 24 hours of receipt. during regular business hours. If an email address is included with the issue submission, a confirming email \vith the CCS Call ill (used for tracking purposes) is sent to the submitting person. Current TSR status is available for review online at any time. Email Clients can submit TSRs to the CSC via email to SlIoDort(..ctcomnuuvne.com. TSRs sent to the CSC via email are entered into the CCS system and receipt is confirmed by a follow-up e-mail message to the submitting person. which includes the CCS CdllD (used for tracking purposes). Email is proce"ed during relYular bllsin~ss hours. COHlpuDyne ~ Publi.: Safety & Justi...:e, IlIl.:. ~larch 27, 2006 Page 3 \Varranty & Maintenance Support Version 2.6 Guidelines & Options Method Procedure Fax Address faxes to CompuDyne Client Support Center, and fax to: (925) 62]-2795 Faxes are processed duringregular business hours. U.S. Mail Mail TSRs to: Client Support Center CompuDyne - Public Safety & Justice, Inc. 6200 Stoneridge Mall Road SUite 400 Pleasanton, CA 94588 TSRs received via U.S. Mail are processed during regular business hours. 3.1.2 PRIORITIZING TSRs Clients should assign each TSR a priority code consistent with the definitions outlined below to ensure that the TSR receives the appropriate response and attention required. All TSRs are addressed according to their priority level. NOTE: CompuDyne staff may recommend a priority level other than that requested by the client, if the requested priority level does not meet the criteria defined below. Priority Level Category Definition Priority 1 Urgent The entire system or a major component is down. Client cannot use system to continue operations. Impacts multiple users. halts or severely impacts critical operations, or database inte.grity is compromised. NOTE: FOR PRIORITY I ISSUES, CLIENTS MUST CONTACT THE CSC IMMEDIA TEL Y BY TELEPHONE. DO NOT DELAY RESOLUTION BY SUBMITTING A PRIORITY I TSR BY WEB, EMAIL. FAX. OR U. S. MAIL. Priority 2 High A major component or function does not work properly. Impacts an individual or small group. Normal operations impaired, but can continue. Priority 3 Standard Impacts an individual or small group. Service can be delayed until a mutually established future time. Priority 4 Information Issue is informational or educational in nature. Enhancement requests and Steering Committee issues should be reported as Priority 4 TSRs. Priority 1 TSRs reported during regular business hours are logged and assigned to a CompuDyne technician for investigation and resolution. For clients and systems with 24 x 7 coverage. Priority I TSRs can be reported 24 hours a day, 7 days a week. Clients and systems without 24 x 7 coverage can report issues via the CompuDyne website, email or fax at any time. These requests are processed during regular business hours. Clients and systems without 24 x 7 coverage can contact the CSC by telephone during regular business hours to report a TSR. CompuDyne - Public Safety & Ju<,tice, Inc. :Vlan:h 27, 2006 Page 4 \Varrantv & Maintenance Support Version 2.6 Guidelines & Options TSRs for Priority 2, 3 and 4 requests are assigned to the applicable technical team for review, assessment, scheduling, and resolution. Regular TSR reviews between the client and the Project Manager or Account Manager allow CompuDyne technicians to focus on problem resolution and lInprove TSR resolution time. 3.1.3 TECHNICAL SERVICE REQUEST - REPORTING PROCEDURES AI! problems and enhancement requests for all systems used in a production environment must be reported to the CSC utilizing submission procedures described in this document. Whenever possible. supporting documentation or screen shots of examples should be provided when reporting problems. Following the proper reporting procedures will expedite the problem resolution process. 3.1.3.1 PROBLEM REpORTS AND INFORMATION REQLTESTS Once a client system is placed into productive use, clients report all known problems and functional questions to the CSc. The CSC logs. assigns. and addresses the issue as soon as possihle. All TSRs are addressed according to their assigned priority. Once a TSR has been resolved, the client is contacted by telephone or email and advised that the call has been resolved. The client can either confirm resolution of the TSR at that time or request additional time to test the resolution of the TSR. If the client cannot be contacted, or if the client requests time to test the resolution of the problem, the TSR is placed in Test Request mode. TSRs placed in Test Request mode without any further information or activity for 30 days are closed automatically. CompuDyne occasionally provides clients new "builds" that contain fixes for one or more problem reports. Once a new build has been delivered to a client, the client has 60 days to test the new build in the training environment. All problems identIfied in the new build must be reported to the CSC as TSRs and must include a notation that the TSR was discovered as a result of testing a new build (including the build number). All new builds must be tested and moved into production within 60 days of receipt, unless there are unresolved critical operational problems in the new build that prevent this action. Failure to implement a functional new build in the production environment within 60 days of receipt may result in CompuDynes refusal to respond to a new problem report which has been resolved in the new build. CompuDyne - PublIC Sakty & Justice. 101.:. ~'Iarch 27. 2006 Page 5 \Varranty & Maintenance Support Version 2.6 Guidelines & Options 3.1.3.2 ENHANCEMENT REQUESTS If a client would like to add a feature that will enhance their system. they can submit an enhancement . request to the CSc. The CSC logs all enhancement requests in the CCS system. Once the request is entered in the CCS system, it is assigned to the client's Project l\1anager or Account Manager. who works wIth the client and CompuDyne's Product Management staft) to define the requirements and develop" price quote for the work involved. The CSC and the Project Manager or Account Manager monitor the progress of the request from the date the request is entered to the issuance of a price quote. CompuDyne s goal is to provide enhancement quotes to clients within 14 days for minor enhancement requests and within 30 days for more complex requests. 3.1.3.3 STEERING COMMITTEE ISSUES Clients can submit a Steering Committee request for discussion and potential inclusion in CompuDyne's baseline when they encounter a situation where a system change or additional feature would enhance the functionality of the system. Submitted Steering Committee requests are posted on CompuDyne's website in the password protected area for client viewing. 3.2 EMERGENCY AFTER HOURS ASSISTANCE Emergency assistance after regular business hours is subject to the following special condition: 24 x 7 support is standard for all CAD, Corrections systems (CMS, [MS and JMSJ. and Message Switch systems. Remote support for Priority I TSRs is provided at any time of the day. If a client selects the 24 x 7 service option for any other CompuDyne applications. remote support for Priority I TSRs for those applications is also provided at any time of the day. If a client requests after hours support for an application without 24 x 7 coverage. support is subject to a call-out fee. CllmpuDync - Public Safety &: Jusc:ce, Ir.c. March 27. 2006 Page 6 Warrant'" & ~bintenance Support Version 2.6 Guidelines & Options 4. BASIC SUPPORT 4.1 CALL LOGGING - COMPUDYNE CLIENT SUPPORT SYSTEM (CCS) The CompuDyne CSC uses HEA T@ Call Logging software provided by FrontRange Solutions. Inc. This online database is referred to as the CompuDyne Client Support System (CCS). The CCS system allows us to maintain a central repository of all product, project, maintenance, and enhancement activity. This software has been customized to meet the unique needs of CompuDyne and its clients. The system tracks Technical Service Requests (TSRs) and provides a central repository to document each client's hardware. network configurations, product versions, SUppOI1 needs, and specific requirements. \Vorking with the clients, the Projec[ Managers and Account Managers periodically review and update the data stored in the CCS system. They also periodically validate key and primary contact names. titles. positions, addresses, telephone numbers and email addresses. 4.2 MONTHLY STATUS REPORTS Each month. CompuDyne sends warranty and maintenance clients Monthly Status Reports. Status reporting allows both the client and CompuDyne to monitor all site activity and facilitates scheduling of future activity. The report covers the previous month's Technical Service Requests (TSRs) and enhancement activities. It is important that clients review these reports for accuracy. To ensure timely problem resolution, clients should inform the CSC immediately if any discrepancies are discovered. Client Support announcements are often included in the Monthly Status Report mailings. Client Support announcements inform CompuDyne clients of upcoming CompuDyne holidays. Critical Product Notifications, Requests for Information, Upcoming Events. and other CompuDyne news. 4.3 LEVEL 1 DATABASE ADMINISTRATION (DBA) SUPPORT Level I DBA Support is a standard feature of CompuDyne's Master Support Agreement (MSA). Level I DBA Support services include the creation of production and training databases to be used by the CompuDyne applications for clients that do not have their own database administration (DBA) capabilities. Database services offered as part of the Level I DBA Support do not include preventive monitoring of the clien!"s databases. The client's DBA is also responsible for periodic database backups, backup functionality monitoring. periodic database maintenance, and database recoveries in the event of disaster. During the project phase before "go live" CompuDyne is available to assist with the database backup configuration. Thereafter. CompuDyne will be available primarily for consultation to diagnosis/resolve database problems that are directly related to the CompuDyne applications. Please refer to the CompuDyne DBA Services document for further information. CompuDyne - Public Safety & Jus{i~e. Inc. ~larch ~7. 2006 Page 7 \Varranry & Maintenance Supporr Version 2.6 Guidelines & Options 4.4 LEVEL 1 SYSTEM ADMINISTRA nON SUPPORT CompuDyne provides Level J System Administration (SA) Support as a standard feature of the Master Support Agreement (MSA). For clients who have qualified System Administrators. this plan provides the minimum assistance needed to ensure that operating systems. hardware, and networking function properly to support the CompuDyne applications. CompuDyne will provide support ranging from information- only, to applying minor changes (designation of minor change reserved to CompuDyne). to providing resolution only for problems that may be encountered by supported CompuDyne applications. Please refer to the CompuDyne Systems AdministratIOn Support Services document for further information. 4.5 VERSION MANAGEMENT PROGRAM The Version Management Program (VMP) provides CompuDyne clients with ongoing product enhancements and new features as an integral component of CompuDyne's Master Support Agreement (MSA). Under the VMP, baseline clients are offered release updates to key CompuDyne products. These updates include additional functionality, support for new releases of operating systems. relational databases and other third-party products, and. in many cases. the introduction of new technology. Client input through Steering Committees and Focus Groups drives the majority of these product updates. \Vhile there are optional for-fee services, the majority of the costs for the VMP are included in the annual maintenance fee. There are situations \A.here the release requires additional license fees, non-CompuDyne product upgrades. additional equipment, or costs for migration for custom interfaces. These fees are extra cost items. As part of each new release. CompuDyne advises clients on these matters. The Version Management Program applies to selected versions ofCompuDyne baseline products. For full details of the Version Management Program. please refer to the current Version Management Program document. 4.6 COMPuDYNE WEBSITE (WWW.COMPUDYNE.COM/PS.J) The CompuDyne website is a valuable client resource that provides convenient, around-the-clock access to information and special announcements about CompuDyne's products and services. r-..lany of the areas of this website are password protected. Clients can contact the CSC during regular business to obtain the login and password for your client site. 4.6.1 CCS SELF SERVICE The CCS Self Service area of the website is password protected. All active CompuDyne clients can access the CCS Self Service system via the Jnternet 24 x 7. Clients can view all open TSRs and all TSRs closed within the previous 30 days. TSRs are displayed in a list format. allowing the user to drill down and view all of the information on an individual TSR. The website includes links where clients can complete the following tasks: . Send additional information to the Client Support Center. such as a screen shot of the problem. . Send the CSC a notIce advising that a TSR can be closed. . Generate a Crystal Report of all open TSRs and all TSRs that have been closed within the past seven days. This information can be exported to a client's computer and manipulated using Microsoft Excel. CompuDyne - Public Safety & Justic\:, Inc. 1-.Iarch 27,2006 Page 8 Warrant\' & Maintenance Support Version 2.6 Guidelines & Options 4.6.2 CSC DISCUSSION FORUM The password protected CSC Discussion Forum enables clients to post bulletin board messages that are viewable by all other CompuDyne clients. Clients can also post replies to existing messages. CompuDyne encourages all clients to participate in this valuable exchange of information. 4.7 COMPUDYNE USER GROUP The CompuDyne User Group provides an important vehicle for communicating with other users and CompuDyne staff. Each year, CompuDyne hosts a User Group conference, offering training sessions, presentations and product demonstrations. The annual conference enhances corrununication among users, introduces new products and product upgrades, and provides \vorking sessions focused on specific areas of user interest. Each agency can send as many representatives to the annual conference as desired. 4.8 PRODUCT STEERING COMMITTEES Product Steering Committees allow CompuDyne clients to participate in product development and direction for all major CompuDyne applications. Each Product Steering Committee is composed of a chairperson elected by the CompuDyne User Group, and up to five additional members selected by the chairperson. The Product Steering Committee members solicit input from CompuDyne clients licensed for each product line, and compile suggested product changes to discuss at the annual Product Steering Committee meetings, which are hcld in the spring. A CompuDyne product advocate and CompuDyne product technical lead attend the annual Product Steering Committee meetings. Each session begins with a full demonstration of the current product version. followed by a discussion of potential changes and enhancements. As a result of these discussions. the Product Steering Committees determine which changes will be applied to the next product version. Product Steering Committee information is accessible via the password protected area of CompuDyne's website. Posted information includes annual Product Steering Committee Enhancement lists. as well as Product Steering Committee issues submitted by clients for discussion at the next annual Product Steering Committee meeting. CompuDync - Pub!il.: Sufety & Justice, IlK. :-'larch 17. 2006 Page 9 Vv. arranty & )"Iaintenance SUPPOrl Version 2.6 Guidelines & Options 5. OPTIONAL SUPPORT PROGRAMS CompuDyne's Account Manager will work with the client to tailor support programs to the client's specific needs and develop associated pricing. 5.1 24 X 7 SUPPORT FOR ADDITIONAL COMPUDYNE SYSTEMS Clients can upgrade to 24 x 7 support for any CompuDyne system at an additional cost per system. 24 x 7 suppon is standard for all CompuDyne CAD. Corrections systems (CMS. IMS, and JMS). and Message Switch systems. 5.2 DATABASE ADMINISTRA nON (DBA) SERVICES CompuDyne offers optional added-cost DBA service plans including Level 2. Level 3, or Incremental DBA Services on a time and materials basis. Please refer to the CompuDyne DBA ServIces document for funher information. 5.3 SYSTEM ADMINISTRA nON SERVICES CompuDyne also offers optional added-cost SA service plans including: Level 2 Extended SA Services, Level 3 Extended SA Services. and Level 4 Incremental SA Services on a time-and materials basis. Please refer to the CompuDyne Systems Administration Suppon Services document for funher information. CompuDync - Public Safety & Justi~e, Inc. i\Ian.;n 27, 2U06 Page 10 ** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT ** RESOLUTION AGENDA ITEM TRACKING FORM Meeting Date (Date Ad<;;ted): t.,\l CI \ Dc., Item # ~ . Resolution # Vote: AyeS~~ ~ Abstain "'&. Change to motion to amend onginal documents D Companion Resolutions NulllVoid After: ~!~ Resolution # On Attachments: D Note on Resolution of attachment stored separately: D JD00-;)30 Abjjfu . PUBLISH D POST D RECORD W/COUNTY D By: Date Sent to Mayor: Date of Mayor's Signature: Date ofClerk/CDC Signature: Reso. Log Updated: ~ Seal Impressed: Reso. # on StaffReport~ Date Memo/Letter Sent for Signature: I" Reminder Letter Sent: I;-~S' cp Date Returned: Not Returned: D 20d Reminder Letter Sent: Request for Council Action & Staff Report Attached: Updated Prior Resolutions (Other Than Below): Updated CITY Personnel Folders (6413, 6429, 6433,10584,10585,12634): Updated CDC Personnel Folders (5557): Updated Traffic Folders (3985, 8234, 655, 92-389): Yes No By_ Yes No By_ Yes No By_ Yes No By_ Yes No By_ Copies Distributed to: Animal Control D D ~ttY\.o---. D D EDA D Information Services ~\~U I\I'\....! D Parks & Recreation D ...:e, ~Q!(.[)Yl\l ~olice Department D D Public Services D D Water Department D City Administrator City Attorney Code Compliance Development Services Facilities Finance Fire Department Human Resources Others: Notes: Ready to File: ~ Date: Revised 12/18103 CITY OF SAN BERNARDINO Interoffice Memorandum CITY CLERK'S OFFICE Records and Information Management (RIM) Program DATE: June 28, 2006 YOUR COPY TO: Lyn Humphrey, Administrative Clerk 11 Information Services FROM: Sandra Medina, Assistant to the City Clerk RE: Transmitting Documents for Signature - Resolution 2006-230 At the Mayor and Common Council meeting of June 19, 2006, the City of San Bernardino adopted Resolution No. 2006-230 - Resolution authorizing the renewal of a maintenance contract for maintenance services from Compudyne PS&J Inc. of Pleasanton, California. Attached are one (1) original Software License Agreement and one (1) original Master Support Agreement and two (2) duplicate original Software License Agreements and two (2) duplicate Master Support Agreements. Please obtain signatures in the appropriate locations and return the ORIGINAL agreements to the City Clerk's Office as soon as possible, to the attention of Dodie Otterbein. Please keep the fully executed copies for your records and for the other party. If you have any questions, please do not hesitate to contact Dodie Otterbein at ext. 3215. Thank you. Sandra Medina Assistant to the City Clerk I hereby acknowledge receipt of the above mentioned documents. Signed: p)~ ;;:~ / - _ 1 0_ J I;; Please sign and return Date: U ouJ