HomeMy WebLinkAbout29- Information Technology CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
". � '
From: June Yotsuya Resolution of the City of San Bernardino
Interim IT Director Authorizing a Critical Technology
Infrastructure Upgrade for the City of San
Dept: Information Technology Bernardino;Agreements with New World
Systems Corporation and Nexus Integrated
Date: January 20, 2011 Systems; and a Memorandum of
Understanding with the Board of Water
Commissioners.
M/CC DATE:January 24, 2011
Synopsis of Previous Council Action
Recommended Motion:
1. Adopt Resolution.
2. Authorize the Director of Finance to amend the FY 2010-2011 budget as outlined in
this staff report to reflect all the first year costs and funding sources and the terms
and repayment schedule in the MOU.
1
June otsuya, Werim IT' -rector
Chief Kilmer,Police Chief
Barbara Pachon, finance Director
Contact person: Ms.June Yotsuya, Interim IT Director Phone: 384-5947
Supporting data attached: Yes Staff Report/Resolution Ward: All
FUNDING REQUIREMENTS: Amount: 1"year CAD/RMS $600,000
1"year Financial $514,000
1"year Telephone $400,000
Source: Various Non-General
Council Notes:
Agenda Item No._
PleS
CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
Staff Report
Subiect
Resolution of the City of San Bernardino Authorizing a Critical Technology Infrastructure
Upgrade for the City of San Bernardino; Agreements with New World Systems Corporation and
Nexus Integrated Systems; and a Memorandum of Understanding with the Board of Water
Commissioners.
Background
At the March 2010 retreat, entitled "Building a Better Community," the Mayor and Common
Council defined a vision and identified a set of strategic goals to achieve that vision. During this
retreat, the City Manager presented a number of organizational strategic initiatives designed to
assist in implementing the direction and vision of the Mayor and Common Council. The major
components of one of these initiatives, Information Technology Improvements, focused on
improving the City's technology in order to streamline operations to improve efficiency and
effectiveness and to better serve the needs of the employees and community.
As part of this initiative, an Information Technology Committee, comprised of representatives
from each department and spearheaded by the Information Technology Department, met
throughout the year to discuss technology needs within the organization. Through this process,
over 100 significant issues were identified. The Information Technology Department then
moved forward with the challenge of addressing the most serious needs, with specific focus on
the systems that were experiencing a major "end of life" issue of becoming obsolete or no longer
supported by the vendor. From this analysis, the following three technology platforms were
identified as being critical to operations and most vulnerable to system failure or obsolescence:
• The Police and Fire dispatch and records management systems,
• The City's financial management system; and
• The telephone system infrastructure.
The Information Technology Department then proceeded with the development of a multi-
agency technology upgrade project to identify viable replacement systems as well as the funding
resources that could be applied given the City's financial budget constraints. These three systems
combine into an essential upgrade package that will improve effectiveness and enhance service
to the community.
Public Safety Computer Aided Dispatch and Records Management Systems:
The San Bernardino Police and Fire Departments began using Computer Aided Dispatch (CAD)
equipment in their dispatch centers in early 1984. The current combined CAD system services
both departments and is housed in the Police Department where the two dispatch centers share
Page 1
one emergency 911 facility. With the development of Windows based computing, the CAD and
Record Management System (RMS) are now required to be upgraded approximately once every
four years, with recent upgrades having occurred in 1998, 2002, and 2006.
Since 2002, the existing vendor, Tiburon, has experienced difficulties providing quality service
and support to the CAD and RMS systems. The Police Department reports that the reliability of
the system has been compromised, with some type of system failure occurring approximately
twice a month. Further, the vendor has informed the City that the next update will be considered
a new product, rather than an upgrade to the current system. The estimated cost of this system
renovation is an additional $1 million.
As a result of these service impacts and cost increase, the Police Department began researching
other CAD and RMS products. The Department analyzed three systems: New World Systems,
Spillman Technology, and Vision Air. The research also identified several public agencies that
were conducting competitive bidding processes for CAD/RMS systems. Staff found that the
cities of El Cajon, Industry, and Oxnard have recently published complex competitive bids for
these products. The City of El Cajon held a competitive bid process in which both New World
Systems and Tiburon were top finalists. Though that process, the El Cajon Police Department
selected New World Systems because it earned a higher score during their multi-phase
evaluation process.
To help expedite the decision making process for this critical technology upgrade, the San
Bernardino Police and Fire Departments began a joint exercise to determine if the New World
Systems CAD and RMS platform, as presented to the City of El Cajon, could support this City's
emergency services data needs. New World Systems was invited to demonstrate its system
solution to the Police and Fire Departments. As part of its due diligence, staff from both
agencies attended the demonstrations and conducted site visits to some of New World Systems'
customers in Southern California. Staff's research and analysis supported the findings of the El
Cajon grading committee and determined that the New World Systems solution is the superior
product.
Originally, the City contacted New World System to discuss a solution for the City of San
Bernardino paralleling the El Cajon competitive bid. However, after being informed of the
City's present financial limitations, New World returned a proposal that included substantial
savings over the El Cajon bid. In summary, that offer eliminated the licensing costs for the
platform, if the City would agree to a ten-year fixed rate subscription and service agreement and
the Police Department would host site visits for prospective clients on a regular basis. This
proposal includes the initial training with the installation of the system, and the implementation
is projected at 10-12 months. Given the results of the competitive bid conducted by the City of
El Cajon, their award to New World Systems based on the July 2010 bid, and the fact that New
World Systems is offering a unique set of additional discounts to the City of San Bernardino, it is
recommended pursuant to San Bernardino Municipal Code 3.04.010(b)(3), that the Mayor and
Common Council approve a selected source justification to enter into a ten-year fixed rate
subscription and service agreement for a Public Safety CAD and RMS package from New World
Systems.
The major benefits of approving a solution through New World Systems include addressing the
"end of life" issue, enhancing reliability, and improving efficiency and effectiveness within the
Police and Fire Departments. Upgrading the system will ensure that the community continues to
Page 2
receive optimal response times from the safety services. The new system will also merge fire
records management with police records management resulting in a fully integrated public safety
data system. It will also streamline police and fire personnel scheduling, incorporate paperless
payroll processing within the system, and broaden the Geographic Information System (GIS)
services by creating a data warehouse that can share information with other departments.
Financial Management and Integrated Software S sy tem;
Since the early 1980's, the City has used a financial system that was originally created by
a Creative Computer Solutions (CCS) and other third-party vendors. This product is still in-
service today and operates in a text based menu format. This system provides limited financial
reporting features and requires a tremendous amount of paper-based support materials. CCS was
purchased by Harris Computer Systems in the mid 1990's. Harris Computer Systems has its own
financial management software suite and the City does not anticipate any significant additional
enhancements to the CCS product.
In researching New World Systems for a CAD/RMS solution, staff learned that the firm also
provides a popular municipal management software suite that includes a comprehensive financial
management system, a payroll and human resources system, a community development
management module, and an integrated online "e-commerce" self-service software interface for
the public.
Staff identified several California public agencies that recently hosted an open competitive
public bid process for a comprehensive financial system. These agencies included Chino Valley
Independent Fire District, Moreno Valley, Manteca and Ukiah. In each case, after considerable
evaluation, New World has been identified as the preferred vendor. Specifically, Chino Valley
Independent Fire District recently hosted an open competitive public bid process for a
comprehensive financial management suite. At the end of their grading process, New World
Systems was awarded the project over three other finalists.
Staff initiated a joint multi-department evaluation of the New World software to determine if its
financial management platform could support San Bernardino's business needs. New World
Systems was invited to demonstrate their financial management suite and after several
evaluations, staff determined that the New World product would provide a quality solution to the
City's financial management needs.
In addition to the need to address the end of life of the existing financial system, staff was
concerned about the lack of integration throughout the City of not only the financial software but
also other interrelated functions such as payroll, purchasing, human resources, permitting, and
licensing. Presently, internal functions throughout the organization are supported by multiple
software programs and vendors, creating data silos that do not effectively communicate with
each other. As a result, processing data between departmental functions has been slow and less
efficient due to the duplication of work required to enter and transfer data between various
services and systems.
Staff arranged for demonstrations of the additional suites provided by New World Systems.
Through these demonstrations and additional site visits, staff determined that an integrated
solution product would be of great value and meet the needs of the San Bernardino organization.
Page 3
mm-
The New World software system provides a highly sophisticated solution that would integrate
major technology based services within the organization through its modules and applications, or
through interfacing with other essential services. The New World software system also provides
enhanced reporting capabilities and the ability to offer a variety of online services for the public,
including payment, permitting and licensing.
New World Systems was contacted to discuss a solution for the City of San Bernardino using the
pricing from the Chino Valley Independent Fire District competitive bid. New World returned a
proposal that included substantial savings over the Fire District's bid for the financial
management suite and incorporated suite applications for payroll and human resources,
community development based services and the integrated online self-service software interface
for the public. The offer was structured in a manner similar to the firm's proposal for the
CAD/RMS system; New World eliminated the licensing costs for the platform, resulting in
substantial savings over the competitive bid purchase, provided that the City agree to a ten-year
fixed rate subscription and service agreement and to regularly host site visits for prospective
clients. Conversion of data and initial training are included with the installation, with the project
implementation projected at 12-14 months.
Given the results of the competitive bid conducted by the Chino Valley Independent Fire
District, their award to New World Systems based on the September 2010 bid, and the fact that
New World Systems is offering a unique set of additional discounts to the City of San
Bernardino, it is recommended pursuant to San Bernardino Municipal Code 3.04.010(b)(3), that
the Mayor and Common Council approve a selected source justification to enter into a ten-year
fixed rate subscription and service agreement for an integrated financial management and
integrated software system package from New World Systems. This approach will replace the
current financial system, which is well past its end-of-life, and provide essential service
integration with payroll and human resources, community development management and online
services.
The major benefits of approving a new solution through New World Systems include enhancing
the reliability of the financial system and improving the efficiency, effectiveness and
communication between city departments. The new system will reduce processing time for
finance, payroll, purchasing and permitting, eliminate multiple technology silos, and implement
a fully integrated system for the organization. It will provide more e-commerce capabilities for
the public, including online services for registration, licensing, permitting and payments. The
system will provide the ability to prepare comprehensive data reports more efficiently and
timely.
An additional benefit is the interface with the new CAD/RMS system through GIS services. The
GIS data from city services such as business licensing, permitting, code enforcement, animal
control, refuse, etc. would be combined in the data warehouse supported by public safety and
improve information sharing between property based services.
Page 4
City Hall Telephone System:
The third element of the IT Upgrade Project is the updating of the core switch that controls the
City's current Private Branch eXchange (PBX) telephone system for City Hall. A PBX
telephone system is designed around hardware and software that control voice communications.
The PBX system also uses "Call Logging" software to monitor the number of telephone calls, the
length of calls, "on-hold" time, dropped calls, and other important telephone call related
statistics. The City Hall PBX, manufactured by NEC, was installed over 22 years ago. Minimal
hardware or software upgrades have occurred since the original purchase. The switch hardware,
software, and call logging software are no longer supported by the manufacturer; in fact, the
hardware is already labeled as "parts unavailable" by NEC.
Nexus Integrated Systems has an existing support services contract with the City of San
Bernardino for telephone system support. Although Nexus presently provides maintenance to
the existing PBX switch, the City has been informed that given the age of the system and lack of
support from the manufacturer, there is no guarantee that critical parts will be available when
repairs are necessary.
A complete replacement of the telephone system would be very costly and require the laying of
new cabling before a new system can be installed. To address the most immediate needs at City
Hall, including the obsolescence of the existing switch, Nexus proposes a phased project for the
PBX that would immediately upgrade the core telephone switch hardware and software in City
Hall. This minimum upgrade would allow for reuse of most of the PBX equipment when a
complete Voice-Over-IP (VOIP) telephone system can be implemented. Nexus has a unique
understanding of the existing telephone system, having served as the sole contractor for
maintenance for the last 12 years. The proposed purchase of the new telephone switch includes
installation and training, with implementation projected at two months.
Nexus is uniquely qualified to perform this upgrade, given the firm's understanding of this 22-
year-old legacy telephone system coupled with its experience with the latest voice and data
technologies. Therefore, it is recommended pursuant to San Bernardino Municipal Code
3.04.010(b)(3), that the Mayor and Common Council approve a selected source justification for
the purchase of a core PBX telephone system hardware and software upgrade from Nexus IS,
Inc.
Financial Impact
Public Safety CAD/RMS:
Total Cost of the proposed new system is $4.2 million including $200,000 of necessary computer
hardware upgrades. The new system costs will be financed over a 10 year period at a fixed
subscription rate.
The first year annual cost is $600,000; the majority of this amount will be supported by Police
Asset Forfeiture Fund which has an available fund balance of about $733,400 as reported in the
FY 2009-2010 yearend report. A small portion of the costs will be charged to a combination of
Page 5
safety grants and DIFF funds. It is important to note that none of these first year costs will
impact the City's General Fund.
The annual cost for years 2-10 will be $400,000 and will be charged to a combination of sources
including funds in the existing IT budget for CAD/RMS maintenance and support, safety
technology grants, Asset Forfeiture, and existing Police and Fire budgets. It is estimated that the
IT budget will cover at least half of the annual costs, with the remaining balance being charged
to a combination of these other safety sources.
The City's current CAD/RMS vendor has indicated that a new update to the system is necessary.
This cost associated with the update to the current system, along with the on-going required
maintenance expenses, are estimated to total more than the proposed new system. The following
is a summary of the estimated savings the City would experience over a 10 year period.
Estimated 10 year cost of existing system maintenance and upgrades: $6.1 million
Total 10 year cost of proposed New World system: $4.2million
Estimated savings to City over 10 years: $1.9million
Financial Management and Integrated Software S sy tem.-
The total cost of the proposed new system is $2.7 million including the vendor's travel cost to
provide installation, training and related services. The new system costs will be financed over a
10 year period at a fixed subscription rate.
The first year annual cost is $514,000; these costs will be appropriated from a combination of
sources including an Edison Efficiency Grant ($112,000), available trust funds ($354,300) and
existing funds with in the IT and General Fund budget ($47,700). The Edison Efficiency grant
has already been awarded to the City. Funds in the trust account are available to use as they
were originally allocated for some prior booking fee costs that the City does not have to pay.
The allocations from the IT and General Government budgets are from contractual services
accounts that will be used to pay for the travel expenses for the vendor related to installation,
training and related services during the first year.
The annual costs for years 2-10 will be $245,000 and will be paid from the IT budget. Based on
the maintenance costs of the existing financial and related systems, the City would have to
budget approximately $245,000 in the IT budget to support these programs. Once the new
financial system is activated these funds would be applied to the new system annual costs. It
should be noted that since the IT fund is an internal service fund all charges are allocated
annually to the user departments. These user departments include both General Fund and Non-
General Fund departments. The allocation of the charges to these user departments will be based
on usage of the system with the largest ones being Finance and Public Works (Streets, Refuse,
Sewer, CIP, Fleet, etc.).
Page 6
The City's current financial system is over 20 years old and is obsolete. In fact, staff is not aware
of any major City that is still using this system. Based on required maintenance and support
costs, it is estimated that the cost to maintain the current system would be more than the purchase
of a new system over a 10 year period.
Estimated 10 year cost of existing system maintenance and replacement cost: $3.3million
Total 10 year cost of proposed New World Financial System: $2.7million
Estimated savings to City over 10 years: $ .6million
Telephone System:
The total cost of the new telephone switch is $400,000. This system is used by both the City and
Water Department. The City's utilization share is 55% which equals about $220,000 of the total
cost and the Water Department share is 45% which equals about $180,000. The Water
Department has agreed to pay for the total cost of the purchase of the switch directly from the
vendor and finance the City's share over a five-year period, saving both the City and Water
Department the interest expense associated with leasing. The City will pay $44,000 annually to
the Water Department for 5 years out of the Telephone Fund. Since the Telephone Fund is an
internal service fund all the charges are allocated to the user Departments in both the General and
Non-General Funds. The allocation of the charges to the user Departments is based on usage of
the system with the largest users being Police and Public Works (Streets, Refuse, Sewer, CIP,
Fleet, etc.).
Approval of a Memorandum of Understanding (MOU) between the City and Water Department
will be required as part of this project. The MOU outlines the terms and repayment schedule
between the City and Water Department.
Recommendation
1. Adopt the Resolution.
2. Authorize the Director of Finance to amend the FY 2010-2011 budget as outlined in this
staff report to reflect all the first year costs and funding sources and the terms and
repayment schedule in the MOU.
Page 7
1
RESOLUTION NO. COPY
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A
CRITICAL TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
3 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
4 INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
THE BOARD OF WATER COMMISSIONERS.
5
6 WHEREAS, after a review of products,pricing, existing infrastructure, and the CAD and
7 S award to New World Systems Corporation of Troy, Michigan by the City of El Cajon after
8 n open public competitive bid within the last 12 months, New World Systems is the
9 ecommended provider for aten-year fixed rate subscription and service agreement for
10
omputer-Aided-Dispatch and Records Management System software for the San Bernardino
11
12 olice and Fire Departments; and,
13 WHEREAS, after a review of products, pricing, existing infrastructure, and the Financial
14 anagement System award to New World Systems Corporation of Troy, Michigan by the Chino
15 alley Independent Fire District after an open public competitive bid within the last 12 months,
16
ew World Systems is the recommended provider for a ten-year fixed rate subscription and
17
18 ervice agreement for a comprehensive Financial Management System and Integrated Software
19 ystem for the City of San Bernardino; and,
20 WHEREAS, after a review of products, pricing, existing infrastructure, and their
21 perience with the City's existing NEC telephone switches, Nexus IS Inc., is the recommended
22
23 ovider for the purchase of a core telephone switch upgrade for the City of San Bernardino's
24 ity Hall telephone system; and,
25 WHEREAS, at a meeting held on January 19, 2011, the San Bernardino Board of Water
2 6 ommissioners approved the joint purchase of the telephone switches upgrade with the City;
27 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
0 2 g F SAN BERNARDINO AS FOLLOWS:
1 SOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
J0 [HE CHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 RNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
TEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 BOARD OF WATER COMMISSIONERS.
4
5
6 SECTION 1. That pursuant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
7 ind Common Council authorize the City Manager, or his designee, to sign a ten-year fixed rate
8 tandard Software License Subscription and Services Agreement with New World Systems
9 orporation of Troy, Michigan, dated January 12, 2011, for both a Public Safety CAD and RMS
10
oftware project and a comprehensive Financial Management System and Integrated Software
11
12 ystem, a copy of which is attached hereto as Exhibit"A" and incorporated herein in full.
13 SECTION 2. That the Mayor and Common Council authorize the purchasing manager
14 o issue a Purchase Order to New World Corporation of Troy, Michigan, for the first year of the
10 15 en-year fixed rate Subscription and Services Agreement referenced in Section 3 of this
16
17 lesolution, in an amount not to exceed $814,340. The Purchase Order shall read "San
18 emardino CAD/RMS/Financial Management System — Year 1" and authorize the annual
19 ssuance of purchase orders for years two through ten as provided for in the abovementioned
20 greement.
21
SECTION 3. That pursuant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
22
r d Common Council authorize the City Manager, or his designee, to sign a Purchase Agreement
23
2 4 vith Nexus IS Inc. for the purchase and installation of a core telephone switch upgrade for the
2 5 ity Hall telephone system as outlined in the Statement of Work dated January 19, 2011. A
2 6 opy of the Purchase Agreement, including the Statement of Work, is attached hereto as Exhibit
27 ` " and incorporated herein in full.
10 28
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1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 THE BOARD OF WATER COMMISSIONERS.
4
5 SECTION 4. That the Mayor and Common Council authorize the purchasing manager
6 to issue a Purchase Order to Nexus IS Inc. for purchase and installation of the telephone switch
7
referenced in Section 6 of this resolution, in an amount not to exceed $400,000." The Purchase
8
9 Order shall read "San Bernardino City Hall Core Telephone System Upgrade FY 2010-2011".
10 SECTION 5. That the Mayor and Common Council authorize the City Manager, or his
11 designee, to sign a Memorandum of Understanding between the City of San Bernardino and the
12 Board of Water Commissioners for the joint purchase of a telephone switch upgrade, a copy of
13
which is attached hereto as Exhibit "C" and incorporated herein in full.
14
0 15
16
17
18
19
20
21
22
23
24
25
26
27
0 28
1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 THE BOARD OF WATER COMMISSIONERS.
4
5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
6 Common Council of the City of San Bernardino at a meeting thereof, held on the
7
day of , 2011, by the following vote, to wit:
8
Council Members: AYES NAYS ABSTAIN ABSENT
9
10 MARQUEZ
11 DESJARDINS
12 BRINKER
13
SHORETT
14
10 15 KELLEY
16 JOHNSON
17 MCCAMMACK
18
19 Rachel G. Clark, City Clerk
20 The foregoing resolution is hereby approved this day of , 2011.
21
22
23 Patrick J. Morris, Mayor
24 City of San Bernardino
pproved as to
25 Form:
26
27
r�MES F. PENMAN,
2 ity Attorney
Exhibit A
New World S s teins-
7&,IhiNic Seetor 5'of ttvire Cotnpaity
STANDARD SOFTWARE LICENSE SUBSCRIPTION AND SERVICES AGREEMENT
January 12,2011
This Standard Software License Subscription and Services Agreement which includes the attached Exhibits ("this
Agreement")is between New World Systems Corporation("New World"),a Michigan Corporation and City of
San Bernardino,California ("Customer"). This Agreement sets forth the terms and conditions under which New
World will furnish the Licensed Products and will provide certain services described herein to Customer.
The attached Exhibits include:
Exhibit AAI................... AEGIS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit AA2................... LOGOS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit Al ..................... AEGIS LICENSED STANDARD SOFTWARE AND FEES
Exhibit A2..................... LOGOS LICENSED STANDARD SOFTWARE AND FEES
Exhibit B1...................... AEGIS IMPLEMENTATION AND TRAINING SUPPORT SERVICES
Exhibit B2...................... LOGOS IMPLEMENTATION AND TRAINING SUPPORT SERVICES
Exhibit C1 ..................... AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
Exhibit C2..................... LOGOS STANDARD SOFTWARE MAINTENANCE AGREE.41E:'T
Exhibit D....................... NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
Exhibit E........................ DEMONSTRATION SITE DISCOUNT
Exhibit F........................ LOGOS DATA FILE CONVERSION ASSISTANCE
Exhibit G1..................... AEGIS CUSTOMER REQUESTED STANDARD SOFTWARE
ENHANCEMENTS/MODIFICATIONS AND/OR CUSTOM SOFTWARE
Exhibit G2..................... LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE
ENHANCEMENTS/MODIFICATIONS AND/OR CUSTOM SOFTWARE
Appendix I .................... AEGIS AGREEMENT AND AUTHORIZATION FOR PROCUREMENT OF
THIRD PARTY PRODUCTS AND SERVICES
By signing below,each of us agrees to the terms and conditions of this Agreement together with the attached
Exhibits. This Agreement contains the complete and exclusive statement of the agreement between us
relating to 'the matters referenced herein and replaces any prior oral or written a rnenntations or
communications between us. Each individual signing below represents that (s)he has the requisite authority
to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary
formalities have been met. If the individual is not so authorized then (s)he assumes personal liability for
compliance under this Agreement.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS®CORPORATION CITY OF SAN BERNARDINO,CALIFORNIA
(New World) (Customer)
Bv: By:
Larry D.Leinweber,President Authorized Signature Title
By:
Authorized Signature Title
Approved as to form:
James F.Penman,City Attorney
Date: Date:
The"Effective Date"of this Agreement is the latter of the two dates in the above signature block.
Corporate:888 West Big Beaver Road•Suite 600•Troy•Michigan 48084-4749•248-269-1000•www.newworldsystems.com
Agreement 011211 Aegis and Logos FIA'AL.docx
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new
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL '�� I ny AL
From: June Yotsuya Resolution of the City of San Bernardino
Interim IT Director Authorizing a Critical Technology
Infrastructure Upgrade for the City of San
Dept: Information Technology Bernardino;Agreements with New World
Systems Corporation and Nexus Integrated
Date: January 20, 2011 Systems; and a Memorandum of
Understanding with the Board of Water
Commissioners.
M/CC DATE:January 24, 2011
Synopsis of Previous Council Action
Recommended Motion:
1. Adopt Resolution.
2. Authorize the Director of Finance to amend the FY 2010-2011 budget as outlined in
this staff report to reflect all the first year costs and funding sources and the terms
and repayment schedule in the MOU.
l
June otsuya, erim IT hector
/!
Chief Kilmer,Police Chief
UGC
Barbara Pach n, finance Director
Contact person: Ms.June Yotsuya, Interim IT Director Phone: 384-5947
Supporting data attached: Yes Staff Report/Resolution Ward: All
FUNDING REQUIREMENTS: Amount: 1"year CAD/RMS $600,000
1"year Financial$514,000
1'year Telephone $400,000
Source: Various Non-General
Council Notes:
ed0
Agenda Item No. c
��s
CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
Staff Report
Sub*ect
Resolution of the City of San Bernardino Authorizing a Critical Technology Infrastructure
Upgrade for the City of San Bernardino; Agreements with New World Systems Corporation and
Nexus Integrated Systems; and a Memorandum of Understanding with the Board of Water
Commissioners.
Background
At the March 2010 retreat, entitled "Building a Better Community," the Mayor and Common
Council defined a vision and identified a set of strategic goals to achieve that vision. During this
retreat, the City Manager presented a number of organizational strategic initiatives designed to
assist in implementing the direction and vision of the Mayor and Common Council. The major
components of one of these initiatives, Information Technology Improvements, focused on
improving the City's technology in order to streamline operations to improve efficiency and
effectiveness and to better serve the needs of the employees and community.
As part of this initiative, an Information Technology Committee, comprised of representatives
from each department and spearheaded by the Information Technology Department, met
throughout the year to discuss technology needs within the organization. Through this process,
over 100 significant issues were identified. The Information Technology Department then
moved forward with the challenge of addressing the most serious needs, with specific focus on
the systems that were experiencing a major "end of life" issue of becoming obsolete or no longer
supported by the vendor. From this analysis, the following three technology platforms were
identified as being critical to operations and most vulnerable to system failure or obsolescence:
• The Police and Fire dispatch and records management systems,
• The City's financial management system; and
• The telephone system infrastructure.
The Information Technology Department then proceeded with the development of a multi-
agency technology upgrade project to identify viable replacement systems as well as the funding
resources that could be applied given the City's financial budget constraints. These three systems
combine into an essential upgrade package that will improve effectiveness and enhance service
to the community.
Public Safety Computer Aided Dispatch and Records Management Systems.
The San Bernardino Police and Fire Departments began using Computer Aided Dispatch (CAD)
equipment in their dispatch centers in early 1984. The current combined CAD system services
both departments and is housed in the Police Department where the two dispatch centers share
Page 1
one emergency 911 facility. With the development of Windows based computing, the CAD and
Record Management System (RMS) are now required to be upgraded approximately once every
four years, with recent upgrades having occurred in 1998, 2002, and 2006.
Since 2002, the existing vendor, Tiburon, has experienced difficulties providing quality service
and support to the CAD and RMS systems. The Police Department reports that the reliability of
the system has been compromised, with some type of system failure occurring approximately
twice a month. Further, the vendor has informed the City that the next update will be considered
a new product, rather than an upgrade to the current system. The estimated cost of this system
renovation is an additional $1 million.
As a result of these service impacts and cost increase, the Police Department began researching
other CAD and RMS products. The Department analyzed three systems: New World Systems,
Spillman Technology, and Vision Air. The research also identified several public agencies that
were conducting competitive bidding processes for CAD/RMS systems. Staff found that the
cities of El Cajon, Industry, and Oxnard have recently published complex competitive bids for
these products. The City of El Cajon held a competitive bid process in which both New World
Systems and Tiburon were top finalists. Though that process, the El Cajon Police Department
selected New World Systems because it earned a higher score during their multi-phase
evaluation process.
To help expedite the decision making process for this critical technology upgrade, the San
Bernardino Police and Fire Departments began a joint exercise to determine if the New World
Systems CAD and RMS platform, as presented to the City of El Cajon, could support this City's
emergency services data needs. New World Systems was invited to demonstrate its system
solution to the Police and Fire Departments. As part of its due diligence, staff from both
agencies attended the demonstrations and conducted site visits to some of New World Systems'
customers in Southern California. Staff's research and analysis supported the findings of the El
Cajon grading committee and determined that the New World Systems solution is the superior
product.
Originally, the City contacted New World System to discuss a solution for the City of San
Bernardino paralleling the El Cajon competitive bid. However, after being informed of the
City's present financial limitations, New World returned a proposal that included substantial
savings over the El Cajon bid. In summary, that offer eliminated the licensing costs for the
platform, if the City would agree to a ten-year fixed rate subscription and service agreement and
the Police Department would host site visits for prospective clients on a regular basis. This
proposal includes the initial training with the installation of the system, and the implementation
is projected at 10-12 months. Given the results of the competitive bid conducted by the City of
El Cajon, their award to New World Systems based on the July 2010 bid, and the fact that New
World Systems is offering a unique set of additional discounts to the City of San Bernardino, it is
recommended pursuant to San Bernardino Municipal Code 3.04.010(b)(3), that the Mayor and
Common Council approve a selected source justification to enter into a ten-year fixed rate
subscription and service agreement for a Public Safety CAD and RMS package from New World
Systems.
The major benefits of approving a solution through New World Systems include addressing the
"end of life" issue, enhancing reliability, and improving efficiency and effectiveness within the
Police and Fire Departments. Upgrading the system will ensure that the community continues to
Page 2
F ,
receive optimal response times from the safety services. The new system will also merge fire
records management with police records management resulting in a fully integrated public safety
data system. It will also streamline police and fire personnel scheduling, incorporate paperless
payroll processing within the system, and broaden the Geographic Information System (GIS)
services by creating a data warehouse that can share information with other departments.
Financial Management and Integrated Software System:
Since the early 1980's, the City has used a financial system that was originally created by
Creative Computer Solutions (CCS) and other third-party vendors. This product is still in-
service today and operates in a text based menu format. This system provides limited financial
reporting features and requires a tremendous amount of paper-based support materials. CCS was
purchased by Harris Computer Systems in the mid 1990's. Harris Computer Systems has its own
financial management software suite and the City does not anticipate any significant additional
enhancements to the CCS product.
In researching New World Systems for a CAD/RMS solution, staff learned that the firm also
provides a popular municipal management software suite that includes a comprehensive financial
management system, a payroll and human resources system, a community development
management module, and an integrated online "e-commerce" self-service software interface for
the public.
Staff identified several California public agencies that recently hosted an open competitive
public bid process for a comprehensive financial system. These agencies included Chino Valley
Independent Fire District, Moreno Valley, Manteca and Ukiah. In each case, after considerable
evaluation, New World has been identified as the preferred vendor. Specifically, Chino Valley
Independent Fire District recently hosted an open competitive public bid process for a
comprehensive financial management suite. At the end of their grading process, New World
Systems was awarded the project over three other finalists.
Staff initiated a joint multi-department evaluation of the New World software to determine if its
financial management platform could support San Bernardino's business needs. New World
Systems was invited to demonstrate their financial management suite and after several
evaluations, staff determined that the New World product would provide a quality solution to the
City's financial management needs.
i
In addition to the need to address the end of life of the existing financial system, staff was
concerned about the lack of integration throughout the City of not only the financial software but
also other interrelated functions such as payroll, purchasing, human resources, permitting, and
licensing. Presently, internal functions throughout the organization are supported by multiple
software programs and vendors, creating data silos that do not effectively communicate with
each other. As a result, processing data between departmental functions has been slow and less
efficient due to the duplication of work required to enter and transfer data between various
services and systems.
Staff arranged for demonstrations of the additional suites provided by New World Systems.
Through these demonstrations and additional site visits, staff determined that an integrated
solution product would be of great value and meet the needs of the San Bernardino organization.
Page 3
The New World software system provides a highly sophisticated solution that would integrate
major technology based services within the organization through its modules and applications, or
through interfacing with other essential services. The New World software system also provides
enhanced reporting capabilities and the ability to offer a variety of online services for the public,
including payment, permitting and licensing.
New World Systems was contacted to discuss a solution for the City of San Bernardino using the
pricing from the Chino Valley Independent Fire District competitive bid. New World returned a
proposal that included substantial savings over the Fire District's bid for the financial
management suite and incorporated suite applications for payroll and human resources,
community development based services and the integrated online self-service software interface
for the public. The offer was structured in a manner similar to the firm's proposal for the
CAD/RMS system; New World eliminated the licensing costs for the platform, resulting in
1 substantial savings over the competitive bid purchase, provided that the City agree to a ten-year
fixed rate subscription and service agreement and to regularly host site visits for prospective
clients. Conversion of data and initial training are included with the installation, with the project
implementation projected at 12-14 months.
Given the results of the competitive bid conducted by the Chino Valley Independent Fire
District, their award to New World Systems based on the September 2010 bid, and the fact that
New World Systems is offering a unique set of additional discounts to the City of San
Bernardino, it is recommended pursuant to San Bernardino Municipal Code 3.04.010(b)(3), that
the Mayor and Common Council approve a selected source justification to enter into a ten-year
fixed rate subscription and service agreement for an integrated financial management and
integrated software system package from New World Systems. This approach will replace the
current financial system, which is well past its end-of-life, and provide essential service
integration with payroll and human resources, community development management and online
services.
The major benefits of approving a new solution through New World Systems include enhancing
the reliability of the financial system and improving the efficiency, effectiveness and
communication between city departments. The new system will reduce processing time for
finance, payroll, purchasing and permitting, eliminate multiple technology silos, and implement
a fully integrated system for the organization. It will provide more e-commerce capabilities for
the public, including online services for registration, licensing, permitting and payments. The
system will provide the ability to prepare comprehensive data reports more efficiently and
timely.
An additional benefit is the interface with the new CAD/RMS system through GIS services. The
GIS data from city services such as business licensing, permitting, code enforcement, animal
control, refuse, etc. would be combined in the data warehouse supported by public safety and
improve information sharing between property based services.
Page 4
City Hall Telephone System:
The third element of the IT Upgrade Project is the updating of the core switch that controls the
City's current Private Branch eXchange (PBX) telephone system for City Hall. A PBX
telephone system is designed around hardware and software that control voice communications.
The PBX system also uses "Call Logging" software to monitor the number of telephone calls, the
length of calls, "on-hold" time, dropped calls, and other important telephone call related
statistics. The City Hall PBX, manufactured by NEC, was installed over 22 years ago. Minimal
hardware or software upgrades have occurred since the original purchase. The switch hardware,
software, and call logging software are no longer supported by the manufacturer; in fact, the
hardware is already labeled as "parts unavailable" by NEC.
Nexus Integrated Systems has an existing support services contract with the City of San
Bernardino for telephone system support. Although Nexus presently provides maintenance to
the existing PBX switch, the City has been informed that given the age of the system and lack of
support from the manufacturer, there is no guarantee that critical parts will be available when
repairs are necessary.
A complete replacement of the telephone system would be very costly and require the laying of
new cabling before a new system can be installed. To address the most immediate needs at City
Hall, including the obsolescence of the existing switch, Nexus proposes a phased project for the
PBX that would immediately upgrade the core telephone switch hardware and software in City
Hall. This minimum upgrade would allow for reuse of most of the PBX equipment when a
complete Voice-Over-IP (VOIP) telephone system can be implemented. Nexus has a unique
understanding of the existing telephone system, having served as the sole contractor for
maintenance for the last 12 years. The proposed purchase of the new telephone switch includes
installation and training, with implementation projected at two months.
Nexus is uniquely qualified to perform this upgrade, given the firm's understanding of this 22-
year-old legacy telephone system coupled with its experience with the latest voice and data
technologies. Therefore, it is recommended pursuant to San Bernardino Municipal Code
3.04.010(b)(3), that the Mayor and Common Council approve a selected source justification for
the purchase of a core PBX telephone system hardware and software upgrade from Nexus IS,
Inc.
Financial Impact
Public Safety CAD/RMS:
Total Cost of the proposed new system is $4.2 million including $200,000 of necessary computer
hardware upgrades. The new system costs will be financed over a 10 year period at a fixed
subscription rate.
The first year annual cost is $600,000; the majority of this amount will be supported by Police
Asset Forfeiture Fund which has an available fund balance of about $733,400 as reported in the
FY 2009-2010 yearend report. A small portion of the costs will be charged to a combination of
Page 5
safety grants and DIFF funds. It is important to note that none of these first year costs will
impact the City's General Fund.
The annual cost for years 2-10 will be $400,000 and will be charged to a combination of sources
including funds in the existing IT budget for CAD/RMS maintenance and support, safety
technology grants, Asset Forfeiture, and existing Police and Fire budgets. It is estimated that the
IT budget will cover at least half of the annual costs, with the remaining balance being charged
to a combination of these other safety sources.
The City's current CAD/RMS vendor has indicated that a new update to the system is necessary.
This cost associated with the update to the current system, along with the on-going required
maintenance expenses, are estimated to total more than the proposed new system. The following
is a summary of the estimated savings the City would experience over a 10 year period.
Estimated 10 year cost of existing system maintenance and upgrades: $6.1million
Total 10 year cost of proposed New World system: $4.2million
9
Estimated savings to City over 10 years: $1.9million
Financial Management and Integrated Software S stem
The total cost of the proposed new system is $2.7 million including the vendor's travel cost to
provide installation, training and related services. The new system costs will be financed over a
10 year period at a fixed subscription rate.
The first year annual cost is $514,000; these costs will be appropriated from a combination of
sources including an Edison Efficiency Grant ($112,000), available trust funds ($354,300) and
existing funds with in the IT and General Fund budget ($47,700). The Edison Efficiency grant
has already been awarded to the City. Funds in the trust account are available to use as they
were originally allocated for some prior booking fee costs that the City does not have to pay.
The allocations from the IT and General Government budgets are from contractual services
accounts that will be used to pay for the travel expenses for the vendor related to installation,
training and related services during the first year.
The annual costs for years 2-10 will be $245,000 and will be paid from the IT budget. Based on
the maintenance costs of the existing financial and related systems, the City would have to
budget approximately $245,000 in the IT budget to support these programs. Once the new
financial system is activated these funds would be applied to the new system annual costs. It
should be noted that since the IT fund is an internal service fund all charges are allocated
annually to the user departments. These user departments include both General Fund and Non-
General Fund departments. The allocation of the charges to these user departments will be based
on usage of the system with the largest ones being Finance and Public Works (Streets, Refuse,
Sewer, CIP, Fleet, etc.).
Page 6
The City's current financial system is over 20 years old and is obsolete. In fact, staff is not aware
of any major City that is still using this system. Based on required maintenance and support
costs, it is estimated that the cost to maintain the current system would be more than the purchase
of a new system over a 10 year period.
Estimated 10 year cost of existing system maintenance and replacement cost: $3.3million
Total 10 year cost of proposed New World Financial System: $2.7million
Estimated savings to City over 10 years: $ .6million
Telephone S stem:
The total cost of the new telephone switch is $400,000. This system is used by both the City and
Water Department. The City's utilization share is 55% which equals about $220,000 of the total
cost and the Water Department share is 45% which equals about $180,000. The Water
Department has agreed to pay for the total cost of the purchase of the switch directly from the
vendor and finance the City's share over a five-year period, saving both the City and Water
Department the interest expense associated with leasing. The City will pay $44,000 annually to
the Water Department for 5 years out of the Telephone Fund. Since the Telephone Fund is an
internal service fund all the charges are allocated to the user Departments in both the General and
Non-General Funds. The allocation of the charges to the user Departments is based on usage of
the system with the largest users being Police and Public Works (Streets, Refuse, Sewer, CIP,
Fleet, etc.).
Approval of a Memorandum of Understanding (MOU) between the City and Water Department
will be required as part of this project. The MOU outlines the terms and repayment schedule
between the City and Water Department.
Recommendation
1. Adopt the Resolution.
2. Authorize the Director of Finance to amend the FY 2010-2011 budget as outlined in this
staff report to reflect all the first year costs and funding sources and the terms and
repayment schedule in the MOU.
Page 7
RESOLUTION NO.
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A
CRITICAL TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
3 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
4 INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
THE BOARD OF WATER COMMISSIONERS.
5
6 WHEREAS, after a review of products, pricing, existing infrastructure, and the CAD and
7 S award to New World Systems Corporation of Troy, Michigan by the City of El Cajon after
8 open public competitive bid within the last 12 months, New World Systems is the
9 ecommended provider for a ten-year fixed rate subscription and service agreement for
10
omputer-Aided-Dispatch and Records Management System software for the San Bernardino
11
12 olice and Fire Departments; and,
13 WHEREAS, after a review of products, pricing, existing infrastructure, and the Financial
14 anagement System award to New World Systems Corporation of Troy, Michigan by the Chino
15
alley Independent Fire District after an open public competitive bid within the last 12 months,
16
ew World Systems is the recommended provider for a ten-year fixed rate subscription and
17
18 ervice agreement for a comprehensive Financial Management System and Integrated Software
19 ystem for the City of San Bernardino; and,
20 WHEREAS, after a review of products, pricing, existing infrastructure, and their
21 perience with the City's existing NEC telephone switches, Nexus IS Inc., is the recommended
22
ovider for the purchase of a core telephone switch upgrade for the City of San Bernardino's
23
24 ity Hall telephone system; and,
25 WHEREAS, at a meeting held on January 19, 2011, the San Bernardino Board of Water
26 ommissioners approved the joint purchase of the telephone switches upgrade with the City;
27 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
28 F SAN BERNARDINO AS FOLLOWS:
... 1 SOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
f ECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 ERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
NTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 HE BOARD OF WATER COMMISSIONERS.
4
5
6 SECTION 1. That pursuant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
7 ind Common Council authorize the City Manager, or his designee, to sign a ten-year fixed rate
8 tandard Software License Subscription and Services Agreement with New World Systems
9 orporation of Troy, Michigan, dated January 12, 2011, for both a Public Safety CAD and RMS
10
oftware project and a comprehensive Financial Management System and Integrated Software
11
12 ystem, a copy of which is attached hereto as Exhibit"A" and incorporated herein in full.
13 SECTION 2. That the Mayor and Common Council authorize the purchasing manager
14 o issue a Purchase Order to New World Corporation of Troy, Michigan, for the first year of the
15 en-year fixed rate Subscription and Services Agreement referenced in Section 3 of this
16
esolution, in an amount not to exceed $814,340. The Purchase Order shall read "San
17
18 emardino CAD/RMS/Financial Management System — Year 1" and authorize the annual
19 ssuance of purchase orders for years two through ten as provided for in the abovementioned
20 greement.
21
SECTION 3. That pursuant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
22
23 In d Common Council authorize the City Manager, or his designee, to sign a Purchase Agreement
24 ith Nexus IS Inc. for the purchase and installation of a core telephone switch upgrade for the
25 1 ity Hall telephone system as outlined in the Statement of Work dated January 19, 2011. A
2 6 opy of the Purchase Agreement, including the Statement of Work, is attached hereto as Exhibit
27
` " and incorporated herein in full.
28
1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 THE BOARD OF WATER COMMISSIONERS.
4
5 SECTION 4. That the Mayor and Common Council authorize the purchasing manager
6 to issue a Purchase Order to Nexus IS Inc. for purchase and installation of the telephone switch
7 referenced in Section 6 of this resolution, in an amount not to exceed $400,000." The Purchase
8
Order shall read "San Bernardino City Hall Core Telephone System Upgrade FY 2010-2011".
9
10 SECTION 5. That the Mayor and Common Council authorize the City Manager, or his
11 designee, to sign a Memorandum of Understanding between the City of San Bernardino and the
12 Board of Water Commissioners for the joint purchase of a telephone switch upgrade, a copy of
13
which is attached hereto as Exhibit "C" and incorporated herein in full.
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 THE BOARD OF WATER COMMISSIONERS.
4
5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
6 Common Council of the City of San Bernardino at a meeting thereof, held on the
7
day of , 2011, by the following vote, to wit:
8
Council Members: AYES NAYS ABSTAIN ABSENT
9
10 MARQUEZ
11 DESJARDINS
12 BRINKER
13
SHORETT
14
0
15 KELLEY
16 JOHNSON
17 MCCAMMACK
18
19 Rachel G. Clark, City Clerk
20 The foregoing resolution is hereby approved this day of , 2011.
21
22
23 Patrick J. Morris, Mayor
24 City of San Bernardino
pproved as to
25 Form:
21
27
GkMES F. PENMAN,
2 ity Attorney
-10 I. DEFINITIONS
The following terms as defined below are used throughout this Agreement:
1. "Authorized Copies":
Except as provided in Section II,subparagraph 1.3,the only authorized copies of the Licensed Software and Licensed Documentation
are the copies of each application software package defined in this Paragraph. They are:
(i) the single copy of the Licensed Software and the related Licensed Documentation delivered by New World under this
Agreement,and
(ii) any additional copies made by Customer as authorized in Section II,subparagraph 1.2.
2. "An Authorized User/Workstadon':
Subject to the number of users specified in Exhibits Al and A2,any PC workstation that is connected to access the Licensed Software
resident on Computer and that may be logged on to access the programs,interfaces,data,or files created and/or maintained by the
Licensed Software.
3. "Computer":
The MSP and NET Server(s)to be located at:
City of San Bernardino
710 North "D"Street
San Bernardino,CA 92401
Customer shall identify in writing the serial number of the Computer within ten(10)days of receipt of the Computer or within ten
(10)days of the Effective Date,whichever is later. If the Computer is to be relocated,Customer shall notify New World of the new
location in writing prior to the relocation.
4. "Confidential Information":
Information disclosed or obtained by one party in connection with, and during the term of, this Agreement and designated as
"Confidential" by the party claiming confidentiality at the time of disclosure. Confidential Information does not include any
information which was previously known to the other party without obligation of confidence or without breach of this Agreement,is
publicly disclosed either prior or subsequent to the other party's receipt of such information,or is rightfully received by the other party
from a third party without obligation of confidence.
5. "Customer Liaison":
A Customer employee assigned to act as liaison between Customer and New World for the duration of this Agreement. Within ten
(10)days of the Effective Date,Customer shall notify New World of the name of the Customer Liaison.
6. "Delivery of Licensed Standard Software":
Licensed Standard Software will be delivered in a machine readable form to Customer via an agreed upon network connection,or on
appropriate media if requested,as soon as the software is available after the Effective Date.
7. "Development Software':
Standard application software currently under development by New World which,if applicable,will be completed and delivered to
Customer as Licensed Standard Software when available.
8. "Hourly Rate":
As described in this Agreement,New World shall provide services to Customer at the rate of$170/hour.The hourly rate is protected
for 12 months after the Effective Date,at which time the hourly rate shall be the then-current New World hourly rate.
9. `Installation of Licensed Standard Software":
Installation of the Licensed Standard Software shall be deemed to occur,for all billings or other events described herein,upon the
earlier of
(a)the transfer or loading of the Licensed Standard Software onto a Customer server or computer,or
(b)thirty(30)days after delivery of the Licensed Standard Software.
10. "Licensed Custom Software':
Any software(programs or portions of programs)developed by New World specifically for Customer's own use.
11. "Licensed Documentation":
New World User Manuals which includes the current specifications for the Licensed Standard Software and other written instructions
relating to the Licensed Software(such as Product Bulletins,installation instructions,and training materials).
12. "Licensed Products':
The Licensed Software,the related Licensed Documentation,and the Authorized Copies of the foregoing.
13. "Licensed Software":
The Licensed Standard Software,Development Software,Upgrades,and Licensed Custom Software provided under this Agreement.
14. "Licensed Standard Software':
The current version of New World standard and development application software package(s)(in machine readable code) listed in
Exhibits Al and A2.
15. "SSMA":
The New World Standard Software Maintenance Agreement as set forth in Exhibits C 1 and C2.
16. "Subscription Period":
The period of time between the Effective Date and the expiration date of Customer's subscription as described in Exhibits AAI and
AA2.
17. "Travel Expenses":
All actual and reasonable travel expenses incurred by New World for trips relating to this project, including airfare, rental car,
lodging,mileage,and daily per diem expenses.
18. "Travel Time":
Actual New World employee travel time billed at the Hourly Rate up to,but not exceeding,four(4)hours per each trip relating to this
project.
19. "Upgrades':
Any enhanced and/or improved versions of the Licensed Standard Software provided as Licensed Standard Software under Exhibits
10 Cl and C2 of this Agreement and released after the execution of this Agreement.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 2 of 42 City of San Bernardino,CA
II. GENERAL TERMS AND CONDITIONS
I.0 SINGLE USE LICENSE
1.1 New World grants Customer a nontransferable, nonexclusive, and non-assignable license to use the
Licensed Software during the Subscription Period on the Computer and only for its internal processing
needs. During the Subscription Period, Customer shall have the right and license to use, enhance, or
modify the Licensed Software only for Customer's own use and only on the Computer and only on an
authorized workstation. New World will deliver to Customer one copy of each application of the
Licensed Software (in machine readable form compatible with the specified operating environment)
and one copy of the related Licensed Documentation.
1.2 In order to assist Customer in the event of an emergency, Customer is permitted to make up to two
(2) back-up copies on magnetic media of each application of the Licensed Software and one back-up
copy of the related Licensed Documentation. These Authorized Copies may be stored as defined
above so long as they are kept in a location secure from unauthorized use. Customer or anyone
obtaining access through Customer shall not copy, distribute, disseminate, or otherwise disclose to
any third party the Licensed Products or copies thereof in whole or in part,in any form or media. This
restriction on making and distributing the Licensed Products or copies of any Licensed Product,
includes without limitation,copies of the following:
(i) Program libraries,either source or object code;
(ii) Operating control language;
(iii) Test data,sample files,or file layouts;
(iv) Program listings;and
(v) Licensed Documentation.
1.3 Upon written request by Customer, and with written permission by New World, additional
Authorized Copies may be made for Customer's internal use only.
2.0 0WNERSHIP
2.1 The Licensed Products and all copyright, trade secrets and other proprietary rights, title and interest
therein, remain the sole property of New World or its licensors, and Customer shall obtain no right,
title or interest in the Licensed Products by virtue of this Agreement other than the nonexclusive,
nontransferable,non-assignable license to use the Licensed Products during the Subscription Period as
restricted herein.
2.2 The license to use any Licensed Custom Software provided under this Agreement, if any, is included
in this license. New World shall have the right to use any data processing ideas,techniques,concepts,
and/or know-how acquired by it in the performance of services under this Agreement including the
development of Licensed Custom Software for the advancement of its own technical expertise and the
performance of other Software License and Service Agreements or any other applicable agreements.
New World shall have,without restriction,the right to use all programs,procedures, information,and
techniques that are publicly available, obtained or obtainable from third parties and/or developed
independently by New World without specific reference to Customer's organization.
3.0 CORRECTION AND SOFTWARE MAINTENANCE ON STANDARD SOFTWARE
3.1 New World provides software correction service and maintenance for the Licensed Standard Software
during the term of Customer's SSMA. See Exhibits Cl and C2 for a description of the SSMA start
date and term,the services available and the applicable fees and procedures.
4.0 WARRANTIES
4.1 New World warrants, for Customer's benefit only, that during the Subscription Period, the Licensed
Standard Software will perform as specified in its user manuals based on the then-current release of the
Licensed Standard Software.
4.2 New World warrants,for Customer's benefit only,that during the Subscription Period, it possesses the
necessary intellectual rights to license to Customer the Licensed Standard Software provided
hereunder.
The foregoing warranties do not apply if the Licensed Product(s)have been modified by any party other than
New World. New World does not warrant that the features or functions of the Licensed Software will meet
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 3 of 42 City of San Bernardino,CA
Customer's requirements or in any combination or use Customer selects. EXCEPT AS SPECIFICALLY
PROVIDED IN THIS PARAGRAPH 4.0, AND ITS SUBSECTIONS, NEW WORLD EXPRESSLY
DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE LICENSED
PRODUCTS, INCLUDING BUT NOT LIMITED TO, THE LICENSED PRODUCTS' CONDITION,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY IMPLIED WARRANTY
ARISING FROM COURSE OF PERFORMANCE,COURSE OF DEALING OR USAGE OF TRADE.
5.0 INSTALLATIONAND TRAINING SUPPORT SERVICES
5.1 As provided for in Exhibits B1 or B2 and concurrent with timely payments, New World shall make
available to Customer qualified representative(s) who will provide installation and training support
services for each application of the Licensed Software delivered. See Exhibits B1 and B2 for a
description of the services provided and the applicable fees and procedures.
6.0 CUSTOMER LIAISON AND CUSTOMER RESPONSIBILITIES
The successful implementation of the Licensed Products into Customer's environment requires Customer's
commitment to and cooperation in the implementation process. Accordingly, Customer hereby agrees to the
following:
6.1 Customer understands that the Licensed Software is designed to run in a specified operating
environment which includes hardware, software and related equipment not provided by New World.
Customer is responsible for assuring that the appropriate hardware equipment, related components
and all cabling are installed timely and are suitable for the successful installation of the Licensed
Software.
6.2 Customer agrees to provide the management interface and support necessary to successfully complete
the implementation of the Licensed Software. This support includes upper level management priority
setting and timely involvement during and after a change in Customer's organization, Customer's
operations and/or after changes in Customer's internal policies or procedures which directly affect the
software implementation.
6.3 Customer shall assign an upper level employee to serve as the Customer Liaison for the duration of
the Licensed Software implementation. If Customer must replace the Customer Liaison for reasons
beyond its control, Customer will assign a new Customer Liaison as soon as reasonably possible.
New World is not responsible for any delay caused directly or indirectly by the reassignment of the
Customer Liaison. In addition to other duties and responsibilities,the Customer Liaison shall:
(i) provide timely answers to New World's requests for information;
(ii) coordinate a mutually agreeable implementation and training schedule;
(iii) have authority to sign for and obligate Customer to any matters relating to service requests,
design documents,performance test documents and/or delivery and service dates;
(iv) in situations where Customer participation is required, provide timely input for systems
definition,detail design,and use of the software system.
6.4 Customer is responsible for creating and maintaining its master files, tables and the like which
includes accurate data entry, accurate file editing and overall file control to assure successful systems
performance.
6.5 Customer shall provide qualified personnel with sufficient backup to be trained to use the Licensed
Software and to interpret the output. Applying the output information in Customer's environment is
Customer's sole responsibility.
7.0 BILLING AND ADDITIONAL AUTHORIZED WORKSTATION CHARGES
7.1 The attached Exhibits set forth the manner in which fees and payments shall be allocated and made
under this Agreement. To the extent Customer imposes additional requirements on New World for
services other than those expressly provided in this Agreement, New World retains the right to make
additional price adjustments and/or any other adjustments that may be necessitated. Before performing
these additional services, New World will notify Customer that the services are subject to additional
charge(s).
7.2 If Customer wishes to add additional authorized workstations or Licensed Standard Software,
Customer agrees to pay the additional License fees at the then current software prices in effect. No
cancellation of Exhibits Al or A2 software modules and related fees will be allowed during the service
period. SSMA fees shall be increased according to the additional Licensed Standard Software fees on
the next annual billing date after the additional workstations and/or Licensed Standard software is
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Agreement 011211 Aegis and Logos FINAL.docx Page 4 of 42 City of San Bernardino,CA
t
added, or as specified in the future contract. With said payments, the license provided in Section II,
Paragraph 1.0 permits Customer's use of the Licensed Software for the specified workstations.
7.3 Customer shall notify New World if additional authorized workstations need to be added to access
the Licensed Software and will pay the additional authorized workstation fees promptly when
invoiced.
7.4 Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer
and Customer agrees to remit when imposed. If an exemption is claimed by the Customer, an
exemption certificate must be submitted to New World.
8.0 NON-RECRUITMENT OF PERSONNEL
8.1 During, and for a period of twenty-four (24) months after the expiration of, the Standard Software
Maintenance Agreement and/or any renewal maintenance agreement,each party agrees not to solicit or
hire current or former employees of the other without the other's prior written consent.
9.0 CONFIDENTIAL INFORMATION/NON-DISCLOSURE AGREEMENT
9.1 Subject to the requirements of the Freedom of Information Act (FOIA) and/or other comparable
applicable state law, each party shall hold all Confidential Information in trust and confidence for the
party claiming confidentiality and not use such Confidential Information absent express written
consent by the party claiming confidentiality. The other party agrees not to disclose any such
Confidential Information, by publication or otherwise, to any other person or organization. Customer
agrees to timely notify New World of any request(s)made for disclosure of confidential information.
9.2 Customer hereby acknowledges and agrees that all Licensed Products are Confidential Information
and proprietary to New World. In addition to the other restrictions set forth elsewhere in this
Agreement or otherwise agreed to in writing, Customer agrees to implement all reasonable measures
to safeguard New World's proprietary rights in the Licensed Products, including without limitation the
following measures:
1 (i) Customer shall only permit access to the Licensed Products to those employees who
require access and only to the extent necessary to perform Customer's internal processing
needs.
With respect to agents or third parties, Customer shall permit access to the Licensed
Products only after New World has received, approved and returned a fully executed Non-
1 Disclosure Agreement to Customer (see Exhibit D). New World reserves the right to
reasonably refuse access to a third party after it has evaluated the request. Customer
agrees to provide information reasonably requested by New World to assist New World in
evaluating Customer's request to permit third party access to the Licensed Products. In
addition to any other remedies, New World may recover from Customer all damages and
1 legal fees incurred in the enforcement of this provision on third party access;
(iii) Customer shall cooperate with New World in the enforcement of the conditions set forth
i in the attached Non-Disclosure Agreement or any other reasonable restrictions New World
1
may specify in writing in order to permit access;
I (iv) Customer shall not permit removal of copyright or confidentiality labels or notifications
from its proprietary materials; and
(v) Customer shall not attempt to disassemble, decompile or reverse engineer the Licensed
I Software.
9.3 Customer agrees that in addition to any other remedies that may be available at law, equity or
j otherwise, New World shall be entitled to seek and obtain a temporary restraining order, injunctive
relief, or other equitable relief against the continuance of a breach or threatened breach of this
paragraph 9.0 on Confidentiality and Non-Disclosure without the requirement of posting a bond or
proof of injury as a condition for the relief sought.
10.0 LIMITATION OF LIABILITYAND RECOVERABLE DAMAGES
New World's entire liability and Customer's exclusive remedies are set forth below:
10.1 For any claim relating to the non-conformance or imperfection of any licensed software provided
under this Agreement, New World will correct the defect so that it conforms to the warranties set
forth in Section II, subparagraph 4.1; or if after repeated attempts to correct the non-conformity, New
World is unable to correct the non-conformity,then Customer may recover its actual damages subject
to the Iimits set forth in subparagraph 10.2 below. For any other claim arising under or in connection
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with this Agreement, Customer may recover its actual damages subject to the limits set forth in
subparagraph 10.2 below.
10.2 New World's total liability to Customer for all claims relating to the Licensed Products and this
Agreement, including any action based upon contract, tort, strict liability, or other legal theory, shall
be limited to Customer's actual damages and in no event shall New World's liability exceed the total
annual subscription fees paid to New World for the Subscription Period.
10.3 New World shall not be liable for any special, indirect, incidental, punitive, exemplary, or
consequential damages,including loss of profits or costs of cover,arising from or related to a breach of
this Agreement or any order or the operation or use of the Licensed Products including such damages,
without limitation, as damages arising from loss of data or programming, loss of revenue or profits,
failure to realize savings or other benefits,damage to equipment, and claims against Customer by any
third person, even if New World has been advised of the possibility of such damages. New World's
liability for any form of action shall only apply after any and all appropriate insurance coverage has
been exhausted.
10.4 If it is determined that a limitation of liability or a remedy contained herein fails of its essential
purpose, then the parties agree that the exclusion of incidental, consequential, special, indirect,
punitive,and/or exemplary damages is still effective.
11.0 INTEGRATION WITH U.S. COPYRIGHTACT
11.1 In addition to all other provisions provided under this Agreement, Customer agrees to be bound by
and to comply with any and all provisions of the U.S. Copyright Act (The Copyright Act of 1976,
U.S.C. Sections 101-810 (1976) as amended). If a provision of the U.S. Copyright Act and this
Agreement conflict, the more restrictive of the two applies. If it cannot be determined which is the
more restrictive,then the provision within this Agreement shall apply.
12.0 INDEPENDENT CONTRACTOR
12.1 New World is an independent contractor. The personnel of one party shall not in any way be
considered agents or employees of the other. To the extent provided for by law, each party shall be
responsible for the acts of its own employees.
12.2 Each party shall be responsible for Workers' Compensation coverage for its own personnel.
12.3 New World shall perform work tasks provided by this Agreement, but for all intents and purposes
New World shall be an independent contractor and not an agent or employee of the Customer. New
World shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social
Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll
deductions for New World and its officers,agents,and employees, and all business license, if any are
required,in connection with the services to be performed hereunder.
13.0 INSURANCE REQUIREMENTS
New World shall not commence work under this Agreement until it has obtained the insurance required
under this paragraph.
13.1 Workers' Compensation Insurance: New World shall procure and maintain during the term of this
Agreement, Workers' Compensation Insurance for all of its employees who engage in the work to be
performed.
13.2 Liabilih,and Property Insurance—Comprehensive Form: New World shall procure and maintain
during the term of this Agreement, Liability and Property Damage Insurance in an amount not less
than $1,000,000 on account for each accident; and in an amount not less than $1,000,000 for each
I accident for damage to property.
13.3 Automobile Liability Insurance: New World shall procure and maintain during the term of this
Agreement, Hired and Non-Ownership Motor Vehicle Bodily Injury and Property Damage Insurance
in an amount not less than $1,000,000 for injuries, including accidental death, to each person; and,
subject to the same limit for each person, in an amount not less than$1,000,000 for each accident; and
in an amount not less than $1,000,000 on account for each accident for damage to property, provided
however that the combined single limit for all automotive related claims shall not exceed$1,000,000.
13.4 Customer, its officers, agents and employees shall be named as additional insured parties on all
insurance policies required to be purchased by New World.
13.5 Certificates of insurance for all policies required hereunder shall require the insurer to give Customer
at least thirty(30)days written notice of any change in or termination of coverage.
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14.0 DISPUTE RESOLUTION PROCEDURE
14.1 Except as provided in Section 15.2 of these Terms and Conditions (Customer failure to make prompt
payment), any dispute or controversy arising out of or relating to this Agreement, or breach thereof,
shall be settled by the following procedure.
Level 1: Before entering into Level 2 or Level 3 of this Dispute Resolution Procedure (DRP), New
World and Customer shall enter into a series of management meetings for the purpose of
resolving the dispute or controversy through normal business management practices. The
series of meetings, consisting of not less than three face-to-face meetings, must be held
between upper-level managers of both Customer and New World. Both parties agree to
put forth their best efforts in these meetings. The first meeting shall be held at Customer's
offices and subsequent meetings will alternate between New World and Customer's
offices. The Level 1 period shall begin when one party gives notice to the other by certified
mail that it is entering into this Level 1 procedure to resolve the dispute.
Level 2: Only after the parties have completed Level 1 of the DRP without resolving the dispute or
controversy and before entering into Level 3 of the DRP, Customer and New World shall
enter into a mediation process. Each party shall bear its own costs in preparing for and
conducting mediation,except that the joint costs, if any,of the actual mediation proceeding
shall be shared equally by the parties.The mediation process is defined as follows:
The parties shall select a mutually agreeable mediator to aid the parties in resolving
the dispute or controversy. The mediator shall not be an employee or former
employee of either party. The mediation shall be held at a location chosen by New
World,but within seventy-five(75)miles of Customer's location.
Level 3: Only after the completion of both Levels 1 and 2 above without a satisfactory resolution of
the dispute or controversy,either party may bring suit in the United States District Court for
the Central District of California,Eastern Division,so long as subject matter jurisdiction is
met. In the event subject matter jurisdiction is not met, either party may bring suit in the
California Superior Court for San Bernardino, CA. Each party shall bear the cost of their
own legal expenses if Level 3 is used.
15.0 TERMINATION
15.1 By Customer: Customer may at its option terminate this Agreement on an anniversary date as
follows:
(i) Customer shall provide written notice to New World at least one hundred eighty(180)days
prior to the next anniversary date;
(ii) Upon providing notice under this Section, Customer shall remit a termination fee to New
World, which Customer agrees is reasonable and in proportion to the damage suffered to
New World as a result of Customer's termination of this Agreement prior to the end of the
Subscription Period. Based on the date in the notice,the Termination Fee will be based on the
number of months since the Effective Date as follows:
Termination Customer's
Notice Month Since Termination
Effective Date Fee
First 60 months $2,000,000
Months 61 -72 1,700,000
Months 73-84 1,500,000
Months 85—96 1,300,000
Months 97- 108 1,000,000
Months 109- 120 600,000
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(iii) So long as Customer satisfies the requirements of this section, including payment of the
Termination Fee, the Agreement shall terminate upon the next anniversary date after the
required notice.
15.2 By New World: If Customer fails to make prompt payments to New World when invoiced, then
New World may at its option terminate this Agreement with written notice as follows:
(i) The termination notice shall specify the payments past due;
(ii) Customer shall have thirty(30) days from receipt of said notice to make payment in full for
all outstanding invoiced payments due:
(iii) If Customer fails to remit payment in full within thirty (30) days from written notice, then
New World may declare Customer in default and assess a termination fee based on the
schedule in 15.1 above. The date on the subscription invoice shall be used as the termination
notice date to use in finding the month when termination occurred;
(iv) Customer agrees that said termination fee is reasonable and in proportion to the damage
suffered to New World as a result of Customer's failure to pay the past due amounts;
(v) Notwithstanding any other provision in this Agreement any collection process relating to the
termination fee shall be governed by the laws of the State of Michigan and venued in the
courts of Oakland County,Michigan.
15.3 By Expiration of Subscription Period: Unless extended by mutual agreement of the parties, this
Agreement shall terminate upon the end of the Subscription Period.
15.4 Upon termination under this Paragraph 15, Customer shall return to New World all Licensed
Products,including any copies provided to or created by Customer under this Agreement.
15.5 Nothing in this paragraph on termination is intended to infer that either party has or does not have a
claim for damages.
15.6 The Terms and Conditions relating to ownership, warranties, non-recruitment of personnel,
confidentiality and non-disclosure, limitation of liability and recoverable damages, Copyright Act,
dispute resolution and the General provisions (18.0),survive termination.
16.0 PA TENT AND TRADEMARK INDEMNIFICATION
New World agrees to indemnify and save the Customer harmless from and against any and all judgments,
suits, costs, and expenses subject to the limits set forth in this Agreement resulting from any alleged
infringement of any patent or copyright arising from the licensing of the Licensed Standard Software pursuant
to this Agreement, provided that Customer has notified New World in writing of such allegation within
thirty (30) days of the date. upon which the Customer first receives notice thereof. New World's obligation
to indemnify and save Customer harmless under this paragraph is void if the claim of infringement arises out
of or in connection with any modification made to the Licensed Standard Software or any use of the Licensed
Standard Software not specifically authorized in writing by New World.
17.0 NOTICES
17.1 Notices to Customer shall be deemed effective when sent by Registered or Certified U.S. Mail to the
following business address of the Customer:
San Bernardino Police Department
710 North"D" Street,B Bldg PSG
San Bernardino,CA 92401
Attention: Michael Eckley,Public Safety IT Manager
Telephone:(909)384-5742
17.2 Notices to New World shall be deemed effective when sent by Registered or Certified U.S.Mail to the
following address(or to any other address so specified by New World):
New World Systems Corporation
888 West Big Beaver,Suite 600
Troy,Michigan 48084
Attention: President
18.0 GENERAL
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7771777
18.1 This Agreement is the entire agreement between the parties superseding all other communications,
written or oral, between the parties relating to the subject matter of this Agreement. This Agreement
may be amended or modified only in writing signed by both parties.
18.2 This Agreement is governed by the laws of the State of California and it shall be binding on the
successors and assigns of the parties.
18.3 Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision or
any other provision of this Agreement.
18.4 The paragraph headings which appear herein are included solely for convenience and shall not be used
in the interpretation of this Agreement. Any provision of this Agreement determined to be invalid or
otherwise unenforceable shall not affect the other provisions, which other provisions remain in full
force and effect.
18.5 This Agreement is entered into solely for the benefit of New World and Customer. No third party
shall have the right to make any claim or assert any right under it,and no third party shall be deemed a
beneficiary of this Agreement.
18.6 Notwithstanding anything contained herein to the contrary, these terms and conditions may be
extended to other public entities for purchase of the license and/or services described under this
Agreement. To the extent they are required, the parties shall execute any requisite cooperative
agreements authorizing such extension of terms and conditions. If this is done, Customer assumes no
authority, liability,or obligation on behalf of any other public entity that may use this Agreement for
any such purchase.
18.7 Other integrated licensed software and services from New World may be purchased by Customer
under the terms and conditions of this Agreement.
18.8 In the performance of this Agreement and in the hiring and recruitment of employees, New World
shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in
employment of persons because of their race, religion, color, national origin, ancestry, age, mental or
physical disability, medical condition, marital status, sexual gender or sexual orientation, or any other
status protected by law.
18.9 New World warrants that it possesses or shall obtain, and maintain a business registration certificate
pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, qualifications and
approval of whatever nature that are legally required of New World to practice its business or
profession.
18.10 New World shall not voluntarily or by operation of law assign,transfer, sublet or encumber all or any
part of New World's interest in this Agreement without Customer's prior written consent. Any
attempted assignment, transfer, subletting or encumbrance shall be void. Regardless of Customer's
consent, no subletting or assignment shall release New World of New World's obligation to perform
all other obligations to be performed by New World hereunder for the term of this Agreement.
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Agreement 011211 Aegis and Logos FINAL.doex Page 9 of 42 City of San Bernardino,CA
PUBLIC SAFETY PRODUCTS AND SERVICES
EXHIBIT AA1
AEGIS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
I. PAYMENTS FOR LICENSED STANDARD SOFTWARE SUBSCRIPTION, IMPLEMENTATION
SERVICES,THIRD PARTY PRODUCTS AND STANDARD SOFTWARE MAINTENANCE SERVICES
DESCRIPTION OF COST COST
A. ANNUAL SUBSCRIPTION PAYMENTS
1. Year 1 Subscription Payment(Fiscal Year 2010-11) $400,000
• Invoiced on Effective Date
2. Year 2 Subscription Payment 400,000
• Invoiced on July 1,2011
3. Year 3 Subscription Payment 400,000
• Invoiced on July 1,2012
4. Year 4 Subscription Payment 400,000
• Invoiced on July 1,2013
5. Year 5 Subscription Payment 400,000
• Invoiced on July 1,2014
6. Year 6 Subscription Payment 400,000
• Invoiced on July 1,2015.
7. Year 7 Subscription Payment 400,000
• Invoiced on July 1,2016
8. Year 8 Subscription Payment 400,000
• Invoiced on July 1,2017
9. Year 9 Subscription Payment 400,000
• Invoiced on July 1,2018
10. Year 10 Subscription Payment 400,000
• Invoiced on July 1,2019
TOTAL SUBSCRIPTION PAYMENTS:
PRICING IS VALID THROUGH JANUARY 31,2011.
ALL PAYMENTS ARE DUE WITHIN FORTY-FIVE(45)DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable included under the total one-time cost.If any deliverable is subject
to sales tax,the tax will be calculated and added as applicable to each billing.
Travel costs are not included and are billed weekly as Travel Expenses occur.
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Agreement 011211 Aegis and Logos FINAL.doex Page 10 of 42 City of San Bernardino,CA
PUBLIC ADMINISTRATION PRODUCTS AND SERVICES
EXHIBIT AA2
LOGOS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
I. PAYMENTS FOR LICENSED STANDARD SOFTWARE SUBSCRIPTION, IMPLEMENTATION
SERVICES,THIRD PARTY PRODUCTS AND STANDARD SOFTWARE MAINTENANCE SERVICES
DESCRIPTION OF COST COST
A. ANNUAL SUBSCRIPTION PAYMENTS
1. Subscription Payment(Fiscal Year 2010-11) $245,000
Services as described in Exhibit G-2 169.340
Year 1 Total Payment $414,340
• Invoiced on Effective Date
2. Year 2 Subscription Payment 245,000
• Invoiced on July 1,2011
3. Year 3 Subscription Payment 245,000
• Invoiced on July 1,2012
4. Year 4 Subscription Payment 245,000
• Invoiced on July 1,2013
5. Year 5 Subscription Payment 245,000
• Invoiced on July 1,2014
6. Year 6 Subscription Payment 245,000
• Invoiced on July 1,2015
7. Year 7 Subscription Payment 245,000
• Invoiced on July 1,2016
8. Year 8 Subscription Payment 245,000
• Invoiced on July 1,2017
9. Year 9 Subscription Payment 245.000
• Invoiced on July 1,2018
10. Year 10 Subscription Payment 245,000
• Invoiced on July 1,2019
TOTAL SUBSCRIPTION PAYMENTS:
PRICING IS VALID THROUGH JANUARY 31,2011.
ALL PAYMENTS ARE DUE WITHIN FORTY-FIVE(45)DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable included under the total one-time cost If any deliverable is subject
to sales tax,the tax will be calculated and added as applicable to each billing.
Travel costs are not included and are billed weekly as Travel Expenses occur.
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Agreement 011211 Aegis and Logos FINAL.docx Page 11 of 42 City of San Bernardino,CA
EXHIBIT Al
AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
1. License Fee for Licensed Standard Software And Documentation Selected By Customer:
Application Package 1,2,3,4
i
CAD
1. Aegis/MSP Combined LE/Fire/EMS CAD
-Call Entry
I -Call Control Panel
-Unit Recommendations
-Unit Status and Control Panel
-Call Stacking
-CAD Messaging
-Call Scheduling
-Dispatch Questionnaire
-GIS/Geo-File Verification
-Hazard and Location Alerts
-Hydrant Inventory
-Access to Aegis/MSP LE Records
-Access to Aegis/MSP Fire Records
-Note Pads
-Rip-N-Run Remote Printing
-Run Cards
-Tone Alerts
2. Additional Aegis/MSP Software for Computer Aided Dispatch 5
-CAD Mapping
-CAD AVL
-Data Analysis/Crime Management/Management Reporting
-Service Vehicle Rotation(Wrecker,Ambulance)
3. Aegis/MSP Third Party CAD Interface Software 5
-CAD Pager Interface
-E-911 Interface 6
-On-Line CAD Interface to State/NCIC7
-Pre-Arrival Questionnaire Interface(l questionnaire(s)-ENID)
(supports available release)
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Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
LAW ENFORCEMENT RECORDS
4. Aegis/MSP Single Jurisdiction Base Law Enforcement Records
Accidents
-Arrest
Business Registry
-Case Processing
-Computer Aided Investigations
Federal Reports(UCR/IBR)
GIS/Geo-File Verification
-Impounded Vehicles
-Incident Tracking
-Jacket Processing
-Personnel/Education
-Property
-Traffic Tickets and Citations
Wants and Warrants
5. Aegis/MSP Federal and State Compliance Reporting for LE Records
-Federal UCR/IBR8
-State Accidents
6. Additional Aegis/MSP Software for Law Enforcement Records
-Alarm Tracking and Billing
-Case Management
-Data Analysis/Crime Mapping/Management Reporting
-Field Investigations
-Narcotics Management
-Property Room Bar Coding
7. Aegis/MSP Third Party LE Records Interface Software 5
-Ticket Writer Interface
-Aegis/MSP State/NCIC Interface'
Includes 12-15 screens
On-Line Modules-Includes 4 state inquiry screens'
-On-Line Global Subjects Interface to State/NCIC
8. Aegis/MSP Imaging Software
-Public Safety Lineups/Mug Shots10
-Digital Imaging/Electronic Signature Capture
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Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
FIRE RECORDS
9. Aegis/MSP Fire Records Software Base Package
-Activity Reporting and Scheduling
-Investigations
-Business Registry
-Hazardous Materials
-GIS/Geo-File Verification
-Hydrant Inventory and Inspections
-Incident Tracking
-Inspection Tracking
-Personnel/Education
-Pre-plans
-Station Activity Log
-BLS/ALS
10. Federal Compliance Reporting for Fire Records
-NFIRS 5.0 Electronic Reporting
CORRECTIONS
11. Aegis/MSP Corrections Management Software Base Package
-Aegis/MSP LE Records Interface
-Bookings
-Incident Tracking
-Inmate Property Tracking
-Inmate Classification
-Inmate Housing
-Mass Move
-Inmate Scheduling and Tracking
-Inmate Contacts(visitor,mail,phone,emergency)
-Inmate Programs(courses)
-Inmate Activity Log
-Trustee
-Case Management
-Corrections Officer Log
-Finance Management(inmate,facility)
-Jacket Processing
-Business Registry
-Personnel/Education
-GIS/Geo-File Verification
12. Aegis/MSP State Compliance Reporting for Corrections
-State Corrections Reporting
Includes up to 4 reports
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Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
13. Additional Aegis/MSP Software for Corrections Management
-Inmate Movement Tracking Bar Coding
-Property Room Bar Coding
14. Aegis/MSP Third Party Corrections Interface Software s
-Livescan Interface
-VINE Interface
MOBILE SOFTWARE
MOBILE SOFTWARE ON THE RS/6000 MESSAGE SWITCH SERVER"
15. Base Message Switch to State/NCIC(151-200 units)
-Base Message Switch for MDT/MCT
-State/NCIC Interface
16. Additional Aegis®Software for RS/6000 Message Switch
-New World CAD Interface for Aegis MSP(151-200 units)
-Mobile Upload Software(151-200 units)
-AVL Interface(151-200 units)12
MOBILE SOFTWARE ON THE MSP Server
17. Aegis@ Mobile Integration Software
-MDT/MCT Base CAD/RMS Interface(151-200 units)
-AVL CAD Interface(151-200 units) 12
MOBILE MANAGEMENT SERVER
18. Aegis/MSP Mobile Management Server Software(151-200 units)
-Base CAD/NCIC/Messaging
-Field Reporting
-Field Reporting Data Merge
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 15 of 42 City of San Bernardino,CA
s
Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
CLIENT SOFTWARE
19. Aegis°Law Enforcement Mobile Unit Software(156 Units)
Mobile Messaging
LE State/NCIC via Switch'
LE CAD via Switch
Mugshot Image Download
State Photo Download
In-Car Mapping
In-Car Routing
New World AVL
Field-Based Reporting(156 Units)
LE Field Reporting(Federal Standards)
The following 4 New World Reports are included:
Incident(1 form)
-Case(1 form)
Arrest(1 form)
A Supplement(I form)
LE Field Reporting Compliance
LE Accident Field Reporting
The following New World Report is included:
-Accident(I form)
LE Accident Field Reporting Compliance
Mobile Upload of Field Reports
20. In-Station-Based Reporting(20 Units)
LE Field Reporting(Federal Standards)
The following 4 New World Reports are included:
Incident(1 form)
-Case(1 form)
-Arrest(I form)
- Supplement(1 form)
LE Field Reporting Compliance
LE Accident Field Reporting
The following New World Report is included:
-Accident(I form)
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Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
LE Accident Field Reporting Compliance
Mobile Upload of Field Reports
21. Aegis Fire Mobile Unit Software(35 Units)
Fire CAD via Switch
New World AVL
EMS Field Reporting(National Standards)(I unit)
Includes NEMSIS Incident(1 form)
22. Workstation License(Included)
Note: Other than for Mobile Software,a Workstation License for up to 400 users is included
for the Exhibit Al Licensed Standard Software.The Workstation License includes the
following agencies as authorized users:
-San Bernardino Police Department,CA
-San Bernardino Fire Department,CA
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x a
Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
ENDNOTES
I Personal Computers must meet the minimum hardware requirements for New World Systems'MSP product.
Microsoft Windows XP or later is required for all client machines. Windows 200312008Server and SQL
Server 200512008 are required for the Application and Database Server(s).
1 New World Systems'MSP product requires Microsoft Windows 200312008 Server and SQL Server 200512008
including required Client Access Licenses(CALs)for applicable Microsoft products. Servers must meet
minimum hardware requirements provided by New World Systems.
3 New World Systems'MSP product requires Microsoft Excel or Windows Search 4.0 for document searching
functionality;Microsoft Word is required on the application server for report formatting.
4 New World recommends a 10011000MB(GB)Ethernet network for the local area network. Wide area
network requirements vary based on system configuration, New World will provide further consultation for
this environment.
5 Does not include any required 3rd party hardware or software unless specified in Appendix 1 of this
Agreement. Customer is responsible for any 3rd party support.
G Requires Lantronix USC 1100 included in Section B of this proposal.
7 Customer is responsible for obtaining the necessary State approval and any non-New World hardware and
software.
8 Federal UCRIIBR includes edits, reports and electronic submission.
9 State Accidents includes logic, reports and electronic submission.
10 Camera must meet product specifications and be procured through New World.
11 Currently supporting Motorola, Data Radio(DMP&IP), CDPD, EDA CS, CDMA, GPRS, 802.11 and
Electrocom Mobile Communication solutions only.
Requires 3rd parry GPS hardware.
13 Prices assume that all software is licensed.
14 Any taxes or fees imposed are the responsibility of the purchaser and will be remitted when imposed.
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EXHIBIT A2
LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
1. License Fee for Licensed Standard Software And Documentation Selected By Customer:
Application Package"2,3 Cost
FINANCIAL MANAGEMENT
1. Logos.NET Financial Management Base Suite
-General Ledger
-Budget Management
-Annual Budget Preparation
-Accounts Payable
-Revenue/Cash Receipting
2. Expanded Revenue Collections
-3 d Party Receivables Interface(Batch)
3. Logos.NET Additional Financial Management Software
4 -Asset Management
-Grant Management
-Protect Accounting
-Misc.Billing& Receivables
-Government(GASB)Reporting
-Bank Reconciliation
4. Logos.NET Procurement Management Suite
-Purchasing Base
-Requisition Processing
-Bid&Quote Management
-Contract Accounting
-Inventory Management
PAYROLL&HUMAN RESOURCES SUITE
5. Logos.NET Human Resources Management Base Suite
-Payroll Processing
-Personnel Management
-Position Control
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...
I
Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
6. Logos.NET Human Resources
-Employee Event Tracking
-Personnel Action Processing
7. Logos.NET Benefits Management
-Benefits Administration
-COBRA Billing Administration
-Workers Compensation Administration
-Employee Retirement Tracking
8. Logos.NET Additional Payroll&HR Modules
-Applicant Tracking
-Position Budgeting
-Time&Attendance Interface
-Benefit Tracking(Non-Employee)
COMMUNITY DEVELOPMENT SUITE
9. Logos.NET Community Development Software
-Business Licensing
-Parcel Management
-Permits
-Municipal Inspections
-Project Planning
-Code Enforcement
-Requests for Services Tracking
10. Logos.NET Additional Community Development Modules
-GIS Integration 5
-Community Development
Business Licensing(4 screens)
Parcel Management(7 screens)
Permits(2 screens)
Municipal Inspections(4 screens)
Code Enforcement(3 screens)
Requests for Services Tracking(I screen)
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Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
eSUITE
11. eSuite Base Software
12. eFinance
-eSupplier
-eBid
-eMiscellaneous Billing
-ePayments
13. eHR
eEmployee
eTimesheets
-eBenefits Administration
-eRecruit
14. eCommunity
-ePermits
-eLicense
-eRequest
BUSINESS ANALYTICS
15. Finance Analytics
-Includes 10+users
16. Dashboards for Financial Management
17. Human Resource/Payroll Analytics
-Includes 10+users
18. Dashboards for Human Resources
19. Community Development Analytics
-Includes 10+users
20. Dashboards for Community Development
AUTHORIZED USERS
21. Site License for up to 800 Authorized Users 6
Note: A Site License is included for this solution. This Site License entitles the City of San Bernardino,CA,to
800 authorized users for the Standard Software licensed in Exhibit A2,to be divided up between applications.
The Site License is available to only the affiliated Public Administration agencies within the City of San
Bernardino,California.
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Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER
10-YEAR SUBSCRIPTION
ENDNOTES
I Personal Computers must meet the minimum hardware requirements for New World Systems'Logos.NET
product. Microsoft Windows XP or greater with 1E 7.0 or greater is the required operating systems for all
client machines. Windows 2008 Server is required for the Application Server(s), Web Server(s)and
Database Server.Microsoft SQL Server 2008 is required for the Database Server.
1 New World Systems'Logos.NET product requires Microsoft Windows 2008 Server and Microsoft SQL
Server 2008 including required Client Access Licenses(CALs)and Windows Server 2008 External
Connector(EC)licenses for applicable Microsoft products. Servers must meet minimum hardware
requirements provided by New World Systems.
3 Suggested minimum: 100MB Ethernet Network. IOMB CATS Ethernet Network may have less than
adequate response time. Further consultation would be required to assess your network.
Time&Attendance interface is a two-way interface. Additional support may be required for 3rd Party
changes;not included in SSMA.
s GIS integration currently supports either ESRI's ArcIMS or ArcGIS Server software; the ArcIMS and
ArcGIS Server software and any services related to the installation and setup of ArcIMS or ArcGIS are
not included in this proposal. The ArcIMS or ArcGIS Server software would need to be purchased,
installed and setup separately.
6 Additional cost per group of 5 for authorized users is$5,000.
0
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i
1
EXHIBIT Bl
AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND
TRAINING SUPPORT SERVICES
1. Proiect Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit Al
software. This responsibility will include documenting, coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
_ c) revised Implementation Plans(if required);
d) monthly project status reports;and
e) project status meetings
• a project review(kickoff)meeting at Customer's location
• progress status meeting(s)will occur during implementation via telephone conference or at
Customer's location;and
• a project close-out meeting at Customer's location to conclude the project.
f) New World consultation with other vendors or third parties.
The implementation services fees described in Exhibit AA include Project Management fees for a period up to 18
months after the Effective Date.
2. Implementation and Training Support Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
Al to insure successful implementation of and training on each application package. Based on the Licensed
Standard Software listed on Exhibit Al, up to 1,600 hours of New World implementation and training support
services have been allocated for this project. Excess hours requested shall be billed at the Hourly Rate. Avoiding or
minimizing custom or modified features will aid in keeping the support costs to the amount allocated. Customer
agrees to reimburse New World for support trips canceled by Customer less than ten (10) days before the
scheduled start date to cover New World's out-of-pocket costs and lost revenues. The recommended
implementation and training support services include:
a) implementation of each package of Licensed Standard Software;
b) Customer training and/or assistance in testing for each package of Licensed Standard Software;
and
c) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff.
The project management, implementation and training support services provided by New World may be performed
at Customer's premises and/or at New World national headquarters in Troy, Michigan (e.g., portions of project
management are performed in Troy).
3. Interface Installation Service
s
New World shall provide interface installation services as described in this paragraph below. These services do not
include hardware and/or third party product costs which shall be Customer's responsibility, if required. Whenever
possible, these services will be done remotely, resulting in savings in Travel Expenses and Time. If on-site
3 installation and training is required, Customer will be responsible for the actual Travel Expenses and Time. The
services include the following interfaces.
i
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Exhibit 111/AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
a) Operating System Assurance(High Availability Environment)
b) CAD Pager Interface
c) 911 Interface
d) On-Line CAD Interface to State/NCIC
e) Pre-Arrival Questionnaire Interface
f) State/NCIC
g) On-Line Global Subjects Interface to State/NCIC
h) On-Line Property Checks Interface to State/NCIC
i) New World Mug Shots/Imaging
j) Livescan Interface
k) VINE Interface
1) Geo-File Implementation Services
m) Message Switch Installation Support
New World's GIS implementation services are to assist and train Customer in preparing their GIS mapping data for
use with the Licensed Standard Software. Customer must provide an accurate GIS street centerline layer in an
industry standard file format(ESRI Shape Files). Customer is responsible for having clearly defined boundaries for
Police Beats, EMS Districts and Fire Quadrants. New World will assist Customer to create and/or import map
layers representing the Police/EMS/Fire boundaries. New World is not responsible for GIS data corrections,
cleansing or accuracy.
4. Hardware Qualitv Assurance Service
New World shall provide Hardware Systems Assurance of Customer's Aegis/MSP server(s). These services do
not include hardware and/or third party product costs which shall be Customer's responsibility, if required.
Whenever possible,these services will be provided remotely,resulting in savings in travel expenses and time. If on-
site installation is required,Customer will be responsible for the actual travel expenses and time.
a) Hardware Quality Assurance Services(High Availability)Environment:
Hardware Systems Assurance and Software Installation:
- Assist with High Level System Design/Layout
- Validate Hardware Configuration and System Specifications
- Validate Network Requirements,including Windows Domain
- Physical Installation of New World Application Servers
- Install Operating System and Apply Updates
- Install SQL Server and Apply Updates
- Install New World Applications Software and Apply Updates
- Establish Base SQL Database Structure
- Install Anti-Virus Software and Configure Exclusions
- Install Automated Backup Software and Configure Backup Routines
- Configure System for Electronic Customer Support(i.e.NetMeeting)
- Tune System Performance Including Operating System and SQL Resources
- Test High Availability/Disaster Recovery Scenarios(if applicable)
- Provide Basic System Administrator Training and Knowledge Transfer
- Document Installation Process and System Configuration
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Exhibit 111/AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
5. Message Switch Operating System Assurance Service
New World shall provide Message Switch Operating System Assurance. These services do not include hardware
and/or third party product costs which shall be Customer's responsibility, if required. Whenever possible, these
services will be provided remotely, resulting in savings in travel expenses and time. If on-site installation is
required,Customer will be responsible for the actual travel expenses and time.
a) Message Switch Operating System Assurance Services:
Operating System Assurance and Software Installation Services:
- Unpack and assemble hardware
- Verify core hardware functionality(network/video/storage devices/usb)
- Install and update AIX Operating System
- Install and update applicable system manual pages
- Set AIX environment variables
- Build system user-ids and applicable authorizations
- Install and stage message handler and compilers
- Verify and allocate disk space
- Mirror hard drives and boot sequencing
- Install customer-specific communication processes
- Compile New World Message Switch programs
- Install base Message Switch data tables
- Install automated process restart script
- Install full system backup processes
- Install system support scripts
- Install state specific programs and scripts
- Install state specific data tables
- Assure Message Switch operation
- Disassemble,package,and ship to customer
6. Additional Services Available
Additional services are also available at the rate of$170 per hour except for Project Management (beyond those
described in this Agreement) which is at a rate of$200 per hour. These rates are protected for one year from the
Effective Date of this Agreement. After one year, Customer shall pay a mutually agreeable hourly rate for all
Exhibit B 1 support services rendered which shall not exceed 3%over the prior Hourly Rate.
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
d) modifying the Licensed Standard Software;
e) data conversions;
f) designing and programming Licensed Custom Software;and
g) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World and will be
provided at the Hourly Rate).
I
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EXHIBIT B2
LOGOS PROJECT MANAGEMENT,IMPLEMENTATION AND
TRAINING SUPPORT SERVICES
1. Project Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit A2
software. This responsibility will include documenting,coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans(if required);
d) monthly project status reports;and
e) project status meetings
• a project review(kickoff)meeting at Customer's location
• progress status meeting(s)will occur during implementation via telephone conference or at
Customer's location;and
• a project close-out meeting at Customer's location to conclude the project.
The implementation services fees described in Exhibit AA2 include Project Management fees for a period up to 12
months after the Effective Date.
2. Implementation and Training Support Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
A2 to insure successful implementation of and training on each application package. Based on the Licensed
Standard Software listed on Exhibit A2, up to 1,000 hours of New World implementation and training support
services have been allocated for this project.Excess hours requested shall be billed at the Hourly Rate. Avoiding or
minimizing custom or modified features will aid in keeping the support costs to the amount allocated. Customer
agrees to reimburse New World for support trips canceled by Customer less than ten (10) days before the
scheduled start date to cover New World's out-of-pocket costs and lost revenues. The recommended
implementation and training support services include:
a) implementation of each package of Licensed Standard Software;and
b) Customer training and/or assistance in testing for each package of Licensed Standard Software.
The project management, implementation and training support services provided by New World may be performed
at Customer's premises and/or at New World national headquarters in Troy, Michigan (e.g., portions of project
management are performed in Troy).
3. Interface Installation Service
New World shall provide interface installation services as described in this paragraph below. These services do not
include hardware and/or third party product costs which shall be Customer's responsibility, if required. Whenever
possible, these services will be done remotely, resulting in savings in Travel Expenses and Time. If on-site
installation and training is required, Customer will be responsible for the actual Travel Expenses and Time. The
services include the following interfaces.
w
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Exhibit B2/LOGOS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
a) Bank Reconciliation
b) Time and Attendance
c) 3`d Party receivables(Batch)
4. Hardware Quality Assurance Service
New World shall provide Hardware Systems Assurance of Customer's Logos.NET server(s). These services do
not include hardware and/or third party product costs which shall be Customer's responsibility, if required.
Whenever possible,these services will be provided remotely,resulting in savings in travel expenses and time. If on-
site installation is required,Customer will be responsible for the actual travel expenses and time.
a) Hardware Quality Assurance Services(Standard):
Hardware Systems Assurance and Software Installation::
- Assist with High Level System Design/Layout
- Validate Hardware Configuration and System Specifications
- Validate Network Requirements,including Windows Domain
- Physical Installation of New World Application Servers
- Install Operating System and Apply Updates
- Install SQL Server and Apply Updates
- Install New World Applications Software and Apply Updates
- Establish Base SQL Database Structure
- Install Anti-Virus Software and Configure Exclusions
- Install Automated Backup Software and Configure Backup Routines
0 -- Configure System for Electronic Customer Support(i.e.NetMeeting)
Tune System Performance Including Operating System and SQL Resources
- Test High Availability/Disaster Recovery Scenarios(if applicable)
- Provide Basic System Administrator Training and Knowledge Transfer
Document Installation Process and System Configuration
5. Additional Services Available
Additional services are also available at the rate of$170 per hour except for Project Management (beyond those
described in this Agreement)which is at a rate of$200 per hour. These rates are protected for one year from the
Effective Date of this Agreement. After one year, Customer shall pay a mutually agreeable hourly rate for all
Exhibit B2 support services rendered which shall not exceed 3%over the prior Hourly Rate.
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
d) modifying the Licensed Standard Software;
e) designing and programming Licensed Custom Software;and
f) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World and will be
provided at the Hourly Rate).
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a
EXHIBIT C1
AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New
World) and City of San Bernardino,California (Customer)sets forth the standard software maintenance support
services provided by New World for the Exhibit AI applications under Subscription.
1 1. Service Period
This SSMA shall remain in effect for a period of ten (10) years (the SSMA term) beginning on the date of
Agreement execution (the start date) and ending on the same calendar date at the conclusion of the SSMA term
unless extended by written agreement signed by the parties.
i
I 2. Services Included
i
The following services or features are provided under this S SMA at no additional cost,outside of this Agreement,
to Customer:
a) upgrades,including all new releases and revisions,to the Licensed Standard Software during
a
subscription term(prior releases of Licensed Standard Software application packages are
j supported no longer than nine(9)months after a new release is announced by New World);
b) temporary fixes to Licensed Standard Software under subscription(see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m.to 8:00 p.m.(Eastern Time Zone);
e) invitation to and participation in user group meetings;
f) emergency 24-hour per day telephone support, for Aegis CAD only,seven(7)days per week for
Licensed Standard Software. Normal service is available from 8:00 a.m.to 8:00 p.m.(Eastern
t Time Zone). After 8:00 p.m.,the Aegis CAD phone support will be provided via pager and a New
World support representative will respond to CAD service calls within 30 minutes of call
initiation;and
g) integration of the embedded software that is a component of the Exhibit A I Licensed Standard
Software.
Items a,b,c and d above will be distributed to Customer by electronic means.
i
Additional support services are available as requested by Customer using the rates set forth in Exhibit B 1. Exhibit
B I has a description of support services available.
3
' 3. Maintenance for Modified Licensed Standard Software and Custom Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes them) make the modified Licensed Standard Software
more difficult to maintain. New World agrees to provide maintenance support for Custom interfacing software at
no additional expense, outside of this Agreement, to Customer. If New World agrees to provide maintenance
support for Custom Software or Licensed Standard Software modified at Customer's request, or for prior releases
of New World's software,then the additional New World maintenance or support services provided shall be billed
at the then-current Exhibit B I hourly fees.
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3
Exhibit C1/AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
4. Billine
Maintenance costs are covered under the subscription payments in Exhibit AA 1. (If used,any Exhibit B 1 support or
service hours incurred are billed weekly for the previous calendar week.)
5. Additions of Software to Maintenance Agreement
Additional Licensed Standard Software licensed from New World will be added to the SSMA upon delivery. Costs
for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of
the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
1
At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform
to the current specifications set forth in the user manuals, Customer must notify New World in writing that there is
a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to
New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed
defect must accompany each notice. Screen shots of the claimed defect where available shall suffice for the
,4 documented example requirement. New World will review the documented notice and when a feature or report does
i not conform to the published specifications, New World will provide software correction service at no charge. (See
paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided.) A
non-warranty request is handled as a billable Request For Service(RFS)(see Exhibit B 1).
' The no-charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
i World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated;and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
i
s
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EXHIBIT C2
LOGOS STANDARD SOFTWARE MAINTENANCE AGREEMENT
This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New
World) and City of San Bernardino,California (Customer)sets forth the standard software maintenance support
services provided by New World for the Exhibit A2 applications under Subscription.
1. Service Period
This SSMA shall remain in effect for a period of ten (10) years (the SSMA term) beginning on the date of
Agreement execution (the start date) and ending on the same calendar date at the conclusion of the SSMA term
unless extended by written agreement signed by the parties.
2. Services Included
The following services or features are provided under this SSMA at no additional cost,outside of this Agreement,
to Customer:
a) upgrades,including all new releases and revisions,to the Licensed Standard Software during
subscription term(prior releases of Licensed Standard Software application packages are
supported no longer than nine(9)months after a new release is announced by New World);
b) temporary fixes to Licensed Standard Software under subscription(see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m.to 8:00 p.m.(Eastern Time Zone);
AIM'%
e) invitation to and participation in user group meetings;
Items a,b,c and d above will be distributed to Customer by electronic means.
Additional support services are available as requested by Customer using the rates set forth in Exhibit 132. Exhibit
132 has a description of support services available.
3. Maintenance for Modified Licensed Standard Software and Custom Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes them) make the modified Licensed Standard Software
more difficult to maintain. New World agrees to provide maintenance support for Custom interfacing software at
no additional expense, outside of this Agreement, to Customer. If New World agrees to provide maintenance
support for Custom Software or Licensed Standard Software modified at Customer's request, or for prior releases
of New World's software,then the additional New World maintenance or support services provided shall be billed
at the then-current Exhibit 132 hourly fees.
4. Billing
Maintenance costs are covered under the subscription payments in Exhibit AA2. (If used,any Exhibit 132 support or
service hours incurred are billed weekly for the previous calendar week.)
lamkk
L;l
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'k
i
Exhibit C2/LOGOS STANDARD SOFTWARE MAINTENANCE AGREEMENT
i 5. Additions of Software to Maintenance Agreement
Additional Licensed Standard Software licensed from New World will be added to the SSMA upon delivery. Costs
for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of
the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
1
At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform
i to the current specifications set forth in the user manuals, Customer must notify New World in writing that there is
a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to
New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed
defect must accompany each notice. Screen shots of the claimed defect where available shall suffice for the
l documented example requirement.New World will review the documented notice and when a feature or report does
not conform to the published specifications,New World will provide software correction service at no charge. (See
paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided.) A
non-warranty request is handled as a billable Request For Service(RFS)(see Exhibit B2).
The no-charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated;and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
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EXHIBIT D
NEW WORLD SYSTEMS CORPORATION
NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
This Agreement, when accepted and executed by New World, grants the undersigned the permission to use and/or have limited
access to certain New World Systems®Corporation(New World)proprietary and/or confidential information.
Installed At: Citv of San Bernardino Located At: 710 North"D"Street
Customer Name San Bernardino,CA 92401
Authorized Signature of Customer:
Name(Please Print or Type) Title Signature
In exchange for the permission to use or have access to New World proprietary and/or confidential information, including
without limitation, New World software and/or documentation, the organization and individual whose names appear below,
agree to the following:
1. No copies in any form will be made of New World proprietary or confidential information without the expressed written
consent of New World's President,including without limitation,the following:
a) Program Libraries,whether source code or object code;
b) Operating Control Language;
c) Test or Sample Files;
d) Program Listings;
e) Record Layouts;
f) All written confidential or proprietary information originating from New World including without
limitation,documentation,such as user manuals and/or system manuals;and/or
g) All New World Product Bulletins and/or other New World Product related materials.
2. New World software, New World documentation, or other proprietary or confidential information shall not be used for
any purpose other than processing the records of the Customer identified above as permitted in the Customer's Standard
Software License and Services Agreement with New World.
3. The undersigned agree(s) that this Agreement may be enforced by injunction in addition to any other appropriate
remedies available to New World. If it is determined that the money damages caused by the undersigned's failure to
comply with the foregoing terms are difficult to ascertain,they are hereby estimated at liquidated damages of no less than
three times the then-current License Fees for the License Software provided to Customer under the Standard Software
License and Service Agreement between Customer and New World.
4. Nothing contained within this Exhibit shall circumvent Customer's obligations under the Federal Freedom of
Information Act or the California Public Records Act.
Agreed and Accepted by Third Parry(Organization) Agreed and Accepted by Third Party(Individual)
Organization: Individual:
By: By:
Title: Title:
Date: Date:
Accepted and Approved by New World Systems Corp.
By: Approved as to form:
Title: James F.Penman,City Attorney
Date: Date:
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 32 of 42 City of San Bernardino,CA
EXHIBIT E
DEMONSTRATION SITE DISCOUNT
1
3
As a major component of the Subscription Agreement,New World has provided Customer a significant discount
in exchange for the privilege of using Customer's site for demonstration purposes. Accordingly, after the Licensed
Standard Software has been delivered and installed, Customer agrees to act as a demonstration site for prospective
New World customers. Customer also agrees to serve as a reference or remote demonstration site on the telephone
for prospective New World customers. By agreeing to be a demonstration site, Customer is not necessarily
endorsing the New World software and Customer will not actively participate in any type of marketing and
advertising campaign for or on behalf of New World.
Demonstrations will be coordinated with the appropriate Customer personnel and will be scheduled to minimize the
interruption to Customer's operations. New World will provide Customer reasonable notice for preparation.
l
i
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 33 of 42 City of San Bernardino,CA
EXHIBIT F
LOGOS DATA FILE CONVERSION ASSISTANCE
New World will provide conversion assistance to Customer to help convert the existing data files specified below.
If additional files are identified after the contract execution, estimates will be provided to Customer prior to New
World beginning work on those newly identified files.
1. General
a) This conversion effort includes data coming from one unique data source,not multiple sources.
b) No data cleansing,consolidation of records,or editing of data will be part of the data conversion
effort. Data cleansing,removal of duplicate records,and editing must take place by Customer
prior to providing the data to New World
2. New World Responsibilities
a) New World will provide Customer with a conversion design document for signoff prior to
beginning development work on the data conversion. No conversion programming by New
World will commence until Customer approves this document.
b) New World will provide the data conversion programs to convert Customers data from a single
data source to the New World Licensed Standard Software for the specified files that contain
500 or more records.
c) As provided in the approved project plan for conversions,New World will schedule a conversion
analysis trip and a separate data conversion testing trip to Customer's location.The conversion
testing trip for each application is a billable support trip,using standard Exhibit B hours,which is
scheduled in conjunction with the delivery of the converted data to the Customer.
d) New World will provide the Customer up to 3 test sets of the converted data. Additional test
sets requested may/will require additional conversion costs.
e) New World will provide the standard conversion record layouts to the Customer and convert the
available data elements defined in the standard conversion record layouts.
3. Customer Responsibilities
a) Customer will provide data in standard conversion record layouts as provided by New World.
Submitted data files must include an accurate count of records contained in the files.
b) Data will be submitted to New World in one of the following formats: AS/400 files,Microsoft
SQL Server database,Microsoft Access database,Microsoft Excel Spreadsheet,or an ASCII-
format delimited text file.Data and databases will be transferred using the New World ftp site.
c) Customer understands that files or tables containing less than 500 records or table entries will not
be converted.
d) As provided in the project plan for conversions, Customer will provide a dedicated resource in
each application area to focus on conversion mapping and testing. This includes dedicating a
support person(s)whenever New World staff is on site regarding conversions. Roughly a one to
one commitment exists for Customer commitment and New World commitment. Customer
understands that thorough and timely testing of the converted data by Customer personnel is a
key part of a successful data conversion.
e) Customer agrees to promptly review conversion deliveries and signoff on both the conversion
design document and on the final conversion after the appropriate review. Applying the converted
data to the production(Live)environment will constitute conversion acceptance by Customer.
f) If the Customer cannot provide data in the format defined in New World's standard conversion
record layouts then New World will map the data to New World's standard conversion record
layout at the Hourly Rate. The Customer must provide complete file and field definitions for
New World to map the data.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 34 of 42 City of San Bernardino,CA
Exhibit F/DATA FILE CONVERSION ASSISTANCE
4. Files to be converted
Up to 11 files from the following possible sources are included.
Financial
-Vendor Information
-Asset Management(Fixed Assets)
-General Ledger/Budget History
-Purchase Order History
-Accounts Payable History
Payroll
-Employee Information
-Employee Detailed Earnings History
-Position Master File
Community Development
-Permit/Inspection History
-Business License Information/Contractors
-Code Enforcement Violation
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 35 of 42 City of San Bernardino,CA
EXHIBIT G1
i 'wr AEGIS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/MODIFICATIONS
I AND/OR CUSTOM SOFTWARE
1. Definition of Proiect
New World will provide the Customer requested Standard Software Enhancements and/or Custom Software as
discussed below to address the Customer's requirements. Customer agrees to cooperate in not making
I modifications and enhancements too extensive as defined in the 2(b)(1)procedure below.
4
An analysis and assessment to verify the scope of effort for the project will be conducted. A revised estimate for the
modifications/interfaces may be provided at the conclusion of the assessment. Customer may elect to cancel or
proceed with the modifi cations/interfaces based on the revised estimate.
Capabilities included in the initial scope:
a) Custom Software/Interfaces
With New World providing consultation, Customer is responsible for obtaining technical
contacts and/or technical specifications from the third parties involved.
j (1) First-in Fire Station Alerting Interface:
New World will provide a one-way interface from CAD to Westnet First-In Station
Alerting per the Westnet API documentation.
(2) LINX Interface:
New World will provide a one way interface to the LINX data warehouse for the arrest,
case, and warrant modules. This interface will provide the core information from these
modules and the associated information in those modules. The interface will be based on
one of the LEXS PD 3.X formats.
i
2. MethodoloLy to Provide Enhancements and/or Custom Software
s
a) Definition of New World's RcSpuilSiul'L:l"./Ly
This project includes the following activities to be performed by New World.
(1) Review of required features with Customer. Only items identified in Paragraph 1 above will be
provided in this implementation plan.
(2) Preparation of Requirements Document(RD)to include:
• Detailed description of the required feature
• menu samples
• screen samples
• report samples
3
g (3) Programming and programming test.
3
.aj
d
i
CONFIDENTIAL
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3
4
t
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Exhibit G1/CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/
MODIFICATIONS AND/OR CUSTOM SOFTWARE
(4) On-site training,testing and/or other support services at the Hourly Rate.
For modification requiring over fifty (50) hours of work, New World utilizes a design document
procedure [see 2(b)(1) below]. For smaller modifications, New World uses a Request For Service
(RFS)procedure. Both procedures are reviewed with Customer at a pre-installation planning meeting.
The RFS procedure utilizes a form with a narrative description and supporting documentation if
applicable to define the work to be done.
b) Implementation Schedule
Activity Targeted Time Period
(1) Complete Design Review with Customer Staff. Customer To be determined
agrees to be reasonable and flexible in not attempting to design
the modifications to be more extensive than called for in the
scope(cost and schedule)of this project.
(2) New World submits completed RD to Customer. To be determined
(3) RD is accepted and signed off by Customer (no programming To be determined
will be done by New World until the formal sign-off and
Customer's authorization to proceed in writing).
(4) New World completes programming from RD and provides To be determined
modified software to Customer.
(5) Software Modification Acceptance Test based on RD. To be determined
c) Customer's Responsibility
All Customer-requested changes after RD sign-off must be documented by Customer and authorized
in writing including potential costs, if any. Additional changes will most likely delay the schedule and
may increase the cost.
CONFIDENTIAL
3 Agreement 011211 Aegis and Logos FINAL.docx Page 37 of 42 City of San Bernardino,CA
f
]
3
EXHIBIT G2
LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/MODIFICATIONS
AND/OR CUSTOM SOFTWARE
i
a
3
1. Definition of Proiect
i New World will provide the Customer requested Standard Software Enhancements and/or Custom Software as
i
discussed below to address the Customer's requirements. Customer agrees to cooperate in not making
modifications and enhancements too extensive as defined in the 2(b)(1)procedure below.
An analysis and assessment to verify the scope of effort for the project will be conducted.A revised estimate for the
3 modifications/interfaces may be provided at the conclusion of the assessment. Customer may elect to cancel or
proceed with the modifications/interfaces based on the revised estimate.
r
Capabilities included in the initial scope:
i
a) Custom Software/Interfaces
With New World providing consultation, Customer is responsible for obtaining technical
contacts and/or technical specifications from the third parties involved.
(1) Journal Import-Active:
A one-way user initiated batch process to import journal transactions from a third party
system to New World's general ledger.
(2) Journal Import-Utility:
A one-way user initiated batch process to import journal transactions from a third party
system to New World's general ledger.
(3) Journal Import-Chameleon:
A one-way user initiated batch process to import journal transactions from a third party
system to New World's general ledger.
(4) Laser Fiche Interface — Enables the user to directly access a 3`d party document imaging
application to view scanned documents associated to a transaction or master record.
Functionality is currently available in the following areas: Accounts Payable Invoices,
Payments (Checks), Revenue Collection Receipts, Journals, Purchase Orders, Requisitions
and Employees.
(5) Logos NET Inspections to a 3`d Party IVR Interface:
New World will provide an interface that leverages our existing IVR interface which
{ includes the following features:
• Create a Requested Inspection
• Cancel a Requested Inspection
• Get Status of an Inspection
a New features in addition to existing functionality.
i • Ability to schedule an inspection for AM or PM
1 • Automatically schedule an inspection to an inspector based on inspection type and
property zone
• Ability to schedule an inspection for any date in the future (not just the next 2
business days)
• Ability to schedule inspections for code violations
' Note: The interface will leverage our existing IVR interface for inspections and does not
include changes to those features. The expectation is that the IVR vendor will adhere to the
specifications of the existing interface.
s
a
CONFIDENTIAL
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3
:j
)
Exhibit G2/LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/
MODIFICATIONS AND/OR CUSTOM SOFTWARE
2. Methodology to Provide Enhancements and/or Custom Software
a) Definition of New World's Responsibility
This project includes the following activities to be performed by New World.
(1) Review of required features with Customer. Only items identified in Paragraph I above will be
provided in this implementation plan.
(2) Preparation of Requirements Document(RD)to include:
• Detailed description of the required feature
• menu samples
• screen samples
• report samples
(3) Programming and programming test.
(4) On-site training,testing and/or other support services at the Hourly Rate.
For modification requiring over fifty (50) hours of work, New World utilizes a design document
procedure [see 2(b)(1) below]. For smaller modifications, New World uses a Request For Service
(RFS)procedure. Both procedures are reviewed with Customer at a pre-installation planning meeting.
The RFS procedure utilizes a form with a narrative description and supporting documentation if
applicable to define the work to be done.
b) Implementation Schedule
Activity TarEeted Time Period
(1) Complete Design Review with Customer Staff. Customer To be determined
agrees to be reasonable and flexible in not attempting to design
the modifications to be more extensive than called for in the
scope(cost and schedule)of this project.
(2) New World submits completed RD to Customer. To be determined
(3) RD is accepted and signed off by Customer (no programming To be determined
will be done by New World until the formal sign-off and
Customer's authorization to proceed in writing).
(4) New World completes programming from RD and provides To be determined
modified software to Customer.
(5) Software Modification Acceptance Test based on RD. To be determined
c) Customer's Responsibility
All Customer requested changes after RD sign-off must be documented by Customer and authorized
in writing including potential costs,if any. Additional changes will most likely delay the schedule and
may increase the cost.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 39 of 42 City of San Bernardino,CA
New World Sj,'ste n i ,
APPENDIX 1
AEGIS AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
The attached configuration (Exhibit 1)describes the Third Party products and services that New World will obtain
for Customer. By their written approval below, Customer authorizes New World to order the Exhibit I products
for delivery to:
City of San Bernardino
710 North"D"Street
San Bernardino,CA 92401
The payments for Appendix 1 Services are covered under the Cost Summary and Payment Schedule in Exhibit AAL
Customer is responsible for the site preparation and related costs to install the Exhibit 1 Third Party products.
Customer is responsible for any returned product charges, including re-stocking and shipping fees, for all Third
Party products ordered by New World on the Customer's behalf. Travel Expenses incurred by New World are in
addition to the Exhibit 1 cost and will be billed weekly as incurred.
0 The Exhibit 1 components and cost may only be changed by mutual agreement of the parties. If a change order in
the configuration requires additional costs, New World shall notify Customer of the additional costs and with
Customer's approval these costs shall be borne by Customer. Without such approval,the change order will not be
processed.
Customer shall or may be required to execute selectcd agreements with vendors and New World shall not confirm
the ordering of any Exhibit 1 products without Customer's authorized signature on said Agreements. Customer
shall receive the benefit of all warranties,services,etc.provided for in the Agreements.
CONFIDENTIAL
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Nam
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EXHIBIT 1
AEGIS CONFIGURATION
THIRD PARTY PRODUCTS AND SERVICES
THIRD PARTY SOFTWARE
a. Embedded Third Party Software
(includes all Third Party executable components)
b. GIS Software
CAD
-CAD Workstations using ArcGIS Engine Runtime
(33 workstations)
Mobile
-Mobile In-Car Mapping and Routing(156 units)
Geo-File Maintenance Software(ESRI ArcEditor)
-per workstation
c. Diagramming Software(Scene PD)
Enterprise License
THIRD PARTY HARDWARE
d. Hardware,System Software&Services
Lantronix UDS-1100
Bar Coding Scanner Kit
AVL Hardware(191 units)
Digital Camera for Mug Shots
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Agreement 011211 Aegis and Logos FINAL.docx Page 41 of 42 City of San Bernardino,CA
O ESRI Notes
1) Customer will restrict use of the ESRI Software to executable code(used with the Aegis Licensed
Standard Software).
2) Customer will prohibit(a)transfer of the ESRI Software except for temporary transfer in the event of
computer malfunction; (b)assignment,time-sharing, lend or lease,or rental of the ESRI Software or use for
commercial network services or interactive cable or remote processing services;and(c)title to the ESRI
Software from passing to any other party.
3) Customer will prohibit the reverse engineering,disassembly,or decompilation of the ESRI Software and
prohibit duplication of the ESRI Software except for a single archival copy;reasonable Sublicensee backup
copies are permitted.
4) Customer will disclaim,to the extent permitted by applicable law,ESRI's liability for any damages,or
loss of any kind, whether special,direct, indirect,incidental,or consequential,arising from the use of the
ESRI Software.
5) At the termination of their Agreement(Sublicense)with New World,Customer will certify in writing to
New World that it has discontinued use and has destroyed or will return to New World all copies of the
ESRI Software and documentation.
6) Customer will comply fully with all relevant export laws and regulations of the United States to assure that
the ESRI Software,or any direct product thereof,is not exported,directly or indirectly,in violation of
United States law.
7) Customer will prohibit the removal or obscuring of any copyright,trademark notice,or restrictive legend.
8) If New World grants a Sublicense to the United States Government,the ESRI Software shall be provided
with"Restricted Rights".
9) All Aegis/MSP Customers are required to use ESRI's ArcGIS suite of products to maintain GIS data.All
maintenance,training and on-going support of this product will be contracted with and conducted by ESRI.
Maintenance for ESRI's ArcGIS suite of products that are used for maintaining Customer's GIS data will
be contracted by Customer separately with ESRI.
10)The on-going New World SSMA cost is required for any Aegis software changes related to integration with
ESRI software.
11)If a new release of ESRI software is incorporated into the Aegis software,an associated upgrade fee may be
required for the new ESRI software,depending on the potential cost from ESRI;and/or on the scope of
effort required to integrate the new ESRI release with Aegis software.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 42 of 42 City of San Bernardino,CA
Exhibit B
PURCHASE AGREEMENT
CITY OF SAN BERNARDINO and NEXUS INTEGRATED SYSTEMS,INC.
This Purchase Agreement is entered into this 25th day of January, 2011,
by and between Nexus Integration Systems ("Nexus") and the City of San Bernardino ("City"
or "San Bernardino").
WITNESSETH:
WHEREAS, the Mayor and Common Council has determined that it is advantageous
and in the best interest of the City to contract for the upgrade of the City's telephone system;
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages Nexus to provide those
products and services set forth on the Statement of Work, attached herein as Attachment"1"
and fully incorporated herein, on the terms stated therein.
2. COMPENSATION AND EXPENSES.
a. For the products and/or services delineated above, the City, upon presentation of an
invoice, shall pay the Nexus up to the amount of$396,060.71 for materials and
equipment, installation labor, 9% sales tax and a one-year warranty, as set forth on
Schedule "A" to the Statement of Work.
b. No other expenditures made by Nexus shall be reimbursed by City.
3. TERM; TERMINATION.
This project shall be commenced January 25th and shall be completed within 60 days
from award, execution of agreements and progress payment.
4. INDEMNITY.
Nexus agrees to and shall indemnify and hold the City, its elected officials, employees,
agents or representatives, free and harmless from all claims, actions, damages and liabilities of
any kind and nature arising from bodily injury, including death, or property damage, based or
asserted upon any actual or alleged act or omission of Nexus, its employees, agents, or
subcontractors, relating to or in any way connected with the accomplishment of the work or
performance of services under this Agreement, unless the bodily injury or property damage was
actually caused by the sole negligence of the City, its elected officials, employees, agents or
representatives. As part of the foregoing indemnity, Nexus agrees to protect and defend at its
own expense, including attorney's fees, the City, its elected officials, employees, agents or
representatives from any and all legal actions based upon such actual or alleged acts or
omissions. Nexus hereby waives any and all rights to any types of express or implied
indemnity against the City, its elected officials, employees, agents or representatives, with
San Bernardino/News Agreement 1 January 20,2011
x�-
respect to third party claims against the Nexus relating to or in any way connected with the
accomplishment of the work or performance of services under this Agreement.
6. INSURANCE.
While not restricting or limiting the foregoing, during the term of this Agreement,
Nexus shall maintain in effect policies of comprehensive public, general and automobile
liability insurance, in the amount of$1,000,000.00 combined single limit, and shall file copies
of said policies with the City's Risk Manager prior to undertaking any work under this
Agreement. City shall be set forth as an additional named insured in each policy of insurance
provided hereunder. The Certificate of Insurance furnished to the City shall require the insurer
to give City at least thirty (30) days' notice of any change or termination in the policy.
7. NON-DISCRIMINATION.
In the performance of this Agreement and in the hiring and recruitment of employees,
Nexus shall not engage in, nor permit its officers, employees or agents to engage in,
discrimination in employment of persons because of their race, religion, color,national origin,
ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or
sexual orientation, or any other status protected by law.
8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
Nexus warrants that it possesses or shall obtain, and maintain a business registration
certificate as required under Chapter 5 of the Municipal Code, and any other license, permits,
qualifications, insurance and approval of whatever nature legally required of Nexus to practice
its business or profession.
9. NOTICES.
Any notices to be given pursuant to this Agreement shall be deposited with the United
States Postal Service, postage prepaid and addressed as follows:
TO THE City: I. T. Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5947
TO Nexus: Mr. Daniel Hopkins or Mr. Thomas Lyon
27202 W. Tumberry Ln. Suite 100
Valencia, CA 91355
Telephone (949) 265-6045
daniel.hopkins(a-).nexusis.com
10. ATTORNEYS' FEES
In the event that litigation is brought by any party in connection with this Agreement,
the prevailing party shall be entitled to recover from the opposing party all costs and expenses,
San Bemardino/Nexus Agreement 2 January 20,2011
including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of
its rights or remedies hereunder or the enforcement of any of the terms, conditions or
provisions hereof. The costs, salary and expenses of the City Attorney and members of his
office in enforcing this Agreement on behalf of the City shall be considered as "attorneys' fees"
for the purposes of this paragraph.
11. ASSIGNMENT.
Nexus shall not voluntarily or by operation of law assign, transfer, sublet or encumber
all or any part of the Nexus's interest in this Agreement without City's prior written consent.
Any attempted assignment, transfer, subletting or encumbrance shall be void and shall
constitute a breach of this Agreement and cause for the termination of this Agreement.
Regardless of City's consent, no subletting or assignment shall release Nexus of Nexus's
obligation to perform all other obligations to be performed by Nexus hereunder for the term of
this Agreement.
12. VENUE.
The parties hereto agree that all actions or proceedings arising in connection with this
Agreement shall be tried and litigated either in the State courts located in the County of San
Bernardino, State of California or the U.S. District Court for the Central District of California,
Eastern Division. The aforementioned choice of venue is intended by the parties to be
mandatory and not permissive in nature.
13. GOVERNING LAW.
This Agreement shall be governed by the laws of the State of California.
14. SUCCESSORS AND ASSIGNS.
This Agreement shall be binding on and inure to the benefit of the parties to this
Agreement and their respective heirs, representatives, successors, and assigns.
15. HEADINGS.
The subject headings of the sections of this Agreement are included for the purposes of
convenience only and shall not affect the construction or the interpretation of any of its
provisions.
16. SEVERABILITY.
If any provision of this Agreement is determined by a court of competent jurisdiction to
be invalid or unenforceable for any reason, such determination shall not affect the validity or
enforceability of the remaining terms and provisions hereof or of the offending provision in any
other circumstance, and the remaining provisions of this Agreement shall remain in full force
and effect.
17. REMEDIES; WAIVER.
All remedies available to either party for one or more breaches by the other party are
and shall be deemed cumulative and may be exercised separately or concurrently without
San Bemardino/Nexus Agreement 3 January 20,2011
waiver of any other remedies. The failure of either party to act in the event of a breach of this
Agreement by the other shall not be deemed a waiver of such breach or a waiver of future
breaches, unless such waiver shall be in writing and signed by the party against whom
enforcement is sought.
18. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the
parties, and supersedes any prior agreements and understandings relating to the subject manner
of this Agreement. This Agreement may be modified or amended only by a written instrument
executed by all parties to this Agreement.
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
a Dated: , 2011 NEXUS INTEGRATION SERVICES
}
By:
Its:
Dated , 2011 CITY OF SAN BERNARDINO
Bv:
Charles McNeely, City Manager
Approved as to Form:
James F. Penman, City Attorney
By:
3
San Bernardino/Nexus Agreement 4 January 20,2011
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k.!� Connect Coltaharate Create
Statement of Work
Developing advanced technology
solutions for your business
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PREPARED FOR:
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City of San Bernardino
NEC SV8500 IP PBX SYSTEM REPLACEMENT & Contact
Center -City Hall Site
Version1.0 1/19/2011
www.nexusis.com 1800-536-2400 1 info@nexusis.com
ATTACHMENT 1
TEAM CONTACT INFORMATION
Responsibility Client Name Functional
Larry Martin Senior Network Martin LaC@sbcity.org (909)384-5947
Administrator
June Yotsuya IT Director Yotsuya Ju@sbcity.org (909)384-5947
Responsibility Nexus Name Functional Address
Nexus IS Inc. Distribution:
Dan Hopkins Account Manager dan.hopkinsanexusis.com (949)265-6045
Don Shepherd Sales Engineer don.shepherd annexusis.com (949)265-6116
Document Control
Author:Don Shepherd, Sales Engineer
Nexus IS, Inc. Professional Services
Change Authority: Nexus IS Professional Services
Revision History
The table below shows the revision history of this document.
Version No. Issue Date Status Reason for Change
1.0 12/20/2010 Initial Draft
1.1 1/19/2011 DSS Added Call Back feature to Contact Center SOW
for Water&Price Change reduction
Review History
The table below shows the review history of this document.
ReZ'ietRre?s Details I \/erginn No. I date
Nexus IS)) Statement of Work
1 Executive Summary
This statement of work (SOW)identifies the services and activities to be performed by Nexus(and/or
others as identified herein)relative to the installation and programming of a new NEC SV8500 IP PBX
system at the City of San Bernardino-City Hall Site. The new SV8500 will replace the end-of-support
NEC 2400 ICS system currently installed and providing service to the City Hall Facility.
The UNIVERGEO SV8500 communication server shows that it is possible to improve on a family of
products that completely revolutionized the PBX market, the NEC 2400. UNIVERGE SV8500 ups the
ante by adding more applications and features to improve productivity and streamline business
processes.
SAVINGS realized when migrating to the UNIVERGE SV8500:
• License Migration customers will receive an equivalent amount(like for like licenses)when
moving from the NEAX 2400 platform to the UNIVERGE SV8500.
-Terminal Migration customers, existing Series E, Series i, DtermO Cordless and SN716 Desk Console
will work on the UNIVERGE SV8500.
•Application Migration customers with existing Call Center applications, UC applications, OAI
Applications, UA5200 and Wired-for-Wireless products will migrate to the UNIVERGE SV8500.
• The NEAX 2400 End of Life has been announced; the UNIVERGE SV8500 is the "go
forward"product for future development.With the end of NEAX 2400 and NEAX 2400
NTAC support(as announced in Dear Associate Letter 2000-09-106), this new system will again provide
the City Hall site with a new system warranty and NEC NTAC support ongoing.
• The IP design with Embedded VoIP and SIP server provides support for IP stations and IP
trunks, eliminating the requirement for more blades or additional chassis. As a pure IP system, the
SV8500 scales seamlessly to thousands of ports.
• New line-up of next generation UNIVERGE Terminals provides the freedom to tailor
the platform and telephony applications to meet your customers evolving needs. Scalability and
customization through modularity, investment protection with Standard 5 Year Terminal Warranty,XML
open interface support and Bluetooth Handsets are just some of the benefits.
• The UNIVERGE SV8500 is a true Global Product; organizations can take advantage of support for
both VoIP and traditional voice: deployment of a pure IP solution or any combination of IP and traditional
technology.
The new SV8500 platform will be an IP-enabled platform that will support VOIP deployments now. The
new IVR system will be integrated into the new SV8500 IP platform via standard SIP ports (48).
Existing circuit cards will migrate into the new SV8500 platform after a simple chip kit upgrade. Most of
the circuit cards from the 2400 IPX will be reused in the new SV8500.
The services, activities, and responsibilities described within the following sections herein characterize
the full set of deliverables for this project, thus constitutes the working agreement between Nexus and
CITY OF SAN BERNARDINO (Client). Every effort has been made to identify the scope of the project
based on information made available during the engagement to create the SOW.
CITY OF SAN BERNARDINO-Statement of Work Page 4 of 17
Nexus IS» Statement of Work
1 .1 Nexus Profile
Nexus, headquartered in Valencia, California has offices throughout California,Arizona, Oregon and
Washington.The company employs more than 400 people and serves client organizations of all types
and sizes in local, national and international markets.
Nexus specializes in delivering innovative convergence solutions that provide businesses with a distinct
competitive advantage.We understand the challenges posed by today's rapidly evolving technologies
and leverage our extensive engineering team to help our clients meet these challenges.We work hard to
understand the unique needs of each of our clients, and develop a personalized technology strategy to
help them succeed.
1
1 .2 Customer Profile
City of San Bernardino
The City of San Bernardino is a community rich in history and cultural diversity. Influences of Native
Americans, Mexican settlers, Spanish missionaries and Mormon emigrants can still be seen throughout
the City today. From the day in 1810 when Franciscan missionary Father Dumetz named the area San
Bernardino to the present, San Bernardino-nestled south of the San Bernardino Mountains and west of
the lower desert- has been recognized for its scenic beauty and strategic location. Today, the City of San
Bernardino serves as the county seat and is the largest city in the County of San Bernardino with a
population of over 205,000.
l
The location of this project is The City of San Bernardino-City Hall facility located at:
City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
(909)384-5211
Hours of Operation
Monday-Thursday
7:30 a.m. - 5:30 p.m.
Closed Friday, Mayor's Office&Water Department open until 4:30, 2nd Floor Access
CITY OF SAN BERNARDINO-Statement of Work Page 5 of 17
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Nexus IS» Statement of Work
2 Professional Services
2.1 Solution Overview
The purpose of the proposed engagement is to assist CITY OF SAN BERNARDINO with the deployment
of a new NEC SV8500 communications server and software solution. The system is designed to replace
the existing NEC 2400 ICS at the existing City Hall Site and will support a new Contact Center Software
solution, Unified Communications for Business(UCB). Existing circuit cards will be upgraded with chip
kits and migrated to the new system as possible. Digital station sets will be reused throughout the City
Hall facility and new IP sets will be deployed at some locations.
2.2 Scope
SV8500 Communications Server
At the City Hall Site, the SV8500 will replace an existing (End of Life/End of Support)2400 ICS
system that is no longer supported by the manufacturer, NEC America. Upgrades and patches are no
longer available.
The new SV8500 will be installed and programmed at the same location as the existing 2400 system.
This proposal assumes that the existing Series E or Series I telephone sets will be reused and that
those telephone sets are in working order.
A This proposal assumes that the replacement system will be a like-for-like replacement without significant
changes to system programming of individual stations.
A new Contact Center solution will be deployed (UCB) and extensive call flow, auto attendant and live
attendant console applications will be developed and deployed. Agent tracking, reporting and monitoring
will be supported, with agent supervisor capability to monitor and assist. The contact Center will be
equipped for up to 80 concurrent agents logged in. Custom Announcements and detailed reporting will
be provided. A site license for Agent Callback is included.
A new centralized Unified Messaging server will be implemented to replace existing voice mail for up to
1200 users. This system will provide voice mail with Outlook integration for the City staff.
All power sources, grounding and wall mounting space will be reused as appropriate. All existing cabling
will be reused and no new station cabling is included in this proposal.
The new SV8500 will connect to the existing NEC network via the existing CCIS circuits. On-Site System
Administrator training for the SV8500 is included.
The services, activities, and responsibilities described within the following sections herein characterize
the full set of deliverables for this project, thus constitutes the working agreement between Nexus and
CITY OF SAN BERNARDINO. Every effort has been made to identify the scope of the project based on
information made available during the engagement to create the SOW.
CITY OF SAN BERNARDINO-Statement of Work Page 6 of 17
Nexus IS)) Statement of Work
2.3 Project Tasks
Project Tasks
Task CITY OF SAN Nexus
BERNARDINO
Kickoff meeting between CITY OF SAN BERNARDINO and X X
Nexus
Project Planning/Database Design session X X
Equipment Delivery -Rack and Stack Equipment X
Install SV8500 Server and OS—Program System X
Integrate SV8500 to existing LAN/WAN X X
Install SV8500 Circuit Cards and cross connect X
Install UCB servers and develop Contact Center
Install Unified Messaging and set up end user mailboxes
and auto attendants
Install Metropolis Call Accounting software on customer-
provided LAN connected workstation
Test phones and consoles; Test trunks; Test CCIS X X
Validate access to CCIS Network locations; validate X
access to voicemaii ;validate SMDR capture
System Cut Over—place SV8500 into service X
System Administrator Training X X
Project Documentation Delivered X
Project Acceptance Document Signed X X
CITY OF SAN BERNARDINO-Statement of Work Page 7 of 17
�.xr.r re
Nexus IS)) Statement of Work
2.4 Documentation and Deliverables
It is important to note that all documentation will be developed during the duration of the project. As a
part of this SOW the below documentation will be provided.
To customer from Nexus:
( Statement of Work
( As-Built Documentation
( Software CDs and System Technical Documentation CDs
To Nexus IS from customer:
( Signed Statement of Work
( Signed In-Service Acknowledgement Form
2.5 Knowledge Transfer
It is intended that the customer will designate appropriate personnel who are familiar with the project
details and who will continue to maintain the systems after cutover.The knowledge transfer session(s)
provide the basic understanding of how your system(s)operate. Knowledge transfer DOES NOT provide
expert and/or advanced functionality administration. Client should NOT expect to troubleshoot advanced
situations and upgrade their system(s)without assistance from Nexus.
Nexus will provide four(4)administrative knowledge transfer session,for up to four(4)hours each, to
accommodate up to six (6)attendees. The four sessions will cover PBX System Administration; Contact
Center System Administration;Voice Mail System Administration and Call Accounting System
Administration. This session will be conducted on the day after completion of go live support. If a lot of
supervised (over-the-shoulder)knowledge transfer occurs during implementation,the amount of time
spent on administrative knowledge transfer may vary.
2.6 Cutover and first day in Service
This statement of work and associated proposal provides for on-site cut over and first day in service
support.
2.7 Project Completion
Acceptance Criteria for this project are as follows:
( Successful deployment of SV8500 serer connected to existing LAN
( Successful implementation of the City Hall Telephones and Telco Services
( Successful integration to the Unified Messaging Platform
( Successful integration to the UCB Contact Center
( Successful testing of all trunks
( Successful testing of CCIS Features
( Successful capture of SMDR records from all systems on Metropolis Call Accounting
( Successful backup of the City Hall SV8500 system database
CITY OF SAN BERNARDINO-Statement of Work Page 8 of 17
i
Nexus IS)) Statement of Work
( Clean up and removal of old system components, delivered to a City of San Bernardino's
representative
( As-Built Documentation and all system media delivered to City of San Bernardino's
representative.
In order to refuse acceptance of the services performed, CITY OF SAN BERNARDINO must provide
Nexus with full details that show that services do not conform to the SOW. Nexus shall address such non-
conformance in a timely manner. Nexus shall compile an action plan to correct any deficiencies and the
process for acceptance detailed herein shall be repeated until such time as all deficiencies have been
resolved and the services meet the requirements of the SOW. Acceptance may not be withheld due to
defects in services that do not represent a material non-conformance with the requirements of the SOW.
At the conclusion of the project, CITY OF SAN BERNARDINO will have deployed a solution as described
throughout the various applicable contractual documents including but not limited to this Statement of
Work.
As acknowledgement that the system has been placed into commercial operation, CITY OF SAN
BERNARDINO will sign an"In-service Acknowledgement"form,which may list certain minor items that
were not yet able to be deployed. These items(if any)will also have documented due dates for the
expected completion date. Other items listed could include as-built documentation and or drawings as
applicable based on what was purchased in the agreement.
2.8 Post cutover Support Options
The proposal includes 1 year of software support from the manufacturer. Nexus recommends that each
Client consider the appropriate level of support for their implementation. The Nexus Support Services
(NTAC)organizations are dedicated to providing several options that are designed to assist with your
continued success after this consulting engagement has ended. Options for continued support can be
discussed with your Account Executive and quoted at any time before, during or after the engagement.
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CITY OF SAN BERNARDINO-Statement of Work Page 9 of 17
Nexus IS» Statement of Work
3 Assumptions and Responsibilities
The following assumptions were made to create this Statement of Work. Should any of these
assumptions prove to be incorrect or incomplete then Nexus will request a change from THE CITY.. Any
such modifications shall be managed by the Change Management Procedure described in Section 5.
3.1 General Assumptions
( Project duration will be heavily dependent on equipment delivery and client readiness levels.
( VPN access will be provided to Nexus resources(via WEBEX)to allow for work to be
accomplished remotely when applicable.
( The quality of a VoIP call depends on many factors, including network traffic, LANMAN
engineering (ie-setting up QoS across network, CODECS being used), and network carrier
facilities. Business voice quality can be achieved with proper engineering and carrier SLA's in
place (when involving WAN), but is not 100% guaranteed. Nexus understands that THE CITY. is
currently waiting on budget approval for planned network upgrades. Current network
performance is unknown.
( In order for VOIP quality to sustain acceptable levels, please note that Nexus IS recommends
customers maintain SLA's with their network service provider for WAN services. Nexus IS cannot
be held responsible for voice quality issues if the following network guidelines are not consistently
met by the CUSTOMER and the network and/or the network service provider:
o Network delay—maximum 180ms one-way between endpoints;
o Network Jitter—<20ms between endpoints;
o Packet Loss—maximum 1% between endpoints.
o The network service provider should provide documentation of these parameters in order
to verify that these guidelines are being met for WAN services.
3.2 Server Assumptions
( It is assumed that the SV8500 software will be deployed on all-new server equipment(server
provided within this proposed scope). Customer will provide rack space and a UPS for the server
along with an Ethernet switch port and two static IP addresses for the NEC SV8500 (this server).
( Customer will provide Nexus resources with IP addresses and a Guest Administrative account
during the duration of the project as well as VPN access for ongoing System Administration.
3.3 Customer Responsibilities
( Client will appoint and make available a single point of contact or project manager designated to
work with Nexus for all aspects related to the completion of Services. Client agrees that the
SPOC will have authority to act on behalf of Client.
( Client will provide access to staff resources(dedicated or part time).
( Client shall ensure that adequate access to workspace and resources (i.e. Internet, telephone,
etc.)is available at each facility where services will be provided by Nexus
CITY OF SAN BERNARDINO-Statement of Work Page 10 of 17
Nexus IS» Statement of Work
( Client will be responsible for all Network related configuration including VLANS. Customer will
provide Nexus resources with IP addresses and a Guest Administrative account during the
duration of the project as well as VPN access for ongoing System Administration.
3.4 Nexus Responsibilities
( Nexus will ensure that consultants assigned to this project are certified and knowledgeable in
the products and technologies outlined in this SOW.
( Nexus will ensure that project issues are brought to the attention of the Client point of contact or
project manager in a timely manner to ensure timely resolution with minimal Customer impact to
the project timeline.
3.5 Project Management Responsibilities
Upon execution of this SOW by both parties and Nexus' receipt of the executed SOW, signed Schedule A
and Purchase Agreement from the customer, Nexus will determine the optimal start date and
cutover/delivery date based on discussions with the Nexus sales team, project coordination resource,
Nexus technical resources, and the customer.
All Project management will be performed remotely. Status meetings/conference calls will typically be
driven by the Nexus Project Manager.
The Project Manager will organize and coordinate the following tasks including but not limited to:
( The procurement, staging and delivery of the equipment purchased
( The scheduling of Nexus resources
( The coordination of required customer resources and associated tasks
( The planning of installation activities utilizing the timeline established after the kick off meeting as
the guide
( Act as the single point of contact for change control, escalation and acceptance activities for the
implementation team efforts defined within this SOW.
3.6 Project Kickoff
The purpose of the project kickoff meeting is to transition the project from the design and purchase
process to the implementation phase. The agenda of the meeting will include the review of the contract
terms, and key project task areas. The key stakeholders need to attend to agree on roles and
responsibilities, establish joint planning, and define short-term deliverables for both Nexus and the
Customer. This is typically a remote meeting with the added attendance of the Nexus Advance Solutions
Executive, Sales Engineer and Deployment Engineer(s)either live or remotely, as well as the customers'
key stakeholders.
At a minimum,the agenda will also include the following planning activities:
( Validate the Bill of Materials as itemized on the agreement
( Review various other specifics of this Statement of Work
( Develop&verify the contact and escalation list
CITY OF SAN BERNARDINO-Statement of Work Page 11 of 17
Nexus IS)) Statement of Work
( Communication plan that defines the understanding as to how Nexus and the customer agree
to communicate on all project related information ranging from non-critical information to
critical information.
( Change Management Plan. This is how Nexus and the customer will manage changes during
the project lifecycle. It is common for changes to occur during a project for a multitude of
reasons and it is vital that a plan is in place to document and execute changes on a written
change order as they arise. If changes occur that have an impact on the initial timeline, the
Project Manager will make changes to reflect any associated milestone impacts that may
arise as the direct result of the change(s).
( Site test, acceptance process and criteria based on the scope of the project
CITY OF SAN BERNARDINO-Statement of Work Page 12 of 17
Nexus IS» Statement of Work
4 Project Team & Estimated Duration
This section is an overview of the proposed project team,from a Nexus IS and client perspective,which is
deemed necessary to complete the project.
( Nexus Project Manager
( Nexus Systems Engineer
( Nexus Systems Support Team (engaged as needed)
( CITY OF SAN BERNARDINO technical lead
4.1 Proposed Schedule
The proposed start date provided in this statement of work is an estimate. The Project start date can be
confirmed only after a signed copy of this agreement, along with a copy of a purchase order, are
submitted to Nexus. Unless otherwise agreed upon by both parties, Nexus Professional Services
generally require two (2)weeks' lead time to start a project.
Once confirmed, changes to the scheduling of a project phase will be subject to terms outlined in the
`Cancellation Policy' section.
The consulting services included in this project are based on a continuous work effort with no
interruptions in team resource allocation.
A"day"is defined as eight(8) hours of work conducted between 8am and 5pm in the local time zone.
The work schedule may be adjusted by mutual agreement to accommodate Client work hours or special
circumstances.
Nexus will present a Project Schedule as a first deliverable once the SOW and Purchase agreements
have been signed.
CITY OF SAN BERNARDINO-Statement of Work Page 13 of 17
Nexus IS» Statement of Work
5 Change Control
It may become necessary to amend this SOW for reasons including, but not limited to, the following:
( CITY OF SAN BERNARDINO changes to the SOW and/or specifications for the services.
( CITY OF SAN BERNARDINO changes to the project plan.
( Unavailability of resources that are beyond either party's control.
( Environmental or architectural conditions not previously identified.
In the event either party desires to change this SOW,the following procedures shall apply:
( The party requesting the change will deliver a Change Order Form to the other party.The
Change Order Form will describe the nature of the change, the reason for the change, and the
effect the change will have on the Statement of work,which may include changes to the
deliverables and/or the schedule.
( A Change Order Form may be initiated either by the Customer or by Nexus for any changes to
the SOW. The Project Coordinator of the requesting party will review the proposed change with
his/her counterpart. The parties will evaluate the Change Order Form and negotiate in good faith
the changes to the services and the additional charges, if any, required to implement the change
order. If both parties agree to implement the change order, the appropriate authorized
representatives of the parties will sign the change order, indicating the acceptance of the changes
by the parties.
( Upon execution of the Change Order Form,the Change Order Form will be incorporated into the
SOW.
( Nexus is under no obligation to proceed with the Change Order Form until such time as the
Change Order Form has been agreed upon by both parties.
( Payment terms for all change orders are due within net 30 days of receipt of invoice.
CITY OF SAN BERNARDINO-Statement of Work Page 14 of 17
Nexus IS i,% Statement of Work
6 Pricing
Client is responsible for issuing a purchase order for both the project cost as well as estimated expenses
(listed below) no later than thirty(30)business days prior to the start of the engagement.
Equipment Total 229,850.20
Sales Tax 8.75% 20,686.52
Warranty(1 year) 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129,433.49
Total Investment $396,060.72
0
0
CITY OF SAN BERNARDINO-Statement of Work Page 15 of 17
Nexus IS» Statement of Work
7 Payment Terms and Conditions
PAYMENT TERMS: CpmfCti"nd'at,E iJaps
50% Due at signing
40% Due upon the receipt of Majority (+90%) of materials
10% Due on Substantial Completion
Project Completion
Upon Nexus' completion of the professional services, Nexus shall notify City of San Bernardino of
completion of a specific milestone or service performed by providing an In-Service Acknowledgement
Form. City of San Bernardino has five(5)working days from the receipt of the In-Service
Acknowledgement Form to schedule appropriate personnel to review the particular milestone or services
performed and sign the in-Service Acknowledgement Form. Signing of the in-Service Acknowledgement
Form, or City of San Bernardino's failure to respond to the form within the designated five(5)day period,
signifies City of San Bernardino's acceptance of the milestone and that services have been performed as
described in the In-Service Acknowledgement Form and in accordance with the SoW.
In order to refuse acceptance of the services performed, City of San Bernardino must provide Nexus with
full details that show that services do not conform to the SOW. Nexus shall address such non-
conformance in a timely manner. Nexus shall compile an action plan to correct any deficiencies and the
process for acceptance detailed herein shall be repeated until such time as all deficiencies have been
resolved and the services meet the requirements of the SoW. Acceptance may not be withheld due to
defects in services that do not represent a material non-conformance with the requirements of the SoW.
At the conclusion of this project, City of San Bernardino will have deployed a solution as described
throughout the various applicable contractual documents including but not limited to this Scope of Work.
As acknowledgement that the system has been placed into commercial operation, City of San Bernardino
will sign an "in-service Acknowledgement"form, which may list certain minor items that were not yet able
to be deployed. These items(if any)will also have documented due dates for the expected completion
date. Other items listed could include as-built documentation and or drawings as applicable based on
what was purchased in the agreement.
Nexus IS Inc. warrants that the services shall be provided by competent personnel in accordance with
applicable professional standards
CITY OF SAN BERNARDINO-Statement of Work Page 16 of 17
Nexus IS)) Statement of Work
Statement of Work Sign off
City of San Bernardino Agreement of Terms Nexus Agreement of Terms
I do hereby agree to the solution as set forth I do hereby agree to the solution as set forth
within this Statement of Work. within this Statement of Work.
Name: Name:
Title: Title:
Signature: Signature:
Date: Date:
APPROVED AS TO FORM:
James F. Penman,
City Attorney
By•
• r
CITY OF SAN BERNARDINO-Statement of Work Page 17 of 17
N Et] ` S )) System Line Item List
for
City of San Bernardino
SCHEDULE A-ORDER SUMMARY-SV8500 System
MDxx to SV8500 Migration reusing existing Digital interface cards. Ckipkii upgrade for Digit,,l cards included.
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
1 9365651 1 SV8500 SYSTEM(MI RATION) 1777 1,477.
2 8510000 1 SV8500 DVD 16.07 16.07
3 8510005 1 85-106 S3 MAIN SYSTEM 1,445.85 1,445.85
4 8510100 1 SV8500 GENERIC SOFTWARE LICENS 68.76 68.76
5 8510401 1 SV8500 CCIS/FCCS NETWORK OPTIO 2,054.71 2,054.71
6 8510800 65 SV8500IP ENDPOINT LICENSE 1,545.45 23.78
7 8510999 8 SV8500 384 PORT CAPACITY OPTIO 11,566.80 1,445.85
8 8520001 2 SCF-CPOO-A 10,233.41 5,116.70
9 8520004 2 SN1753 PWRMAC 1,461.92 730.96
10 8520005 1 SCG-PC00-A 908.48 908.48
11 8520006 1 SCG-M00-A 375.92 375.92
12 8520009 2 SCG-GTOI-A 1,127.76 563.88
13 8520010 1 SCG-1000-A 824.94 824.94
14 8520011 7 UNIVERGE SV8500 PIR 9,794.83 1,399.26
15 8520012 1 UNIVERGE SV8500 TSWR 4,072.48 4,072.48
16 8520014 2 UNIVERGE SV8500 FANU(V) 1,545.45 772.73
17 8520016 3 SN1749 BASEUD-A 1,472.36 490.79
18 8520022 1 SV8500 L-SPARE FUSE A 137.20 137.20
19 8520023 2 UNIV+80 V MESSAGE POWER UNIT- 1,024.95 512.47
20 8520025 2 CF-2G-A PROGRAMMED 438.57 219.29
21 8520027 1 SCG-M02-A 465.89 465.89
22 8522001 4 SPH-SW12 TSW-UA 7,306.36 1,826.59
23 8522002 14 PH-PC36 5,244.90 374.64
24 8522004 7 PA-PW55-C 2,402.04 343.15
25 8522005 7 PA-PW54-C 3,200.47 457.21
26 8522006 2 PH-PW14 387.49 193.74
27 8522007 2 SPH-GT09 1,096.28 548.14
28 8522008 2 SPA-8RSTAD-A 1,664.33 832.17
29 8522012 1 SPA-4DATBA-B 451.43 451.43
30 8522023 2 PH-CK20 PLO 1,187.52 593.76
31 8522028 2 SPH-PC20B-A 806.46 403.23
32 8524003 2 SPA-16COTBEB-A 3,378.79 1,689.40
33 8524005 1 SPA-DTIC-A 1,278.45 1,278.45
34 8524008 2 SPA-PRTC-B 5,022.56 2,511.28
35 8524011 1 SPA-32IPPADB 2,465.66 2,465.66
36 8525008 1 SN716 DESK CONSOLE PACKAGE 947.19 947.19
0 37 8528005 1 D15F EXALM CA-A 91.89 91.89
38 8528006 5 D15 ST CA-A 349.82 69.96
39 8528010 14 MT24-D25 CA-A 950.24 67.87
40 8528011 14 D37-D25 CA-A 2,251.35 160.81
41 8528012 2 D37 EXCLK CA-A 313.27 156.63
42 8528013 2 D37-SC50 CA-B 329.98 164.99
43 8528014 2 D15 ST-F CA-C 2 88.21 144.10
44 8528015 7 3P PWR CA-A 146.19 20.88
45 8528016 7 3P PWR CA-B 146.19 20.88
46 8528017 1 SV 4PORT CA-A 250.61 250.61
47 8528019 3 SV8500 GC POWER CABLE KIT-DC 120.49 40.16
48 8528020 1 D15 ST CA(S)-A 73.10 73.10
49 8528400 1 2400 RS-232C CA-1 40.81 40.81
50 8530201 2 SPA-16ELCN-C 4,488.56 2,244.28
51 8535100 5 CHIP KIT SP-3125(16ELCH PROG- 963.90 192.78
52 8535103 1 CHIP KIT SP-3935(16ELCJB PROG 240.98 240.98
53 8535250 1 CHIP KIT SP-3010(24DTR PROG-A 38.56 38.56
54 8535285 5 CHIP KIT SW-200(24CCT PROG-A) 192.78 38.56
55 8540091 1 SV8500 REPLACING MMG SYSTEM 0.00 0.00
56 8540100 1 SV8500 LICENSE TRANSFER 1,606.50 1,606.50
57 APPLICATION SERVER ITEMS
58 542216 2 EXPRESS5800 2U/WIN OS/SILVER 7,966.01 3,983.00
59 APPS I ITEMS
60 225316 1 UCB 5.0 CORE SW(USB) 54.40 54.40
61 225200 1200 UC4B PER USER LICENSE 15,541.58 12.95
62 225201 1 CT CONTROL-5 USER BASE 3,899.21 3,899.21
63 225202 15 CT CONTROL-5 USER AO 16,363.99 1,090.93
64 225204 1 AGENT DESKTOP-5 USER BASE 2,746.54 2,746.54
65 225205 15 AGENT DESKTOP-5 USER AO 16,363.99 1,090.93
66 225207 1 CUSTOM ANNOUNCE-4 PORT BASE 5,070.01 5,070.01
67 225208 3 CUSTOM ANNOUNCE-4 PORT AO 5,082.10 1,694.03
68 225210 1 CALLBACK-PER SITE LICENSE 7,033.86 7,033.86
69 225236 1 NEC SOFT PORTS ENABLED(FIRST 4 482.22 482.22
70 225237 9 NEC SFT PTS ENABLED(PER AO 4 P 5,777.58 641.95
71 225239 1 DASHBOARD-5 USER BASE 962.28 962.28
72 225248 1 CONSOLE-1 USER BASE 1,813.18 1,813.18
73 TERMINAL ITEMS
74 680010 26 DTL-8LD-1(BK)TEL 4,076.28 156.78
75 780135 1 AC-2R 11.23 11.23
76 220500301 1 MNT UCB/QM I-YEAR CONTRACT 0.00 0.00
77 390000301 1 MNT SINGLE YEAR CONTRACT 0.00 0.00
78 ASSOCIATE MAINTENANCE ITEMS
1 of2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing 1/19/2011
NE , ` US )) System Line Item List
for
I,u,egca[ior Snrv.e.-s
City of San Bernardino
SCHED ULE A-ORDER SUMMARY-SV8500 System
MDxx to SV8500 Migration reusing existing Digital interface cards.Clipkit upgrade for Digital cards included.
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
w 79 220500081 809 MNT UCB/QM SW PREMIUM APS1 11,649.60 14.40
80 8510999081 96 MNT SV8500 SW PREMIUM APS 6,220.80 64.80
81 Miscellaneous Installation Hardware
82 VEX-25PX50180DEC 86 25PX50-180 Amphenol Cables 3,508.80 40.80
83 AMP-558842-1 1 AMP 100-Pair I IOConnect Wiring Block 14.40 14.40
84 AMP-558402-1 450 AMP I IOConnect 5-Pair Terminating Block 291.60 0.65
85 AMP-558843-1 7 AMP 300-Pair I IOConnect Wiring Block 200.76 28.68
86 Metropolis Call Accountine Hardware&Software
87 OfficeWatch Enterprise Software(Needed for Mulit Site)
88 OWE2000 1 OfficeWatch Enterprise Software Up to 2000 Extensions 11,021.25 11,021.25
89 Chatsworth Equipment Racks
90 55053-503 1 Chatsworth 19"X 7'Standard Floor Equipment Rack 111.61 111.61
91 999999 1 Miscellaneous Material Per Rack 60.00 60.00
92 Miscellaneous Equipment
93 NEC-200208 32 SPA-16LCBJ-B 16,896.00 528.00
94 Credits
95 9999999 1 NEC Software Discount -15,152.19 0.00
96
Equipment Total 22 50.2
Sales Tax 9% 20,686.52
Warranty 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129.433.49
Total Investment 396,060.71
This price includes material,installation labor,9%sales tax,and a one year warranty.
This quote is valid until Sunday,March 20,2011
Authorized Customer Signature Payment Terml 50%/$198030.36
Payment Term2 40%/$158424.28
Payment Term3 10%/$39606.07
Authorized Nexus IS Entity Signature Payment Term4 0%/$0
The Customer's signature acknowledges that the Customer has read and accepted the terms and conditions of the above
referenced contract,the customer authorizes Nexus IS to obtain credit information prior to accepting this order.
`'a+wyY
2 of 2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing 1/19/2011
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Exhibit C
1 NEW TELEPHONE EQUIPMENT PURCHASE
Ck 2 MEMORANDUM OF UNDERSTANDING
3 THIS MEMORANDUM OF UNDERSTANDING (MOU) is made and entered into this 24th day of
4 January, 2011, by and between the City of San Bernardino, a charter city (City) and San Bernardino Board of
5 Water Commissioners, by and through the City of San Bernardino Municipal Water Department. (Department),
6 sometimes jointly referred to herein as the"Parties".
7 Recitations:
g WHEREAS, the City and the Department are discrete entities pursuant to the Charter of the City of San
9 Bernardino; and
10 WHEREAS, both Parties agree that the existing telephone system cannot offer the type of technology
11 necessary to effectively support the requirements of existing customers of the Department or the citizens of the
12 City; and,
13 WHEREAS, both Parties agree that a complete replacement of the telephone system at this time would
14 be very costly and would require installation of new cable; and
15 WHEREAS, both Parties seek to address the most immediate needs of the either Party and to address
16 the life span of the existing telephone system hardware; and
17 WHEREAS, it is acknowledged that a phased upgrade to the existing telephone system resulting in an
18 immediate improvement of the core telephone switch hardware and software in City Hall is more cost effective
19 in the near term; and
20 WHEREAS, this minimum upgrade would position the Parties to allow for the reuse of most of the
21 existing telephone hardware until such time a system overall can be implemented; and
22 WHEREAS, The Department has agreed to fully purchase the proposed telephone switch upgrade at a
23 total approximate cost of$400,000 and the City has agreed to pay the Department its share of ownership in the
24 upgrade $220,000 (55%); and
25 NOW THEREFORE, it is hereby agreed by the Parties as follows:
26 1. ACQUISITION. The Department shall fully purchase the proposed telephone switch upgrade at a total
27 cost of$400,000 from the Nexus Corporation before March 30, 2011.
28 2. TERMS: The City shall pay the Department$44,000 on or before January 30, 2012 and hereinafter
annually for a term of five years totaling$220,000 at the conclusion of the five year payment plan in January
Page 1 of 2
1 2017. Both Parties' respective share of ownership shall be established upon the immediate purchase of the
2 telephone upgrade by the Department.
3 3. FEATURES: The initial features include a schedule of work as attached in Exhibit A. The Department
4 shall pay for any additional functional features of the telephone system that they deem to use for their specific
5 needs. The purchase of additional telephone functions to the system upgrade does not change the percentage of
6 ownership of either party.
7 4. MAINTENANCE: Any maintenance costs that not covered by existing maintenance agreements shall be
8 paid for by both Parties based on their respective share of ownership.
9 5. LIABILITY: The City shall bear all costs and shall indemnify and hold harmless the Board and its agents
10 of any claim, action or liability arising from the creation of this document or performance of the requirements
11 hereof by the Parties.
12 This MOU is executed by and between the City and the Department for the provision of services defined
13 above.
14
15 CITY OF SAN BERNARDINO
16 BOARD OF WATER COMMISSIONERS
17
Date:
18 Toni Callicott, President
19
Date: Robin L. Ohama,
2 0 Deputy City Clerk&Ex-Officio Secretary
21 CITY OF SAN BERNARDINO
22
Date:
23 Charles E. McNeely, City Manager
24 Approved as to Form: ATTEST:
25
26 James F. Penman, City Attorney Rachel Clark, City Clerk
27
28
Page 2 of 2
N El U S ,� System Line Item List
for
I�teorat� rves• ,
City of San Bernardino
SCHEDULE A-ORDER SUMMARY-SV8500 System
MDxx to SV8500 Migration reusing existing Digital interface cards.Chipkit upgrade for Digital cards included.
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
1 8500001 1 SV8500 SYSTEM(MIGRATION) 1,477.98 1,477.98
2 8510000 1 SV8500 DVD 16.07 16.07
3 8510005 1 85-106 S3 MAIN SYSTEM 1,445.85 1,445.85
4 8510100 1 SV8500 GENERIC SOFTWARE LICENS 68.76 68.76
5 8510401 1 SV8500 CCIS/FCCS NETWORK OPTIO 2,054.71 2,054.71
6 8510800 65 SV8500IP ENDPOINT LICENSE 1,545.45 23.78
7 8510999 8 SV8500 384 PORT CAPACITY OPTIO 11,566.80 1,445.85
8 8520001 2 SCF-CP00-A 10,233.41 5,116.70
9 8520004 2 SN1753 PWRMAC 1,461.92 730.96
10 8520005 1 SCG-PCOO-A 908.48 908.48
11 8520006 1 SCG-M00-A 375.92 375.92
12 8520009 2 SCG-GTOI-A 1,127.76 563.88
13 8520010 1 SCG-IO00-A 824.94 824.94
14 8520011 7 UNIVERGE SV8500 PIR 9,794.83 1,399.26
15 8520012 1 UNIVERGE SV8500 TSWR 4,072.48 4,072.48
16 8520014 2 UNIVERGE SV8500 FANU(V) 1,545.45 772.73
17 8520016 3 SN1749 BASEUD-A 1,472.36 490.79
18 8520022 1 SV8500 L-SPARE FUSE A 137.20 137.20
19 8520023 2 UNIV+80 V MESSAGE POWER UNIT- 1,024.95 512.47
20 8520025 2 CF-2G-A PROGRAMMED 438.57 219.29
21 8520027 1 SCG-M02-A 465.89 465.89
22 8522001 4 SPH-SW12TSW-UA 7,306.36 1,826.59
23 8522002 14 PH-PC36 5,244.90 374.64
24 8522004 7 PA-PW55-C 2,402.04 343.15
25 8522005 7 PA-PW54-C 3,200.47 457.21
26 8522006 2 PH-PW14 387.49 193.74
27 8522007 2 SPH-GT09 1,096.28 548.14
28 8522008 2 SPA-8RSTAD-A 1,664.33 832.17
29 8522012 1 SPA4DATBA-B 451.43 451.43
30 8522023 2 PH-CK20 PLO 1,187.52 593.76
31 8522028 2 SPH-PC20B-A 806.46 403.23
32 8524003 2 SPA-16COTBEB-A 3,378.79 1,689.40
33 8524005 1 SPA-DTIC-A 1,278.45 1,278.45
34 8524008 2 SPA-PRTC-B 5,022.56 2,511.28
35 8524011 1 SPA-32IPPADB 2,465.66 2,465.66
36 8525008 1 SN716 DESK CONSOLE PACKAGE 947.19 947.19
37 8528005 1 D15F EXALM CA-A 91.89 91.89
38 8528006 5 D15 ST CA-A 349.82 69.96
39 8528010 14 MT24-D25 CA-A 950.24 67.87
40 8528011 14 D37-D25 CA-A 2,251.35 160.81
41 8528012 2 D37 EXCLK CA-A 313.27 156.63
42 8528013 2 D37-SC50 CA-B 329.98 164.99
43 o528014 2 D15 ST-F CA-C 288.21 1144.10
44 8528015 7 3P PWR CA-A 146.19 20.88
45 8528016 7 3P PWR CA-B 146.19 20.88
46 8528017 1 SV 4PORT CA-A 250.61 250.61
47 8528019 3 SV8500 GC POWER CABLE KIT-DC 120.49 40.16
48 8528020 1 D15STCA(S)-A 73.10 73.10
49 8528400 1 2400 RS-232C CA-1 40.81 40.81
50 8530201 2 SPA-16ELCN-C 4,488.56 2,244.28
51 8535100 5 CHIP KIT SP-3125(16ELCH PROG- 963.90 192.78
52 8535103 1 CHIP KIT SP-3935(16ELCJB PROG 240.98 240.98
53 8535250 1 CHIP KIT SP-3010(24DTR PROG-A 38.56 38.56
54 8535285 5 CHIP KIT SW-200(24CCT PROG-A) 192.78 38.56
55 8540091 1 SV8500 REPLACING MMG SYSTEM 0.00 0.00
56 8540100 1 SV8500 LICENSE TRANSFER 1,606.50 1,606.50
57 APPLICATION SERVER ITEMS
58 542216 2 EXPRESS5800 2U/WIN OS/SILVER 7,966.01 3,983.00
59 APPS 1 ITEMS
60 225316 1 UCB 5.0 CORE SW(USB) 54.40 54.40
61 225200 1200 UC413 PER USER LICENSE 15,541.58 12.95
62 225201 1 CT CONTROL-5 USER BASE 3,899.21 3,899.21
63 225202 15 CT CONTROL-5 USER AO 16,363.99 1,090.93
64 225204 1 AGENT DESKTOP-5 USER BASE 2,746.54 2,746.54
65 225205 15 AGENT DESKTOP-5 USER AO 16,363.99 1,090.93
66 225207 I CUSTOM ANNOUNCE-4 PORT BASE 5,070.01 5,070.01
67 225208 3 CUSTOM ANNOUNCE-4 PORT AO 5,082.10 1,694.03
68 225210 1 CALLBACK-PER SITE LICENSE 7,033.86 7,033.86
69 225236 1 NEC SOFT PORTS ENABLED(FIRST 4 482.22 482.22
70 225237 9 NEC SFT PTS ENABLED(PER AO 4 P 5,777.58 641.95
71 225239 1 DASHBOARD-5 USER BASE 962.28 962.28
72 225248 1 CONSOLE-1 USER BASE 1,813.18 1,813.18
73 TERMINAL ITEMS
74 680010 26 DTL-8LD-1(BK)TEL 4,076.28 156.78
75 780135 1 AC-2R 11.23 11.23
76 220500301 1 MNT UCB/QM I-YEAR CONTRACT 0.00 0.00
77 390000301 1 MNT SINGLE YEAR CONTRACT 0.00 0.00
78 ASSOCIATE MAINTENANCE ITEMS
of 2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing 71
Exhibit A):.
e
N E ; S )) System Line Item List
for
City of San Bernardino
SCHEDULE A-ORDER SUMMAR Y-SV8500 System
MD---,c to SV8500 Migration reusing existing Digital interface cards.Chipkit upgrade for Digital cards included
LINE# PART# QTY DESCRIPTION $fTotal Unit Pre Order
79 220500081 809 MNT UCB/QM SW PREMIUM APS1 11,649.60 14.40
80 8510999081 96 MNT SV8500 SW PREMIUM APS 6,220.80 64.80
81 Miscellaneous Installation Hardware
82 SEX-25PX50180DEC 86 25PX50-180 Amphenol Cables 3,508.80 40.80
83 AMP-558842-1 1 AMP 100-Pair l IOConnect Wiring Block 14.40 14.40
84 AMP-558402-1 450 AMP 110Conneet 5-Pair Terminating Block 291.60 0.65
85 AMP-558843-1 7 AMP 300-Pair I IOConnect Wiring Block 200.76 28.68
86 Metropolis Call AccountinE Hardware&Software
87 OfficeWatch Enterprise Software(Needed for Mulit Site)
88 OWE2000 1 OfficeWatch Enterprise Software Up to 2000 Extensions 11,021.25 11,021.25
89 Chatsworth Equipment Racks
90 55053-503 1 Chatsworth 19"X 7'Standard Floor Equipment Rack 111.61 111.61
91 999999 1 Miscellaneous Material Per Rack 60.00 60.00
92 Miscellaneous Equipment
93 NEC-200208 32 SPA-16LCBJ-B 16,896.00 528.00
94 Credits
95 9999999 1 NEC Software Discount -15,152.19 0.00
96
Equipment Total 229,850.20
Sales Tax 9% 20,686.52
Warranty 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129.433.49
Total Investment 396,060.71
This price includes material,installation labor,9%sales tax,and a one year warranty.
This quote is valid until Sunday,March 20,2011
Authorized Customer Signature Payment Term 50%/$198030.36
Payment Term2 40%/$158424.28
Payment Term3 10%/$39606.07
Authorized Nexus IS Entity Signature Payment Term4 0%/$0
The Customer's signature acknowledges that the Customer has read and accepted the terms and conditions of the above
referenced contract,the customer authorizes Nexus IS to obtain credit information prior to accepting this order.
2of2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing Higo3116ad8c MPtiet"jSSEh ItYon 1/19/2011
APW*A
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New World Si,stenls '
Elie Public Sector Soyhrary("wnTlanP
STANDARD SOFTWARE LICENSE SUBSCRIPTION AND SERVICES AGREEMENT
January 12,2011
This Standard Software License Subscription and Services Agreement which includes the attached Exhibits ("this
Agreement") is between New World Systems Corporation("New World"), a Michigan Corporation and City of
San Bernardino,California("Customer"). This Agreement sets forth the terms and conditions under which New
World will furnish the Licensed Products and will provide certain services described herein to Customer.
The attached Exhibits include:
Exhibit AAl................... AEGIS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit AA2................... LOGOS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
Exhibit Al ..................... AEGIS LICENSED STANDARD SOFTWARE AND FEES
Exhibit A2..................... LOGOS LICENSED STANDARD SOFTWARE AND FEES
Exhibit B1...................... AEGIS IMPLEMENTATION AND TRAINING SUPPORT SERVICES
Exhibit B2...................... LOGOS IMPLEMENTATION AND TRAINING SUPPORT SERVICES
Exhibit Cl ..................... AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
Exhibit C2..................... LOGOS STANDARD SOFTWARE MAINTENANCE AGREEMENT
Exhibit D....................... NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
Exhibit E........................ DEMONSTRATION SITE DISCOUNT
Exhibit F........................ LOGOS DATA FILE CONVERSION ASSISTANCE
Exhibit Gl ..................... AEGIS CUSTOMER REQUESTED STANDARD SOFTWARE
ENHANCEMENTS/MODIFICATIONS AND/OR CUSTOM SOFTWARE
Exhibit G2..................... LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE
ENHANCEMENTS/MODIFICATIONS AND/OR CUSTOM SOFTWARE
Appendix 1 .................... AEGIS AGREEMENT AND AUTHORIZATION FOR PROCUREMENT OF
THIRD PARTY PRODUCTS AND SERVICES
By signing below, each of us agrees to the terms and conditions of this Agreement together with the attached
Exhibits. This Agreement contains the complete and exclusive statement of the agreement between us
relating to the matters referenced herein and replaces any prior oral or written representations or
communications between us. Each individual signing below represents that (s)he has the requisite authority
to execute this Agreement on behalf of the organization for which (s)he represents and that all the necessary
formalities have been met. If the individual is not so authorized then (s)he assumes personal liability for
compliance under this Agreement.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS®CORPORATION CITY OF SAN BERNARDINO,CALIFORNIA
(New World) (Customer)
By: BY:
Larry D.Leinweber,President Authorized Signature Title
By:
Authorized Signatur Title
l
Approved as to form: //i Y•�� T ' /���
James F.Penman,City Attorney
Date: Date:
The"Effective Date"of this Agreement is the latter of the two dates in the above signature block.
Corporate:888 West Big Beaver Road•Suite 600• Troy•Michigan 48084-4749•248-269-1000•www.newworldsystems.com
Agreement 011211 Aegis and Logos FINAL.docx
I. DEFINITIONS
The following terms as defined below are used throughout this Agreement:
1. `Authorized Copies".
Except as provided in Section II,subparagraph 1.3,the only authorized copies of the Licensed Software and Licensed Documentation
are the copies of each application software package defined in this Paragraph. They are:
(i) the single copy of the Licensed Software and the related Licensed Documentation delivered by New World under this
Agreement;and
(ii) any additional copies made by Customer as authorized in Section I1,subparagraph 1.2.
2. "An Authorized User/Workstation":
Subject to the number of users specified in Exhibits Al and A2,any PC workstation that is connected to access the Licensed Software
resident on Computer and that may be logged on to access the programs,interfaces,data,or files created and/or maintained by the
Licensed Software.
3. "Computer":
The MSP and NET Server(s)to be located at:
City of San Bernardino
710 North "D"Street
San Bernardino,CA 92401
Customer shall identify in writing the serial number of the Computer within ten(10)days of receipt of the Computer or within ten
(10)days of the Effective Date,whichever is later. If the Computer is to be relocated,Customer shall notify New World of the new
location in writing prior to the relocation.
4. "Confidential Information":
Information disclosed or obtained by one party in connection with, and during the term of, this Agreement and designated as
"Confidential" by the party claiming confidentiality at the time of disclosure. Confidential Information does not include any
information which was previously known to the other party without obligation of confidence or without breach of this Agreement,is
publicly disclosed either prior or subsequent to the other party's receipt of such information,or is rightfully received by the other party
from a third party without obligation of confidence.
5. "Customer Liaison".
A Customer employee assigned to act as liaison between Customer and New World for the duration of this Agreement. Within ten
(10)days of the Effective Date,Customer shall notify New World of the name of the Customer Liaison.
6. "Delivery of Licensed Standard Software".
Licensed Standard Software will be delivered in a machine readable form to Customer via an agreed upon network connection,or on
0 appropriate media if requested,as soon as the software is available after the Effective Date.
7. "Development Software":
Standard application software currently under development by New World which,if applicable,will be completed and delivered to
Customer as Licensed Standard Software when available.
8. "Hourly Rate":
As described in this Agreement,New World shall provide services to Customer at the rate of$170/hour.The hourly rate is protected
for 12 months after the Effective Date,at which time the hourly rate shall be the then-current New World hourly rate.
9. "Installation of Licensed Standard Software".
Installation of the Licensed Standard Software shall be deemed to occur,for all billings or other events described herein, upon the
earlier of:
(a)the transfer or loading of the Licensed Standard Software onto a Customer server or computer,or
(b)thirty(30)days after delivery of the Licensed Standard Software.
10. "Licensed Custom Software'%
Any software(programs or portions of programs)developed by New World specifically for Customer's own use.
11. "Licensed Documentation:
New World User Manuals which includes the current specifications for the Licensed Standard Software and other written instructions
relating to the Licensed Software(such as Product Bulletins,installation instructions,and training materials).
12. "Licensed Products":
The Licensed Software,the related Licensed Documentation,and the Authorized Copies of the foregoing.
13. "Licensed Software".
The Licensed Standard Software,Development Software,Upgrades,and Licensed Custom Software provided under this Agreement.
14. "Licensed Standard Software':
The current version of New World standard and development application software package(s)(in machine readable code) listed in
Exhibits Al and A2.
15. `SSMA'%
The New World Standard Software Maintenance Agreement as set forth in Exhibits C1 and C2.
16. "Subscription Period'%
The period of time between the Effective Date and the expiration date of Customer's subscription as described in Exhibits AA1 and
AA2.
17. "Travel Expenses":
All actual and reasonable travel expenses incurred by New World for trips relating to this project, including airfare,rental car,
lodging,mileage,and daily per diem expenses.
18. "Travel Time":
Actual New World employee travel time billed at the Hourly Rate up to,but not exceeding,four(4)hours per each trip relating to this
project.
19. "Upgrades":
Any enhanced and/or improved versions of the Licensed Standard Software provided as Licensed Standard Software under Exhibits
C1 and C2 of this Agreement and released after the execution of this Agreement.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 2 of 42 City of San Bernardino,CA
ff
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II. GENERAL TERMS AND CONDITIONS
1.0 SINGLE USE LICENSE
1.1 New World grants Customer a nontransferable, nonexclusive, and non-assignable license to use the
Licensed Software during the Subscription Period on the Computer and only for its internal processing
needs. During the Subscription Period, Customer shall have the right and license to use, enhance, or
modify the Licensed Software only for Customer's own use and only on the Computer and only on an
authorized workstation. New World will deliver to Customer one copy of each application of the
Licensed Software (in machine readable form compatible with the specified operating environment)
and one copy of the related Licensed Documentation.
1.2 In order to assist Customer in the event of an emergency, Customer is permitted to make up to two
(2) back-up copies on magnetic media of each application of the Licensed Software and one back-up
copy of the related Licensed Documentation. These Authorized Copies may be stored as defined
above so long as they are kept in a location secure from unauthorized use. Customer or anyone
obtaining access through Customer shall not copy, distribute, disseminate, or otherwise disclose to
any third party the Licensed Products or copies thereof in whole or in part,in any form or media. This
restriction on making and distributing the Licensed Products or copies of any Licensed Product,
includes without limitation,copies of the following:
(i) Program libraries,either source or object code;
(ii) Operating control language;
(iii) Test data,sample files,or file layouts;
(iv) Program listings;and
(v) Licensed Documentation.
1.3 Upon written request by Customer, and with written permission by New World, additional
Authorized Copies may be made for Customer's internal use only.
2.0 OWNERSHIP
2.1 The Licensed Products and all copyright, trade secrets and other proprietary rights, title and interest
therein, remain the sole property of New World or its licensors, and Customer shall obtain no right,
title or interest in the Licensed Products by virtue of this Agreement other than the nonexclusive,
nontransferable,non-assignable license to use the Licensed Products during the Subscription Period as
restricted herein.
2.2 The license to use any Licensed Custom Software provided under this Agreement, if any, is included
in this license. New World shall have the right to use any data processing ideas,techniques, concepts,
and/or know-how acquired by it in the performance of services under this Agreement including the
development of Licensed Custom Software for the advancement of its own technical expertise and the
performance of other Software License and Service Agreements or any other applicable agreements.
New World shall have, without restriction,the right to use all programs,procedures, information, and
techniques that are publicly available, obtained or obtainable from third parties and/or developed
independently by New World without specific reference to Customer's organization.
3.0 CORRECTION AND SOFTWARE MAINTENANCE ON STANDARD SOFTWARE
3.1 New World provides software correction service and maintenance for the Licensed Standard Software
during the term of Customer's SSMA. See Exhibits C1 and C2 for a description of the SSMA start
date and term,the services available and the applicable fees and procedures.
4.0 WARRANTIES
4.1 New World warrants, for Customer's benefit only, that during the Subscription Period, the Licensed
Standard Software will perform as specified in its user manuals based on the then-current release of the
Licensed Standard Software.
4.2 New World warrants,for Customer's benefit only, that during the Subscription Period, it possesses the
necessary intellectual rights to license to Customer the Licensed Standard Software provided
hereunder.
The foregoing warranties do not apply if the Licensed Product(s)have been modified by any party other than
New World. New World does not warrant that the features or functions of the Licensed Software will meet
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 3 of 42 City of San Bernardino,CA
Customer's requirements or in any combination or use Customer selects. EXCEPT AS SPECIFICALLY
PROVIDED IN THIS PARAGRAPH 4.0, AND ITS SUBSECTIONS, NEW WORLD EXPRESSLY
DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE LICENSED
PRODUCTS, INCLUDING BUT NOT LIMITED TO, THE LICENSED PRODUCTS' CONDITION,
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY IMPLIED WARRANTY
ARISING FROM COURSE OF PERFORMANCE,COURSE OF DEALING OR USAGE OF TRADE.
5.0 INSTALLA TION AND TRAINING SUPPORT SERVICES
5.1 As provided for in Exhibits B1 or B2 and concurrent with timely payments, New World shall make
available to Customer qualified representative(s) who will provide installation and training support
services for each application of the Licensed Software delivered. See Exhibits BI and B2 for a
description of the services provided and the applicable fees and procedures.
6.0 CUSTOMER LIAISON AND CUSTOMER RESPONSIBILITIES
The successful implementation of the Licensed Products into Customer's environment requires Customer's
commitment to and cooperation in the implementation process. Accordingly, Customer hereby agrees to the
following:
6.1 Customer understands that the Licensed Software is designed to run in a specified operating
environment which includes hardware, software and related equipment not provided by New World.
Customer is responsible for assuring that the appropriate hardware equipment, related components
and all cabling are installed timely and are suitable for the successful installation of the Licensed
Software.
6.2 Customer agrees to provide the management interface and support necessary to successfully complete
the implementation of the Licensed Software. This support includes upper level management priority
setting and timely involvement during and after a change in Customer's organization, Customer's
operations and/or after changes in Customer's internal policies or procedures which directly affect the
software implementation.
6.3 Customer shall assign an upper level employee to serve as the Customer Liaison for the duration of
the Licensed Software implementation. If Customer must replace the Customer Liaison for reasons
beyond its control, Customer will assign a new Customer Liaison as soon as reasonably possible.
New World is not responsible for any delay caused directly or indirectly by the reassignment of the
Customer Liaison. In addition to other duties and responsibilities,the Customer Liaison shall:
(i) provide timely answers to New World's requests for information;
(ii) coordinate a mutually agreeable implementation and training schedule;
(iii) have authority to sign for and obligate Customer to any matters relating to service requests,
design documents,performance test documents and/or delivery and service dates;
(iv) in situations where Customer participation is required, provide timely input for systems
definition,detail design,and use of the software system.
6.4 Customer is responsible for creating and maintaining its master files, tables and the like which
includes accurate data entry, accurate file editing and overall file control to assure successful systems
performance.
6.5 Customer shall provide qualified personnel with sufficient backup to be trained to use the Licensed
Software and to interpret the output. Applying the output information in Customer's environment is
Customer's sole responsibility.
7.0 BILLING AND ADDITIONAL AUTHORIZED WORKSTATION CHARGES
7.1 The attached Exhibits set forth the manner in which fees and payments shall be allocated and made
under this Agreement. To the extent Customer imposes additional requirements on New World for
services other than those expressly provided in this Agreement,New World retains the right to make
additional price adjustments and/or any other adjustments that may be necessitated. Before performing
these additional services, New World will notify Customer that the services are subject to additional
charge(s).
7.2 If Customer wishes to add additional authorized workstations or Licensed Standard Software,
Customer agrees to pay the additional License fees at the then current software prices in effect. No
cancellation of Exhibits Al or A2 software modules and related fees will be allowed during the service
period. SSMA fees shall be increased according to the additional Licensed Standard Software fees on
the next annual billing date after the additional workstations and/or Licensed Standard software is
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 4 of 42 City of San Bernardino,CA
added, or as specified in the future contract. With said payments, the license provided in Section II,
Paragraph 1.0 permits Customer's use of the Licensed Software for the specified workstations.
7.3 Customer shall notify New World if additional authorized workstations need to be added to access
the Licensed Software and will pay the additional authorized workstation fees promptly when
invoiced.
7.4 Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer
and Customer agrees to remit when imposed. If an exemption is claimed by the Customer, an
exemption certificate must be submitted to New World.
8.0 NON-RECRUITMENT OF PERSONNEL
8.1 During, and for a period of twenty-four (24) months after the expiration of, the Standard Software
Maintenance Agreement and/or any renewal maintenance agreement,each party agrees not to solicit or
hire current or former employees of the other without the other's prior written consent.
9.0 CONFIDENTIAL INFORMATION I NON-DISCLOSURE AGREEMENT
9.1 Subject to the requirements of the Freedom of Information Act (FOIA) and/or other comparable
applicable state law, each party shall hold all Confidential Information in trust and confidence for the
party claiming confidentiality and not use such Confidential Information absent express written
consent by the party claiming confidentiality. The other party agrees not to disclose any such
Confidential Information,by publication or otherwise, to any other person or organization. Customer
agrees to timely notify New World of any request(s)made for disclosure of confidential information.
9.2 Customer hereby acknowledges and agrees that all Licensed Products are Confidential Information
and proprietary to New World. In addition to the other restrictions set forth elsewhere in this
Agreement or otherwise agreed to in writing, Customer agrees to implement all reasonable measures
to safeguard New World's proprietary rights in the Licensed Products,including without limitation the
following measures:
(i) Customer shall only permit access to the Licensed Products to those employees who
require access and only to the extent necessary to perform Customer's internal processing
needs.
(ii) With respect to agents or third parties, Customer shall permit access to the Licensed
Products only after New World has received,approved and returned a fully executed Non-
Disclosure Agreement to Customer (see Exhibit D). New World reserves the right to
reasonably refuse access to a third party after it has evaluated the request. Customer
agrees to provide information reasonably requested by New World to assist New World in
evaluating Customer's request to permit third party access to the Licensed Products. In
addition to any other remedies, New World may recover from Customer all damages and
legal fees incurred in the enforcement of this provision on third party access;
(iii) Customer shall cooperate with New World in the enforcement of the conditions set forth
in the attached Non-Disclosure Agreement or any other reasonable restrictions New World
may specify in writing in order to permit access;
(iv) Customer shall not permit removal of copyright or confidentiality labels or notifications
from its proprietary materials;and
(v) Customer shall not attempt to disassemble, decompile or reverse engineer the Licensed
Software.
9.3 Customer agrees that in addition to any other remedies that may be available at law, equity or
otherwise, New World shall be entitled to seek and obtain a temporary restraining order, injunctive
relief, or other equitable relief against the continuance of a breach or threatened breach of this
paragraph 9.0 on Confidentiality and Non-Disclosure without the requirement of posting a bond or
proof of injury as a condition for the relief sought.
10.0 LIMITATION OF LIABILITYAND RECOVERABLE DAMAGES
New World's entire liability and Customer's exclusive remedies are set forth below:
10.1 For any claim relating to the non-conformance or imperfection of any licensed software provided
under this Agreement, New World will correct the defect so that it conforms to the warranties set
forth in Section 11, subparagraph 4.1; or if after repeated attempts to correct the non-conformity, New
World is unable to correct the non-conformity,then Customer may recover its actual damages subject
to the limits set forth in subparagraph 10.2 below. For any other claim arising under or in connection
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with this Agreement, Customer may recover its actual damages subject to the limits set forth in
subparagraph 10.2 below.
10.2 New World's total liability to Customer for all claims relating to the Licensed Products and this
Agreement, including any action based upon contract, tort, strict liability, or other legal theory, shall
be limited to Customer's actual damages and in no event shall New World's liability exceed the total
annual subscription fees paid to New World for the Subscription Period.
10.3 New World shall not be liable for any special, indirect, incidental, punitive, exemplary, or
consequential damages,including loss of profits or costs of cover,arising from or related to a breach of
this Agreement or any order or the operation or use of the Licensed Products including such damages,
without limitation, as damages arising from loss of data or programming, loss of revenue or profits,
failure to realize savings or other benefits,damage to equipment,and claims against Customer by any
third person, even if New World has been advised of the possibility of such damages. New World's
liability for any form of action shall only apply after any and all appropriate insurance coverage has
been exhausted.
10.4 If it is determined that a limitation of liability or a remedy contained herein fails of its essential
purpose, then the parties agree that the exclusion of incidental, consequential, special, indirect,
punitive,and/or exemplary damages is still effective.
11.0 INTEGRATION WITH U.S. COPYRIGHT ACT
11.1 In addition to all other provisions provided under this Agreement, Customer agrees to be bound by
and to comply with any and all provisions of the U.S. Copyright Act (The Copyright Act of 1976,
U.S.C. Sections 101-810 (1976) as amended. If a provision of the U.S. Copyright Act and this
Agreement conflict, the more restrictive of the two applies. If it cannot be determined which is the
more restrictive,then the provision within this Agreement shall apply.
12.0 INDEPENDENT CONTRACTOR
12.1 New World is an independent contractor. The personnel of one party shall not in any way be
considered agents or employees of the other. To the extent provided for by law, each party shall be
responsible for the acts of its own employees.
12.2 Each party shall be responsible for Workers' Compensation coverage for its own personnel.
12.3 New World shall perform work tasks provided by this Agreement, but for all intents and purposes
New World shall be an independent contractor and not an agent or employee of the Customer. New
World shall secure, at its expense, and be responsible for any and all payment of Income Tax, Social
Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll
deductions for New World and its officers, agents, and employees, and all business license, if any are
required,in connection with the services to be performed hereunder.
13.0 INSURANCE REQUIREMENTS
New World shall not commence work under this Agreement until it has obtained the insurance required
under this paragraph.
13.1 Workers' Compensation Insurance: New World shall procure and maintain during the term of this
Agreement, Workers' Compensation Insurance for all of its employees who engage in the work to be
performed.
13.2 Liability and Property Insurance—Comprehensive Form: New World shall procure and maintain
during the term of this Agreement, Liability and Property Damage Insurance in an amount not less
than $1,000,000 on account for each accident; and in an amount not less than $1,000,000 for each
accident for damage to property.
13.3 Automobile Liability Insurance: New World shall procure and maintain during the term of this
Agreement, Hired and Non-Ownership Motor Vehicle Bodily Injury and Property Damage Insurance
in an amount not less than $1,000,000 for injuries, including accidental death, to each person; and,
subject to the same limit for each person,in an amount not less than$1,000,000 for each accident; and
in an amount not less than$1,000,000 on account for each accident for damage to property,provided
however that the combined single limit for all automotive related claims shall not exceed$1,000,000.
Avfth 13.4 Customer, its officers, agents and employees shall be named as additional insured parties on all
insurance policies required to be purchased by New World.
13.5 Certificates of insurance for all policies required hereunder shall require the insurer to give Customer
at least thirty(30)days written notice of any change in or termination of coverage.
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14.0 DISPUTE RESOLUTION PROCEDURE
14.1 Except as provided in Section 15.2 of these Terms and Conditions(Customer failure to make prompt
payment), any dispute or controversy arising out of or relating to this Agreement, or breach thereof,
shall be settled by the following procedure.
Level 1: Before entering into Level 2 or Level 3 of this Dispute Resolution Procedure(DRP), New
World and Customer shall enter into a series of management meetings for the purpose of
resolving the dispute or controversy through normal business management practices. The
series of meetings, consisting of not less than three face-to-face meetings, must be held
between upper-level managers of both Customer and New World. Both parties agree to
put forth their best efforts in these meetings. The first meeting shall be held at Customer's
offices and subsequent meetings will alternate between New World and Customer's
offices. The Level 1 period shall begin when one party gives notice to the other by certified
mail that it is entering into this Level 1 procedure to resolve the dispute.
Level 2: Only after the parties have completed Level 1 of the DRP without resolving the dispute or
controversy and before entering into Level 3 of the DRP, Customer and New World shall
enter into a mediation process. Each party shall bear its own costs in preparing for and
conducting mediation,except that the joint costs, if any,of the actual mediation proceeding
shall be shared equally by the parties.The mediation process is defined as follows:
The parties shall select a mutually agreeable mediator to aid the parties in resolving
the dispute or controversy. The mediator shall not be an employee or former
employee of either parry. The mediation shall be held at a location chosen by New
World,but within seventy-five(75)miles of Customer's location.
Level 3: Only after the completion of both Levels 1 and 2 above without a satisfactory resolution of
the dispute or controversy,either party may bring suit in the United States District Court for
the Central District of California, Eastern Division, so long as subject matter jurisdiction is
met. In the event subject matter jurisdiction is not met, either party may bring suit in the
California Superior Court for San Bernardino, CA. Each party shall bear the cost of their
own legal expenses if Level 3 is used.
15.0 TERMINATION
15.1 By Customer: Customer may at its option terminate this Agreement on an anniversary date as
follows:
(i) Customer shall provide written notice to New World at least one hundred eighty(180)days
prior to the next anniversary date;
(ii) Upon providing notice under this Section, Customer shall remit a termination fee to New
World, which Customer agrees is reasonable and in proportion to the damage suffered to
New World as a result of Customer's termination of this Agreement prior to the end of the
Subscription Period. Based on the date in the notice,the Termination Fee will be based on the
number of months since the Effective Date as follows:
Termination Customer's
Notice Month Since Termination
Effective Date Fee
First 60 months $2,000,000
Months 61 -72 1,700,000
Months 73-84 1,500,000
Months 85—96 1,300,000
Months 97- 108 1,000,000
Months 109- 120 600,000
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(iii) So long as Customer satisfies the requirements of this section, including payment of the
Termination Fee, the Agreement shall terminate upon the next anniversary date after the
required notice.
15.2 By New World: If Customer fails to make prompt payments to New World when invoiced, then
New World may at its option terminate this Agreement with written notice as follows:
(i) The termination notice shall specify the payments past due;
(ii) Customer shall have thirty(30) days from receipt of said notice to make payment in full for
all outstanding invoiced payments due:
(iii) If Customer fails to remit payment in full within thirty (30) days from written notice, then
New World may declare Customer in default and assess a termination fee based on the
schedule in 15.1 above. The date on the subscription invoice shall be used as the termination
notice date to use in finding the month when termination occurred;
(iv) Customer agrees that said termination fee is reasonable and in proportion to the damage
suffered to New World as a result of Customer's failure to pay the past due amounts;
(v) Notwithstanding any other provision in this Agreement any collection process relating to the
termination fee shall be governed by the laws of the State of Michigan and venued in the
courts of Oakland County,Michigan.
15.3 By Expiration of Subscription Period: Unless extended by mutual agreement of the parties, this
Agreement shall terminate upon the end of the Subscription Period.
15.4 Upon termination under this Paragraph 15, Customer shall return to New World all Licensed
Products,including any copies provided to or created by Customer under this Agreement.
15.5 Nothing in this paragraph on termination is intended to infer that either party has or does not have a
claim for damages.
15.6 The Terms and Conditions relating to ownership, warranties, non-recruitment of personnel,
confidentiality and non-disclosure, limitation of liability and recoverable damages, Copyright Act,
dispute resolution and the General provisions(18.0),survive termination.
16.0 PATENT AND TRADEMARK INDEMNIFICATION
New World agrees to indemnify and save the Customer harmless from and against any and all judgments,
suits, costs, and expenses subject to the limits set forth in this Agreement resulting from any alleged
infringement of any patent or copyright arising from the licensing of the Licensed Standard Software pursuant
to this Agreement, provided that Customer has notified New World in writing of such allegation within
thirty(30) days of the date upon which the Customer first receives notice thereof. New World's obligation
to indemnify and save Customer harmless under this paragraph is void if the claim of infringement arises out
of or in connection with any modification made to the Licensed Standard Software or any use of the Licensed
Standard Software not specifically authorized in writing by New World.
17.0 NOTICES
17.1 Notices to Customer shall be deemed effective when sent by Registered or Certified U.S. Mail to the
following business address of the Customer:
San Bernardino Police Department
710 North"D"Street,B Bldg PSG
San Bernardino,CA 92401
Attention: Michael Eckley,Public Safety IT Manager
Telephone:(909)384-5742
17.2 Notices to New World shall be deemed effective when sent by Registered or Certified U.S.Mail to the
following address(or to any other address so specified by New World):
New World Systems Corporation
888 West Big Beaver,Suite 600
Troy,Michigan 48084
Attention: President
18.0 GENERAL
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18.1 This Agreement is the entire agreement between the parties superseding all other communications,
written or oral,between the parties relating to the subject matter of this Agreement. This Agreement
may be amended or modified only in writing signed by both parties.
18.2 This Agreement is governed by the laws of the State of California and it shall be binding on the
successors and assigns of the parties.
18.3 Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision or
any other provision of this Agreement.
18.4 The paragraph headings which appear herein are included solely for convenience and shall not be used
in the interpretation of this Agreement. Any provision of this Agreement determined to be invalid or
i otherwise unenforceable shall not affect the other provisions, which other provisions remain in full
force and effect.
18.5 This Agreement is entered into solely for the benefit of New World and Customer. No third party
j shall have the right to make any claim or assert any right under it,and no third party shall be deemed a
beneficiary of this Agreement.
18.6 Notwithstanding anything contained herein to the contrary, these terms and conditions may be
extended to other public entities for purchase of the license and/or services described under this
Agreement. To the extent they are required, the parties shall execute any requisite cooperative
agreements authorizing such extension of terms and conditions. If this is done, Customer assumes no
authority, liability, or obligation on behalf of any other public entity that may use this Agreement for
any such purchase.
18.7 Other integrated licensed software and services from New World may be purchased by Customer
under the terms and conditions of this Agreement.
18.8 In the performance of this Agreement and in the hiring and recruitment of employees, New World
shall not engage in, nor permit its officers, employees or agents to engage in, discrimination in
employment of persons because of their race, religion, color, national origin, ancestry, age, mental or
3 physical disability, medical condition, marital status, sexual gender or sexual orientation, or any other
status protected by law.
`j 18.9 New World warrants that it possesses or shall obtain, and maintain a business registration certificate
pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits, qualifications and
approval of whatever nature that are legally required of New World to practice its business or
profession.
18.10 New World shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any
part of New World's interest in this Agreement without Customer's prior written consent. Any
attempted assignment, transfer, subletting or encumbrance shall be void. Regardless of Customer's
consent, no subletting or assignment shall release New World of New World's obligation to perform
all other obligations to be performed by New World hereunder for the term of this Agreement.
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PUBLIC SAFETY PRODUCTS AND SERVICES
EXHIBIT AA1
AEGIS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
I. PAYMENTS FOR LICENSED STANDARD SOFTWARE SUBSCRIPTION, IMPLEMENTATION
SERVICES,THIRD PARTY PRODUCTS AND STANDARD SOFTWARE MAINTENANCE SERVICES
DESCRIPTION OF COST COST
A. ANNUAL SUBSCRIPTION PAYMENTS
1. Year 1 Subscription Payment(Fiscal Year 2010-11) $400,000
• Invoiced on Effective Date
2. Year 2 Subscription Payment 400,000
• Invoiced on July 1,2011
3. Year 3 Subscription Payment 400,000
• Invoiced on July 1,2012
4. Year 4 Subscription Payment 400,000
• Invoiced on July 1,2013
5. Year 5 Subscription Payment 400,000
• Invoiced on July 1,2014
6. Year 6 Subscription Payment 400,000
• Invoiced on July 1,2015
7. Year 7 Subscription Payment 400,000
• Invoiced on July 1,2016
8. Year 8 Subscription Payment 400,000
• Invoiced on July 1,2017
9. Year 9 Subscription Payment 400,000
• Invoiced on July 1,2018
10. Year 10 Subscription Payment 400,000
• Invoiced on July 1,2019
TOTAL SUBSCRIPTION PAYMENTS:
PRICING IS VALID THROUGH JANUARY 31, 2011.
ALL PAYMENTS ARE DUE WITHIN FORTY-FIVE(45)DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable included under the total one-time cost.If any deliverable is subject
to sales tax,the tax will be calculated and added as applicable to each billing.
Travel costs are not included and are billed weekly as Travel Expenses occur.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 10 of 42 City of San Bernardino,CA
PUBLIC ADMINISTRATION PRODUCTS AND SERVICES
EXHIBIT AA2
LOGOS TOTAL COST SUMMARY AND PAYMENT SCHEDULE
I. PAYMENTS FOR LICENSED STANDARD SOFTWARE SUBSCRIPTION, IMPLEMENTATION
SERVICES,THIRD PARTY PRODUCTS AND STANDARD SOFTWARE MAINTENANCE SERVICES
DESCRIPTION OF COST COST
A. ANNUAL SUBSCRIPTION PAYMENTS
1. Subscription Payment(Fiscal Year 2010-11) $245,000
Services as described in Exhibit G-2 169.340
Year 1 Total Payment $414,340
• Invoiced on Effective Date
2. Year 2 Subscription Payment 245,000
• Invoiced on July 1,2011
3. Year 3 Subscription Payment 245,000
• Invoiced on July 1,2012
4. Year 4 Subscription Payment 245,000
• Invoiced on July 1,2013
5. Year 5 Subscription Payment 245,000
• Invoiced on July 1,2014
ON 6. Year 6 Subscription Payment 245,000
• Invoiced on July 1,2015
7. Year 7 Subscription Payment 245,000
• Invoiced on July 1,2016
8. Year 8 Subscription Payment 245,000
• Invoiced on July 1,2017
9. Year 9 Subscription Payment 245,000
• Invoiced on July 1,2018
10. Year 10 Subscription Payment 245,000
• Invoiced on July 1,2019
TOTAL SUBSCRIPTION PAYMENTS:
PRICING IS VALID THROUGH JANUARY 31, 2011.
ALL PAYMENTS ARE DUE WITHIN FORTY-FIVE(45)DAYS FROM RECEIPT OF INVOICE.
Billings are applied ratably to each deliverable included under the total one-time cost.If any deliverable is subject
to sales tax,the tax will be calculated and added as applicable to each billing.
Travel costs are not included and are billed weekly as Travel Expenses occur.
CONFIDENTIAL
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MINNOW
EXHIBIT Al
AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
1. License Fee for Licensed Standard Software And Documentation Selected By Customer:
Application Package 1,2,3,4
CAD
1. Aegis/MSP Combined LE/Fire/EMS CAD
-Call Entry
-Call Control Panel
-Unit Recommendations
-Unit Status and Control Panel
-Call Stacking
-CAD Messaging
-Call Scheduling
-Dispatch Questionnaire
-GIS/Geo-File Verification
-Hazard and Location Alerts
-Hydrant Inventory
-Access to Aegis/MSP LE Records
-Access to Aegis/MSP Fire Records
-Note Pads
-Rip-N-Run Remote Printing
-Run Cards
-Tone Alerts
2. Additional Aegis/MSP Software for Computer Aided Dispatch 5
-CAD Mapping
-CAD AVL
-Data Analysis/Crime Management/Management Reporting
-Service Vehicle Rotation(Wrecker,Ambulance)
3. Aegis/MSP Third Party CAD Interface Software 5
-CAD Pager Interface
-E-911 Interface 6
-On-Line CAD Interface to State/NCIC7
-Pre-Arrival Questionnaire Interface(1 questionnaire(s) -EMD)
(supports available release)
CONFIDENTIAL
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II
Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
LAW ENFORCEMENT RECORDS
4. Aegis/MSP Single Jurisdiction Base Law Enforcement Records
-Accidents
-Arrest
-Business Registry
-Case Processing
-Computer Aided Investigations
-Federal Reports(UCR/IBR)
-GIS/Geo-File Verification
-Impounded Vehicles
-Incident Tracking
-Jacket Processing
-Personnel/Education
-Property
-Traffic Tickets and Citations
-Wants and Warrants
5. Aegis/MSP Federal and State Compliance Reporting for LE Records
-Federal UCR/IBR8
-State Accidents
6. Additional Aegis/MSP Software for Law Enforcement Records
-Alarm Tracking and Billing
-Case Management
-Data Analysis/Crime Mapping/Management Reporting
-Field Investigations
-Narcotics Management
-Property Room Bar Coding'
7. Aegis/MSP Third Party LE Records Interface Software 5
-Ticket Writer Interface
-Aegis/MSP State/NCIC Interface'
Includes 12- 15 screens
On-Line Modules-Includes 4 state inquiry screens'
-On-Line Global Subjects Interface to State/NCIC
8. Aegis/MSP Imaging Software
-Public Safety Lineups/Mug Shots 10
-Digital Imaging/Electronic Signature Capture
CONFIDENTIAL
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Exhibit Al/AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
FIRE RECORDS
9. Aegis/MSP Fire Records Software Base Package
-Activity Reporting and Scheduling
-Investigations
-Business Registry
-Hazardous Materials
-GIS/Geo-File Verification
-Hydrant Inventory and Inspections
-Incident Tracking
-Inspection Tracking
-Personnel/Education
-Pre-plans
-Station Activity Log
-BLS/ALS
10. Federal Compliance Reporting for Fire Records
-NFIRS 5.0 Electronic Reporting
CORRECTIONS
11. Aegis/MSP Corrections Management Software Base Package
-Aegis/MSP LE Records Interface
-Bookings
-Incident Tracking
-Inmate Property Tracking
-Inmate Classification
-Inmate housing
-Mass Move
-Inmate Scheduling and Tracking
-Inmate Contacts(visitor,mail,phone,emergency)
-Inmate Programs(courses)
-Inmate Activity Log
-Trustee
-Case Management
-Corrections Officer Log
-Finance Management(inmate, facility)
-Jacket Processing
-Business Registry
-Personnel/Education
-GIS/Geo-File Verification
12. Aegis/MSP State Compliance Reporting for Corrections
-State Corrections Reporting
Includes up to 4 reports
CONFIDENTIAL
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Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
13. Additional Aegis/MSP Software for Corrections Management
-Inmate Movement Tracking Bar Coding
-Property Room Bar Coding
14. Aegis/MSP Third Party Corrections Interface Software 5
-Livescan Interface
-VINE Interface
MOBILE SOFTWARE
MOBILE SOFTWARE ON THE RS/6000 MESSAGE SWITCH SERVER"
15. Base Message Switch to State/NCIC(151-200 units)
-Base Message Switch for MDT/MCT
-State/NCIC Interface
16. Additional Aegis®Software for RS/6000 Message Switch
-New World CAD Interface for Aegis MSP(151-200 units)
-Mobile Upload Software(151-200 units)
-AVL Interface(151-200 units) 12
MOBILE SOFTWARE ON THE MSP Server
17. Aegis®Mobile Integration Software
-MDT/MCT Base CAD/RMS Interface(151-200 units)
-AVL CAD Interface(151-200 units) 12
MOBILE MANAGEMENT SERVER
18. Aegis/MSP Mobile Management Server Software(151-200 units)
-Base CAD/NCIC/Messaging
-Field Reporting
-Field Reporting Data Merge
CONFIDENTIAL
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— Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
CLIENT SOFTWARE
19. Aegis Law Enforcement Mobile Unit Software(156 Units)
Mobile Messaging
LE State/NCIC via Switch 7
LE CAD via Switch
Mugshot Image Download
State Photo Download
In-Car Mapping
In-Car Routing
New World AVL
Field-Based Reporting(156 Units)
LE Field Reporting(Federal Standards)
The following 4 New World Reports are included:
-Incident(1 form)
-Case(1 form)
-Arrest(1 form)
-Supplement(1 form)
LE Field Reporting Compliance
LE Accident Field Reporting
The following New World Report is included:
-Accident(1 form)
LE Accident Field Reporting Compliance
Mobile Upload of Field Reports
20. In-Station-Based Reporting(20 Units)
LE Field Reporting(Federal Standards)
The following 4 New World Reports are included:
-Incident(1 form)
-Case(1 form)
-Arrest(1 form)
-Supplement(1 form)
LE Field Reporting Compliance
'? LE Accident Field Reporting
The following New World Report is included:
Accident(1 form)
CONFIDENTIAL
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Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
LE Accident Field Reporting Compliance
Mobile Upload of Field Reports
21. Aegis®Fire Mobile Unit Software(35 Units)
Fire CAD via Switch
New World AVL
EMS Field Reporting(National Standards)(1 unit)
Includes NEMSIS Incident(1 form)
22. Workstation License(Included)
Note:Other than for Mobile Software,a Workstation License for up to 400 users is included
for the Exhibit Al Licensed Standard Software.The Workstation License includes the
following agencies as authorized users:
-San Bernardino Police Department,CA
-San Bernardino Fire Department,CA
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Exhibit Al /AEGIS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
ENDNOTES
I Personal Computers must meet the minimum hardware requirements for New World Systems'MSP product.
Microsoft Windows XP or later is required for all client machines. Windows 200312008Server and SQL
Server 200512008 are required for the Application and Database Server(s).
New World Systems'MSP product requires Microsoft Windows 200312008 Server and SQL Server 200512008
including required Client Access Licenses(CALs)for applicable Microsoft products. Servers must meet
minimum hardware requirements provided by New World Systems.
3 New World Systems'MSP product requires Microsoft Excel or Windows Search 4.0 for document searching
functionality;Microsoft Word is required on the application server for report formatting.
4 New World recommends a 10011000MB(GB)Ethernet network for the local area network. Wide area
network requirements vary based on system configuration, New World will provide further consultation for
this environment.
5 Does not include any required 3rd party hardware or software unless specified in Appendix I of this
Agreement. Customer is responsible for any 3rd party support.
6 Requires Lantronix USC 1100 included in Section B of this proposal.
Customer is responsible for obtaining the necessary State approval and any non-New World hardware and
software.
8 Federal UCRIIBR includes edits, reports and electronic submission.
9 State Accidents includes logic, reports and electronic submission.
10 Camera must meet product specifications and be procured through New World.
77 Currently supporting Motorola, Data Radio (DMP&IP), CDPD, EDA CS, CDMA, GPRS, 802.11 and
Electrocom Mobile Communication solutions only.
12 Requires 3rd party GPS hardware.
13 Prices assume that all software is licensed.
14 Any taxes or fees imposed are the responsibility of the purchaser and will be remitted when imposed.
CONFIDENTIAL
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EXHIBIT A2
LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
1. License Fee for Licensed Standard Software And Documentation Selected By Customer:
Application Package 1'2'3 Cost
FINANCIAL MANAGEMENT
1. Logos.NET Financial Management Base Suite
-General Ledger
-Budget Management
-Annual Budget Preparation
-Accounts Payable
-Revenue/Cash Receipting
2. Expanded Revenue Collections
-3`d Party Receivables Interface(Batch)
3. Logos.NET Additional Financial Management Software
-Asset Management
-Grant Management
-Project Accounting
-Misc.Billing& Receivables
-Government(GASB)Reporting
-Bank Reconciliation
4. Logos.NET Procurement Management Suite
-Purchasing Base
-Requisition Processing
-Bid&Quote Management
-Contract Accounting
-Inventory Management
PAYROLL &HUMAN RESOURCES SUITE
5. Logos.NET Human Resources Management Base Suite
-Payroll Processing
-Personnel Management
-Position Control
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Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
6. Logos.NET Human Resources
-Employee Event Tracking
-Personnel Action Processing
7. Logos.NET Benefits Management
-Benefits Administration
-COBRA Billing Administration
-Workers Compensation Administration
-Employee Retirement Tracking
8. Logos.NET Additional Payroll&HR Modules
-Applicant Tracking
-Position Budgeting
-Time &Attendance Interface
-Benefit Tracking(Non-Employee)
COMMUNITY DEVELOPMENT SUITE
9. Logos.NET Community Development Software
-Business Licensing
-Parcel Management
-Permits
-Municipal Inspections
-Project Planning
-Code Enforcement
-Requests for Services Tracking
10. Logos.NET Additional Community Development Modules
-GIS Integration 5
-Community Development
Business Licensing(4 screens)
Parcel Management(7 screens)
Permits(2 screens)
Municipal Inspections (4 screens)
Code Enforcement(3 screens)
Requests for Services Tracking(I screen)
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Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
eSUITE
I
11. eSuite Base Software
12. eFinance
-eSupplier
-eBid
-eMiscellaneous Billing
-ePayments
13. eHR
-eEmployee
-eTimesheets
-eBenefits Administration
-eRecruit
14. eCommunity
-ePerniits
-eLicense
-eRequest
BUSINESS ANALYTICS
15. Finance Analytics
-Includes 10+users
16. Dashboards for Financial Management
17. Human Resource/Payroll Analytics
-Includes 10+users
18. Dashboards for Human Resources
19. Community Development Analytics
-Includes 10+users
20. Dashboards for Community Development
AUTHORIZED USERS
21. Site License for up to 800 Authorized Users 6
Note: A Site License is included for this solution. This Site License entitles the City of San Bernardino,CA,to
800 authorized users for the Standard Software licensed in Exhibit A2,to be divided up between applications.
The Site License is available to only the affiliated Public Administration agencies within the City of San
Bernardino,California.
CONFIDENTIAL
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Exhibit A2/LOGOS LICENSED STANDARD SOFTWARE UNDER 10-YEAR SUBSCRIPTION
ENDNOTES
1 Personal Computers must meet the minimum hardware requirements for New World Systems'Logos.NET
product.Microsoft Windows XP or greater with IE 7.0 or greater is the required operating systems for all
client machines. Windows 2008 Server is required for the Application Server(s), Web Server(s)and
Database Server. Microsoft SQL Server 2008 is required for the Database Server.
` New World Systems'Logos.NET product requires Microsoft Windows 2008 Server and Microsoft SQL
Server 2008 including required Client Access Licenses(CALs)and Windows Server 2008 External
Connector(EC)licenses for applicable Microsoft products. Servers must meet minimum hardware
requirements provided by New World Systems.
3 Suggested minimum: IOOMB Ethernet Network. IOMB CATS Ethernet Network may have less than
adequate response time. Further consultation would be required to assess your network.
4 Time&Attendance interface is a two-way interface. Additional support may be required for 3rd Party
changes; not included in SSMA.
5 GIS integration currently supports either ESRI's ArcIMS or ArcGIS Server software; the ArcIMS and
ArcGIS Server software and any services related to the installation and setup of ArcIMS or ArcGIS are
not included in this proposal. The ArcIMS or ArcGIS Server software would need to be purchased,
installed and setup separately.
e Additional cost per group of 5 for authorized users is$5,000.
j
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3
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3
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EXHIBIT BI
AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND
TRAINING SUPPORT SERVICES
1. Project Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit Al
software. This responsibility will include documenting,coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans(if required);
d) monthly project status reports;and
e) project status meetings
• a project review(kickoff)meeting at Customer's location
• progress status meeting(s)will occur during implementation via telephone conference or at
Customer's location;and
• a project close-out meeting at Customer's location to conclude the project.
f) New World consultation with other vendors or third parties.
The implementation services fees described in Exhibit AA 1 include Project Management fees for a period up to 18
months after the Effective Date.
Apftl 2. Implementation and Training Support Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
Al to insure successful implementation of and training on each application package. Based on the Licensed
Standard Software listed on Exhibit Al, up to 1,600 hours of New World implementation and training support
services have been allocated for this project.Excess hours requested shall be billed at the Hourly Rate. Avoiding or
minimizing custom or modified features will aid in keeping the support costs to the amount allocated. Customer
agrees to reimburse New World for support trips canceled by Customer less than ten (10) days before the
scheduled start date to cover New World's out-of-pocket costs and lost revenues. The recommended
implementation and training support services include:
a) implementation of each package of Licensed Standard Software;
b) Customer training and/or assistance in testing for each package of Licensed Standard Software;
and
c) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff.
The project management, implementation and training support services provided by New World may be performed
at Customer's premises and/or at New World national headquarters in Troy, Michigan (e.g., portions of project
management are performed in Troy).
3. Interface Installation Service
New World shall provide interface installation services as described in this paragraph below. These services do not
include hardware and/or third party product costs which shall be Customer's responsibility, if required. Whenever
possible, these services will be done remotely, resulting in savings in Travel Expenses and Time. If on-site
installation and training is required, Customer will be responsible for the actual Travel Expenses and Time. The
4w, services include the following interfaces.
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Exhibit 111 /AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
a) Operating System Assurance(High Availability Environment)
b) CAD Pager Interface
i
c) 911 Interface
d) On-Line CAD Interface to State/NCIC
e) Pre-Arrival Questionnaire Interface
f) State/NCIC
g) On-Line Global Subjects Interface to State/NCIC
h) On-Line Property Checks Interface to State/NCIC
i) New World Mug Shots/Imaging
j) Livescan Interface
k) VINE Interface
1) Geo-File Implementation Services
m) Message Switch Installation Support
New World's GIS implementation services are to assist and train Customer in preparing their GIS mapping data for
use with the Licensed Standard Software. Customer must provide an accurate GIS street centerline layer in an
industry standard file format(ESRI Shape Files). Customer is responsible for having clearly defined boundaries for
Police Beats, EMS Districts and Fire Quadrants. New World will assist Customer to create and/or import map
layers representing the Police/EMS/Fire boundaries. New World is not responsible for GIS data corrections,
cleansing or accuracy.
4. Hardware Ouality Assurance Service
New World shall provide Hardware Systems Assurance of Customer's Aegis/MSP server(s). These services do
not include hardware and/or third party product costs which shall be Customer's responsibility, if required.
Whenever possible,these services will be provided remotely,resulting in savings in travel expenses and time. If on-
site installation is required,Customer will be responsible for the actual travel expenses and time.
a) Hardware Quality Assurance Services(High Availability)Environment:
Hardware Systems Assurance and Software Installation:
- Assist with High Level System Design/Layout
- Validate Hardware Configuration and System Specifications
- Validate Network Requirements,including Windows Domain
- Physical Installation of New World Application Servers
- Install Operating System and Apply Updates
- Install SQL Server and Apply Updates
- Install New World Applications Software and Apply Updates
- Establish Base SQL Database Structure
- Install Anti-Virus Software and Configure Exclusions
- Install Automated Backup Software and Configure Backup Routines
- Configure System for Electronic Customer Support(i.e.NetMeeting)
- Tune System Performance Including Operating System and SQL Resources
- Test High Availability/Disaster Recovery Scenarios(if applicable)
- Provide Basic System Administrator Training and Knowledge Transfer
- Document Installation Process and System Configuration
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Exhibit B1/AEGIS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
5. Message Switch Operatinz System Assurance Service
New World shall provide Message Switch Operating System Assurance. These services do not include hardware
and/or third party product costs which shall be Customer's responsibility, if required. Whenever possible, these
services will be provided remotely, resulting in savings in travel expenses and time. If on-site installation is
required,Customer will be responsible for the actual travel expenses and time.
a) Message Switch Operating System Assurance Services:
Operating System Assurance and Software Installation Services:
- Unpack and assemble hardware
- Verify core hardware functionality(network/video/storage devices/usb)
- Install and update AIX Operating System
- Install and update applicable system manual pages
- Set AIX environment variables
- Build system user-ids and applicable authorizations
- Install and stage message handler and compilers
- Verify and allocate disk space
- Mirror hard drives and boot sequencing
- Install customer-specific communication processes
- Compile New World Message Switch programs
- Install base Message Switch data tables
- Install automated process restart script
- Install full system backup processes
- Install system support scripts
- Install state specific programs and scripts
- Install state specific data tables
- Assure Message Switch operation
Disassemble;package,and ship to customer
6. Additional Services Available
Additional services are also available at the rate of$170 per hour except for Project Management (beyond those
described in this Agreement) which is at a rate of$200 per hour. These rates are protected for one year from the
Effective Date of this Agreement. After one year, Customer shall pay a mutually agreeable hourly rate for all
Exhibit B 1 support services rendered which shall not exceed 3%over the prior Hourly Rate.
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
d) modifying the Licensed Standard Software;
e) data conversions;
f) designing and programming Licensed Custom Software;and
g) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World and will be
provided at the Hourly Rate).
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EXHIBIT B2
LOGOS PROJECT MANAGEMENT,IMPLEMENTATION AND
r TRAINING SUPPORT SERVICES
1. Project Management Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit A2
software. This responsibility will include documenting,coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans(if required);
d) monthly project status reports;and
e) project status meetings
• a project review(kickoff)meeting at Customer's location
• progress status meeting(s)will occur during implementation via telephone conference or at
Customer's location;and
• a project close-out meeting at Customer's location to conclude the project.
The implementation services fees described in Exhibit AA2 include Project Management fees for a period up to 12
months after the Effective Date.
2. Implementation and Training-Support Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
A2 to insure successful implementation of and training on each application package. Based on the Licensed
Standard Software listed on Exhibit A2, up to 1,000 hours of New World implementation and training support
services have been allocated for this project.Excess hours requested shall be billed at the Hourly Rate. Avoiding or
minimizing custom or modified features will aid in keeping the support costs to the amount allocated. Customer
agrees to reimburse New World for support trips canceled by Customer less than ten (10) days before the
scheduled start date to cover New World's out-of-pocket costs and lost revenues. The recommended
implementation and training support services include:
a) implementation of each package of Licensed Standard Software;and
b) Customer training and/or assistance in testing for each package of Licensed Standard Software.
The project management, implementation and training support services provided by New World may be performed
at Customer's premises and/or at New World national headquarters in Troy, Michigan (e.g., portions of project
management are performed in Troy).
3. Interface Installation Service
New World shall provide interface installation services as described in this paragraph below.These services do not
include hardware and/or third party product costs which shall be Customer's responsibility, if required. Whenever
possible, these services will be done remotely, resulting in savings in Travel Expenses and Time. If on-site
installation and training is required, Customer will be responsible for the actual Travel Expenses and Time. The
services include the following interfaces.
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Exhibit B2/LOGOS PROJECT MANAGEMENT,IMPLEMENTATION AND TRAINING SUPPORT SERVICES
a) Bank Reconciliation
b) Time and Attendance
c) P Party receivables(Batch)
4. Hardware Quality Assurance Service
New World shall provide Hardware Systems Assurance of Customer's Logos.NET server(s). These services do
not include hardware and/or third party product costs which shall be Customer's responsibility, if required.
Whenever possible,these services will be provided remotely,resulting in savings in travel expenses and time. If on-
site installation is required,Customer will be responsible for the actual travel expenses and time.
a) Hardware Quality Assurance Services(Standard):
Hardware Systems Assurance and Software Installation::
- Assist with High Level System Design/Layout
- Validate Hardware Configuration and System Specifications
- Validate Network Requirements,including Windows Domain
- Physical Installation of New World Application Servers
- Install Operating System and Apply Updates
- Install SQL Server and Apply Updates
- Install New World Applications Software and Apply Updates
- Establish Base SQL Database Structure
- Install Anti-Virus Software and Configure Exclusions
Install Automated Backup Software and Configure Backup Routines
- Configure System for Electronic Customer Support(i.e.NetMeeting)
- Tune System Performance Including Operating System and SQL Resources
- Test High Availability/Disaster Recovery Scenarios(if applicable)
- Provide Basic System Administrator Training and Knowledge Transfer
- Document Installation Process and System Configuration
5. Additional Services Available
Additional services are also available at the rate of$170 per hour except for Project Management (beyond those
described in this Agreement) which is at a rate of$200 per hour. These rates are protected for one year from the
Effective Date of this Agreement. After one year, Customer shall pay a mutually agreeable hourly rate for all
Exhibit B2 support services rendered which shall not exceed 3%over the prior Hourly Rate.
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
d) modifying the Licensed Standard Software;
e) designing and programming Licensed Custom Software;and
f) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World and will be
provided at the Hourly Rate).
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" EXHIBIT Cl
F
AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New
World)and City of San Bernardino,California(Customer)sets forth the standard software maintenance support
services provided by New World for the Exhibit Al applications under Subscription.
1. Service Period
This SSMA shall remain in effect for a period of ten (10) years (the SSMA term) beginning on the date of
Agreement execution (the start date) and ending on the same calendar date at the conclusion of the SSMA term
unless extended by written agreement signed by the parties.
2. Services Included
The following services or features are provided under this SSMA at no additional cost,outside of this Agreement,
to Customer:
a) upgrades,including all new releases and revisions,to the Licensed Standard Software during
subscription term(prior releases of Licensed Standard Software application packages are
supported no longer than nine(9)months after a new release is announced by New World);
b) temporary fixes to Licensed Standard Software under subscription(see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m.to 8:00 p.m.(Eastern Time Zone);
e) invitation to and participation in user group meetings;
f) emergency 24-hour per day telephone support, for Aegis CAD only,seven(7)days per week for
Licensed Standard Software. Normal service is available from 8:00 a.m to 8:00 p.m.(Eastern
Time Zone). After 8:00 p.m,the Aegis CAD phone support will be provided via pager and a New
World support representative will respond to CAD service calls within 30 minutes of call
initiation;and
g) integration of the embedded software that is a component of the Exhibit A 1 Licensed Standard
Software.
Items a,b,c and d above will be distributed to Customer by electronic means.
Additional support services are available as requested by Customer using the rates set forth in Exhibit B1. Exhibit
B 1 has a description of support services available.
3. Maintenance for Modified Licensed Standard Software and Custom Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes them) make the modified Licensed Standard Software
more difficult to maintain. New World agrees to provide maintenance support for Custom interfacing software at
no additional expense, outside of this Agreement, to Customer. If New World agrees to provide maintenance
support for Custom Software or Licensed Standard Software modified at Customer's request, or for prior releases
of New World's software,then the additional New World maintenance or support services provided shall be billed
at the then-current Exhibit B 1 hourly fees.
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Exhibit Cl /AEGIS STANDARD SOFTWARE MAINTENANCE AGREEMENT
i
4. Billin
Maintenance costs are covered under the subscription payments in Exhibit AA 1. (If used, any Exhibit B 1 support or
service hours incurred are billed weekly for the previous calendar week.)
5. Additions of Software to Maintenance Agreement
Additional Licensed Standard Software licensed from New World will be added to the SSMA upon delivery. Costs
for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of
the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform
to the current specifications set forth in the user manuals, Customer must notify New World in writing that there is
a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to
New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed
defect must accompany each notice. Screen shots of the claimed defect where available shall suffice for the
documented example requirement.New World will review the documented notice and when a feature or report does
not conform to the published specifications, New World will provide software correction service at no charge. (See
paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided.) A
non-warranty request is handled as a billable Request For Service(RFS)(see Exhibit B 1).
The no-charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated;and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
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EXHIBIT C2
g
LOGOS STANDARD SOFTWARE MAINTENANCE AGREEMENT
This Standard Software Maintenance Agreement (SSMA) between New World Systems Corporation (New
World)and City of San Bernardino,California(Customer)sets forth the standard software maintenance support
services provided by New World for the Exhibit A2 applications under Subscription.
1. Service Period
This SSMA shall remain in effect for a period of ten (10) years (the SSMA term) beginning on the date of
Agreement execution (the start date) and ending on the same calendar date at the conclusion of the SSMA term
unless extended by written agreement signed by the parties.
2. Services Included
The following services or features are provided under this SSMA at no additional cost,outside of this Agreement,
to Customer:
a) upgrades,including all new releases and revisions,to the Licensed Standard Software during
subscription term(prior releases of Licensed Standard Software application packages are
supported no longer than nine(9)months after a new release is announced by New World);
b) temporary fixes to Licensed Standard Software under subscription(see paragraph 6 below);
c) revisions to Licensed Documentation;
d) reasonable telephone support for Licensed Standard Software on Monday through Friday from
8:00 a.m.to 8:00 p.m.(Eastern Time Zone);
3 e invitation to and participation in user group meetings;
Items a,b,c and d above will be distributed to Customer by electronic means.
Additional support services are available as requested by Customer using the rates set forth in Exhibit 132. Exhibit
B2 has a description of support services available.
3. Maintenance for Modified Licensed Standard Software and Custom Software
Customer is advised that if it requests or makes changes or modifications to the Licensed Standard Software,
these changes or modifications (no matter who makes them) make the modified Licensed Standard Software
more difficult to maintain. New World agrees to provide maintenance support for Custom interfacing software at
no additional expense, outside of this Agreement, to Customer. If New World agrees to provide maintenance
support for Custom Software or Licensed Standard Software modified at Customer's request, or for prior releases
of New World's software,then the additional New World maintenance or support services provided shall be billed
at the then-current Exhibit 132 hourly fees.
4. Billin
Maintenance costs are covered under the subscription payments in Exhibit AA2. (If used,any Exhibit B2 support or
service hours incurred are billed weekly for the previous calendar week.)
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Exhibit C2/LOGOS STANDARD SOFTWARE MAINTENANCE AGREEMENT
5. Additions of Software to Maintenance Agreement
Additional Licensed Standard Software licensed from New World will be added to the SSMA upon delivery. Costs
for the maintenance for the additional software will be billed to Customer on a pro rata basis for the remainder of
the maintenance year and on a full year basis thereafter.
6. Requests for Software Correction on Licensed Standard Software
At any time during the SSMA period, if Customer believes that the Licensed Standard Software does not conform
to the current specifications set forth in the user manuals, Customer must notify New World in writing that there is
a claimed defect and specify which feature and/or report it believes to be defective. Before any notice is sent to
New World, it must be reviewed and approved by the Customer Liaison. Documented examples of the claimed
defect must accompany each notice. Screen shots of the claimed defect where available shall suffice for the
documented example requirement.New World will review the documented notice and when a feature or report does
not conform to the published specifications, New World will provide software correction service at no charge. (See
paragraph 4.0 of the General Terms and Conditions of this Agreement for the New World warranties provided.) A
non-warranty request is handled as a billable Request For Service(RFS)(see Exhibit B2).
The no-charge software correction service does not apply to any of the following:
a) situations where the Licensed Standard Software has been changed by anyone other than New
World personnel;
b) situations where Customer's use or operations error causes incorrect information or reports to be
generated;and
c) requests that go beyond the scope of the specifications set forth in the current User Manuals.
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EXHIBIT D
NEW WORLD SYSTEMS CORPORATION
NON-DISCLOSURE AND SECURITY AGREEMENT FOR THIRD PARTIES
This Agreement,when accepted and executed by New World,grants the undersigned the permission to use and/or have limited
access to certain New World Systems®Corporation(New World)proprietary and/or confidential information.
Installed At: City of San Bernardino Located At: 710 North"D"Street
Customer Name San Bernardino,CA 92401
Authorized Signature of Customer:
Name(Please Print or Type) Title Signature
In exchange for the permission to use or have access to New World proprietary and/or confidential information, including
without limitation, New World software and/or documentation, the organization and individual whose names appear below,
agree to the following:
1. No copies in any form will be made of New World proprietary or confidential information without the expressed written
consent of New World's President,including without limitation,the following:
a) Program Libraries,whether source code or object code;
b) Operating Control Language;
c) Test or Sample Files;
d) Program Listings;
e) Record Layouts;
f) All written confidential or proprietary information originating from New World including without
limitation,documentation,such as user manuals and/or system manuals;and/or
g) All New World Product Bulletins and/or other New World Product related materials.
2. New World software, New World documentation, or other proprietary or confidential information shall not be used for
any purpose other than processing the records of the Customer identified above as permitted in the Customer's Standard
Software License and Services Agreement with New World.
3. The undersigned agree(s) that this Agreement may be enforced by injunction in addition to any other appropriate
remedies available to New World. If it is determined that the money damages caused by the undersigned's failure to
comply with the foregoing terms are difficult to ascertain,they are hereby estimated at liquidated damages of no less than
three times the then-current License Fees for the License Software provided to Customer under the Standard Software
License and Service Agreement between Customer and New World.
4. Nothing contained within this Exhibit shall circumvent Customer's obligations under the Federal Freedom of
Information Act or the California Public Records Act.
Agreed and Accepted by Third Party(Organization) Agreed and Accepted by Third Party(Individual)
Organization: Individual:
By: By:
Title: Title:
Date: Date:
Accepted and Approved by New World Systems Corp. /
By: Approved as to form: -
Title: j James F.Penman,City Attorney
Date: Date: 1
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EXHIBIT E
DEMONSTRATION SITE DISCOUNT
As a major component of the Subscription Agreement,New World has provided Customer a significant discount
in exchange for the privilege of using Customer's site for demonstration purposes. Accordingly,after the Licensed
Standard Software has been delivered and installed, Customer agrees to act as a demonstration site for prospective
New World customers. Customer also agrees to serve as a reference or remote demonstration site on the telephone
for prospective New World customers. By agreeing to be a demonstration site, Customer is not necessarily
endorsing the New World software and Customer will not actively participate in any type of marketing and
advertising campaign for or on behalf of New World.
Demonstrations will be coordinated with the appropriate Customer personnel and will be scheduled to minimize the
interruption to Customer's operations. New World will provide Customer reasonable notice for preparation.
Q
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EXHIBIT F
LOGOS DATA FILE CONVERSION ASSISTANCE
New World will provide conversion assistance to Customer to help convert the existing data files specified below.
If additional files are identified after the contract execution, estimates will be provided to Customer prior to New
World beginning work on those newly identified files.
1. General
a) This conversion effort includes data coming from one unique data source,not multiple sources.
b) No data cleansing,consolidation of records,or editing of data will be part of the data conversion
effort. Data cleansing,removal of duplicate records,and editing must take place by Customer
prior to providing the data to New World
2. New World Responsibilities
a) New World will provide Customer with a conversion design document for signoff prior to
beginning development work on the data conversion. No conversion programming by New
World will commence until Customer approves this document.
b) New World will provide the data conversion programs to convert Customers data from a single
data source to the New World Licensed Standard Software for the specified files that contain
500 or more records.
c) As provided in the approved project plan for conversions,New World will schedule a conversion
analysis trip and a separate data conversion testing trip to Customer's location.The conversion
testing trip for each application is a billable support trip,using standard Exhibit B hours,which is
scheduled in conjunction with the delivery of the converted data to the Customer.
d) New World will provide the Customer up to 3 test sets of the converted data. Additional test
sets requested may/will require additional conversion costs.
e) New World will provide the standard conversion record layouts to the Customer and convert the
available data elements defined in the standard conversion record layouts.
3. Customer Responsibilities
a) Customer will provide data in standard conversion record layouts as provided by New World.
Submitted data files must include an accurate count of records contained in the files.
b) Data will be submitted to New World in one of the following formats:AS/400 files,Microsoft
SQL Server database,Microsoft Access database,Microsoft Excel Spreadsheet,or an ASCII-
format delimited text file.Data and databases will be transferred using the New World ftp site.
c) Customer understands that files or tables containing less than 500 records or table entries will not
be converted.
d) As provided in the project plan for conversions, Customer will provide a dedicated resource in
each application area to focus on conversion mapping and testing.This includes dedicating a
support person(s)whenever New World staff is on site regarding conversions. Roughly a one to
one commitment exists for Customer commitment and New World commitment. Customer
understands that thorough and timely testing of the converted data by Customer personnel is a
key part of a successful data conversion.
e) Customer agrees to promptly review conversion deliveries and signoff on both the conversion
design document and on the final conversion after the appropriate review. Applying the converted
data to the production(Live)environment will constitute conversion acceptance by Customer.
f) If the Customer cannot provide data in the format defined in New World's standard conversion
record layouts then New World will map the data to New World's standard conversion record
layout at the Hourly Rate. The Customer must provide complete file and field definitions for
New World to map the data.
ern
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i
! a Exhibit F/DATA FILE CONVERSION ASSISTANCE
4. Files to be converted
Up to 11 files from the following possible sources are included.
Financial
-Vendor Information
-Asset Management(Fixed Assets)
-General Ledger/Budget History
-Purchase Order History
-Accounts Payable History
Payroll
-Employee Information
-Employee Detailed Earnings History
-Position Master File
Community Development
LO -Permit/Inspection History
-Business License Information/Contractors
-Code Enforcement Violation
r
1
j
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EXHIBIT GI
_AEGIS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/MODIFICATIONS
AND/OR CUSTOM SOFTWARE
1. Definition of Protect
New World will provide the Customer requested Standard Software Enhancements and/or Custom Software as
discussed below to address the Customer's requirements. Customer agrees to cooperate in not making
modifications and enhancements too extensive as defined in the 2(b)(1)procedure below.
An analysis and assessment to verify the scope of effort for the project will be conducted. A revised estimate for the
modifications/interfaces may be provided at the conclusion of the assessment. Customer may elect to cancel or
proceed with the modifications/interfaces based on the revised estimate.
Capabilities included in the initial scope:
a) Custom Software/Interfaces
With New World providing consultation, Customer is responsible for obtaining technical
contacts and/or technical specifications from the third parties involved.
(1) First-in Fire Station Alerting Interface:
New World will provide a one-way interface from CAD to Westnet First-In Station
Alerting per the Westnet API documentation.
(2) LINX Interface:
New World will provide a one way interface to the LINX data warehouse for the arrest,
case, and warrant modules. This interface will provide the core information from these
modules and the associated information in those modules. The interface will be based on
one of the LEXS PD 3.X formats.
2. Methodology to Provide Enhancements and/or Custom Software
a) Definition of New World's Responsibility
This project includes the following activities to be performed by New World.
(1) Review of required features with Customer. Only items identified in Paragraph 1 above will be
provided in this implementation plan.
(2) Preparation of Requirements Document(RD)to include:
• Detailed description of the required feature
• menu samples
• screen samples
• report samples
(3) Programming and programming test.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 36 of 42 City of San Bernardino,CA
Exhibit G1 /CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/
MODIFICATIONS AND/OR CUSTOM SOFTWARE
(4) On-site training,testing and/or other support services at the Hourly Rate.
For modification requiring over fifty (50) hours of work, New World utilizes a design document
procedure [see 2(b)(1) below]. For smaller modifications, New World uses a Request For Service
(RFS)procedure. Both procedures are reviewed with Customer at a pre-installation planning meeting.
The RFS procedure utilizes a form with a narrative description and supporting documentation if
applicable to define the work to be done.
b) Implementation Schedule
Activity Targeted Time Period
(1) Complete Design Review with Customer Staff. Customer To be determined
agrees to be reasonable and flexible in not attempting to design
the modifications to be more extensive than called for in the
scope(cost and schedule)of this project.
(2) New World submits completed RD to Customer. To be determined
(3) RD is accepted and signed off by Customer (no programming To be determined
will be done by New World until the formal sign-off and
Customer's authorization to proceed in writing).
(4) New World completes programming from RD and provides To be determined
modified software to Customer.
(5) Software Modification Acceptance Test based on RD. To be determined
c) Customer's Responsibility
All Customer-requested changes after RD sign-off must be documented by Customer and authorized
in writing including potential costs,if any. Additional changes will most likely delay the schedule and
may increase the cost.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 37 of 42 City of San Bernardino,CA
EXHIBIT G2
LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/MODIFICATIONS
AND/OR CUSTOM SOFTWARE
1. Definition of Proiect
New World will provide the Customer requested Standard Software Enhancements and/or Custom Software as
discussed below to address the Customer's requirements. Customer agrees to cooperate in not making
modifications and enhancements too extensive as defined in the 2(b)(1)procedure below.
An analysis and assessment to verify the scope of effort for the project will be conducted.A revised estimate for the
modifications/interfaces may be provided at the conclusion of the assessment. Customer may elect to cancel or
proceed with the modifications/interfaces based on the revised estimate.
Capabilities included in the initial scope:
a) Custom Software/Interfaces
With New World providing consultation, Customer is responsible for obtaining technical
contacts and/or technical specifications from the third parties involved.
(1) Journal Import-Active:
A one-way user initiated batch process to import journal transactions from a third party
system to New World's general ledger.
(2) Journal Import-Utility:
A one-way user initiated batch process to import journal transactions from a third party
system to New World's general ledger.
(3) Journal Import-Chameleon:
A one-way user initiated batch process to import journal transactions from a third party,,. system to New World's general ledger.
(4) Laser Fiche Interface — Enables the user to directly access a P party document imaging
application to view scanned documents associated to a transaction or master record.
Functionality is currently available in the following areas: Accounts Payable Invoices,
Payments (Checks), Revenue Collection Receipts, Journals, Purchase Orders, Requisitions
and Employees.
(S) Logos.NET Inspections to a P Party IVR Interface:
New World will provide an interface that leverages our existing IVR interface which
includes the following features:
• Create a Requested Inspection
• Cancel a Requested Inspection
• Get Status of an Inspection
New features in addition to existing functionality.
• Ability to schedule an inspection for AM or PM
• Automatically schedule an inspection to an inspector based on inspection type and
property zone
• Ability to schedule an inspection for any date in the future (not just the next 2
business days)
• Ability to schedule inspections for code violations
Note: The interface will leverage our existing IVR interface for inspections and does not
include changes to those features. The expectation is that the IVR vendor will adhere to the
specifications of the existing interface.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 38 of 42 City of San Bernardino,CA
Exhibit G2/LOGOS CUSTOMER REQUESTED STANDARD SOFTWARE ENHANCEMENTS/
MODIFICATIONS AND/OR CUSTOM SOFTWARE
2. Methodoloey to Provide Enhancements and/or Custom Software
a) Definition of New World's Responsibility
This project includes the following activities to be performed by New World.
(1) Review of required features with Customer. Only items identified in Paragraph 1 above will be
provided in this implementation plan.
(2) Preparation of Requirements Document(RD)to include:
• Detailed description of the required feature
• menu samples
• screen samples
• report samples
(3) Programming and programming test.
(4) On-site training,testing and/or other support services at the Hourly Rate.
For modification requiring over fifty (50) hours of work, New World utilizes a design document
procedure [see 2(b)(1) below]. For smaller modifications, New World uses a Request For Service
(RFS)procedure. Both procedures are reviewed with Customer at a pre-installation planning meeting.
The RFS procedure utilizes a form with a narrative description and supporting documentation if
applicable to define the work to be done.
b) Implementation Schedule
Activity TarEeted Time Period
("1) Complete Design Review with Customer Staff. Customer To be determuned
agrees to be reasonable and flexible in not attempting to design
the modifications to be more extensive than called for in the
scope(cost and schedule)of this project.
(2) New World submits completed RD to Customer. To be determined
(3) RD is accepted and signed off by Customer (no programming To be determined
will be done by New World until the formal sign-off and
Customer's authorization to proceed in writing).
(4) New World completes programming from RD and provides To be determined
modified software to Customer.
(S) Software Modification Acceptance Test based on RD. To be determined
c) Customer's Responsibility
All Customer requested changes after RD sign-off must be documented by Customer and authorized
in writing including potential costs, if any. Additional changes will most likely delay the schedule and
may increase the cost.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 39 of 42 City of San Bernardino,CA
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The!'rrb/ie Sector Sn/lrren•e l:mnfrr�ny
APPENDIX 1 1
AEGIS AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
E
The attached configuration(Exhibit 1)describes the Third Party products and services that New World will obtain
for Customer. By their written approval below, Customer authorizes New World to order the Exhibit 1 products
for delivery to:
City of San Bernardino
710 North"D"Street
San Bernardino,CA 92401
The payments for Appendix 1 Services are covered under the Cost Summary and Payment Schedule in Exhibit AAL
Customer is responsible for the site preparation and related costs to install the Exhibit 1 Third Party products.
Customer is responsible for any returned product charges, including re-stocking and shipping fees, for all Third
Party products ordered by New World on the Customer's behalf. Travel Expenses incurred by New World are in
addition to the Exhibit 1 cost and will be billed weekly as incurred.
10 The Exhibit 1 components and cost may only be changed by mutual agreement of the parties. If a change order in
the configuration requires additional costs, New World shall notify Customer of the additional costs and with
Customer's approval these costs shall be borne by Customer. Without such approval,the change order will not be
processed.
Customer shall or may be required to execute selected agreements with vendors and New World shall not confirm
the ordering of any Exhibit 1 products without Customer's authorized signature on said Agreements. Customer
shall receive the benefit of all warranties, services,etc.provided for in the Agreements.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.doex Page 40 of 42 City of San Bernardino,CA
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EXHIBIT 1
AEGIS CONFIGURATION
THIRD PARTY PRODUCTS AND SERVICES
THIRD PARTY SOFTWARE
a. Embedded Third Party Software
(includes all Third Party executable components)
b. GIS Software
CAD
-CAD Workstations using ArcGIS Engine Runtime
(33 workstations)
Mobile
-Mobile In-Car Mapping and Routing(156 units)
Geo-File Maintenance Software(ESRI ArcEditor)
-per workstation
c. Diagramming Software(Scene PD)
Enterprise License
THIRD PARTY HARDWARE
d. Hardware,System Software&Services
Lantronix UDS-1100
Bar Coding Scanner Kit
AVL Hardware(191 units)
Digital Camera for Mug Shots
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 41 of 42 City of San Bernardino,CA
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ESRI Notes
1) Customer will restrict use of the ESRI Software to executable code(used with the Aegis Licensed
Standard Software).
2) Customer will prohibit(a)transfer of the ESRI Software except for temporary transfer in the event of
computer malfunction;(b)assignment,time-sharing,lend or lease,or rental of the ESRI Software or use for
commercial network services or interactive cable or remote processing services;and(c)title to the ESRI
Software from passing to any other party.
3) Customer will prohibit the reverse engineering,disassembly,or decompilation of the ESRI Software and
prohibit duplication of the ESRI Software except for a single archival copy;reasonable Sublicensee backup
copies are permitted.
4) Customer will disclaim,to the extent permitted by applicable law,ESRI's liability for any damages,or
loss of any kind,whether special,direct,indirect,incidental,or consequential,arising from the use of the
ESRI Software.
5) At the termination of their Agreement(Sublicense) with New World,Customer will certify in writing to
New World that it has discontinued use and has destroyed or will return to New World all copies of the
ESRI Software and documentation.
6) Customer will comply fully with all relevant export laws and regulations of the United States to assure that
the ESRI Software,or any direct product thereof,is not exported,directly or indirectly,in violation of
United States law.
7) Customer will prohibit the removal or obscuring of any copyright,trademark notice,or restrictive legend.
8) If New World grants a Sublicense to the United States Government,the ESRI Software shall be provided
with"Restricted Rights".
9) All Aegis/MSP Customers are required to use ESRI's ArcGIS suite of products to maintain GIS data.All
maintenance,training and on-going support of this product will be contracted with and conducted by ESRI.
Maintenance for ESRI's ArcGIS suite of products that are used for maintaining Customer's GIS data will
be contracted by Customer separately with ESRI.
10)The on-going New World SSMA cost is required for any Aegis software changes related to integration with
ESRI software.
11)If a new release of ESRI software is incorporated into the Aegis software,an associated upgrade fee may be
required for the new ESRI software,depending on the potential cost from ESRI;and/or on the scope of
effort required to integrate the new ESRI release with Aegis software.
CONFIDENTIAL
Agreement 011211 Aegis and Logos FINAL.docx Page 42 of 42 City of San Bernardino,CA
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PURCHASE AGREEMENT
CITY OF SAN BERNARDINO and NEXUS INTEGRATED SYSTEMS, INC.
This Purchase Agreement is entered into this 25th day of January, 2011,
by and between Nexus Integration Systems ("Nexus") and the City of San Bernardino ("City"
or "San Bernardino").
WITNESSETH:
WHEREAS, the Mayor and Common Council has determined that it is advantageous
and in the best interest of the City to contract for the upgrade of the City's telephone system;
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages Nexus to provide those
products and services set forth on the Statement of Work, attached herein as Attachment"1"
and fully incorporated herein, on the terms stated therein.
2. COMPENSATION AND EXPENSES.
a. For the products and/or services delineated above, the City, upon presentation of an
invoice, shall pay the Nexus up to the amount of$396,060.71 for materials and
equipment, installation labor, 9% sales tax and a one-year warranty, as set forth on
Schedule "A" to the Statement of Work.
b. No other expenditures made by Nexus shall be reimbursed by City.
3. TERM; TERMINATION.
This project shall be commenced January 25th and shall be completed within 60 days
from award, execution of agreements and progress payment.
4. INDEMNITY.
Nexus agrees to and shall indemnify and hold the City, its elected officials, employees,
agents or representatives, free and harmless from all claims, actions, damages and liabilities of
any kind and nature arising from bodily injury, including death, or property damage, based or
asserted upon any actual or alleged act or omission of Nexus, its employees, agents, or
subcontractors, relating to or in any way connected with the accomplishment of the work or
performance of services under this Agreement, unless the bodily injury or property damage was
actually caused by the sole negligence of the City, its elected officials, employees, agents or
representatives. As part of the foregoing indemnity, Nexus agrees to protect and defend at its
own expense, including attorney's fees, the City, its elected officials, employees, agents or
representatives from any and all legal actions based upon such actual or alleged acts or
omissions. Nexus hereby waives any and all rights to any types of express or implied
indemnity against the City, its elected officials, employees, agents or representatives, with
San Bernardino/Nexus Agreement 1 January 20,2011
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respect to third party claims against the Nexus relating to or in any way connected with the
accomplishment of the work or performance of services under this Agreement.
6. INSURANCE.
While not restricting or limiting the foregoing, during the term of this Agreement,
Nexus shall maintain in effect policies of comprehensive public, general and automobile
liability insurance, in the amount of$1,000,000.00 combined single limit, and shall file copies
of said policies with the City's Risk Manager prior to undertaking any work under this
Agreement. City shall be set forth as an additional named insured in each policy of insurance
provided hereunder. The Certificate of Insurance furnished to the City shall require the insurer
to give City at least thirty (30) days' notice of any change or termination in the policy.
7. NON-DISCRIMINATION.
In the performance of this Agreement and in the hiring and recruitment of employees,
Nexus shall not engage in, nor permit its officers, employees or agents to engage in,
discrimination in employment of persons because of their race, religion, color, national origin,
ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or
sexual orientation, or any other status protected by law.
8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
Nexus warrants that it possesses or shall obtain, and maintain a business registration
certificate as required under Chapter 5 of the Municipal Code, and any other license, permits,
qualifications, insurance and approval of whatever nature legally required of Nexus to practice
its business or profession.
9. NOTICES.
Any notices to be given pursuant to this Agreement shall be deposited with the United
States Postal Service, postage prepaid and addressed as follows:
TO THE City: I. T. Director
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5947
TO Nexus: Mr. Daniel Hopkins or Mr. Thomas Lyon
27202 W. Turnberry Ln. Suite 100
Valencia, CA 91355
Telephone (949) 265-6045
daniel.hopkinsnnexusis.com
10. ATTORNEYS' FEES
In the event that litigation is brought by any party in connection with this Agreement,
the prevailing party shall be entitled to recover from the opposing party all costs and expenses,
San Bemardino/Nexus Agreement 2 January 20,2011
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including reasonable attorneys' fees, incurred by the prevailing parry in the exercise of any of
its rights or remedies hereunder or the enforcement of any of the terms, conditions or
provisions hereof. The costs, salary and expenses of the City Attorney and members of his
office in enforcing this Agreement on behalf of the City shall be considered as "attorneys' fees"
for the purposes of this paragraph.
11. ASSIGNMENT.
Nexus shall not voluntarily or by operation of law assign, transfer, sublet or encumber
all or any part of the Nexus's interest in this Agreement without City's prior written consent.
Any attempted assignment,transfer, subletting or encumbrance shall be void and shall
constitute a breach of this Agreement and cause for the termination of this Agreement.
Regardless of City's consent, no subletting or assignment shall release Nexus of Nexus's
obligation to perform all other obligations to be performed by Nexus hereunder for the term of
this Agreement.
12. VENUE.
The parties hereto agree that all actions or proceedings arising in connection with this
Agreement shall be tried and litigated either in the State courts located in the County of San
Bernardino, State of California or the U.S. District Court for the Central District of California,
Eastern Division. The aforementioned choice of venue is intended by the parties to be
mandatory and not permissive in nature.
13. GOVERNING LAW.
This Agreement shall be governed by the laws of the State of California.
14. SUCCESSORS AND ASSIGNS.
This Agreement shall be binding on and inure to the benefit of the parties to this
Agreement and their respective heirs, representatives, successors, and assigns.
15. HEADINGS.
The subject headings of the sections of this Agreement are included for the purposes of
convenience only and shall not affect the construction or the interpretation of any of its
provisions.
1
16. SEVERABILITY.
If any provision of this Agreement is determined by a court of competent jurisdiction to
be invalid or unenforceable for any reason, such determination shall not affect the validity or
enforceability of the remaining terms and provisions hereof or of the offending provision in any
other circumstance, and the remaining provisions of this Agreement shall remain in full force
and effect.
17. REMEDIES; WAIVER.
All remedies available to either party for one or more breaches by the other party are
and shall be deemed cumulative and may be exercised separately or concurrently without
San Bemardino/Nexus Agreement 3 January 20,2011
waiver of any other remedies. The failure of either party to act in the event of a breach of this
Agreement by the other shall not be deemed a waiver of such breach or a waiver of future
breaches, unless such waiver shall be in writing and signed by the party against whom
enforcement is sought.
18. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the
parties, and supersedes any prior agreements and understandings relating to the subject manner
of this Agreement. This Agreement may be modified or amended only by a written instrument
executed by all parties to this Agreement.
IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day
and date set forth below.
Dated: , 2011 NEXUS INTEGRATION SERVICES
By:
Its:
Dated 12011 CITY OF SAN BERNARDINO
By:
Charles McNeely, City Manager
Approved as to Form:
James F. Penman, City Attorney
San Bemardino/Nexus Agreement 4 January 20,2011
5
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Attachment
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onnect Collaborate Create
Statement of Work
Developing advanced technology
solutions for your business
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PREPARED FOR:
9
City of San Bernardino
NEC SV8500 IP PBX SYSTEM REPLACEMENT & Contact
Center -City Hall Site
Version1.0 1/19/2011
www.nexusis.com 1800-536-24001 info@nexusis.com
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TEAM CONTACT INFORMATION
Client Name Functional Responsibility
Larry Martin Senior Network Martin La(a)sbcitv.org (909)384-5947
Administrator
June Yotsuya IT Director Yotsuva Ju(a sbcity.org (909)384-5947
Responsibility Nexus Name functional
Nexus IS Inc. Distribution:
Dan Hopkins Account Manager dan.hopkins(6nexusis.com (949)265-6045
Don Shepherd Sales Engineer don.shepherdanexusis.com (949)265-6116
Document Control
Author:Don Shepherd, Sales Engineer
Nexus IS, Inc. Professional Services
Change Authority: Nexus IS Professional Services
Revision History
The table below shows the revision history of this document.
Version No. Issue Date Status Reason for Change
1.0 12/20/2010 Initial Draft
1.1 1/19/2011 DSS Added Call Back feature to Contact Center SOW
for Water&Price Change reduction
Review History
The table below shows the review history of this document.
Reviewer's Detail- I War N� Rata
Nexus IS» Statement of Work
1 Executive Summary
This statement of work(SOW)identifies the services and activities to be performed by Nexus(and/or
others as identified herein)relative to the installation and programming of a new NEC SV8500 IP PBX
system at the City of San Bernardino -City Hall Site. The new SV8500 will replace the end-of-support
NEC 2400 ICS system currently installed and providing service to the City Hall Facility.
The UNIVERGE®SV8500 communication server shows that it is possible to improve on a family of
products that completely revolutionized the PBX market, the NEC 2400. UNIVERGE SV8500 ups the
ante by adding more applications and features to improve productivity and streamline business
processes.
SAVINGS realized when migrating to the UNIVERGE SV8500:
• License Migration customers will receive an equivalent amount(like for like licenses)when
moving from the NEAX 2400 platform to the UNIVERGE SV8500.
• Terminal Migration customers, existing Series E, Series i, Dterm®Cordless and SN716 Desk Console
will work on the UNIVERGE SV8500.
• Application Migration customers with existing Call Center applications, UC applications, OAI
Applications, UA5200 and Wired-for-Wireless products will migrate to the UNIVERGE SV8500.
• The NEAX 2400 End of Life has been announced; the UNIVERGE SV8500 is the"go
forward" product for future development.With the end of NEAX 2400 and NEAX 2400
NTAC support(as announced in Dear Associate Letter 2000-09-106), this new system will again provide
the City Hall site with a new system warranty and NEC NTAC support ongoing.
• The IP design with Embedded VoIP and SIP server provides support for IP stations and IP
trunks, eliminating the requirement for more blades or additional chassis. As a pure IP system,the
SV8500 scales seamlessly to thousands of ports.
• New line-up of next generation UNIVERGE Terminals provides the freedom to tailor
the platform and telephony applications to meet your customers evolving needs. Scalability and
customization through modularity, investment protection with Standard 5 Year Terminal Warranty,XML
open interface support and Bluetooth Handsets are just some of the benefits.
- The UNIVERGE SV8500 is a true Global Product; organizations can take advantage of support for
both VolP and traditional voice: deployment of a pure IP solution or any combination of IP and traditional
technology.
The new SV8500 platform will be an IP-enabled platform that will support VOIP deployments now. The
new IVR system will be integrated into the new SV8500 IP platform via standard SIP ports(48).
Existing circuit cards will migrate into the new SV8500 platform after a simple chip kit upgrade. Most of
the circuit cards from the 2400 IPX will be reused in the new SV8500.
The services, activities, and responsibilities described within the following sections herein characterize
the full set of deliverables for this project, thus constitutes the working agreement between Nexus and
CITY OF SAN BERNARDINO (Client). Every effort has been made to identify the scope of the project
based on information made available during the engagement to create the SOW.
CITY OF SAN BERNARDINO-Statement of Work Page 4 of 17
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Nexus IS Statement of Work
1.1 Nexus Profile
Nexus, headquartered in Valencia, California has offices throughout California, Arizona,Oregon and
Washington.The company employs more than 400 people and serves client organizations of all types
and sizes in local, national and international markets.
Nexus specializes in delivering innovative convergence solutions that provide businesses with a distinct
competitive advantage.We understand the challenges posed by today's rapidly evolving technologies
and leverage our extensive engineering team to help our clients meet these challenges. We work hard to
understand the unique needs of each of our clients,and develop a personalized technology strategy to
help them succeed.
1.2 Customer Profile
City of San Bernardino
The City of San Bernardino is a community rich in history and cultural diversity. Influences of Native
Americans, Mexican settlers, Spanish missionaries and Mormon emigrants can still be seen throughout
the City today. From the day in 1810 when Franciscan missionary Father Dumetz named the area San
Bernardino to the present, San Bernardino -nestled south of the San Bernardino Mountains and west of
the lower desert-has been recognized for its scenic beauty and strategic location. Today,the City of San
Bernardino serves as the county seat and is the largest city in the County of San Bernardino with a
population of over 205,000.
The location of this project is The City of San Bernardino-City Hall facility located at:
City of San Bernardino
300 North"D" Street
San Bernardino, CA 92418
(909)384-5211
Hours of Operation
Monday-Thursday
7:30 a.m. - 5:30 p.m.
Closed Friday, Mayor's Office&Water Department open until 4:30, 2nd Floor Access
E
CITY OF SAN BERNARDINO-Statement of Work Page 5 of 17
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Nexus IS» Statement of Work
2 Professional Services
2.1 Solution Overview
The purpose of the proposed engagement is to assist CITY OF SAN BERNARDINO with the deployment
of a new NEC SV8500 communications server and software solution. The system is designed to replace
the existing NEC 2400 ICS at the existing City Hall Site and will support a new Contact Center Software
solution, Unified Communications for Business(UCB). Existing circuit cards will be upgraded with chip
kits and migrated to the new system as possible. Digital station sets will be reused throughout the City
Hall facility and new IP sets will be deployed at some locations.
2.2 Scope
SV8500 Communications Server
At the City Hall Site, the SV8500 will replace an existing (End of Life/End of Support)2400 ICS
system that is no longer supported by the manufacturer, NEC America. Upgrades and patches are no
longer available.
The new SV8500 will be installed and programmed at the same location as the existing 2400 system.
This proposal assumes that the existing Series E or Series I telephone sets will be reused and that
those telephone sets are in working order.
This proposal assumes that the replacement system will be a like-for-like replacement without significant
changes to system programming of individual stations.
A new Contact Center solution will be deployed (UCB) and extensive call flow, auto attendant and live
attendant console applications will be developed and deployed. Agent tracking, reporting and monitoring
will be supported,With agent supervisor capability to monitor and assist. The contact Center will be
equipped for up to 80 concurrent agents logged in. Custom Announcements and detailed reporting will
be provided. A site license for Agent Callback is included.
A new centralized Unified Messaging server will be implemented to replace existing voice mail for up to
1200 users. This system will provide voice mail with Outlook integration for the City staff.
All power sources, grounding and wall mounting space will be reused as appropriate. All existing cabling
will be reused and no new station cabling is included in this proposal.
The new SV8500 will connect to the existing NEC network via the existing CCIS circuits. On-Site System
Administrator training for the SV8500 is included.
The services, activities, and responsibilities described within the following sections herein characterize
the full set of deliverables for this project,thus constitutes the working agreement between Nexus and
CITY OF SAN BERNARDINO. Every effort has been made to identify the scope of the project based on
information made available during the engagement to create the SOW.
CITY OF SAN BERNARDINO-Statement of Work Page 6 of 17
Nexus IS>) Statement of Work
2.3 Project Tasks
Project
Task CITY OF SAN Nexus
BERNARDINO
Kickoff meeting between CITY OF SAN BERNARDINO and X X
Nexus
Project Planning/Database Design session X X
Equipment Delivery -Rack and Stack Equipment X
Install SV8500 Server and OS—Program System X
Integrate SV8500 to existing LANIWAN X X
Install SV8500 Circuit Cards and cross connect X
Install UCB servers and develop Contact Center
Install Unified Messaging and set up end user mailboxes
and auto attendants
Install Metropolis Call Accounting software on customer-
provided LAN connected workstation
Test phones and consoles; Test trunks;Test CCIS X X
Validate access to CCIS Network locations; validate X
access to voicemail ;validate SMDR capture
System Cut Over—place SV8500 into service X
System Administrator Training X X
Project Documentation Delivered X
Project Acceptance Document Signed X X
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Nexus IS m, Statement of Work
2.4 Documentation and Deliverables
It is important to note that all documentation will be developed during the duration of the project. As a
part of this SOW the below documentation will be provided.
To customer from Nexus:
( Statement of Work
( As-Built Documentation
( Software CDs and System Technical Documentation CDs
To Nexus IS from customer:
( Signed Statement of Work
( Signed In-Service Acknowledgement Form
2.5 Knowledge Transfer
It is intended that the customer will designate appropriate personnel who are familiar with the project
details and who will continue to maintain the systems after cutover.The knowledge transfer session(s)
provide the basic understanding of how your system(s)operate. Knowledge transfer DOES NOT provide
expert and/or advanced functionality administration. Client should NOT expect to troubleshoot advanced
situations and upgrade their system(s)without assistance from Nexus.
Nexus will provide four(4)administrative knowledge transfer session,for up to four(4)hours each, to
accommodate up to six(6)attendees. The four sessions will cover PBX System Administration; Contact
Center System Administration;Voice Mail System Administration and Call Accounting System
Administration. This session will be conducted on the day after completion of go live support. If a lot of
supervised (over-the-shoulder)knowledge transfer occurs during implementation, the amount of time
spent on administrative knowledge transfer may vary.
2.6 Cutover and first day in Service
This statement of work and associated proposal provides for on-site cut over and first day in service
support.
2.7 Project Completion
Acceptance Criteria for this project are as follows:
( Successful deployment of SV8500 server connected to existing LAN
( Successful implementation of the City Hall Telephones and Telco Services
( Successful integration to the Unified Messaging Platform
( Successful integration to the UCB Contact Center
( Successful testing of all trunks
( Successful testing of CCIS Features
( Successful capture of SMDR records from all systems on Metropolis Call Accounting
( Successful backup of the City Hall SV8500 system database
CITY OF SAN BERNARDINO-Statement of Work Page 8 of 17
Nexus IS),) Statement of Work
( Clean up and removal of old system components, delivered to a City of San Bernardino's
representative
( As-Built Documentation and all system media delivered to City of San Bernardino's
representative.
In order to refuse acceptance of the services performed, CITY OF SAN BERNARDINO must provide
Nexus with full details that show that services do not conform to the SOW. Nexus shall address such non-
conformance in a timely manner. Nexus shall compile an action plan to correct any deficiencies and the
process for acceptance detailed herein shall be repeated until such time as all deficiencies have been
resolved and the services meet the requirements of the SOW. Acceptance may not be withheld due to
defects in services that do not represent a material non-conformance with the requirements of the SOW.
At the conclusion of the project, CITY OF SAN BERNARDINO will have deployed a solution as described
throughout the various applicable contractual documents including but not limited to this Statement of
Work.
As acknowledgement that the system has been placed into commercial operation, CITY OF SAN
BERNARDINO will sign an"In-service Acknowledgement"form, which may list certain minor items that
were not yet able to be deployed. These items(if any)will also have documented due dates for the
expected completion date. Other items listed could include as-built documentation and or drawings as
applicable based on what was purchased in the agreement.
2.8 Post cutover Support Options
The proposal includes 1 year of software support from the manufacturer. Nexus recommends that each
Client consider the appropriate level of support for their implementation. The Nexus Support Services
(NTAC)organizations are dedicated to providing several options that are designed to assist with your
continued success after this consulting engagement has ended. Options for continued support can be
discussed with your Account Executive and quoted at any time before, during or after the engagement.
IL
CITY OF SAN BERNARDINO-Statement of Work Page 9 of 17
k
1
E
i'
Nexus IS)) Statement of Work
3 Assumptions and Responsibilities
The following assumptions were made to create this Statement of Work. Should any of these
assumptions prove to be incorrect or incomplete then Nexus will request a change from THE CITY.. Any
such modifications shall be managed by the Change Management Procedure described in Section 5.
3.1 General Assumptions
( Project duration will be heavily dependent on equipment delivery and client readiness levels.
( VPN access will be provided to Nexus resources(via WEBEX)to allow for work to be
accomplished remotely when applicable.
( The quality of a VoIP call depends on many factors, including network traffic, LAN/WAN
engineering (ie-setting up QoS across network, CODECS being used), and network carrier
facilities. Business voice quality can be achieved with proper engineering and carrier SLA's in
place (when involving WAN), but is not 100% guaranteed. Nexus understands that THE CITY. is
currently waiting on budget approval for planned network upgrades. Current network
performance is unknown.
( In order for VOIP quality to sustain acceptable levels, please note that Nexus IS recommends
customers maintain SLA's with their network service provider for WAN services. Nexus IS cannot
be held responsible for voice quality issues if the following network guidelines are not consistently
met by the CUSTOMER and the network and/or the network service provider:
• Network delay—maximum 180ms one-way between endpoints;
o Network Jitter—<20ms between endpoints;
• Packet Loss—maximum 1% between endpoints.
• The network service provider should provide documentation of these parameters in order
to verify that these guidelines are being met for WAN services.
3.2 Server Assumptions
( It is assumed that the SV8500 software will be deployed on all-new serer equipment (server
provided within this proposed scope). Customer will provide rack space and a UPS for the serer
along with an Ethernet switch port and two static IP addresses for the NEC SV8500 (this serer).
( Customer will provide Nexus resources with IP addresses and a Guest Administrative account
during the duration of the project as well as VPN access for ongoing System Administration.
3.3 Customer Responsibilities
( Client Will appoint and make available a single point of contact or project manager designated to
work with Nexus for all aspects related to the completion of Services. Client agrees that the
SPOC will have authority to act on behalf of Client.
( Client will provide access to staff resources(dedicated or part time).
( Client shall ensure that adequate access to workspace and resources(i.e. Internet, telephone,
etc.)is available at each facility where services will be provided by Nexus
CITY OF SAN BERNARDINO-Statement of Work Page 10 of 17
Nexus IS)g Statement of Work
( Client will be responsible for all Network related configuration including VLANS. Customer will
provide Nexus resources with IP addresses and a Guest Administrative account during the
duration of the project as well as VPN access for ongoing System Administration.
3.4 Nexus Responsibilities
( Nexus will ensure that consultants assigned to this project are certified and knowledgeable in
the products and technologies outlined in this SOW.
( Nexus will ensure that project issues are brought to the attention of the Client point of contact or
project manager in a timely manner to ensure timely resolution with minimal Customer impact to
the project timeline.
3.5 Project Management Responsibilities
Upon execution of this SOW by both parties and Nexus' receipt of the executed SOW, signed Schedule A
and Purchase Agreement from the customer, Nexus will determine the optimal start date and
cutover/delivery date based on discussions with the Nexus sales team, project coordination resource,
Nexus technical resources, and the customer.
All Project management will be performed remotely. Status meetings/conference calls will typically be
driven by the Nexus Project Manager.
The Project Manager will organize and coordinate the following tasks including but not limited to:
( The procurement, staging and delivery of the equipment purchased
( The scheduling of Nexus resources
( The coordination of required customer resources and associated tasks
( The planning of installation activities utilizing the timeline established after the kick off meeting as
the guide
( Act as the single point of contact for charge control, escalation and acceptance activities for the
implementation team efforts defined within this SOW.
3.6 Project Kickoff
The purpose of the project kickoff meeting is to transition the project from the design and purchase
process to the implementation phase. The agenda of the meeting will include the review of the contract
terms, and key project task areas. The key stakeholders need to attend to agree on roles and
responsibilities, establish joint planning, and define short-term deliverables for both Nexus and the
Customer. This is typically a remote meeting with the added attendance of the Nexus Advance Solutions
Executive, Sales Engineer and Deployment Engineer(s)either live or remotely, as well as the customers'
key stakeholders.
At a minimum, the agenda will also include the following planning activities:
( Validate the Bill of Materials as itemized on the agreement
( Review various other specifics of this Statement of Work
( Develop&verify the contact and escalation list
CITY OF SAN BERNARDINO-Statement of Work Page 11 of 17
i
Nexus IS» Statement of Work
( Communication plan that defines the understanding as to how Nexus and the customer agree
to communicate on all project related information ranging from non-critical information to
critical information.
( Change Management Plan. This is how Nexus and the customer will manage changes during
the project lifecycle. It is common for changes to occur during a project for a multitude of
reasons and it is vital that a plan is in place to document and execute changes on a written
change order as they arise. If changes occur that have an impact on the initial timeline, the
Project Manager will make changes to reflect any associated milestone impacts that may
arise as the direct result of the change(s).
( Site test, acceptance process and criteria based on the scope of the project
Ilk-
CITY OF SAN BERNARDINO-Statement of Work Page 12 of 17
Nexus IS)) Statement of Work
4 Project Team & Estimated Duration
This section is an overview of the proposed project team,from a Nexus IS and client perspective, which is
deemed necessary to complete the project.
( Nexus Project Manager
( Nexus Systems Engineer
( Nexus Systems Support Team (engaged as needed)
( CITY OF SAN BERNARDINO technical lead
4.1 Proposed Schedule
The proposed start date provided in this statement of work is an estimate. The Project start date can be
confirmed only after a signed copy of this agreement, along with a copy of a purchase order, are
submitted to Nexus. Unless otherwise agreed upon by both parties, Nexus Professional Services
generally require two(2)weeks' lead time to start a project.
Once confirmed, changes to the scheduling of a project phase will be subject to terms outlined in the
'Cancellation Policy'section.
The consulting services included in this project are based on a continuous work effort with no
interruptions in team resource allocation.
A"day"is defined as eight(8)hours of work conducted between 8am and 5pm in the local time zone.
The work schedule may be adjusted by mutual agreement to accommodate Client work hours or special
circumstances.
Nexus will present a Project Schedule as a first deliverable once the SOW and Purchase agreements
have been signed.
CITY OF SAN BERNARDINO-Statement of Work Page 13 of 17
Nexus IS)) Statement of Work
5 Change Control
It may become necessary to amend this SOW for reasons including, but not limited to, the following:
( CITY OF SAN BERNARDINO changes to the SOW and/or specifications for the services.
( CITY OF SAN BERNARDINO changes to the project plan.
( Unavailability of resources that are beyond either party's control.
( Environmental or architectural conditions not previously identified.
In the event either party desires to change this SOW,the following procedures shall apply:
( The party requesting the change will deliver a Change Order Form to the other party.The
Change Order Form will describe the nature of the change, the reason for the change, and the
effect the change will have on the Statement of work, which may include changes to the
deliverables and/or the schedule.
( A Change Order Form may be initiated either by the Customer or by Nexus for any changes to
the SOW. The Project Coordinator of the requesting party will review the proposed change with
his/her counterpart. The parties will evaluate the Change Order Form and negotiate in good faith
the changes to the services and the additional charges, if any, required to implement the change
order. If both parties agree to implement the change order, the appropriate authorized
representatives of the parties will sign the change order, indicating the acceptance of the changes
by the parties.
( Upon execution of the Change Order Form,the Change Order Form will be incorporated into the
SOW.
( Nexus is under no obligation to proceed with the Change Order Form until such time as the
Change Order Form has been agreed upon by both parties.
( Payment terms for all change orders are due within net 30 days of receipt of invoice.
CITY OF SAN BERNARDINO-Statement of Work Page 14 of 17
Nexus IS» Statement of Work
6 Pricing
Client is responsible for issuing a purchase order for both the project cost as well as estimated expenses
(listed below) no later than thirty(30) business days prior to the start of the engagement.
Equipment Total 229,850.20
Sales Tax 8.75% 20,686.52
Warranty(1 year) 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129,433.49
Total Investment $396,060.72
CITY OF SAN BERNARDINO-Statement of Work Page 15 of 17
r -,
Nexus IS)) Statement of Work
7 Payment Terms and Conditions
PAYMENT TERMS: eaua-y in iIa
50010 Due at signing
40% Due upon the receipt of Majority (+90%) of materials
10% Due on Substantial Completion
Project Completion
Upon Nexus' completion of the professional services, Nexus shall notify City of San Bernardino of
completion of a specific milestone or service performed by providing an In-Service Acknowledgement
Form. City of San Bernardino has five (5)working days from the receipt of the In-Service
Acknowledgement Form to schedule appropriate personnel to review the particular milestone or services
performed and sign the In-Service Acknowledgement Form. Signing of the In-Service Acknowledgement
Form, or City of San Bernardino's failure to respond to the form within the designated five(5)day period,
signifies City of San Bernardino's acceptance of the milestone and that services have been performed as
described in the In-Service Acknowledgement Form and in accordance with the SoW.
In order to refuse acceptance of the services performed, City of San Bernardino must provide Nexus with
full details that show that services do not conform to the SOW. Nexus shall address such non-
conformance in a timely manner. Nexus shall compile an action plan to correct any deficiencies and the
process for acceptance detailed herein shall be repeated until such time as all deficiencies have been
resolved and the services meet the requirements of the SoW. Acceptance may not be withheld due to
defects in services that do not represent a material non-conformance with the requirements of the SoW.
At the conclusion of this project, City of San Bernardino will have deployed a solution as described
throughout the various applicable contractual documents including but not limited to this Scope of Work.
As acknowledgement that the system has been placed into commercial operation, City of San Bernardino
will sign an "in-service Acknowledgement"form, which may list certain minor items that were not yet able
to be deployed. These items(if any)will also have documented due dates for the expected completion
date. Other items listed could include as-built documentation and or drawings as applicable based on
what was purchased in the agreement.
Nexus IS Inc. warrants that the services shall be provided by competent personnel in accordance with
applicable professional standards
0
CITY OF SAN BERNARDINO-Statement of Work Page 16 of 17
Nexus ISM) Statement of Work
Statement of Work Sign off
City of San Bernardino Agreement of Terms Nexus Agreement of Terms
I do hereby agree to the solution as set forth I do hereby agree to the solution as set forth
within this Statement of Work. within this Statement of Work.
Name: Name:
Title: Title:
Signature: Signature:
Date: Date:
0 APPROVED AS TO FORMS
James F.PenMM4 4
City Attorney
4
1M.-
CITY OF SAN BERNARDINO.Statement of Work Page 17 of 17
NE U S )) System Line Item List
for
hitr.i�rati�n 5s nr+ce=
City of San Bernardino
SCHEDULE A-ORDER SUMMARY-SV8500 System
MDxe to SV8500 Migration reusing existing Digital interface cards.CGipkit upgrade for Digital cards included
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
8500001 1 SV8500 SYSTEM(MIGRATION) 1,477.98 1,477.98
2 8510000 1 SV8500 DVD 16.07 16.07
3 8510005 1 85-106 S3 MAIN SYSTEM 1,445.85 1,445.85
4 8510100 1 SV8500 GENERIC SOFTWARE LICENS 68.76 68.76
5 8510401 1 SV8500 CCIS/FCCS NETWORK OPTIO 2,054.71 2,054.71
6 8510800 65 SV8500 IP ENDPOINT LICENSE 1,545.45 23.78
7 8510999 8 SV8500 384 PORT CAPACITY OPTIO 11,566.80 1,445.85
8 8520001 2 SCF-CP00-A 10,233.41 5,116.70
9 8520004 2 SN1753 PWRMAC 1,461.92 730.96
10 8520005 1 SCG-PC00-A 908.48 908.48
11 8520006 1 SCG-M00-A 375.92 375.92
12 8520009 2 SCG-GT01-A 1,127.76 563.88
13 8520010 1 SCG-1000-A 824.94 824.94
14 8520011 7 UNIVERGE SV8500 PIR 9,794.83 1,399.26
15 8520012 1 UNIVERGE SV8500 TSWR 4,072.48 4,072.48
16 8520014 2 UNIVERGE SV8500 FANU(V) 1,545.45 772.73
17 8520016 3 SN1749 BASEUD-A 1,472.36 490.79
18 8520022 1 SV8500 L-SPARE FUSE A 137.20 137.20
19 8520023 2 UNIV+80 V MESSAGE POWER UNIT- 1,024.95 512.47
20 8520025 2 CF-2G-A PROGRAMMED 438.57 219.29
21 8520027 1 SCG-M02-A 465.89 465.89
22 8522001 4 SPH-SWI 2 TSW-UA 7,306.36 1,826.59
23 8522002 14 PH-PC36 5,244.90 374.64
24 8522004 7 PA-PW55-C 2,402.04 343.15
25 8522005 7 PA-PW54-C 3,200.47 457.21
26 8522006 2 PH-PW 14 387.49 193.74
27 8522007 2 SPH-GT09 1,096.28 548.14
28 8522008 2 SPA-8RSTAD-A 1,664.33 832.17
29 8522012 1 SPA-4DATBA-B 451.43 451.43
30 8522023 2 PH-CK20 PLO 1,187.52 593.76
31 8522028 2 SPH-PC20B-A 806.46 403.23
32 8524003 2 SPA-16COTBEB-A 3,378.79 1,689.40
33 8524005 1 SPA-DTIC-A 1,278.45 1,278.45
34 8524008 2 SPA-PRTC-B 5,022.56 2,511.28
35 8524011 1 SPA-32IPPADB 2,465.66 2,465.66
36 8525008 1 SN716 DESK CONSOLE PACKAGE 947.19 947.19
37 8528005 1 D15F EXALM CA-A 91.89 91.89
38 8528006 5 D15STCA-A 349.82 69.96
39 8528010 14 MT24-D25 CA-A 950.24 67.87
40 8528011 14 D37-D25 CA-A 2,251.35 160.81
41 8528012 2 D37 EXCLK CA-A 313.27 156.63
42 8528013 2 D37-SC50 CA-B 329.98 164.99
43 8528014 2 D15 ST-F CA-C 288.21 144.10
44 8528015 7 3P PWR CA-A 146.19 20.88
45 8528016 7 3P PWR CA-B 146.19 20.88
46 8528017 1 SV 4PORT CA-A 250.61 250.61
47 8528019 3 SV8500 GC POWER CABLE KIT-DC 120.49 40.16
48 8528020 1 D15 ST CA(S)-A 73.10 73.10
49 8528400 1 2400 RS-232C CA-1 40.81 40.81
50 8530201 2 SPA-16ELCN-C 4,488.56 2,244.28
51 8535100 5 CHIP KIT SP-3125(16ELCH PROG- 963.90 192.78
52 8535103 1 CMP KIT SP-3935(16ELCJB PROG 240.98 240.98
53 8535250 1 CHIP KIT SP-3010(24DTR PROG-A 38.56 38.56
54 8535285 5 CHIP KIT SW-200(24CCT PROG-A) 192.78 38.56
55 8540091 1 SV8500 REPLACING MMG SYSTEM 0.00 0.00
56 8540100 1 SV8500 LICENSE TRANSFER 1,606.50 1,606.50
57 APPLICATION SERVER ITEMS
58 542216 2 EXPRESS5800 2U/WIN OS/SILVER 7,966.01 3,983.00
59 APPS I ITEMS
60 225316 1 UCB 5.0 CORE SW(USB) 54.40 54.40
61 225200 1200 UC4B PER USER LICENSE 15,541.58 12.95
62 225201 1 CT CONTROL-5 USER BASE 3,899.21 3,899.21
63 225202 15 CT CONTROL-5 USER AO 16,363.99 1,090.93
64 225204 1 AGENT DESKTOP-5 USER BASE 2,746.54 2,746.54
65 225205 15 AGENT DESKTOP-5 USER AO 16,363.99 1,090.93
66 225207 1 CUSTOM ANNOUNCE-4 PORT BASE 5,070.01 5,070.01
67 225208 3 CUSTOM ANNOUNCE-4 PORT AO 5,082.10 1,694.03
68 225210 1 CALLBACK-PER SITE LICENSE 7,033.86 7,033.86
69 225236 1 NEC SOFT PORTS ENABLED(FIRST 4 482.22 482.22
70 225237 9 NEC SFT PTS ENABLED(PER AO 4 P 5,777.58 641.95
71 225239 1 DASHBOARD-5 USER BASE 962.28 962.28
72 225248 1 CONSOLE-1 USER BASE 1,813.18 1,813.18
73 TERMINAL ITEMS
74 680010 26 DTL-8LD-1(BK)TEL 4,076.28 156.78
75 780135 1 AC-2R 11.23 11.23
76 220500301 1 MNT UCB/QM 1-YEAR CONTRACT 0.00 0.00
77 390000301 1 MNT SINGLE YEAR CONTRACT 0.00 0.00
78 ASSOCIATE MAINTENANCE ITEMS
1 of2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing& a116vdta.(P�ptidffeJ 1&(88rwon 1/192011
)) System Line Item List
for
City of San Bernardino
SCHEDULE A-ORDER SUMMAR Y-SV8500 System
MDY.r to SV8500 Migration reusing existing Digital interface cards. Chipkit upgrade for Digital cards included.
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
79 220500081 809 MNT UCB/QM SW PREMIUM APS1 11,649.60 14.40
80 8510999081 96 MNT SV8500 SW PREMIUM APS 6,220.80 64.80
81 Miscellaneous Installation Hardware
82 14EX-25PX50180DEC 86 25PX50-180 Amphenol Cables 3,508.80 40.80
83 AMP-558842-1 1 AMP 100-Pair 11OConnect Wiring Block 14.40 14.40
84 AMP-558402-1 450 AMP I IOConnect 5-Pair Terminating Block 291.60 0.65
85 AMP-558843-1 7 AMP 300-Pair I IOConnect Wiring Block 200.76 28.68
86 Metropolis Call Accounting Hardware&Software
87 OfficeWatch Enterprise Software(Needed for Mulit Site)
88 OWE2000 1 OfficeWatch Enterprise Software Up to 2000 Extensions 11,021.25 11,021.25
89 Chatsworth Equipment Racks
90 55053-503 1 Chatsworth 19"X 7'Standard Floor Equipment Rack 111.61 111.61
91 999999 1 Miscellaneous Material Per Rack 60.00 60.00
92 Miscellaneous Equipment
93 NEC-200208 32 SPA-16LCBJ-B 16,896.00 528.00
94 Credits
95 9999999 1 NEC Software Discount -15,152.19 0.00
96
Equipment Total 229,850.20
Sales Tax 9% 20,686.52
Warranty 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129.433.49
Total Investment 396,060.71
This price includes material,installation labor,9%sales tax,and a one year warranty.
This quote is valid until Sunday,March 20,2011
Authorized Customer Signature Payment Terml 50%/$198030.36
Payment Term2 40%/$158424.28
Payment Term3 10%/$39606.07
Authorized Nexus IS Entity Signature Payment Term4 0%/$0
The Customer's signature acknowledges that the Customer has read and accepted the terms and conditions of the above
referenced contract,the customer authorizes Nexus IS to obtain credit information prior to accepting this order.
Imo.
2 oF2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing Higik&1R4 k.0%bpiid9rlt 1MHTS9on 1/1912011
0
0
0
WOMEN
1 NEW TELEPHONE EQUIPMENT PURCHASE
MEMORANDUM OF UNDERSTANDING
2
3 THIS MEMORANDUM OF UNDERSTANDING (MOU) is made and entered into this 24th day of
4 January, 2011, by and between the City of San Bernardino, a charter city (City) and San Bernardino Board of
5 Water Commissioners, by and through the City of San Bernardino Municipal Water Department. (Department),
6 sometimes jointly referred to herein as the"Parties".
7 Recitations:
8 WHEREAS, the City and the Department are discrete entities pursuant to the Charter of the City of San
9 Bernardino; and
10 WHEREAS, both Parties agree that the existing telephone system cannot offer the type of technology
11 necessary to effectively support the requirements of existing customers of the Department or the citizens of the
12 City; and,
13 WHEREAS, both Parties agree that a complete replacement of the telephone system at this time would
14 be very costly and would require installation of new cable; and
15 WHEREAS, both Parties seek to address the most immediate needs of the either Party and to address
16 the life span of the existing telephone system hardware; and
17 WHEREAS, it is acknowledged that a phased upgrade to the existing telephone system resulting in an
18 immediate improvement of the core telephone switch hardware and software in City Hall is more cost effective
19 in the near term; and
20 WHEREAS, this minimum upgrade would position the Parties to allow for the reuse of most of the
21 existing telephone hardware until such time a system overall can be implemented; and
22 WHEREAS, The Department has agreed to fully purchase the proposed telephone switch upgrade at a
23 total approximate cost of$400,000 and the City has agreed to pay the Department its share of ownership in the
24 upgrade $220,000 (55%); and
25 NOW THEREFORE, it is hereby agreed by the Parties as follows:
26 1. ACQUISITION. The Department shall fully purchase the proposed telephone switch upgrade at a total
27 cost of$400,000 from the Nexus Corporation before March 30, 2011.
28 2. TERMS: The City shall pay the Department$44,000 on or before January 30, 2012 and hereinafter
annually for a term of five years totaling $220,000 at the conclusion of the five year payment plan in January
Page 1 of 2
_".
1 2017. Both Parties' respective share of ownership shall be established upon the immediate purchase of the
2 telephone upgrade by the Department.
3 3. FEATURES: The initial features include a schedule of work as attached in Exhibit A. The Department
4 shall pay for any additional functional features of the telephone system that they deem to use for their specific
5 needs. The purchase of additional telephone functions to the system upgrade does not change the percentage of
6 ownership of either party.
7 4. MAINTENANCE: Any maintenance costs that not covered by existing maintenance agreements shall be
8 paid for by both Parties based on their respective share of ownership.
9 5. LIABILITY: The City shall bear all costs and shall indemnify and hold harmless the Board and its agents
10 of any claim, action or liability arising from the creation of this document or performance of the requirements
11 hereof by the Parties.
12 This MOU is executed by and between the City and the Department for the provision of services defined
13 above.
14
15 CITY OF SAN BERNARDINO
16 BOARD OF WATER COMMISSIONERS
17
Date:
18 Toni Callicott,President
19
Date: Robin L. Ohama,
2 0 Deputy City Clerk&Ex-Officio Secretary
21 CITY OF SAN BERNARDINO
22
Date:
23 Charles E. McNeely, City Manager
24 Approved as to Form: ATTEST:
25
26 1�a es F. Penman,City Attorney Rachel Clark, City Clerk
27
28
Page 2 of 2
Exhibit A
E � U S » System Line Item List
Ir•.,aar�•..o,. S,� ,.._,_..
for
City of San Bernardino
SCHEDULE A-ORDER SUMMARY-SV8500 System
MDxx to S11'8500 Migration reusing existing Digital interface cards. Ckipkit upgrade for Digital cards included
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
1 8500001 1 S 88500 SYSTEM(MIGRATION) 1,477.98 1, 77.98
2 8510000 1 SV8500 DVD 16.07 16.07
3 8510005 1 85-106 S3 MAIN SYSTEM 1,445.85 1,445.85
4 8510100 1 SV9500 GENERIC SOFTWARE LICENS 68.76 68.76
5 8510401 1 SV8500 CCIS/FCCS NETWORK OPTIO 2,054.71 2,054.71
6 8510800 65 SV8500 IP ENDPOINT LICENSE 1,545.45 23.78
7 8510999 8 SV8500 384 PORT CAPACITY OPTIO 11,566.80 1,445.85
8 8520001 2 SCF-CP00-A 10,233.41 5,116.70
9 8520004 2 SN1753 PWRMAC 1,461.92 730.96
10 8520005 1 SCG-PC00-A 908.48 908.48
11 8520006 1 SCG-M00-A 375.92 375.92
12 8520009 2 SCG-GT01-A 1,127.76 563.88
13 8520010 1 SCG-1000-A 824.94 824.94
14 8520011 7 UNIVERGE SV8500 PIR 9,794.83 1,399.26
15 8520012 1 UNIVERGE SV8500 TSWR 4,072.48 4,072.48
16 8520014 2 UNIVERGE SV8500 FANU(V) 1,545.45 772.73
17 8520016 3 SN1749 BASEUD-A 1,472.36 490.79
18 8520022 1 SV8500 L-SPARE FUSE A 137.20 137.20
19 8520023 2 UNIV+80 V MESSAGE POWER UNIT- 1,024.95 512.47
20 8520025 2 CF-2G-A PROGRAMMED 438.57 219.29
21 8520027 1 SCG-M02-A 465.89 465.89
22 8522001 4 SPH-SW12 TSW-UA 7,306.36 1,826.59
23 8522002 14 PH-PC36 5,244.90 374.64
24 8522004 7 PA-PW55-C 2,402.04 343.15
25 8522005 7 PA-PW54-C 3,200.47 457.21
26 8522006 2 PH-PW14 387.49 193.74
27 8522007 2 SPH-GT09 1,096.28 548.14
28 8522008 2 SPA-8RSTAD-A 1,664.33 832.17
29 8522012 1 SPA-4DATBA-B 451.43 451.43
30 8522023 2 PH-CK20 PLO 1,187.52 593.76
31 8522028 2 SPH-PC20B-A 806.46 403.23
32 8524003 2 SPA-16COTBEB-A 3,378.79 1,689.40
33 8524005 1 SPA-DTIC-A 1,278.45 1,278.45
34 8524008 2 SPA-PRTC-B 5,022.56 2,511.28
35 8524011 1 SPA-321PPADB 2,465.66 2,465.66
36 8525008 1 SN716 DESK CONSOLE PACKAGE 947.19 947.19
37 8528005 1 D15F EXALM CA-A 91.89 91.89
38 8528006 5 D15 ST CA-A 349.82 69.96
39 8528010 14 MT24-D25 CA-A 950.24 67.87
40 8528011 14 D37-D25 CA-A 2,251.35 160.81
41 8528012 2 D37 EXCLK CA-A 313.27 156.63
42 8528013 2 D37-SC50 CA-B 329.98 164.99
43 8528014 2 D15 ST-F CA-C 288.21 144.10
44 8528015 7 3P PWR CA-A 146.19 20.88
45 8528016 7 3P PWR CA-B 146.19 20.88
46 8528017 1 SV 4PORT CA-A 250.61 250.61
47 8528019 3 SV8500 GC POWER CABLE KIT-DC 120.49 40.16
48 8528020 1 D15 ST CA(S)-A 73.10 73.10
49 8528400 1 2400 RS-232C CA-1 40.81 40.81
50 8530201 2 SPA-16ELCN-C 4,488.56 2,244.28
51 8535100 5 CHIP KIT SP-3125(16ELCH PROG- 963.90 192.78
52 8535103 1 CHIP KIT SP-3935(16ELCJB PROG 240.98 240.98
53 8535250 1 CHIP KIT SP-3010(24DTR PROG-A 38.56 38.56
54 8535285 5 CHIP KIT SW-200(24CCT PROG-A) 192.78 38.56
55 8540091 1 SV8500 REPLACING MMG SYSTEM 0.00 0.00
56 8540100 1 SV8500 LICENSE TRANSFER 1.606.50 1,606.50
57 APPLICATION SERVER ITEMS
58 542216 2 EXPRESS5800 2U/WIN OS/SILVER 7,966.01 3,983.00
59 APPS I ITEMS
60 225316 1 UCB 5.0 CORE SW(USB) 54.40 54.40
61 225200 1200 UC4B PER USER LICENSE 15,541.58 12.95
62 225201 1 CT CONTROL-5 USER BASE 3,899.21 3,899.21
63 225202 15 CT CONTROL-5 USER AO 16,363.99 1,090.93
64 225204 1 AGENT DESKTOP-5 USER BASE 2,746.54 2,746.54
65 225205 15 AGENT DESKTOP-5 USER AO 16,363.99 1,090.93
66 225207 1 CUSTOM ANNOUNCE-4 PORT BASE 5,070.01 5,070.01
67 225208 3 CUSTOM ANNOUNCE-4 PORT AO 5,082.10 1,694.03
68 225210 1 CALLBACK-PER SITE LICENSE 7,033.86 7,033.86
69 225236 1 NEC SOFT PORTS ENABLED(FIRST 4 482.22 482.22
70 225237 9 NEC SFT PTS ENABLED(PER AO 4 P 5,777.58 641.95
71 225239 1 DASHBOARD-5 USER BASE 962.28 962.28
72 225248 1 CONSOLE-1 USER BASE 1,813.18 1,813.18
73 TERMINAL ITEMS
74 680010 26 DTL-8LD-1(BK)TEL 4,076.28 156.78
75 780135 1 AC-2R 11.23 11.23
76 220500301 1 MNT UCB/QM 1-YEAR CONTRACT 0.00 0.00
77 390000301 1 MNT SINGLE YEAR CONTRACT 0.00 0.00
78 ASSOCIATE MAINTENANCE ITEMS
I of 2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing Hega3ll64A&wlbpticwFjtl2fiawAon 1/19/2011
N � , U S )) System Line Item List
Inie. s•.;."._ for
e City of San Bernardino
SCHEDULE A-ORDER SUMMARY-SV8500 System
MDxx to SV8500 Migration reusing existing Digital interface cards.Chipkit upgrade for Digital cards included
LINE# PART# QTY DESCRIPTION $/Total Unit Pre Order
79 220500081 809 MNT UCB/QM SW PREMIUM APS1 11,649.60 14.40
80 8510999081 96 MNT SV8500 SW PREMIUM APS 6,220.80 64.80
81 Miscellaneous Installation Hardware
82 VEX-25PX50180DE( 86 25PX50-180 Amphenol Cables 3,508.80 40.80
83 AMP-558842-1 1 AMP 100-Pair I I OConnect Wiring Block 14.40 14.40
84 AMP-558402-1 450 AMP I IOConnect 5-Pair Terminating Block 291.60 0.65
85 AMP-558843-1 7 AMP 300-Pair I IOConnect Wiring Block 200.76 28.68
86 Metropolis Call Accounting Hardware&Software
87 OfficeWatch Enterprise Software(Needed for Mulit Site)
88 OWE2000 1 OfficeWatch Enterprise Software Up to 2000 Extensions 11,021.25 11,021.25
89 Chatsworth Equipment Racks
90 55053-503 1 Chatsworth 19"X 7'Standard Floor Equipment Rack 111.61 111.61
91 999999 1 Miscellaneous Material Per Rack 60.00 60.00
92 Miscellaneous Equipment
93 NEC-200208 32 SPA-16LCBJ-B 16,896.00 528.00
94 Credits
95 9999999 1 NEC Software Discount -15,152.19 0.00
96
Equipment Total 229,850.20
Sales Tax 9% 20,686.52
Warranty 11,492.51
Shipping and Handling 4,598.00
Labor/Services Total 129.433.49
Total Investment 396,060.71
This price includes material,installation labor,9%sales tax,and a one year warranty.
This quote is valid until Sunday,March 20,2011
Authorized Customer Signature Payment Terml 50%/$198030.36
Payment Term2 40%/$158424.28
Payment Term3 10%/$39606.07
Authorized Nexus IS Entity Signature Payment Term4 0%/$0
The Customer's signature acknowledges that the Customer has read and accepted the terms and conditions of the above
referenced contract,the customer authorizes Nexus IS to obtain credit information prior to accepting this order.
2 of 2
Copy of MQ356516-1-2 City of San Bernardino SV8500 migration reusing existing EiFaZ11 adi$0%piid"tEsfirskion 1/19/2011
RESOLUTION NO.2011-18
1
2 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A
CRITICAL TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
3 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
4 INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
THE BOARD OF WATER COMMISSIONERS.
5
6 WHEREAS, after a review of products,pricing, existing infrastructure, and the CAD and
7 RMS award to New World Systems Corporation of Troy, Michigan by the City of El Cajon after
8 an open public competitive bid within the last 12 months, New World Systems is the
9 ecommended provider for a ten-year fixed rate subscripti n and service agreement for
10
omputer-Aided-Dispatch and Records Management Syst software for the San Bernardino
11
12 olice and Fire Departments; and,
13 WHEREAS, after a review of products,pri ' g, existing infrastructure, and the Financial
14 anagement System award to New World Syst s Corporation of Troy, Michigan by the Chino
15 alley Independent Fire District after an op public competitive bid within the last 12 months,
16
ew World Systems is the recommend d provider for a ten-year fixed rate subscription and
17
18 ervice agreement for a comprehensiv Financial Management System and Integrated Software
19 ystem for the City of San Bernardi o; and,
20 WHEREAS, after a re iew of products, pricing, existing infrastructure, and their
21 perience with the City's exi ing NEC telephone switches, Nexus IS Inc., is the recommended
22
23 ovider for the purchase o a core telephone switch upgrade for the City of San Bernardino's
24 1 t Hall telephone syste , and,
25 WHEREAS, at meeting held on January 19, 2011, the San Bernardino Board of Water
2 6 ommissioners approved the joint purchase of the telephone switches upgrade with the City;
27
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
2 80F SAN BERNARDINO AS FOLLOWS:
2011-18
r)USOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
[IHHE CHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 RNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
TEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 BOARD OF WATER COMMISSIONERS.
4
5
6 SECTION 1. That pursuant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
7 ind Common Council authorize the City Manager, or his designee, to sign a ten-year fixed rate
8 S
5tandard Software License Subscription and Services Agreement with New World Systems
9 Corporation of Troy, Michigan, dated January 12, 2011, for both a Public Safety CAD and RMS
10
software project and a comprehensive Financial Management System and Integrated Software
11
12 System, a copy of which is attached hereto as Exhibit"A"and ' corporated herein in full.
13 SECTION 2. That the Mayor and Common Co cil authorize the purchasing manager
14 o issue a Purchase Order to New World Corporatio of Troy, Michigan, for the first year of the
15 en-year fixed rate Subscription and Services Agreement referenced in Section 3 of this
16
esolution, in an amount not to exceed 14,340. The Purchase Order shall read "San
17
18 ernardino CAD/RMS/Financial Mana ement System — Year 1" and authorize the annual
19 ssuance of purchase orders for year two through ten as provided for in the abovementioned
20 greement.
21
SECTION 3. That pur ant to San Bernardino Municipal Code 3.04.010(b)(2)the Mayor
22
nd Common Council autho 'ze the City Manager, or his designee, to sign a Purchase Agreement
i
23
i
24 ith Nexus IS Inc. for the purchase and installation of a core telephone switch upgrade for the
2 5 1 ity Hall telephone system as outlined in the Statement of Work dated January 19, 2011. A
2 6 opy of the Purchase Agreement, including the Statement of Work, is attached hereto as Exhibit
27
" and incorporated herein in full.
28
2011-18
1 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
2 BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
3 THE BOARD OF WATER COMMISSIONERS.
4
5 SECTION 4. That the Mayor and Common Council authorize the purchasing manager
6 to issue a Purchase Order to Nexus IS Inc. for purchase and installation of the telephone switch
7 referenced in Section 6 of this resolution, in an amount not to exc d $400,000." The Purchase
8
Order shall read"San Bernardino City Hall Core Telephone ystem Upgrade FY 2010-2011".
9
10 SECTION 5. That the Mayor and Common uncil authorize the City Manager, or his
11 designee, to sign a Memorandum of Understandin between the City of San Bernardino and the
i
12 Board of Water Commissioners for the joint p chase of a telephone switch upgrade, a copy of
13
which is attached hereto as Exhibit"C" an ncorporated herein in full.
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING A CRITICAL
TECHNOLOGY INFRASTRUCTURE UPGRADE FOR THE CITY OF SAN
BERNARDINO; AGREEMENTS WITH NEW WORLD SYSTEMS AND NEXUS
INTEGRATED SYSTEMS; AND A MEMORANDUM OF UNDERSTANDING WITH
THE BOARD OF WATER COMMISSIONERS.
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
Common Council of the City of San Bernardino at a meeting thereof, held on the
day of , 2011,by the following vote, to wit:
Council Members: AYES NAYS ABSTAIN ABSENT
MARQUEZ
DESJARDINS
BRINKER
SHORETT
KELLEY
JOHNSON
MCCAMMACK
Rachel G. Clark, City Clerk
The foregoing resolution is hereby approved this day of ,2011.
Patrick J. Morris, Mayor
City of San Bernardino
Approved as to
Form:
JAMES F. PENMAN,
City Attorney
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