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CITY OF SAN BERNARDINO - REQUEST FOR COUNCIL ACTION
From:
Larry R. Pitzer
Subject:
Resolution authorizing the City of San
Bernardino to enter into an agreement with
Lorna Linda University Medical Center to
provide emergency medical service
information.
Dept: Fire
Date:
February 10, 2005
MC/C Meeting Date:
March 7, 2005
Synopsis of Previous Council Action:
RECOMMENDATION:
Adopt resolution.
Contact Person: Larrv R. Pitzer
Phone: (909) 384-5286
Supporting data attached: StaffReoort. Resolution. Agreement. and SOW
Ward: City Wide
FUNDING REQUIREMENTS:
Amoullt:
S6OO.00
Source:
(Aoct. No,)
001-202-5172
(Acct. Deecription) Equipment MalnWnanc8
Finance:
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STAFF REPORT
SUBJECT:
Resolution authorizing the City of San Bernardino to enter into an agreement with Lorna Linda
University Medical Center to provide emergency medical service information.
BACKGROUND:
The Fire Department wishes to enter into an agreement with Lorna Linda University Medical
Center (LLUMC) to provide emergency medical service information to a specified data system
(attachment A).
LLUMC has been awarded an appropriation grant from the United States Army to gather patient
data from initial contact through definitive care and discharge from the hospital. This type of
information does not exist, nor has a study of this kind ever been established.
LLUMC selected six agencies (San Bernardino City Fire Department, San Bernardino County
Fire Department, Colton Fire Department, Lorna Linda Fire Department, AMR, and Big Bear
Fire) to participant in this grant. LLUMC will provide computer equipment to collect and
download the information; all agencies will provide support to LLUMC to meet the goals of the
grant.
Currently, there is no method to gather all patient data into a specified data system.
Consequently, the first part of the grant is to establish a standard of how each agency will collect
data. LLUMC Grant Director, Doctor JeffT. Grange, appointed a committee to develop the best
solution to overcome this obstacle. The committee agreed and recommended that Healthware
Solutions, be selected as the vendor to provide the hardware and software equipment. The
hardware is a compact rugged computer (Panasonic tough books) with software that is capable of
collecting all data required by national and local standards. To be able to gather and download
accurate information, Healthware Solutions and BIO-Key, formally known as Sunpro System,
must install an interface with the City's current FireRMS network server (attachment B).
Fire personnel will use the fourteen (14) new computers and accessory equipment provided by
LLUMC to collect and download into BIO-Key server, patient and other information related to
the emergency medical services. This will in effect, allow a transition of our pre-hospital care
reporting to a paperless system. This information can be accessed for patient outcome and
research by LLUMC. The City of San Bernardino will be responsible for the security of the
information it collects, stores, and transmits; LLUMC has agreed to be responsible for the
security of the data once it is stored on their system.
The agreement is for one year. Upon the completion of the grant performance period, ownership
of all computers, software, and related equipment provided shall be transferred to City of San
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Bernardino by LLUMC. If the City does not desire such equipment or withdraws from the
project prior to completion of the grant, then all of the equipment will be returned to LLUMC
upon termination. It is understood and agreed that ownership of the equipment upon the
completion of the grant project is the only compensation that will be given by LLUMC to the
City of San Bernardino.
FINANCIAL IMPACT:
LLUMC agrees to supply the City of San Bernardino with fourteen (14) computers and related
equipment at no cost to the City. However, there is an annual maintenance cost of $600 for the
link between the City's BIO-Key system and Healthware Solutions. The initial COlt for the liDk
interface from Healthware Solutions and BIO-key will be covered byLLUMC .. '....
Funds for the annual maintenance cost is available in account _Nr 001-202-5172 (Emergenc.y
Operations Equipment Maintenuice). .
RECOMMENDATION:
Adopt resolution.
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RESOLUTION NO. ----C..O f? Y
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE CITY OF SAN BERNARDINO TO ENTER INTO
AN AGREEMENT WITH LOMA LINDA UNIVERSITY MEDICAL CENTER TO
PROVIDE EMERGENCY MEDICAL SERVICE INFORMATION.
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The City of San Bernardino and Loma Linda Medical Center wish to enter
into an Agreement to provide emergency medical service information to a specified data system;
SECTION 2. The Mayor or her designee is hereby authorized and directed to execute said
Agreement, a copy of which is attached and incorporated herein as Attachment A;
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SECTION 3. The City of San Bernardino and Healthware Solutions wish to enter into a
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Statement of Work to link with the City's BlO-Key (Sunpro System) to provide emergency medical
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service information;
14 SECTION 4. The Mayor or her designee is hereby authorized and directed to execute said
15 Statement of Work, a copy of which is attached and incorporated herein as Attachment B;
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SECTION 5. The authorization to execute the above referenced Agreement and Statement
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of Work is rescinded if it is not executed within one hundred twenty (120) days of the passage of
this resolution.
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1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN
BERNARDINO AUTHORIZING THE CITY OF SAN BERNARDINO TO ENTER INTO
2 AN AGREEMENT WITH LOMA LINDA UNIVERSITY MEDICAL CENTER TO
PROVIDE EMERGENCY MEDICAL SERVICE INFORMATION.
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I HEREBY CERTIFY that the foregoing resolution w~ duly adopted by the Mayor and
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Common Council of the City of San Bernardino at a
meeting thereof, held on the
, 2005, by the following vote, to wit:
day of
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Council Members:
AYES
NAYS
ABSTAIN ABSENT
ESTRADA
LONGVILLE
MCGINNIS
DERRY
KELLEY
JOHNSON
MCCAMMACK
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Rachel G. Clark, City Clerk
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,2005.
day of
The foregoing resolution is hereby approved this
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Judith Valles, Mayor
City of San Bernardino
Approved as to form
and legal content:
James F. Penman
City Attorney
By: ~~ 7-.f~
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Attachment A
SUBCONTRACT BETWEEN
LOMA LINDA UNIVERSITY MEDICAL CENTER AND
THIS CONTRACT is entered into by and between Loma Linda University Medical Center, a California
nonprofit corporation (hereinafter referred to as LLUMC), and City of San Bernardino (hereinafter referred to as the
City) and shall be effective as of the last signature date below.
WITNESSETH: '
WHEREAS, the United States Army has awarded to LLUMC Award Number DAMD 17-03-2-0061
(hereinafter referred to as the Primary Grant); and
WHEREAS, the City represents that it is ready, willing and able to enter into an Agreement to provide
support and services to LLUMC to advance the goals of the Grant; and
WHEREAS, the City has skilled personnel and facilities available to undertake such a program; and
WHEREAS, the City and LLUMC desire this Agreement and the work to be performed under it to fully
comply with all appropriate laws and regulations;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
ARTICLE 1: SCOPE OF WORK
City, in the regular performance of its emergency medical services, will use computer equipment supplied by
LLUMC hereunder to collect and download into a specified data system patient and other information related to the
performance of such services, as further described on Exhibit A, attached hereto and a part hereof. City agrees to
appoint its EMS Administrator to oversee the performance of such services; no substitution may be made without the
prior written consent ofLLUMC
ARTICLE 2: EOUIPMENT
A. For its performance hereunder, LLUMC will supply to City the computer and related equipment described
on Exhibit B ("Equipment"), attached hereto and a part hereof.
B. For the duration of this Contract, title to all Equipment hereunder shall remain with LLUMC. Upon
termination of this Agreement, title to such Equipment shall either be' transferred to City or remain with
LLUMC, as hereinafter described.
C. For the duration of this Contract only, LLUMC shall provide for reasonable support for the Equipment
supplied hereunder. The responsibility of LLUMC to support the Equipment as described shall terminate
upon the termination of this Agreement.
D. City shall not alter such Equipment or download or connect anything thereto other than what is supplied by
LLUMC hereunder or is otherwise allowed by LLUMC and shall not' use such Equipment for any
purpose(s) other than as described herein. City shall be responsible for any loss of or damage to such
Equipment resulting from the negligence or willful misconduct of Subcontractor, its employees or agents
and agrees to promptly upon demand reimburse LLUMC for the replacement or repair of the Equipment
lost or damaged. City shall use the computer Equipment supplied hereunder at its own risk; other than the
obligation to provide reasonable support set forth above, LLUMC shall have no responsibility whatsoever
for the said Equipment, any malfunction thereof or any loss or damage caused by it or resulting from its use
by City.
E.
City shall be solely responsible for the security of the information it collects, stores and/or transmits using
said Equipment and LLUMC shall have no responsibility whatsoever for such security or any breach
thereof. Should City arrange to transmit its data collected hereunder to LLUMC's server, LLUMC agrees
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to be responsible for the security of the data once it is stored on its server. However, City remains solely
responsible for the security of the data during transmission to LLUMC's server. Also, it is expressly
acknowledged and agreed that City shall use LLUMC's server as described herein at its own risk, that
LLUMC is not and will not ever be an "outsourcer," that LLUMC does not guarantee continuous,
uninterrupted access to its server or to the information stored thereupon and that LLUMC shall not be
liable in any way to City or anyone else for any loss, damage, cost or expense whatsoever sutTered as a
result of the server or the data thereupon being or becoming inaccessible for any reason. City agrees to
indemnify and hold LLUMC harmless from and against any and all claims of loss, damage, cost or expense
resulting from City. use of said server.
ARTICLE 3: PERIOD OF PERFORMANCE
The Period of Performance of this Contract shall begin on June 22, 2004, and shall not extend beyond September 30,
2005 unless agreed to in writing by both parties hereto. Any extension of this Contract is subject to receipt by
LLUMC of specific funding and time extension under the Primary Grant for continuation of the City portion of the
work.
ARTICLE 4: SCIENTIFIC CONTROL
The Principal Investigator, JetT T. Grange, M.D., (hereinafter referred to as the Principal Investigator) shall
coordinate the efforts ofLLUMC and the City.
ARTICLE 5: ADMINISTRATION
The designated administrative contacts for LLUMC shall be: John C. Richards, Office of Grants Management,
24880 Prospect Street, Lorna Linda CA 92350; 909-558-4589; jrichards@univ.LLUMC.edu, and, as to
programmatic matters, JetTBender, Manager Discoveries Project, 11234 Anderson Street Room A234, Lorna Linda
Ca. 92354; 909-558-761 I; ibender@ahs.llumc.edu.
The designated administrative contact for the City shall be: Battalion Chief Matt Fratus, San Bernardino City Fire
Department 200 East 3rd Street, San Bernardino, Ca. 92410-4889; 909-384-5286; fratus_ma@sbcity.org
ARTICLE 6: COMPENSATION
If Subcontractor performs hereunder for the full period of performance, then, upon the completion of the period of
performance ownership of all computer(s), software and related Equipment provided to City hereunder shall be
transferred to City by LLUMC, if City so desires. If City does not desire such Equipment, or if City withdraws
from the project. prior to completion of the period of performance, then all of such Equipment shall be returned to
LLUMC upon termination of this agreement. It is understood and agreed that ownership of such Equipment upon
the completion of the project is the only compensation to be given City by LLUMC for services rendered hereunder.
ARTICLE 7: CONTINGENT UPON GRANT
This Contract and the funding thereof is expressly contingent upon the said Primary Grant. If funding under said
Primary Grant is ever discontinued or changed, or if the terms and conditions of said Primary Grant are ever altered,
this Agreement shall be terminated or amended as may be required thereby.
ARTICLE 8: ACCOUNTS. AUDITS AND RECORDS
A.
The City shall maintain books; records, documents and other evidence, accounting procedures, and
practices sufficient to reflect properly all direct and indirect costs of whatever nature have been incurred for
the performance of this Contract. The foregoing constitutes "records" for the purposes of this clause.
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B.
The City facilities (or such part thereof as may be engaged in the perfonnance of this Contract) and records
shaH be subject at all reasonable times to inspection and audit by LLUMC's authorized representative(s)
and the cognizant federal audit agency.
C. The City shall preserve and make available records until the expiration of three years after the end of the
Project period covered or until audit is completed and all resulting questions are resolved, whichever occurs
first.
D. The City shaH furnish LLUMC copies of A-133 audited financial reports for the Period of Perfonnance
listed in Article 2.
ARTICLE 9: CONFLICT OF INTEREST
City shall require the disclosure of, and address, any perceived or actual financial conffict of interest related to the
Scope of Work under this contract. Policies and procedures for investigator financial disclosure and conflict of
interest management shall comply with NSF Grant Policy manual Section 510 or 45 CFR Part 94. If a financial
conflict of interest is identified, City shaH notify LLUMC, within 60 days of the execution of the contract that,
A. City has imposed conditions or restrictions on the research for the satisfactory management, reduction, or
elimination of conflict of interest, or
B. City has identified a conflict of interest that cannot be managed satisfactorily by the designated City
authorities. In this case, the matter will be referred to LLUMC for joint LLUMC- City management.
LLUMC shall subsequently (i) certify that the conflict is satisfactorily managed, or (ii) endorse the
continuation of the contract with unresolved conflict, and notify the sponsor if required to do so by
regulation, or (iii) recommend discontinuation of the contract. .
ARTICLE 10: REPORTS
The Subcontractor will furnish reports as required by the Principal Investigator.
ARTICLE II: PATENTS AND INVENTIONS
A. The disposition of any patents and inventions arising under this Agreement will be subject to the provisions
of P.L. 98-620 and 37 CFR Part 40 I.
B. AH intellectual property, including without limitation, trade secrets, know how, patents, any original works
of authorship, improvements, developments, or inventions, whether patentable or not, developed as a result
of this Agreement or during City perfonnance of the work described in the attached Exhibit A, wiH be
owned solely and exclusively by LLUMC.
C. Copyright in works, including but not limited to reports, correspondence, presentations and computer
software, created or fixed in a tangible medium of expression by City under this Agreement will vest in
LLUMC. At City request and to the extent that LLUMC has the legal right to do so, LLUMC will grant
to Citya nontransferable, nonexclusive license to such works on reasonable tenns and conditions, including
reasonable royalties, as the parties may mutuaHy agree.
ARTICLE 12: PUBLICATIONS
All research reports and other publications relating to the work under this Contract shall:
A. Bear proper acknowledgment of the support provided by the Primary Grant.
B.
Be submitted to the Principal Investigator in the fonn of advance copies for review and comment prior to
publication to ensure appropriate coordination of the researc~ results.
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C.
Be furnished in a list of publications resulting from the research as part of the annual progress report
submitted to the Principal Investigator.
D. Have mutually arranged specific understanding between investigators regarding professional credits of
authorship.
ARTICLE 13: SUBCONTRACTS
It is understood that the City shall not subcontract any of the research effort required under Article I without prior
approval ofLLUMC.
ARTICLE 14: UNIVERSITY NAME - LIMITATIONS ON USE
Neither party will use the name of the other in any form of publicity except on the specific written authorization of
the signers below.
ARTICLE 15: INDEPENDENT CONTRACTOR RELATIONSHIP
The relationship of the City to LLUMC is and shall be that of an independent contractor in all respects under this
Contract, and nothing herein shall be construed as creating any other relationship.
ARTICLE 16: INSURANCE
The City at its sole cost and expense, shall insure its activities in connection with this Agreement and obtain, keep in
force and maintain policies of insurance, or an equivalent program of self-insurance, as follows:
A. Commercial Form General Liability Insurance (contractual liability included) with limits as follows:
(i) Each Occurrence $1,000,000
(ii) Products/Completed Operations Aggregate $1,000,000
(iii) Personal and Advertising Injury $1,000,000
(iv) General Aggregate (Not applicable to the Comprehensive Form) $3,000,000
If the above insurance is written on a claims-made form, it shall continue for three years following
termination of this Agreement. The insurance shall have a retroactive date of placement prior to or
coinciding with the effective date of this Agreement.
B. Business Automobile Liability Insurance for owned, scheduled, non-owned, or hired automobiles with a
combined single limit no less than one million ($1,000,000) per occurrence if using automobiles in
conducting research under this Agreement.
C. Workers' Compensation as required under California State law.
D. Such other insurance in such amounts which from time to time may be reasonably required by the mutual
consent ofLLUMC and the City against other insurable risks relating to performance.
E. The coverages required under this Article shall not in any way limit the liability of the City.
F. A thirty (30)-day advance written notice (l0 days for non-payment of premium) to LLUMC of any
modification, change, or cancellation of any of the above insurance coverages is required. Upon the
execution of this Agreement, City shall furnish LLUMC with Certificates ofInsurance evidencing
compliance with all requirements.
ARTICLE 17: INDEMNIFICATION
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. City shall defend, indemnify, and hold LLUMC, its officers, employees, and agents hannless from and against any
and all liability, loss, expense (including reasonable attorney's fees), or claims forinjury or damages resulting from
the performance of this Agreement but only in proportion to and to the extent such liability, loss, expense, attorney's
fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of
City, its officers, agents, or employees.
Likewise, LLUMC shall defend, indemnify, and hold City, its officers, employees, and agents hannless from and
against any and all liability, loss, expense (including reasonable attorney's fees), or claims for injury or damages
resulting from the performance of this Agreement but only in proportion to and to the extent such liability, loss,
expense, attorney's fees, or claims for injury or damages are caused by or result from the negligent or intentional acts
or omissions ofLLUMC, its officers, agents, or employees. The costs saIary and expenses of the City Attorney and
members of this office in enforcing this contract on behalf of the City shall be considered as "attorney's fee" for
purpose of this paragraph.
ARTICLE 18: CHANGES
LLUMC may at any time, through a written Amendment to this Contract, make changes within the Scope of Work
or Period of Performance of this Agreement. The City and LLUMC shall negotiate in good faith equitable
adjustments, if appropriate, in the terms of this Contract to cover any such change.
ARTICLE 19: TERMINATION
Either party may, by written notice to the other party, terminate this Contract in whole or in part at any time, either
for its convenience or because of the other party's failure to fulfill its contract obligations or to cure or correct its
contract obligations within a period as the parties may mutually agree. Upon receipt of such notice by the non-
issuing party, the City shall: (A) immediately discontinue all service affected (unless the notice directs otherwise),
and (B) deliver to LLUMC all data, reports, summaries, and such other information and material as may have been
prepared for and/or accumulated by the City in performing this Contract, whether completed or in process. Upon
termination, City shall be obligated to take all reasonable steps to curtail expenses incurred in support of this project,
and LLUMC shall be obligated to reimburse Subcontractor for uncancellable expenses incurred in support of this
project. Nothing in this article is intended to abrogate the Parties right to mutually terminate this Contract on such
terms as may be agreed upon.
ARTICLE 20: FORCE MAJEURE
This Agreement is subject to force majeure and is contingent upon strike, accidents, acts of God, weather conditions,
inability to secure labor or restrictions imposed by a government or governmental agency, or other delays beyond the
control of the parties. If performance is prevented by any cause of force majeure, this Agreement shall be then void
without penalty to either party for any such performance not delivered.
ARTICLE 21: ENTIRE AGREEMENT
This Agreement states the entire subcontract between the parties and merges herewith all statements, representations,
and covenants heretofore made, and any other agreements not incorporated herein are void and of no effect. No
representations or promises not expressly stated herein have been used to induce any party to enter into this
Agreement.
ARTICLE 22: GOVERNING LAW
This Contract, and all matters or issues collateral to it, shall be governed by and construed in accordance with the
laws of the State of California and the United States of America. Any dispute shall be adjudicated and enforced in
the above referenced Court.
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IN WITNESS WHEREOF, the parties have caused this Subcontract to be executed by their duly authorized
representatives.
LOMA LINDA UNIVERSITY MEDICAL CENTER
BY:
NAME:
TITLE:
DATE:
COUNTERSIGNED:
Jeff T. Grange, M.D.
CITY
BY:
NAME:
TITLE:
DATE:
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Daniel E. Fontoura. MPPM
Vice President. Medical Center.
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Exhibit A
Participating agencies will use the HealthWare Solutions software on the Panasonic
Toughbook PC provided by the LLUMC DISCOVERIES project as their priJIlary EMS
documentation tool. Pers6nel will continue to document patient care per their current
standards as defined by ICEMA and their department protocols. This project will in no
way change the current practice of patient transportation and demn.tion decisions. If a
patient is transported to LLUMC, the transporting EMS crew wiD electronically
download patient documentation onto the server at LLUMC in preparation for it to be
merged into the hospital patient care record. For patients transported to other. facilities
that do not have an interface with Health Ware Solutions, the patient record will be
printed in hard copy to become part of the hospital patient care record. After completing
a call, EMS crews will transfer patient documentation into the agencies report
management system by process defined by that agencies EMS manager. Each
participating agency will remain responsible for the privacy of patient information and
each provider will continue to follow their agencies privacy standards and protocols.
Agency administrators will work with DISCOVERIES project technical staff to assure
PC's are updated when required by LLUMC technical staffwith the latest se'Curity or
system updates.
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Ex.ibit B
EqDipmeat List:
SaD Beruardiuo City Fire Departmeut
. 14 - Panasonic Toughbook personal computers with the following inventory
information.
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Macbiue Name Model 1# Serial 1#
BooOl CF-18BDAZXMM 4CKSA2S90 1
B0002 CF-18BDAZXMM 4CKSA2S893
BDOO3 CF-18BDAZXMM 4CKSA2S83S
BD004 CF-18BDAZXMM 4CKSA2S807
BDOO5 CF-18BDAZXMM 4CKSA2S949
BD006 CF-18BDAZXMM 4CKSA2S885
BDOO7 CF-18BDAZXMM 4CKSA2S960
BDOO8 CF-18BDAZXMM 3KKSA14892
BD009 CF-18BDAZXMM 4CKSA2S72S
BOO 10 CF-18BDAZXMM 4CKSA2S787
BOOB CF-18BDAZXMM 3JKSA1l814
BOO 12 CF-18BDAZXMM 4CKSA2S979
BOOB CF-18BDAZXMM 4CKSA2S812
BOO 14 CF-18BDAZXMM 4CKSA2S869
. 14 - D/C power supply cords.
J
., 14 - Licenses, HealthWare Solutions EMS Solution 2000.
. 14 - Copies, Mcafee ASAP antivirus.
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Attachment B
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BID-key FireRMSTM
Statement of Work
For
Lorna Linda University Medical Center
and
City of San Bernardino, CA
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October 19, 2004
BIO-key, FireRMS and their associated logos, as applicable, lie trademarks or registered trademarks of BIO-key International,
Inc. All other brands, prodUcls and company names mentioned herein may be trademarks or registered trademarks of their
respective holders.
o
e 2004 BIO-key latera.do.... I.e.AU Rights Reserved
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Table of Contents
1.0 Project Overview
2.0 Project Deliverables
3.0 Responsibilities
4.0 Acceptance'Testing
5.0 Signatures
Appendix A - Project Methodology
Appendix B - Minimum Hardware Requirements
Appendix C - Product Descriptions
Appendix D - Change Order Form
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@ 1004 81O-key IDterDatioDal, IDC. All Rights Reserved
111611004
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1. Overview
This project involves the installation, implementation, and configuration for the licensed BID-
key International, Inc. ("BIO-key") FireRMS11II software and services listed in this Statement of
Work ("SOW"). BID-key is providing these products to Loma Linda University Medical Center
and services to the City of San Bernardino, California (the "End User Agencyj pursuant to the
BID-key International, Inc. Purchase Agreement related to this project. In the C\ient of any
contlict or inconsistency between this SOW and the Purchase Agreement noted above the
Purchase Agreement executed pursuant to this procurement shall control.
This SOW provides a description of the products and services to be provided for this specific
project, including the general responsibilities and expectations for the parties.
The licensed software and services outlined in this SOW will be delivered by BIO-key as
indicated in the Project Methodology section of this document. Acceptance testing criteria
("A TP") will be based upon the Product Functional Descriptions for the current production
version of the provided software as presented in Appendix C of this SOW.
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Additional work activities and software functionality not described in the SOW will be
considered a change order to this project. Additional work, including and not limited to
additional features, functionality, enhancements, or services covered by a change order will
likely result in additional charges or may affect the project plan related to this project.
Any dependencies or responsibilities not specifically assigned to BIO-key are deemed to be the
responsibility of the End User Agency.
This Statement of Work does not include:
. The configuration and/or programming of network infrastructure, including but not
limited to servers, clients, routers, switches, hubs or bridges.
. Training for third-party software, except as detailed herein.
. Hardware.
. Local or Wide Area Network Connections, infrastructure and/or connection band-width.
With a properly configured network, FireRMS EMS Interface, licensed for one (I) Agency will
allow departmental personnel to import EMS information into the FireRMS database. A one (1)-
agency license enables the End User Agency to operate FireRMS EMS on a single server and up
to a total of one (I)-User Agency as noted above and in the price quote.
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C 2004 BIO-key I.ten.tio..1, Iae. AU RiP" Reserved
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End User Agency and project location:
San Bernardino City Fire
300 E. 3M Street
San Bernardino, CA 92410
BIO-key Account Executive:
Ken Siemsen
300 Nickerson Road
Marlborough, MA 01752
909-612-0411
ksiemsen@bio-key.com
Appendices included in this SOW by attachment or reference are:
A - Project Methology
B - Minimum Hardware Specifications
C - Product Descriptions
o D - Change Order Form
2.0 Project Deliverables
BIO-key's portion of this project consist of the delivery and installation of the current production
licensed software and services as follows:
Software and Services
BIO-key FlreRMS EMS Interface
QuantItY
1
Q!!!ll
Agency
Project Management for Fire RMS
Technical Consulting for Fire RMS
.5 days
1 days
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3.0 Responsibilities
3.1 End User Agency Responsibilities During Implementation and
Training
Any responsibilities not specifically assigned to BIO-key are deemed to be the
responsibility of the End User Agency.
The End User Agency shall:
. Provide a safe work area during installations of all FireRMS Software and
Implementation activities.
. Provide computer network and hardware capable of meeting performance
requirements.
. Provide all Local and Wide Area Network configuration settings to connect
system to computer network.
o
. Provide all required hardware and network infrastructure. The installation and
testing of the hardware and network infrastructure will be completed prior to
Stage I implementation.
. Remote fue station access, file servers, and workstations must conform to the
published 810-k.y Operating System Requirements as stated in Appendix B of
this SOW.
. The agency is responsible for performing complete backups of all databases
before installation, and after the project completion.
. The agency is responsible for providing and maintaining all Microsoft NT and
SQL security and permission schema.
. Coordinate all activities. as required, to assure appropriate scheduling and
cooperation between all Agency involved in this project.
3.1.1 Assumptions
8IO-k.y assumes that End User Agency support personnel possess the knowledge
and skills necessary to perform post-installation and day-to-day administration
tasks as related to the Microsoft Windows NT-based network used in the
FireRMS System.
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3.1.2 Additional Services
Additional services are available based upon the following BIO-key standard rates:
. On site training is available at the 8IO-key standard rate of $1 000.00 per day
(one day minimum).
. Onsite implementation support, technical support, etc is available at the BIO-
key standard rate of$1200.00 perdayplus expenses (one day minimum).
. Offsite implementation support, technical support, development services, etc
is available at the BIO-key standard rate of$225.00 per hour.
The above rates are quoted on a per call basis and scheduling is subject to
availability of appropriate personnel. Any additional significant quantifIable
development or support activity be addressed on a fixed price basis via the 810-
key.Purchace Agreement amendment process.
3.2 BIO-key Responsibilities
BIo-key's responsibilities are:
3.2.1 ProgramlProject Management
. Assign the appropriate personnel who will be the primary point of contact
with the End User Agency throughout the implementation cycle. This
individual will have the authority to act on behalf ofBIO-key in fulfilling
BIO-key's commitments set forth in this SOW.
. The assigned BIo-key Project Manager will be the conduit for resolving all
application software technical issues that arise during the project.
3.2.2 Initial System Installation and Testing
. Provide end-to-end testing in conjunction with the End User Agency of all
software provided by BIo-key pursuant to this SOW. The functionality that
will be tested is represented within the applicable Product Functional
Description provided in Appendix C of this SOW.
. Install and test the appropriate FireRMS server software. The functionality
that will be tested is represented within the applicable Product Functional
Description provided in Appendix C of this SOW.
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. During the initial system configuration and setup BIo-key's technical
personnel will instruct Agency personnel on the proper procedures to install
and configure the remaining and future client software applications.
3.2.4 Customer Support
BIo-key's Project Manager will review BIo-key's Customer Support
documentation with the End User Agency and inform the Agency ofBIO-key's
toll free customer support telephone number and access to email support.
4.0 Acceptance Testing
Acceptance for payment or other contractual obligations, in general terms, is met when the
specified Deliverables materially conform to the functional description set forth in Appendix C
to this SOW.
Acceptance is achieved when the specified deliverables conform to the specifications in the
agreed-upon Statement ofWorlc (SOW) or one of the following occurs:
(a) more than five business days have expired after deficiencies are to be reported
and no deficiencies (or further deficiencies if after resolution of previously
identified deficiencies has taken place) are identified by the customer.
(b) the deliverables are used by the customer in an operationat environment for
greater than 30 days without stopping use of the deliverables and reporting
deficiencies to BIO-key.
BI()';'key is not responsible for conducting acceptance testing of third party or non-BIO-key
provided software, hardware or other items or products used in connection to this project.
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5.0 Signatures
BIO-KEY INTERNATIONAL, INC.
Harlan Plumley. Chief Financial Officer
LOMA LINDA UNIVERSITY MEDICAL CENTER, CALIFORNIA
Signature
Printed name and title
CITY OF SAN BERNARDINO (FIRE), CALIFORNIA
Signature
Printed name and title .
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Appendix A - Project Metbodology
Tbe metbodology described herein is offered as an eIample of BIO-key's
, usual instaUation and implementation proeesses. EICept as noted as custom
development, BIO-key's FireRMS licensed products are standard
configuration and are not subject to furtber development prior to
implementation.
1.0 Introduction
BIO-key's success in managing system implementation projects as described herein is a
combination of the personnel assigned to the project; the commitment made by both BIO-key
and executive management at the End User Agency; and the project methodology employed.
BIO-key's project methodology focuses on providing effective planning, control, monitoring,
and quality assurance.
BIO-k~-' s project methodology is designed for an orderly progression from requirement to
solution-from function to form. To ensure continual progress, each phase of the process is
results-oriented and measured by the completion of specific tasks.
o
1.1 Pre-Project Assessment
An Assessment Stage usually precedes any large project, and BIO-key considers this
stage substantially completed upon contract award. During the process leading up to
award, the client and BIO-key will have examined requirements, solutions, goals,
objectives, costs, and benefits.
1.2 Project Metbodology
BIO-key follows a five-stage project methodology to ensure that each FireRMS system
satisfies its mission requirements-on schedule and within budget. The five stages of the
BIO-key project methodology are incorporated into the Project Schedule. The stages
represent groupings of activities by type and the durations for performance may actually
overlap activities identified in the next stage and beyond. The completion of a stage is not
intended to be a prerequisite for all the activities of the subsequent stages as shown in
Figure l. '
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Figure 1 - FIVe Stages ortlle BIo-key Project Methodology
-." .:De,'lne-:
1. Contract
It evt.w
2. R e41uk.. e",
Analy."
:So 'lne__
Protect
Sohedule
... Cr..'e Tralnln,
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1. In.... Software
2. E.-cut.
Tralnln. 'Ian
3. Sy.teM
Acc.ptanc.
T..tlng
4. COlll..nce
LIv.
Op.'811o".
1. proteot
FoIow.u,
2. M ......n.n c.
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1.3 Project OrganizationIResponsibilities
The responsibilities of the members of the project teams for each organization are
described in the following sections.
o
1.3.1 BIO-key Project MaDager
. Reviews'the proposal and final contract internally and with the the End User
Agency's Project Manager.
. Directs the project as the BIO-key contact and is responsible for project
performance ftom initiation to closure, which includes planning, organizing,
managing, and colltrolling all aspects of the project that relate to BIO-key
deliverables to ensure that project tasks are performed according to the
approved project schedule.
. Coordinates the project kickoff between the End User Agency and BIO-key.
. Reviews the initial project schedule.
. Conducts an initial post-contract site visit/evaluation/review.
. Identifies any known items that may impact the availability of the End User
Agency resources during the project lifecycle.
. Reviews interface requirements, if any.
. Reviews subcontractor commitments, if any.
. Resolves any discrepancies or conflicts.
. Reviews initial proposed project information and proposed deliverables to
ensure compliance with final contracted project configuration.
. Initiates project reporting and filing systems.
. Identifies the resources required for BIO-key project management, such as
work space, telephone, office and copying services, site access, and other
communications, such as e-mait.
. Establishes project change order procedures.
., Resolves training logistics considerations such as schedules and classroom
resources.
. Responds to End User Agency inquiries.
. Obtains written clarification of chmge requests for interfaces and other
custom development before establishing a development schedule that may be
requested by the End User Agency.
. Monitors critical schedules such as custom development
. Processes requests for quotes for additional products or services, if any.
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. Initiates requests for quotes for additional products, change orders, or
services, as needed.
. Processes contract change orders.
. Monitors subcontractor commitments, if applicable.
. Conducts design review sessions between subcontractors and BIO-key
personnel (if required).
. Coordinates BIO-key logistics for all on-site activities.
. Researches alternatives and sources for any contract changes.
1.3.2 End User Agency Project Manager
The Agency's Project Manager will work directly with BIO-key to coordinate all
activities on the Project. This person will provide the technical vision for the
Project and assure that this is consistent with the overall scope of the project. The
Project Manager will be responsible for communications with End User Agency
management and coordinate any support requirements from the executive team.
The Agency's Project Manager should have the qualifications necessary to
function in a project environment and support the following responsibilities:
. Acts as the End User Agency's single point of contact for working with
BIO-key.
. Has sufficient authority and responsibility to make decisions on a day-to-
day basis about the project.
. Coordinates the activities of the End User Agency personnel and
resources.
. Provides sufficient resources to implement the operational use of the
system.
. Secures contract change approvals as required.
1.3.3 End User Agency System Administrator
The System Administrator will be responsible for working with BIO-key during
the installation and configuration of the FireRMS Software.. This person must,
with the assistance ofBIO-key and the End User Agency, be capable of managing
the configurations of the Fire RMS Sys1em to assure that the FireRMS System
does not have any mismatches of software versions. This person will also provide
general support to client users. This person is typically responsible for system
backups in case data recovery is required.
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The End User Agency's System Administrator should haye the qualifications
necessary to function in a project environment and support the following
responsibilities:
. Collaborates with the BIO-key Technical Consultant for system-specific
training and implementation of backup, recovery, archiving, and general
system activities.
. Monitors and configures the servers, workstations, and other external system
interfaces, such as an external CAD system.
. Monitors database as appropriate.
. Is the main point for contact for user questions and problems.
. Runs and designs reports as needed.
. Troubleshoots system problems as appropriate.
. Maintains and upgrades system configuration and fonns as appropriate.
. Installs FireRMS software upgrades as appropriate.
. Serves as liaison for BIO-key field service personnel.
. Becomes a knowledge base for System and Interface infonnation to aid end
users as needed.
o
1.3.4 EDd User AgeDey Data AdDliaistntor
The End User Agency's Data Administrator is primarily responsible for the
configuration of SQL Server and maintaining the Project data in an SQL Server
environment. This person should be experienced with SQL Server systems and
all of the details surrounding the care and maintenance oftbis data. Specifically,
this person will monitor database characteristics such as performance,
fragmentation, size, etc.
The Data Administrator should have the following qualifications:
. SQL Server Database knowledge and experience.
. Experience in administering database operations in a distributed client-
server environment.
. Experience with the MicrosoftWindows NT12000 Operating System and
general MS Windows operations and functionality.
. Experience in Microsoft Products such as Access, Excel, PowerPoint, etc.
. Experience in SQL Operations related to SQL Server, FoxPro, and similar
other databases.
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. Experience in executing standard and Ad Hoc reports with report writing
tools such as Access, CRYSTAL, and Excel.
1.3.7 End User Agency's Network Admiaistrator:
The Network Administrator will be primarily responsible for the
configuration of the network and coordinating the system's inclusion in
the corporate network environment This person should be experienced
with network equipment and all of the details surrounding the care and
maintenance of a Windows NTf2000-based network.
The Network Administrator should have the following qualifications:
. Experience in NTf2000 Network Administration.
. Experience in configuring and monitoring hubs, switches, modems,
and routers.
. Experience in using Network Management Software.
. Experience in Microsoft Windows Operations.
. Experience in diagnosing software and cable related problems.
. Experience in evaluating, reading and configuring baud rates, packet
sizes and structures.
1.3.8 BIO-key Teehnieal COBSultant
The BIQ-key Technical Consultant will provide the necessary technical
expertise to implement BIO-key's portion of this project from start to
fmish. This includes overseeing all system configuration activities,
providing system administration hands-on informal training, supporting
cutover activities, and installing the System and related software.
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1.4 Five-Stage Projeet Methodology in general
In genera~ BID-key will incorporate the five-stage project methodology as previously
described in Figure 1. The specific stages are described in the following sections. The
tasks and descriptions correspond to the sample project schedule provided as a separate
document.
1.4.1 Define System - Stage I
The process of defining the system ensures that the operational intent defined in
the proposal and the relevant contractual documents, as written, are consistent.
This initial stage begins with a review of the SOW Purchase Agreement with the
End User Agency. This review will establish the conditions and extent of work
to be performed and clarify any questions for expectations of the system.
Experience bas shown that most errors, that occur in the defme stage, are in
understanding what the system should do, rather than errors in the actual
execution of the system. A poorly engineered requirement, which does not reflect
the intended processing of the system, will cascade into a design or operational
defect. All types of requirements (functional, operational, performance,
application, data, and interface) need to be analyzed and understood by the project
team.
Specific tasks and deliverables are described in the following sections.
1.4.1.1 Purchase AgreementlStatemeDt or Work Review
The signed Purchase Agreement is reviewed by BID-key and the End
User Agency. The Purchase Agreement:
. Functions as the original statement of work reflected in the initial
proposal and proposal addenda.
. Documents specific:ally the work to be performed.
. Establishes the conditions of work.
. Sets the expectations for the system.
. Is reviewed by the End User Agency and BID-key to ensure that
the joint project team understands the requirements.
1.4.1.2 Requirements Review with End User Agency
Upon completion of the Purchase Agreement and SOW, BID-key will
meet with the End User Agency to clarify any outstanding issues. This
process will result in a project baseline and this will allow subsequent
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stages to be completed with a mutual understanding between BlO.;.key and
the End User Agency.
1.4.1.3 Establish Projeet BaeIiDe
This task represents an internal task whereby the BIO-key Project
Manager confmns that all required materials and services within the SOW
are accounted for and activities are set in place to effect delivery to the
End User Agency pursUant to the project schedule.
1.4.2 Design System - Stage II
During the Design System Stage, the project team reviews the system
configuration and interfaces, which defmes the fiaal Acceptimce Test Pian
("A TP") for the project. The A TP shall insure that the deliverables meet the
Functional Descriptions set forth in Appendix C of this SOW.
1.4.3 Build System - Stage m
o
During the Build System Stage, the project team perfonns development activities
required to incorporate any specified enhancements to the FireRMS system
functionality and provides the specified interfaces including integration into
FireRMS. .
End User Agency pre-installation activities are also completed during this stage in
readiness for delivery for the FireRMS system.
Specific tasks and deliverables are described in the following sections:
1.4.3.1 Pre-iD$tallatioD Requirements
This task represents the 'activities that the client is required to complete
prior to the commencement of the Delivery Stage and installation of the
FireRMS software. Hardware shall be provided by the End User Agency
or the End User Agency. Computer hardware shall meet or exceed the
specifications outlined in Appendix B of this SOW.
Deliverables:
. Appropriate hardware Installed by the End User Agency, if
neccessary.
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1.4.4 Deliver System - Stale IV
During the Deliver System Stage, the system software is delivered, configured,
and initially tested for correct operation. Interface software is delivered and
configured to operate with the existing system. Data, specific to site operations, is
loaded by agency personnel.
1.4.4.1
lostaB Software
This task identifies the activities involved in the installation of the
software at the agency site and configuring client hardware for training.
The system is checked for correct operation with agency supplied netwom
settings and configuration.
Deliverables:
. Software per the Purchase Agreement, including applicable
software licenses.
. Install and configure and test the FireRMS EMS Interface software
on the agency provided FireRMS Server.
1.4.4.5 System Acceptance Test Plan
This task identifies the activities involved in the execution of the A TP and
the subsequent acceptance of the system. With required data loaded by the
agency, the system is tested using a mutually agreed upon systematic test
plan that will insure that the deliverable meet the Functional Descriptions
set forth in Appendix C of this SOW. This paves the way for going live
with commercial use of the system or components. The tests exercised by
BID-key in other Stages are preliminary in nature but ensure that the
system is functional and ready for final client testing.
Goal:
. System Acceptance by the End User Agency.
1.5 Maintain System - Stage V
Maintenance is a vital part of any product or production system. Maintaining the
developed system and providing a mechanism for expansion are both fundamental to
maximizing the system's productive life. Key components of this stage are as follows:
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1.5.1 Project Wrap up
. After End User Agency acceptance and cut over to live operations,
the procedures specified for project wrap-up complete this stage.
Project wrap-up activities involve tasks that take place after
acceptance and cut over. Maintenance will start at cutover of each
module as it is placed into service. Maintenance will be phased in
for each module. Activities include:
. Resolution of any significant system issues identified prior to
system acceptance.
. Agreed resolution of any minor system issues identified in a punch
list at the conclusion of Acceptance Testing and prior to cut over.
. Resolution of any outstanding invoices or credits associated with
the project implementation.
. Transition of the project to the Support organization.
1.5.2 System Support
The BIO-key Project Manager begins this task by reviewing the subsequent
system support procedures with the agency. Calls for system support go to the
BIO-key Help Desk and are handled by the support staff.
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Appendix B - Minimum Hardware Requirements
Clients with more than one fire station, or more than five concurrent usen
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Software required:
SQL Server 2000 (Client Supplies)
FireRMSTM 5.0 Core with Administration Tools
FireRMSTM 5.0 Supplies and Inventory add-on
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Software required:
FireRMSTM CAD Interface software
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Server and Client PC Requirements
Client COfllputers and Workstations
Processor Pentium m Processor 500 MHz or greater
RAM 128 M8 (256 M8 recommended)
Disk Space 50 M8 for program installation
Software Microsoft Windows '98, Windows NT Server 4.0 (Service Pack 4+ installed),
Microsoft Windows 2000 Professional "ith most current sen'ice pack. or
Microsoft Windows XP Professional
CD ROM
Monitor with 80Ox600 video resolution
Mouse
Microsoft Windows NT Server 4.0 (Sen'ice Pack 4+ installed) or Microsoft
Windows 2000 "ith the most current sen"ice pack
Peripherals
Network
Operating
System
Database Server
Processor
RAM
Disk
Space
Pentium m Processor 500 MHz or Alpha Processor
256 MB (Recommended RAM will increase as concurrent user numbers increase.)
240 MB for Sen"er
35 - 50 MB for OLAP sen'ices: approximately 50 MB for typical installations
24 - 36 MB for F.l1glillh Query, approximately 36 MB for typical installations
Microsoft Windows Sen'er 2003. Microsoft SQL Server 2000-SP3.
Client computer can use Microsoft XP Professional, Microsoft IE 5.5 or higher
CD ROM
VGA or higher resolution monitor, Super VGA recommended
Microsoft mouse or compatible pointing de,ice
Windows compatible for report printing.
Note: See Microsoft for SQL Server hardware requirements. Microsoft does not
recommend that SQL server operate on a Domain Controller. Increase in
concurrent users will impact performance. Increase hardware requirements to
alleviate performance laR.
Software
Peripherals
Printers
. Minimum Microsoft SQL Server 2000 (SP3) recommended.
. For running Microsoft SQL 2000, the FireRMS Data Repository, and BIO-key Message
Server, the network should have a dedicated server,
. Hard disk capacity should be consistent with the total record storage requirement of the
department, estimating one gigabyte of storage space per 10,000 incidents, Actual storage
requirements will vary, based on the type of data stored.
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Processor
RAM
Disk Space
Software
Pentium III Processor or greater (Pentium III 300 MHz minimum recommended)
128 MB per processor for one instance of AMS numing
2.5 GB disk space minimum
Microsoft Windows NT 4.0 service pack 4.0 or greater, or Microsoft Windo\,'s NT
2000.
CD ROM
Back-up de\'ice, such as a tape driver
Networking with TCP/IP
,
Peripherals
. In certain instances, AMS may be installed on the same server as the SQL Server
database. However, BIO-key recommends a separate application server dedicated to
AMS. If multiple instances of the AMS interface software are to be installed, a
separate AMS interface will be required.
. BIO-key AMS is a 32-bit application designed for Windows NT. It supports both
serial and TCIIP connections including Microsoft NT Remote Access Services
(RAS).
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Appendix C - Product Descriptions
C-l BIO-key FireRMS EMS Interface
FireRMS EMS Interface for integration with End User Agency FireRMS system.
BIO-key will provide the licensed FireRMS EMS Interface software that will allow for
the installation, configuration and testing of the FireRMS EMS Interface software that
will integrate FireRMS with the Healthware EMS data collection system. The "data
string" received from the Healthware system is required to adhere to the BIO-key API as
defined in the API technical documentation. The End User Agency is responsible for all
components required of the Healthware system for affecting the interface with the BIO-
key Fire RMS system.
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Appendix D - Change Order Form
BIO-kev SamDIe Statement of Wortc: Chanae Order
Change Order Number: Date: I Change Order PO/WIP Submittal Date:
Customer
(City or County, State)
End User Agency (If applicable)
(Company Name, Applicable Office Location)
Subcontractor (If applicable)
(Company Name. Applicable Office Location)
Change Order Specltlcatlons:
Additional Soflware QTY ITEM
(Ust products and quantities)
Additional Hardware QTY ITEM
(Ust products and quantities)
Additional ProgremIProject QTY ITEM
Managament Services (Ust products and quantities)
Additional Professional Services (Provide deteil of services- use edditional DBOeS if necessary)
Approve/s: >
End User Aaencv:
sigNture title date
End User Aaencv:
signature title da"
BIO-kev:
Sliiiialure title date
@ Z004 81O-key Internatioaal, lac. All Rights Reserved
12/612004
Page Z4 oUS
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ATTACHMENT 1
Pricing SeheduIe
See BIO-key"Official QuotmlAttacbmeIt 1" I)WnMr 38347.85 dated DcunM 6, 2004 in 1hetotal
am>1D ofS7,700.00 attached hereto ard nate a part hereof
BJO.key .........11I:. PIIchase~'" ~SVCSv1.0(2004-12'01)
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ATTACHMENT 2
Statement of Work
See BIO-key S~ of Work entitled "Loma Linda University Medical Center ml City Of San
Bernardino, CA" dated October 19,2004 attached hereto ml made a part hereof
BIOl<lrJ L...atiol18l, kI:. Pllch8seAPY.iIISlptSvcsv1.0(2004-124)1)
1~
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ATIACllMENT 3
BID-key International, Inc.
Mobile Government Division
SUPPORT AND MAINTENANCE AGREEMENT
This agRlllIIl8Ilt rEI") is made by and belween B1O-key
Inlemallonal. Inc. JO.key") and the aJStomer ldenlfied at the end
of this Agreement Custon1eI") and Is dated as of the elreclive date, '
as defined her8ln.
RIdtlIIa.
A. Customer has Icensed ancUor purchased the Product(s) (as
defined below) from BJO.k8y under sepnle agreement (the
"Purdlase Agr8ement") and desires to oIltaIn support and
mainIBnance services for such Producls.
B. B~ de8inIs to provide such support and maintenance
services for suctI ProducI(s) upon the tenns and condtions set forth
in lis agreement.
Therefore, for good and valuable consideration BI~ey and
Customer agree as fdIows:
~DlllnIIIons.
1.1 melII8 any flIIure ofa Product(s) to conform in any
respects to lis pubhhed ancUor provided ,documentation.
1.2 !!L5" means the BIO-Iley Pioduct(s) IsI8d 01\ Exhibit A.
O The S lncIudes any and It Enhancement Releases,
~ or PatChes dllIlvered to Customer under this
Agl88lll8Rt or the Pun:hase Aareemenl Items not suppled by BIO-
key do not quaIfy as Procb:ls hereunder.
1.3 ~ means a new release of a Product ~th
new ........ andIor ftmctIonaIty or Improved performance for which
a ~. new \1llIlIIon upgrade fee is not chaIged.
~.5 ~~" means a new release of a Product that
IflCll iiiiidlCi' olher malhliell8lC8 changes.
1.6 " means an interim piece cI code reIeasecl to supplement
a Product that typlcaIIy Ixes High PriorIty Errors between
MaInB1ance Releaus
1.7 ~ ' typical y means a set of=res that a
Custon8" -----roIiNii to c:ilaJmvent or miIgale the of an Error.
The Emlr .. eldala. A WorIammd may be at BIO-<<ey's
dIscrelIon In lieu cI a P8Ix:h for a spedIIc Error.
1.8 QIher D8finBft.IImlI. ElQlPt as expressly defined in this
Agreiiiiiiit: c&pIaIZ8iJliiims shaf have the meaning ascribed to
them in the Pun:base Agreement. ,
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2. . the linn cI lis 1G8emen~ for so
Ionp as to the lJIlIlIcabIe BJO.key Product
mainIIlJIanCe progrwn and timely pays therebe. and for so long as
amakes support and 1I8lIBI18IlC8 services for the ProduCt(s)
avaIabIe to lis aJSbnerI. BI().by shall support the
I) by provkIng the services desaIIed In the' following
peag.aphs of lis SectiOn 2. Support and rnaintlInanoe services are
UlI8cl to change at BlQ.key's 0IllI0n provided that support and
mai1IBnance l8rms are so rnOcIied for all sinIIIty siIuat8cf Product
maill.II81lC8 subsClibers. BJO.key has no obIgaIion to correct or
OSllPlQt Errors IIising from CUslDmer's misuse, improper use,
" .. (oilier than by an BIO-key representaIwt). or danage to
the PIoducl(s) Including, without 1inItaIon, by eIeclrIcaI power
faikns or SUIg8S. or CusIomer's comtining or melging the
PIoducl(s) with any hardwcn or sdlw;n not IderiIIlIed as compatible
BIQ.key IIiernaIIon8.Inc. Poo:hase AIJnl wIh SuIlIlOltS\Q vi.a (2004-12'()1)
by BI().tey, or any other Errors not resulting from normal wear and
tear.
2.2 Technical Suooort. B1~ wiD provide telephone technical
support regMlIng use cI the=S) and response to Errors to
Cusbner's Support Contacls under SecIIon 2.7.2. BIO-
key tedInicaI suPPOrt representaIlves wi be 8V8IabIe by tetephone
MoncIay through'r:rIday from 8:00am. to 6:00 p.m. ET. OIlIng df-
holn, In connection with ~ Priority sllu8IIons as desaib8d in
Secl/on 2.3 below, an BIO-key technical support repr8ssntatiY8 wiD
endeavor to return Customer's caI wIhin four (4) hoIn.
2.3 AaMnn_ PriorIIes. BIO-key wi 8I\IilJl" CusIomer requests
for Emlr support one cI two response pItoriIas that wll dicIale the
u,~asf*-
. .A~~clthe~~.not
wOrkIng or system integrity Is at rI8k. BI().key wi aIIempt to
provide a Workaround or Path wIlhIn lbree~ days cI
Customer's report cI the problem. If the . orPatch
cannot be provided within the three (3) bu8IneIs days. B/O-key
wil dedicate resources to the pn:IbIem resotulion and wiD inform
Customer 01\ a periocIc basis d the reeoh*n SIaIus.
Low PriOritY. The Customer has a problem that is rid seriously
~ the CusIomer's WOItcIow. I.... 8I'lYPlObIem that does
not meef the above. .Idard for ,. PrioIly". 'BIO-key wi
assess, in good f;ith, the tinlIng for the provision cI a
Workaround or Path for such praIJIem, wh8ther in a future
Mairdenance Release. Enhancemelt Release <<...... When
suctI delerminaIion is made, B/O-key" nalIy CU8lomer of the
resulls of the sIaIus evaIuaIion, whIc:h. c:ouId lncIude delaying
_ of the enor lIlI a fWD p/anned ........ '
2.4 ~ohIonlent R9/e....6ls\. During the tenn of this":=
BIO-key wiI send Enhancement ReIe8eeI and
ReIe8sils to Customer when made r:.:\~ m ,111ln
by J3IO.key to lis customers. d ReIuse,
Maintlenanoe Release and Path deIY8red bY. BJO.IrIy under lis
Agreement . su~ to the provI8Ions cI the PurdIaI8 ,.......
and 8h8I be autoInaIic*Iy deemed to be covered by . 8RfcaUe
Producllcense tenns.
2.5 PnMntaliY8 Maintenance. BIQ.key may. at I sole option.
schedule IBchnicaI seMce IeIephone call or ... for the purpose of
Product c::::on ~ m8nt8nance.
2.6 . BIO-key's obIiaaIions m provide the
assistaIlC8 speciIied in lis Secl/on 2 are condiIIoned 01\ Cuslaner's
~ to BlnJrav cI the prob/em that ~ 8t().Uy
with . sulIc:ieIiiOfctentiry the problem. SudI infonnaIlon
may Indude, but not be Iinited to, enor d1811llo11c mBfSIIg8S,
=memory dumps, operator oonsoIe logs. dais fie dlmps,
program listings, and a WfitIen 8xp/anaIioll of the
problem.
2.7~~ that
BIO-key III8Y. not be able to resolve an Error If == not
cooperatB with and assist BIO-key in resolving the Error.
2.7.2 Su~ Contacts. B/O-key:=. be requi8d to
receive communic:aIioo from a Customei"' Support conIacl.
Custon8" wit designate three (3) a Support ~ and
agrees that each Support Ccinlact wit be kno'.M~ in 81
aspecls of the Customer's operating enviror.mMt' wIich the
Paqe 7 of lM010
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OProc:lJct(S) are being used. Cuskmer.U provide all ROI'IlAded
information about each of its ~ Conacts by ~ihe
attached Authorized ~ Contacts form, but may change
designation of the contacts in writing.
fr'~~ be COV8I1ld by INs
~too _~~~~bethe~
cunent Product(s) furnished by BJO.key. . CUstomer must
remain Ytflhin 81: least one new ReIeas8 ~ the Product.
, 3.2 Amual Sllnnnrt ~ Fee. Customer shall pay an
annual support lIId ee 81: BJO.key's raI8 In effect at
lhe beginrili1g ~ each one-year term of INs AgI8ement. The annual
support and inaIntenance Fee In eff8d as of the etrecIw _ ~ this
~ Is set forth In ExIibit A hel8lo. Payment shaI be due
WlINn thirty (30) ~ of receipt of invoice by CuStomer. If Customer
fails kl pay such ilMlic:e wlIhIn ttirty (30) _ or the support and
maintBnlllC8 agAl8III8Ilt lapses for any oItler l888OI'I,a nlInstaternent
fee may be charged in adcIIon to the annual SUIlIlOrt and
maintenance fee. If this Agr8ement terminates or - Customer
discontinues maintBnance for any reason. lIId then subeequenUy
desinlS (with BIQ.key's pennssion) kl purchase or I88Cllvate
maintenlllC8 In the futUre. such I8pUldIase or I8ICIivalIon wiI be at
the 1II'8Y8IIna. chllgllB 81: the tine ~ I8IllIthas8 or reacIlvetion.
However. In the event that the Pnlduct has been updated or replaced
by BIO-key In the Interim period, BIO-key will have kl install the
newIupdated Product for which the Customer couIcI InaJr an
-m-'"
~~ t=~~1he:~
ProducIs or Hcenses from BIO-key, Customer shal pay the
0, appllcabIe addiIionaI support and maintBnance fee, prlH8l8d In Order
, to relIect how much is then remaining In the current one ye&' term.
THIS IS A SERVICES
AG . EXPRESS OR
_PLED, INCWDtNG, WITHOUT LMTATION, ,ANY 'IIPLJEI)
WARRANTY OFIlERCHANTAIIUTY OR FI1'NESS FOR A
PAR11CULAR PURPOSE OR ME WARRANTY ARISIIG OUT
OF COURSE OF PERFORMANCE, COURSE OF DEALING, OR
USAGE OF TRADE.
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SectIon 5. Term IIlCt Tennl~on.
5.1 Imn. The eIfedive daI8 INs AgI8ement shall be the date It
is executed by Customer which must OCQI' no laB ... the _ of
eJCPlration Cl ~ the appIIcaI* aperiad" ' ",nY" liD the fIroduct(s).
If Customer does I'd 8X8Q& the . beb8such dale, B1~
key shaU 11M the right kl ' the ~), 81: Cusbner's
expense kllnsure It IS in od openItiIg Older. or mpoee other
reasonable conditions. befor8 ~, this Agr8ement. The term
of this ~t'shaII be one~. No Agr8el.ment wi become
effecli. iIIII couraterslpd by BIOoII8y.
5.2 BtoIrtaI. ThIs Agreement IhaII IIItom8tlcaIy /8I18W for
~0Ile1'8I' terms camtnelldng 00 the 8IWvlnlIy date fI
the effecIIve date. unless aIther _provideS the other ... thirty
= prIQr wrltlIn ndice i:llfs' dedllIon' kl not I8MW thIiI
l All annual support and maintenance fees are subject to
~BI().by'SoPllOn.
5.3 . ThIs AgIeement wi tBminat8: 1) upon the
. then cuIhlnt term fllIIis Agreement anCt timely
recelpt by one party fI the otMr's ded8lori kl not /8I18W this
Agreement; 2) 81: Bl().l(ey's election. _ f8IUI d CU8Icnr kl pay
SUJIPOIt lIId maIntenan<:8 fees when due; or 3) .~ thirty (30) days
prior Mitten notice If eiIher plItyhas I1IIIIlII8Iy bnt8ched tlie
provisions of Ihls ~ lIId his lid cued IUCh tna \1bI
such notice period. TennlnaIIon fllhls ~ for Illy reason
shall I'd reI8Ye Customer from lIlY l811181Nngollllg8tio.1811lder lis
Agreement IndudInQ but 1'd.1inI8if kl, the.,... d lilY 8RIOII1tS
due nor shall it affid any lIddIIclI8l111l8l1is"'S1().key may have
at Iav or In ecpty. Upon lllnninetlan d this ~ BlQ.ley
may. 81: Its 0PlI0n. declare the enth IIIlCIIIIt d unpIId balance
due under thI's Agreement kl be /Inme!IId8IY due and. payable.
~~. Ilspute I8IOIulIon and other
.. 11 j)thIs
8.2 ~... And ElcIItitI. Eadldthe:::t::"" ICheduIes
listed IleIl:>> lIhaI be IncorpOraIBd InIo and shall b aI purposes be
deemed a P.l!' d this AcJ8ement
Exhibit A . ~And u.I....a Fee ~
Schedule 1 - DIspute Resokdlon and Olher Provisions
IN WITNESS WHEREOF, the parties hereto each acting 'lAth proper authority have executed this Agreement as Indicat8d below.
I Blo.KEY INTERNATIONAl., INC. I CUSTOMER: Lom. Uncia University IIecIcaI CenIIr
By: By:
Name: (print) Harlan P1uml&y Name: (Print)
Title: Chief Finandal 0l6cer TItle:
Date:. Date:
o
BIO-kev II'IIIlmaIonaI. III:. PIIdIase _ wIIh SIalort SlIaI v1.0 lZXl4-12.o11
Paae 8 (j 10*0
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SUPPORT AND MAINTENANCE AGREEMENT
EXHIBIT A
SUPPORT AND MAINTENANCE FEE SCHEDULE
CURRENT PRODUCT SUPPORT AND IAIfrENANCE
PRODUCT UST PRICE FEE AS OF EffECTIVE DATE
B1o:&Y FlreRMS EMS Interface $3 000.00 $600.00
Customer shell pay the Support and Maintenance Fees to BIQ-key within thirty (30) days of execution of this Agreement.
All annual Support and Maintenance Fees are subject to change at BIO-key's option.
The above fees do not include any applicable taxes levied or imposed now or hereafter by any govenvnental
authority on the services to be provided hereunder or any component thereof (such as the Releases), which taxes
shall be paid by Customer.
This Exhibit is hereby approved and accepted:
o
BIO-KEY INTERNATIONAL. INC. CUSTOMER: Loma U" UnlYlI'IIty ledcaI Center
300 NIc:kII1on Road 11234 Anderlon Strtet
Martborough. IA 01752 Loma LlndL CA 12354-~1
By: By:
NlI1Ie: (print) Harlan Plumley NlI1Ie: (print)
Title: Chief Ananclal 0IIicer Title:
0It8: Date:
0'
BiGley IrRmaIiDnaI. Ill:. Pun:IllBe AIJnI wiIh Support Sa vl.O (2004-12~1)
PalIe9~1~
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SUPPORT AND MAINTENANCE AGREEMENT
DISPUTE RESOLUTION AND OTHER PROVISIONS
1 ~
1.1 GcN8mIng l.Bw. This Agreement shaI be gowmed by and
intelpnll8d In lIOOClldaI w:e lith the _ of Massachusetts, 'M1hout
I1llI8Id to conIcIs of laws principles.
1.2 IId1IIon. In the event of FIlly controYersy Of cIain arising out
of Of reIID1g to this Agreement Of the breach Of lnteIpreIa\ion thereof,
the pdts shall, upon five days noIce from either one to the other,
submIl1hemselwls and the suIlject~ of the cIspute to medaIIon
before an ildepelldent mecI8lor to be appolnled by the AmerIcan
AIbIbclllu.l A88ocI8Ion. CosIs of mecIalIon shaI be borne equaly
between the pdts.
1.3 Mibr4A In the event that the ~ AllTI8n In dspute
rIlIIowIng the mecIaIIoI.. the cantrovlny Of cIain shall be deIennined by
arbItraIIOn in accordlIa with the CorimerciaI ArbitraIon Rules d th8
AmericlII ArbilnIlIon AssodaIIon by a single. cIsi... ~ adlIbafol
8IlIIOid8d In acconIance with such Rules. The deIennInaIIon of the
adlillator shall be lInaI. ooncIusIve and binding. Judgment upon the
8WlId rend8I8d may be entered in anyCOllt d any stale Of counby
having jUli1l1ctior~
1.4 CcnU;t. Each I*lY sh8I ensure that any mecIation and
~~ 118 concIuc:tlld as apedy as is I8ISllll8bIy possible. and that
all and fIr'/ infonnalIon discloeed cbing Of in connec:lion with the
.bI... is tnIl*ld br each _ YIith the IlrId8et c:onlIdence.
1.5 ItDttrJ tnd -"."",,;.t RelIef. Upon the applIcaIIoo d either
0' PlIlr to this.... IJId wheller Of not an arbIIraIon Of mediaIion
pRMIIion has )W been 1nIliaI8d, aI courts having jlIisdictIon CMll' one Of
IIlOI8 of the PlItie8 1ft authorizIId to: (I) iSSIl8lJ1d enfonle In q IawruI
manner such tempOIIIyl8Slrailling orders, pnlIImInary ~ IJId
other InBtm IIlll8lIlI8I of I8Ief 85 may be nee I 1111 y to fRlIIIIllBm to
a plIty's InlIlnl8II Of 85 oIherwlse may be approprIaIe pencIng the
condusion of adlIbaIIon IlIOClll8dnlIs pursuan~to this and
e-l enter and enbce In any IlMfuI manner such for
pemt8Il8IIt eqllitallle l8Iief 85 may be necllllry to IBm to a
plIly's InlInslI Of as oIheIwiIe, may be foIowlng the
ISSUlII08 of 1IbilnII..... pIISUant to this t'*1l
1.6 V..... My mediaIion Of lIblll c:onducled under Of in
all8l8Cl1on with thIS Ag8ement sh~ take place in Bostian,
MaasacIuIelts at a tine a1d IocaIon to be detemiJl8d by the mediator
Of idlit.., as the case may be.
1.7 /..eg8I EJrpnes. If - -.... is brought hu either party
10 enforce Of= q tlim ~~ d thii AiPement. th8
........, ~ _ In such ~ shaI be enlled to
18COV8I', In addition to ill ~ l8Iief sising out this ~ such
IIlItY's I88lIOI'l8bIe atb1leys' and other 8llplIlS' YIithout
IiDtiIlon accountIID) fees and_
2. . Maieure. If the performlllCe of
this ~ ~ by I88SOIl of any circumslIrIces
beyond the I88SOIIlIbIe conIRIIlJId wIhout the fd Of negIlgence of the
aIf8ctBd, then the aIJected, upon . prompt wriltBn notice
1:'& "1*lY. shall:" 8IlaIlI8d from ~perfOrrn8lc8 on a day+
day basis to the &dent of such 18StrIcton; provided, howMr, that: the
I*lY 80 atrectad shaI use all CllfIII1lllItlay It8IOIlIbIe elbts to lMlId
Of I8IIlCMt such causes d ~ IJId bolh pIdeB shaI
IIRlCl88d whenever such causes 11818111OV8d Of CllII8.
~. IN NO EVENT SHAll. BI().I(EY
O BE CONlRACT, utIlER STATUTE
, OR 0 FOR Nff INDIRECT, SPECIAL, CONSEQUENTIAl.
OR INClENTAI. DAMAGES, INClUDING WITHOUT LIMITATION
DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRlPTION.
LOSS OF INFORMATION AND THE UKE, ARISING OUT OF ITS
B1Q.keyhilem.....8I.1nc. PlIdt8Ie_wIh SUIJIlortSvcs v1.0l2l104-12.()11
PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT
OR THE Use, INABIUTY TO USE OR RESULTS OF USE OF THE
PROOOCTS, EVEN IF BI().I(EY HAS BEEN ADVISED OF THE
POSSIBIUTY OF SUCH DAMAGES.
4. I imhIinn of LlabItv. B1().Uy's IiabIIlly (whether in tOft Of
contracl, lI1der slatute Of otheNise) wIIh f8lIIId to this Agreement Of
any ProducI(s) Of other it8ns furnished In conlltlclon Wth lis
~ sIi8Iln no event exceed the Support And M8ntenlllCe Fees
paid by CUstomer to Bmey lIIder this Apement.
5. _ = Each cj, CUIIomer and Blo-key
acknowI wi be an lnadeqll8l8181'11l1dy if the oth8r
vioIaI8s the tenns of this Agnlement, Of olher'lise falls to perform its
~ henIunder. Aoooldllft,. subject to Sectlon 1 of this
Sch8cUe, each of thenl shall hav8 rwt. In addIlon to any olher
_ each d thenl may have, to obtain In any CllIIt of competIlnt
juIIsdIcIon, temporaIy, preliminary and permanent ~ relief to
i8Itnin any breach, threlllned bnlach, Of oIheI..iIlie to specIIcaIy
enbte an.::,obIgaIons in this ~ .
6. . No waver of Of I8SP8Ct to any provision d this
Agnlement, nOt consent by a I*lY to the tn.:h d Of ~ from
any provision, of this ....It, shall In FIlly event'be bincIng on Of
effecIve III8/IlIl such plIty lDeIIlt be In Ydng IJId signed by such
PlIlY, ..r then such waver shall be eIedM only in the Specific
lnstiilce and for the plIJlCl88 for wNch gwn.
7. ~~~ The capIIans IJId healings lie
inserted In AcJ8em8nt convenlela only, and shall not be
deemed to Init Of describe the scope Of ir8lt of any provision of this
~
8. SewnbiIitv: := If any provision of this Agreement is
held to be 1nwIIId, such . shaI not IIIIIIer Inv8IId th8 I8lnlinder
of this ~ Of the I8III8inder of wNch such InvIIId provision is a
part. If any provision d this AgnleR_1I is 80 bnlId as to be held
ull8llforceeble, such provision shall be inteIpreIBd to be only so broad
as is enbceabIe.
9. Ml!IlImIIt 'Customer shall not 8llI91 any of Is rIghIa under
this ~ the prior wdIen ClIfI8t of ~. This
~d shaI be binding upon, Iru8 to .. ,t8lelIt of IJId be
1lIlbCMbl&iE pdls and Itieir I8ID8ClIw8 M{ III 011 and -.igns.
10.::. nab Of ott. ClIIMUlIcIIon under this
AgnIement by I*lY to the ... shaI be deemed to
b8 1IRlD8dY. _ if giwn in wrIIng and deIvind (I) by racanile
IranimfseIcin ~ co.Allled) Of (I) mallei (l8Un IeoIipt Alqu_d),
properly .... IJId Ibllllped .. the I8lIUhd DOIIIae. or =
by an 0lIlIIlWd 8llpI8lII CllUIler, to the I8CipIeill at tile adcbu
in lis 8IgnaIure IlIock kI this Agreement Of, if no such adcRss is
provided, as spedfied in wriIIng by one I*lY to the... EiIher I*lY
may from tine to tine changillfs lDlres8 by "ving the other party
notic:8 of the dlange In lIlCllIdanc8 will this SeCtIOn.
11. ~~=-- This~tc:onslbls
and =- IJId Illdellltilndlng between the
pa1ieS.18IplICt to the mailer hnof and ...... all prior
Of cantlllllporaneoUl wdllen, electronic Of cnI CIIIIIIIUicaIcl, ~
menII Of IIlderstaI ~ belween the parties YIith I8lIp8Ct thenIlD. 1lis
Agreement may not mocIlied Of DlIIded eapt by a wrillen
instrument alCUtlld by the pIdeB.
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Official Quotation
ATrACIIMENT 1 to PURCHASE AGR1r.1r.MENT B1r.TW1r.1r.N BIO-KEY
INTERNATIONAL INC. AND LOMA LINDA ITN1V1r.R~tTY MRDICAL
CENTER DATED 1216JN "PRICING
BJOob, InIemIIioaII
3OON___ Rood
............... MA OJ 752
501..460.4000
Quote #
Date:
Quotc Expires:
BI().key Rep:
38317 .8~
UIt6lt4
t31t7~
Ken YemseD
To:
Jeffery Bender
LoIn. LWa UBlvenlty Medial Center
11134~ Street
Loma LiDda, C.\ 913~"
FRMS.I!MS.HWS' Add-ooFirelU/SBUI Julerface f'<< HeaJthmve SoIl.......
s
3.00000 S
Tae.I
3.00000 S 600,00 S
3.600 00
Total Prod.dl ..d Malateuace
S 3,-.00 S
_,.. S
3....
DaaI..... alSenIoa
TelaI.....r
De,I
Tripi
T.........r. TnnI
Mobile
Project Managllmenl Fr~ text'If rhis col,mm
Technical ConIuIllInt
T"**", SpeclaIIsl
Mobile AddIlIoalII ProlIIIds
Project Managllmenl
TechnlcaI ConIuIlant
T"**", SpeclaIIsl
A..... c.a.. ...-
PIOjea ManllgemenI
TechnlcaI ConIuIlant
T"**", SpeclaIIsl
PlroRAlS~ .........
Project Managllmenl
TeehnicaI ConIuIlant
Training SpeclaIIsl
PlreRMS
Project ManagemenI
Technical ConIuIlant
Training SpeclaIIsl
PlroRAlS AddI'-IPr8*ds
Project Managllmenl IoItaUalk'D. aI CIty ....t SauBa1wdD.'\ Fire 1 S 1.40000
Technical ConIullant 1 1 S l.iOOOO
T"**", SpeclaIIsl
TellII Senino
Projecl ManlIgemenl 1 S 1.400,00
TeehnicaI ConauIIanl 1 1 S 1.':'0000
Training SpedaIIst
Total SerYIees
S
4,100.00
Gr..d Total
S
7.780'"
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OffIcial Quotation
BJ~ SuIJpart mI....~_ ......- __ tIIIlllliloicJD.cri1 softMJe WIll iimIiD up III dole mllIIIt aport lDdInioII
........ wiD I1Mys lie. pbaae caIJ....,.. TIle...... S"""", mI MaLA..._ ~ is......1iIlm BJ().by's.-.y.
t.fo- inchMIes..........11IpplIIt, __ __ upIIaa.lIllIaew soa-e JeIeuca. TIle lint,... ...~_ is dIqDd fiIr
J21110111bs........... after u.DaIiClII is COlIIpIoIe. TIle-- fee is part oldie invaice lIldle lime oldie anIer.
i.',..."
1. Po)_IICl30do)',
2. DoJi\-..ywilllle...... 30.90 do).. after.... ollbio anIer. (Caol_IClftw.... dcIi\-..y quoted I<pI<I/<Ir.)
3. Pd"" wiIIlle FOB ~ PoiIll
-l. Pd........... do DOt iJo;Judc ~.lIpIlticalJlc (1)'. ~. Of FcdcnI Sol.. In..
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o 2004 BIO-key I.ter..tie.... IDe. AU Rights Reserved
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BIO-key INTERNATIONAL, INC.
Purchase Agreement
Pursuant to this Purdwe Agreement (1I1e "PurdI8Se Agreement"). wi1l1 an effective date of December 6. 2004. InmA Linda
Univcnitv Medical Cmfa' whose principal place of business is located at 11234 Andersm S1reeL Lnma Linda. CA 92354-
2871. hereinafter called "CustomCl"', and BIO-key International, InC., located at 300 Nickerson RoId, M8r1lJoroush, MA
01752, hereinafter called "BIO-key-, hereby agree 1hat 1110 mIlowing terms and conditims sIuill govern 1I1e sale and
licensing of1l1e BIO-key equipment, software, and services IS well IS certain 1hird party applications 8IId services (subject
to additional terms 8IId conditioos) set fur1h in Attachment 1 hereto, 1110 Pricing Attachment
1. TERM: This Agreement shall commence on the effective date and shall terminate upon completion of all
of the parties' obligations set forth in this Agreement, the Attachments hereto, and all Statements of Work
hereunder, IS applicable, unless earlier terminated pursuant to this Agreement Tennination of this AgrOOllleot shall
not result in a termination of any paid-up software Iicense(s) granted hereunder unless termination is initiated by
BID-key due to default by Customer.
2. PRICES: Subject to 1I1e terms and conditions of 1I1is Agreement, 1I1e prices of equipment 8IId software purchased
and/(X" licensed by Customer hereunder sIuill be IS set fOrth in Attachment 1. The prices fur 8IIY services to be perfiJnned
shall be IS specified in Au..eh",ent 1 or in any applicable S1IItement of Work, Professional Services Agreement (X" oCher
service agreement(s) attached hereto. The S1atemmt of Work is attached hereto IS Attachment 2. The Mainten8llce
Agreement tor BIO-key products is attached hereto IS Attacbmeat 3. In 1I1e case of conflict between 1I1e prices set fur1h in
Attac1unent 1 and 1I1ose in a specific services agrOOlllent, 1I1e prices in Attachment 1 shall govern.
3. DEUVERY: An products will be delivered F.O.B. Origin. BID-key shalllll'l'llDgO sbipmmt 8IId insurance unless
Customer directs olherwise in writing. The Customer assmnes all risk ofloss upon delivery of the products to 1I1e canier.
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4. PAYMENT: Customer, in consideration of 1I1e products and services to be provided to Customer, agrees to pay
BID-key 1I1e prices set fur1h, wi1l1 regard to products, in Attachment 1, and wi1h regard to services, IS set furlb in 1I1e either
Attachmeat 1 (X" 1I1e applicable S1atement ofWorkIservices agreement (unless payment is being made subject to mutually
agreed upon payment schedule in which case 1hat document win govem~ Payment for all products and services furnished
to Customer during 1I1e contract period shall be made wi1l1in fifteen (15) days from 1I1e date of invoice in accordance wi1l1
1I1e mIlowing payment schedule:
. 100".4 of hardware amount upon delivery
. 30".4 of software 8IId services amount upon signing this agrOOlllent
. 30% of software 8IId services amOlDlt upon delivery of software
. 30% of software and services amOlDlt upon installation of software products.
. 10% of software 8IId services amount upon final acceptance of system
· Customer will be invoiced on a pro-rala basis IS eaclt mobile unit is installed, if install exceeds 1I1irty days.
S. TAXES: Prices to Customer do not include taxes. Customer sIuill pay all taxes, applicable surcharges,
communications fees, etc., assessed upon or wi1l1 respect to any products or services purchased from BID-key, except for
taxes imposed on 1I1e n~ income of BIO-key. Customer shall provide to BIO-key 8IIY certificate of exemption (X" similar
document required to exempt any transaction under 1I1ese terms &om sales tax, use tax or oCher tax liability.
6. ACCEPTANCE: Wilh regard to inslal1ation, configuration and/or customization services provided, acceptance
shall occur IS set tor1h in 1I1e applicable Professional Services Agreement or S1atemalt of Work. F<I' oCher software
deliverables, acceptance shall occur upon 1I1e successful completion ofBIO-key's thm standard procedures and diagnostic
test programs. If no acceptance language is specified acceptlllce, fur payment 8IId or other contractual obligations, is when
1I1e specified ~iverab1es conn to the specifications.
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7. WARRANTY: Any wammty 011. slaDdaatI software prodded bereuoder sbaU be as set forth in the appIicabJe
software licalse aud if DO period is specified the wananly period sbaU be 90 days. A1J:;' wanaoty 011. configured or
cuslomized software to be pro\ided hereunder sbaU be as set forth in the appJicabJe ~siolllll Senices ApmenI or
Stalement <iWork Any wanaames for IhiId party baah\lII'e and/or sotmwe pro\ided are made sIIictly 011. a "pass-Cbrouglf
basis by BIQ.key fiom iIs tbiRI party ~ aud any e\ideoce of mch warranties or disclaimers tbeRof are cnntIiMlj
\\iCbin the documcntatiOll pro\ided \lith such bard\\lII'e aud lor sofu\lII'e.
8. NO OTHER WARRANTIES: EXCEPT AS SET FORTH IN THIS AGREEMENT, THERE ARE NO
OTHER WARRANTIES, EXPRESS OR IMPLIED, BY OPERATION OF LAW OR OTHERWISE, ON
PRODUCTS OR SERVICES FURNISHED HEREUNDER OR IN CONNECI10N BEREWll'II. BIO-KEY
DISCLAIMS ALL IMPLIED WAIUlANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE.
9. LIMITATION OF LIABILITY: THE WARRANTIES AND REMEDIES PROVIDED HEREIN ARE
CUSroMER'S SOLE REMEDIES FOR Blo-KEY'S LIABILITY OF ANY KIND WHETHER IN CONTRACT
OR IN TORT, ARISING FROM THE PRODUCT OR SERVICES PROVIDED HEREUNDER. IN NO EVENT
SHALL Blo-KEY'S OR ITS SUPPLIER'S LIABILITY TO THE CUSl'OMER FOR DAMAGES OF ANY
NATURE EXCEED THE PURCHASE PRICE OF THE PRODUCTS OR SERVICES PROVIDED UNDER
THESE TERMS.
EXCEPT IN CONNECI10N CLAIMS ARISING AS A RESULT OF MISAPPROPRIATION OF ANY
INTELLECTUAL PROPERTY PROVIDED HEREUNDER, IN NO EVENT SHALL EITHER PARTY BE
LIABLE FOR ANY SPECIAL, INCIDENTAL, THIRD PARTY, INDIRECf OR CONSEQUENTIAL
DAMAGES OR FOR THE LOSS or PRom, REVENUE, SOn'WARE OR DATA EVEN IF THAT PARTY
BAD BEEN ADVISED OF THE POSSIBILITY OF SUCH Jt01'ENTIAL LOSS OR DAMAGE. CUSl'OMER IS
SOLELY RESPONSIBLE FOR THE PROTECI10N AND BACKUP OF ALL DATA AND SOn'W ARE USED
IN CONJUNCTION WITH THE PRODUCTs. Any action by either party muse be commenced within one (I) year
after the cause of action accrues. except in the case of non-payment.
10. SOFTWARE LICENSE: Customer's right 10 use any software products provided hereunder shall be as set
forth in the license agreement accompanying such software products. In the case of any products customized or
otherwise modified under a Professional Services Agreement or Statement of Work, the terms of the license for the
underlying software product shall continue to govern unless expressly modified in wriring in the Professional
Services Agreement or Statement of Work.
II. DATA AND PROPRIETARY RIGHTS: Portions of data supplied by 81O-key relating 10 its products are
proprielary and will be so marked. Customer shall abide by such markings. 81O-key retains for itself exclusively all
proprielary rights (including manufacturing rights) in and to all designs, engineering derails and other data
perlaining to products provided to Customer, and 10 all discoveries, inventions, patent rights, products and all other
property rights arising out of work done solely by 8IO-key or jointly with Customer. A copyright notice on any data
does not by itself constilute or evidence a publication or public disclosure.
12. TERMINATION: Either party may terminate this Agreement upon written notice 10 the other if (i) a
material violation of this Agreement by the other party is not remedied within thirty (30) days after nolice of the
violation; (ii) the other party admits in wriring its inability 10 pay ics debcs generally as they become due. or execu~
an assignment for the benefit of credilors or similar document; or (iii) a receiver, trustee in bankruptcy or similar
officer is appointed for the other party's property (each, a "termination for default").
Termination for non-appropriation of funds - Government customers haVe the right 10 cancel this Agreement if the
moneys necessary to fund the Agreement are revoked or become unavailable prior to delivery of the Deliverable.
Termination by Customer for 8IO-key default - Customer has the right 10 cancel this Agreement if malerial
deficiencies in equipment and/or service are reported in writing to 8IO-key during the acceptance testing period or a
warranty period and such deficiencies are not remedied within thirty (30) days of written nolice of such deficiencies.
\,
BIOMy k...1III. ~ PlldlaseAlJnlv.ilh ~Svcsv1.0 (2004-12~1)
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avoid such oa:uuence and minimi7P its dtlllltion and bas given prompt written notice to the otber party. Iben the l6cted
~"S peIfonnance sbaIl be excused and the time for perfonnance sbaJl bee.'\1endcd for the period of delay or iJIabiIiIy to
perl'orm due to such occum:oce.
20. NOTICE ST A TEMENI': All notices and demands of any kind whidl ei1her party may be required or desire to
serve upon the other under the tams of this AgreemClrt sbaII be in writing and sbaII be served by persoaaI service or by
registered mail, postage prepaid, at the addresses set ford1 at the beginning of this Agreement except that any notice to BIO-
key shall also be sent to Legal Department at the address set furth at the beginning of this Agreemeot.
21. ENFORCEABILITY: If any provisioo of these tams shall be held to be invalid, iIIep1 or oomfurceable, the
validity, legality and enforceability of the remaining provisions shall in no way be affected or impaired thereby.
22. CHOICE OF LAW: This Agreement shall be governed by the laws of the Commmweal1h ofMassacbusetts.
excluding its contlict of laws 1U1es.
23. ENTIRE AGREEMENI': This Agreement, together with any attached Exhibits, Sdledules or Amendments,
constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof; and any and all written or
oral agreements heretofin existing between the parties hereto are expressly canceled and/CI' superceded. This Agreement
shall prevail notwithstanding any wriance with tams and conditions of any purchase <l'der. Any modifications of this
Agreement must be in writing and signed by a duly authorized officer ofbolh parties hereto.
IN WITNESS WHEREOF, the parties have caused this Standard Sales Agreement to be executed by their duly authorized
representatives on the date(s) shown below.
BIO-KEY INTERNATIONAL, INC.
LOMA LINDA UNIVERSITY
MEDICAL CENTER
By:
By:
Name: Harlan Plumley
Name:
Title: Chief Financial Officer
Title:
Date:
Date:
BIO-k6y ~.llaliOllaL lie PudIase Ag1t \\ilh'~Svcsv1.0 (2004-12~1)
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SUBCONTRACT BETWEEN
LOMA LINDA UNIVERSITY MEDICAL CENTER AND
THIS CONTRACT is entered into by and between Lorna Linda University Medical Center, a California
nonprofit corporation (hereinafter referred to as LLUMC), and City of San Bernardino (hereinafter referred to as the
City) and shall be effective as of the last signature date below.
WITNESSETH:
WHEREAS, the United States Army has awarded to LLUMC Award Number DAMD 17-03-2-0061
(hereinafter referred to as the Primary Grant); and
WHEREAS, the City represents that it is ready, willing and able to enter into an Agreement to provide
support and services to LLUMC to advance the goals of the Grant; and
WHEREAS, the City has skilled personnel and facilities available to undertake such a program; and
WHEREAS, the City and LLUMC desire this Agreement and the work to be performed under it to fully
comply with all appropriate laws and regulations;
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
ARTICLE I: SCOPE OF WORK
City, in the regular performance of its emergency medical services, will use computer equipment supplied by
LLUMC hereunder to collect and download into a specified data system patient and other information related to the
performance of such services, as further described on Exhibit A, attached hereto and a part hereof. City agrees to
appoint its EMS Administrator to oversee the performance of such services; no substitution may be made without the
prior written consent of LLUMC
ARTICLE 2: EOUIPMENT
A. For its performance hereunder, LLUMC will supply to City the computer and related equipment described
on Exhibit B ("Equipment"), attached hereto and a part hereof.
B. For the duration of this Contract, title to all Equipment hereunder shall remain with LLUMC. Upon
termination of this Agreement, title to such Equipment shall either be transferred to City or remain with
LLUMC, as hereinafter described.
C. For the duration of this Contract only, LLUMC shall provide for reasonable support for the Equipment
supplied hereunder. The responsibility of LLUMC to support the Equipment as described shall terminate
upon the termination of this Agreement.
D. City shall not alter such Equipment or download or connect anything thereto other than what is supplied by
LLUMC hereunder or is otherwise allowed by LLUMC and shall not use such Equipment for any
purpose(s) other than as described herein. City shall be responsible for any loss of or damage to such
Equipment resulting from the negligence or willful misconduct of Subcontractor, its employees or agents
and agrees to promptly upon demand reimburse LLUMC for the replacement or repair of the Equipment
lost or damaged. City shall use the computer Equipment supplied hereunder at its own risk; other than the
obligation to provide reasonable support set forth above, LLUMC shall have no responsibility whatsoever
for the said Equipment, any malfunction thereof or any loss or damage caused by it or resulting from its use
by City.
E.
City shall be solely responsible for the security of the information it collects, stores and/or transmits using
said Equipment and LLUMC shall have no responsibility whatsoever for such security or any breach
thereof. Should City arrange to transmit its data collected hereunder to LLUMC's server, LLUMC agrees
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to be responsible for the security of the data once it is stored on its server. However, City remains solely
responsible for the security of the data during transmission to LLUMC's server. Also, it is expressly
acknowledged and agreed that City shall use LLUMC's server as described herein at its own risk, that
LLUMC is not and will not ever be an "outsourcer," that LLUMC does not guarantee continuous,
uninterrupted access to its server or to the information stored thereupon and that LLUMC shall not be
liable in any way to City or anyone else for any loss, damage, cost or expense whatsoever suffered as a
result of the server or the data thereupon being or becoming inaccessible for any reason. City agrees to
indemnity and hold LLUMC harmless from and against any and all claims ofloss, damage, cost or expense
resulting from City use of said server.
ARTICLE 3: PERIOD OF PERFORMANCE
The Period of Performance of this Contract shall begin on June 22, 2004, and shall not extend beyond September 30,
2005 unless agreed to in writing by both parties hereto. Any extension of this Contract is subject to receipt by
LLUMC of specific funding and time extension under the Primary Grant for continuation of the City portion of the
work.
ARTICLE 4: SCIENTIFIC CONTROL
The Principal Investigator, Jeff T. Grange, M.D., (hereinafter referred to as the Principal Investigator) shall
coordinate the efforts ofLLUMC and the City.
ARTICLE 5: ADMINISTRATION
The designated administrative contacts for LLUMC shall be: John C. Richards, Office of Grants Management,
24880 Prospect Street, Lorna Linda CA 92350; 909-558-4589; jrichardS@univ.LLUMC.edu, and, as to
programmatic matters, Jeff Bender, Manager Discoveries Project, 11234 Anderson Street Room A234, Lorna Linda
Ca. 92354; 909-558-7611; ibender@ahs.llumc.edu.
The designated administrative contact for the City shall be: Battalion Chief Matt Fratus, San Bernardino City Fire
Department 200 East 3'd Street, San Bernardino, Ca. 92410-4889; 909-384-5286; fratus_ma@sbcity.org
ARTICLE 6: COMPENSATION
If Subcontractor performs hereunder for the full period of performance, then, upon the completion of the period of
performance ownership of all computer(s), software and related Equipment provided to City hereunder shall be
transferred to City by LLUMC, if City so desires. If City does not desire such Equipment, or if City withdraws
from the project prior to completion of the period of performance, then all of such Equipment shall be returned to
LLUMC upon termination of this agreement. It is understood and agreed that ownership of such Equipment upon
the completion of the project is the only compensation to be given City by LLUMC for services rendered hereunder.
ARHCLE 7: CONTINGENT UPON GRANT
This Contract and the funding thereof is expressly contingent upon the said Primary Grant. If funding under said
Primary Grant is ever discontinued or changed, or if the terms and conditions of said Primary Grant are ever altered,
this Agreement shall be terminated or amended as may be required thereby.
ARTICLE 8: ACCOUNTS. AUDITS AND RECORDS
A.
The City shall maintain books; records, documents and other evidence, accounting procedures, and
practices sufficient to reflect properly all direct and indirect costs of whatever nature have been incurred for
the performance of this Contract. The foregoing constitutes "records" for the purposes of this clause.
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B.
The City facilities (or such part thereofas may be engaged in the perfonnance of this Contract) and records
shall be subject at all reasonable times to inspection and audit by LLUMC's authorized representative(s)
and the cognizant federal audit agency.
C. The City shall preserve and make available records until the expiration of three years after the end of the
Project penod covered or until audit is completed and all resulting questions are resolved, whichever occurs
first.
D. The City shall furnish LLUMC copies of A- 133 audited financial reports for the Period of Perfonnance
listed in Article 2.
ARTICLE 9: CONFLICT OF INTEREST
City shall require the disclosure of, and address, any perceived or actual [mancial conflict of interest related to the
Scope of Work under this contract. Policies and procedures for investigator financial disclosure and conflict of
interest management shall comply with NSF Grant Policy manual Section 510 or 45 CFR Part 94. If a financial
conflict of interest is identified, City shall notify LLUMC, within 60 days of the execution of the contract that,
A. City has imposed conditions or restrictions on the research for the satisfactory management, reduction, or
elimination of conflict of interest, or
B. City has identified a conflict of interest that cannot be managed satisfactorily by the designated City
authorities. In this case, the matter will be referred to LLUMC for joint LLUMC- City management.
LLUMC shall subsequently (i) certify that the conflict is satisfactorily managed, or (ii) endorse the
continuation of the contract with unresolved conflict, and notify the sponsor if required to do so by
regulation, or (iii) recommend discontinuation of the contract.
ARTICLE 10: REPORTS
The Subcontractor will furnish reports as required by the Principal Investigator.
ARTICLE II : PATENTS AND INVENTIONS
A. The disposition of any patents and inventions arising under this Agreement will be subject to the provisions
of P.L. 98-620 and 37 CFR Part 401.
B. All intellectual property, including without limitation, trade secrets, know how, patents, any original works
of authorship, improvements, developments, or inventions, whether patentable or not, developed as a result
of this Agreement or during City perfonnance of the work described in the attached Exhibit A, will be
owned solely and exclusively by LLUMC.
C. Copyright in works, including but not limited to reports, correspondence, presentations and computer
software, created or fixed in a tangible medium of expression by City under this Agreement will vest in
LLUMC. At City request and to the extent that LLUMC has the legal right to do so, LLUMC will grant
. to Citya nontransferable, nonexclusive license to such works on reasonable tenns and conditions, including
reasonable royalties, as the parties may mutually agree.
ARTICLE 12: PUBLICATIONS
All research reports and other publications relating to the work under this Contract shall:
A. Bear proper acknowledgment of the support provided by the Primary Grant.
B.
Be sll;bmitted to the Principal Investigator in the fonn of advance copies for review and comment prior to
publication to ensure appropriate coordination of the research results.
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C.
Be furnished in a list of publications resulting from the research as part of the annual progress report
submitted to the Principal Investigator.
D. Have mutually arranged specific understanding between investigators regarding professional credits of
authorship.
ARTICLE 13: SUBCONTRACTS
It is understood that the City shall not subcontract any of the research effort required under Article I without prior
approvalofLLUMC.
ARTICLE 14: UNIVERSITY NAME - LIMITATIONS ON USE
Neither party will use the name of the other in any form of publicity except on the specific written authorization of
the signers below.
ARTICLE 15: INDEPENDENT CONTRACTOR RELATIONSHIP
The relationship of the City to LLUMC is and shall be that of an independent contractor in all respects under this
Contract, and nothing herein shall be construed as creating any other relationship.
ARTICLE 16: INSURANCE
The City at its sole cost and expense, shall insure its activities in connection with this Agreement and obtain, keep in
force and maintain policies of insurance, or an equivalent program of self-insurance, as follows:
A. Commercial Form General Liability Insurance (contractual liability included) with limits as follows:
(i) Each Occurrence $1,000,000
(ii) Products/Completed Operations Aggregate $1,000,000
(Hi) Personal and Advertising Injury $1,000,000
(iv) General Aggregate (Not applicable to the Comprehensive Form) $3,000,000
If the above insurance is written on a claims-made form, it shall continue for three years following
termination of this Agreement. The insurance shall have a retroactive date of placement prior to or
coinciding with the effective date of this Agreement.
B. Business Automobile Liability Insurance for owned, scheduled, non-owned, or hired automobiles with a
combined single limit no less than one million ($1,000,000) per occurrence if using automobiles in
conducting research under this Agreement.
C. Workers' Compensation as required under California State law.
D. Such other insurance in such amounts which from time to time may be reasonably required by the mutual
consent ofLLUMC and the City against other insurable risks relating to performance.
E. The coverages required under this Article shall not in any way limit the liability of the City.
F. A thirty (30)-day advance written notice (10 days for non-payment of premium) to LLUMC of any
modification, change, or cancellation of any of the above insurance coverages is required. Upon the
execution of this Agreement, City shall furnish LLUMC with Certificates ofInsurance evidencing
compliance with all requirements.
ARTICLE 17: INDEMNIFICATION
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City shall defend, indemnify, and hold LLUMC, its officers, employees, and agents harmless from and against any
and all liability, loss, expense (including reasonable attorney's fees), or claims for injury or damages resulting from
the performance of this Agreement but only in proportion to and to the extent such liability, loss, expense, attorney's
fees, or claims for injury or damages are caused by or result from the negligent or intentional acts or omissions of
City, its officers, agents, or employees.
Likewise, LLUMC shall defend, indemnify, and hold City, its officers, employees, and agents harmless from and
against any and all liability, loss, expense (including reasonable attorney's fees), or claims for injury or damages
resulting from the performance of this Agreement but only in proportion to and to the extent such liability, loss,
expense, attorney's fees, or claims for injury or damages are caused by or result from the negligent or intentional acts
or omissions of LLUMC, its officers, agents, or employees. The costs salary and expenses ofthe City Attorney and
members of this office in enforcing this contract on behalf of the City shall be considered as "attorney's fee" for
purpose of this paragraph.
ARTICLE 18: CHANGES
LLUMC may at any time, through a written Amendment to this Contract, make changes within the Scope of Work
or Period of Performance of this Agreement. The City and LLUMC shall negotiate in good faith equitable
adjustments, if appropriate, in the terms of this Contract to cover any such change.
ARTICLE 19: TERMINATION
Either party may, by written notice to the other party, terminate this Contract in whole or in part at any time, either
for its convenience or because of the other party's failure to fulfill its contract obligations or to cure or correct its
contract obligations within a period as the parties may mutually agree. Upon receipt of such notice by the non-
issuing party, the City shall: (A) immediately discontinue all service affected (unless the notice directs otherwise),
and (B) deliver to LLUMC all data, reports, summaries, and such other information and material as may have been
prepared for and/or accumulated by the City in performing this Contract, whether completed or in process. Upon
termination, City shall be obligated to take all reasonable steps to curtail expenses incurred in support of this project,
and LLUMC shall be obligated to reimburse Subcontractor for uncancellable expenses incurred in support of this
project. Nothing in this article is intended to abrogate the Parties right to mutually terminate this Contract on such
terms as may be agreed upon.
ARTICLE 20: FORCE MAJEURE
This Agreement is subject to force majeure and is contingent upon strike, accidents, acts of God, weather conditions,
inability to secure labor or restrictions imposed by a government or governmental agency, or other delays beyond the
control of the parties. If performance is prevented by any cause of force majeure, this Agreement shall be then void
without penalty to either party for any such performance not delivered.
ARTICLE 21: ENTIRE AGREEMENT
This Agreement states the entire subcontract between the parties and merges herewith all statements, representations,
and covenants heretofore made, and any other agreements not incorporated herein are void and of no effect. No
representations or promises not expressly stated herein have been used to induce any party to enter into this
Agreement.
ARTICLE 22: GOVERNING LAW
This Contract, and all matters or issues collateral to it, shall be governed by and construed in accordance with the
laws of the State of California and the United States of America. Any dispute shall be adjudicated and enforced in
the above referenced Court.
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IN WITNESS WHEREOF, the parties have caused this Subcontract to be executed by their duly authorized
representatives.
LOMA LINDA UNIVERSITY MEDICAL CENTER
BY: J~ tJ1~
NAME:
TITLE:
DATE:
COUNTERSIGNED:
Jeff T. Grange, M.D.
CITY
BY:
NAME:
TITLE:
DATE:
6
Daniel E. Fontoura. MPPM
Vice President. Medical Center
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Exhibit A
Participating agencies will use the HealthWare Solutions software on the Panasonic
Toughbook PC provided by the LLUMC DISCOVERIES project as their primary EMS
documentation tool. Personel will continue to document patient care per their current
standards as defined by ICEMA and their department protocols. This project will in no
way change the current practice of patient transportation and destination decisions. If a
patient is transported to LLUMC, the transporting EMS crew will electronically
download patient documentation onto the server at LLUMC in preparation for it to be
merged into the hospital patient care record. For patients transported to other facilities
that do not have an interface with HealthWare Solutions, the patient record will be
printed in hard copy to become part of the hospital patient care record. After completing
a call, EMS crews will transfer patient documentation into the agencies report
management system by process defmed by that agencies EMS manager. Each
participating agency will remain responsible for the privacy of patient information and
each provider will continue to follow their agencies privacy standards and protocols.
Agency administrators will work with DISCOVERIES project technical staff to assure
PC's are updated when required by LLUMC technical staffwith the latest security or
system updates.
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Exbibit B
Equipment List:
San Bernardino City Fire Department
· 14 - Panasonic Toughbook personal computers with the following inventory
information.
Maehine Name Model # Serial #
BOOOl CF-ISBDAZXMM 4CKSA2590 1
B0002 CF-I8BDAZXMM 4CKSA25893
BOO03 CF-18BDAZXMM 4CKSA25835
BD004 CF-I8BDAZXMM 4CKSA25807
, BDOO5 CF-I8BDAZXMM 4CKSA25949
BD006 CF-I8BDAZXMM 4CKSA25885
BDOO7 CF-I8BDAZXMM 4CKSA25960
BDOO8 CF-I8BDAZXMM 3KKSA14892
BD009 CF-I8BDAZXMM 4CKSA25725
BOO 10 CF-18BDAZXMM 4CKSA25787
BOO 11 CF-18BDAZXMM 3JKSA11814
Boo12 CF-18BDAZXMM 4CKSA25979
BOOl3 CF-18BDAZXMM 4CKSA25812
Boo14 CF-18BDAZXMM 4CKSA25869
. 14 - D/C power supply cords.
· 14 - Licenses, Health Ware Solutions EMS Solution 2000.
. 14 - Copies, Mcafee ASAP antivirus.
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** FOR OFFICE USE ONLY - NOT A PUBLIC DOCUMENT **
RESOLUTION AGENDA ITEM TRACKING FORM
Item# I V
Meeting Date (Date Adopted): 3,,1... o~
Vote: AyeS~ Nays
Change to motion to amend original documents 0
NuUIVoid After: l d<J days / 11 l... QS
Abstain
Companion Resolutions
Resolution # On Attachments: 0
Resolution #
;'/)05...510
Absent
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PUBLISH 0
By:
Note on Resolution of attachment stored separately: 0
POST 0
RECORD W/COUNTY 0
Date Sent to Mayor: ">,. ~ I' O~
Date of Mayor's Signature: '7" ,.. 0
Date of Clerk/CDC Signature: , 0
Date Memo/Letter Sent for signature:~
151 Reminder Letter Sent:
~
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Date Returned:
lnd Reminder Letter Sent:
Request for Council Action & Staff Report Attached:
Updated Prior Resolutions (Other Than Below):
Updated CITY Personnel Folders (6413, 6429, 6433, 10584, 10585, 12634):
Updated CDC Personnel Folders (5557):
Updated Traffic Folders (3985, 8234, 655, 92-389):
Copies Distributed to:
Animal Control
City Administrator
City Attorney
Code Compliance
Develop
Others:
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EDA
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Facilities
Finance
Reso. Log Updated:
Seal Impressed:
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Not Returned: 0
Yes No By_
Yes No By_
Yes No By_
Yes No By_
Yes No By_
Information Services
Parks & Recreation
police Department
Public Services
Notes:
o
o
o
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Ready to File: _ Date:
Revised 11/18/03
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CITY OF SAN BERNARDINO
Interoffice Memorandum
CITY CLERK'S OFFICE
Records and Information Management (RIM) Program
DATE:
March 10, 2005
TO:
Norma Camarena, Administrative Analyst
FROM:
Eileen Gomez, Senior Secretary
RE:
Transmitting Documents for Signature - Resolution 2005-56
At the Mayor and Common Council meeting of March 7, 2005, the City of San Bernardino
adopted Resolution No. 2005-56- Resolution authorizing the City of San Bernardino to enter
into an agreement with Loma Linda University Medical Center to provide emergency medical
service information.
Attached is one (1) original subcontract agreement and one (1) duplicate original subcontract
agreement. Please obtain signatures in the appropriate locations and return the ORIGINAL
agreement to the City Clerk's Office as soon as possible, to my attention. Please keep the fully
executed copies for your records and for the other party.
Please be advised that the resolution and contract wUl be null and void if not executed
within 120 days, or by July 1, 200S.
If you have any questions, please do not hesitate to contact me at ext. 3206. Thank you.
Eileen Gomez
Senior Secretary
I hereby acknowledge receipt of the above mentioned documents.
Signed: 11 0"Lrrv-. ttun.~(\IJ,
Date: B-1 t..\ . 05 Please sip aadretvo
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